HomeMy WebLinkAboutCLE202200114 Approval - County 2022-09-27Zoning Clearance Information
Albemarle County
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Community Development
401 Mclntin; Rd. North Wing
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CharoReavllle. VA 22902
Phone 434.296.5832
What is a Zoning Clearance?
A Zoning Clearance is verification from Albemarle County that a proposed use, whether it is a new business or other activity
(see Zoning definition of "Use"), satisfies all requirements of the Albemarle County Zoning Ordinance and ensures public
health and safety. A Zoning Clearance Application is reviewed by the Zoning Department, Building Inspections Department,
as well as any other applicable departments or agencies.
A Zoning Clearance is Required in the Following Circumstances
• Opening a new business
• Changing or expanding an existing business
• Buying an existing business
• Moving a business to a new location or changing its name
• Before natural resource extraction
• Any uses listed in Section 5 of the Albemarle County Zoning Ordinance as requiring a Zoning Clearance
Items Required to Apply for a Zoning Clearance
Before filling out a Zoning Clearance Application ensure you have or have done the following:
® Tax Map and Parcel number or Address of the property. Include suite/unit/floor number, if applicable.
® Description of the proposed business/use. Include any and all relevant information such as a description of the
business, the number of employees, number of shifts, availability of parking, etc.
® A Floor Plan. A sketch or an architectural drawing of the total square footage of the use. If using less than the entire
structure, note the location within the structure. Note the square footage of and use of each room.
® Provide notice to the owner if the applicant is not the owner. Within ten days of applying for a zoning clearance, the
applicant, if they are not the owner of the parcel and/or structure, shall inform the owner that they have applied for a
Zoning Clearance. Please fill out the form on page 3.
• Other Approvals/Documents if applicable.
• A Certified Engineer's Reoort is required if the parcel is zoned Industrial (LI, HI, or PDIP).
• Health Department approval is required for food preparation or if the parcel is on private well or septic.
• Bakeries require USDA approval.
• Any additional approvals the Zoning Administrator may require including Department of Social Services and Fire +
Rescue.
• If you have any questions feel free to contact Staff at (434) 296-5832
Submitting an Application
Once you have all the required information provided above:
1. Fill out an application. Please complete page 2 in its entirety.
2. Submit an application. Bring or send a completed application to Albemarle County Community Development at
401 McIntire Rd, North Wing, Charlottesville, VA 22902
3. Pay. The application fee can be paid for in person or online. If paying online please attach a copy of your payment re-
ceipt. A Zoning Clearance Application will not be processed until payment has been received.
4. Notify the Owner. If you are not the owner of the property please fill out page 3.
Zoning Clearance Application
FOR OFFICE USE ONLY
Fee Amount: $ 61.36
Application fee: $59 + Technology Surcharge: $2.36
Clearance Number: CLE2022-114
Date Paid: 8/29/22 By:
Receipt#: Check#: By: J.S.
Applicant - Fill out the entire page below and return to:
Community Development 401 McIntire Rd, North Wing, Charlottesville, VA 22902
Albemarle County
o I'll, Community Development
401 McIntire Rd. North Wing
Charo9eswlle. VA 22902
Phone 434.2965832
Name:
Sage Title Group, LLC
E-Mail Address:
Ian@midstatestitle.com
Mailing address:
4501 George Carter Way Chantilly,
VA 20151
Phone #:
703-483-6796
Tax Map and Parcel
number and/or Address
of the Business:
350 Old Ivy Way
Suites 200 &301
Charlottesville, VA 22903
Zoning:
Stafwitfilloutifunknmvn
Ci Commercial
Parcel Owner:
Ivy LLC
Owners Address:
I P.O. Box 5606 Charlottesville,
VA 22AQ.8;
Check any that apply:
® New Business ❑ Change of use ❑ Change of Ownership ❑ Change of Name
Business Name:
Sage Title Group, LLC
Description of Business'
IDescribe the business including use, number of employees, number of shifts, availability of parking, and any additional into.
Sage Title Group, LLC is a real estate title insurance and settlement services company.
Previous Business on Site:
Long and Foster Realtors
Floor Plan'
Please attach either an architectural drawing or a sketch of the proposed business indicating the location of uses, the
uses of rooms, the total square footage of the use, and any additional information.
