HomeMy WebLinkAbout1995-07-12
F :I N A L
7.00 I'.M.
July 12, 1995
Room 241, County Office Building
1) Call to Order.
2) I'ledge of Allegiance.
3) Moment of Silence.
4) Other Matters Not Listed on the Agenda from the I'UBL:IC.
5) Consent Agenda (on next sheet) .
6) I'ublic Hearing on a request to amend the service area boundaries of the
Albemarle County Service Authority for sewer service to the Cafe-No
Problem located at the intersection of Route 250 W at Route 240.
(Deferred from July 7, 1995.)
7) Znl'~ 9S 92. II ~ II Part:ae!l'sài~. P1:Ù!Iilie IIeaæ!:B.g eR a reefl:ieSE E6 r65!!e:ac.
a!?~n:e:H. .1. B8 ass É£sm. R 2 ~e HC. I?rS]?6Ft.y iE. £N eSrRÐr af Rt 6'31/1
~1 i~eEB. TÞf:r,I?55B. £iEB žsesmmsBåe.å fer gemm~ity £er7iee in
UeighSerfieeã E iR Qem13J:sB.ensi ·.·8 FlaB.. £ 88'6'6671116 BieE. (DeæaE1Eeå
fro. JURe 28, 1995.) (Applicant requests withdrawal.)
8) Zf1?'. 95 93. II t.. II Pa.r'6:a81?ÐÈ.li13. P\lØlie Ilaariøg eRa JtЀfI:l€!SE. te rS!2ie:e.e
&pJ;lrs:n2.1(3 aesÉE'sm It 2 '6e lIG. I?1:'8138£E'} iF! aN eS:ifHSr sf RE 631/1
~1 i:aEsrs. TI17(IPSEB. CiBe reeemm~nàeà fer Gemæ~ity Ce~~iec iR
Nei§hBsE'È:seà S in GSfR13E'sl=J.eRsÍ. e. Plan. 8ee'eEs-.-ille. ÐisE. (DeÉerred
É~em ~RBe 28# 1995.) (Applicant requests withdrawal.)
9) SI'-95-13. Ednam Associates Limited Partnership. I'ublic Hearing on a
request to amend an existing special use permit to allow use of the
Ednam Manor House for office use. Site zoned PRD & EC is the Ednam
Manor House. TM60,P28A1. Samuel Miller Dist.
10) SI'-95-14. John Evans. I'ublic Hearing on a request for a home occupation
Class B on 5 acs zoned RA on E sd of Rt 631 approx 0.85 mi S of Rt
708. TM100,P35A. Samuel Miller Dist.
11) SP-95-15. C. W. Hurt Contractors, Inc. I'ublic Hearing on a request for
preschool/day care on 5.391 acs zoned R-6 on W sd of the Berkmar
Dr/Woodbrook Dr inters. TM45,P's91&93A1. Rio Dist.
12) ZMA-95-06. Forest Lakes Associates. I'ublic Hearing on a request to
rezone 2.2 acs from R-1 to R-15. Located on E sd of Worth Crossing
approx 800 ft N of Timberwood Blvd. This site is recommended for
High Density Residential in the Community of Hollymead by the
Comprehensive Plan. TM46B4,P6. Rivanna Dist.
13) ZMA 94-25. Craig Builders, Mill Creek West. I'ublic Hearing on a request
to rezone approx 80 ac from L:I & I'UD (:Industrial) to PUD (Residen-
tial). Located along N sd of Southern Parkway N of Mill Creek Dvlp
& S of :I-64. This property is in Urban Neighborhood 4 & is desig-
nated for Low Density Residential in the Comprehensive Plan. TM76M1,
Ps10&10B. Scottsville Dist.
14) Public Hearing on~an ordinance to amend Chapter 8, Finance and Taxation,
Article X:I:I, Enhanced Emergency Telephone Tax--E-911, of the Code of
the County of Albemarle, Virginia, to authorize the use of the E-911
tax for all purposes authorized by section 58.1-3813 of the Code of
Virginia.
15) Adopt Resolution approving the issuance of Series 1995 Bonds for Our Lady
of Peace, Inc., in an amount not to exceed $15,000,000 to refund
bonds previously issued by the :Industrial Development Authority to
finance the acquisition, construction and equipping of a residential
facility for the aged.
16) Approval of Minutes: May 10, 1995.
17) Other Matters Not Listed on the Agenda from the BOARD.
17a) Executive Session: Legal Matters.
17b) Certify Executive Session.
18) Adjourn.
CONSENT
AGENDA
FOR APPROVAL:
5.1 Appropriation: Stony Point Teacher :Incentive Grant, $600 -
(Form #95006) .
FOR :INFORMAT:ION:
5.2 Arbor Crest Apartments (Hydraulic Road Apts.) Bond Program Report and
Monthly Report for the month of May, 1995.
5.3 Copy of Final 1995-96 allocations for the :Interstate, Primary and Urban
Highway Systems, as well as Public Transit, ports and Airports, including
the updated Six Year Improvement Program for FY 1995-96 through 2000-01.
5.4 Copy of minutes of the Rivanna Water & Sewer Authority for May 22, 1995.
5.5 Copy of letter dated June 28, 1995, from John P. Moore, to the Honorable
Ed Robb, Senator, reI prohibition of truck traffic on Route 231/22.
5.6 Copy of letter dated May 31, 1995, from Brenda Garton Bailey, County
Administrator, Orange County, to Robert W. Tucker, Jr., County Executive,
reo prohibition of truck traffic on Route 231/22.
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David P. Bowerman
Charlotiesville
COUNTY OF ALBEMARLE
Office of Board of Supervisors
401 Mcintire Road
Charlottesville, Virginia 22902·4596
(804) 296·5843 FAX (804) 296·5800
Charles S.Martin
Rivanna
Charlotte Y. Humphris
Jack Jouett
Walter F~ Perkins
WhiteHall
ForrestR MarShall, Jr.
Scbtt:svill'¿
5aHy H Thomas
SamuelMHler
MEMORANDUM
TO:
Robert W. Tucker, Jr., County Executive
V. Wayne Cilimberg, Director, Planning &
Ella W. Carey, Clerk.etJV
Community Developmertt
FROM:
DATE: July 13, 1995
SUBJECT: Board Actions of July 12, 1995
The following is a list of actions taken by the Board of Supervisors at
its meeting on July 12, 1995:
Agenda Item No.1. Call to Order. Called to order at 7:02 p.m..
Agenda :Item No.4. Other Matters Not Listed on the Agenda from the
PUBLIC. There were none.
Agenda Item No. 5.1. Appropriation: Stony Point Teacher Incentive
Grant, $600 - (Form #95006). Approved as presented. Original forwarded to
, Finance (copy attached).
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Agenda Item No.6. Public Hearing on a request to amend the service
are~boundariesof the Albemarle County Service Authority for sewer service to
the Cafe-No Problem located at the intersection of Route 250 W at Route 240.
(Deferred from July 7, 1995.) Adopted a motion to amend the service area
boundaries of the. Albemarle County Service Authority for sewer service to the
Cafe-No Problem located.at the intersection of Route 250 WandRoute 240, for
sewer service only. This approval authori;¡:es the construction and placement
of a.s-ewer. line.and associated,pumpstationto serve the existing use. {restau..;.
rant plus associated apartment for employee), existing structure (with the
exception of fae-adetreatInent and those expansions which do not require
~v:ariances or. ::modifications to the ordinance}, and existing capacity. (equiva-
lent of 100 $eat restaurant generating not more than 5000 gallons pe~ day)
only.
Agenda :Item No.7. ZMA-95-02. H & H P~rtnership. Public Hearing on a
request to rez'one approx 1.88 acsfrom R-2 to HC. Property in SW corner of Rt
631.II-64 inters. TM76,P55B. Site recommended for Community Sérvice in
Neighborhood 5 in Comprehensive Plan. Scottsville Dist. (Deferred from June
28, 1995.) (Applicant requests withdrawal.) Approved to accept the withdraw-
al of ZMA-95·02, as requested by the applicant.
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Printed on recycled paper
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To:
Robert W. Tucker, Jr.
V. Wayne Cilimberg
July 12, 1995
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Page:
Agenda :Item NO. S. ZMA-95-03. H & H Partnership. Public Hearing on a
request to rezone approx 2.163 acs from R-2 to HC. Property in SW corner of
Rt 631/I-64 inters. TM76,P55D. Site recommended for Community Service in
Neighborhood 5 in Comprehensive Plan. Scottsville Dist. (Deferred from June
2S, 1995.) (Applicant requests withdrawal.) Approved to accept the with-
drawal of ZMA-95-03, as requested by the applicant.
Agenda :Item No.9. SP-95-13. Ednam Associates Limited Partnership.
Public Hearing ana request to amend an existing special use permit to allow
use of the Ednam Manor House for office use. Site zoned PRD & EC is the Ednam
Manor House. TM60,P2SA1. Samuel Miller Dist. Approved as recommended by the
Planning Commission subject to the following one condition.
1. Prior to the establishment of office uses in the Manor House, a site
plan amendment shall be approved by the County. The site plan shall
provide for 10 foot setbacks between the parking area and adjoining
properties and a minimum of 5 foot setback between parking areas and
roads and landscape screening within the setback area.
Agenda :Item No. 10. SP-95-14. John Evans. Public Hearing on a request
for a home occupation Class B on 5 acs zoned RA on E sd of Rt 631 approx 0.S5
mi S of Rt 70S. TM100,P35A. Samuel Miller Dist. Approved as recommended by
the Planning Commission subject to the following one condition.
1. The entrance onto Route 631 shall comply with Virginia Department of
Transportation (VDOT) minimum sight distance requirements for a
private entrance (250 feet) and with VDoT requirements for rOadside
drainage control.
Agenda Item No. 11. SP-95-15. C. W. Hurt Contractors, :Inc. Public
Hearing on a request for preschool/day care on 5.391 acs zoned R-6 on W sd of
the Berkmar Dr/Woodbrook Dr inters. TM45,P's91&93A1. Rio Dist. Approved as
recommended by the Planning Commission subject to the following five condi-
tions:
1. No such use shall operate without licensure by the Virginia Depart
ment of Welfare as a child care center. It shall be the respon-
sibility of the owner/operator to transit to the Zoning Adminis-
trator a copy of the original license, and all renewals thereafter
and to notify the Zoning Administrator of any license expiration,
suspension, or revocation within three days of such event. Failure
to do so shall be deemed wilful non-compliance with the provisions
of this ordinance;
2. Periodic inspection of the premises shall be made by the Albemarle
County Fire Official at his discretion. Failure to properly admit
the Fire Official for such inspection shall be deemed wilful non-
compliance with the provisions of this ordinance;
3. These provisions are supplementary and nothing stated herein shall
be deemed to preclude application of the requirements of the
Virginia Department of Welfare, Virginia Department of Health,
Virginia State Fire Marshal, or any other local, state or federal
agency.;
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To:
Robert W. Tucker, Jr.
V. Wayne Cilimberg
July ~.2, 1995
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Date:
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4. Use is limited to a maximum of 70 students;
5. Access shall be limited to the north side of the intersection of
Woodbrook Drive and Berkmar Drive.
Agenda :Item No. 12. ZMA-95-06. Forest Lakes Associates. Public
Hearing on a request to rezone 2.2 acs from R-1 to R-15. Located on E sd of
Worth Crossing approx 800·ft N of Timberwood Blvd. This site is recommended
for High Density Residential in the Community of Hollymead by the Comprehen-
sive Plan. TM46B4,P6. Rivanna Dist. Approved to rezone 2.2 acs from R-l to
R-15 subject to the following two conditions of the proffer, as submitted by
the applicant (see attached).
1. A path shall be provided which connects the path system shown on the
approved site plan for Forest Lakes Medical Offices on Tax Map
46B4, Parcel 7, and the existing Day Care on Tax Map 46B4, ParcelS.
2. The development will be for a maximum of twenty-six townhouse units
which will vary in front elevation and facade.
Agenda Item No. 13. ZMA 94-25. Craig Builders, Mill Creek West. Public
Hearing on a request to rezone approx 80 ac from LI & POD (:Industrial) to POD
(Residential). Located along N sd of Southern Parkway N of Mill Creek Dvlp &
S of 1-64. This property is in Urban. Neighborhood 4 & is designated for Low
Density Residential in the Comprehensive Plan. TM76M1, PS10&10B. Scottsville
Dist. Approved as recommended by tho Planning Commission subject to the
following revised conditions of Mill Creek PDD.
~. Residential and industrial areas with their attendant open space
areas, including pedestrian trails, shall be located in general
accord with the Application Plan.
2. All roads, with the exception of the potential collector road shall
be built to Virginia Department of Highways and Transportation
standards and placed in the Secondary System at the time of develop-
ment of the residential areas utilizing these roads.
3. The alignment of the potential collector road shall be in general
accord with the Application Plan. The collector road shall be built
in accordance with an agreement approved by the County Attorney and
by the Board of Supervisors which is generally in accord with the
attached draft agreement dated May 7, 1986 (read by George H.
Gilliam and changes as agreed to by the applicant), presented to the
Board on that date. There shall be no residential residences onto
the collector road, with the exception of public road connections.
The possibility that this collector road will be constructed (the
extension of Southern Parkway) within the reserved area shall be
clearly disclosed in the subdivision covenants and restrictions and
on the subdivision plat for: all lots adjacent to the collector road
in the Mill Creek West portion of this POD. :In the event that this
collector road is constructed, the developer or its successors or
assigns shall be responsible for the removal of the portion of the
Grist Mill Drive median and turn island and the "Mill Creek West"
sign proposed within the collector road right-of-way.
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To:
Robert W. Tucker, Jr.
V. Wayne Cilimberg
July 13, 1995
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4. The maximum number of dwelling units approved under this PUD is 435
dwelling units.
5. For the portion of this PUD identified as "Mill Creek West", lots
that include portions of the critical slopes (25% or greater slope)
associated with the Biscuit Run stream valley shall provide an
easement to Albemarle County and the developer or its successors
that prohibits disturbance of the natural grade in the portions of
the lot on such slopes. Any maintenance responsibilities resulting
from disturbance to these slopes shall be incurred by the developer
or its successors and not Albemarle County.
6. For the portion of this PUD identified as "Mill Creek West," minimum
required yards shall be as follows:
Front: 25 feet for lots with frontage on the road shown as "Grist Mill
Drive" on the Application Plan; 20 feet for other lots, except that the
front yard may be reduced to 10 feet for attached garages for a maximum
lineal distance of 2B feet provided that there shall be no openings
except for garage doors in any exterior wall of the enclosed structure
parallel to the street between 20 feet and ~o feet from the front lot
line.
Side: 7.5 feet.
Rear: 20 feet, except in cases in which the rear lots abuts common open
space, then the rear yard may be reduced to 10 feet.
7. Special Use Permit approval is required for establishment of the
stream crossing over Biscuit Run indicated on the Application Plan.
Agenda Item No. 14. Public Hearing on an ordinance to amend Chapter B,
Finance and Taxation, Article XII, Enhanced Emergency Telephone Tax~-E-911, of
the Code of the County of Albemarle, Virginia, to authorize the use of the E-
911 tax for all purposes authorized by section 5B.~-3813 of the Code of
Virginia. ADOPTED the attached ordinance.
Agenda :Item NO. 15. Adopt Resolution approving the issuance of Series
1995 Bonds for Our Lady pf Peace, Inc., in an amount not to exceed $15,000,000
to refund bonds previous~y issued by the Industrial Development Authority to
finance the acquisition,! construction and equipping of a residential facility
for the aged. Adopted t~e attached resolution.
Agenda Item No. 17. Other Matters Not Listed on the Agenda from
the BOARD.
Mr. Perkins asked ~r. Tucker for an update on funding for the Sugar
Hollow flooding area.
I
Mrs. Humphris asked Mr. Tucker for an update on the water loss situa-
tion. Mr. Tucker responded that the Rivanna Water and Sewer Authority is
working to find the location of the water loss.
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TO:
Robert W. Tucker, Jr.
V. Wayne Cilimberg
July 13, 1995
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Date:
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Mrs. Humphris said there are new changes in the Local Community Service
Board's performance contracts with the State which are raising concerns. A
new requirement in the contract states that if an Executive Director is
replaced in the coming year, the State Board of Mental Health, Mental Retarda-
tion and Substance Abuse may participate in the selection of that Executive
Director. She said VACO wants all the localities to be aware of these changes
before the July 14, 1995, deadline. She reguested that the County Attorney
review these changes.
Motion was offered by Humphris, seconded by Bowerman to adopt the
attached resolution requesting the Co~onwealth Transportation Boarddesìgnate
the Meadow Creek Parkway as part of the primary road system, and to reallocate
$10,117 million toward the planning, engineering and right-of-way for the
Meadow Creek Parkway.
Mr. Bowerman asked about the status of planning and architecture of the
proposed high school. He would like to serve on the planning committee.
Agenda :Item No. 17a. Executive Session: Legal Matters. Move· Bowerman,
seconded Thomas to go into Executive Session, at 9:12 p.m., pursuant to
section 2.1-344(a) of the Code of Virginia under subsection (7) to consult
with legal counsel and staff regarding a specific legal matter concerning
reversion and a specific legal matter concerning an award efa contract. All
ayes.
Certify Executive Session. CERT:IF:IED.
Mr. Perkins read a statement regarding the Board's willingness to meet
with City Council to discuss the reversion issue. The Board· feels that the
initial meeting should be an open forum rather than a presentation by any
individual or group. Anyone should be able to raise concerns, issues, or
questions relating to reversion with specific time limits to allow as many
interested people to participate as possible. After this process, subsequent
meetings between the Board and Council can be convened to deal with specific
issues that have been identified by the public or governing bodies. A date is
currently being scheduled.
The meeting adjourned at 10:15 p.m. to July 19, 1995, at 7:00 p.m.
EWCjtpf
Attachments (5)
cc: Richard E. Huff
Roxanne White
Jo Higgins
Amelia McCulley
Bruce Woodzell
Larry Davis
File
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APPROPRIATION REQUEST
"
FISCAL YEAR
95/96
NUMBER
95006
TYPE OF APPROPRIATION
ADDITIONAL
TRANSFER
NEW
x
ADVERTISEMENT REQUIRED ?
YES
NO
x
FUND
GRANT
PURPOSE OF APPROPRIATION:
FUNDING FOR STONY POINT TEACHER INCENTIVE GRANT.
EXPENDITURE
COST CENTER/CATEGORY DESCRIPTION AMOUNT
************************************************************************
l31046021l312500
PROF. SERVICES-INSTRUCTIONAL
$600.00
TOTAL
$600.00
REVENUE DESCRIPTION AMOUNT
************************************************************************
2310424000240280
GRANT # 95-1291
$600.00
TOTAL
$600.00
************************************************************************
REQUESTING COST CENTER:
EDUCATION
APPROVALS:
SIGNATURE
DATE
DIRECTOR OF FINANCE
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BOARD OF SUPERVISORS
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Original Prnf¥Ir~
Amended Proffer_
(Amendment ,--->
PROFFER FORM
Oate: 6/19/95
ZMA##95-06
Tax Map Parcel(s) #l 46B4. Parcel 6
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2.2 Acres to he rezoned from R-]
to R-15
JUN 2 0 1995
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Pursuant to Set:lion 33.3 of \he Albemar1e County Zoning Ordinanœ.ihe-iJWriet. 'ôì' ~,';'""
Its duly authorized agen~ hereby volunlarily proffers the conditions. listed beloW yJ¡ th shall
be applied to the property, if rezoned. These condilions are proffered as 8 part Ii the
cequested rezoning and it Is agreed that (1) !he rezoning itse ( gives rise to the need for
the condiliòns¡ end (2) such condilions have a reasonable relation 10 the rezoning
requested.
(1)
A path shall be provided which copnects the pathôsystem
shown on the approved site plan ~Or Forest Lakes Medical
Offices on Tax Map 46B4, Parcel 7 and the existing Day
Care on Tax Map 46B4. Parcel ~.
(2)
The development. will be for a mAXimum of twenty-six (26)
~ownhouse units which will vary in front elevation and
facade.
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ORDINANCE NO. 95-8(1)
AN ORDINANCE TO AMEND AND REORDAIN CHAPTER 8, FINANCE AND
TAXATION, ARTICLE XII, ENHANCED EMERGENCY TELEPHONE TAX"-E-911, OF
THE CODE OF THE COUNTY OF ALBEMARLE, VIRGINIA.
BE IT ORDAINED By the Board of Supervisors of the County of Albemarle, Virginia, that
Chapter 8, Finance and Taxation, Article XII, Enhanced Emergency Telephone Service Tax--
E-911, is hereby amended and reordained by amending section 8-59, Enhanced emergency
telephone service tax-Levy and rate; effective date; exemptions, and section 8-62, Receipt
and disbursement by fInance director, as follows:
Sec, 8-59. Enhanced emergency telephone service tax--Levy and rate; effective date;
exelt1ptions.
Pursuant to section 58.1-3813 of the Code of Virginia, there is hereby imposed a
special tax on consumers of telephone service in the amount of one dollar and thirty-nine
cents ($1.39) per month for each access line.
The tax imposed herein shall be first utilized solely for the initial capital, installation,
and maintenance costs of the E-911 Emergency Telephone System. This levy shall be
reduced when the capital and installation costs have been fully recovered to the level
necessary to offset recurring maintenance, repair, and system upgrade costs, and the salaries
or portion of salaries of dispatchers or call-takers paid by the county which are directly
attributable to the E-911 program only.
This levy shall not apply to federal, state or local government agencies.
The levy shall apply to all bills rendered on and after April 1, 1991.
Sec. 8-62. Receipt and disbursement by finance director,
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The tax collected is appropriated solely for the costs of the £-911 system and the
finance director shall deposit all levies collected and remitted from providers of the telephone
service into the general fund with a separate accounting of such funds to be used solely for
the purposes authorized by this article.
*****
I, Ella W. Carey, do hereby certify that the foregoing writing, is a true, correct copy
of an ordinance adopted by the Board of County Supervisors of Albemarle County, Virginia,
at a regular meeting held on July 12, 1995.
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RESOLUTION OF THE BOARD OF SUPERVISORS
OF THE COUNTY OF ALBEMARLE, VIRGINIA
WHEREAS, the Industrial Development Authority of Albemarle
County, Virginia (the "Authority"), has considered the application
of Our Lady of Peace, Inc. (the "Corporation"), requesting the
issuance of the Authority's revenue bonds in an amount estimated at
not to exceed $15,dOO,000 (the "Series 1995 Bonds") to (1) refund
bonds previously issued by the Authority to finance the
acquisition, construction and equipping of a residential facility
for the aged (the "Facility")· located at 751 Hillsdale Drive in
Albemarle County, Virginia, and (2) finance certain costs of
issuing the Series 1995 Bonds and has held a public hearing thereon
on June 30, 1995; and
WHEREAS, Section 147(f) of the Internal Revenue Code of 1986,
as amended ("thé Tax Code"), and Section 15.1-1378.1 of the Code of
Virginia, as amended (the "Virginia Code"), provide that the
governmental unit having jurisdiction over the issuer of industrial
development bonds and over the area in which any facility financed
with the proceeds of industrial development bonds is located must
approve the issuance of the Bonds; and
WHEREAS, the Authority issues its bonds on behalf of Albemarle
County, Virginia (the "County"), the Facility is located in the
County, and the Board of Supervisors of the County of Albemarle,
Virginia (the "Board") constitutes the highest elected governmental
unit of the County; and
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WHEREAS, the Authority recommends that the Board approve the
issuance of the Series 1995 Bonds; and
WHEREAS, a copy of the Authority's resolution approving the
issuance of the Series 1995 Bonds, subject to terms to be agreed
upon, a record of the public hearing and a "fiscal impact
statement" with respect to the refunding and the Facility have been
filed with the Board;
THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE
COUNTY OF ALBEMARLE, VIRGINIA:
1. The Board hereby approves the issuance of the Series 1995
Bonds by the Authority for the benefit of the Corporation, as
required by Section 147(f) of the Tax Code and Section 15.1-1378.1
of the Virginia Code, as amended, to permit the Authority to issue
bonds for the purposes set forth above.
2. Approval of the issuance of the Series 1995 Bonds, as
required by Section 147(f) of the Tax Code does not constitute an
endorsement of the Series 1995 Bonds or the creditworthiness of the
Corporation.
As required by section 15.1-1380 of the Virginia
Code, as amended, the Series 1995 Bonds shall provide that neither
the County nor the Authority shall be obligated to pay the Series
1995 BOnds or the interest thereon or other costs incident thereto
except from the revenues and moneys pledged therefor, and neither
the faith and credit nor the taxing power of the Commonwealth of
Virginia, the County or the Authority shall be pledged thereto.
3. This Resolution shall take effect immediately upon its
adoption.
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CERTIFICATE
The undersigned Clerk of the Board of Supervisors of the
County of Albemarle, Virginia (the "Board"), hereby certifies that
the foregoing is a true, correct and complete copy of a resolution
adopted by a majority of the members of the Board present and
voting at a meeting duly called and held on July I~, 1995, in
accordance with law, and that such resolution has not been
repealed, revoked, rescinded or amended, and is in full force and
effect on the date hereof.
WITNESS the following signature this IJ-'II¡ day of July, 1995.
[SEAL]
isors of
le, virginia
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RESOLUTION
WHEREAS, on May 3, 1995, the Albemarle Board of County Supervisors adopted
a resolution requesting that the Commonwealth Transportation Board designate the
Meadow Creek Parkway a Primary Highway and place it in the current Six-Year Primary
Road plan for funding; and
WHEREAS, it has recently been discovered that the approvedFY 1995-96 Six Year
Improvement Program has a $10.117 million over-allocation for the Charlottesville
Bypass, Alternative 10, due to an incorrect estimated cost for right-of.way; and
WHEREAS, this additional allocation of $10.117 million has already been approved
for the primary road system in the Albemarle County area within the Culpeper District;
and
WHEREAS, the Meadow Creek Parkway meets the criteria for inclusion in the
Primary Road system as stated by Mr. Jack Hodge at the Commonwealth Transportation
Board workshop in April, 1995, and as requested in February, 1995, by Albemarle County,
the City of Charlottesville, the Metropolitan Planning Organization, the Charlottesville-
Albemarle Chamber of Commerce and area legislators.
NOW, THEREFORE, BE IT RESOLVED, that the Albemarle Board of County
Supervisors does hereby request the Commonwealth Transportation Board, at its next
allocation period, to designate the Meadow Creek Parkway part of the primary road
system and reallocate these already allocated funds in the amount of $10.117 million
toward the planning, engineering and right·of-way for the Meadow Creek Parkway.
*****
I, Ella W, Carey, do hereby certify that the foregoing writing is a true correct copy
of a resolution unanimously adopted by the Board of County Supervisors of Albemarle
County, Virginia, at a regular meeting on July 12, 1995.
~'
------."
"...--
tr:::J (ill" fD) \!I
~ U1lí U
David P. Bowerman
Û1.arlottesvil\e
COUNTY OF ALBEMARLE
Office of Board of Supervisors
401 McIntire Road
Charlottesville, Virginia 22902-4596
(804) 296-5843 FAX (804) 296-5800
Chades S. Martin
R;vanna
Charlotte Y. Humphris
JackJQuett
Walter F. Perkins
WhiteHall
Forrest R. Marshal!, Jr.
ScoUsViUe
Sally H. Thomas
Samuel Miller
MEMORANDUM
FROM.
Melvin Breeden, Director of Finance
Ella W. Carey, Clerk ~
July 14, 1995
TO.
DATE.
SUBJECT,
Board Actions of July 12, 1995
At its meeting on July 12, 1995, the Board of Supervisors took the
following action:
Agenda :Item No. 5.1. Appropriation: Stony Point Teacher Incen-
tive Grant, $600, - (Farm #95006). Approved the attached appropriation.
EWC/tpf
Attachments (1)
cc: Roxanne White
Kevin Castner
Jackson Zimmerman
œ
Printed on recycled paper
~~ ~<!i
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.
DESTR~f1U ...
, ?TEV TO àOA~D ~H~Ij.~~~
ON _ . '7· '15- ...~,,,"""~
COUNTY OF ALBEMARLr-~--"
EXECUTIVE SUMMARY
AC'.RNIlA TITU<.
Appropriation - Stooy Point Teacher Incentive Grant
AGF.NIlA nATE,
July 14, 1995
ITEM NrJMRF.R'
tj'6-: ó,? /.q (5:/ )
Af'TION:
INF()RM ATION·
SfIR F,('TIPROPOSATJREQTTF.ST,
Request approval of Appropriation #95006 to acc¡>pt and
disburse funds received for a Teacber Incentive 0._
f'ONSFNT AGF.NnA:
Af'TION: X
INFORMATION,
A'fTAC'HMENTS:
STAFF f'ONTAC'T~<¡ ·
Messrs. Tucker, Castner, Ms. White
RF.VJF.WF.n BV:
BAC'KGROTJNIl'
At its meeting on June 26, 1995, !be School Board approved the attacbed appropriation request.
nTSf'TTSSTON:
A Teaèhe¡- Incentive Grant for Stony PointElementaty School in !be amount of $600.00 bas recently been awarded. The Teacher Incentive
Grant Program. has been establisbedto belp strengthen !be quality of arts education in the schools and to encour~e innovative projects which
integrate !be arts into the basic curriculmn of the classroom.
RF.f'OMMFNIlATION,
Staff recOlI1ÍlWnds approval of Appropriation 1/95006 in the amount of $600.00 as described on the attached form.
95006.EXE
95.117
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APPROPRIATION REQUEST
FISCAL YEAR
95/96
NUMBER
95006
TYPE'OF APPROPRIATION
ADDITIONAL
TRANSFER
NEW
x
ADVERTISEMENT REQUIRED ?
YES
NO
x
FUND
GRANT
PURPOSE OF APPROPRIATION:
FUNDING FOR STONY POINT TEACHER INCENTIVE GRANT.
EXPENDITURE
COST CENTER/CATEGORY DESCRIPTION AMOUNT
************************************************************************
1310460211312500
PROF. SERVICES-INSTRUCTIONAL
$600.00
TOTAL
$600.00
REVENUE DESCRIPTION AMOUNT
************************************************************************
2310424000240280
GRANT # 95-1291
$600.00
TOTAL
$600.00
.
************************************************************************
REQUESTING COST CENTER:
APPROVALS:
EDUCATION
DIRECTOR OF FINANCE
BOARD OF SUPERVISORS
SIGNATURE
fíe:~ir7~.d
DATE
7-5-;7"".s;-
/;,-/3'-9,5-
..-v '31)..
è
ALBEMARLE COUNTY PUBLIC SCHOOLS
Memorandum
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DATE:
June 28, 1.995
FROM:
Robert W. Tucker, Jr., County Executi~~
Kevin Castner, Division superintenden~
Request for Appropriation
TO:
RE:
At its meeting on June 26, 1995 the School Board approved the following
appropriation requests for FY94-95:
0. The appropriation o·f a Teacher Incentive Grant fer Stony Point
Elementary School in the amount of $600.00. The Teacher
:Incentive Grant Program has been established to. help strengthen
the quality of arts educatien in the schools and to encourage
innovative projects which integrate the arts into. the basic
curriculum of the classroom.
It is requested that the Board of Supervisors amend the appropriatio.n
ordinance to. receive and disburse these funds as follows:
Revenue
2-31.04-24000-240280
Grant #95-1291 $600.00
Expenditure
1-3104-6021.1-312500
Prof. Services-Instructional $600.00
/smm
xc: Melvin Breeden
Ed Koonce
Ella Carey
~~'-
f"ø
ABG" FINANCIAL SERVICES, INC.
June 27, 1995 \
i
..
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PO BOX ]]'bi~¡r¡bu¡ed j" Board: . "I' 7, 9$ . )
BELCAMP, MARYLA~D 210'.7 9$; ð"ll ~~...;¿
410-575-~¡¡¡j; hem ~~O. ~__--"
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c''rc-'
Mr. G. Robert Richardson
Corporate Trust Department
Nations Bank
Post Office Box 26904
Richmond, Virginia 23261-6904
Re: Arbor Crest Apartments (Hydraulic Road Apts.)
","O""û'-·'----..,~·"
.ò._",,·'
Dear Mr. Richardson;
Enclosed please find the Bond Program Report and Monthly Report
Pursuant to Section 7(a) of the Deed Restrictions for the month
of May 1995.
If you have any questions, please do not hesitate to contact me
at 410-575-7412.
Sincerely,
çA}.~U¡¡~
Sheila H. Moynih~J' ' '-
Project Monitor
¡shm
enclosures
cc: r~ ~'Jct~~ "f ~~~j~;!F~~
Albemarle County Board of Supervisors
401 McIntire Road
Charlottesville, VA 22902-4596
~..~.~
.
Effective May 31, 1995
MONTHLY REPORT PURSUANT TO
SECTION 7(a) OF THE DEED RESTRICTIONS
TO: ABG Associates, Inc.
300 E. Lombard Street
Baltimore, Maryland 21202
RE: E:ydraulic Road Apartments - Arbor Crest Apart!rents
Charlottesville, Virginia
Pursuant to Section 7(a) of the Deed Restrictions (the "Deed
Res.trictions"), as defined in an Indenture of Trust dated as of
April 1, 1983, between the Industrial Development Authority of
Albemarle C()unty, Virginia (the ~Authority"), and your. bank, as
trustee, the undersigned authorized representative of
Richmond-Albemarle Limited PartnershiP, a Virginia Limited
Partnership (the "Purchaser"), hereby certifies with respect to
the operation and management of Hydraulic Road Apartments,
Charlottesville, Virginia (the "project"), that as of the date
shown below:
1) The number of units in the Project occupied by
lower income tenants is 18.
2) The number of units in the project unoccupied and
held available for Lower Income Tenants is -o~
.
3) The number of units
held available for
(1) and (2) is 48
rented and the number of units
rental other than as described in
.
4) The percentage that the number of units described in
(1) and (2) hereof constitute of the total number of
units in the Project is 27%.
5) The information contained in this report is true,
accurate and correct as of the date hereof.
6) As of the date hereof, the Purchaser is not in
default under any COVenant Or agreement contained
in the Deed Restrictions or in an Agreement of Sale
dated as of April 1, 1983, between the Authority and
the Purchaser.
IN WITNESS WH9EREOF, the unders.ign'ed has signed this Report, as of
June 3, 1 95
RICHMOND-ALBEMARLE LIMITED
PARTNERSHIP, a Virginia
limited partnership
~_,L-
By: ~~J 7'/" ~
Au horized i;presentative
...~-~ ~-
BONO PROGRAM R~PORT
Month
May
y 1995
Nr_
Apts.) Pt .
o~t,:
Numbet 01 Unit.
June 5, 1995 Effective 5/31/95
Cde
Total Occupied
Bond.Occupied
051-35371
66
PrO¡>4rty: Arbor Crest Apartments (Hydraulic Road
Location: Charlottesville, VA
Submlllea by: Loretta Wyatt
Maru.Q4r
66
I. LOwtll IHCOIol£
18
The loIlO.....1ngunlt¡ h,'t"C been deslgn.ated &S'"k)wel Incom," unli~
2 Arbor Crest Dr 21 Betty N. Meador 41
61.
2 4 Arbor Crest Dr 22 Beverly M'. Athil~....Ù1Í -LAN'E.
42 62.
, 6 Arbor Crest Dr 2' Wilma M. Atkinson 4'
~.
~ 7 Arbor Crest Dr 2~ Florence Lee Carey ..
64.
5 9 Arbor Crest Dr 25 Virginia Burton 45
65.
6 12 Arbor Crest Dr 26 G. Robert Stone ~
~.
7 14 Arbor Crest Dr 21 Betty L. Reed ~1
61.
8 20 Arbor Crest Dr 28 Evelyn Mandeville ~ð
~
9 30 Arbor Crest Dr 29 Mary Allen ~ 49
SQ.
10 44 Arbor Crest Dr 30 Sam M. Atherton 50
10.
II 56 Arbor Crest Dr 31 Violet DuCharme
~1 n.
12. 76 Arbor Crest Dr 32 AnnG. Saylor 52
72
13 78 Arbor Crest Dr 33 Ernest M. Nease 53
73.
U 84 Arbor Crest Dr 34 Juanita Boliek 54
74.
.5 90 Arbor Crest Dr 35 Betty B. Elliott
~s 75.
16 92 Arbor Crest Dr J5 Dorothy H. Reese ~
70.
11 94 Arbor Crest Dr 37 M. Eileen Knick
57. 77.
18 106 Arbor Crest Dr J~ Katherine T. Nowlen
~. 78.
19 39 59 7a.
20 ~O 60 eo
T ~cn.ri~s Hom pI eVIOuJ repeut ,,.lIeeled in the Abo..... h.s.llng II.
Oelellona Ad4l1Sona
\I 11.
2 12 2 12.
J 13 , 13.
4 . 14 4.
14.
5 15 5 15.
6 16 6 I~.
7 H 7 11;
a la &. la..
t 19 ~ la.
10 20 10. 20.
_J!
Distributed 10 Board~ 1· 7· 9S
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COMMONWEALTH of VIRi(¡î~eÆF sUP~'!~'?,2~
DAVID R. GEHR
COMMISSIONER
DEPARTIIIIENT OF TRANSPORTATION
1401 EAST BROAD STREET
RICHMOND,23219
July 1, 1995
Final 1995-96 Construction Allocations and
Six-Year Improvement Program
City/Town Mayors/Managers
County Boards of Supervisors
County Libraries
Planning District Commissions
Transit Agencies
Transportation District Commissions
Concerned Citizens
A copy of the tentative 1995-96 allocations for the Interstate, Primary, and Urban Highway Systems, as
well as Public Transit, Ports, and Airports, including the updated Six-Year Improvement Program through
2000-01 was submitted to you by my letter of May 25,1995.
The Commonwealth Transportation Board, on June 22, gave final approval to the enclosed 1995-96
allocations and updated Six-Year Improvement Program.
.~\-
\S:]\(. (b~
David R. Gehr
Commissioner
Enclosures
CC: The Honorable Robert E. Martinez
TRANSPORTATION FOR THE 21ST CENTURY
John P. Moore
Rt. 2 Box 439
Keswick, VA 22947
Distributed to BoIird: 7~/Z~rl
Agenda Item No. 9~ -D7 J & (,>- "::>J
.~
June 28, 1995
The Honorable Ed Robb
100 Court Square Terrace
Charlottesville, VA 22902
Dear Senator Robb:
Thank you for calling on Monday to give me an update of your meeting last Thursday with
Bill Roudabush and Peter Way.
I want to follow up on the part of our conversation when we were discussing how
implementing a truck restriction on Rt. 231/22 could be a difficult process. There are
only two reasons that I can think of that could make the process difficult, and I do not
believe either of .them to be insurmountable. The first potential obstacle may be that the
trucking industry will fight any restriction, no matter the location or the reason,
because they object to restrictions that limit their travel options. Also, it is possible
that VDOT, or the Transportation Board, may be wary of setting a precedent.
The Constitutional right to free travel is not abridged by regulations governing the safety
of the traveling public; restricting truck traffic on Rt. 231/22 falls well within
government's obligation to protect the public health, safety, and welfare. The
implemetation of a restriction on through-traveling trucks by the State is not an
arbitrary or capricious use its of power. And the restriction as proposed does not cut off
any business frorn being served. All it means to through-traveling truckers is that they
will spend an extra five minutes on an alternate route (Rt.15 or Rt. 33). This of course
assumes that the trucks are observing the speed limits and speed advisories posted on Rt.
231/22 . something they are not doing and one of the many reasons for our request.
As we discussed, the only industry with any possibie claim of a need for servicing trucks
to utilize Rt. 231/22 is Klockner Pentaplast and they have voluntarily rerouted all such
truck traffic off of Rt. 231/22 and onto Rt. 15 and Rt. 33. Copies of Harry Van Beek's
(President of Klockner Pentaplast) internal memo and his letter to Mr. Robert Tucker,
County Executive are in the package of materials delivered to your office.
As far as any concern VDOT or the Transportation Board may have regarding precedents,
there are many roads in Virginia with higher design standards than RL231/22, that
have restrictions governing through-traveling trucks. This issue presents VDOT with
an opportunity to conduct a comprehensive study of other road segments in Virginia,
similar to Rt. 231/22, that would benefit from a restriction to through-traveling
trucks. ' COU'~TV 0F ^IB""JiA'" E
@ jlL@J~ " []LtF\" rIT\,~ r.~æJ:~1.lliii~
uU' JUL -61995' !~(\ JU( 5 1995 l¡q¡
Uu~~n-~llli
¡;XEQUT¡VE OFFiCE
Senator Ed Robb
J Page Two
June 28, 1995
VDOT could begin by studying the Virginia Byway system. VDOT is eligible to receive
Federal funding to conduct such a study through the Environmental Programs and
Provisions of the Intermodal Surface Transportation Efficiency Act of 1991 (lSTEA).
Through its Scenic Byways Program, ISTEA provides $14 million per year, through
fiscal year 1997, to assist states in the planning, design, and development of their
Scenic Byways. In addition, the Surface Transportation Program (STP) within ISTEA,
provides funding for enhancing Scenic Byways. This money possibly could be utilized to
fund the procurement and Installation of signs advising tuckers of the locations of the
through-travel restrictions.
The residents of the Rt. 231/22 corridor are appreciative of the aSsistance and support
provided by our elected state officials in the campaign to restrict through-traveling
tractor trailers and to eliminate the unacceptable risk they pose to our safety. What we
will remember Is that you were instrumental in Its success.
n P. Moore
cc. Peter Way
Mitch Van Yarhes
BJIIROlJcI<J.bush
Bob Tucker
:I¡'¿-
..
ORANGE COUNTY
BOARD OF SUPERVISORS
R. DUFF GREEN, Chairman DistrictThree
WILLIAM G. RÓBERTS; Vice~Chairman District Òne
V. REA JONES, District Two
GROVER C. WILSON,JR., District Four
JOHN M. NOLAN, District Five
BRENDA GARTON BAILEY
County Administrator
Mr.. Robert W. Tuckel", Jr.
County Executive
Albemal"le County
401 Mcintire Rd.
Charlottesville, V A 22902-4596
Dear Mr. Tucker:
May 31,1995
Distributed Ie &ard:7 -- /1l..-'1ç
Agend. Item No. f{<;ïY7I:L¿Š'(P)
R. Lindsay Gordon III Building
'12 W. Main Street
P.O. Box 111
Orange, Virginia 22960
Phone: (703)672.3313
17031972· 1455
Fax: (703) 672·1679
''''
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As you know, .our .Board was very interested in the issue of the possible
prohíbitionof.truck traffiëon Route 231/22. I discussed with the Orange County Board
of Supervisors your suggestion that various industry representatives from Orange and
Louisa meet with concerned citizens about this issue. However, my Board felt
unanimously that they are totally against any prohibition of truck traffic onthose Routes
due to the detrimental effects it might have on local businesses. Therefore, I have
enclosed for your records a copy of the resolution which they passed regarding this
matter.
Again, I would request notification when this issue is to come before the
Albemarle County Board of Supervisors. Thanks again for all of your help.
Re"ectf""y, ~
é:::!::~ v.
County Administrator
cc: . Bòard of Supervisors
Benìamin W. Blankinship, County Planner
Gary B. Burton, Director of Economic Development
John P. Moore
ro.J~l'fY OF A!.BE.~Rl1Ë
1m fr:r;::;:Jr;::Ii,1'11 nr.:::;~
¡u¡r'-:~~~'"'"'"~Inl
~.\¡b·. tJ® 7 1995 }~II'I'
1\ \ ~..~~_~~ .
U~~bl1 U L:=l' U
EXfiiCUTIVE OFFICE
~._/ r.·J
RESOLUTION OF THE
ORANGE COUNTY BOARD OF SUPERVISORS
TRUCK TRAFFIC ON ROUTE 231/22
WHEREAS the Orange County Board of Supervisors has learned that citizens in
Albemarle County have approached the Albemarle County Board of Supervisors with a
request to restrict the truck traffic on Route 231/22, and
WHEREAS there is no four-lane access out of Orange County to connect our vital
industries and businesses with access to interstate highways, and
WHEREAS the economic health of the existing industries in Orange County is essential
to the economic health of the citizens of the County, and
WHEREAS the Orange County Board of Supervisors believes that the restriction of truck
traffícon Route 231/22 could be detrimental to the continued economìc health of existing
County industries and businesses and might also restrict efforts at attracting additional
business and industry to the County,
NOW, THEREFORE, BE IT RESOLVED that the Orange County Board of Supervisors
does not favor any restrictions imposed on truck traffic on Route 231/22.
The foregoing resolution was duly adopted by the Orange County Board of Supervisors
at a regular meeting held on May 9, 1995, on the unanimous affirmative votes of
Supervisors Green, Roberts, Jones, Nolan, and Wilson.
Attest:
cc: File
Board of Supervisors
Planning Commission
Gary B. Burton, Director of Economic Development
Robert W. Tucker, Jr., Albemarle County Executive
John P.Moore
,
'1 \ li)V¡{
COUNTY OF ALBEMARLE
"
EXECUTIVE SUMMARY
AGENDA TITLE:
Cafe No Problem Jurisdictional Area Amendment
AGENDA DATE:
June 7, 1995
ACTION: X
SUBJECTIPROPOSALIREOUEST:
Proposal to amendlclari:ty the previous actions on
this site regarding the use of public sewer.
CONSENT AGENDA:
ACTION:
ATTACHMENTS:
STAFF CONTACTfS):
Messrs: Fritz,.Cilimberg
REVIEWED BY:
f)1~IB!iT~T
ON.·' r=- .,I
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ITEM NUMBER:
~s:.()~o? reM
INFORMATION:
INFORMATION:
r
BACKGROUND:
This site is Iocatedat the intetsectiofl ofRouto 240 atld 250 at Mochwns Rivor and is fOmlorly mowfl as tho Galorie Restaurant and tho Ridgo
Restaurartt. Tho Board originally included this area in the jurisdictional aroa for sewer on Octobor 7, 1992. This apprOval limited the lino
serving tho sito to a twò inch sower line. Subsoqnent to that action the Board modified its action on Decomber 2, 1992 to allow all increaso
in the size of tho line but limited the use9f the sowor line to servo the existing structure, existing uso aIld oxisting capacity only. The applicant
has presented proposals wIDch in tho opinion of staff are flOt directly cOflsistont with tho Docember 2, 1992 action. The applicaIlt's requost is
included as Attachmont B.
DISCUSSION:
Staff will comment on each aspect of tho Board's approval separatoly:
EXISTING STRUCTURE: The applicaIlt cOfltends that tho Board's action "did flOt proIDbit the oxisting structure ITom being oxpanded,
enlarged, or modified in cOmpliaIlce with all zoning and building regulatiofls applicable". Staffopinion is that the Board's actiOlllimits aIlY
enlargement 1]) the building with the oxœption offacade troatment. The applicant is requesting to oxpaIld the foot-print of the building ami to
add a socond.fiOOr. These activities havo resulted in tho nood for variaIlces in the sotback. (Theso variaIlces are schoduled to be heard Jnne
6, 1995 by the Board of Zoning Appeals. Zoning staffhas rOcOmmended denial of tho variaIlcos.)
This property was zoned C-I, Commercial in recognition of tho oxisting uso. Tho oxisting use is non-conforming duo to sotback. The sito is
not located in a dosignated growth area. Limiting tho use to the existing structure will minimize tho inconsistency of this use with the
Comprehensive FlaIl. ExpansiOfl of the building, particuÙlrIy expaIlsiOll roquiring variances, represents increased commercial activity in the
RuraIAreas wIDcb is inconsistent with the Comproheusive FlaIl. Staff opinion is that the use shonld be lin)itedto the existing structure with
the exception of facade troatment and those expansions wIDch do not require variaIlces or modifications of the ordinance.
EXISTING USE: Tho existing use of the site has been interpreted to mean a restaurant. The applicaIlt has proposed tbe constructiOll of a
second floor wIDch would be used as m1 apartment by all employee. The zoning ordinance deos permit limited residential use ofc~cial
property. Staff believes thatlimited residential use such as proposed is incidontal to the primary restaur¡u1t nse aIld shouldQe acceptable as
long as it is within the·existingstructure oxcept as may be modified as described above.
EXISTING CAPACITY: Staffbas reviowod the minutes of the Board action and is of the opinion that this limitatiofl was intended to prevent
e¡¡pansionofthe seating capacity of tho restaurant. . However, the seating capacity was not clearly idontifiod. Atthotìme ofthoBo.,.d's .action
the site did have a "PUIIIP and banI" pennit allowing a 65 seat restaurant serving a singlo meal a day. (The applicant has stated that infurmation
obtained by him ITom the Health Department allowed 85 seats.) Staff is unable to determine any relationship betwoen;the "pump aIld haul"
approvals aIld the previous use of the site. The applicatlt has cOnstructed the sewer line in accord with the previous approvals. Use of this site
for a 100 seat restautaIlt deos not present a capacity problom according to \ho AlbomarIo Courtty Service Authprity. The' Health Department
anticipates 50 gallons per goat per day in a restaurant Staff opinion is that the oxisting condition doos not provide adoquate cIarificatiOll asto
the existing capacity, As the building code would allow up to I 15 seats in tho existing structure, sotting the capacity limit at 100 seats would
appear tobo appropriato.
AGENDA TITLE. ÇafeNo Problem Jwisdictional Area Amendment
J¡Jne7,1995,
Pag<.'2
REe'OMMENDATION:
Proceed to pub)i¢hearing with this request. In respo_ to the applicants request for modificatiou of the jwisdictional boundaty staff
recommendS the following language:
Approval ¡sfor sewer service only. This approval authorizes the construction and placement of a sewer line and assooiated pump station to
serve the exis6nguse (restaurant plus associated apartment for employee), existing structure (with the exception offacade treatment and those
expansions which do not require variances or modifications to the ordinance), and existing capacity (equivalent of 100 seat restaurant
generating not more than 5000 gallons per day) only
ÇOOPERSUM
95.088
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Cafe No Problem
Richard A. Cooper
OWner
Post Office Box 62
Crozet, VIrginia 22932
MtW 2 2 1995
OJ~""1i~;ni"'1ö n . .ß,
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,M
þ
Wayne Cilimberg
County of Albemarle
Department of Planning and Community Development
401 McIntire Road
Charlottesville, Virginia 229024596
May 22,1995
Dear Mr. Cilimberg,
As you requested, I am writing this letter to supplement the application to
amend the service authority ju~dictional area for limited sewerservfce at
the restaurant site,. Tax Map 57, Parcel 31A.
The Board of Supervisors past conditional approval of on sUe sewerage,
based on the "State's criteria to serve the existing structure, existing use
and existing capacity only," has been interpreted by me and many county
officials ìn many different ways. The State has many crì:tería.
EXISTING STRUCTURE
The Board did not prohibit the existing stucture from being expanded,
enlarged, or modified ìn compliance with all zOlling andbuiIding
regulations applicable. The proposal seeks permission to chànge the
structure from one level to two levels consistent with other structures in
the immediate vicinity. The lolling administrator requires board aPproval
to modify the structure instead of applying the Zoning Ordinance. We have
applied for necessary variances.
EXISTING USE
The current proposal before the PJar\1ltng Cammission requests pe:rmisssion
to build an employee apartment above the restaurant. The use will
expand only to a use which is less intense and to one which is otherwise
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permitted by right in C~ 1 Di~tricts. The use would be less intense than a
restauranes and would allow the bOOding and its business to eXÌ$t as a
place both Optimally cared for and well maintained. Historically and
currently, many great restaurant operators eagerly live where they work
and find thi~ a great convenience becau~e of the long hours invelved in
rnnniTlg the business as wen as for security reasons.
EXISTING CAPACITY
The current proposal seeks an occupant load of 100 customers. You have
asked me to gather .data based on "state's criteria" to determine what thê
seating capacity of the éXisting structure was when the Board gave its
approval in December of 1992. The most recent document found at the
Thomas Jefferson Health Department shows they approved a Temporary
Pump and Haul permit for an occupancy of 85 people for one evening
meal per day pending a permanent sewer solution. According to the BOCA
code, the existing structure could handle at least 115 people. And Planner,
Bill Fritz, informs me there are even more "state's criteria" for determing
existing capacity that would yield ~tiIl different results.
:Being mindful or The Board's limits on the ~ewer ~y&teml pump station, it~
design is for 100 people. Jim Moore of the State Health Department in
Lexington has approved the current systero.- its ability to pump more is
limited only by the size of the pumps.
The current proposal before the Planning Commission requests permission
to build an employee apartment above the existing structure in accordance
with Zoning and· Building Regulations. The caPacity will not expand. and
thus therê is lW need for additional sewerage or parking. Alternatively we
ask, if this cannot be accommodated unconditionally, for permission to
downsize: the restaurant seating capadtyfrom 100 seats to 98 and allow
for 2 employees to live above and work in the restaurant.
We appreciate all your efforts to maintain· the viabiliity of this site and to
ensure the restaurant's best chance for survival in an already competitive
market. We are confident Cafe No Problem will one day live up to its name
and be an asset to the Albemarle Community consistent with the fine
character of this neighbonhood.
Resr<:tfµIly,
0£L-44~ ---
RìC~A.CO~~-
06-29-1995 05:52PM
'6~-&Š-
Dístribu!ed ro ~:967 1308 7 P. 02
Agenda Itam Ne. '5: O~ð?t.sfD
RAE H. ELY ¿£ ASSOCIAT~~I?~;¡;' r¡; n GO "',"
ONe COURTHOUSE SQUARE ,iUj r~~~~~-lL \~=,~¡.n!
P.QBOX1~.:,' "'"
Lot¡·SA. W~(¡INIA 23C)9:J ," :! !! JUN' 3 0 '995 ; ! '
TELIW"""Ii~_;,JlJi I J
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.jOAN:ç. ~C!<EN"IA
SARA L. "'!'Qpj¡H
June ~9, 1995
. VIA FU ANI) U. s. MAIJ.
V. Wayne Cilìmbet:fJ
~l~~arle County Dir. of Planning
andCommunit;:y Development;:
401 Mc¡nti~e ~oad
çJ1a;flptt::esville, Virg;i.n.ia ~2901-4596
~e: NoÞroblem ~estaurant Application
De&:;' wayne:
Tbis is to advise that Mr. Cooper would like to have the
public þearin9, ;i.n the above...referenced matter rescheduled to the
~oard Meeting set for July 12, 1995.
Þlease cpnfirm tóthis office that that date will be
satisfactory. ',If for any reason the date :is not s;3.t:isfacton·,
please advise as to what the earliest date will be. .
TbankYou fOr ypur assistance in this matter,
With best regard~; ¡ remain
"D~
Rae H. Ely
~E/ps
cc:~ichard Cooper
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From: .A1bè~rfe COOl!ty'reSi~ts immediately ';,dÞcent .to; amtnearby',
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. - emptoýee of~ ~m. . The rest~nt wiD pròV¡~. ~ rnuchneeded
.' serVice. tò the .community 'and enhanCe thé Characteí'óf óur neiQhbol11ood.· .
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To: The Albemarle'County BOard of s~~
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' ',From: Albemar(è CountY residents immediately adjðcent tò ~. ØèaibY/'
¡::àf& NOl't9blem: (r~xNap Sl parcel 3-tA.) , , .
We Enthusiasticany snppoj:t and encoura~ the renovation :ofCafe. Nò' "
, Þrob1em inëludmg the áddition of, a 5eC()nd story to acéOnioôatean " , "
". employee of tf)e :r.eStautilnt. The r.~~Ulant w!Il pro~dea"n1ucb needed '
, : service tOtt)e, 'communitY ar:¡d e~the characterQf our neighbprhood, .
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MCGUJREWOODS
BATTI.E&BoOTHELLP
DiSTRIBUTED TO BOARp1;Í¡¡¡~§ê~
ON. 1î7,ß(" . .,c
11995
Court Square Building
Post Office Box 1288
Charlottesville, Virgiuia 22902-1288
Telephone/TDD (804) 977-2500 . Fax (804)980-2222
Steven W. Blaine
Writer's Direct Dial
(804) 977-2588
July 11, 1995
VIA FACSIMILE 296-3800
Ms. Ella Ca~y
Deputy Clerk" Board of ~upervisors
County of Albþmarle .
401 McIntire Road
Charlottesville, VA 22902
Re: ZMA 94-40 H&H Partnership; ZMA 95-02 H&H Pårtnership
Dear Ms. Carey:
This is to request on behalf of our client, and pursuant to Section 33.7 of the
Albemarle County Ordinance, that the Board of Supervisors consent to the applicants'
withdrawal of the petitions in the referenced matter. We respectfully request that pursuant to
Section 33.7, the Board approve the withdrawal without the time limitation referenced in that
section.
SWB/itm
cc: Mr. Walter Perkins
Mr. Ron Keeler (via facsimile 972-4035)
Mr. S.W. Heischman
U :\2588\1995LTR\EC5711.swb
ALEXANDRIA' BALTIMORE' BRUSSELS· CBABLOTTESVILLE . JACKSONVILLE' NORFOLK' RICHMOND' TYSONS CORNER' WASHINGTON, DC . ZüJlICH
.
July 7, 1995
/
;/
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/S. W. Heischman
H & H Partnership
P. O. Box 7324 .
Charlottesville, VA 22906
:~;
COUNTY OF ALBEMARLE
Dept. 'Of Planning '& Community Development
401 McIntire Road
Charlottesville, Virginia 22902·4596
(804) 296-5823
RIì: ZMA-94-02 H.Çi; HPartnership
ZMA-94c03 H & H Partnership
Pear Mr. Heischman:
. -
The Albemarle County BOard ofSµpervisors, at its meetin.g on June 28,1995, per your request,'
deferred the above-noted petitions to its July 12, 1995 meeting.
If you have any questions, please do not hesitate to contact me.
Sincerely,
Q~~
Pirector ofPlauning &
VWCljcy,¡
c~laCarey
Amelia McCulley
.....
Joe Wright, Jr
10 Higgins
McGulREWOODS
Bxr'ILE&BoOTIIELLP
Distributed Íû &ard: ?~?:'l£.
Agenda íœm No. tf'5., ð¿.;(?.st;1
9''>'ð6.1i'~~'
Court Square Buildiug
Post Office Box 1288
Charlottesville, Virgiuia 22902-1288
Telephoue/TDD (804) 977-2500 . Fax (804) 980~2222
3 0 1995
,1"'\f""
'l...j{"
Steven W. Blaine
Writer's Direct Dial
(804) 977-2588
June 28, 1995
VIA FACSIMILE 296c3800
Ms. Ella Carey
Deputy Clerk, Board of Supervisors
County of Albemarle
401 McIntire Road
Charlottesville, VA 22902
Re: ZMA 94-40 H&H Partnership; ZMA 95-02 H&H Partnership
Dear Ms. Carey:
This will confirm our telephone conversation this afternoon in which I informed you on
behalf of the applicants in the referenced matter of their desire to defer the matter until the
next regular evening Board meeting scheduled for July 12, 1995.
Please let me know if anything further is required.
SWBfitm
cc: Mr. S.W. Heischman
Mr. Bill Fritz
U:\2588\1995LTRIEC5628.swb
ALEXANDRIA . BALTIMORE . BRUSSELS . CHARLOTTESVILLE . JACKSONVILLE . NORFOLK . RICHMOND . TYSONS CORNER . WASHINGTON, DC . ZORICH
~
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Distribu!ed!û &af(!: r;·.?.",9~
lÎg'*1d~ Item No. 9.s: O~.uP&-
9.J""; 06.:l? Y</1
April!2, !995
COUNTY OF ALBEMARLE
Dept of Planning & Community Development :.'. Ç¡.~~. fit;~ 'ra ~ Wì ¡g r. \. i
401 Mcintire Road.. :; \ D J r=~' _~~ b \!f. U; I H:!.:;
Charlottesville, Virginia 22902.4596 .: : ì ".' I¡' H.il
(804) 2%,5823 ~ i APR! 2. !. Ui :
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t:30~RD OF SUPERViSORS
S. W. Heischrnan
H & H Partnership
P. O. Box 7324
Charlottesville,VA 22906
. RE: ZMA-94-02 H & H Partnership
ZMA-94-03 H & H Partnership
Dear Mr. Heischrnan:
The Albemarle County Planning Commission, at its meeting on April!!, 1995, took the
following actions:
ZMA-94-02 H & H Partnership - Unanimously recommended denial.
ZMA-94-03 H & H Partnership -Unanimously recommended denial.
Please be advised that the Albemarle County Board of Supervisors will review this petition and
receive public comment at their meeting on¥AY 10.1995. Any new oradditional infonnation
regarding your application must be submitted to the Clerk of the Board of Supervìsors at least
seven days prior to your scheduled hearing date.
If you should have any questions or comments regarding the above noted action, please do not
hesitate to contact me.
Sincerely, /
M /'1' /
Y," '.' ,,' ..'~ ¿
/ì?k::",~-¡P
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William D. Fritz
Senior Planner
WDF/jcw
cc: Ella Carey
Amelia McCulley
Joe Wright, Jr
Jo Higgins
'.
('!'"
STAFF PERSON:
PLANNING COMMISSION:
BOARD OF SUPERVISORS:
WILLIAM D.FRITZ
APRIL 11, 1995
MAY 10, 1995
ZMA95-02 AND ZMA 95-03 H& H PARTNERSHIP
Annlicant's Proposal: The applicant is proposing to rezone a total of approximately 4 acres
from R-2 to HC, in the southwest quadrant of the I-64?Route 631 interchange.
Petition: ZMA 95-02 - H & H Partnership petitions the Board of Supervisors to rezone
approximately 1.88 acres from R-2, Residentialto HC, Highway Commercial. Property,
described as TaxMap 76, Parcel 55B, is located in the southwest comer of the intersection of
Route 631 and 1-64 in theScottsville Magisterial District. This site is recommended for
Community Service in Neighborhood 5.
.IÎ'
ZMA 95-03 - H & H Partnership petitions the Board of Supervisors to rezone approximately
2.163 aCres from R-2, Residential to HC, Highway Commercial. Property, described as Tax Map
76,ParceI55D, is located in the southwest comer of the intersection of Route 631 and 1-64 in the
Scottsville Magisterial District. This site is recommended for Community Service in
Neighborhood 5.
Character ofthe Area: These parcels fonn a triangle which is bounded on the north, east and
south by the Interstate and Route 631. Both of these roadways are designated Entrance
Corridors. A small stream fonns the western boundary of the parcel. The stream valley includes
steep slopes on the adjacent property to the west. The slopes on this property are. mode~at~ with
. the exception of a steep drainage swale near the entrance on Route 631. The s.ite is the fonner
location of a church which has been destroyed. Route 631 has recently been improved in the
area.
RECOMMENDATIONS:
Staffhas reviewed this request for compliance with the Comprehensive Plan and the intent of the
Zoning Ordinance and recommends approval of both requests.
Plannin!! and Zonin!! Historv:
Staff is unable to identify any history of applications on this property. Staff does note that this
site is the fonner location of a church.
n
1
t'Ï'\ Comprehensive Plan: This area is recommended for Community Service in the Comprehensive
Plan. This area is area is also addressed in the Interstate Interchange Development portion of the
plan. Staffhas reviewed the permitted uses in the HC district for appropriateness to the
Comprehensive Plan recommendations for this area. Staff opinion is that the uses permitted in
the HC district are appropriate to this area.
The Open Space Plan notes the existence of areas of critical slopes adjacent to the stream and a
buffer adjacent to existing roads (1-64 and Route 631). Areas of Critical Slopes are protected by
existing Ordinance regulations. No plan of development has been submitted therefore staffis
unable to determine the preCise location and any areas with critical slopes.Any request for a
modification to permit activity in areas of critical slopes will be evaluated for impact on areas
identified in the Open Space Plan. The parcels are in the EC District and any development will
require approval from the Architectural Review Board. No comments are available from the
ARB at this time as no plan of development is available. Based on existing Ordinance provisions
the features identified in the Open Space Plan can be adequately protected.
f""i'
These parcels are located adjacent to the interchange ofI-64 and therefore are subject to the
Interstate Interchange Development portion of the Comprehensive Plan (staffhas included a
portion of the text as Attachment C). The primary issue identified by staff in this request is the
location of the entrance on Route 631. The Comprehensive Plan recommends addressing issues
of access at the time of rezoning. At this interchange the Plan also recommends a minimum
separation from interstate ramps to commercial entrances of 800 feet. Frontage extends 4~0 feet
from the ramps. An existing entrance (crossover) .serves these parcels and lines up with the
intersection of Windfield Road and Route 631. 111 order to locate an entrance 800 feet from the
ramps property not controlled by the applicant, and currently zoned R-2 and used for residential
use would need to be involved. Due to topographic constraintS, the steep slopes associated with
the stream, access to this area of Community Service from a single entrance located 800 feet
from the ramp is unlikely and would involve extensive effoI'\. The Department of Transportation
has provided comments on this request (Attachment D). The site can be served by an adequate
entrance and access will be limited to a point farthest from i-64.
While this request does result in an entrance less than the minimum recommended distance from
the ramps serving the Interstate, no objection has been received from the Department of
Transportation. The separation distance was recommended by the Department of Transportation
and staff depends on their comments involving access. to public roads. Staffopinion based on
field visits is that access less than 800 feet will not result in a safety hazard. Clearly this request
does not meet the letter of the Comprehensive Plan. However, based on field observation and the
comments of the Department ofTransportation staff opinion is that this request appears to satisfy
the intent of the Comprehensive Plan to provide safe and functional separation from the
Interstate.
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2
('!\ SUMMARY:
The primary issue identified by staff and discussed above is access to the site. The site is
recommended for Community Service use. Section 9.3 of the Zoning Ordinance indicates that
HC zoning is appropriate for Community Service designated land. The intent of the HC district,
Section 24.1 states in part "It is intended that HC districtS be established on major highways
within the urban area and communities in the comprehensive plan". 'This site meets the
locational criteria for the intent of the HC district Adequate public utilities are availåble in the '
area, not on site, to serve development of these parcels. No physical features have been
identified which would severely limit development.
Staffhas identified the following factors which are favorable to this request:
1. The requested zoning is consistent with the Comprehensive Plan recommendations for
1:he area;
2. The area meets the locational criteria for HC zoning as stated in the intent of the HC
district;
3. The site can be served by adequate utilities;
r':'
4.
The site can be served by adequate access.
Staff has identified the following factor which is unfavorable to this request:
1. Access to the site is located closer to the ramps serving 1-64 than is recommended by the
Comprehensive Plan.
As stated previously the separation distance for entrances was recommended by the Department
of Tran¡;;portation. -
Staff opinion is that the positive factors outweigh the negative factors and 1:herefore staff is able
to support this request No proffers have been offered bY,the applicant and staff opinion is that
none are needed.
RECOMMENDED ACTION:
Action on these requests must be made separately.
1. Staff recommends approval ofZMA 95-02 which is a request to rezone Tax Map 76,
Parcel 55B.
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2.
Staff recommends approval of ZMA 95-03 which is a request to rezone Tax Map 76,
Parcel 55D.
----------...-_..--
ATTACHMENTS:
A - Location Map
B - Tax Map
C - Interstate Interchange Development portion of the Comprehensive Plan
D - Department of Transportation Comments.
A:\H&H.RPT
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ZMA 95-02 95-03 H&H Partnership
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SAMUEL MILLER,SCOTTSVILLE
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SECTION 76
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INTERSTATEINTERCIUUSGE
DEVELOPMENT
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Because Interstate 64 is a limited access highway,
interstate interchanges may be a primary focus for
development activities.. To accommodate appropriate
land'usesin rhevicinity of .certain interstate mtee·
changes while maintaining the safety and functional
and aesthetic integrity of such interchanges, the fol-
lowing standards and policies are. recommended:
. Land in the vicir1ity of interstate interchanges
should he developed in a manner c011$ÎStent with
the Comprehensive Plan land use designationS for
thearea in which it is located. It is recomfilended
that the following interchanges be developed in aC-
cordance with the standards set forth below:
Route 250 East (Shadwell), Route 20 South, Route
631 (Fifth Street), and Route 29 South. Some areas
within close .proximity 'of these interchanges, hut
not a part of a County Growth Area, are designated
as Rural Areas. Rural Areas may not devélop except
as provided under current zoning. Availability of
public utilities to areas south pf the Route 250
East/Interstate, 64 interchange would necessitate
review of that area for addition to, the Urba[} Area.
This should be considered with the next review of
the Plan, Other interchange areas are designated as
public O$e areas. Provided that appropriate public
ul:ilitiesare avaHable and other standards are met,
public l,Ise areas may develop in accordance with
this section. Other int5'rchanges-Route 250 West
(Yancey Mills), Route 637 (Ivy), and Route 616
(Black . Cat Road)-are not recommended for.
development except as provided generally in the
Plan.
o Permitted land uses should be related to and sup-
portive of the interstate highway function. More
specifically, two caregories oHand uses are most
appropriate:
Regional uses which rely on a regional or
larger scale market (sales, labor, service)
and consequently would depend on the in-
terstate highway's function as a non-local
mover of people and goods. This category
would include such uses as: regional shop·
ping centers; major office, ,business or in-
dustrial employment centers; regional
governmental or' institutional' centers¡ con·
vention centers; and'large..scalerecreational
fadÜties.Ught industrial, warehousing, and
wholesaling business dependent on truc~·
tì
ATTACHMENTC I
ing of goods also favor. such locations. Pro-
vided the interstate is not intended as a
major local-traffic carrier, high density resi-
dential development may be appropriate.
Highway service businesses which primarily
rely on the interstate traveller asa market,
including hotels,rnotels, restaurants, service
stations, truck stops, 'convenience ,stores,
and gift, craft or antique shops.
o Areas suitable for regional uses or highway service
businesses should not be developed in inappro-
priate uses which are locally oriented (I.e., neigh-
borhood shopping centers, automobile sales,
theaters, lowdehsity residential development). In
addition to preempting more appropriare uses,
such development would generate unnecessary,
local traffic on the interstate highway.
. Site area requirements fora _regional use will
generally be determined by the specific needs of
the use. A regional use need not be located adja-
cent to an interchange but should have direct
access to an ,interchange over a, road' segment' of
adequate capacity and non-local function. Orienta'
tion of such uses totheintetstate system provides
access appropriate to the needs of the use while
minimizing non-local traffic on local roads.
o The random, individual location of highway service
businesses should be discouraged. Such. uses
should be located exclusively in clusters with com-
man access points on sites ranging from three to
five acres in area. Where the, cluster approach is
not'practical, businesses'should utilize service road
and reverse frontage access sharèd by three or
more establishments to' minimize, the number of
accesses in the area of the interchange.
o Maintenance of functional and aesthetic integrity
should be emphasized in review of applications for
development. Such review should occur èarly in
the development process (I.e., rezoning petition,
special use permit application) and should address
such' matters as: control of access; use of service
road or reverse frontage development; separation
of access from interchange ramps and other trans·
portationplanòing concerns; landscaping and
buffering; setback; signage; building mass. and
height; and orientation in regard to aesthetic con-
cerns.
. Subdivision of land within one~quarter mile aLan
interstate ramp should not be permitted unless
access is provided by,a single,entrance,and the en-
202
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trance location complies with the following stand-
ards.
The following distances are recommended
as . the. minimum separation from . interstate
ramps to commercial. entrances· on the road
crossing the interstate:
Route
Minimum Distance
to Entrance
250 East (Shadwell)
20 South
631 (Fifth Street)
29 South
1,000 feet
1,000 feet
800 feet
1,000 feet
· The location of proposed entrances onto feeder
highways sho~ld be evaluated for overall traffic im·
pact.
· Interchange development should occur as infra-
structure and public utilities are available.
· TIle Urban. Area interchanges, particularly the
Rout.e 29/250 bypass and Route 250/ShadwelJ in-
terchanges, serve as gate ways to Charlottesville
and. the Urban Area and .deserve .particular atten·
tion to desirable visual impact.
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IATTACHMENTC
l Page 21
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RURAL DEVELOPMENT
GOAL: Discourage rural residential development
other than dwellings related to a bona fide agricul-
tural/forestal use. The limited amount of residential
development which is permitted in the Rural Areas
shall be located in a manner to minimize impact on
rural resources and to minimize conflict with agri-
cultural/forestal activities.
The rural development goal is based on the deci·
sian to give highest prioriry to agricultural and forestal
activities in the Rural Areas, and firmly establish these
activities as the. primary land use,-rather thanresiden·
tial development.
OBJECTIVE: All decisions concerning the Rural Areas
shall be made in the interesl of the four major elements
of the Rural Areas, with highest priority given to pre-
serving agricultural and forestal activitiesrntJ'¡er than
encouraging residential development.
The four major elements are, (1) preservation of
agricultural and forestal activities; (2) water supply
proteCtion; (3) limited service delivery to the Rural
Areas; and, (4)--conservationof natural, scenic,.-and his..:
(Oric resources. The importance of preserving agricul-
tural and forestal activities in Albemarle County is
discussed in "The Natural Environment":Chapter2,
page 65. One of the major Strategies to protect agricul-
tural and forestal areas is the further restriction of resi·
dential development in the Rural Areas.
OBJECTIVE: Residential development not related to
bona fide agricultural/forestal use shall be -encouraged
to locate in designated Growth Areas where services
and utilities are available, and where such development
will have minimum impact on .rural resources and agci'
cultural/forestal activities.
Rural subdivision reduces the viability of agricul.
ture and forestry by using up land and by creating
conflicts between. farm and non-farm uses. Developed
properties in agricultural areas create pressure for ad..
ditional.·developmentand cause..·other.,direct' and·,in·
direct effects which are detrimental to the
continuation of agriculturaVforestal activities. (See dis-
cussion of land use confiictsunder Agriculturalal1d
Forestal Resources in "The Na:ti1rar Environment"
Chapter 2, page 49). In addition, rural development
increases service delivery needs, and may permanently
alter the natural, scenic, and' historic 'landscape. For
203
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IATTACHMENTDf\~
RECEIVED
MAKfS1'J9S
D...VID R. GEHR
COMMISSIONER
COMMONWEALTH of VIRGINIA Planning Dept.
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DEP"'RTMENT OF TR",NSPORT...TlON
P. O. BOX 2013
CHARLOTTESVILLE,22902-2013
):
....G.TUCKER
RESIDENT ENGINEER
March 13, 1995
March·RezonÌngs
Mr. Ronald S. Keeler
Dept. of Planning &
Community Development
Ceunty Office Building
401 McIntire Road
Charlottesville, VA. 22902
Dear Mr; Keeler:
Please find our comments listed below:
ZMA-95-02 H & H Partnership, Reute 631 S.