Total Square Footage Used
for the Business:
4,558 square feet
Is the Parcel Zoned LI, HI, or PDIP?
Yes
® No If yes, fill out a Certified Engineers Report (CER)
Will there be food preparation?
Yes
® No If yes, provide Virginia Department of Health approval
Is the Parcel on public water or private well?
Public
Private If on private well, provide Virginia Department of Heath approval
Is the Parcel on public sewer or septic?
V Public
❑ Septic If on septic, provide Virginia Department of Heath approval
Will you be putting up any new signage?
Yes
® No If yes, obtain appropriate sign permit and list permit # below
Will there be new construction or renovations?
Yes
® No If yes, obtain appropriate building permit and list permit # below
Please list any applicable Building Permit #a:
Zoning Clearance review cannot begin until the application above is complete and all applicable forms and fees are submitted.
This Clearance will only be valid on the parcel for which it is approved. If you change, intensify, or move the use to a new
location, a new Zoning Clearance will be required.
I hereby certify that I own or have the owner's permission to use the space indicated on this application. I also certify that the
information provided is true and accurate to the best of my knowledge. I have read the conditions of approval, and I understand
them, and that I will abide by them.
Signature ' ` d-oz, C" Printed Ian
Date 08/29/2022
2
Zoning
Clearance
Application
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Albemarle RCounty
Community Development
Ch McIntiree North Wng
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ChatlottesNlle, VA 22902
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Applicant - If you are not the land owner, please fill out the entire page below confirming that you have either
informed or are going to inform the owner of your zoning clearance application.
CERTIFICATION THAT NOTICE OF THE APPLICATION HAS BEEN
PROVIDED TO THE LANDOWNER
I certify that I will provide (or have provided) notice of this clearance application,
Sage Title Group, LLC CLE2022-114
clearance number provided by Staff or business name
to Ivy, LLC - Long & Foster Real Estate, Inc the owner
Name of landowner on record
of Tax Map and Parcel Number 06000-00-00-047BO
by either delivering a
TMP number of property
copy of the application to them in person or by sending them a copy of the application by
mail. (Please check one of the following below)
x❑ Hand delivering a copy of the application to the owner identified above on
Date 08/29/2022
❑ Mailing a copy of the application to the owner identified above on
Date
to the following address:
(Written notice to the owner and last known address on our record books will satisfy this
requirement. Please see staff for help determining this information if needed)
Signature of Applicant
Applicant Name Printed Sage Title Group, LLC
Date August 29, 2022
3
For Albemarle County Staff Review Only
Proposed Use:
I Office
Permitted: 7
seYos ❑ No
Permitted by Section:
I Sec. 22.2.1(b)(1)
Supplementary Regulations:
Applicable Special Use Permit (SP):
N/A LZC2004-17
Applicable Rezonings (ZMA):
N/A
Applicable Site Plans (SDP):
SDP2002-88
Parking:
If there is an approved site plan associated with the parcel, the parking requirements will be defined by the SDP. Some
parking requirements are determined by a ZMA or by an approved Code of Development.
Parking Formula:
1 /2OOnfa
Defined by:
Site Plan [-]zoning ordinance ❑ COD ❑Existing
Total Square Footage of the Use:
4,558sgft
Required number of parking spaces:
18 spaces required (234 provided per SDP2002-88)
Associated Clearances:
CLE2016-284
Variances:
N/A
Violations:
N/A
Is a site Inspection necessary?:
❑ Yes VNo
Site Inspection on (date):
To Confirm:
Notes:
Conditions of Approval:
Additional conditions of approval apply to Fireworks and Christmas Trees
Approval Information
Approved as proposed Approved with conditions
❑ Denied
❑ Backflow prevention device and/or current test data needed for this site. Contact ACSA, 434.977.4511 ext. 117
❑ No physical site inspection has been done for this clearance.
Therefore, it is not a determination of compliance
with the existing site plan.
❑ This site complies with the site plan as of this date.