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·This petition will bring added traffic to the neighborhood. Access is limited
to Reute 631 only and that is further restricted by the limited access of the
right of way line. Entry will only be allowed at or near the southern most
boundary. Commercial entrance turn lanes and required sight distance will.çe
required. It appears sight 'distance can, be obtained.
ZMA-95-Ó3 H & H Partnership. Route 631 S.
See 95-02.
ZMA~95-04 The Universitvof VirqiniaRealEstate FOlhïdation.Rt. 606
This park will generate in total buildout approximately 30,000 VPD, which will
bring significant impact to Route 29, Route 649 and Route 606. Although the
proposal speaks of the improvements needed, as being in place or, at least by
development buildout1 there will be a'critical need for the proper
interchanges and additional lanes along these roadways The-Meadowcreek
parkwaywillJ in addition, have an impact on traffic flow, either built or
unbuilt.
Hopefully we will have further comments after our planning office has:time to
review.
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TRANSPORTATION FOR THE 21 ST CENTURY
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March 31, 1995
Mr. William D. Fritz
Senior Plannèr
County of Albemarle
Dept. PlanningfComm. Dev.
401 McIntire Rd
Charlottesville, VA 22902-4596
RECEIVED
APR ,3 1995
Dear Mr. Fritz:
P!e.nn¡ng Dept
I appreciate your notifying me of the possibility of a zoning
change affecting my neighborhood. I am referring to the attempt
to rezone the area across the street from my hOUSè, which is
located at 353 Stagecoach Road. In response to, my inquiry, I
was informed that rezoning from R2 to Highway Commercial meant
that the area would be opened up to the possibility of at least
40 differènt types of commeróial businesses. Included in this
list., was èverything from a convenience store to auto care stores,
car wash, feed stores, etc. In other words, just about any
business smaller than a Walmart.
I would like to go on record that I am vehemently opposed to
this rezoning. This is a residential neighborhood with the
hearest commercial operation on the other side of Interstate 64.
I have no doubt that any commercial operation in this area will
not only lower the residential value of my home anq property, it
will subject me to increased traffic, very likely become a eyesore
and a general nuisance. Normally any business such as a conven-
iehce store, etc., naturally draws a large number of loiterers.
Many times these individuals amuse themselves by harassing
passerbys, creating continuous noise pollution and becoming a
core for general devilment in and around the nearby homes and
property.
This situation can especially hurt, me and my property as I live
directly across the street from the location being considered for
rezoning. This will completely ruin my right of peaceful enjoyment
of my home and surrounding environment. I want it understood for
the record that I am completely against this rezoning and will
fight it to the end. I am sending this letter instead of coming
in person to the meeting because my work schedule will not allow
it. Please make sure my opposition to the rezoning is officially
recorded.
Sincerely,
i!!lJu'¿ {¿id/~
Carol Adams
353 Stagecoach Rd.
Charlottesville, VA
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RECEIVED
Jt'N 2 1995
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Pt?n11i~r] Deot,
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REZONING APPLICATIONS
(ZMA 95~02 AND ZMA 95-03)
SCOTTSVILLE MAGISTERIAL DISTRICT
Tax Map 76, Parcels 55B and 55D
The applicants seek to rezone two small parcels of land
(comþined, approximately 4 acres) from Residential (R-2) to
Highway Commercial (HC) zoning classification. The parcels are
contiguous. The parcels are bounded by Interstate 64, State
Route 631 (5th Street Extended) and a small stream to the West.
The Souths ide Baptist Church was located on this site, which is
now vacant, the former church structure having been razed. The
applicant intends to develop the site as a service station and
fast food, or convenience center, consistent with the
Comprehensive Plan's Community Service designation for this
location. .
.
THE HC ZONING CLASSIFICATION IS APPROPRIATE FOR THIS LOCATION FOR
THE FOLLOWING REASONS:
· The Comprehensive Plan recommends Community Service use for the
property.
.' The permitted uses in the HC district are appropriate for the
Comprehensive Plan's designation for this area, as reported by
the Planning Department (see Staff Report, April II, 1995).
· The applicant's intended 'use as a service station/convenience
center will serve to further the Comprehensive Plan's objective
of providing regional or highway services within the interstate/
interchange corridor.
· It is eS.timated that two-thirds (2/3) of the project's
will be attributable to interstate travelers. Therefore,
location (at the interchange) reduces non-local traffic on
roads.
· The site is constrained by a steep ravine and the existing
roadways. It is a stand alone parcel--well-suited for a small-
scale convenience use, but not suited for an integrated, regional
development.
· Entrance to the site may be achieved 525 feet from the access
ramp to 1-64. The Comprehensive Plan goal of a minimum of 800
feet separation from the interstate, while appropriate in
considering subdivision of a larger, integrated parcel adjacent
to the interchange, is unnecessary for this location which
involves a stand alone parcel, separated geographically from
adjacent and independently-owned parcels.
A safe entrance may be maintained at 450 feet from the
interchange, as recommended by VDOT and the staff (who visited
the site). The planned entrance would be 525 feet from the
access ramp to 1-64.
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~e. tfie undersi~ned residents ¡ of the cDun~y of Albemarle request
that the zoning NOT be changed as requested by H & H P~rtnership
Re~ ZMA-94-02 and ZMA-94-03=
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We the undersigned residents of the county of Albemarle request that
the zoning not be changed as requested by H & H Partnership Re: ZMA-94-02
and ZMA-94-03.
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by H & H Partnership
Re: ZMA-94-02 and ZMA-94~03=
~c the undersigned residents af the county
that the zoning NOT be changed as requested
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We the undersigned residents of the county' oif ¡\lb"marle r"quest that
the zoning not be changed as requested by II & U P'Irtnership R,,: ZMA-94-02
and ZMA-94-03. '
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We the undersigned residents of the county of Albemarle request that
the zoning not be changed as requested by H & H Partnership Re: ZMA-94-02
and zMA-94-03.
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Agenda Item No. '7$".ð"1/.:z,. $""17
COUNTY OF ALBEMARLE
Dept. of Planning..& Community Development
401 Mclntire Road
Charlottesville, Virginia 22902-4596
(804) 296-5823
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Frank Quayle, President
Roy Wheeler & \Associates
. One Boars Head Lane
Charlot¡:esville, VA 22902
RE: SP 95-13, Ednam Associates Limited Partnership_
Tax Map 60, Parcel 28A1
pear Mr_ Quayle:
The Albemarle County Planning Commission, at its meeting on June 6, 1996, unanimously
recommended approval of the above-noted petition to the Board of Supervisors_ Please note that.
this !!pproyal is subject to the following condition:
1. Prior to the establishment of office uses in the Manor House, a site plan amendment shall
be approved by the County. The site plan shall provide for 10' setbacks between the
parking area and adjoining properties and a minimum of 5' setback between parking areas
and roads and landscape screening within the setback area,
Please be advised that the Albemarle County Board of Supervisors will review this petition and
receive Pl!blic comment at their meeting on JULY 12.1995. Any new or additional information
regarding your applic!!tion must be submitted to the Clerk ofthe Board of Supervisors at least
seven days prior to your scheduled hearing date.
If you should h!!ve any questions or comments regarding the above noted action, please do not
hesit!!te to cOntact me. !
Sincerely,
~&~
Senior Planner
RAL/jcw
cc:~ Carey
Amelia McCulley
Jo Higgins
Ednam Associates
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Staff Per$on:
PL\.rfflING COl\[MlSSION:
JlOARD OF SUPERVISORS:
ROil Lilley
June 6, 1995
July 12, 1995
SP 95-13. Ednam Associates Limited Partnership
AppliclIllt's Proposal: To use the Ednam Manor House for offices for a real estate company.
Petition: Special Permit approval to allow professiOJ1al offices. Property is zOJ1ed P]ID,
Pl¡¡¡¡µed Residential Development. Office use was previously allowed under dífferent zoning.
Property, desqribed <l$ T!IX Mllp 60, Parcel 28AI is located on the south side qf.w0rthington
Drive in EdnaÍI1 in the Safuutll Miller Magisttlrial District (stle Attachmtlnt A).
Plannillg aµd Zonillg IJi$tory: The Ednam PI¡¡¡¡µtld Rtlsidential Development was apprqved
underbothœzoning andsp¡;cial use ptlrmit petitions in 1980 (ZMA 80-19 and SP 110-62). Whiltl
the majority ofth¡; land was zoœd under a plimœd dtlvelopmtlnt dtlsignatioll, thtl main Ednam
Hquse and grounds wtlœ dtlsignated high·dtlnsityœsidtlntial with proff&s and sptlcial uStl ptlrmit
in order to .11110\',1 uStl of the house liS II clubhouse and professional ofJ1CtlS for Ednam residents.
In 1984, revisions to the previous approval wtlrtl madtl to a) add Caleb Stowe Associates office
use to the approved uses and b) in the alternative, permit sale of the main Ednam House liS II
single-fllmily dwelling (ZMA 84-12 and SP 84-25). .
In 1990, revísiqns to the previqus aPPfQVllls were IIgain made to permit the use of the Ednam
House by II broader range of office uses (ZMA 90-11 and SP 90-68).
In 1992, the manor house Property was rezoned to PRD to permit three dwelling units in the
house and a special use permit was granted to allow uStl ofa portion of the house to be used as
IIIl office for Caleb Stqwe as a homtl occupation (though the use had been allowed pœviously,
the special use permit was necessary dutl to thtl changtl in zoning).
Comprehensive Plan: This sittl is recommtlnded for Low Density Residential (1 to 4 dwelling
units per IIcre), in Neighborhood 6. The overall approved dtlnsity for Ednam is 4.15 dwtllling
u¡¡its per aertl' The applicant's proposal will not afftlct thtl ovtlrall dtlnsity.
Staff CI;lmment: Staff has revitlwed this request for complianctl with Stlction 31.214.1 (special
ustlptlrmit œvitlw) ofthtl Zoning Ordinanctl IInd offtlrs thtl following comments, addrtlssing the
criteria for issuance of II special permit in order:
- the usewill not be of $ubstantial detriment to adiacent properties
While stllffhas generally held that the Planned Residential Develqpment district does not intend
theloclltioJ1 of primarily unrelllted commercial uses centrally within the residential community,
1
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the use of the Ednam Manor House for offices has been allowed in the past, apparently operating
to the satisfaction of the re~iqents. The staff review of the 1990 request for essentially the same
use (ZN[A '.)0-11 and SP 90-68) noted concerns about the potential for disturbance to nearby
residential uses with. increa~ed traffic ¡IDt! limited parking availability, especially with limited
area, for par1dng expansion, and limitations on parking expansion were made a condition of the
special use permit IIpproval. .
The applicllnt has submitted II site plan in support of this request which indicate& IIn expanded
parking area (see AUllchment B). The configuration of the proposedpllrking area has several
deficiencie~ which would need to be corrected before the site plan could be approved, including
inadequllte setbacks trom the proposed adjoining re~idential property ant! the proposed new road
(Et!nam Circle), unacceptable location of spaces within the entrance area ofthe ¡>arking lot, and
inadequate bufferingtr9m the proposed residential property. In past consideration~ oflocllting
otlice uses !\l11ong§t residential uses, the setbacks normally required between c9mmercial and
re~iqentilll districts ha,ve been appliet!. The Manor Hou~e meets the normal 50' building setback.
parking area~ are normally requiret! t9 be 10' trom public ~treet right-of-way and 2<)' tram
resit!ential districts. Staff recommends that at least 10' between the parking area ant! the street
and the residential property be maintained for this PlID, with approprillte landscape ~creening.
Th.e nUmber of spaces required baset! on square footage of office use (37) is provided for through.
aufiliary 19t5 on adjoining parcels. The applicant has provided an eXplanation of his expected
actual Parking needs (see AUllchment C).
In ligh.t 9f the IIpparently IIcceptable use 9f the Manor House as offices in the past, staff opinion"
is that allowance for such use again would not IIppear to be of subst¡¡ntial detriment to adjacent
properties a~ long a~ any additional traffic and parking is adequately provided for. A statement
in support. of this use hils been provided by the Ednam C9mmunity A~socilltion (see Attachment
D), ¡¡lth9ugh it is n9t clear that they have seen the proposed parking expansi9n plan.
- the character of the district would not be changed
Allowance 9f professional 9ffice~ by special use permit in the PlID zoning district anticipates
tl:¡at there will be occasi9ns wl:¡ere sucl:¡ offices and re~it!ences can co-exist as complin¡ent¡¡ry
uses. This general arell ofRöute 250 West is developed with a mixture of 9ffices and resit!ential
u~es. The site is currently used for office sPlice by Caleb Stowe & Associates. The CUrrent
uSageTepre~ents a less intensive non-residential use than is being proposed, but the Manor
House ha~ been uset! entirely for offices in the past. The primarily residential an4 qµiet
cl:¡aracter of this plIDdistrict may be affected somewhat by increased activity at the Manor
Hou~e, but in light ofthe character of this area, the various uses ofthe housé'in the'past,and
~ømeseparation of this property trom the residences in the development, staff opinion is that
rein~t\tuting office use of th.e Manor House will not change the character of this district
subst¡\ntia,lly trom what it has been in the past.
- the use would be consistent with the public health. safety. and general welfare.
Stafi'has identified no contlicts between this proposal and the general health, safety, and welfare.
2
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Sllmmary:
Stllff opinion is that the use ()fthe Ednanl Manor House for offices can be supported as long as
aµy additional tr¡¡ffic aµd parking is adequat\jly provided for. Staff recommends that a site plan
indicating ¡ 0' setbacks between the parking area and lid joining properties and roads and
laìldscape scre\jning within the setback area be a conditi()n of approval. This could be done as a
minor anlendmentto the existing site plan and would be subject to review by the pertinent site
review agenci\js.
Recommende4 Action: Approval, with the following condition:
1. Prior to tht¡ establisiunent ofoj:lìce uses in the Manor House, a site plaµ ameqdment shall be
IIPproved by t1\.~ County. The site plaµ shall provide for 10' setbacks between the parking ¡¡rea
aµd ¡¡djoinip.g proHerties and roads and landscape screening within the setback area.
-----_.--.-----------
Attachments:
A - Locatio~ map with zoning
Ii - Preliminary Site. Plan
C - AppUcant's response to Ednanl Community Association questions about parking
D - ~etter indicating support from Ednanl Community Association
.
i:\general\sl¡are\1i11ey\ednam.sp
3
ALBEMARLE
CQUNTY
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¡ATTACHMENT AI
I Pag~ 11
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SEE 75-63
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SAMUEL MILL 16 ' &.'
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SECTION 60
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I ATTACHMENT c;: I
I Pagø 11
I am cognizant of our impact on the cOIIUIlUnity and of our commitment to uphold the
covenailts, bylaws ;ll1d rules ()f the association. I will make every effort to impart upon
our as~oçiates the need to abide by the covenants and restrictions but most
hµpOliantly, the need to be ¡¡ood neighbQrs. Further, for this relationship to succeed,
ang f()r oJ.lr business to prosper in this environment, it is incumbent upon our people to
adhere to the same standards as the entire Ednafil community.
It has been my experience that the best relationships are those where there is an open,
straigbtforward dialogue between parties. I hope we will have that sort of relationship
and if it is perceived we are falling short of expectations, your board will bring it to
Our attention so that we can address and correct the concerns.
"a:ow!to ~on envisiøn the parking sitnatiQn WQrking; what are your gel,eral
t,me~ Qf Qperatiòn, heaviest allticipated traffic times, number of people using
òfiice (!I1;µ:imul)lam\ average). II
I would imagine trus issue is the one of most concern when the pros and cons of a real
estate C()mpany ocçupying the Ednam Manor are discussed. Therefore, I will digress a
bit to provide a more comprehensive response to your question. First of all, the real
estate business has changed signifiçantly over the last five to seven years. If! had
discussed with y()u our company goals ill the mid-1980's I would have projected
having a hundred or so associates by 1995. Many factors have contributed to a pretty
dram¡¡tic change in our philp sophy and today our concentration is.on quality, not
qµantity, and with few e¡¡:ceptions we are focusing on recruiting only experienced top
producers; who, by tbe very nature of our business, are in very limited supply. Trus
strategy, whencol)lbined with the high turnover traditionally experiençed by real estate
firms, makes it a real challenge to maintain a constant number of açtive Realtors. We
·h¡¡ve come to recognize, however, trus trend toward down-sizing is not necessarily a
~= <
The second factor that affects the question regarding occupancy is the need to
recognize that ours is an occupation where very little business is generated sitting
!\found in the office. Tbe successful Realtors are those who spend a large majority of
their time ()ut meeting people, inspecting properties ang showing real estate to
potential buyers. Thus agents should not be spending more than one-trurg of their
time at their offiçe.
I i
!
8tiU another trend il1 our business has been brought about by tech1¡ology. Fax !
machil1es, modems, mobile phones, çomputers, laptops, etc. have all contributed to
associates spending far more time in hOl)le offices or in their automobiles conducting
business than in the past. All of these trends have led us to recognize that there is nO
neeg for three offices and that we can get by with c()nsiderably less office space than in
the past.
~ J::
I ATTACHMENT C I
I Pétg~21
lIaving said all this, let me give some hard numbers to your specífic questions. We
prest)ntly have 65 Jícensees with Roy Wheeler Realty Co. Of that number, 20 have
other office~ or jobs and dp not come to our office more than once or twice a quarter.
Another 15 are part"time, wprking in the real estate business less than 25 hours a
week. Thµs, 30 to 3 5 as~ociates are filII-time. It is this pool that are most successful
and conseqµentiy spend the least amount of time at the office. In addition to these
nu¡nbt)fs we anticípatt) having a staff of no less than. five nor more than t)ight. Thus, I
wpµld anticipate· having an average of 18 to 28 in the buílding at anyone time. We dp
have quarterly ¡jI1-company mt)t)tings and Þave held them at Farmington Country Club
for lack of space but'would hopefillly have these meetings in the future at the Ednam
Manpr. We generally have between 35 and 50 assocíates for these meetings which last
olie and .a half to three hours and are held every three months. When needed, we
anticípate b~ing able to u~e the parking lot iII)!Uediately across Dryden Lalie ahd the lot
aCrOSS Worthington Drive when necessary.
Our office hours are Monday through Friday from 8:30 a.m. to 5:30 p.m. and on:
Saturdays rrom 9 a.m. to 1:2 nOpn. I anticípate the greatest traffic being between 9
a.m. andlO:30 a.m. weekday mornings. I anticípate ypu will see two to six cars
present between 7:45 a.m. and 9a.m: and again between 5:3() p.m. and 7:30 p.m. and
twp to four cars at other times during the early morning or after 7:30 in the evening.
"Issue (If signage."
I appreciate your recog¡¡ition that we. "would need some type of signage." I also
recognize that any signage win need to be reviewed and approved by the architectural
review conunittee. We þave not fOtnIulated any specífic thoughts on signage but feel
c(jnfident this is an issut) that can be satisfactorily resolved. My preference would be
tP give some thoµght to t ¡is i~sue; develop two, three, or four options; have a picture
or sketcþ of a specific sign and share all of this with the board and/or architectural
reviewconunittee. We would then work together toward a mutually acceptable
solution.
ì! SwilJl!lling p(I(l1 iss\les."
The swimming pppl is an intriguing situation that we don't feel strongly about one way
pr the. other. 1 do recognize, however, that after a season Or two, we may ha\;'e ~trong
feeJíngs about what works and what doesn't work. We would prpbably prefer tl1ere
being no pool but obvioµsly that is not the case and we are committed to allowmg the
homeowners. to use the pool during the 1995 and 1996 seasons. W t) will want to
asseSS our experience with tþe pool and its impact On pur use ofthe Ednam Manor
before making ~ny decísions regarding the pool's future use. At this point I am open
minded and believe the possibílity exists that its use by the homeowners can be
continued in the filture. lIowever, I reiterate,the final decísion would have to be
made based on our experience over the next two years.
<;----'
.
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, "
I ATTACHMENTD I
Ednam Community Association
2 Boar's Head Place, Suite 260, ÇhadottesviUe, Virginia 22903 (804)977.5604
24 May 1995
Dear Ednam Homeowner:
, ,
,
Over the cqurse of the past few months, your Board of Directors, the Long Range Planning
Commi~tee and"Mr. Caleb Stowe have been discussing the sale of the Manor House
The Board i,very pleased tlW Mr. Fronk Quayle, President of Roy Wheelet Real~y Company,
wishes to purchase the Manor House for tl1e hqme offices of Roy Wheeler. Th" Board has discussed
issues sq,ch as the Use of the Manor House, the traffic genePlted, the continued use of the pool,
sjgnage,as well as other issues. Mr. Quayle has address.q many of the COncerns already, and we ar!'
meeting with lvIr.Q"ayle next week to address any other questions that we have. Realizing that Mr.
Qµayle and Roy Wheeler will þe very close neighbors to us all, we invite yoµ to the Manor House on
Tuesday May 30, at 4:00 p.m. to meet Mr. Quayle. .
The Board supports the ,ale to Mr. Quayle anq Roy Wheeler. It is the opinion of the Board' that
a more s"itaþle oWl1er for the Manor House would be difficult, if not impossible to find. .
Includeq in this mailing are a letter written by Mr. Proffitt to Mr. Quayle adqressing tl1e 130arq's
major concerns, lvIr. Quayle's response, anq a letter from Mr. Stowe to the Board regarding the
switnming pool. We felt that tl1e entire Co¡nmunity should receive an official County notice, as
opposeq tÖ lI1erelythe adjacent property owr¡ers, so you will finq a copy of the official Alþemarle
çounty Ilotice regardip.g thehearip.g for the special use permit that would allow Roy Wheeler to
operate out of the Manor House.
The Board of Directqrs looks forward to Mr. Quayle and Roy Wheeler being a member of the
Commq,nity, and we hope yo" will. join US in welcoming them.
Sincerely,
~.Yð~
,
Patricia L. Wallace, President
. Ednam Community Association
PLW Ipgp
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Distributeó \0 Boar¡Í: 7, 1· 9S-:
Agt!1dlltem NQ,'l.s. tJ'7/;(.ssv
COUNTY OF ALBEMARLE
Dept. of Planning & Community Development."
401 McIntire Ro~q
Charlottesville, Virsinia 22902-45%
(804) 296,5823
JUN - 9/995
Jl.I11e 9, 1995
John Evans 1
Rt. I, Box 584
North Garden, VA"22959
RE: SP-95-14 John Evans
T¡¡x Map 100, Parce135A
RE: Dear Mr. Evans:
, The Albemarle CPl.l11ty Planning Commission, at its meeting on Jl.I11e 6, 1995l.111animously
recommended approval of the above-noted petition to the Board of Supervisors, Please note th¡it
this approval is subject to the following condition:
I The entrance onto Route 631 shall comply with Virginia Department of Transportation
(VDOn minimum sight distance requirements for a private entrance (250') and with
YDOT requirements for roadside drainage control.
please be advised that the Albemarle County Board of Supervisors wilL review this petition and
receive public comment at their meeting on JULY 12. 1995. Any new or additional information
regarding your appliçation must be submitted to the Clerk of the Board of Supervisors at least
Seven days prior to your scheduled hearing date,
If you should have any questions or comments regarding the above noted action, please do not
hesitate to contact me,
Sincerely,
?~ ./,,~
Ronald A. Lilley
Senior Planner
RAL/jcw
veer Ella Carey
STAFF PERSON:
RON LILLEY
,
Staff Person:
PLANNING COMMISSION:
nOARD OF SUPEQVISO.\lS:
Ron Lilley
June 6, 1995
July 12, 1995
SP95"14. John Evans
Applicant's Proposal: Tþeapplicant would like to operate a small-scale dressmaking shop
Ì-Ill\n accessory building (using 465 square feet) at his home. This would involve no outside
emp10ye~s.
petition: To grant a Special Use Pennit for a Home Occupation, Class B [Section
10.2.2.31] in larder to operate a dressmaking shop on 5 acres zoned QA, RlItal Areas.
fropetiy, described as Tax Map 100, Parcel 35A, is located on the east side ofRollte 631,
about 114 mile south of the entra¡1ce to Walnut Creek Park, in the Samuel Mill~r Magisterial!
Pistrict (see Attacluµent A). The property is not is a designated Growth Area fRural Area
4].
Character of the Area: The area arolUld this property is rural, with fanns and wooded
¡tI'eas nearby. The property is surrounded by the County's Walnut Creek Park property,
though Ilo park activities are witbin view of the subject house and accessory building.
Recommel1d~tiOl1: Staff has reviewed this request for compliance With the provisions of .
Section 31,2.4.1 (specialllse permit review)of the Zoning Ordinance and recommends
approval.
staff C¡¡mment: The criteria for issuance of a special use pennit are addressed in order, as
follows:
- the use will not be of substantial detriment to adiacent property
The proposed shop would be in Íln accessory building behind the hOllse, out of view of
adjace¡1t properties, and the I\ctivity there shollld not be noticeable (see Attacluµent B). The
applica¡1t expects perhaps fiY~ customers per week coming to the shop for consultation and
fitting, so the level of traffic associated with the use will be minimal and should not be of
any detriment to adjacent properties.
- the character of the district will not be changed ' I
This activity Will be of such limited scale that the rural character of the district 'will not be
changed.
- the use will be consistent with the public health and welfare
There is¡1othi¡1g hazardous or objectionable about the proposed use. The Virginia
Departme¡1t of Transportation has recommended the removal of some trees near the driveway
a~ Route 631 in order to meet D1Ínimum sight distance requirements for a private entrance
1
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(250':) and recPnunendS the. installation of an entrance pipe to handle roadside drainage (see
A,ttaclunent C). Staff opinion is that those improvements should be a condition of special use
permit apprpyaland the applicant has indicated a willingness to comply with thPSe
recommendations.
The supplementary regulations of the Zpning Ordinance pertaining to Hpme Occupatipns
[Section 5.2.2] wpuld all be met (limitspn space devoted to such use, no change to outside
appearance, no on-premises sales other than handcrafted items, no unusual traffic volmnes,
etc.)
RecOIllIllended Actfon: Approyal with the following condition:
I
1. The entrance onto Route 631 snail comply with Virginia Department of Transportation
(YDOT) minimum sight distance reqniremeIlts for a private entrance (250') and with VDOT
requirements for roadside drainage control.
--------------------
Attachments:
A - Lpcation map with Zoning
B - Applicant's dr¡¡wing of property
C - VPOT CPnunents
.
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SECTION 100
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I ATTACHMENTC I
RECEIVED
MAY 1 9 1995
COMMONWEALTH of VIRGINIA PI<?:nn!ng Dept.
pi\Vip R. GE!iR
COMMISSIONER
DEPARTMENT OF TRANSPOIjTATlON
P. O~BOX 2013
CHARLOTIESVILLé.22902,;2013
"i
A. G. TUCKER
RESIDENT ENGINEER
,
May 1~, 1995
June Rezonings
Mr. RonS. Keele~
Dept. of Planning &
Com~upityDevelopment
County Office Building
401 McIntire Road
Charlpttesville, VA. 22902
D~ª+ Mr. Keeler:
Please find our comments below:
.'
SP-95~13 Ednam Associates Limited Partnership, Route 250
.
This should not be a majo~ impact to Route 250 infrast~ucturel although the
corridor usage is becoming very heavy. Access should be through the current
traffic signal.
SP-95-14 John Evans. Route 631 S.
:Þ
Route 631 is a non-:-tolerable roadl however this usage should not be very
significant. The existing entrance should meet minimum sight ,distance
requireme~ts for a private entrance. This will require the cutting of several
trees'oq each side of entrance. An entrance pipe needs to be installed to
handl~ roadside drainage.
SP_95-15 C. W. Hurt Contractors. Inc. Route 1403
This development is in possible conflict witq Alternate 10 ByPass Alignment.
The area of conflict should be reserved 'until firm location of righ¡t of way is
established. A rigl1t turn lane will be reqtlÌred and dedication óf ¡right of
way for tota¡ frontage improve~ent is recommended. The de~~loper ~hould share
in cost of signalization for Woodbrookand Berkmar Drive intersection.
TRANSPORTATION FOR THE 21ST CENTURY
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COUNTY OF ALBEMARLE
Dope of Planning &: Community
401 Mcintire Road
Charlottesville, . Virginia 22902-4596
(804) 296-5823
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June 8,1995
JUN - {I 1995
~
Steve Melton
C. W. Hurt COntractors, Inc
195 Riverbend Drive
Cllarlottesville, V A 22901
RE: SP-95-15 C. W. Hurt Contractors, Inc
Tax Map 45, Parcels 91 and 93Al
Pear Mr. Melton:
,
The AlbeI11arle County Planning Commission, at its meeting on June 6, 1995, ummimously
recommended approval of the above-noted petition to the Board of Supervisors. Please note that
this approval is subject to the following conditions:
1. No such use shall operate without licensure by the Virginia Department of Welfare as a
child care center. It shall be the responsibility of the owner/operator to transit to the
Zoning Administrator a copy of the original license and all renewals thereafter and to
notifY the Zoning Administrator of any license expìration, suspension, or revocation
within three (3) days of such event. Failure to do so shall be deemed wilful
non-compli~ce with the provisions of this ordinance;
I j
2. . Periodic inspection of the premises shall be made by the Albemarle County'Fire Official
at his discretion. Failure to promptly admit the Fire Official for such inspection shall be
deemed wilful non-compliance with the provisions ofthis ordinance;
3. These provisions are supplementary and nothing stated herein shall be deemed to
preclude application of the requirements of the Virginia Department of Welfare, Virginia
Department of Health, Virginia State Fire Marshal, or àny other local, state or federal
agency;
,
Page 2
June g, 1995
4. Use is limited to a maximum 000 students;
5. Access shall be limited to the north side of the intersection of W oodbrook Drive and
Berkmar Drive.
Please þe advised that the Albemarle County Board of Supervisors win review this petition and
receive puÞlic comment at their meeting on Jf£LY 12. 1995. Any new or additional information
regarding yoµr application must be submitted to the Clerk of the Board of Supervisors at least
... ,.... ...\ ... .. .... .... . ¡,
Seven days pribr to your scheduled hearing date.
If you shquld !lave any questions (jr comments regarding the above noted action, please do not
hesitate to contact me.
Sincerely,
1/~dP
Wil1ìamD. Fritz
Senior Planner
.
WDF/jcw
cc~a Carey
Jo Higgins
William W. Stevenson
Amelia McCulley
,
STAFF PERSON:
PLANNING COMMISSION:
BOARD OF SUPERVISORS:
WILLIAM D. FRITZ
JUNE 6, 1995
JULY 20, 1995
SP 95-15 C.W. HURT CONTRACTORS. INC.
Applicant's Pro(losal: The applicant is proposing to establish a daycare for up to 70 childrel1.
The building currently under construction on site would be used. A detailed description and
jl.lstification for tms use is included as Attachment C. Tms information includes a sketch showing
the area involved in the proposed activity.
, ,
Petition: C.W. Rurt Contr!\ctors, Inc. petitions the Board ofSupervìsors to issue a special use
permit to allow a preschool, daycare on 5.4 acres zoned R-6, Residential. Property, described as
Tax MapAS, Parcels 91 and 93AI, are located on the west side of the Berkmar
DrivefWoodbrook Drive intersectiol1 in the Rio Magisterial District. This site is recommended for
Medium Density Residential in Neighborhood 1..
Character of the Area: The property immediately to the south isthe Agnor-Hurt School. The
property across Berkmar Drive is the Rio Hill Shopping Center. Berkmar Drive is under
construction north of this site. The perimeter of the property under review is wooded. A building
permit for a duplex has been issued on this site ¡¡nd construction is underway. It is tI:\Ïs building
which is proposed for use as a daycare. .
RECOMMENDATION:
Statfhas rèviewed this request for compliance with the provisions of Section 3] .2.4.1 of the
Zoning Ordinance and recommends approval.
Planning and Zoning History:
May 4, 1988 - A portion of this site was rezoned with ZMA 88-06 from HC, Highway
Commercial to R-6, Residential as agreed to by the developer of the Rio Hills Shopping
Center.
October 23, 1990 - Staff approved the plat creating the school property. '
December 18, 1991 ,A request to rezone the site to R-15, Residential (ZMA 89-09) was
denied. Tms denial was due in part to questions regarding the level of development,
access, impact on the school, and relationship to the Bypass alignment.
March 11, 1994 - A request to rezone this site to CO, Commercial Office was denied,
ZMA 93-14. This request was denied due to the recommendations of the Comprèhensive
Plan for land on the west side ofBerkmar Drive.
I
J. ~
Comprehensive Flan:This area is recommended for MediumDensity residential (4.01-
10 dwelling units per acre). Page 164 ofthe Comprehensive Plan states:
"Continue current land use trends (commercial and industrial development along Route 29
North and residential development to the west) with primarily medi\jm density residential
development along Rio Road and medi\jm and high density along Woodburn Road in areas
presently undeveloped. It is intended that no commercial development occur west of the
proposed extension ofBerkmar Drive. "
Based on the comments of the Plan commercial use of this site would appear to be inappropriate.
However, the proposed use is permitted in the R-6 district. Based on the changes in circumstance
since the adoption ofthe Comprehensive Plan, specifically construction of the s<¡hool adjacent to
tlùs property ahd determination of the bypass alignment, the proposed µse of this site as a daycare
has not been vìew\ld as being in conflict with the Comprehensive Plan.
STAFF COMMENT:
In previous reports for activity on this site staff has noted that the site is impacted by the
alignment of the proposed Route 29 Bypass. The recently revised alignment for the bypass may
not impact tlùssite at all or may impact only tþe rear portion of the site. Neither the previous nor
current alìgnments would have impacted the immediate area of the parcel proposed for use as a
daycare (as opposed to other proposals which had that potential). Therefore, staff opinion is that
approval oftlùs request would not adversely impact the alignment of the bypass. .
Staff will address each provìsion of Section 31.2.4.1 of the Zoning Ordinance.
The Board of Supervisors hereby reserves unto itself the ri%ht to issue all special use
permits permitted here4nder. Special use permits for uses as provided in this ordinance
may be issued upon a finding by the Board of Supervisors that such use will not be of
substantial detriment to adJacent property,
Staff has contacted the principal ofthe Agnor-Hurt School and is unable to identifY any
negative impacts this use will have on the school as the operations of the two facilities is
similar. Individuals who currently have children in the school, or are ~ployed at the
school, may make use of the daycare thereby lìnking the two uses. No negative impacts
on potential residential use in the area are anticipated. Based on the physical location of
the use and the existing and anticipated uses of adjacent property, staff opimon is that this
use will have nO negative impacts.
that the character of the district will not be changed thereby,
As stated prevìously this use will operate in a manner similar to a school. The structure is
designed to look like a duplex which is a permitted use in the R-6 district. No change in
the character of the district is anticipated.
2
and that such use will be in harmony with the purpose and intent of this ordinance.
Staifhas reviewed the pQrpose andintent of the ordinance as contained in Sections 1.4,
1.5, and 1.6. In the opiwon of staff this reqQest is consistent with the P\lrpose and intent
of the ordinance as it provides for educational facilities, and provides a convenience due to
its location near employment centers (Daily Progress and businesses along Route 29).
with the uses permitted by right in the district
This use will not prohibit Of affect permitted use on adjacent property.
with additionalregulations provided in Section 5.0 of this ordinance.
í
Section 5.1.6 contains regulations governing this type of Qse. Staff has included
conditions to insure compliance with Section 5.1.6.
and with the public health, safety and general welfare.
This site will be served by an entrance located at the intersection of Wood brook Drive and
Berkmar Drive. This intersection will be signalized. A right tQfI1 lane into the site will be
required to be constructed at the time of site plan approvaL Staff opinion is that this
request is in harmony with the public health, safety and general welfare.
.
APproval of this request will result in approximately the Same number of vehicle trips are would
be anticipated under the existing zoning. The existing zoning could generate 320 vehicle trips per
day. A 70 child day care center could generate 325 vehicle trips per day. Due to the nearby uses
staff opinion is that the daycare may capture some of the existing traffic in the area that is
cUrrently travelling to the school and employment in the area.
SUMMARY:
Staff has identified the following factors which are favorable to this request:
1. The facility is consistent with the adjacent school use;
2.
The use is consistent with the provisions of Section 31.2.4.1;
I ¡.
I
3. The use does not represent an increase in traffic volumes;
Staff hi:\S idei\tified the following factor which is unfavorable to this request:
1. This use is a commercial type of activity on the west side ofBerkmar Drive. Commercial
activity on the west side ofBerkmar Drive is not recommended by the Comprehei\sive
Plan, however, this use is permitted in all residential districts (special use permit)
As opposed to other propos!\ls for this property, this use does not impact the proposed alignment
of the By-pass.
3
RECOMMENDED ACTION:
Stl!fi' öpinipn is that the favorable factors outweigh the negative factor. Therefore, staiIis able to
recOlIUIlend approval of this request subject to the fol1pwing conditions.