Conditions:
Additional Notes:
� No Objection
Building Official
09/26/2022
Date
09/27/2022
Zoning Official
Date
Other Official
Date
County of Albemarle Department of Community Development
401 McIntire Road Charlottesville, VA 22902 Phone: 434.296.5832 Fax: 434.972.4126 4
Sage Title Group — Old Ivy Way
Business Zoning Application — Description of Business
Sage Title Group, LLC is a real estate title insurance company and settlement agency that
operates in 7 states throughout the mid -Atlantic region. We are opening a new branch in
Charlottesville, VA embedded in the Long and Foster Realtors office located at 350 Old Ivy Way,
Suites 200 and 301. This type of office structuring and sub -leasing is common for several our
branches as Sage Title Group's parent company and Long and Foster Real Estate's parent
company, Long and Foster Companies, are the same. The office will be home to branch staff of
approximately five employees and will be the meeting place for real estate settlements. We will
have one shift and will be open during normal business hours, approximately 8am to 6pm,
Monday through Friday. Parking will be shared with the Long and Foster office.
EXHIBIT A
Premises
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DEED OF SUBLEASE
THIS DEED OF SUBLEASE ("Sublease") is made as of this I I' day of July, 2022, by and between
Long & Foster Real Estate, Inc., a Virginia corporation ("Sublandlord"), and Sage Title Group, LLC, a
Maryland limited liability company ("Subtenant").
RECITALS:
WHEREAS, Sublandlord is Tenant under that certain Lease, dated October 8, 2014, as amended,
(collectively, the "Master Lease") attached hereto and made a part hereof as Exhibit B, by and between Ivy,
LLC, a Virginia limited liability company (hereinafter referred to as the "Landlord"), and Sublandlord,
pertaining to the premises containing approximately 4,558 rentable square feet, located at 350 Old Ivy Way,
Suites 200 and 301 ("Sublandlord's Premises"); and
WHEREAS, Sublandlord desires to sublease to Subtenant, and Subtenant desires to sublease from
Sublandlord, part of Sublandlord's Premises, as further defined herein.
NOW, THEREFORE, in consideration of the mutual covenants herein contained and other good
and valuable consideration, the receipt and sufficiency of which is hereby reciprocally acknowledged,
Sublandlord and Subtenant agree as follows:
1. RECITALS. The foregoing recitals are hereby incorporated into and made apart of the Sublease,
including all defined terms referenced therein.
2. SUBLEASED PREMISES. Sublandlord subleases to Subtenant a portion of the Sublandlord's
Premises, consisting of approximately 130 square feet of dedicated office space, known as office 206, and
a proportionate common area allocation (the "Premises"), as more particularly identified on the attached
Exhibit A. Subtenant shall have the non-exclusive right to use the conference room, lobby/reception area,
copier area, kitchen/break area, storage room(s), restroom(s) and other shared areas without additional
charge.
3. TERM. The term of this Sublease ("Tenn") shall commence on July 11, 2022 (the
"Commencement Date"), and shall expire at 11:59 p.m. E.S.T., on October 31, 2023 (the "Expiration
Date"). This Agreement may be terminated only by written agreement between the parties.
4. RENT AND OPERATING COSTS. Subtenant shall pay Sublandlord rent ("Fixed Rent") for the
Subleased Premises according to the following schedule:
Lease Year
Monthly
Annual
Per Sqft
7/11/2022 — 10/31/2023
$249.17
$2,990.00
$23.00
5. USE. Subtenant covenants and agrees to use the Premises in accordance with the terms and
conditions of the Master Lease. Subtenant further covenants not to do any act that will result in a violation
of the terms of the Master Lease. Subtenant shall not use or occupy the Subleased Premises for any unlawful
purposes or in any unlawful manner, nor in any manner to create any nuisance or trespass.
6. MASTER LEASE INCORPORATED.
a. All of the terms, provisions, covenants, and conditions contained in the Master Lease are
hereby made a part of this Sublease (except as herein otherwise expressly provided), and all such rights and
obligations are, during the tern of this subletting, hereby imposed upon the respective parties hereto, the
Sublandlord being substituted for the Landlord in the Master Lease, and the Subtenant being substituted
for the tenant in the Master Lease ("Tenant"), provided however, that the Sublandlord shall not be liable to
Subtenant for any default by the Sublandlord under the Master Lease. Accordingly, Subtenant recognizes
that Sublandlord is not able to render any of the services or to perform any of the obligations required of
Landlord by the terms of the Master Lease.
b. For purposes of incorporating them here by reference, the time limits contained in the
Master Lease for the giving of notices, making of demands or performing of any act, condition, or covenant
on the part of the Tenant thereunder, or for the Tenant's exercise of any right, remedy or option, are changed
by shortening them in each instance by three (3) days, so that Subtenant shall have three (3) days less time
to perform hereunder than Sublandlord has as Tenant under the Master Lease.
C. Any non -liability, release, indemnity or hold harmless provision in the Master Lease that
is for the benefit of the Sublandlord and is incorporated herein by reference shall inure to the benefit of
Sublandlord for purposes of this Agreement.
d. Any right of the Sublandlord under the Master Lease to access, inspect, or do work in the
Premises, and any such right of the Sublandlord in respect of rules and regulations under the Master Lease,
shall inure to the benefit of Sublandlord for purposes of this Agreement.
e. Subtenant shall be entitled to an abatement of rent under this Sublease equal to any
abatement of rent to which Sublandlord is entitled under the Master Lease with regard to the Premises.
f. Notwithstanding anything herein or in the Master Lease to the contrary, Subtenant shall
have no right to (a) assign any interest in this Agreement, nor further sublet the Premises, without the
Sublandlord's or Landlord's prior written consent; or (b) exercise any renewal or expansion options under
the Master Lease.
7. AS IS. Subtenant agrees to lease the space in its "as is" condition.
a. Improvement; Alterations. Subtenant agrees to install and pay for all Subtenant's
improvements to the Premises. All improvements shall be installed at the cost and expense of the Subtenant,
but only in accordance with plans and specifications that have been previously submitted to and approved
Ya
in writing by the Sublandlord and the Landlord. All alterations, additions, or improvements done by
Subtenant shall be constructed in a first-class manner consistent with the Premises; and in accordance with
all governmental laws, ordinances, rules, and regulations, including the Americans with Disabilities Act.
b. Surrender of Premises. Upon the expiration or earlier termination of this Agreement, if
requested by Sublandlord, Subtenant shall remove all of its goods and effects, repair and restore all damages
to the Premises, and quit and deliver Premises in the order and condition required by the Master Lease.
8. SIGNAGE. Subtenant agrees to abide by all sign criteria established by the Landlord and
Sublandlord.
9. CONSENTS AND APPROVALS. In any instance when Sublandlord's consent or approval is
required under this Agreement, Sublandlord's refusal to consent to or approve any matter or thing shall be
deemed reasonable if, inter alia, such consent or approval has not been obtained from the Landlord under
the Master Lease. Otherwise, Sublandlord's consent or approval as required under this Agreement shall not
be unreasonably withheld or delayed.
10. TERMINATION OF MASTER LEASE. If the Master Lease terminates before the termination
of this Agreement, this Agreement shall thereupon be terminated and Sublandlord shall not be liable to
Subtenant by reason thereof unless the termination was effected by Sublandlord's own breach or default.
11. DEFAULT. If any one or more of the following events occurs, Subtenant shall be deemed to be in
default under this Agreement:
a. Subtenant fails to pay within five days after the due date of any payment for which
Subtenant is responsible under this Agreement.
b. Subtenant fails to keep, observe or perform any of the other non -monetary terms,
covenants, and conditions required under this Agreement; provided, however, that Subtenant shall have two
days less than any applicable cure period under the Master Lease, within which to cure the default in
question.
If Subtenant is in default under any provision of this Agreement, Sublandlord shall be entitled to
exercise any and all of the rights and remedies provided to the Landlord under the Master Lease or otherwise
available under the laws of the state in which the Premises is located, including but not limited to the rights
to terminate this Agreement, recover possession of the Premises from Subtenant, and store Subtenant's
property at Subtenant's own cost, or to recover possession of the Premises and store Subtenant's property
as stated while reserving the right to terminate this Agreement.
In the event of a default by Subtenant hereunder, Subtenant shall reimburse Sublandlord for all
reasonable costs, attorneys' fees, and expenses of any kind and nature that Sublandlord may incur in
enforcing this Agreement.