Recommended Conditions of Annroval:
1. No such use shall operate without licensure by the Virginia Department of Welfare as a
child care center. n shall be the responsibility ofthe owner/operator to transit to the
Zoning Administrator a copy of the original license and al1 renewals thereafter and to
notify the Zoning Administrator of any license expiration, suspension, or revöcation within
three (3) days of such event. Failure to do so shall be deemed wilful
t
non-compliance with the provisions of this ordinance;
2. Periodic inspection of the premises shall be made by the Albemarle CountyFire Official at
his discretion. Failure to promptly admit the Fire Official for such inspection shall be
deemed wilful non-compliance with the provisions of this ordinance;
3. These provisions are supplementary and nothing stated herein shal1 be deemed toprec1ude
application of the requirements pfthe Virginia Department of Welfare, Virginia
DepartIJlent ofHeahh, Virginia State Fire Marshal, or any other local, state or federal
I!gency;
,
4. Use is limited to a maximum of70 students;
5. Access shall be limited to the north side ofthe intersection of Wood brook Drive and
Berkmar Drive.
------------_.
ATTACHMENTS:
A - Location Map
B - Tax Map
ç - Applicant's information
----~-
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ALBEMARLE
COUNTY
I ATTACHMENT B I
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CHARLOTTESVILLE, RIYANNA a.
JACK JOUETT DISTRICTS
SECTION 45
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I ATTACHMENT C I
?;lte .A4(1lttçsSU(i $çltuuluf eltllrluftcsville
April 24, 1995
24 1995
Department of Planning
County of Albemarle
4p1 Mcintyre Rd.
Charlottesville, Va. 22901
pear Planners,
I am writing to offer some explanation of our desire to acquire a Special Use
Permit for our preschool on the property currently owned by Dc Hurt on Berkmar Drive
near Agnor Hµrt Elementary School.
Our preschool Vllill enter its 20th year as a part of the Charlottesville community
in the fall. Over th~t time '{>Ie have had Many, many families become a part of oµr
"Mcmtessori community", anq in the past sever~1 years have felt strong support for our
expam¡ion. Traditionally, our classes are fully enrolled in the early Spring, and we turn
many families away.for the lack of space. Our location on Cutler Lane (in the City) has
been in pl;;lce since the fall of 1976, with an enrollment that is currently 63 children. 11'\
1992 we expanqed to a location on the property owned by the Unity Church. on
Hyqraulic Road.. I am sure that some of you recall our part in that Special Use
Application. That cl;;lSsrOOm is now fully enrolled with 23 children.
As the final part of our expansion, we would very much like to have ;;l facility on
the northern part of the County, .as we serve many families in the Forest lakes,
Hollymead, and Woodbrook neighborhoods. Through the years we have found the
most desirable combination of classes is the combination that we have at Cutler Lane.
Wrç¡ propose to havrç¡ two "Primary cla!jses", whiCh are mixed ;;lge classrç¡s of children
ages 21/2 to 6. We also would propose one clas!j of childrenage$ 21month-3 years.
With this combination of classrooms, we would employ 6 teachers and one
admini~trator, with;;lddition¡;¡1 staffing that would.come in to take over for the afternoon
progr;;lms. This classroom configuration could potentially mean anenroflm,ent of 70
children, ¡;¡Ithoughwe. rç¡xpect to limit the enrollment to 60 children. For the;fir$t year, we
would exprç¡ct to enrpllAO,55 children, depending on the level of interestfròm families,
anq the rç¡xperience I~vel of our new teachers.
We have become very interested. in the location on Berkm;;lr Drive for seveJ'¡:\1
rrç¡asons. The are¡;¡. is 0nrç¡ which is vrç¡ry convenient for our families that live in the
northern p~rt of the c;ounty. It is also relativelyconvrç¡nient to both of our other locations
(for those of .us whoh¡;¡ve respopsibilitiesat eaçh location!). Also, we like the idea of
being so close to Agnor Hµrt Ele¡mentary .Sc;hool, as several of our families (and one of
our teachers) have childrrç¡n both at our school anc! at Agnor Hurt. We also like the
90"-295-9055
631 ClltI«.&mç
eltilrklttçsvilk. Virginia 2290 (
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I ATTACHMENT C I
¡page 2\
"feel." of the land, with the ability to retain some trees, and to be in a convenient
location, and yet off of the main roadway, with some privacy for OlJr playground
provided by the lay of the land,
Throughthª years we have built an excellent working relationship with the
Department of Social Servic~s, which issues licenses to operate a preschool in
Virginia. For you informatiQn ( have attached the narrative portion of our most recent
"surprise" , visit from our Licensing Specialist, which happened just last Friday., We tç¡ke
great pride in our school, and take great care to nurture the relationships that y.¡e have
With ourchHdren, their families, and the other schools that eventually serve our
children. I personally do a great amount of work with the County School system, and
with this new Igcation So close to Agnor Hurt, I hope to develop a relationship with them
specifically as w~attempt to secµre flJndingfor the enrollment of Head Start eligible
children from that school district.
In your reView of this application I hope that you will consider our 20 years of
experience in serving presc;:haol children, our commitment to the families th¡;¡t live in the
northern corridorofthewunty, our desire to work with the public;: schools to enrich the
livesofchildren,¡;¡nd olJr desire to be able to offer jobs to 8 new employees. Qbviously,
as we pursue thi$ loc¡;¡tion for the fall session, weare anxious to let our families know
of the outcome of our application for the Special Use Permit. If I can answer any
flJrther questions during this process, please feel free to contact me at 295-9055.
appreciate yourtimely cQnsideration Qf this matter.
.
Sincerely,
LL~d î!.S~dS
Lindsey H. Schwab
" Administrator
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RECEIVED
APR 24 1995
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Central Office
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I ATTACHMt:NT C I.
! Page 4 \
DESCRWHON OF REQIlliST:
Special Use Permit
Pre-schoollpaycare
A.priI24, 1995
The applica11t is requesting to cha11ge the use of a single family dwelling to become a pre-
sChoolldaycare¡ facility.
The school would have an enrollment capacity of a maximum of 70 children with a staff of 6-8...
The facility would be located approximately 300' off Berkmar Drive on a new street that will be
constlllctedin alignment with Woodbrook Drive and cul-de-sac in ftont of the proposed pre-
school building.
The site now consists of5.391 acres (Tax Map 45 Parcel 91) with the proposed school requiring
between 1 and 11/4 acres to be subdivided off the above mentioned parcel. The playground wilt
be a 4500 sq. ft. fenced area tQ be located beJ:ùnd the building.
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!~ECEIVED
I 24 1995
j\Lbt¡í¡¡J¡n¡.~ "'ÛUNtY
lOMING DEPAR'fMB\n'
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I ATTACHMENT C I
¡page 51
JUSTIFICATION
Special V~e Permit
pre-schoo1!Daycare
April 24, 1995
It js of our opinion that the proposed site would be an ideal location for a presc400lldaycare
facility. As mentioned in the description of the project the building would be located
approximately 300' ITom Ber\qr¡ar Drive. A buffer oflarge oak trees on the east side would be
maintained along with other large trees to screen and offer shade for the childr~n. The proposed
road which would serve the site would have a cul-qe-sac in ITont of the buildings which would
add to the safety of the location. Public water and sewer is adequate for the site and this use is
. compatible with tJ:¡e adjacent Agnor Hurt Elementary Schoo\.
1. have included in our application a letter from Lindsey Schwab, Administrator for The
Montessori School of Charlottesville in which she describes the enrollment, function of the school
and the desirability of this particular location.
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AECI?'VED 1
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Original Prof\er ...:...-.
Amended Proffer
(Amendment fI~
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PROFFER FOR~
Dale: 6/19/95
ZMA#95-06
Tax Map Parcel's) II .6B4. Pàrcel 6
R: f:,¡'''I> Ie: n .i ¡¡:;:; ¡r)
.c, ª ""","" ~# I:: æ ¥ ¡;ç;;:-:, Jij",,<::
2.2 Acrestoberezonedfrom R-l
to . R-15
JUN 2 0 1995
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PUT$LJant 10 Secti0l133.3 of the Albemarle County Zoning OrðinaTJ~~ IhEF~/ðr ~ '";, "
I\s duly authorŒed 8gen(héæby voluntan1y proIfers the mndilionS. lis!ed below v.ii1.~ shall
be applied to the property, if rezoned.. These conditions Bre ptofferedäsB ~rt ófthe
requeslEld te~rig and if Isegreed that (1) the feZOitingitself giv¢srise .10 therieed for
'he conditions; end (2) suchcondilions hàve 8 reasonabÎe reìatiorl to the rezoning
requested. ,
(1)
Aþath shall be provided which co~nects thepäthosystem
shown on the approved site plan :for Forest Lllkes .lIeliical
Offices. on Tax Map 46B4, Parcel 7 al1d the existing Day
Care on Tax Map 46B4, Pàrcel 5.
(2)
The development will be for a màxifutim oftwenty-äix(26)
townhouse units' which will vary in front elevation and
f~a~. .
çt;u~ ¡:;ús *~/Es. ~
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(Allach Pto >er pgwer 01 AIIOf1)ey)
I'mlèd Narne 01 Atlomey-ln.f'áct
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JUN ~6Ø5
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t1\§!I\!)¡¡t¡¡à \D Board: . η 1, Cj S'
_mï!!f !1@m No. 9,S; d 7/~,.$J.';;L
June 8,1995
COUNTY OF ALBEMARLE ~~fi¡," [è"~~í\~'"
Dept. of Planning. & Community Developmï~rJ W',~..~J\;t.e;,~L~~~.-~""";';
401 McIntire Road \:l ,,;,~ ~
Charlott~5ville, Virginia 22902A596,,: n \; .JUN - 9 1995
(804) 296·5823 \') I,,), \ '
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Steve Runkle \
Forest Lakes Associates
P. O. Box 5207
Charlottesville, VA 22905
RE: ZMA-95-06 Forest Lakes Associates
Tax Map 46tH, Parcel 6,
Dear Mr. Runkle:
The Albemarle County Planning Commission, at its meeting on June 6, 1995, by a vote of 4:2, ê
recOl11mended approv,!l of Ú1e above-noted petition to the Board of Supervisors. Please note that
Ú1is approval is subject to acceptance of the applicant's proffers and with the understanding that
development will be for toW11house jJIlits(a maximum of 26) with variations in u\1Ît height an<.l
setback.
Please be advised that the Albemarle County Board of Supervisors will review tbis petition and
receive publiccoµ¡ment at their meeting on .JlfFf 12.1995.. Any new or additional information
regarding your application must be submitted to the Clerk of the B{)ard of Supervisor¡¡ at least
seven days prior to your scheduled hearing date.
If you should have any questions or comments regarding the above noted action, please do n{)t
hesitate to contact me.
Sincerely,
William D. Fritz
Senior Planner
WDF/jcw
cc~arey
Roudabush, Gale & Associates
J{) Higgins
Amelia McCulley
Original Prof\er-
Amended Proffer_
(Amendment '--1
PROFFER FORM
Dale: 6/19/95
ZMA#95-06
Tax Map Parcel(s) # 46B4. Parcel 6
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2.2 ACfestoberezonedfrom R-1
to R-15
JUN 2 0 1995
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Pursuant to Section 33.3 of the Albemarle County Zoning Ordinanœ'~ u\e'bv,œt.ór ..J, J; '"
Its duly authorizedegen\, hereby voluntarily proffers the conditions listed below wtilål shall
be applied to the property, If rezoned. These conditions are proffered 8S ap~lIt of the
requesled rezoning and it Is agreed that (1) the rezoning itsetr gives ñse to theJ1eed for
the conditions; end (2) suå1 c:ondilions have 8 reasonable relation (0 Ihe rezoning
requested.
(1)
A path shall be provided which co~nects the pathosystem
shown on the approved site plan £or Forest Lakes Medical
Offices on Tax Map 46B4. Parcel 7 and the existing Day
Care on Tax Map 46B4. Parcel 5.
(2)
The development will be for a maximum of
townhouse units'which will vary in front
facade.
twenty-six (26)
elevation and
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Signa! res Dr All Owners · .
cS:?&?~A/. ~~
I'rinled Names 01 All OWners
J.{,Ief 20. 1"?9Ç
OBle
OR
Signature of Altomey-t>-Fõ!c\
(l\lIach P.oper Power 01 AIIomry)
"tinted Name of Altorney-t1-Facl'
t'RorroRM wpp
It..,.~, 1594
i\ '('J 261995
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STAFF PERSQN:
PLANNING COMMISSION:
BOARD QF SUPERVISORS:
WILLIAM D. FRITZ
JUNE 6, 1995
.JULY 12, 1995
ZMA 95-06 FOREST LAKES ASSOCIATES
ApDlicant's ProDosal: The applicant is requesting that this site be rezoned to R-15 and has
provided a information in support of this request (Attachment C). The R-15 designation will allow
a maximum of33 dwellìng units. The letter trom the applicant indicates that 26 units are
proposed, ho\)'ever, this is not a proffer and is not binding.
\
Petitíon: Forest J.-akes Associates petitions the Board of Supervisors to rezone 2.2 acres from
R-l, Residential to R-15, Residential. Property, described as Tax Map 46B4, Parcel 6, is located
on the east side of Worth Crossing approximately 800 feet north ofTimberwood Blvd. in the
Rivanna Magisterial District. This site is recommended for High Density Residential (10.01-34
dwelling units per acre) in tfle Community ofHollymead.
Character of the Area: This site is an open, flat, narrow property fronting on Worth Crossing.
A tree line is along the rear property line. The area on the opposite side of Worth Crossil1g from
this site is the Forest Lakes Commercial Center. The Forest Lakes Day Care Center is located
adjaœnt to the north and a power substation is located to the south.
.
SUMMARY AND RECOMMENDATIONS:
Staffhas reviewed this request for compliance with the Comprehensive Plan and the Zoning
Ordinance and recommends approval.
Planning and Zoning Historv: No history of approvals is available for this site.
Comprehensive Plan: This area is recommended for High Density Residential use in the
Community ofHollymead. The Open Space Plan shows no identified resources on this site. This
request is in compliance witfl the Comprehensive Plan recommendations.
STAFF COMMENT:
I :;
!
The site under review has no physical limitations for development and inJiastructure in the area is
adequate to support the proposed rezoning. Approval ofthis request will increase potential traffic
volumes on Worth Crossing of approximately 310 vehicle trips per day. The Virginia Department
of Transportation has stated "The transportation network should support this development. We
are recommending that the south entrance have a minimum 100' taper with 30' entrances and 25'
radü." Issµes surrounding entrance design are most appropriately addressed at the time of site
plan review. The occupants pfthis development will be offered. membership to the Forest Lakes
1
-
, ,
recreati0Il facilities, Staff anticipates the receipt of a proffer for the provision pf pedestrian
access between this site and the path system of Forest Lakes, (The path system, has been
apprpved tp include a path in the Fprest Lakes Medical Offices proposed to be located in the
comer of the intersection of Worth Crossing and Timberwopd Blvd), This path system will
provide residents of this site pedestrian access to the Forest Lakes Community, and provide
improved pec!estrian access for the Forest Lakes Community to the Shopping Center and Day
Care, The Planning Commission and staff typically encourage the submittal of a conceptual plan
of development for all rezonings, The applicant has submitted a conceptual plan whi.ch has not
been profferec! (Attachment C). Any residential use ofthis property will likely look similar to tl1e
conceptual plan provided by the applicant due to the configuration of the lot. Staff opinion is that
a proffer~d plan of development is not necessary. Staff is unable to identify any issues that a plan
or other proffçrs need to address.
I
Recommendation:
Staff opinion is that this request is in compliance with the Comprehensive Plan and Sections 1.4,
LS, and t.6 and is unable to identify any negative issues. Based on this, staff recommends
approval of this request.
OTHER COMMENT:
Typically staff provides a fiscal impact analysis for rezonings which increase the number of
potential dwelling 1,Inits.Fpr this application staff has not conducted such an analysis based on t'he
following reasoning. This rezoning could result in a total of33 dwelling units which is an increase
of 31 units over current zoning. However, the Board of Supervisors recently approved a special
use pennit for medical offices on 5.8 acres zoned R-15 just south of this property at the
intersection of Timberwood Boulevard and Worth Crossing. Residential use of that area woulc!
have resulted in 88 dwelling µnits. Therefore, the approval of the rezoning for the site currently
unc!er review will replace some ofthe lost residential capacity in the Hollymead Community and
does not represent an increase in the total number of dwelling units that otherwise would have
been available in this pprtion pfthe County.
----------------
ATTACHMENTS:
A - Locatipn Map
B - Tax Map
C - Applicant Information
A:\ZMA9506.RPT
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~TACHMENTBI
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FOREST LAKES
o PheluA - TO"nhon~_ D.8. 105~ Pg.509
D.9 1098 P9· 30~
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Z"1A-95-06
Forest Lakes Associates
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M:r. Wayn':i Cilimberg
Albemarle County Planniµg
401 McIntire Road
Charlottesville, Virginia 22903
Dear.WaYIle,
I WOµ:J-q like t() r",qUi=stth", r",zoning of 2,23 acres within the
Eollyme~d growth ,a~eq from R-I to R-15,
The pa:rc",l is loçateq on the east side of Worth C~pssing betw",ep
the.Fp:r",st r,ak",s Qhild Dey",lopmént Cent",r apd the parcel own",d by
VirgiIlia Pow",r; ']:'11.", ]?()restLak",s t(orth shopping center. is .. '
l()cat",q to th", wesJ;. 011 the opposite side of Worth Crossing.
The :r",~oning :r",qU",st isconsist",ntwith the comprehensiv", plan
which has designateq this area for high density, ]I. R-15'zoning
would, éft10w th'" tweIlty-six (2Ei) units shown OIl the enclosed ßite
plaIla¡;drqwIl by!<.ouqabush, ,Gale qnq ]l.ßsociates IIlc, The
Ç\dd:i.tiqp,al unij:s,approximat",ly ",l",ven pe:r acre, would çhaIln",1
mor"'hoUßiIlgij'ltoth",grpwth ar",a apq allow Forest Lakes to
qChi",ye a higher qepsity,
rle¡¡.s", feel fre", to câll if ypu hay", any questipns,
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, C ,IN'''':OEd995 10'43 FROM PAOJ
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9724035 P,02
, Origínal Proffer
AmendlKiProft'er -
(Amendmanlft. -
PROFFER fORM
1-MA# 95,..06 Tax Map Patcel(s) # 46:64 a.reel 6
ACfflstQberezo"eqfiom :&-1 t9 . .~. .
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its dyiy aulh9~eq 8gem, he by ¥olµntarily proffflF$ the dillqns lisleq belçw which shall
tie Jpplied tbthe property, if ~oed. TOes. con {ions are proffered as a part ollhe
reque~ted rß~ninQ and n Is agf cI th1!\t: (1) 1~ r zoning itself gives rise to \hI!! need for
the condi\tons( ilnd (2) suc;h co diUons hay a reasonable fe ¡:~tion to the rezQnìng
feq\,\fi!sted.
(i) A patf¡. shi\.ll be pI'
o~ the approved site
Tax Map 4684, Parpe
46:134, Parce 1 5.
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Signature ~f Attt;Irney-tt-facl
(AlIach ~r Ppwer pf Atto~ey)
I'ROFfOfIM.\IIIPP
O(ø.¡, Decoomb"'1~
d Which có~neets the path syst~m §þown
anr Forest L~kes Medical OÏÏice$ on
and t e existing Pay Care on fax ¥ap
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f'rinted Name, of AI! OM'¡ers
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OR
I'rinled Name 01 Attorney-In-fact
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TOTAL P.02
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Í9\§If.jl¡yil;d !o &aid: 1, 1· 9 <)
~I!i!æ Itøfjl No. 9"f,~Ø?I..;? sh
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JUlle 30, 1995
CQUNTY OF ALBEMARLE
Dept, of Plannin~ /ic. Community o.,V~lopm~'¡¡.;;;\'-· P, !;ùß ~l-;~;.r--I;i·:
401MI' R'd d'1l L>\!Jc;" !!¡ c'
,. entire. pa ~,'ji)!:"·'~~-=-==~'::.--='-~;-:
Ch&rlott~$ville. Virgini& 22902-45% i ¡ ~ì : ." '
(804) 2%·5823 H iUd JIJ1~ - 5 1995 .. .
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l~ARD OF SUPERViSORS!
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TOIIlMuncaster
Earthtech lSpgipeering
1115 51:h Street, S W .
Charlottesville, VA 24902-6465
RE: ZMA.,94-25 Craig Builders, Mill Creek West
Tax Map 76Ml, Parcels 10 and lOB
Dear Mr. Muncaster:
The Albemarle County Planning Commission, at its meeting on June 27, 1995, unanimously
recornmen4e4 approval of 1:he above-noted petition to the Board of Supervisors. Please pote1:ha,t
tlúi approval is subject to the revised conditions as outlined belpw:
Revised conditions of approval for Mill Creek PUD
(Deletions (jf original conditions of ZMA 85-2? :lr~ shown as strikeout text, and language
of new cop.ditionsof ZMA 94-25 is shown as ilt~Æl'ãW text]
1.
Resid.en..tial...Ir~..·..i.n.~us..t.r. i~l......,.......~.n..d.....·.. ..e. ðft1ftlerclal areas with the. ir attendant open space
areaslìh1Irlli!mg~i~ií¡mmliîl§;~ shall be located in general accord with the .
Applica#onPJ¡m. Industrial Sffe~emay increase .b)' nllt more than two (2) acres
as a resölt of possible realignmeut: of the eollector road.
2.
Uses penn~d Ìt1 the eommereial area shall be as provided in Section 29.4
CO!lmlcr'eial/StI viee tiSes. The applkant shall de, elop a balane~d mix of IIses
intetldql to ,pI01lde loeal seniee to the PUD 'ftd tlientigbborltood ÍtI. general,
Shopping ee~er parking standards may be emplöyed,
Page '2
June 30, 1995
3. Special use pÇI~ approval is required for est¡¡blislmtÇIrt of the djty we eeRter. .
Iii liwøf dª,' em'e tlS~, tþe ~er øfproposed 8ÌIlgkfan\irycletaeheclUll.its lost a~
jt reJttlt of filial street dcsigu.,ordilianee regulati6li, or other Jaet0rs, excludÏt1g; the
desire !If t!te developer, roª,o beadclccl to the IltflllbÇIøf III:IiIti faßlily ffllÌt8, I\lld
10eatcØ 6li this site.
4. ~intin¡¡¡:) I ø!1cllay6ift ret1eets reoomrnelldatiollof CountY EllgineÇI IIIld
P1llllliiug staff. The r~sidct1tialstre~t cl~igli shall pI6vide f()f two street
«mIiQ.:ti6IlS €Ït1cludi",g the potential eoMeetm röad) t6 ^10n stI eet in the
approo.:iroak ltieatiol1s shð1'°n 6li the Applieatioll Plall. The tt:8Ìdrntial street layot!t
~aß employ Patterl1s "hieh shaH provide at lejtst one eðl1lleetÎoll betweeli the
I16rtbejtgt IIIld sot!th'ivegt portÍ6l1s of tbe site, in addition to the p6iel1tial coMedor
röad.
sg. All road~, witþ the exception of the potential collector road shall be built to
Virginia Department of Highways and Transportation standards. and placed iu the
Sec9ndary System at the time of development of the residential areas utilizing
those rOads.
61. The alignment of the potential collector road shall be in general accord with the
Applicatiøn Plan, '}'be cQllector road shall be built in accordance with an
agreement apprQved by the County AttQrney and by the BQard of Supervisors
Which is generally in aCCQrd with the attached draft agreement dated May 7, 11)86
(re:ulb~ Geor¡:¡e H. GilliaIll and changes as agreed tQ by the applicant), jJresented
to the Board ()n th:!t date, There shall be no residential entrances ont() the
collector road, with the exception of public road connections. . 'Î'hepossibility tbat
thisc()llect()rroadwiUþe c(jnstrllcted(the extension of Southern Parkway)within
the resØrved area shaUbe clearly·di~ch)sedin the. sul>dh;ision covenantSarið .
restrictio!rs andorithe subdhisi9nplat fo..alllot8 adjacent t()tbe coneèt(1f ¡-Oad in
the Mili Creel~WeStP(jrtioïr 9fthisfUP; ... Tn the eventthatthiscolleetQrroadis
cOlÌst..l!cted, the developer orit8.successOrs ()r aS8ignsshallberc8pon8iblefor tile
removaLOfthe þ9rtio~of tire Grist M¡il Drive medhinami turn island and tbe
'!MiIl. Cree~ West" sig... pl:()POSCllwithin the coliedorroall right-ohvay.
7. The e0li11:1meialdpel6pment limited to 6(j,009 sqtlarefeet gross "otir area.
8~. The maximum number of dwelling units approved under this PlID i8 3t5~~;~
dwelling nnit8.
Î~ Førthep()rtionoftbi8 PUDjdentified as "Mill Creel, WC8t,"lotsthat inchlde
portiOlis òfthecritkalslopes (25% or gœater slope) associated with the Biscuit
RUIIstreäm vålle)'~liall pro~ide31f e:¡sement to AlbemarleCoulltyand the
P1Ige 3
JUJ;le 30, 1995
deycloper()dts S~,ccès.5or!ì~I1~fpI,·'()þibitsdis~n¡banccofthe naturalgr:Îde in the
pørti~~()fth~ I('ts orisucþ'sJQPes: A'nýßlaintenance rcspo'Jsibli~i~ T~'lItiµg b·om
distllrba/1ct\ tQ thes~ slQpesshall be:iµcurred bytbedeveJoper or its su~cssOl'Sand
n()tby Albèl1\4rleCounty,
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l"or tile porth)l) ofthi$].'µI) identified as uMiUCreekWest," mbtim\Íl1i requircd
yaàls sháU·be asf(jIJows:
F¡'mlt:25teetfor Jots\vith fr()Ilta~e o~ th¢ rp¡1d showllas"Gdstl\{iU Drive" oµ
theApplic~tion PJan;20feetforøthel:lots1~~cepttli~t the froÜtyard maybc
reduced,to; lQfeet fOI· . attached if<Ir¡tges fora Illa1íÌli11lnllille~J·· distanceof:zS feet
pfovidedìþat. theresh41'bc·,1,ø·openirigs e*cept· for garage .,doors in anye~terior
waJJ()nhcendosc~ßtru~turcpàraIJclt() the street between 20(eet ani:llli feet
1:ro/11 the frolltlot line,
~:; 7,5 fed
Rcar:·20 fcet1except inþlses..inwbi~l1tllel'ear·M abuf1>cP ßmoll.opclI·,spacc1.tl1en
thë ¡·earY!Írd Î11âyþei:edu~e~ to l )feeì'
Special Use Perm it. .¡tpPr\)yal· is rCl}uir~dfor .establislimentofibc·,Strealß·. cr()ssing
o',er.niscÙit Run indicated ouihe Application. Pian.
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If this rezoning is approved, fl revised Applic1ltion Plan will need to be provided within 60 days
ofBoard of Supervisors apprQVal that im!icates the entire PUD.
Please be advised f\1at the Albemarle COljllty aoard of Supervisors will review this petition alìd
receive Public cOmmellt at tlwir lßeetÌ11~ Olì JULY 12. 1995:. Aµy new or fld4itiom¡1
information regar4ing YOljr 1IPpJicatÌonrµµst be sµbmitted to the Clerk of the 130ard of
Supervisors at least seven days prior to your scheduled hearing date.
If you should ill\ve alìY questions or commelìts regarding the above lìoted1lGtÌoµ, please do not
hesitate tQ con1:actme.
Sincerely,
{(~l~
ROnald A. L~UeY tJ
Senior Planner
. RAL/jcW
cc: Ella Carey
Amelia McCulley
Jo Hi~gins
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ST, A,FF PERSON:
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fr.ANNJNG COMMJSSJQNMEETJNG:
"ßQARP QF SVPERYJSQIlS:
RON LILLEY
JUNE 27, 1995
JULY 12, 1995
This r\\PQrt is revisell per 6/27/95J'II!.I\ning Coµ.mission discussiolI of t4\\ pedestril!.n trl!.il
HQssÍlIg'of Sout4erp. J'l!.rkway.
. '
ZMA 94-25 Craig Builders, Mill. Creek West
Anulicl!.nt's Proposl!.l: The applicant proposes to ej{tend the Mill Creek Residential
DeyelOPment to the .north into an ¡¡rea of approximately 80 acres Currently designated for Law
DensitY:Residenti~1 (Cj>A 95-01), providing approximately 1~5 single family homes.
Petition: To change the zoning of approximately 80.3 acres from LI, Light Industrial and
PllD (Industri!\!) to PllD (:Residenti!\!),as pari of the Mill Creek PUD. This rezoIling would
function as an amendment to ZMA 85-29, under which the present Mill Creek PUD \Vas
approved. This ¡¡rea, encompassing parcels 10 and lOB on Taj{ Map 76Ml, is located on the
Ilorth sige of SO\.lthern Par1cway and on the south side of Interstate 64, aboµt V4 mile west. of
AYon Street extended, in tþe Scottsvtlle Magisterial D~strict (see Attacþrµent A).
Character of the Area: This sitets in Netghborhood 4 of the. Urban Area and is mostly
wooded. The surrounding ¡u"C¡! contains a Wide yarietyof land uses, with Interstate 64
immediately to the north and tþe llniversity Corporate Center (undeveloped,b\.lt designateçl
fqr Industrial Service llses) across the Interstate, Light Industrial\.lses to the east, residential
t¡ses (incl\.lding existing Mil! Creel<) to the south and west. Bisc\.lit Run, with associated
floodplain and steep slopes, runs thr0t¡gh the western portion of the site, and an unnamed
creek rUns !\!0Ilg the eastern edge of the site.
PlanninΠand Zonin~ Historv: This area has been included in the llrban Area since the
originallQ71 Comprehensive Plan, tho\.lgh that Plan did not initially designate a partic\.llar \.Ise
category for this area. '. The 1977 Plan destgnateçl this area for Low Density Residential Use
and Open Space alon¡¡ the streqIIls. The 1982 Plan designated the area for Industrial use. It
is staffs llnderstanding that this change in designation resulted from a perception that there
was anOYerapundance of COmmercially zoned property and a need for Industri!\! property.
The origi11!\l zOning was Business (I3-l). fart of this site is encompassed by the Mill Creel<
planned UµÎt Development, approved in 1986, shoWing this part of the PUD for light
industrial \.Ise. Tbe l¡¡rger portìon of the site was zoned Light Industrial before the Mill Creek
PUD rezoning.
RECOMMENDATIONS: Staff bas reviewed this request for compliance With the
Comprehensive Plan and the ¡;':oning Ordinance and finds that the rezoning can pe supported
and recommends approval.
1
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STAFF COMMENT:
This request is in conformance wifu fue Comprehensive Plan as to basic land \tsedesignaÜon
since a Comprehensive Plan Amendment (CPA 95-01) approved in May 1995 designated tlùs
area forL()w Density ResidenÜalllse, An Application Plan has been provided to indicate.fue
proposed locaÜon for rOads, lots, oPen space, and a cl\tbhouse and pool for tlùs part of fue
MiU Creek 4evelopment (se¡: Attachment B). . The plan for fue physical development of the
property has been ass¡:sse4 with resPect to the other aspects of fue Comprehensive Plan and
ZOning Ordinance and is adqresse4 below. The main iss\tes to address fQr this proposal
include prot¡:cÜon of fue. environmentally sensitive areas associate4 wifu this site, and
compatibility with exisÜng and planned infrastructure.
I
The major environmentally sensitive area for tlùs site is the Biscuit Rµn stream valley and the
associated floodplain and critical slopes, which .are identified in the ppen Space Plan as
significant resourées which should be protected. T4e Application Plan indicates that most of
this area is to be kept as open space,. but does include portioIls of some lots within the upper
portions of the critical slopes area. While a suitable building site outside of the critical
slopes, inclm!ing area for Yar4 grading, would. be require4 as part of the n()rmal subdivision
review and the lots that include portions of fuesecritical slopes appear to have suitable
building sites, it is noted fuat there could be a tendency for homeowners to disturb these
slopes since .these lots are proposed with smaller yards than are standard f()r single family lots
in the Zoning Ordinange's resi4entjal districts. . To addr¡:ss this, the applicant has agreed to
provide resµ-icti()ns onfuese lots to prombit disturbance of the critical slopes, wmch can be. ;
accomplishe4 by easement. The Zoning Ordinance (Section 4.7.3) allows the commission to
require inclusion of sµch critical. slopes in open space, provided that anY redesign .that is
necessary 40es not result ina re4uction of thetotalnnmber of 4welling units achievable under
conventi()n¡¡t development. H appears that the lots could be redesigne4 so as to be kept off
these critical slopes wifuout a loss in the num\)er of lots, fuough the lot si:œs may not be as
marketable. TÞ.e lots along these slopes are a\)out 150 feet deep an4 are between 200 and 250
feetfTom 13iscuit Run. Staff notes that other portions of the Mill Creek PUD inclu4e portions
of lots in critical slopes associated wifu the Biscuit Run stream valley. Given that these lots
encroach 011 a relatively small portion of these slopes at the upper reaches, that there would be
resµ-icti()ns on 4istµrbance of th¡:se slopes within fuese lots, t4at fuese lots are a substantial
distance uphill from Biscuit Rµn and its floodplain,.an4 that each lot woul4 nee4 to provide a
bµil4ingan4 yard site off of fue critical slopes, staff opinion is that these lots wo¡¡ld not
significantly compromise the ip.tent of protecting fue critical slopes associated with this stream
valley. .
The slopes ¡¡tong the stream on the east side of this site are not considered particularly
significant as fuey are not associated with a major stream V<illeYi but instea4 an intermittent
stream, It is not considered a real problem for significant portions of fuose slopes to be
included in lots and modific<itions for grading on those slopes for building sites may be
supp()rtable.
Regarding compatibility with existing and planned infrastructure, roads, schools, and water
and sewer are the primary items to address. The Mill Creek PUD provides for t4e
continuation and widening ()f Southern Parkway to provide a connection from Avon Street to
2
5th Street Extended. A reçommended c.ondition for this PUD amendment is that plats for l.ots
¡¡long this rigWof-\y¡¡'y inclqde a clear indic¡¡.tion of the possibility that a f.our-Iane r.oad will
be c.onstructed in the reserved area. Regardinge~isting ro¡¡.ds, Avon Street Extended will bear
the prim<ID' impa.ct.of this devel.opment, .ß¡¡.sed on average traffic generations, 135 single
family h.omes w.ot¡ld typica.lly generate about 1350 vehicle trips per day, all feeding .onto
AY.onStreet Extÿnded. While Av.on Street is cmrently c.onsidered cl.ose to its full capacity,
thelevet (jf traffic that c.ould be >:xpected if the site were devel.oped industrially, as presently
Z.oneq, w.ould be significantly higher, in the range of 3000 to 4000 trips per day. The
Virginia DePartment .of Transportati.on (VDOT) has n.ot rec.ommended upgrades of Avon
Street to serve this devel.opment.
Regarding schp.ols, based .on typiçal student generati.on fact.ors, this devel.opment \y.ot¡ld
generate up t.o 66 elementary sch.ool students, 32 middle sch.ool students, and 38 high scho.ol
students.C\1rfenHY, this development w.ould be served by Cale Elementary Sch.o.ol, Walt.on
Middle Sch.o.ol,aIÍd Western Alb>:marle Bigh Sch.ool. All three sch.ools c\1rfently have
enr.oliJ:nent exceeding their capacity . System-wide, there are similar capacity constraints at
manY sch.o.ols tþat are ~i!lg addressed by the Scho.ol Board and B.oard.of Supervis.ors. Staff
n.otes that tþese. c.onstraints 4.0 n.ot imply that gro\oY1:h sh.ould n.ot continue to be accomm.odated
in the designated gro\oY1:h areas.
The Albemarle C.ounty Service Authority has indicated that adequate water and sewer capacity
>:xists to supp.ort the proposed devel.opment.
Regarding conf.ormanc>: with the overall density envisi.oned in the C.omprehensive Plan, the
pr.oposed level of develoPment is very similar t.o what was presented with the C.omprehensive
Plan Amenqment request, and will yield an .overall density .of approximately 1.7 units per acre
f.or this p.ortion ofthe PUD. The existing Mill Creek PUD residential area developed at an
Qverall density of appr.oximately 1.5 units per acre.
Phvsical Development Plan
Aside fr.om the site design issues already n.oted in c.onsidering the C.omprehensive Plan issues,
there are a few .other design issues that sh.ould be n.oted.
This part .of the POO pr.oposes l.ots that are similar t.o conventi.onal R-4 l.ots but with l.ot sizes
and setbacks that are s.omewhat reduced t.o allow m.ore flexibility in tail.oring the devel.opment
t.o the site and t.o .more efficiently utilize gr.owth area pr.operty. The setbªcks w.ould be the
same .as done in parts .of F.orest Lakes South. N.ormal R-4 fr.ont setbacks .of 25' w.ould be
pr.oyided along the main spine r.oad (Grist Mill Drive), with 20'fr.ont setback,s provided al.ong
other r.oads and an all.owance f.or g¥ages t.o have a 10' front setback. Side yards are
proposed t.o be 7.5', and rear yards w.ould be 20' unless the rear of the lot abuts c.ommon
.open space, in which case the rear yard w.ould be a minimum .of 10'. Staff .opini.on is tþese
setbacks are reas.onable fQr a residential devel.opment .of this nature and do facilitate a more
efficient utilizati.on .of growth area property.
The plan provides f.or a substantial bicycle and pedestrian trail system, and provides s.ome
3
buff~r from Interstate 64 ¡µ¡d from the Mill Creek Industrial area. Although the buffer from
the 1-64 right-of-way is 9nly 20' in p¡µ1:s, th~.actual travel lanes of the Interstate are at least
100' from the reW of the proposed lots and the houses would likely be subst¡µ¡tially removed
from the rear of these . lots. Giyen that, plus the subst¡µ¡tial trees and. vegetation on this
property ¡µ¡d the Interstate right-of-way, a relatively narrow buffer may be sufficient to
provide reasonable protection of the residential uses from the Interstate noise. The. Industrial
area along the east of this site alr~ady provides a very substantial strip of op~n space along
the str~am betwe~n th~ two us~s, so additional buff~r would not have to b~ provided th~r~,
but a 30 to 50 foot strip is propos~d, Which would accommodate some of the
pedestrian/bicycle traiL
The pI¡µ¡ indicates that p¡µ1: of the pedestrian system would provide crossings of the Southern
"..', .. -.,J, "".. .. " .. ",," "".." .... ." "
Parkway right-of-way. Since Soutbern Parkway would ultimately be ~xtended to 5th Street as
afour-Ian~collector road and pedestrian traffic between the Mill Creek West area ap.d the
current Mill Creek area can ~ expected, provision for safe pedestrain crossing is important.
The existing trail along Biscuit Run is expected to be able to continu~ to provide a safe
crossing of the Soutbern Parkway right-of-way in the event that Southern Parkway is extended
since tbe ap.ticipated bridge over Biscuit Run should provide sufficient clearance for the tr.ail
to go unçierneath it.
Th~ Qp<:n Space. indjcateçi 0)1 tbe Application Plap. is approximately 29% 9f tbe. acreage 9f
tbis p¡µ1: of the PUD and llle~ts the minimum open space requirements. The pI¡µ¡ indicates a
proposed crossing of BiscµitRun as part of the pedestrian/bicycle trail system, which would,
r¡eed a speci¡¡1 use penuit bef9re it cquld b~ built under the present ordinance.
Chanl!:es to Existinl!: pun Conditions
Sinc~ this rezoning would function as an amendment to the existing Mill Creek PUD, the
conditions of the Mill Creek PD:D should be changed to reflect this addition. Recommended
revisions for the conditions of th~ Mill CreekPUD are included as attachment C. Some of
the conditions of the original PUDare· reco!l1ffiended to be changed or deleted to reflect that
certain options that Were available to the PUD, such as commercial development and a day
care center, did not materialize and that the road cO!lI)ections to Avon Street and between the
areas of the PUD ar~ tak~n care of. Also, the condition regarding the maximum number of
dwelling units approved should be revised to add the number envisioned for this p¡µ1: of the
PUD (135) to the number actually accomplisb.ed under the existing PUD (295), plus allow for
up to five a4ditionallots that might be able to fit within the proposed lot area based 9n more
detailed engineering. If this rezoning is approved, a revised Application Plan will need. to be
provided witbin 60 days of Board of Supervisors approval that indicates the entire PUD (per
Section &.5.5), so the ~xisting developed area can essentially be shown as built, with the
proposal for the Mill Creek West ar~a incorporated into the overall plan. Therefore, reference
in the conditions to g~neral conform¡µ¡ce with the Application Plap. will suffice for the
previous conditions about road cO!lI)ections within the development. Additional conditions are
recommended to cover the items identified in this report concerning restrictions on disturbance
of critical slopes, indications of the possible Souther:¡¡. ParkWay extension, setbacks for Mill
4
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Çreek West, aIld t4e n¡¡ed fpr (! speci(!l use pennit fpr t4e proposed pedestrian crossing over
Biscmt RUIl.
Impacts to Public. Facilities: At t4e request of tbe Board of Sµpervisprs, the fhnming staff
revieWs rezomIlg requests fpr tbdr fiscal imp<wt on public and transpprtatipn facilities, Tbis
analysis is limited to tl10se rezonings t4at bave some effect on facilities tbat are identified in
our Capit¡¡} Improvements PfPgram (CIP) pr Six: Year Road Plan and bave a cpst associated
with them. .
'The analysis is basedón t4e fair share detefIllination pf a particular çlevelopment's impact on
frl'fected facilt~es. It must be pointed out ):hatthis analysis is cursory, dueto the lack of
informatipn p:q. r¡;¡yenues attribµtable. to this çl¡;¡velppment. The cost pµtlined by staff pmy
indicates the propprtionate share pf cOnstruCtipn cpsts fWIIl the additipnal develppment
gener¡tteçl by the rezoning oyer by-right çleyelopment.
This analysis is basec.\ On 135 units, as indicated on the application plan for this development
anc.\ aSSUIlles tbat all of those UIlits would be single family detached.
Basèd On average bousehold size and occupancy rate, this development would generate
apprpximately 355 mOre perSOnS t\:r¡¡¡) would be gener~ted by rig\:rt from the present industrial
. zpning. Based PIltypicalStuçleIlt generation factors, this develppment would generate
appwximately 66 additional elementary sC\:rpol students, 32 additional middle school students,
and 38 additiònal bigh school students (¡Ver t\:rose generated from by-right development.
The foljpwing are those facilities whic\:r will be affected by the rezoning request and have a
C(¡st associated with ):hem:
A. Scbools
This development wpuldbeserved by Cale Elementary School, Walton Middle School, and
Westen) Albemarle Hig\:rScbool. Schppls ¡¡ffected by this proposal wbicb have costs
identified in the CIf are:
frojeçt
Cale Elementary ImPrpvements
Western·Albemarle High. Sçhoollmprovements
Scheduled Cost
$758,000
$2,897,500
Based On the estimated additional students generated by this development and the·proporlion
of students tpsc\:rpol capacities, çpsts associated with t4is developmeIlt are $231,797, or
$1,717 per dwelling unit.
B. Libraries
This proposal is considered to be in the serviçe area of the Central Library, whicb bas nO
scbeduled i¡nprovements, so np additional capital costs shoµld be associated wit4 tbis
development.
5
.'
C. Parks and Recreation
Parks and Recreation façilities affected þy this development which have costs identified. in the
ClP are:
Proiect
Towe Park
Scheduled Cost
$ 143,144
ßasyd on the prøportionate irnpaçt to these facilities, costs associated with this development
are $5,081, or $38 per dwelling 1Init.
~I ~IM \In OF I·ISC. .\1. J\IJ'\CJ ~
- - - - .- .' ..
I'IIOI'ORIIO:\ \ I. CO~l 1'1.11
1'110.11.< lS lOT \1. COST ~II.\IU or \11111110' \1.
($) APPEP DU~ DU
($) ($)
. .
."
Cal~ El~m~!ltary Improv~m~!lrS 758,000. 126,333. 935.80.
West. Alb. f!igJ¡ School Improyem~nts 2,897,500. 105,464. 781.22
.
....
Tow~ P¡¡r\ç Improv~m~!lts 143,144. 5,081. 37,64
. . .
". , .
TOTALS 3,798,644·00 236,878.00 1,754.66
'.
Consiqeration of the fiscal impact of the qevelopment needs to be balanqed against
cOnsider¡}tions of the C01Inty's growth management policy and other C01Inty policies.
Exqessive development eXa9tions could have the effect of discouraging µtilization of the
holding capaqity øf area, and thUS, lead to accelerated development in the Rural Areas.
6
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SUMMARY:
In ~ummary, thi~ propo~al i~ in Un\) with the Comprehen~ive Plan a~ to land u~e designation
and the ovyrall density appears compatible with the intent of the Comprehensiv~ Plan, given
the characteristics of the property, <tv<\Ïlable infrastructure, and the vicinity, The plan appears
to adequately prQviqe for the protection of thy ynvirorunentally sensitive "resources on the ~ite,
¡¡nd the buffering provided appears .to be adeqw!te to prAtect the propo~ed residences from
adjacent industrial and Interstate highway uses, Therefore, staff finds that thi~ request can be
supported.
Recommended Action: Approval, with the attached revisions to the Mill Creek PUD
conditions !U<lfÍe applicable to this property,
---~-----------~
ATTACHMENTS:
A .. Locatioll Map wi Zoning
B - Application plan
C - Reviseq conditions for PUD
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D.S. 476 Pqs.IO a 17
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SECTION 76r-.
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JUN 1 9 1995
Pl8.nning Dept
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110' FOR GARAGES)
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1 ATTACHMENT C'
I Page 1\
Revised conditions of approval for Mill Creek PUD
[Deletions of original conditions of ZMA 85-29 are shown as strikeaat text, and language of
new conditions of ZMA 94-25 is shown as BE: text]
;.;.;.;.:.:.;.:.;.;.:-:.;.;.;.:.;.:
1. Residential Ii industrial , aBå eaBllBereial areas with their attendant open space
areas shall &docated in general accord with the Application Plan. IBtiusH1al aereage
may æerease by Bet mare tIlftB tv.-a (2) aeres as a reælt af passièle realignmeRt af tfte
eolleetar roact
2. Uses permitted in the eammereial area shall he as pre>;ideà in SeetiaR 20.4
Cammereial/Serviee uses. The ftfJplieaRt shall àevelap a balaReeà mÐc. af uses
iBteBåeà to proviàe loeal service to the PUD aBå the aeigàaoràooà iB geReraL
SàoppiBg cearer parkiag staRåÐ:fàs Hlay he e~layeà.
3. Special use permit ftfJpre'lal is reEfHireà fer estaèlishmeat af the åay eare eeRter, IB.
lieu of day ear~ use, the Rumber af pFafloseå siBgle family Eletaeàed 1:HHts last as a
reælt ef [mal street àesigR, aæiBanee regulatieR, ar ether faeta,,,, eKclHtliBg the
desi£e ef the developer, may he added te the B\i:fftÐer af multi family units, anà
laeateà aR tbi" site.
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4.
Prelimiœry read layeut refleets reeoæmeæatiaB af CauRty EBgiBeer aBå PIBBBiBg
staff. TIie residefttial street desigR shall}Jra'lide fer to;/e street eeBfteetiaB5 (iBeluåing
the potefttial eelleeter reaà) te }.. '-'aB Street iB the appmxiœate lecatieBS showB eB the
¿^..pfllieatioB Plan, The residential str~et layeut shall empley patterøs O¡lhieh &Ball
previde at lea"t aRe eoftlleetiea aetweeR tile Bertheast and sootWlIest }Jertians af the
sire, in aàditieR to the petemial eelleeter read.
~fl,' All roads, with the exception of the potential collector road shall be built to Virginia
Department of Highways and Transportation standards and placed in the Secondary
System at the time of development of the residential areas utilizing those roads.
él.. The alignment of the potential collector road shall be in general accord with the
Application Plan. The collector road shall be built in accordance with an agreement
approved by the County Attorney and by the Board of Supervisors which is generally
in accord with the attached draft agreement dated May 7, 1986 (read by George H.
Gilliam and changes as agreed to by the applicant), presented to the Board on that
date. There shall be no residential entrances onto the collector road, with the
e
· " · I ATTACHMENT C I
I Page 21
7. 'The eemæereial åevelÐfJlBeBt limited to 6Q,9OG stJ.1:l8:fe feet grass fleer &fea.
&4. The maximum number of dwelling units approved under this PUD is 315111 dwelling
units.
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~
i: \general \share\lilley\millerk2 . end
e
David P. Bowerman
Charlottesville
COUNTY OF ALBEMARLE
Office of Board of Supervisors
401 Mcintire Road
Charlottesville, Virginia 22902-4596
(804) 296-5843 FAX (804) 296-5800
Charles S. Martin
Rivanna
Charlotte Y. Humphris
Jack Jouett
Walter F. Perkins
White Hal!
Forrest R. Marshall, Jr.
Scottsville
Sally H. Thomas
Samuel MiI1er
TO WHOM IT MAY CONCERN
FROM: Ella W. Carey, Clerk, CMC @0 V
DATE: July 14, 1995
SUBJECT: Ordinance adopted July 12, 1995
Attached is a copy of an ordinance adopted by the Board of
Supervisors on July 12, 1995:
An ordinance to amend and reordain Chapter 8, Finance and Taxa-
tion, Article XII, Enhanced Emergency Telephone Tax--E-911, of
the Code of the County of Albemarle, Virginia.
EWCjtpf
Attachments (1)
cc: Honorable James Camblos
Larry Davis, Esq.
Municipal Code Corporation
Wayne Campagna
Melvin Breeden
File
*
Printed on recycled paper
r \
~
ORDINANCE NO. 95-8(1)
AN ORDINANCE TO AMEND AND REORDAIN CHAPTER 8, FINANCE AND
TAXATION, ARTICLE XII, ENHANCED EMERGENCY TELEPHONE TAX--E-911, OF
THE CODE OF THE COUNTY OF ALBEMARLE, VIRGINIA.
BE IT ORDAINED By the Board of Supervisors of the County of Albemarle, Virginia, that
Chapter 8, Finance and Taxation, Article XII, Enhanced Emergency Telephone Service Tax--
E-911, is hereby amended and reordained by amending section 8-59, Enhanced emergency
telephone service tax--Levy and rate; effective date; exemptions, and section 8-62, Receipt
and disbursement by finance director, as follows:
See, 8-59.
Enhanced emergency telephone service tax--Levy and rate; effective date;
exemptions.
Pursuant to section 58.1-3813 of the Code of Virginia, there is hereby imposed a
special tax on consumers of telephone service in the amount of one dollar and thirty-nine
cents ($1.39) per month for each access line.
The tax imposed herein shall be first utilized solely for the initial capital, installation,
and maintenance costs of the E-911 Emergency Telephone System, This levy shall be
reduced when the capital and installation costs have been fully recovered to the level
necessary to offset recurring maintenance, repair, and system upgrade costs, and the salaries
or portion of salaries of dispatchers or call-takers paid by the county which are directly
attributable to the E-911 program only.
This levy shall not apply to federal, state or local government agencies.
The levy shall apply to all bills rendered on and after April 1, 1991.
Sec. 8-62. Receipt and disbursement by finance director.
.¡ ...
~
The tax collected is appropriated solely for the costs of the E-911 system and the
finance director shall deposit all levies collected and remitted from providers of the telephone
service into the general fund with a separate accounting of such funds to be used solely for
the purposes authorized by this article.
* * * * *
I, Ella W. Carey, do hereby certify that the foregoing writing, is a true, correct copy
of an ordinance adopted by the Board of County Supervisors of Albemarle County, Virginia,
at a regular meeting held on July 12, 1995.
~ '"
/ UtL ¿U {/(j/Û¿/
Cler, Board of County supervis~
2
c/ l...
"
,
, ~
ORDINANCE NO. 95-8(1)
AN ORDINANCE TO AMEND AND REORDAIN CHAPTER 8, FINANCE AND
TAXATION, ARTICLE XII, ENHANCED EMERGENCY TELEPHONE TAX--E-911, OF
THE CODE OF THE COUNTY OF ALBEMARLE, VIRGINIA.
BE IT ORDAINED By the Board of Supervisors of the County of Albemarle, Virginia, that
Chapter 8, Finance and Taxation, Article XII, Enhanced Emergency Telephone Service Tax--
E-911, is hereby amended and reordained by amending section 8-59, Enhanced emergency
telephone service tax--Levy and rate; effective date; exemptions, and section 8-62, Receipt
and disbursement by fInance director, as follows:
Sec, 8-59.
Enhanced emergency telephone service tax--Levy and rate; effective date;
exemptions.
Pursuant to section 58.1-3813 of the Code of Virginia, there is hereby imposed a
special tax on consumers of telephone service in the amount of one dollar and thirty-nine
cents ($1.39) per month for each access line.
The tax imposed herein shall be fIrst utilized solely for the initial capital, installation,
and maintenance costs of the E-911 Emergency Telephone System. This levy shall be
reduced when the capital and installation costs have been fully recovered to the level
necessary to offset recurring maintenance, repair, and system upgrade costs, and the salaries
or portion of salaries of dispatchers or call-takers paid by the county which are directly
attributable to the E-911 program only.
This levy shall not apply to federal, state or local government agencies.
The levy shall apply to all bills rendered on and after April 1, 1991.
Sec. 8-62. Receipt and disbursement by finance director.
..' \..
-
The tax collected is appropriated solely for the costs of the E-911 system and the
finance director shall deposit all levies collected and remitted from providers of the telephone
service into the general fund with a separate accounting of such funds to be used solely for
the purposes authorized by this article.
*****
I, Ella W. Carey, do hereby certify that the foregoing writing, is a true, correct copy
of an ordinance adopted by the Board of County Supervisors of Albemarle County, Virginia,
at a regular meeting held on July 12, 1995.
s ~ ¿u (lá/ih
clef.!. Board of County supemscí?
2
4
ORDINANCE NO. 95-8(1)
AN ORDINANCE TO AMEND AND REORDAIN CHAPTER 8, FINANCE AND
TAXATION, ARTICLE XII, ENHANCED EMERGENCY TELEPHONE TAX--E-911, OF
THE CODE OF THE COUNTY OF ALBEMARLE, VIRGINIA.
BE IT ORDAINED By the Board of Supervisors of the County of Albemarle, Virginia, that
Chapter 8, Finance and Taxation, Article XII, Enhanced Emergency Telephone Service Tax--
E-911, is hereby amended and reordained by amending section 8-59, Enhanced emergency
telephone service tax--Levy and rate; effective date; exemptions, and section 8-62, Receipt
and disbursement by fInance director, as follows:
Sec, 8-59.
Enhanced emergency telephone service tax--Levy and rate; effective date;
exemptions.
Pursuant to section 58.1-3813 of the Code of Virginia, there is hereby imposed a
special tax on consumers of telephone service in the amount of one dollar and thirty-nine
cents ($1.39) per month for each access line.
The tax imposed herein shall be fIrst utilized solely for the initial capital, installation,
and maintenance costs of the E-911 Emergency Telephone System. This levy shall be
reduced when the capital and installation costs have been fully recovered to the level
necessary to offset recurring maintenance, repair, and system upgrade costs, and the salaries
or portion of salaries of dispatchers or call-takers paid by the county which are directly
attributable to the E-911 program only.
This levy shall not apply to federal, state or local government agencies.
The levy shall apply to all bills rendered on and after April 1, 1991.
Sec. 8-62. Receipt and disbursement by finance director.
"
.
The tax collected is appropriated solely for the costs of the E-911 system and the
finance director shall deposit all levies collected and remitted from providers of the telephone
service into the general fund with a separate accounting of such funds to be used solely for
the purposes authorized by this article.
*****
I, Ella W. Carey, do hereby certify that the foregoing writing, is a true, correct copy
of an ordinance adopted by the Board of County Supervisors of Albemarle County, Virginia,
at a regular meeting held on July 12, 1995.
Cle& i~fC~ £~
2
COUNTY OF ALBEMARLE
t!STfr::UTfD TO 8C\,l\:~D h\E.'/~SER.3
G" t:, ';I . 9~-:, . .__ ~~,
eAl
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91995
EXECUTIVE SUMMARY
AGENDA TITLE:
Request to Amend Article XII § 8-59 Paragraph 2 and § 8-62 of
the County Code Regarding E-911 Collections
AGENDA DATE:
June 7,1995
ITEM NUMBER:
4.s: C(,~?1~' ~ )
{?.s.ð~.~
INFORMATION:
ACTION:
SUBJECTIPROPOSAUREOUEST:
Amend Article XII § 8-59 and § 8-62 of the County Code
(Enhanced Emergency Telephone Service Tax) to Reflect State
Code Changes
CONSENT AGENDA:
ACTION: X
INFORMATION:
ATTACHMENTS:
STAFF CONTACT(S):
Messrs. Tucker. Huff. Davis & Breeden
REVIEWED BY:
BACKGROUND:
Since April 1, 1991, the County has been using funds collected ÍÌ'om the E-911 surcharge tax to help offset the capital costs attributed with
bringing the enhanced system on line. In August of 1993, the Code of Virginia was amended to allow disbursement of surcharge money for
repairs, upgrades, and salaries directly related to E-911 activities.
DISCUSSION:
The current Code of Virginia & 58.1-3813 Part D reads as follows with amended portion in bold:
D. Any such taxes imposed by this section shall be first utilized solely for the initial capital, installation and maintenance costs of the E-911
emergency telephone system, The jurisdiction shall reduce such tax when capital and installation costs have been fully recovered to the level
necessary to offset recurring maintenance, repair, and system upgrade costs, and salaries or portion of salaries of dispatchers or call-
takers paid by the locality which are directly attributable to the E-911 program only.
Article XII & 8-59 Paragraph 2 of the current County Code reads:
The tax imposed herein shall be first utilized solely for the initial capital, installation, and maintenance cost of the E-911 Emergency Telephone
System. This levy shall be reduced when the capital and installation costs have been fully recovered to the level necessary to offset recurring
maintenance cost only.
Article XII & 8-62 of the current County Code reads:
The tax collected is appropriated solely for the initial capital, installation and maintenance costs of the E-911 system and the finance director
shall deposit all levies collected and remitted ÍÌ'om providers of the telephone service into the general fund with a separate accounting of such
funds to be used solely for the pw-poses authorized by this article.
To offset E-911 related salaries such as the sign installation technician and building locator technician, upgrades & repair costs such as software
upgrades and sign repair expenses, the County Code would need to be amended or funding found elsewhere.
RECOMMENDATION:
Staff recommends that the Board pass a resolution of intent to advertise for a public hearing to amend § 8-59 and § 8-62 of the County code
to reflect the changes made in § 58.1-3813 of the Code of Virginia (See Attachment A).
\g\s\E911EX
95.073
DRAFT: May 15, 1995
ORDINANCE NO.
AN ORDINANCE TO AMEND AND REORDAIN CHAPTER 8, FINANCE AND
TAXATION, ARTICLE XII, ENHANCED EMERGENCY TELEPHONE TAX--
E-911, OF THE CODE OF THE COUNTY OF ALBEMARLE, VIRGINIA.
BE IT ORDAINED By the Board of Supervisors of the County of Albemarle,
Virginia, that Chapter 8, Finance and Taxation, Article XII, Enhanced Emergency
Telephone Service Tax--E-911, is hereby amended and reordained by amending
section 8-59, Enhanced emergency telephone service tax--Levy and rate; effective
date; exemptions, and section 8-62, Receipt and disbursement by finance director, as
follows:
See, 8-59. Enhanced emergency telephone service tax--Levy and rate;
effective date; exemptions.
Pursuant to section 58.1-3813 of the Code of Virginia, there is hereby imposed
a special tax on consumers of telephone service in the amount of one dollar and
thirty-nine cents ($1.39) per month for each access line.
The tax imposed herein shall be first utilized solely for the initial capital,
installation, and maintenance cost~ of the E-911 Emergency Telephone System. This
levy shall be reduced when the capital and installation costs have been fully recovered
to the level necessary to offset recurring maintenance, repair, and system upgrade
..
costs. and the salaries or portion of salaries of dispatchers or call-takers paid by the
county which are directly attributable to the £-911 program only.
This levy shall not apply to federal, state or local government agencies.
The levy shall apply to all bills rendered on and after April 1, 1991.
Sec. 8-62. Receipt and disbursement by finance director.
The tax collected is appropriated solely for the initial capital, installation and
maintcnar.cc costs of the £-911 system and the finance director shall deposit all levies
collected and remitted from providers of the telephone service into the general fund
with a separate accounting of such funds to be used solely for the purposes authorized
by this article.
8-59-8-6.WPD
2
c
.
.'
RESOLUTION OF THE BOARD OF SUPERVISORS
OF THE COUNTY OF ALBEMARLE, VIRGINIA
WHEREAS, the Industrial Development Authority of Albemarle
County, Virginia (the "Authority"), has considered the application
of Our Lady of Peace, Inc. (the "corporation"), requesting the
issuance of the Authority's revenue bonds in an amount estimated at
not to exceed $15,000,000 (the "Series 1995 Bonds") to (1) refund
bonds previously issued by the Authority to finance the
acquisition, construction and equipping of a residential facility
for the aged (the "Facility") located at 751 Hillsdale Drive in
Albemarle County, Virginia, and (2) finance certain costs of
issuing the Series 1995 Bonds and has held a public hearing thereon
on June 30, 1995; and
WHEREAS, section 147(f) of the Internal Revenue Code of 1986,
as amended ("the Tax Code"), and section 15.1-1378.1 of the Code of
Virginia, as amended (the "Virginia Code"), provide that the
governmental unit having jurisdiction over the issuer of industrial
development bonds and over the area in which any facility financed
with the proceeds of industrial development bonds is located must
approve the issuance of the Bonds; and
WHEREAS, the Authority issues its bonds on behalf of Albemarle
County, Virginia (the "County"), the Facility is located in the
County, and the Board of Supervisors of the County of Albemarle,
Virginia (the "Board") constitutes the highest elected governmental
unit of the County; and
LJ
David P. Bowennan
Charlottesville
COUNTY OF ALBEMARLE
Office of Board of Supervisors
401 Mcintire Road
Charlottesville, Virginia 22902-4596
(804) 296-5843 FAX (804) 296-5800
Charles S. Martin
Rivanna
Charlotte Y. Humphr;s
Jack Jouett
Walter F. Perkins
While Hal1
Forrest R. Marshall, Jr.
Scottsville
Sally H Thomas
Samuel Miller
July 14, 1995
Hunton & Williams
ATTN: Suzanne Whelan, Paralegal
Riverfront Plaza, East Tower
951 East Byrd Street
Richmond, VA 23219-4074
Dear Ms. Whelan:
At its meeting on July 12, 1995, the Board of Supervisors
adopted the attached Lady of Peace Resolution by a unanimous
vote.
If there are any questions, please call me for assistance.
S~Jlcerely ,
~ßJL(;J
~~a W. Carey
Clerk
EWC/tpf
cc: Larry Davis, Esq.
Jim Bowling, Esq.
*
Printed on recycled paper
RESOLUTION OF THE BOARD OF SUPERVISORS
OF THE COUNTY OF ALBEMARLE, VIRGINIA
WHEREAS, the Industrial Development Authority of Albemarle
County, Virginia (the "Authority"), has considered the application
of Our Lady of Peace, Inc. (the "corporation"), requesting the
issuance of the Authority's revenue bonds in an amount estimated at
not to exceed $15,000,000 (the "Series 1995 Bonds") to (1) refund
bonds previously issued by the Authority to finance the
acquisition, construction and equipping of a residential facility
for the aged (the "Facility") located at 751 Hillsdale Drive in
Albemarle County, Virginia, and (2) finance certain costs of
issuing the Series 1995 Bonds and has held a public hearing thereon
on June 30, 1995; and
WHEREAS, section 147(f) of the Internal Revenue Code of 1986,
as amended ("the Tax Code"), and section 15.1-1378.1 of the Code of
Virginia, as amended (the "Virginia Code"), provide that the
governmental unit having jurisdiction over the issuer of industrial
development bonds and over the area in which any facility financed
with the proceeds of industrial development bonds is located must
approve the issuance of the Bonds; and
WHEREAS, the Authority issues its bonds on behalf of Albemarle
County, virginia (the "County"), the Facility is located in the
County, and the Board of Supervisors of the County of Albemarle,
Virginia (the "Board") constitutes the highest elected governmental
unit of the County; and
WHEREAS, the Authority recommends that the Board approve the
issuance of the Series 1995 Bonds; and
WHEREAS, a copy of the Authority's resolution approving the
issuance of the Series 1995 Bonds, subject to terms to be agreed
upon, a record of the public hearing and a "fiscal impact
statement" with respect to the refunding and the Facility have been
filed with the Board;
THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE
COUNTY OF ALBEMARLE, VIRGINIA:
1. The Board hereby approves the issuance of the Series 1995
Bonds by the Authority for the benefit of the corporation, as
required by section 147(f) of the Tax Code and Section 15.1-1378.1
of the Virginia Code, as amended, to permit the Authority to issue
bonds for the purposes set forth above.
2. Approval of the issuance of the Series 1995 Bonds, as
required by section 147(f) of the Tax Code does not constitute an
endorsement of the Series 1995 Bonds or the creditworthiness of the
Corporation. As required by Section 15.1-1380 of the Virginia
Code, as amended, the Series 1995 Bonds shall provide that neither
the County nor the Authority shall be obligated to pay the Series
1995 Bonds or the interest thereon or other costs incident thereto
except from the revenues and moneys pledged therefor, and neither
the faith and credit nor the taxing power of the Commonwealth of
Virginia, the County or the Authority shall be pledged thereto.
3. This Resolution shall take effect immediately upon its
adoption.
2
CERTIFICATE
The undersigned Clerk of the Board of supervisors of the
County of Albemarle, Virginia (the "Board"), hereby certifies that
the foregoing is a true, correct and complete copy of a resolution
adopted by a majority of the members of the Board present and
voting at a meeting duly called and held on July /~, 1995, in
accordance with law, and that such resolution has not been
repealed, revoked, rescinded or amended, and is in full force and
effect on the date hereof.
WITNESS the following signature this /~~ day of July, 1995.
[SEAL]
, 1sors of
Ie, Virginia
3
Di ··t'I'oü'ea· '" n- 'r~ 'l1, 9..5~
...., to w 01.1<1 ~ ..__,_.... ~
Agenda Item No ___.....t(.J-. q.f~;¡,~_3
HUNTON & WILLIAMS
ATLANTA, GEORGIA
BRUSSELS, BELGIUM
FAIRFAX, VIRGINIA
HONG KONG
KNOXVILLE, TENNESSEE
RIVERFRONT PLAZA, EAST TOWER
951 EAST BYRD STREET
NEW YORK, NEW YORK
NORFOLK, VIRGINIA
RALE:IGH, NORTH CAROLINA
WARSAW, POLAND
WASHINGTON, D. C.
RICHMOND, VIRGINIA 23219-4074
Suzanne D. Whelan, Paralegal
Direct Dial: (804) 788-7296
TELEPHONE (804) 788 -8200
FACSIMILE (804) 788-8218
FILE No.: 40846.13
July 6, 1995
VIA OVERNIGHT COURIER
\ ~'. .'-"""'~,~""~
_-"":or_~.",."",,. -, ,~
Ms. Ella W. Carey, CMC
Clerk, Albemarle County
Board of Supervisors
401 McIntire Road
Charlottesville, VA 22902-4596
R[) Of::
_.'~;';."--¡¡":'II.I;. ~
Residential Care Facility
First Mortgage Revenue Refunding Bonds
for Our Ladv of Peace. Inc.
Dear Ms. Carey:
Please find enclosed a letter from the Chairman of the
Industrial Development Authority of Albemarle County, Virginia,
the certificate of Public Hearing and resolution from the June
30, 1995 IDA meeting, and a form of resolution to be adopted by
the Board of Supervisors and a certificate relating thereto.
As we discussed on the phone, it is my understanding that
you will include these items on the agenda for the Board of
Supervisors meeting on July 12, 1995.
Please feel free to call me with any questions you may have
at (804) 788-7296. Thank you for your assistance with this
matter.
Very truly yours,
/~~/
Suzanne D. Whelan
Paralegal
/sdw
enclosures
June 30, 1995
Board of Supervisors
of Albemarle county
Charlottesville, virginia 22902
Industrial Development Authority
of Albemarle County, Virginia
Bonds for the Benefit of Our Ladv of Peace. Inc.
Ladies and Gentlemen:
The Industrial Development Authority of Albemarle County,
virginia (the "Authority"), has met and requests approval of its
issuance of its Series 1995 Bonds for the benefit of Our Lady of
Peace, Inc. (the "Corporation") in an amount not to exceed
$15,000,000 to refund bonds previously issued by the Authority to
finance the acquisition, construction and equipping of a
residential facility for the aged (the "Facility") located at 751
Hillsdale Drive in Albemarle County, Virginia (the "county"), and
finance certain costs of issuing the Series 1995 Bonds. I attach
the following:
1. A certificate of Public Hearing and Resolution,
including the notice of public hearing, a summary of
statements made at the public hearing, a fiscal impact
statement and a resolution adopted by the Authority on
June 30, 1995.
2. Form of a resolution requested to be adopted by the
Board of supervisors and certificate relating thereto.
We appreciate your prompt approval.
Very truly yours,
a1rman, Industr1al De
Authority of Albemarle
virginia
Enclosures
CERTIFICATE OF PUBLIC HEARING
AND RESOLUTION
The undersigned Secretary of the Industrial Development
Authority of Albemarle County, Virginia (the "Authority"), hereby
certifies as follows:
1. A special meeting of the Authority was duly called and
held on June 30, 1995, at 4:00 o'clock, p.m., in Room 235 of the
County Office Building, 401 McIntire Road, Charlottesville,
Virginia. The meeting was open to the public, and persons of
differing views were given an opportunity to be heard. At such
meeting all of the Directors of the Authority were present or
absent throughout as follows:
PRESENT: James B. Murray, Jr.
Thomas A. McQueeney
Ken Clarry
Arthur H. Baker
ABSENT: G. Blair Turner
James R. Skove
Bruce D. Rasmussen
2. The Chairman announced the commencement of a public
hearing on behalf of Albemarle County, on the application of Our
Lady of Peace, Inc., (the "Corporation") and that a notice of the
hearing was published once a week for two consecutive weeks, the
first publication being not more than 28 days nor less than 14 days
prior to the hearing in a newspaper having general circulation in
Roanoke, Virginia (the "Notice"). A copy of the Notice and a
certificate of publication of such Notice have been filed with
records of the Authority and are attached hereto as Exhibit A.
3. The individuals identif ied in Exhibit B appeared and
addressed the Authority and a reasonably detailed summary of the
statements made at the public hearing is included in Exhibit B.
The fiscal impact statement required by the Industrial Development
and Revenue Bond Act is attached hereto as Exhibit C.
4. Attached hereto as Exhibit D is a true, correct and
complete copy of a resolution (the "Resolution") adopted at such
meeting of the Authority by the unanimous vote of the Directors
present at such meeting. The Resolution constitutes all formal
action taken by the Authority at such meeting relating to matters
referred to in the Resolution. The Resolution has not been
repealed, revoked, rescinded or amended and is in full force and
effect on the date hereof.
WITNESS my hand and the seal of the Autho .
JUNE", 1995.
(SEAL)
Exhibits
A -
B -
C -
D -
Secreta y,
Authority
Virginia
A through D to be attached.
Copy of Notice, Certified by
Summary of Statements
Fiscal Impact Statement
Resolution
Newspaper
Exhibit A
~~ ¡:-~-~ )i;JnU!, 'r'~9ttß1Jí
-~ost Oltlee Box 9030 Chadottesvllle_ Virginia 22906 Telephone: 804/978-720'
CERTIFICATE OF PUBLICATION
CITY/COUNTY OF ALBEMARLE
COMMONWEALTH OF VIRGINIA
~ I I.
TO: 'N\,L.;:c;;"" ø\ W\Q1 \Q.~"",S
I, HEREBY CERTIFY THAT THE ATTACHED NOTICE WAS PUBLISHED IN
· THE DAILY PROGRESS ., A NEWSPAPER IN CHARLOTTESVILLE,
VIRGINIA, AND APPEARED IN THE ISSUE (S) DATED A CA.",,",'!-
\ lo 4 ~3 /199£.
GIVEN UNDER MY HAND THIS ~\ DAY OF j v....,......a ,199£.
r~Ø~ C) ~IUL\-(L~
CAROL A. MAwYER/ CREDIT MANAGER/NOTARY :
MY COMMŒSSION EXPIRES: SEPT. 30, 1996
PUBLISHING FEE: $ l \. <g. , 1-
Exhibit B
SUMMARY OF STATEMENTS MADE AT
PUBLIC HEARING CONDUCTED BY THE
INDUSTRIAL DEVELOPMENT AUTHORITY
OF ALBEMARLE COUNTY, VIRGINIA,
ON JUNE 30, 1995, WITH RESPECT TO
THE APPLICATION OF OUR LADY OF PEACE, INC.
FOR AUTHORITY FINANCING
Bryar C. Nettles from Hunton & Williams, Bond Counsel,
explained to the Authority members that Our Lady of Peace, Inc. had
requested the Authority meeting so that the Authority could
consider a refinancing of the Bonds that it issued for the
Corporation in 1991. Current projections show a savings of
approximately $700,000 on a present value basis over the life of
the Bonds. Ms. Nettles noted that a copy of the application and
the Corporation's financial statements had previously been provided
to the Authority members. Ms. Nettles introduced Pamela Doshier
the Administrator of the Facility who answered questions raised by
the Authority members.
FISCAL IMPACT STATEMENT
Exhibit C
June 30. 1995
Date
Our Ladv of Peace. Inc.
Applicant
Our Lady of Peace
Facility
1.
Maximum amount of financing sought (Est.) $
Estimated taxable value of the
facility's real property to be
constructed in the municipality
Estimated real property tax per
year using present tax rates -
Payment in Lieu of Tazes
Estimated personal property tax
per year using present tax rates
5. Estimated merchants' capital tax
per year using present tax rates
2.
3.
4.
6.
Estimated dollar value per year
of goods and services that will
be purchased locally
Estimated number of regular
employees on year round basis
7.
8.
Average annual salary per employee
(include. part-ti..)