12. RIGHT TO CURE SUBTENANT'S DEFAULTS. If Subtenant shall at any time fail to make
any payment or perform any of its other obligations hereunder, Sublandlord shall have the right to make
such payment or perform such other obligation of Subtenant in such manner and to such extent as
Sublandlord shall deem necessary, and in exercising any such right, to pay any incidental costs and
expenses, employ attorneys, and incur and pay reasonable attorneys' fees. Subtenant shall pay to
Sublandlord within ten (10) days after receipt of demand all sums so paid by Sublandlord and all reasonable
incidental costs and expenses of Sublandlord in connection therewith.
13. INSURANCE AND INDEMNIFICATION
a. Insurance. Sublandlord and Subtenant are each subsidiaries of The Long and
Foster Companies, Inc. As such, Sublandlord and Subtenant are each "named insureds" under policies
procured by The Long and Foster Companies, Inc. on behalf of itself and its subsidiaries.
b. Uses Which Affect Insurance. Subtenant shall not knowingly conduct or permit to
be conducted in the Premises any activity, or place any equipment in or about the Premises, that shall
invalidate the insurance coverage in effect or increase the rate of insurance on the Premises, and Subtenant
shall comply with all requirements and regulations of Tenant and Landlord's property and liability insurers.
If any invalidation of coverage or increase in the rate of insurance occurs or is threatened by any insurance
company due to any act or omission by Subtenant, or its agents, employees, representatives, or contractors,
any resulting increase in such rate shall be payable by Subtenant with the next monthly payment due
hereunder.
C. Indemnification. Each party agrees to indemnify, save, hold harmless, and defend
the other party for any loss, injury, death or damage to persons or property suffered or sustained by any
person in, on, or about the Premises, if such loss arises out of the indemnifying party's (or its agents' or
employees') negligent act, omission, or intentional misconduct.
14. PERFORMANCE BY SUBLANDLORD. Any obligation of Sublandlord that is contained in this
Agreement by incorporating provisions of the Master Lease by reference shall be performed by Sublandlord
using reasonable good faith efforts to cause the Landlord to perform the same, and Sublandlord shall have
a reasonable time to enforce its rights to cause such observance or performance. Subtenant shall not have
any rights in respect of the Premises greater than Sublandlord's rights under the Master Lease. If
Sublandlord fails, after using reasonable good faith efforts, to cause the Landlord to perform its obligations
under the Master Lease, Subtenant may, upon written consent of Sublandlord, bring an action in
Sublandlord's name, to accomplish such purpose. Sublandlord shall not be responsible for any failure or
interruption, for any reason whatsoever, of the services or facilities that may be appurtenant to or supplied
at the Premises by the Landlord or otherwise, including, without limitation, heat, air conditioning, water,
electricity, maintenance and/or repairs, elevator service and cleaning service, if any. Sublandlord shall have
no liability for such failure or interruption except to the extent caused by Sublandlord's failure to use good
faith efforts to cause Landlord to perform such obligations under the Master Lease.
15. QUIET ENJOYMENT; RIGHT TO CURE. Subtenant shall peacefully have, hold and enjoy the
Premises, subject to the terms and conditions of this Agreement, provided that Subtenant performs all of its
obligations hereunder. But if Sublandlord fails to perform any of Sublandlord's obligations hereunder or
under the Master Lease, then Subtenant shall give Sublandlord notice specifying Sublandlord's default. If
such default is not cured within thirty (30) days thereafter (or within a reasonable extension of such time if
Sublandlord has commenced to cure and is proceeding diligently), Subtenant shall be entitled, at
Subtenant's option, to cure such default and promptly collect from Sublandlord Subtenant's reasonable
expenses in so doing. Subtenant shall not be required to wait the entire cure period if earlier action is
required to comply with the Master Lease or with any applicable governmental law, regulation or order.
16. INTERPRETATION. If any of the express provisions of this Agreement shall conflict with any
of the provisions incorporated by reference, such conflict shall be resolved in every instance in favor of the
express provisions of this Agreement.