Industrial Development Authority
of Albemarle County. Virainia
Name of Authority
15.000.000
N/A Refinance
$
11.818
644
$
1. 076.922
79
$
12.784
Exhibit D
RBSOLUTIOH OF THB INDUSTRIAL
DEVBLOPMENT AUTHORITY OF
ALBEMARLE COUNTY. VIRGINIA
WHERBAS, the Industrial Development Authority of Albemarle
County, Virginia, a political subdivision of the Commonwealth of
Virginia (the "Authority"), is empowered by the Industrial
Development and Revenue Bond Act, Chapter 33, Title 15.1, Code of
Virginia 1950, as amended (the "Act"), to issue its revenue bonds
for the purpose of acquiring, improving, maintaining, equipping and
disposing of health care facilities and facilities for the
residence or care of the elderly to the end that the Authority may
protect and promote the health and welfare of the inhabitants of
the Commonwealth and the care of the aged of the Commonwealth in
accordance with their special needs, and to refund bonds previously
issued for such purposes; and
WHEREAS, there has been presented to the Authority the
application of Our Lady of Peace, Inc. (the "Corporation"), to
assist the Corporation in (1) refunding all or part of the
Authority's outstanding Residential Facility First Mortgage Revenue
Bonds (Our Lady of Peace Project), Series 1991 (the "1991 Bonds"),
issued in the original principal amount of $12,595,000 to finance
costs of acquiring, constructing and equipping a facility for the
residence and care of the elderly (the "Facility"), known as Our
Lady of Peace and located at 751 Hillsdale Drive in Albemarle
County, virginia (the "County"), and (2) financing certain expenses
incurred in connection with the refunding of the 1991 Bonds; and
WBBRBAS, the corporation, in its appearance before the
Authority and in its application to the Authority has described the
benefits of the refunding and has requested the Authority to agree
to issue its revenue bonds (the "1995 Bonds") in such amounts as
may be necessary to refund the 1991 Bonds, now estimated not to
exceed $15,000,000; and
WBBRBAS, a public hearing has been held as required by Section
147 (b) of the Internal Revenue Code of 1986, as amended (the
"Code"), and Section 15.1-1378.1 of the Act; and
WBBRBAS, there have been presented to this meeting a draft of
the Preliminary Official Statement of the Authority (the
"preliminary Official Statement") and drafts of the following
documents, copies of which instruments shall be filed with the
records of the Authority (collectively, the "Financing Documents") :
(a) Bond Purchase Agreement (the "Bond Purchase Agreement"),
between the Authority, the Corporation and Davenport &
Co. of Virginia, Inc. and Scott & stringfellow, Inc. (the
"Underwriters");
(b) First Supplemental Trust Agreement (the "First
Supplemental Trust Agreement") between the Authority and
Crestar Bank, as Bond Trustee, including the form of the
1995 Bonds;
(c) First Amendment to Agreement of Sale (the "First
Amendment to Agreement of Sale") between the Authority
and the Corporation;
-2-
(d) Form of the Note (the "Note") including the form of
assignment thereof from the Authority to the Bond
Trustee; and
(e) Form of the 1995 Bonds;
NOW THEREFORB, BB IT RBSOLVBD BY THB INDUSTRIAL DEVBLOPMENT
AUTHORITY OF ALBEMARLB COUNTY, VIRGINIA:
1. It is hereby found and determined that the refunding of
the 1991 Bonds previously issued by the Authority to finance the
acquisition, construction and equipping of the Facility will be in
the public interest of the inhabitants of the County and its
environs and will benefit the County and its elderly inhabitants by
reducing the cost of operating such residential and care facilities
for the elderly and by reducing the cost to such inhabitants of
utilizing such facilities.
2. The Authority hereby agrees to assist the Corporation by
undertaking the issuance of the 1995 Bonds to refund the 1991
Bonds, in substantially the form submitted to the Authority, upon
terms and conditions to be mutually agreed upon between the
Authority, the Corporation and the underwriters, in an amount
currently estimated not to exceed $15,000,000.
3. It having been represented to the Authority that it is
desirable to proceed immediately with the refunding of the 1991
Bonds in order to obtain the lowest possible interest rates, the
Authority hereby agrees that the Corporation may proceed with the
refunding and take such steps as it may deem appropriate in
connection therewith, provided that nothing herein shall be deemed
-3-
to authorize the Corporation to obligate the Authority in each
instance to the payment of any moneys except from the proceeds of
the 1995 Bonds. The Authority agrees that the Corporation or
related entities may be reimbursed from the proceeds of the 1995
Bonds, when and if issued, for all costs so incurred by them,
subject to bond counsel approval.
4. At the request of the corporation, the Authority hereby
appoints Hunton & Williams as bond counsel to supervise the
proceedings and approve the legality of the issuance of the Bonds,
approves Davenport & Co. of Virginia, Inc. and Scott &
Stringfellow, Inc. as underwriters of the Bonds, consents to
Christian, Barton, Epps, Brent & Chappell's representation of the
Underwriters in connection with the offering and sale of the 1995
Bonds and approves Crestar Bank as Trustee (the "Trustee").
5. All costs and expenses in connection with the refunding,
including, but not limited to, the fees and expenses of bond
counsel, counsel for the Authority and the Underwriters for the
sale of the 1995 Bonds, may be paid from the proceeds of the 1995
Bonds to the extent allowed by law. If for any reason the 1995
Bonds are not issued or if the proceeds thereof cannot be used to
pay all such expenses, it is understood that all such costs and
expenses shall be paid by the Corporation and that the Authority
shall not have responsibility therefor.
6. The Authority hereby requests and recommends that the
Board of Supervisors of Albemarle County, Virginia, approve the
issuance of the 1995 Bonds for the refunding of the 1991 Bonds
-4-
pursuant to Section 147(b) of the Code and Section 15.1 - 1378.1 of
the Act.
7. The distribution of the preliminary Official Statement by
the Underwriters is hereby authorized.
8. The officers of the Authority are hereby authorized and
directed to execute and deliver the Bond Purchase Agreement to the
Underwriters, provided that it provides for the sale of the Bonds
in accordance with the following terms: the principal amount of
the Bonds shall not exceed $15,000,000; the final maturity shall
not be later than July 1, 2025; the maximum interest rate shall not
exceed 7.25% per annum; and the Underwriters' discount shall not
exceed 2% of the principal amount of the 1995 Bonds.
9. The officers of the Authority are hereby authorized and
directed to execute and deliver to the Underwriters a final
Official Statement describing the terms of the 1995 Bonds, and the
Underwriters are hereby authorized and directed to distribute such
final Official Statement to the purchasers of the 1995 Bonds.
10. The officers of the Authority are hereby authorized and
directed to execute the First Amendment to Agreement of Sale and
the First Supplemental Trust Agreement.
11. The officers of the Authority are hereby authorized and
directed to accept from the Corporation and to assign by
endorsement and deliver the Note to the Trustee as security for the
Bonds.
12. The Chairman and the Vice Chairman of the Authority,
either of whom may act, are hereby authorized and directed to
-5-
execute the 1995 Bonds by manual or facsimile signature, the
Secretary and any Assistant Secretary, either of whom may act, are
authorized and directed to print or impress the seal, or a
facsimile thereof, of the Authority on the 1995 Bonds and attest
the same by manual or facsimile signature, and the officers of the
Authority are authorized and directed to deliver the Bonds to the
Trustee for authentication and delivery to the Underwriters upon
the terms provided in the Bond Purchase Agreement.
13. The Financing Documents shall be in sUbstantially the
forms submitted to this meeting, which are hereby approved, with
such completions, omissions, insertions and changes as may be
approved by the officers executing them, their execution to
constitute conclusive evidence of their approval of any such
completions, omissions, insertions and changes, with the terms of
the 1995 Bonds to be consistent with those set forth in paragraph
10 above.
14. Any authorization to execute is an authorization to the
Chairman, Vice Chairman, Secretary and any Assistant Secretary to
execute, deliver and file all certificates and instruments,
including Internal Revenue Service Form 8038, and to take all such
further action as they may consider necessary or desirable in
connection with the issuance and sale of the 1995 Bonds and the
refunding of the 1991 Bonds.
15. Any authorization herein to execute a document shall
include authorization to record such document where appropriate and
to deliver it to the other parties thereto.
-6-
-,
16. All other acts of the officers of the Authority that are
in conformity with the purposes and intent of this resolution and
in furtherance of the issuance and sale of the 1995 Bonds and the
refunding of the 1991 Bonds are hereby approved and confirmed.
17. This resolution shall become effective immediately and
shall continue in full force and effect for a period of two years
unless specifically extended by the Authority or the 1995 Bonds
contemplated by the resolution are issued.
-7-
~
June 30, 1995
Board of Supervisors
of Albemarle County
Charlottesville, Virginia 22902
Industrial Development Authority
of Albemarle County, Virginia
Bonds for the Benefit of Our Ladv of Peace. Inc.
Ladies and Gentlemen:
The Industrial Development Authority of Albemarle County,
virginia (the "Authority"), has met and requests approval of its
issuance of its Series 1995 Bonds for the benefit of Our Lady of
Peace, Inc. (the "Corporation") in an amount not to exceed
$15,000,000 to refund bonds previously issued by the Authority to
finance the acquisition, construction and equipping of a
residential facility for the aged (the "Facility") located at 751
Hillsdale Drive in Albemarle County, Virginia (the "county"), and
finance certain costs of issuing the Series 1995 Bonds. I attach
the following:
1. A certificate of Public Hearing and Resolution,
including the notice of public hearing, a summary of
statements made at the public hearing, a fiscal impact
statement and a resolution adopted by the Authority on
June 30, 1995.
2. Form of a resolution requested to be adopted by the
Board of Supervisors and certificate relating thereto.
We appreciate your prompt approval.
Very truly yours,
a1.rman,
Authority
Virginia
Enclosures
CERTIFICATE OF PUBLIC HEARING
AND RESOLUTION
The undersigned Secretary of the Industrial Development
Authority of Albemarle County, Virginia (the "Authority"), hereby
certifies as follows:
1. A special meeting of the Authority was duly called and
held on June 30, 1995, at 4:00 o'clock, p.m., in Room 235 of the
County Office Building, 401 McIntire Road, Charlottesville,
Virginia. The meeting was open to the public, and persons of
differing views were given an opportunity to be heard. At such
meeting all of the Directors of the Authority were present or
absent throughout as follows:
PRESENT: James B. Murray, Jr.
Thomas A. McQueeney
Ken Clarry
Arthur H. Baker
ABSENT: G. Blair Turner
James R. Skove
Bruce D. Rasmussen
2. The Chairman announced the commencement of a public
hearing on behalf of Albemarle County, on the application of Our
Lady of Peace, Inc., (the "Corporation") and that a notice of the
hearing was published once a week for two consecutive weeks, the
first publication being not more than 28 days nor less than 14 days
prior to the hearing in a newspaper having general circulation in
Roanoke, Virginia (the "Notice"). A copy of the Notice and a
certificate of publication of such Notice have been filed with
records of the Authority and are attached hereto as Exhibit A.
3. The individuals identified in Exhibit B appeared and
addressed the Authority and a reasonably detailed summary of the
statements made at the public hearing is included in Exhibit B.
The fiscal impact statement required by the Industrial Development
and Revenue Bond Act is attached hereto as Exhibit C.
4. Attached hereto as Exhibit D is a true, correct and
complete copy of a resolution (the "Resolution") adopted at such
meeting of the Authority by the unanimous vote of the Directors
present at such meeting. The Resolution constitutes all formal
action taken by the Authority at such meeting relating to matters
referred to in the Resolution. The Resolution has not been
repealed, revoked, rescinded or amended and is in full force and
effect on the date hereof.
· ,
WITNESS my hand
JUNG"' , 1995.
(SEAL)
Exhibits
A -
B -
C -
D -
his 3cl.¡.4 day of
A through D to be attached.
Copy of Notice, Certified by
Summary of Statements
Fiscal Impact Statement
Resolution
Newspaper
~ ,
Exhibit A
~~ ij;,~,t )i;lnU,! 'r,~gnßß
-~OSI Qlllce Box 9030 Cho,lollesvllle, Vlrglnlo 22906 .Telephone, B04/97B-7201
CERTIFICATE OF PUBLICATION
CITY/COUNTY OF ALBEMARLE
COMMONWEALTH OF VIRGINIA
TO: \-\\A..~'" ~ W',Q1 \~'<V'l~
I,HEREBY CERTIFY THAT THE ATTACHED NOTICE WAS PUBLISHED IN
· THE DAILY PROGRESS ., A NEWSPAPER IN CHARLOTTESVILLE,
VIRGINIA, AND APPEARED IN THE ISSUE (S) DATED r\ Ll..'<-'IL-.
\ lo "" ~"3 / 199 .s:. .
GIVEN UNDER MY HAND THIS ,Q"\ DAY OF j v............. a , 199..L...
r~ß~ C) ~l~L~~'1..-
CAROL A. MAwYER/ CREDIT MANAGER/NOTARY :
MY COMMISSION EXPIRES: SEPT. 30, 1996
PUBLISHING FEE: $ l -'1 <g. \ 1-
Exhibit B
SUMMARY OF STATEMENTS MADE AT
PUBLIC HEARING CONDUCTED BY THE
INDUSTRIAL DEVELOPMENT AUTHORITY
OF ALBEMARLE COUNTY, VIRGINIA,
ON JUNE 30, 1995, WITH RESPECT TO
THE APPLICATION OF OUR LADY OF PEACE, INC.
FOR AUTHORITY FINANCING
Bryar C. Nettles from Hunton & Williams, Bond Counsel,
explained to the Authority members that Our Lady of Peace, Inc. had
requested the Authority meeting so that the Authority could
consider a refinancing of the Bonds that it issued for the
Corporation in 1991. Current projections show a savings of
approximately $700,000 on a present value basis over the life of
the Bonds. Ms. Nettles noted that a copy of the application and
the Corporation I s financial statements had previously been provided
to the Authority members. Ms. Nettles introduced Pamela Doshier
the Administrator of the Facility who answered questions raised by
the Authority members.
2.
FISCAL IMPACT STATEMENT
Exhibit C
June 30. 1995
Date
Our Ladv of Peace. Inc.
Applicant
Our Ladv of Peace
Facility
1.
Maximum amount of financing sought (Est.) $
Estimated taxable value of the
facility's real property to be
constructed in the municipality
Estimated real property tax per
year using present tax rates -
payment in Lieu of Taxe.
3.
Estimated personal property tax
per year using present tax rates
5. Estimated merchants' capital tax
per year using present tax rates
4.
7.
8.
6.
Estimated dollar value per year
of goods and services that will
be purchased locally
Estimated number of regular
employees on year round basis
Average annual salary per employee
(inolude. part-time)
Industrial Development Authority
of Albemarle Countv. Virainia
Name of Authority
15.000.000
N/A Refinance
$
11. 818
644
$
1. 076.922
79
$
12.784
, .
Exhibit D
RBSOLUTION OP THB INDUSTRIAL
DEVBLOPMENT AUTHORITY OP
ALBBKARLB COUNTY. VIRGINIA
WHEREAS, the Industrial Development Authority of Albemarle
County, Virginia, a political subdivision of the Commonwealth of
Virginia (the "Authority"), is empowered by the Industrial
Development and Revenue Bond Act, Chapter 33, Title 15.1, Code of
virginia 1950, as amended (the "Act"), to issue its revenue bonds
for the purpose of acquiring, improving, maintaining, equipping and
disposing of health care facilities and facilities for the
residence or care of the elderly to the end that the Authority may
protect and promote the health and welfare of the inhabitants of
the Commonwealth and the care of the aged of the Commonwealth in
accordance with their special needs, and to refund bonds previously
issued for such purposes; and
WHEREAS, there has been presented to the Authority the
application of Our Lady of Peace, Inc. (the "corporation"), to
assist the Corporation in (1) refunding all or part of the
Authority I s outstanding Residential Facility First Mortgage Revenue
Bonds (Our Lady of Peace Project), Series 1991 (the "1991 Bonds"),
issued in the original principal amount of $12,595,000 to finance
costs of acquiring, constructing and equipping a facility for the
residence and care of the elderly (the "Facility"), known as Our
Lady of Peace and located at 751 Hillsdale Drive in Albemarle
County, Virginia (the "County"), and (2) financing certain expenses
incurred in connection with the refunding of the 1991 Bonds; and
· .
WHEREAS, the Corporation, in its appearance before the
Authority and in its application to the Authority has described the
benefits of the refunding and has requested the Authority to agree
to issue its revenue bonds (the "1995 Bonds") in such amounts as
may be necessary to refund the 1991 Bonds, now estimated not to
exceed $15,000,000; and
WHERBA8, a public hearing has been held as required by section
147 (b) of the Internal Revenue Code of 1986, as amended (the
"Code"), and section 15.1-1378.1 of the Act; and
WHERBA8, there have been presented to this meeting a draft of
the Preliminary Official Statement of the Authority (the
"Preliminary Official Statement") and drafts of the following
documents, copies of which instruments shall be filed with the
records of the Authority (collectively, the "Financing Documents"):
(a) Bond Purchase Agreement (the "Bond Purchase Agreement"),
between the Authority, the Corporation and Davenport &
Co. of Virginia, Inc. and Scott & Stringfellow, Inc. (the
"Underwriters");
(b) First Supplemental Trust Agreement (the "First
Supplemental Trust Agreement") between the Authority and
Crestar Bank, as Bond Trustee, including the form of the
1995 Bonds;
(c) First Amendment to Agreement of Sale (the "First
Amendment to Agreement of Sale") between the Authority
and the Corporation;
-2-
, .
(d) Form of the Note
assignment thereof
Trustee; and
(e) Form of the 1995 Bonds;
NOW THBRBPORB, BB IT RBSOLVBD BY THB INDUSTRIAL DEVBLOPMENT
AUTHORITY OP ALBEKARLB COUNTY, VIRGINIA:
1. It is hereby found and determined that the refunding of
the 1991 Bonds previously issued by the Authority to finance the
acquisition, construction and equipping of the Facility will be in
the pUblic interest of the inhabitants of the County and its
environs and will benefit the County and its elderly inhabitants by
reducing the cost of operating such residential and care facilities
for the elderly and by reducing the cost to such inhabitants of
utilizing such facilities.
2. The Authority hereby agrees to assist the Corporation by
undertaking the issuance of the 1995 Bonds to refund the 1991
Bonds, in substantially the form submitted to the Authority, upon
terms and condi tions to be mutually agreed upon between the
Authority, the Corporation and the underwriters, in an amount
currently estimated not to exceed $15,000,000.
3. It having been represented to the Authority that it is
desirable to proceed immediately with the refunding of the 1991
Bonds in order to obtain the lowest possible interest rates, the
Authority hereby agrees that the corporation may proceed with the
refunding and take such steps as it may deem appropriate in
connection therewith, provided that nothing herein shall be deemed
(the "Note") including the form of
from the Authority to the Bond
-3-
to authorize the corporation to obligate the Authority in each
instance to the payment of any moneys except from the proceeds of
the 1995 Bonds. The Authority agrees that the Corporation or
related entities may be reimbursed from the proceeds of the 1995
Bonds, when and if issued, for all costs so incurred by them,
subject to bond counsel approval.
4. At the request of the Corporation, the Authority hereby
appoints Hunton & Williams as bond counsel to supervise the
proceedings and approve the legality of the issuance of the Bonds,
approves Davenport & Co. of Virginia, Inc. and Scott &
Stringfellow, Inc. as underwriters of the Bonds, consents to
Christian, Barton, Epps, Brent & Chappell's representation of the
Underwriters in connection with the offering and sale of the 1995
Bonds and approves Crestar Bank as Trustee (the "Trustee").
5. All costs and expenses in connection with the refunding,
including, but not limited to, the fees and expenses of bond
counsel, counsel for the Authority and the Underwriters for the
sale of the 1995 Bonds, may be paid from the proceeds of the 1995
Bonds to the extent allowed by law. If for any reason the 1995
Bonds are not issued or if the proceeds thereof cannot be used to
pay all such expenses, it is understood that all such costs and
expenses shall be paid by the corporation and that the Authority
shall not have responsibility therefor.
6. The Authority hereby requests and recommends that the
Board of Supervisors of Albemarle County, Virginia, approve the
issuance of the 1995 Bonds for the refunding of the 1991 Bonds
-4-
pursuant to section 147(b) of the Code and Section 15.1 - 1378.1 of
the Act.
7. The distribution of the Preliminary Official Statement by
the Underwriters is hereby authorized.
8. The officers of the Authority are hereby authorized and
directed to execute and deliver the Bond Purchase Agreement to the
Underwriters, provided that it provides for the sale of the Bonds
in accordance with the following terms: the principal amount of
the Bonds shall not exceed $15,000,000; the final maturity shall
not be later than July 1, 2025; the maximum interest rate shall not
exceed 7.25' per annum; and the Underwriters' discount shall not
exceed 2' of the principal amount of the 1995 Bonds.
9. The officers of the Authority are hereby authorized and
directed to execute and deliver to the Underwriters a final
Official Statement describing the terms of the 1995 Bonds, and the
Underwriters are hereby authorized and directed to distribute such
final Official Statement to the purchasers of the 1995 Bonds.
10. The officers of the Authority are hereby authorized and
directed to execute the First Amendment to Agreement of Sale and
the First Supplemental Trust Agreement.
11. The officers of the Authority are hereby authorized and
directed to accept from the Corporation and to assign by
endorsement and deliver the Note to the Trustee as security for the
Bonds.
12. The Chairman and the Vice Chairman of the Authority,
either of whom may act, are hereby authorized and directed to
-5-
.'
execute the 1995 Bonds by manual or facsimile signature, the
Secretary and any Assistant Secretary, either of whom may act, are
authorized and directed to print or impress the seal, or a
facsimile thereof, of the Authority on the 1995 Bonds and attest
the same by manual or facsimile signature, and the officers of the
Authority are authorized and directed to deliver the Bonds to the
Trustee for authentication and delivery to the Underwriters upon
the terms provided in the Bond Purchase Agreement.
13. The Financing Documents shall be in substantially the
forms submitted to this meeting, which are hereby approved, with
such completions, omissions, insertions and changes as may be
approved by the officers executing them, their execution to
consti tute conclusi ve evidence of their approval of any such
completions, omissions, insertions and changes, with the terms of
the 1995 Bonds to be consistent with those set forth in paragraph
10 above.
14. Any authorization to execute is an authorization to the
Chairman, Vice Chairman, Secretary and any Assistant secretary to
execute, deliver and file all certificates and instruments,
including Internal Revenue Service Form 8038, and to take all such
further action as they may consider necessary or desirable in
connection with the issuance and sale of the 1995 Bonds and the
refunding of the 1991 Bonds.
15. Any authorization herein to execute a document shall
include authorization to record such document where appropriate and
to deliver it to the other parties thereto.
-6-
·
.'
16. All other acts of the officers of the Authority that are
in conformity with the purposes and intent of this resolution and
in furtherance of the issuance and sale of the 1995 Bonds and the
refunding of the 1991 Bonds are hereby approved and confirmed.
17. This resolution shall become effective immediately and
shall continue in full force and effect for a period of two years
unless specifically extended by the Authority or the 1995 Bonds
contemplated by the resolution are issued.
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".
...,
Draft of June 28, 1995
Doc. No. 139598.3
$
OUR LADY OF PEACE, INC.
INDUSTRIAL DEVEWPMENT AUTHORITY
OF ALBEMARLE COUNTY, VIRGINIA
Residential Facility Mortgage Revenue Refunding Bonds
(Our Lady of Peace), Series 1995
BOND PURCHASE AGREEMENT
August _, 1995
Industrial Development Authority
of Albemarle County, Virginia
Charlottesville, Virginia 22901
Our Lady of Peace, Inc.
c/o Catholic Diocese of Richmond
811 Cathedral Place
Richmond, Virginia 23220
Ladies and Gentlemen:
This is to confirm the agreement among the INDUSTRIAL DEVEWPMENT
AUTHORITY OF ALBEMARLE COUNTY, VIRGINIA, a political subdivision of the Commonwealth
of Virginia (the "Authority"), OUR LADY OF PEACE, INC., a Virginia nonstock not-for-profit
corporation (the "Corporation"), and DAVENPORT & CO. OF VIRGINIA, INC. and SCOTT &
STRINGFELWW, INC. (collectively, the "Underwriters"), acting by and through DAVENPORT & CO.
OF VIRGINIA (the "Manager") concerning the sale by the Authority and the purchase by the Underwriters
of $ aggregate principal amount of the Authority's Residential Care Facility Mortgage Revenue
Refunding Bonds (Our Lady of Peace), Series 1995 (the "Series 1995 Bonds"). The Series 1995 Bonds
will be dated August 1, 1995, and will mature in years and amounts and bear interest as set forth in
Exhibit A. This offer is made subject to acceptance by the Corporation and the Authority prior to 2:00
P.M., E.D.T. on the date hereof. If this offer is not so accepted, it is subject to withdrawal by the
Underwriters upon written notice delivered to the Authority and the Corporation at any time prior to
acceptance.
1. Purpose of Financim!:. Securitv and Authorization. The Series 1995 Bonds are
being issued (i) to advance refund [a portion of] the outstanding principal amount of the Authority's
4
Draft of June 28. 1995
Residential Facility First Mortgage Revenue Bonds (Our Lady of Peace), Series of 1991 (the "1991
Bonds"), and (ii) to pay a portion of the costs of issuance of the Series 1995 Bonds (together, the "1995
Project"). Proceeds of the 1991 Bonds were used to finance certain costs of acquiring, constructing and
equipping a residential and health care facility for the aged (the "Facility"), located in Albemarle County,
Virginia, and owned and operated by the Corporation.
The Authority will loan the net proceeds of the Series 1995 Bonds to the Corporation pursuant to
an Agreement of Sale dated as of September 1, 1991, as amended as of August 1, 1995 (as so amended,
the "Agreement of Sale"), between the Authority and the Corporation. Pursuant to the Agreement of Sale,
the Corporation will give to the Authority its promissory note in the principal amount of $ , dated
August 1, 1995 (the" 1995 Note"), in consideration of the refunding of the 1991 Bonds. The Series 1995
Bonds will be issued under and secured by a Trust Agreement dated as of September 1, 1991, as amended
as of August 1, 1995 (as so amended, the "Trust Agreement"), between the Authority and Crestar Bank,
as trustee (the "Trustee"). Pursuant to the Trust Agreement, the Authority will assign the 1995 Note to
the Trustee to secure payment of the Series 1995 Bonds and will assign to the Trustee substantially all of
the Authority's rights under the Agreement of Sale.
The 1995 Note will be secured by (i) an amended and restated deed of trust (the" 1995 Deed of
Trust"), between the Corporation and the individual named therein as deed of trust trustee, which will
constitute a first mortgage lien on certain of the Corporation's real property and a security interest in
certain of the Corporation's personal property, as more fully described in the 1995 Deed of Trust, and (ii)
the Agreement of Sale, which imposed a lien on and security interest in the Corporation's Pledged Assets,
as defined therein.
The Series 1995 Bonds, the Trust Agreement, the Agreement of Sale, the 1995 Note and the 1995
Deed of Trust will be in the forms previously supplied by you, with such subsequent amendments as shall
be approved by you and us.
The Series 1995 Bonds are more fully described in the Official Statement of the Authority dated
the date hereof (such Official Statement, including the cover page and all appendices, exhibits, maps,
reports and statements included therein being herein called the "Official Statement").
2. ReDresentations. Warranties and A2reelllents of the Authoritv. The Authority,
by its acceptance hereof, hereby represents and warrants to, and covenants and agrees with, the
Underwriters that:
(a) It is duly organized, validly existing and in good standing as a political
subdivision of the Commonwealth of Virginia, vested with the rights and powers conferred
upon industrial development authorities under the Industrial Development and Revenue
Bond Act, Chapter 33, Title 15.1 of the Code of Virginia of 1950, as amended (the" Act")
and is authorized to issue its revenue bonds and to use the proceeds thereof to finance
"facilities for the residence or care of the aged."
(b) It has complied with all provisions of the Constitution and laws of the
Commonwealth of Virginia and has full power and authority to undertake the refunding of
the 1991 Bonds and to consummate all transactions contemplated by this Bond Purchase
Agreement, the Series 1995 Bonds, the Trust Agreement, the Agreement of Sale, the 1995
Note, the 1995 Deed of Trust, and any other agreements relating thereto. The Authority
Draft of June 28, 1995
has taken or will take all action required by the Act and other applicable laws in
connection therewith.
(c) By resolution duly adopted by it at a meeting duly called and held on
, 1995 (the "Bond Resolution"), it has duly and validly authorized (i) the
issuance, sale and delivery of the Series 1995 Bonds, the execution and delivery of this
Bond Purchase Agreement, the Series 1995 Bonds, the Trust Agreement, the Agreement
of Sale, the Official Statement, and any other agreements relating thereto (collectively, the
"Authority Documents"), and (ii) the endorsement of the 1995 Note to the order of the
Trustee without recourse.
(d) It has duly and validly authorized all necessary action to be taken by it for
(1) the issuance, sale and delivery of the Series 1995 Bonds upon the terms set forth herein
and in the Bond Resolution, (2) the execution and delivery of the Trust Agreement
providing for the issuance of and security for the Series 1995 Bonds (including the pledge
by it of the payments to be received pursuant to the Agreement of Sale and the 1995 Note
sufficient to pay the principal of, premium, if any, and interest on the Series 1995 Bonds)
and appointing the Trustee as trustee, paying agent and bond registrar under the Trust
Agreement, (3) the Corporation's use of the proceeds of the sale of the Series 1995 Bonds
pursuant to the Agreement of Sale, (4) the execution, delivery, receipt and due
performance of the Authority Documents and all such other agreements and documents as
may be required to be executed, delivered, or received by it in order to carry out, give
effect to, and consummate the transactions contemplated hereby and by the Bond
Resolution, (5) the receipt of the 1995 Note and the endorsement without recourse of the
1995 Note to the order of the Trustee, (6) the carrying out, giving effect to and
consummation of the transactions contemplated hereby and by the Bond Resolution, and
(7) the consent to the Underwriters' use of the Official Statement. The Authority
Documents when executed by the other parties hereto at the Closing (hereinafter defined),
will have been duly and validly executed and delivered by the Authority, will be in full
force and effect as to the Authority, and will constitute the legal, valid and binding
obligations of the Authority, enforceable in accordance with their terms, except as limited
by applicable bankruptcy, reorganization or other similar laws affecting the enforcement
of creditors' rights generally and by general principles of equity affecting remedies. The
1995 Note, when endorsed by the Authority to the order of the Trustee as herein and in
the Trust Agreement provided, will have been duly and validly endorsed without recourse
by the Authority to the order of the Trustee. The Series 1995 Bonds, when issued,
delivered and paid for as herein and in the Trust Agreement provided, will have been duly
and validly authorized and issued and will constitute valid and binding limited obligations
of the Authority enforceable in accordance with their terms and provisions and entitled to
the benefits and security of the Trust Agreement. Executed originals of the Authority
Documents and certified copies of the Bond Resolution will be delivered to the
Underwriters by the Authority at or prior to the Closing.
(e) There is no action, suit, proceeding, inquiry or investigation at law or in
equity or before or by any court, public board or body pending or, to its knowledge, after
making due inquiry with respect thereto, threatened against it (or to its knowledge, after
making due inquiry with respect thereto, any basis therefor), wherein an unfavorable deci-
- 3 -
Draft of June 28, 1995
sion, ruling or finding would adversely affect the transactions contemplated hereby or by
the Bond Resolution or the validity of the Series 1995 Bonds, the Trust Agreement, the
Agreement of Sale, this Bond Purchase Agreement, the 1995 Note, the 1995 Deed of Trust
or any other agreement or instrument to which it is a party and that is used or
contemplated for use in the consummation of the transactions contemplated hereby or by
the Bond Resolution.
(t) To the knowledge of the Authority, the Authority is not in breach of or
default under any court or administrative regulation, decree or order in any proceeding in
which the Authority was a party, or any agreement, note, resolution, indenture, mortgage,
lease or other instrument to which it is subject or by which it is bound, if any, that
materially and adversely affects the transactions contemplated hereby and by the Bond
Resolution. The consent to the use of the Official Statement and the execution and delivery
of the Authority Documents and the other agreements contemplated hereby and by the
Bond Resolution and the compliance with the provisions thereof and the endorsement of
the 1995 Note without recourse to the order of the Trustee will not conflict with or
constitute on its part a breach of or a default under any existing law, court or
administrative regulation, decree or order or any agreement, note, resolution, indenture,
mortgage, lease or other instrument to which it is subject or by which it is bound. No
approval or other action by a governmental authority is required in connection with the
execution and delivery by it of the Series 1995 Bonds, the Trust Agreement, the
Agreement of Sale or this Bond Purchase Agreement or in connection with the
performance by it or its obligations hereunder or thereunder, or in connection with the
endorsement of the 1995 Note without recourse to the order of the Trustee, which has not
been previously obtained or accomplished (except for any approvals or consents required
under state and federal securities laws relating to the Series 1995 Bonds).
(g) It will not knowingly take or omit to take any action, which action or
omission will in any way cause the proceeds from the sale of the Series 1995 Bonds to be
applied in a manner other than as provided in the Trust Agreement and the Agreement of
Sale or that would cause the interest on the Series 1995 Bonds to become includable in the
gross income of the owners thereof for federal or Virginia income tax purposes.
(h) Any certificate signed by any of its authorized officers and delivered to the
Underwriters shall be deemed a representation and warranty by it to the Underwriters as
to the statements made therein.
(i) It will cooperate with the Underwriters in the qualification of the Series
1995 Bonds for offering and sale and the determination of their eligibility for investment
under the securities or "Blue Sky" laws of such jurisdictions as the Underwriters shall
designate; provided, however, the Authority shall not be required to register as a dealer
or broker in any such jurisdiction, nor execute a general consent to service of process or
qualify to do business in connection with any such qualification of the Series 1995 Bonds
in any such jurisdiction. The Corporation will reimburse it or cause it to be reimbursed
for its reasonable out-of-pocket expenses, including attorneys' fees, in connection
therewith.
- 4 -
Draft of June 28, 1995
G) The information contained under the heading "THE AUTHORITY" and
the information relating to the Authority contained under the heading "LITIGATION" in
the Official Statement is correct and does not contain an untrue statement of a material fact
or omit to state a material fact necessary to make the statements therein made, in light of
the circumstances under which they were made, not misleading, and the Authority knows
of no such untrue statement or omission. The Authority ratifies and consents to the use
of the Official Statement in the offering and sale of the Series 1995 Bonds.
(k) It acknowledges and agrees that these representations and warranties are
made to induce the Underwriters to act as exclusive selling agent with respect to the Series
1995 Bonds and that such representations and warranties made by the Authority to the
Underwriters are made for the benefit of the ultimate purchasers of the Series 1995 Bonds
and may be relied upon by such purchasers.
(I) To the knowledge of the Authority, the Official Statement constitutes a
final Official Statement within the meaning of the Rule (as defined herein). The Official
Statement is and at all times subsequent hereto up to and including the date of the Closing
will be true and correct in all material respects, does not contain and will not contain any
misstatement of a material fact and does not and will not omit to state a material fact
required to be stated therein or necessary to make the statements therein, in the light of the
circumstances under which they were made, not misleading.
(m) The Authority is not an "obligated person" within the meaning of the Rule.
(n) No further consent, approval, authorization or order of any governmental
or regulatory authority is required to be obtained by the Authority as a condition precedent
to the issuance of the Series 1995 Bonds or the execution and delivery of this Bond
Purchase Agreement, the Official Statement, the Trust Agreement or the assignment of the
1995 Note without recourse to the order of the Trustee or the performance by the
Authority hereunder and thereunder (provided no representation or warranty is expressed
as to any action required under Federal or state securities or Blue Sky laws in connection
with the purchase or distribution of the Series 1995 Bonds by the Underwriters).
3. ReDresentations. Warranties. and Aueements of the Comoration. By the
Corporation's acceptance hereof it hereby represents and warrants to, and covenants and agrees with, the
Underwriters that:
(a) The Corporation is a not-for-profit, nonstock corporation duly organized
and validly existing in good standing under the laws of the Commonwealth of Virginia,
with full power and authority to execute and deliver the Official Statement and to enter into
amI execute, deliver and perform its obligations under the Agreement of Sale, the 1995
Note, the 1995 Deed of Trust and this Bond Purchase Agreement (collectively, the
"Corporation Documents"), to undertake the 1995 Project and to own its properties and
conduct its business as described in the Official Statement and as contemplated by the
Agreement of Sale, the 1995 Note and the 1995 Deed of Trust. The Corporation is
conducting its business in substantial compliance with all applicable federal, state and local
laws, rules and regulations.
- 5 -
Draft of June 28, 1995
(b) The Corporation (1) is an organization described in Section 501(c)(3) of
the Internal Revenue Code of 1986 (the Code), as amended, and qualified as "501(c)(3)
organization" and an "exempt person" within the meaning of Section 145 of the Code and
is an organization entitled to rely on the group ruling of the Internal Revenue Code dated
July 17, 1990, to its tax-exempt status, and (2) is not a "private foundation" as defined in
Section 509(a) of the Code. The Corporation has conducted its operations and filed all
required reports or documents with the Internal Revenue Service so as to maintain such
status.
( c) The Corporation has duly authorized by all necessary action the execution,
delivery and performance of the Corporation Documents, and no approval, authorization,
consent or other action by any governmental body (other than the Authority and other than
consents and approvals already obtained) is required in connection with the execution or
performance by the Corporation of the same, and neither the execution nor the
performance of the Corporation Documents will conflict with, breach or violate the
Corporation's articles of incorporation, bylaws or any indenture, mortgage, lease, note,
judgment, decree, order, lien, statute, ordinance, rule, regulation, plan, agreement or other
instrument or restriction to which the Corporation is a party or by which it or its property
may be subject or bound. The Corporation Documents, when duly authorized and
executed by the other parties thereto at or before the Closing, will have been duly and
validly executed and delivered by the Corporation, will be in full force and effect as to the
Corporation, and will constitute the legal, valid and binding obligations of the Corporation,
enforceable in accordance with their terms, except as limited by applicable bankruptcy,
reorganization, insolvency or other similar laws affecting the enforcement of creditors'
rights generally and by general principles of equity affecting remedies.
(d) The Corporation is not in violation of its Articles of Incorporation or
Bylaws and is not in violation of any material provision of or in default under any material
indenture, mortgage, lease, indebtedness, agreement, instrument, lien, judgment, decree,
order, statute, ordinance, rule, regulation, plan or other restriction to which it is a party
or by which it or its property is subject or bound, which violation will have any material
adverse effect on the financing contemplated by the Official Statement, nor will any such
violation result in any material adverse effect upon the operations, properties, assets,
liabilities or condition (financial or other) of the Corporation.
(e) There is no pending or, to the best of the Corporation's knowledge, after
making due inquiry with respect thereto, threatened, action, suit, proceeding, inquiry or
investigation, before or by any court, public board or body against the Corporation, nor,
to the best knowledge of the Corporation, is there any basis therefor, that would materially
and adversely affect the transactions contemplated by the Official Statement or that would
materially and adversely affect the Series 1995 Bonds, the Corporation Documents, the
undertaking of the 1995 Project or the operation of the Facility or that might result in any
material adverse change in the operations, properties, assets, liabilities or condition
(financial or other) of the Corporation, or that affects the information contained in the
Official Statement.
(f) To the best knowledge of the Corporation, no legislation, ordinance, rule
- 6 -
Draft of June 28, 1995
or regulation has been enacted by any governmental body, department or agency of the
United States of America or the Commonwealth of Virginia nor has any decision been
rendered by any court of competent jurisdiction that would materially and adversely affect
the transactions contemplated by the Official Statement.
(g) To the best knowledge of the Corporation, the Official Statement is true
and correct in all material respects and does not contain any untrue statement of a material
fact or omit to state any material fact required to be stated therein or necessary to make
the statements therein, in light of the circumstances under which they were made, not
misleading.
(h) The contents of the Official Statement relating to the Corporation and the
Facility are complete, accurate, true and correct in all material respects and do not contain
an untrue statement of a material fact or omit to state a material fact necessary to make the
statements therein made, in light of the circumstances under which they were made, not
misleading, and the Corporation knows of no such untrue statement or omission. The
Corporation has reviewed the Official Statement and consents to the use of the Official
Statement by the Underwriters in the offering and sale of the Series 1995 Bonds.
(i) The Official Statement constitutes a final Official Statement within the
meaning of the Rule.
G) The Corporation is an "obligated person" within the meaning of the Rule.
The Corporation will agree in [the Agreement of Sale] that it or its agent will provide
while the Series 1995 Bonds are outstanding: (i) on or before of each year,
certain financial information and operating data, including audited financial statements for
the preceding fiscal year, generally of the type and scope contained in the Official
Statement, (ii) timely notice of any failure by it to provide such required financial
information and operating data, and (iii) timely notice of the occurrence of certain material
events with respect to the Series 1995 Bonds. Such annual financial information and
material event notices shall be provided to each nationally recognized municipal securities
information repository, the appropriate state information depository (if any), or the
Municipal Securities Rulemaking Board, all as required by the Rule.
(k) The Corporation will cooperate with the Underwriters at their expense in
the qualification of the Series 1995 Bonds for offering and sale and the determination of
their eligibility for investment under the laws of such jurisdictions as the Underwriters shall
designate; provided, however, the Corporation shall not be required to register as a dealer
or broker in any such jurisdiction, nor to execute a general consent to service of process
or qualify to do business in connection with any such qualification of the Series 1995
Bonds in any such jurisdiction.
(I) Subsequent to the respective dates as of which information is given in the
Official Statement, and prior to the Closing, except as set forth in or contemplated by the
Official Statement, (1) the Corporation has not incurred and shall not have incurred any
material liabilities or obligations, direct or contingent, except in the ordinary course of
business and has not entered and will not have entered into any material transaction not in
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Draft of June 28, 1995
the ordinary course of business, (2) there has not been and will not have been any material
change in the long-term debt or material decrease in the fund balances of the Corporation
other than the issuance of the Series 1995 Bonds, the Corporation's contribution (as
reflected in the section "PLAN OF FINANCING" of the Official Statement) and
transactions in the normal and ordinary course of business, (3) to the Corporation's best
knowledge, after due investigation, there has not been and will not have been any material
adverse change in the business or the financial position or results of operations of the
Corporation, (4) no loss or damage (whether or not insured) to the property of the
Corporation has been or will have been sustained that materially and adversely affects the
operations of the Corporation, and (5) no legal or governmental proceeding affecting the
Corporation or the transactions contemplated by this Bond Purchase Agreement has been
or, to the best of its knowledge, will have been instituted or threatened which is adversely
material.
(m) The Corporation has obtained all consents, approvals, authorizations and
orders of governmental or regulatory authorities (collectively, "Consents") that are required
to be obtained by the Corporation as a condition precedent to the execution of the
Corporation Documents. The Corporation has obtained all Consents that are required to
be obtained by the Corporation for the performance of its obligations under the
Corporation Documents or for the operation of the Facility. The Corporation will obtain
when needed all other Consents required for the performance of its obligations under the
Corporation Documents and has no reason to believe that all Consents cannot be promptly
obtained when needed.
(n) The audited financial statements of the Corporation examined by Brown,
Edwards & Company, independent certified public accountants, as set forth in the Official
Statement, present fairly the Corporation's financial condition as of the respective dates and
the results of its operations for the respective periods set forth therein and (except for the
summary tables in Appendix A in the section "SUMMARY STATEMENTS OF
REVENUES AND EXPENSES", which are derived from the Corporation's financial
statements prepared by Brown, Edwards & Company) have been prepared in accordance
with generally accepted accounting principles consistently applied. There has been no
material adverse change in the financial affairs of the Corporation since June 30, 1995.
(0) It will not knowingly take or omit to take any action, which action or
omission will in any way cause the proceeds from the sale of the Series 1995 Bonds to be
applied in a manner other than as provided in the Trust Agreement and the Agreement of
Sale or that would cause the interest on the Series 1995 Bonds to become includable in the
gross income of the owners thereof for federal income tax purposes.
(P) Any certificate signed by any of its authorized officers and delivered to the
Underwriters shall be deemed a representation and warranty by it to the Underwriters as
to the statements made therein.
(q) It will furnish to the Underwriters for so long as the Series 1995 Bonds
remain outstanding annual financial statements of the Corporation, as provided in the
Agreement of Sale.
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Draft ofJune 28, 1995
4. Indemnification. The Corporation hereby agrees to indemnify and hold harmless the
Authority and the Underwriters, together with each director, trustee, officer and member of the Authority,
and the Underwriters and each person who controls the Authority or the Underwriters within the meaIÚng
of either the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended,
from and against any and all losses, claims, damages, liabilities, costs and expenses (including, without
limitation, fees and disbursements of counsel and other expenses incurred by them or either of them in
connection with investigating or defending any loss, claim, damage or liability or any suit, action or
proceeding, whether or not resulting in liability), joint or several, to which they or any of them may
become subject under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as
amended, or any other applicable statute or regulation, whether federal or state, or at common law or
otherwise, insofar as such losses, claims, damages, liabilities, costs and expenses (or any suit, action or
proceeding in respect thereof) arise out of or are based upon any untrue or misleading statement or alleged
untrue or misleading statement of a material fact contained in the Official Statement relating to the
Corporation or the Facility or in any amendment or supplement thereto, or arise out of or are based upon
the omission or alleged omission to state therein a fact relating to the Corporation or the Facility, required
to be stated therein or necessary to make the statements therein, in light of the circumstances under which
such statements were made, not misleading; provided, however, the Corporation will not be liable in any
such case to the extent that any such loss, claim, damage, liability, cost or expense arises out of or is based
upon any untrue statement or alleged untrue statement or omission or alleged omission made therein in
reliance upon and in conformity with written information furIÚshed by the Underwriters specifically for use
in connection with the preparation thereof. This indemnity agreement will be in addition to any liability
that the Corporation may otherwise have.
Promptly after receipt by any party entitled to indemnification under this section of notice
of the commencement of any suit, action or proceeding, such indemnified party shall, if a claim in respect
thereof is to be made against the indemnifying party under this paragraph, notify the indemnifying party
in writing of the commencement thereof, but the omission so to notify the indemnifying party shall not
relieve it from any liability that it may have to any indemnified party otherwise than under this paragraph
or from any liability under this paragraph unless the failure to provide notice prejudices the Corporation's
ability to defend such suit, action or proceeding. In case any such action is brought against any indemnified
party, and it notifies the indemnifying party of the commencement thereof, the indemnifying party shall be
entitled, but not obligated, to participate therein, and to, the extent that it may elect by written notice
delivered to the indemIÚfied party, promptly after receiving the aforesaid notice from such indemIÚfied
party, to assume the defense thereof, with counsel reasonably satisfactory to such indemnified party;
provided, however, if the defendants in any such action include both the indemnified party and the
indemIÚfying party, and the indemnified party shall have reasonably concluded that there may be legal
defenses available to it and/or other indemIÚfied parties which are different from or additional to those
available to the indemnifying party, the indemnified party or parties shall have the right to select at their
expense separate counsel to assert such legal defenses and otherwise to participate in the defense of such
action on behalf of such indemnified party or parties. Upon receipt of notice from the indemnifying party
to such indemnified party of its election so to assume the defense of such action and approval by the
indemIÚfied party of counsel (which shall not be withheld unreasonably), the indemnifying party shall not
be liable to such indemIÚfied party under this paragraph for any legal or other expenses subsequently
incurred by such indemnified party in connection with the defense thereof unless (i) the indemnified party
shall have employed separate counsel in connection with the assertion of legal defenses in accordance with
the proviso to the next preceding sentence (it being understood, however that the indemnifying party shall
not be liable for the expenses of more than one separate counsel representing the indemnified parties under
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Draft of June 28, 1995
this paragraph who are parties to such action), (ii) the indemnifying party shall not have employed counsel
satisfactory to the indemnified party to represent the indemnified party within a reasonable time after notice
of commencement of the action, or (iii) the indemnifying party has authorized the employment of counsel
for the indemnified party at the expense of the indemnifying party; and except that, if clause (i) or (iii) is
applicable, such liability shall be only in respect of the counsel referred to in such clause (i) or (iii).
The Corporation shall not be liable for any settlement of any such action effected without
its consent, but, if settled with the consent of the Corporation, the Corporation agrees to indemnify and
hold the Underwriters, the Authority, such officer or director or such controlling person harmless from and
against any loss or liability, including reasonable legal and other expenses incurred in connection with the
defense of the action, by reason of such settlement to the extent of the indemnification provided for in this
paragraph.
The Underwriters shall indemnify and hold harmless the Authority and the Corporation,
each of their officers, members and staff, and each person, if any, who controls each such party within the
meaning of Section 15 of the 1933 Act from any and all losses, claims, damages and liabilities (including
legal and other expenses of defending such actions) that they or any of them may incur or have asserted
against any of them (i) as a result of any breach or alleged breach by the Underwriters of any of their
representations and warranties set forth in this Bond Purchase Agreement, or (ii) that arise out of or are
based upon any untrue statement or alleged untrue statement of a material fact contained in the information
furnished in writing by the Underwriters to the Authority, the Corporation expressly for inclusion in the
Official Statement, or the omission or alleged omission to state in such information, a material fact
necessary to make the statements in such information in the light of the circumstances under which they
were made, not misleading.
5. Issuance. Sale and Purchase of Bonds. On the basis of the representations and
warranties contained herein and in the other agreements referred to herein and subject to the terms and
conditions set forth herein, the Authority agrees to issue and sell to the Underwriters, and the Underwriters
agree to purchase from the Authority, all, but not less than all, of the Series 1995 Bonds at a price of $
(reflecting the par amount of the Series 1995 Bonds less original issue discount of $
and underwriters' discount of $ ), plus accrued interest to the Closing Date. The sale of the
Series 1995 Bonds (the "Closing") will be at the offices of Hunton & Williams, Richmond, Virginia, or
such other place as the Underwriters may designate upon payment therefor in federal funds to the Trustee
for the account of the Authority, prior to 12:00 noon on August _, 1995 (the "Closing Date"). The Series
1995 Bonds shall be delivered in definitive form (all Series 1995 Bonds printed on steel engraved borders)
through the facilities of The Depository Trust Company, in registered form, duly executed and
authenticated, with CUSIP identification numbers printed thereon.
By execution of this Bond Purchase Agreement, the Corporation hereby approves the sale
of the Series 1995 Bonds to the Underwriters on the terms contained herein.
Neither the Series 1995 Bonds nor any underlying security will be registered under the
Securities Act of 1933, as amended. The Series 1995 Bonds will be offered and sold pursuant to
exemptions granted thereunder.
6. Official Statement: Offerim! bv Underwriters.
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Draft of June 28. 1995
(a) The Authority, at the expense of the Corporation, shall furnish the Underwriters,
within six business days from the date hereof, with such number of additional copies of the Official
Statement, which need not be manually executed, as the Underwriters may reasonably request for use in
the offering and sale of the Series 1995 Bonds, and in no event fewer than as are deemed necessary by the
Underwriters for the Underwriters to satisfy the requirements of SEC Regulation C.F.R. § 240.15c2-12
(the "Rule") and the rules of the Municipal Securities Rulemaking Board (the "MSRB"). The Underwriters
agree to file copies of the Official Statement with a municipal securities repository recognized by the
municipal securities industry. The Authority shall take aU steps reasonably requested by the Underwriters
to ensure compliance with the requirements of the Rule.
(b) The Underwriters represent and warrant that they will (a) offer the Series 1995 Bonds
only pursuant to the Official Statement and only in states where the offer and sale of the Series 1995 Bonds
are legal, either as exempt securities, in exempt transactions or as a result of due registration of the Series
1995 Bonds for sale in any such state, and (b) abide by MSRB rules applicable to the offering and sale of
the Series 1995 Bonds. The Underwriters agree to make a public offering of the Series 1995 Bonds at the
initial offering prices or yields set forth in the Official Statement, but the Underwriters reserve the right
to change such prices or yields as they may deem necessary or desirable in connection with the offering
and sale of the Series 1995 Bonds. The Underwriters further warrant that, in connection with the initial
public sale of the Series 1995 Bonds by it, they will deliver a copy of the Official Statement with or prior
to each confirmation of sale to their customers, or, if the Official Statement is not then delivered, a copy
of the Official Statement will be delivered prior to delivery of the Series 1995 Bonds purchased by each
such customer.
( c) The Underwriters, in their discretion, may permit other securities dealers who are
members of the National Association of Securities Dealers, Inc. to assist in selling the Series 1995 Bonds.
The Underwriters agree that they will exercise their best efforts not to sell the Series 1995 Bonds in a
manner that will jeopardize the tax-exempt status of the interest of the Series 1995 Bonds. The
Underwriters agree to exercise their best efforts to determine whether purchasers of the Series 1995 Bonds
are "underwriters" or "dealers."
(d) The Authority and the Corporation shall take all actions and provide all information
reasonably requested by the Underwriters to ensure that the Official Statement at all times during the initial
offering and distribution of the Series 1995 Bonds does not contain any untrue statement of material fact
or omit to state a material fact necessary to make the statements therein, in light of the circumstances under
which they were made, not misleading. If between the date of this Bond Purchase Agreement and the date
25 days after the End of the Underwriting Period (as hereinafter defined), any event shall occur and become
known, or any pre-existing fact or condition shall become known that, in the reasonable judgment of the
Corporation, might cause the Official Statement, as then supplemented or amended, to contain any untrue
statement of a material fact or to omit to state a material fact that should be included for the purposes for
which the Official Statement was to be used or that is necessary to make the statements therein, in the light
of the circumstances under which they were made, not misleading, the Corporation shall promptly notify
the Underwriters thereof, and if in the reasonable opinion of the Underwriters such event, fact or condition
requires the preparation and publication of a supplement or amendment to the Official Statement, the
Corporation at its expense will supplement or amend the Official Statement in a form and in a manner
approved by the Underwriters. For the purposes of this Bond Purchase Agreement, the term "End of
Underwriting Period" shall be the later of the Closing or when the Underwriters no longer retain an unsold
balance of the Series 1995 Bonds for sale to the public. The Underwriters will advise the Authority and
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Draft of June 28, 1995
the Corporation when the underwriting period has ended but in no event later than thirty days after the
Closing. The Underwriters will use their best efforts to end the underwriting period as soon as possible.
7. Conditions. The Underwriters' obligations hereunder shall be subject to the due
performance in all material respects by the Corporation and the Authority of their obligations and
agreements to be performed hereunder at or prior to the Closing and to the accuracy of and compliance
with in all material respects their representations and warranties contained herein, as of the date hereof and
as of the Closing, and are also subject to receipt of the following evidence and documents and satisfaction
of the following conditions, as appropriate, at or prior to the Closing:
(a) The Series 1995 Bonds, the 1995 Note, the 1995 Deed of Trust and the
escrow deposit agreement in respect of the advance refunding of the 1991 Bonds shall have
been duly authorized, executed and delivered by the respective parties thereof in the forms
heretofore approved by the Underwriters with only such changes therein as shall be
mutually agreed upon by the parties thereto and the Underwriters, and shall be in full force
and effect on the date of closing.
(b) At or before the Closing, the Underwriters and the Authority shall receive:
(1) A certified copy of the Bond Resolution of the Authority approving
the Series 1995 Bonds and all related documentation.
(2) A certified copy of a resolution of the Corporation evidencing due
authorization of all necessary action regarding the execution, delivery and
performance of the Corporation Documents.
(3) Certified copies of the Corporation's Articles of Incorporation, and
Bylaws, together with a recent good standing certificate.
(4) The opinions, dated the date of the Closing of (i) S1. John &
Lawrence, Charlottesville, Virginia, counsel to the Authority, substantially in the
form attached hereto as Exhibit B, (ii) Slaughter & Redinger, P.C.,
Charlottesville, Virginia, counsel to the Corporation, substantially in the forms
attached hereto as Exhibit C-l and C-2, (iii) Hunton & Williams, Richmond,
Virginia, Bond Counsel, with respect to the validity of the Series 1995 Bonds and
the federal and Virginia tax-exempt status of interest thereon, (iv) the supplemental
opinion of Bond Counsel substantially in the form attached hereto as Exhibit D,
and (v) Christian, Barton, Epps, Brent & Chappell, Richmond, Virginia, counsel
to the Underwriters, all in form and substance satisfactory to the Underwriters.
(5) A closing certificate of the Authority satisfactory in form and
substance to the Underwriters, executed by the Chairman or Vice-Chairman of the
Authority, attested by the Secretary of the Authority,' or of any other of the
Authority's duly authorized officers satisfactory to the Underwriters, dated the date
of the Closing, to the effect that: (i) the Authority has duly performed or complied
with all of its obligations and conditions to be performed and satisfied hereunder
at or prior to the closing and that each of its representations and warranties
- 12 -
Draft of June 28, 1995
contained herein is true and correct in all material aspects as of the Closing, (ii)
the Authority has authorized by all necessary action the execution, delivery,
receipt and due performance of the Authority Documents and any and all such
other agreements and documents as may be required to be executed, delivered,
received and performed by the Authority to carry out, give effect to and
consummate the transactions contemplated hereby and by the Bond Resolution and
the receipt of the 1995 Note and the endorsement of the 1995 Note without
recourse to the order of the Trustee, (iii) no litigation is pending, or, to his
knowledge after making due inquiry with respect thereto, threatened against the
Authority, to restrain or enjoin the issuance or sale of the Series 1995 Bonds or
in any way affecting any authority for or the validity of the Authority Documents,
the Series 1995 Bonds or the 1995 Note or the Authority's existence or powers or
its right to use the proceeds of the Series 1995 Bonds to undertake the 1995
Project, including the refunding of the 1991 Bonds, (iv) the Official Statement
under the sections "THE AUTHORITY" and "LITIGATION" did not as of its date
and does not as of the date of the Closing contain an untrue statement of a material
fact or omit to state a material fact necessary to make the statements therein
pertaining to the Authority, in light of the circumstances under which they were
made, not misleading, and (v) the execution, delivery, receipt and due
performance of the Series 1995 Bonds, the Trust Agreement, the Agreement of
Sale and the other agreements contemplated hereby and by the Bond Resolution
under the circumstances contemplated hereby and thereby and the Authority's
compliance with the provisions thereof and the receipt of the 1995 Note and the
endorsement of the 1995 Note without recourse to the order of the Trustee will not
conflict with or constitute on the Authority's part a breach of or a default under
any existing law or court or administrative regulation, decree or order or any
agreement, indenture, lease or other instrument to which the Authority is subject
or by which the Authority is bound.
(6) A certificate of the Corporation, satisfactory in form and substance
to the Underwriters, executed by its President, or any other duly authorized
officers of the Corporation satisfactory to the Underwriters, dated the date of the
Closing, to the effect that (i) since the date hereof there has not been any material
adverse change in the business, properties, financial position or results of
operations of the Corporation, whether or not arising from transactions in the
ordinary course of business or in respect of the Facility, other than as previously
disclosed in writing to the Underwriters and as disclosed in the Official Statement,
and, except in the ordinary course of business, the Corporation has not suffered
or incurred any material liability , other than as previously disclosed in writing to
the Underwriters and as disclosed in the Official Statement, (ii) there is no action,
suit, proceeding or, to the best of the officer's knowledge, after making due
inquiry with respect thereto, any inquiry or investigation at law or in equity or
before or by any public board or body pending or, to his knowledge after making
due inquiry with respect thereto, threatened against or affecting the Corporation
or its property or, to his knowledge after making due inquiry with respect thereto,
any basis therefor, wherein an unfavorable decision, ruling or finding would
adversely affect the transactions contemplated hereby or by the Bond Resolution
- 13 -
Draft of June 28, 1995
or the validity or enforceability of the Series 1995 Bonds, the Trust Agreement or
the Corporation Documents, that has not been previously disclosed in writing to
the Underwriters and that is not disclosed in the Official Statement, (iii) all
information furnished to the Underwriters for use in connection with the marketing
of the Series 1995 Bonds and the information contained in the Official Statement
pertaining to the Corporation and the Facility were, as of the date thereof and are
as of the date of the Closing, true in all material respects and do not contain any
untrue statement of a material fact or omit to state a material fact necessary in
order to make the statements made therein, in light of the circumstances under
which they were made, not misleading, (iv) the Corporation has duly authorized,
by all necessary action, the execution, delivery, receipt and due performance of
the Corporation Documents and any and all such other agreements as may be
required to be executed, delivered, received and performed by the Corporation to
carry out, give effect to and consummate the transactions contemplated by this
Bond Purchase Agreement and the Bond Resolution, (v) the Corporation has duly
performed or complied with all of its obligations and conditions to be performed
and satisfied hereunder at or prior to the Closing, and (vi) the representations
contained herein have not been amended, modified or rescinded and are in full
force and effect, and the information and representations and warranties contained
herein are true and correct, as of the Closing.
(7) A certificate of Coordinated Services Management, Inc. (the
"Manager"), executed by the President of the Manager, or any other duly
authorized officers of the Manager satisfactory to the Underwriters, and dated the
date of the Closing, to the effect that (i) since the date hereof there has not been
any material adverse change in the business, properties, financial position or
results of operations of the Manager or to the best of such officer's knowledge of
the Corporation or of the Facility, whether or not arising from transactions in the
ordinary course of business or in respect of the Facility, other than as previously
disclosed in writing to the Underwriters and as disclosed in the Official Statement,
and, except in the ordinary course of business, neither the Manager nor to the best
of such officer's knowledge the Corporation or the Facility has suffered or
incurred any material liability , other than as previously disclosed in writing to the
Underwriters and as disclosed in the Official Statement, (ii) there is no action,
suit, proceeding or, to the best of the officer's knowledge, after making due
inquiry with respect thereto, any inquiry or investigation at law or in equity or
before or by any public board or body pending or, to his knowledge after making
due inquiry with respect thereto, threatened against or affecting the Corporation,
the Facility or its property or, to his knowledge after making due inquiry with
respect thereto, any basis therefor, wherein an unfavorable decision, ruling or
finding would adversely affect the transactions contemplated hereby, the issuance
of the Series 1995 Bonds by the Authority or the validity and enforceability of the
Management Agreement (as defined in the Official Statement), that has not been
previously disclosed in writing to the Underwriters and that is not disclosed in the
Official Statement, and (iii) all information in the Official Statement pertaining to
the Manager and the Facility were, as of the date thereof and are as of the date of
the Closing, true in all material respects and do not contain any untrue statement
- 14 -
Draft of June 28. 1995
of a material fact or omit to state a material fact necessary in order to make the
statements made therein, in light of the circumstances under which they were
made, not misleading.
(8) Evidence satisfactory to the Underwriters that the Corporation has
assumed the obligations set forth in Paragraph 30) hereof to make continuing
disclosure.
(9) Receipt by the Trustee of the title insurance endorsements
described in the Agreement of Sale, as provided in the Trust Agreement.
(10) A certificate of a person selected by the Corporation and
knowledgeable in the insurance business who is not an office or employee of the
Corporation reciting that the Corporation is in compliance with all insurance
requirements of the Trust Agreement and the Agreement of Sale;
(11) A letter from Brown, Jacobs & Edwards, independent certified
public accountants, substantially in the forms attached hereto as Exhibit D.
(12) An executed counterpart of the Management Agreement between
the Corporation and the Manager.
(13) Evidence satisfactory to the Underwriters of the defeasance of the
1991 Bonds and the deposit into the escrow fund established for such defeasance
of the amount necessary to defease the 1991 Bonds.
(14) Such additional certificates and other documents, agreements and
opinions as the Underwriters may reasonably request to evidence performance of
or compliance with the provisions hereof and the transactions contemplated hereby
and by the Bond Resolution, all such certificates and other documents to be
satisfactory in form and substance to the Underwriters.
All legal opinions shall be addressed to the Underwriters, and may also be addressed to such other
parties as the giver of such opinion agrees thereto. All certificates, if addressed to any party, shall also
be addressed to the Underwriters.
All such opinions, letters, certificates, and documents shall be in compliance with the provisions
hereof only if they are in all material respects reasonably satisfactory to the Underwriters and to counsel
to the Underwriters. If any condition of the Underwriters' obligation hereunder to be satisfied prior to the
Closing is not so satisfied, this Bond Purchase Agreement may be terminated by the Underwriters by notice
in writing or by telegram to the Corporation and the Authority. The Underwriters may waive in writing
compliance by the Corporation or the Authority of anyone or more of the foregoing conditions or extend
the time for their performance.
8. Tennination. The Underwriters may terminate this Bond Purchase Agreement
with no liability to it at any time prior to the Closing Date by written notice to the Authority and the
Corporation if between the date hereof and the Closing Date:
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Draft of June 28, 1995
(a) The Corporation or the Facility shall have sustained a substantial loss by
fire, flood, accident or other calamity that, in the reasonable judgment of the Underwriters,
shall materially affect the financial feasibility of the Facility and render it inadvisable to
proceed with the sale of the Series 1995 Bonds, whether or not such loss shall have been
insured;
(b) legislation shall have been proposed by the President of the United States
or the Department of the Treasury or the Internal Revenue Service or favorably reported
for passage to either house of the Congress by any committee of such house to which such
legislation has been referred for consideration, or legislation pending in the Congress of
the United States shall be amended, or a decision shall have been rendered by a court of
the United States or the Commonwealth of Virginia, including the Tax Court of the United
States, or an order or ruling shall have been made or a regulation shall have been proposed
or made or a press release or other form of notice shall have been issued by the Treasury
Department of the United States or the Internal Revenue Service or other Federal or
Virginia authority, with respect to Federal or Virginia taxation upon revenues or other
income of the general character to be derived by the Authority or by any similar body, or
upon interest on obligations of the general character of the Series 1995 Bonds, that may
in the reasonable opinion of the Underwriters, affects materially and adversely the market
for the Series 1995 Bonds, or the market price generally of obligations of the general
character of the Series 1995 Bonds;
(c) any legislation, ordinance, rule or regulation shall have been enacted or
proposed or actively considered for enactment by any governmental body, department or
agency of the United States of America, the Commonwealth of Virginia or County of
Charlottesville, Virginia, or any decision by any court of competent jurisdiction within the
Commonwealth of Virginia shall have been rendered that in the reasonable opinion of the
Underwriters materially and adversely affects the market price of the Series 1995 Bonds;
(d) subsequent to the date hereof, legislation shall have been proposed by the
President of the United States or the Securities & Exchange Commission or favorably
reported for passage to either house of the Congress by any committee of such house to
which such legislation has been referred for consideration, or legislation pending in the
Congress of the United States shall be amended, or any legislation shall have been enacted,
any decision by a court of the United States shall have been rendered or any stop order,
ruling, regulation or release by or on behalf of the Securities and Exchange Commission
or other governmental agency having jurisdiction of the subject matter shall have been
made or proposed to the effect that (i) subjects the Series 1995 Bonds to registration,
qualification or other requirements of the Securities Act of 1933 or the Trust Indenture Act
of 1939, each as then in effect, or (ii) obligations of the general character of the Series
1995 Bonds are not exempt from registration, qualification or other requirements of the
Securities Act of 1933 or the Trust Indenture Act of 1939, each as then in effect, and in
the reasonable opinion of the Underwriters affects materially and adversely the market for
the Series 1995 Bonds, or the market price generally of obligations of the general character
of the Series 1995 Bonds;
(e) any event shall have occurred or shall exist that, in the reasonable opinion
- 16 -
Draft of June 28, 1995
of the Underwriters, (i) makes untrue or incorrect as of the Closing Date any material
statement or information contained in the Official Statement, or (ii) is not reflected in the
Official Statement but should be reflected therein in order to make the statements and
information contained therein, in light of the circumstances under which they were made,
not misleading as of the Closing Date; or
(f) in the reasonable. opinion of the Underwriters the market price of the
Series 1995 Bonds, or the market price. generally of obligations of the general character
of the Series 1995 Bonds, has been materially and adversely affected because (i) additional
material restrictions not in force as of the date hereof shall have been imposed upon trading
in securities generally or securities of the general character of the Series 1995 Bonds by
any governmental authority or by any national securities exchange, (ii) trading in securities
generally shall have been suspended on the New York Stock Exchange, (iii) a general
banking moratorium shall have been established by Federal, New York or Virginia
authorities, or (iv) war or an outbreak of hostilities involving the United States or other
national calamity shall have occurred.
9. Exoenses. Regardless of whether the Series 1995 Bonds are sold by the Authority
(unless such sale shall be prevented at the closing by the Underwriters's willful default), the Underwriters
shall be under no obligation to pay any expenses incident to the performance of the Authority's or the
Corporation's obligations hereunder. All costs of the Series 1995 Bonds and all expenses and costs to
effect the authorization, preparation, issuance and delivery of the Series 1995 Bonds (including, without
limitation, the fees of Bond Counsel, counsel to the Authority, counsel to the Corporation, trustee's fees,
counsel to the Trustee, title insurance, recording costs and taxes and clerk's fees, the fee of the Authority,
the verification agent's fees and the expenses and costs for the printing of the Preliminary Official
Statement and the Official Statement, the preparation, printing, photocopying, execution and delivery of
the Series ]995 Bonds, the Bond Resolution, the Trust Agreement, the Agreement of Sale, the 1995 Note,
the 1995 Deed of Trust and this Bond Purchase Agreement and all other agreements and documents
contemplated hereby) shall be paid by the Authority out of proceeds of such Bonds or shall be paid by the
Corporation, and, if the Series ]995 Bonds are not sold by the Authority (unless such sale be prevented
at the Closing by the Underwriters' willful default), shall be paid by the Corporation.
If the Series ] 995 Bonds are not sold as provided herein, the Corporation agrees
to pay the fees and disbursements of Bond Counsel and counsel for the Authority, as then accrued, and all
other disbursements incurred in connection with the proposed sale of the Series 1995 Bonds to the
Underwriters, including fees and disbursements of the Corporation's counsel and auditors and consultants
and costs of printing the Preliminary Official Statement, the Official Statement and the Series ] 995 Bonds,
but excluding the fees and disbursements of the Underwriters and their counsel and the costs of any blue
sky qualification.
10. AS!reement to Provide Certain Infonnation. The Underwriters agrees to provide
to Hunton & Williams, Bond Counsel, such information concerning the offering and sale of the Series 1995
Bonds as is necessary (as determined by Bond Counsel) to determine compliance with Section 148 of the
Internal Revenue Code of 1986, as amended.
11. Ae:ent for Underwriters. Any authority, discretion or other power conferred upon
the Underwriters under any provision of this Bond Purchase Agreement may be exercised by Davenport
- 17 -
Draft of June 28, 1995
& CO. of Virginia, Inc., as the representative of the Underwriters. The payment for, acceptance of and
delivery and execution of any receipt for the Bonds and any other instrument in connection with the Closing
hereunder by the Manager, on behalf of the Underwriters, shall be valid and sufficient for all purposes and
binding upon each of the Underwriters, provided that any such action by the Manager shall not impose any
obligation or liability upon it or any other Underwriter than as may arise as expressly set forth in this Bond
Purchase Agreement.
U. Notices. All communications hereunder shall be in writing and shall be deemed
delivered, if delivered in person, telecopied or sent by certified mail, return receipt required, to the
respective parties as follows: to the Underwriters, in care of the Manager, Davenport & Co. of Virginia,
Inc., 901 East Cary Street, Richmond, Virginia 23219 (Attention: W. Cabell Moore, Jr.) or to the
Authority, Industrial Development Authority of Albemarle County, Virginia, 416 Park Street,
Charlottesville, Virginia 22901 (Attention: Chairman), or to the Corporation, Our Lady of Peace, Inc.,
c/o Catholic Diocese of Richmond, 811 Cathedral Place, Richmond, Virginia, 23220 (Attention: Mr. John
F. Barrett). Any telecopied notice shall be promptly confirmed by letter in the manner provided by this
section.
13. MisceUaneous. This Bond Purchase Agreement is made solely for the benefit of
and is binding upon each of the parties and their respective successors and assigns. It is the entire
agreement of the parties, superseding all prior agreements, and may not be modified except in writing
signed by all of the parties hereto.
The Bond Purchase Agreement may be executed in any number of counterparts, each of
which shall be an original and all of which together shall constitute but one and the same instrument.
The representations and warranties set forth in this Bond Purchase Agreement or contained
in any officer's certificate delivered pursuant hereto shall remain operative and in full force and effect
regardless of (a) any investigation made by or on behalf of the Underwriters, and (b) the issuance, sale and
delivery of the Series 1995 Bonds.
Very truly yours,
DAVENPORT & CO. OF VIRGINIA, INC.
SCOTT & STRINGFELLOW, INC.
By: Davenport & Co. or Virginia, Inc.
By:
Its:
Accepted:
- 18 -
Draft of June 28, 1995
INDUSTRIAL DEVEWPMENT AUl'BORITY
OF ALBEMARLE COUNTY, VIRGINIA
By:
Chairman
OUR LADY OF PEACE, INC.
By:
Its:
- 19 -
Draft of June 28. 1995
Exhibit A
INDUSTRIAL DEVELOPMENT AUTHORITY
OF ALBEMARLE COUNTY, VIRGINIA
RESIDENTIAL CARE FACILITY MORTGAGE REVENUE REFUNDING BONDS
(OUR LADY OF PEACE), SERIES 1995
$ Serial Bonds, due July 1
Year Amount Rate Price Year Amount Rate Price
1996 $ % % 2002 $ % %
1996 2003
1997 2004
1998 2005
1999 2006
2000 2007
2001 2008
$
\ Term Bonds Due July 1,
, price
\
$
\ Term Bonds Due July 1,
, price
\
- A-I -
Draft of June 28, 1995
Exhibit B
August _, 1994
Davenport & Co. of Virginia, Inc.
Scott & Stringfellow, Inc.
c/o Davenport & Co. of Virginia, Inc.
901 East Cary Street
Richmond, Virginia 23219
Crestar Bank, as Trustee
919 East Main Street
Richmond, Virginia 23219
Hunton & Williams
Riverfront Plaza, East Tower
Richmond, Virginia 23219
$ Industrial Development Authority
of Albemarle County, Virginia
Residential Care Facility Mortgage Revenue Refunding Bonds
(Our Lady of Peace), Series 1995
Ladies and Gentlemen:
We have served as counsel to the Industrial Development Authority of
Albemarle County, Virginia (the "Authority") in connection with the financing
contemplated by the Trust Agreement dated as of September I, 1991, as
amendedAugust I, 1995 (as so amended, the "Trust Agreement"), between the
Authority and Crestar Bank, as Trustee, and the Agreement of Sale dated as of
September I, 1991, as amended as of August I, 1995 (the "Agreement of Sale"),
between the Authority and Our Lady of Peace, Inc., a nonstock not-for-profit
Virginia corporation (the "Corporation"). All capitalized terms used that are
not defined herein shall have the meanings set forth in the Trust Agreement.