17. FAILURE TO MAKE PAYMENT. In the event Subtenant fails to make any payment required
hereunder within ten (10) days of the due date, Subtenant shall pay to Sublandlord on demand a late charge
in an amount equal to five percent (5%) of such overdue payment. If Subtenant fails to pay the outstanding
balance and late charge during the month that they are due, Subtenant shall pay interest on the total outstanding
balance at the rate of eighteen (18 %) per annum compounded monthly. These provisions for such late charge
and interest are in addition to all of Sublandlord's other rights and remedies under this Agreement or at law
and shall not be construed as liquidated damages or any other limitation of remedies.
18. NO -WAIVER. The receipt of rent, including acceptance of partial payment of rent owing, by
Sublandlord with knowledge of any breach or default by Subtenant shall not be deemed to be a waiver of any
provisions of this Agreement. No failure by either party to enforce any obligation or covenant herein
contained, nor any waiver ofany right hereunder by either party, unless in writing, shall discharge or invalidate
such obligation or covenant or affect the right of said party to enforce the same in the event of any subsequent
breach or default.
19. SUBORDINATION. Subtenant accepts this Agreement subject and subordinate to the Master Lease,
mortgages, or trust deeds, now or hereafter a lien upon or affecting the Premises, so long as Subtenant's use
and operations shall not be disturbed. Subtenant shall, at any time hereafter on demand, execute any
instruments, releases or other documents that may be required by any Landlord, mortgagee, trustee, or
Sublandlord for the purpose of subjecting and subordinating this Agreement to the lien and rights of any such
Master Lease, mortgage or trust deed or Landlord, mortgagee or trustee, and the failure of the Subtenant to
execute any such instruments, releases or documents shall constitute a default hereunder.
20. OFFSET STATEMENT AND ESTOPPEL CERTIFICATE. Within 10 business days after
request, Subtenant shall provide a statement to Sublandlord, or to any third -party designated by Sublandlord,
certifying (if such be the case) that this Agreement is in full force and effect and there are no defenses or
offsets thereto, or stating those claimed by Subtenant and certifying to such other matters as such party shall
reasonably require.
21. LENDER REQUIREMENTS. If any person or entity extending credit to Sublandlord in connection
with the premises requires a change in this Agreement, Subtenant agrees, at the request of Sublandlord, to
promptly execute and deliver to Sublandlord an amendment to this Agreement incorporating such required
changes; provided, however, that Subtenant shall not be required to agree to any such changes which would
change the financial obligations of Subtenant hereunder, the location or size of the premises, or the term of
this Agreement.
22. INVALIDITY. If any part of this Agreement or of a provision hereof shall be adjudicated to be void
or invalid, then the remaining provisions not specifically so adjudicated to be invalid, shall be executed
without reference to the part or portion so adjudicated, insofar as such remaining provisions are capable of
execution.
23. COMPLIANCE. Subtenant shall not engage in or cause any act or omission that would cause the
Master Lease to be terminated or forfeited because of any right of termination or forfeiture reserved or
vested in the Landlord. Subtenant represents that it has read and is familiar with the terms of the Master
Lease.
24. ALTERATIONS BY SUBTENANT. Subtenant shall not make any alterations, including without
limitation any painting, carpeting, or cabling to the Subleased Premises without the Sublandlord's consent
(Sublandlord hereby agreeing not to unreasonably withhold, condition or delay such consent) and, if
required by the Master Lease, the consent of Landlord. Notwithstanding the foregoing or anything to the
contrary in this Sublease, Subtenant shall have the right to: (a) install and maintain its signage immediately
adjacent to the door to the Sublandlord's Premises and (b) display marketing materials in the Sublandlord's
Premises and market its services to Sublandlord's agents in the Sublandlord's Premises.
25. NOTICES. All notices or other communications hereunder shall be in writing and shall be deemed
duly given when delivered (or attempted delivery of the same is refused or cannot be effected at the last
address of which notice has been provided pursuant to this Section) via messenger or nationally recognized
overnight courier service, or United States Mail, postage prepaid, certified, return receipt requested. Either
party may, by notice in writing, direct that future notices or demands be sent to a different address. Notices
of change of address shall be deemed received only upon actual receipt.
For Notices to Sublandlord:
For Notices to Subtenant:
For Subtenant Billing:
Long & Foster Real Estate, Inc.
14501 George Carter Way, 4th floor
Chantilly, Virginia 20151
ATTN: Legal Department
Sage Title Group, LLC
14501 George Carter Way, 41 floor
Chantilly, Virginia 20151
ATTN: Legal Department
Long & Foster Real Estate, Inc.
14501 George Carter Way, 5' Floor
Chantilly, Virginia 20151
Attention: Accounting Department
Upon Sublandlord's receipt of any notice from Landlord under the Master Lease with respect to the
Subleased Premises, Sublandlord shall promptly forward a copy of such notice to the Subtenant.
26. NO PARTNERSHIP. Nothing herein contained in this Sublease shall be deemed or construed as
creating the relationship of principal and agent or of partnership or joint venture of any type between the
parties hereto; it being understood and agreed that no act of the parties hereto shall be deemed to create any
relationship other than that of Sublandlord and Subtenant.
27. DRAFTING. The parties hereto have participated jointly in the negotiation and drafting of this
Sublease and, in the event an ambiguity or question of intent or interpretation arises, this Sublease shall be
construed as jointly drafted by the parties hereto and no presumption or burden of proof shall arise favoring
or disfavoring any party by virtue of the authorship of any provision of this Sublease.
28. BINDING AGREEMENT. The covenants and agreements herein contained shall bind and inure
to the benefit of Sublandlord, Subtenant, and their respective executors, administrators, successors and
assigns; however, this provision shall not be deemed to authorize any assignment in violation of the Master
Lease.
29. BROKERAGE. The Sublandlord and the Subtenant has each informed the other that they have
not dealt with any other finder, agent or broker in connection with the transaction set forth in this Sublease.
The Sublandlord and the Subtenant shall each indemnify and hold the other harmless from and against any
claim for commission or other compensation in connection with this transaction, which is asserted by any
person or entity with whom the indemnifying party has dealt with regard to this Sublease. Subtenant
acknowledges that Sublandlord is a licensed real estate agent in the Commonwealth of Virginia.
30. ATTORNEY'S FEES. In the event of any legal action concerning this Sublease, the losing party
shall pay to the prevailing party reasonable attorney's fees and court costs to be fixed by the court wherein
such judgment shall be entered.
31. GOVERNING LAW. This Sublease is governed under the laws of the Commonwealth of
Virginia. Sublandlord and Subtenant agree that any litigation arising out of, or related to, this Sublease
shall be brought in the courts of the Commonwealth of Virginia or the appropriate United States District
Court, and Sublandlord and Subtenant hereby consent to the venue of such courts.
32. EXECUTION; COUNTERPARTS. This Sublease may be executed in any number of
counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one
and the same instrument. The parties agree that a facsimile (e.g., scanned PDF via email) or electronic (e.g.
DocuSign) signatures shall have the same binding effect as original signatures.
33. AUTHORITY. Sublandlord and Subtenant and each person signing on their behalf hereby
covenant and warrant that it is a duly authorized and existing entity in good standing under the laws of the
state of its formation, that it has full right and authority to enter into and to perform this Sublease, and that
the person signing on its behalf has been authorized to do so by all necessary corporate (or equivalent)
action.
34. ENTIRE AGREEMENT. This Sublease is intended by the parties hereto to be an integration of
all prior and contemporaneous terms, provisions, conditions and covenants between the parties hereto, and
contains all of the agreements of the parties with respect to the matters contained herein. There are no
terms, provisions, conditions, covenants, understandings, warranties or representations pertaining to any
such matters, neither oral or written, nor express or implied, between the parties other than those specifically
set forth herein which shall be effective for any purpose. In addition, no amendment, modification, addition
or alleged or contended waiver to any of the provisions of this Sublease shall be binding unless it is made
in writing and signed by all parties hereto.
IN WITNESS WHEREOF, the parties hereto have caused this Deed of Sublease to be executed and
delivered by their duly authorized officers as of the day and year first written.
SUBLANDLORD:
LONG & FOSTER REAL ESTATE, INC.
OocuSig�{i��ntyed by:
E
BY ��xLYIl�isa�t
Name: Gregory J. Cross
Title: Chief Financial Officer
SUBTENANT:
SAGE TITLE GROUP, LLC
By: EOocuSigned by:
I (y6ss
Name: Gregory J. Cross
Title: Chief Financial Officer
EXHIBIT B
Master Lease
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