In connection with our opinion, we have reviewed, among other things, the
Industrial Development and Revenue Bond Act, Chapter 33, Title 15.1, Code of
Virginia of 1950, as amended (the "Act"), an ordinance adopted by the Board of
Supervisors of Albemarle County, Virginia, on creating the
Authority pursuant to the Act, the Authority's bylaws and minute books, and
originals or certified copies of the following:
(i) The resolution of the Authority authorizing the issuance of the
Series 1995 Bonds, adopted on , 1995 (the "Bond Resolution");
(ii) The Trust Agreement;
(iii) The Agreement of Sale;
(iv) A Bond Purchase Agreement dated July/August _, 1995 among the
- 8-1 -
Draft of June 28. 1995
Authority, the Corporation and the underwriters therein identified (the
"Bond Purchase Agreement") ;
(v) A Preliminary Official Statement dated July _, 1995, and the
Official Statement in final form dated July/August _, 1995 (collectively,
the "Official Statement");
{vi} An Escrow Deposit Agreement among the Corporation, the Authority and
Crestar Bank, as escrow agent, dated as of August 1, 1995 {the "Escrow
Agreement"}; and
{vii} The form of the Series 1995 Bonds.
and such additional documents, certificates, and instruments related thereto as
we deem necessary in rendering the opinions contained herein. The Trust
Agreement, the Agreement of Sale, the Bond Purchase Agreement, the Official
Statement and the Escrow Agreement are collectively referred to herein as the
"Bond Documents"}. As to questions of fact material to our opinion, we have
relied upon findings of the Authority contained in the Agreement of Sale, the
Bond Purchase Agreement and the Trust Agreement, certifications of public
officials furnished to me, and certifications by representatives of the
Authority. We have no reason to believe that such findings and certifications
are incomplete or inaccurate. We have assumed that all signatures on documents
and instruments examined by us are genuine, all documents submitted to us as
originals are authentic, and all documents submitted to us as copies conform to
the originals. In addition, we have assumed, without independent investigation
or verification, the due authorization, execution, and delivery of the Bond
Documents by all parties thereto other than the Authority. We have made such
independent investigations as we have deemed necessary or appropriate in order
to render the opinion contained herein.
Where reference is made in this letter to matters we know or which are
within our knowledge, such reference should be understood to mean only that we
do not know of any fact or circumstance contradicting the statement which ensues.
Based on the foregoing, it is our opinion that:
1. The Authority is a duly organized and validly existing political
subdivision of the Commonwealth of Virginia pursuant to the Act vested with the
rights and powers conferred upon it under the Act and is in good standing
pursuant to the Act.
2. The Authority has all requisite authority and power under the Act to
adopt the Bond Resolution, to undertake the refunding of the Authority's Series
1991 Bonds as contemplated by the Official Statement, to enter into and perform
its obligations under the Bond Documents to which it is a party and the Series
1995 Bonds, and to apply the proceeds from the issuance and sale of the Series
1995 Bonds as set forth in the Trust Agreement and the Escrow Agreement. The
Authority has taken all action required of it by the Act or other applicable laws
in connection therewith.
3. The Bond Resolution has been duly adopted by the Authority and is in
full force and effect in the form adopted. No further action by the Authority
is required to consumate the transactions by the Bond Documents.
4. The Bond Documents have been duly authorized, executed, and delivered
by the Authority, and, subject to paragraph 7 below, constitute valid and binding
agreements of the Authori ty, enforceable against the Authori ty in accordance with
their terms.
- B-2 -
Draft of June 28, 1995
5. The Authority's right, title, and interest in the Agreement of Sale
(except the Authority's Unassigned Rights) and the note of the Corporation in
respect of the Series 1995 Bonds have been assigned to the Trustee, and, subject
to paragraph 7 below, such assignment constitutes a valid and binding agreement
of the Authority, enforceable against the Authori ty in accordance with its terms.
6. The Series 1995 Bonds have been duly authorized, executed, issued and
delivered by the Authority, constitute valid and binding limited obligations of
the Authority, and are enforceable in accordance with their terms, subject to
paragraph 7 below.
7. The obligations of the Authority under the Bond Resolution, the
Series 1995 Bonds and the Bond Documents are subject to the provisions of
applicable bankruptcy, insolvency, reorganization, moratorium or similar laws,
now or hereafter in effect, relating to or affecting the enforcement of
creditors' rights generally. Such obligations are also subject to usual
equi table principles, which may limit the specific enforcement of certain
remedies but which do not affect the validity of such documents.
8. The adoption, execution and delivery of and performance by the
Authority of its obligations under the Bond Resolution, the Series 1995 Bonds,
and the Bond Documents will not violate any provisions of the Act or of any other
Virginia law.
9. To the best of our knowledge, no litigation, inquiry, or
investigation of any kind in or by a judicial court or governmental agency is
pending or threatened against the Authority with respect to the organization or
existence of the Authority, its authority to execute or deliver the Series 1995
Bonds or the Bond Documents, the validity or enforceability of any of such
instruments or the transactions contemplated thereby, the title of the officers
executing such instruments, or any authority or proceedings relating to the
execution and delivery of such instruments on behalf of the Authority, and no
such authority or proceedings have been repealed, revoked, rescinded, or amended.
10. To the best of our knowledge, after due investigation, the
information with respect to the Authority contained in the Official Statement
under the section entitled "THE AUTHORITY" and in the first paragraph of the
section entitled "LITIGATION" is true and correct and does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made therein concerning the Authority, in light of the
circumstances under which they were made, not misleading.
Our services as counsel to the Authority have been limited to rendering the
foregoing opinion based on our review of such legal proceedings as we deem
necessary to make the statements herein contained. We have not examined any
documents or other information concerning the business or financial resources of
the Corporation and, therefore, we express no opinion as to (i) the status of
interest on the Series 1995 Bonds for federal or state income tax purposes, (ii)
compliance with federal and state laws regulating securities, or (iii) any matter
which may be governed by the law of any jurisdictions other than the Conunonwealth
of Virginia and the United States of America.
This opinion is solely for your benefit and the benefit of subsequent
holders of the captioned bonds. This opinion may not be distributed to or relied
upon by any other person or entity, quoted in whole or in part or otherwise
reproduced in any other document, nor is it to be filed with any governmental
agency other than the Authority, except with the prior written consent of this
firm.
Finally, we do not undertake to advise you of any changes in the opinions
- B-3 -
Draft of June 28, 1995
expressed herein resulting from matters that might hereafter come or be brought
to our attention.
Sincerely yours,
- B-4 -
Draft of June 28, 1995
Exhibit C-l
August
, 1995
Industrial Dévelopment Authority
of Albemarle County, Virginia
Charlottesville, Virginia
Davenport & Co. of Virginia, Inc.
Scott & Stringfellow, Inc.
c/o Davenport & Co. of Virginia, Inc.
901 East Cary Street
Richmond, Virginia
Crestar Bank, as Trustee
under a Trust Agreement from the
Industrial Development Authority of
Albemarle .County, Virginia
Richmond, Virginia
Industrial Development Authority
of Albemarle County, Virginia
$ Residential Care Facility
Mortgage Revenue Refunding Bonds
(Our Ladv of Peace), Series 1995
Ladies and Gentlemen:
We have acted as counsel to Our Lady of Peace, Inc. (the "Corporation"),
in connection with the issuance and sale by the Industrial Development Authority
of Albemarle County, Virginia (the "Authority"), of its $
Residential Care Facility Mortgage Revenue Refunding Bonds (Our Lady of Peace) ,
Series 1995 (the "Series 1995 Bonds") .
In so acting, we have examined, among other things, originals or certified
copies of the following:
(1) The articles of incorporation and bylaws of the Corporation and
such corporate proceedings of the Corporation as we have deemed relevant for
purposes of the opinions expressed herein;
(2) Documents relating to the tax-exempt status of the Corporation
under the Internal Revenue Code of 1986, as amended (the "Code");
(3) The Bond Purchase Agreement dated July/August , 1995, among
the Authority, the Corporation and Davenport & Co. of Virginia, :Inc. and Scott
& Stringfellow, Inc., as Underwriters (the "Underwriters");
(4) A Agreement of Sale dated as of September I, 1991, as amended
as of August I, 1995 (as so amended, the "Agreement of Sale"), between the
Authority and the Corporation;
(5) A Trust Agreement dated as of September I, 1991, as amended as
of August I, 1995 (as so amended, the "Trust Agreement"), between the Authority
- C+ 1 -
Draft of June 28. 1995
and Crestar Bank, Richmond, Virginia, as trustee;
(6) A promissory note of the Corporation in the principal amount
of $ , dated as of August 1, 1995 (the "Note"), and payable to the
Authority or its assigns;
(7) An Amended and Restated Deed of Trust dated as of August 1,
1995 (the "Deed of Trust"), between the Corporation and an individual trustee.
(8) An Escrow Deposit Agreement dated as of August 1, 1995 (the
"Escrow Deposit Agreement"), among the Authority, the Corporation and Crestar
Bank, as Escrow Agent.
(9) A Preliminary Official Statement of the Authority dated July
, 1995, and an Official Statement of the Authority dated , 1995
(Collectively, the "Official Statement"), relating to the offering and sale of
the Series 1995 Bonds; and
(10) A form of the Series 1995 Bonds as executed;
For purposes of the opinions expressed below, we have assumed (i) the
authenticity of all documents submitted to us as originals, (ii) the conformity
to the originals of all documents submitted to us as certified or photostatic
copies and the authenticity of the originals, and (iii) the due authorization,
execution and delivery of all documents by all parties and the validity and
binding effect thereof (other than the authorization, execution and delivery of
documents by the Corporation and the validity and binding effect thereof upon the
Corporation) .
As to factual matters, we have relied upon representations included in the
Bond Purchase Agreement and the Agreement of Sale, upon certificates of officers
of the Corporation, and upon certificates of certain public officials. Based on
the foregoing, we are of the opinion that:
1. The Corporation has been duly incorporated and is validly
existing and in good standing under the laws of the Commonwealth of Virginia,
with the corporate power and authority to enter into the transactions
contemplated by the Bond Purchase Agreement and the Agreement of Sale.
2. The Corporation is an organization described in Section
501 (c) (3) of the Code and qualifies as a "501 (c) (3) organization" within the
meaning of Section 145 of the Code and is not a "private foundation" as defined
in Section 509 (a) of the Code. Nothing has come to our attention that would lead
us to believe that (a) the Corporation has not conducted its operations and filed
all required reports or documents with the Internal Revenue Service so as to
maintain such status, or (b) the Corporation is not an issuer described in
Section 3(a) (4) of the Securities Act of 1933, as amended, and Section 12(g) (2)
of the Securities Act of 1934, as amended; nor do the transactions of the
Corporation contemplated by the Agreement of Sale and the Official Statement,
considered alone, require us to qualify such opinions in any additional respects.
3. The Bond Purchase Agreement, the Agreement of Sale, the Note,
the Series 1994 Bonds, the Escrow Deposit Agreement and the Deed of Trust
(collectively, the "Documents") have been authorized by all necessary corporate
action, have been duly executed and delivered by the Corporation and constitute
valid and binding legal obligations of the Corporation enforceable against the
Corporation in accordance with their respective terms, except as may be limited
or otherwise affected by applicable bankruptcy, insolvency, reorganization,
moratorium or other laws affecting the rights of creditors generally, by
principles of equity, whether considered at law or in equity, and by public
- C-1-2 -
Draft of June 28, 1995
policy as expressed in applicable securities laws or otherwise. The Corporation
has. approved the Trust Agreement and the Official Statement.
4. The execution and deli very of the Documents and the performance
by the Corporation of its obligations thereunder and the approval of the Official
Statement are within the corporate powers of the Corporation and will not in any
material respect conflict with or constitute a breach or result in a violation
of (a) the articles of incorporation or bylaws of the Corporation, (b) any
federal or Virginia constitutional or statutory provision, (c) any agreement or
other instrument to which the Corporation is a party or by which it is bound, or
(d) any current order, rule, regulation, decree or ordinance of any court,
government or governmental authority having jurisdiction over the Corporation or
its property.
5. To the best of our knowledge, the Corporation has obtained all
consents, approvals, authorizations and orders of governmental or regulatory
authorities (collectively, "Consents") that are required to be obtained by the
Corporation as a condition precedent to the execution and delivery of the
Documents or the ownership of and operation of its residential or health care
facility for the elderly (the "Facility"). We have no reason to believe that the
Corporation cannot obtain when needed any Consent not obtained at the date hereof
that will be required for the performance by the Corporation of its obligations
under the Documents or the operation of the Facility. We express no opinion as
to Consents that may be required under the securities or "Blue Sky" laws of the
various states of the United States or of the United States or under applicable
federal, state and local environmental laws.
6. To the best of our knowledge, there is no action, suit or
proceeding of or before any court or administrative body pending or threatened
against the Corporation wherein an unfavorable decision, ruling or finding would
materially and adversely affect the condition (financial or otherwise) of the
Corporation, or affect its existence or authority to do business, or the
operation of the Facility, the validity of any of the Documents or the
performance by the Corporation of its obligations thereunder.
7. To the best of our knowledge after due investigation, the
information contained in the Official Statement (excluding the statements in the
sections "The Authority," "Underwriting," "Bonds Eligible for Investment and
Security for Public Deposits," and "Tax Exemption", the statements with respect
to litigation affecting the Authority and excluding financial and statistical
data, all as to which no opinion is expressed), is true and correct in all
material respects and does not contain any untrue statement of a material fact
or omit to state any material fact necessary to make the statements made therein,
in light of the circumstances under which they were made, not misleading.
Very truly yours,
- C-1-3 -
Draft of June 28, 1995
EXHIBIT C-2
August
1995
Crestar Bank, as Trustee under
a Trust Agreement dated as of
August 1, 1995, from the
Industrial Development Authority
of Albemarle County, Virginia
Richmond, Virginia 23219
Davenport & Co. of Virginia, Inc.
Scott & Stringfellow, Inc.
c/o Davenport & Co. of Virginia, Inc.
901 East Cary Street
Richmond, Virginia 23219
Industrial Development Authority
of Albemarle County, Virginia
$ Residential Care Facility
Mortgage Revenue Refunding Bonds
(Our Ladv of Peace), Series 1995
Ladies and Gentlemen:
We have examined a mortgagee title insurance policy No.
issued by in the original amount of
$ dated September ,1991, and an endorsement thereto bringing
the amount thereof to $ -- dated the date hereof (collectively, the
"Title Policy"), and relating to a parcel of real estate (the "Land") in
Albemarle County, Virginia, and more particularly described in an Amended and
Restated Deed of Trust dated as of August 1, 1995 (the "Deed of Trust"), between
Our Lady of Peace, Inc. (the "Corporation") and Sarah A. McMahon, as Trustee,
recorded August ,1995, in the Clerk's Office of the Circuit Court of Albemarle
County, Virginia--(the "Clerk's Office"). The Deed of Trust secures payment of
the Corporation's promissory note, dated August 1, 1995, given as payment to the
Industrial Development Authority of Albemarle County, Virginia (the "Authority") ,
pursuant to a Agreement of Sale dated as of September 1, 1991, as amended as of
August 1, 1995 (as so amended, the "Agreement of Sale"), between the Corporation
and the Authority.
[We have also examined a certificate (the "Surveyor's Certificate") of
, Surveyors, dated August __, 1995, certifying that
certain encumbrances will not interfere with or impair the operations to be
conducted at, the Facility (as defined in the Agreement of Sale) .
We also had the records in the Clerk's Office and the UCC records of the
Virginia State Corporation Commi ssion (the "SCC") examined wi th respect to prior
security interests in (a) the fixtures and items of personal property generally
described in the Agreement of Sale (the "Equipment") and (b) Pledged Assets, as
defined in the Agreement of Sale.
Based solely on the Title Policy, we are of the opinion that:
- C-2-1 -
Draft of June 28, 1995
1. The Corporation has good and marketable fee simple title to the Land,
free and clear of all liens and encumbrances except:
(a)
Policy as Items
The encumbrances listed in Schedule B, Part I, of the Title
to (the "Permitted Encumbrances") .
(b)
The Deed of Trust.
2. The Deed of Trust constitutes a valid and existing lien on the Land
and all other real property compromising the Facility, subject only to Permitted
Encumbrances.
Based solely on the examination of the UCC records in the Clerk's Office
and the SCC, we are of the further opinion that:
3. The security interests (the "Security Interests") created by the Deed
of Trust are valid security interests under Article 9 of the Uniform Commercial
Code as adopted in the Commonwealth of Virginia (the "UCC") in those items and
types of the Equipment and Pledged Assets that are subject to the provisions of
Article 9 of the UCC (the "ucc Collateral") as security for the payment of the
obligations of the Corporation described therein.
4. Financing Statements with respect to Equipment and Pledged Assets
have been filed in the Clerk's Office and in the SCC, which are all of the
appropriate offices to perfect the Security Interests in· those items and types
of the UCC Collateral in which a security interest may be perfected by the filing
of a financing statement in the Commonwealth of Virginia under the UCC. No
further filing or refiling or any other action is necessary under the UCC to
perfect or maintain such perfection, except that a continuation statement must
be filed within the period of six months prior to the expiration of five years
from the date of each original filing and within the period of six months prior
to the expiration of each succeeding period of five years from the date of such
original filing to maintain the effectiveness of the filings referred to in this
paragraph. We call your attention to the fact that a security interest in
certain items or types of the UCC Collateral may not be perfected by filing
financing statements under the UCC.
5.
interests,
Interests.
The Clerk's Office and the
except Permitted Encumbrances,
SCC do not disclose any security
having priority over the Securi ty
The opinions set forth in paragraphs 3 and 4 above are subject to the following
limitations:
(a) Under Section 9-306 of the UCC, the continuation of perfection of
the Security Interests in non-identifiable cash proceeds is limited
to the extent set forth in such section;
(b) In the case of property which becomes UCC Collateral after the date
hereof, Section 552 of the Federal Bankruptcy Code limits the extent
to which property acquired by a debtor after the commencement of a
case under the Federal Bankruptcy Code may be subject to a security
interest arising from a security agreement entered into by the
debtor before the Commencement of such a case;
(c) The perfection of the Security Interests in the UCC Collateral may
be terminated if the Corporation changes its name, identity,
corporate structure or chief executive office unless new,
appropriate financing statements are filed in accordance with the
provisions of the UCC;
- C-2-2 -
Draft of June 28, 1995
(d) Our opinions are limited to transactions subject to Article 9 of the
UCC and we express no opinion as to the validity, perfection or
enforceability of a security interest arising out of any transaction
described in Section 9-104 of the UCC¡ and
(e) We express no opinion as to the perfection, priority or enforcement
of the Security Interests in any portion of the UCC Collateral the
assignment of which is subject to the Federal Assignment of Claims
Act of 1940¡
We have also assumed for purposes of the opinion set forth in paragraphs
3 and 4 that:
(a) At the time of the filing of the Financing Statements and at or
after the time value is given by the Trustee, the Corporation has or
acquires rights in the UCC Collateral within the meaning of Section
9-203(1) (c) of the UCC. We express no opinion as to the perfection
of the Security Interests in any UCC Collateral if the consent of
any person is required in order to assign or create a security
interest in such UCC Collateral because of such person's rights in
any UCC Collateral and such consent has not been obtained, or if
such UCC Collateral is not assignable under applicable law.
(b) None of the UCC Collateral has been leased on or before the date
hereof by the Corporation to any third party in what would be
characterized as a "lease intended as security" within the meaning
of Section 1-201(37) of the UCC.
(c) None of the UCC Collateral is or will be equipment used in farming
operations, farm products, accounts or general intangibles arising
from or relating to the sale of farm products by a farmer, consumer
goods, timber, minerals or accounts subject to Section 9-103(5) of
the UCC.
(d) The Corporation's only places of business in Virginia are located in
Albemarle County, Virginia, and all items or types of UCC Collateral
that are goods (as defined in Section 9-105(h) of the UCC) are now
and will continue to be kept in the Commonwealth of Virginia.
Our opinions are subject to the following further qualifications:
(a) We express no opinion as to, or the effect or applicability
of, any laws other than the laws of the Commonwealth of Virginia¡
(b) We express no opinion as to the existence of any of the
Collateral or the validity or condition of the title of the Corporation
thereto ¡ moreover, we express no opinion as to the Land regarding
compliance with zoning or other land use or environmental laws and
regulations, whether federal, Virginia or local¡
(c) The opinions set forth in paragraphs 3 and 4 are subject to
the effect of (i) the limitations in favor of buyers imposed by Sections
9-307 and 9-308 of the UCC¡ (ii) the limitations with respect to documents
and instruments imposed by Section 9-309 of the UCC and (iii) other rights
of persons in possession of money and instruments¡ and
(d) We express no opinion as to the enforceability of any security
interest in goods that are not manufactured in accordance with the
provisions of the Federal Fair Labor Standards Act.
- C-2-3 -
Draft of June 28, 1995
This opinion is furnished by us at your request for your sole benefit (and
for the benefit of your successors and assigns), and no other person or entity
shall be entitled to rely on this opinion without our express written consent.
This opinion shall not be published or reproduced in any manner or distributed
or circulated to any person or entity (other than your successors and assigns)
without our express written consent. Our opinion is limited to the matters
stated herein, and no opinion is implied or may be interred beyond the matters
expressly stated herein.
Finally, we do not undertake to advise you of any changes in the opinions
expressed herein resulting from matters that might hereafter come to or be
brought to our attention.
Very truly yours,
- C-2-4 -
Draft of June 28, 1995
EXHIBIT D
August
1995
Davenport & Co. of Virginia, Inc.
Scott & Stringfellow, Inc.
c/o Davenport & Co. of Virginia, Inc.
901 East Cary Street
Richmond, Virginia 23219
Industrial Development Authority
of Albemarle County, Virginia
$ Residential Care Facility
Mortgage Revenue Refunding Bonds
(Our Ladv of Peace), Series 1995
Ladies and Gentlemen:
Reference is made to our opinion delivered today as Bond Counsel in
connection with the issuance by the Industrial Development Authority of Albemarle
County, Virginia (the "Authority"), of its $ Residential Care
Facility Mortgage Revenue Refunding Bonds (Our Lady of Peace), Series 1995 (the
"Bonds"), for the benefit of Our Lady of Peace, Inc. (the "Corporation"). We
hereby advise you that we now deliver such opinion for your benefit as well as
for the benefit of the Authority, and you are entitled to rely upon such opinion
as if it were addressed to you.
At your request, we have also reviewed (a) the Bond Purchase Agreement
dated , 1995 (the "Bond Purchase Agreement"), between the Authority,
the Corporation and Davenport & Co. of Virginia, Inc. and Scott & Stringfellow,
Inc., and certified copies of proceedings of the Authority with respect to the
Bond Purchase Agreement, and certain sections described below of the Official
Statement of the Authority, dated , 1995, relating to the Bonds (the
"Official Statement"), as well as such agreements, instruments, opinions,
certificates and other documents as we have deemed necessary for purposes of the
advice contained in this letter. We have not been engaged to pass upon the
accuracy or completeness of the Official Statement, and we do not assume any
responsibility therefor, except only to the extent indicated in paragraph 2.
Based on the foregoing, we advise you as follows:
1. In our opinion, the Bond Purchase Agreement has been duly authorized,
executed and delivered by the Authority and, assuming the due authorization,
execution and delivery thereof by the other parties thereto, constitutes a valid
and legally binding obligation of the Authority, and is enforceable against the
Authority in accordance with its terms, except as enforceability thereof may be
limited by bankruptcy, insolvency, reorganization, moratorium and other laws
affecting the rights of creditors generally, and by principles of equity, whether
considered at law or in equity, and by public policy as expressed in applicable
securities laws or otherwise.
2. In our opinion, the statements relating to the Bonds and the
summaries of documents, statutes and opinions contained in he sections of the
Official Statements entitled "The Series 1994 Bonds," "Security for the Series
1995 Bonds," "Bonds Eligible for Investment and Security for Public Deposits,"
- D-l -
Draft of June 28, 1995
"Legal Matters" and "Exemption from Taxation" and in Appendix C thereto fairly
summarize the material provisions of the Bonds and the documents, statutes and
opinions referred to therein. In connection with the section of the Official
Statement entitled "Security for the Series 1995 Bonds," we have not confirmed
the acreage of the Land, as defined in the Official Statement, and we do not give
any opinion as to title to the Facility, as defined in the Official Statement,
or the priority of any liens thereon or on the Pledged Assets, as defined in the
Official Statement.
3. In our opinion, the offering, sale and delivery of the Bonds do not
require registration thereof, or of any separate security represented thereby,
under the Securities Act of 1933, as amended, and do not require qualification
under the Trust Indenture Act of 1939, as amended, of any "indenture" as defined
therein.
Very truly yours,
- D-2 -
Draft of June 28, 1995
EXHIBIT E
August
, 1995
Our Lady of Peace, Inc.
c/o Catholic Diocese of Richmond
811 Cathedral Place
Richmond, Virginia 23220
Davenport & Co. of Virginia, Inc.
Scott & Stringfellow, Inc.
c/o Davenport & Co. of Virginia, Inc.
901 East Cary Street
Richmond, Virginia 23219
Christian, Barton, Epps, Brent & Chappell
1200 Mutual Building
909 East Main Street
Richmond, Virginia 23219-3095
Gentlemen:
At your request, we have performed the agreed-upon procedures enumerated
below with respect to certain financial information of Our Lady of Peace, Inc.
(the "Corporation"). This report is solely for your information and is not to
be referred to or distributed to anyone who is not a member of the management of
Our Lady of Peace, Inc., Davenport & Co. of Virginia, Inc., Scott & Stringfellow,
Inc. or Christian, Barton, Epps, Brent & Chappell.
Our procedures and findings are as follows:
1. We confirmed the eligibility for termination of the guarantee of the
Catholic Diocese in respect to the 1991 Bonds as of June 30, 1995.
2. We compared and verified the information in "Sununary Statements of
Revenues and Expenses" to the audited financial statements for such
years. Attachment "A" shows the information which has been
verified.
3. We compared and verified the Historic Coverage Ratios contained in
the section "Sununary Statements of Revenues and Expenses" with the
corresponding information from the audited financial statements for
such years. Attachment "B" shows the information which has been
verified.
4. We compared and verified the figures and percentages contained in
the section "Management's Discussion of Sununary Statements of
Revenues and Expenses" with respect to positive cash flow, amounts
in the reserve fund, amounts escrowed for arbitrage rebate
purposes, and excess of revenues and expenses (both before and after
depreciation and amortization) with information from the audited
financial statements for such years. Attachment "C" shows the
information which has been verified.
- E-1 -
Draft of June 28, 1995
Because the above procedures do not constitute an audit made in accordance
with generally accepted auditing standards, we do not express an opinion on any
of the items referred to above. Had we performed additional procedures or had
we performed an audit of the financial statements of the Corporation, other
matters may have come to our attention that would have been reported to you.
Accordingly, we make no representations regarding the sufficiency of the
foregoing procedures for your purposes. This report relates only to the items
above and does not extend to any financial statements of the Corporation taken
as a whole.
139598.2
- E-2 -
RI-PF
T:\CATHDIOC\PEACE\DOCS\SUPPTRST.002
FIRST SUPPLEMENTAL TRUST AGREEMENT
Relating to
$ Residential Care Facility Mortgage
Revenue Refunding Bonds (Our Lady of Peace), Series 1995
between
THE INDUSTRIAL DEVELOPMENT AUTHORITY OF
ALBEMARLE COUNTY, VIRGINIA
and
CRESTAR BANK,
as Trustee
Dated as of August 1, 1995
TABLE OF CONTENTS
Page
Parties . .
Recitals
. . . .
· . .
· . .
1
1
. . .
. . . .
· . .
· . . .
· . .
ARTICLE I
DEFINITIONS, RULES OF CONSTRUCTION AND
AMENDMENTS OF TRUST AGREEMENT
Section 101.
section 102.
Definitions . . . . . . . .
Rules of Construction . . . . . . .
3
4
ARTICLE II
AUTHORIZATION, PROCEEDS, DETAILS, EXECUTION,
AUTHENTICATION, REGISTRATION AND DELIVERY OF BONDS
section 20l. Authorization of Series 1995 Bonds 4
Section 202. Details of Series 1995 Bonds · · · · · 4
Section 203. Delivery of Series 1995 Bonds · · · · · 5
Section 204. Application of Series 1995 Bond
Proceeds . . · · · · · · · · · · · · · · · 7
section 205. Form of Series 1995 Bonds · · · · · · · · · · · 7
section 206. Payment of Series 1995 Bonds · · · · · · · 7
ARTICLE III
REDEMPTION OF SERIES 1995 BONDS
Section 30l. Redemption Dates and Prices · · · · · · · · 8
Section 302. Other provisions Pertaining to
Redemption . · · · · · · · · · · · · · · · 9
section 303. Mandatory Sinking Fund · · · · 9
ARTICLE IV
AMENDMENTS TO TRUST AGREEMENT
Section 40l. Amendment to Section 207 · · · · · · · 10
Section 402. Disposition of Funds · · · · · · · · · · · 11
Section 403. Revenue Fund · · · · · · · · · · · · · · · 11
(i)
ARTICLE V
CONSENTS
Section 501. Trustee Consents
...............
ARTICLE VI
MISCELLANEOUS
Section 60l. Acts of Officers · . · · · · ·
Section 602. Confirmation of Trust Agreement · · . .
Section 603. Severability . . . · . . · · . . · · · . .
Section 604. Applicable Law · . . · · ·
section 605. Counterparts . . . . · · · · ·
Testimonium .
Signatures
Exhibit A -
Exhibit B -
Exhibit C -
. . .
. . .
· . .
· . . . . .
· . .
. . .
· . .
· . . .
· . .
Form of Bonds
Consent of Bondholders to Amendments to Trust
Agreement
Debt Service Schedule for Refunding Bonds
( ii)
12
12
12
12
12
12
16
16
This FIRST SUPPLEMENTAL TRUST AGREEMENT (the "First
Supplement"), dated as of August 1, 1995, between the INDUSTRIAL
DEVELOPMENT AUTHORITY OF ALBEMARLE COUNTY, VIRGINIA, a political
subdivision of the Commonwealth of Virginia (the "Authority"), and
CRESTAR BANK, a banking corporation organized under the laws of the
Commonwealth of Virginia and having its principal corporate trust
office in Richmond, Virginia, as Trustee (in such capacity herein,
together with any successor in such capacity, called the
"Trustee"),
WIT N E SSE T H :
WHEREAS, the Authority has previously issued its $12,595,000
Residential Facility First Mortgage Revenue Bonds (Our Lady of
Peace Project), Series 1991 (the "Series 1991 Bonds"), pursuant to
a Trust Agreement dated as of September 1, 1991 (the "Original
Trust Agreement"), between the Authority and the Trustee, for the
purpose of acquiring, constructing, and equipping certain
facilities (the "Facility"), constituting a residential community
for the aged in Albemarle County, Virginia, for the benefit of Our
Lady of Peace, Inc., a not-for-profitVirginia nonstock corporation
(the "Corporation"), and sold the Facility to the Corporation
pursuant to an Agreement of Sale dated as of September 1, 1991 (the
"Original Agreement of Sale"), between the Authority and the
Corporation; and
WHEREAS, the Corporation has requested that the Original Trust
Agreement be amended and supplemented pursuant to the provisions
thereof to provide for the issuance by the Authority of Additional
Bonds in the aggregate principal amount of $ for the
purpose of (1) refunding a portion of the Series 1991 Bonds (the
"Refunded Series 1991 Bonds") and (2) paying certain expenses
incurred in connection with refunding the Series 1991 Bonds; and
WHEREAS, the Authority intends to assign to the Trustee as
security for the Series 1995 Bonds, hereinafter defined, the
Corporation's note, dated as of August 1, 1995, in the principal
amount of $ (the "1995 Note"), given to the
Authority pursuant to a First Amendment to Agreement of Sale dated
as of August 1, 1995 (the "First Amendment"), between the Authority
and the Corporation, and in substitution for the promissory note of
the Corporation delivered in connection with the issuance of the
Series 1991 Bonds, the 1995 Note being secured by an Amended and
Restated Deed of Trust dated as of August 1, 1995 (the "1995 Deed
of Trust") from the Corporation to Sarah A. McMahon, as Trustee,
which creates a mortgage lien on and a security interest in the
Facility and all additions thereto including the Land and certain
equipment located on the land; and
WHEREAS, the Authority has determined to issue its Residential
Care Facility Mortgage Revenue Refunding Bonds (Our Lady of Peace),
Series 1995, in an aggregate principal amount of $
(the "Series 1995 Bonds"), to refund a portion of the Series 1991
Bonds; and
WHEREAS, the Series 1995 Bonds and the Trustee's certificate
of authentication thereon are to be in substantially the form of
Exhibit A attached hereto, with appropriate variations, omissions
and insertions as permitted or required by this First Supplement;
and
WHEREAS, the Corporation has consented in writing to the
execution and delivery of this First Supplement pursuant to the
requirements of Article XI of the Original Trust Agreement;
NOW, THEREFORE, THIS FIRST SUPPLEMENT PROVIDES:
That as security for payment of the principal of and premium,
if any, and interest on the Bonds, as defined in the Original Trust
Agreement, as supplemented by this First Supplement and as may be
further supplemented from time to time, the "Trust Agreement") and
for the funds that may be advanced by the Trustee pursuant hereto,
the Authority does hereby pledge and assign to, grant, and where
appropriate, confirm a security interest to the Trustee in the
following described property:
A. The 1995 Note and all rights of the Authority under the
1995 Note, the 1995 Deed of Trust and the Original Agreement of
Sale as amended by the First Amendment and as may be further
amended from time to time (the "Agreement of Sale") (except for
certain rights to (1) payment of costs, fees and expenses pursuant
to Section 4. 1 (b) (3) of the Agreement of Sale, (2) payment of
rebate pursuant to Section 4. 7 of the Agreement of Sale, (3)
receipt of notices pursuant to Section 10.2 of the Agreement of
Sale and (4) indemnification pursuant to Section 7.6 of the
Agreement of Sale), and all receipts derived by the Authority
therefrom and thereunder.
B. The funds, including moneys and investments, held by the
Trustee pursuant to the Trust Agreement.
c. Any other property of every name and nature from time to
time mortgaged, pledged, assigned or hypothecated as and for
additional security hereunder by the Authority or by anyone in its
behalf or with its consent in favor of the Trustee, which is hereby
authorized to receive all such property at any time and to apply
and hold the same subject to the terms hereof.
TO HAVE AND TO HOLD all the same with all privileges and
appurtenances hereby conveyed and assigned, or agreed or intended
to be, to the Trustee and its successors in such trust and their
assigns forever.
IN TRUST, however, for the equal and proportionate benefit and
security of the holders from time to time of the Bonds and any
Parity Indebtedness, without privilege, priority or distinction as
-2-
to lien or otherwise of any of the Bonds or Parity Indebtedness
over any of the others, upon the terms and conditions hereinafter
stated.
The Authority covenants and agrees with the Trustee and with
the respective holders from time to time of the Bonds or any part
thereof as follows:
ARTICLE I
DEFINITIONS, RULES OF CONSTRUCTION AND
AMENDMENTS OF TRUST AGREEMENT
Section 101. Definitions. All items herein shall have the
meaning set forth in section 101 of the Trust Agreement except as
otherwise indicated herein and except that the definitions in
Section 101 are amended or supplemented as follows:
"1991 Note" shall mean the promissory note of the Corporation
in the original principal amount of $12,595,000 dated as of
September 1, 1991, and delivered upon the issuance of the
Series 1991 Bonds.
"1995 Deed of Trust" shall mean the Amended and Restated Deed
of Trust dated as of August 1, 1995, which amends and restates
the Deed of Trust dated as of September 1, 1991, between the
Corporation, the Trustee and Sarah A. McMahon, as trustee,
which creates a mortgage lien on and a security interest in
the Facility and all additions thereto including the land on
which the Facility is located and certain equipment located on
the land.
"Escrow Deposit Agreement" shall mean the Escrow Deposit
Agreement dated as of August 1, 1995, between the Authority,
the Corporation and Crestar Bank as Escrow Agent.
"First Amendment" shall mean the First Amendment to Agreement
of Sale dated as of August 1, 1995, between the Authority and
the Corporation, amending the Agreement of Sale.
"First Supplemental Trust Agreement" shall mean the First
Supplemental Trust Agreement between the Authority and the
Trustee dated as of August 1, 1995.
"Long Term Bonds" shall mean the Series 1995 Bonds maturing on
July 1, , and July 1, , and any Additional Bonds
required to be redeemed in part prior to maturity according to
a sinking fund schedule.
-3-
"Note" shall mean the promissory note of the Corporation in
the original principal amount of $ dated as of
Augus~ 1, 1995, and delivered upon the issuance of the Series
1995 Bonds and any amendments, supplements or substitutes
thereto or therefor.
"Refunded Series 1991 Bonds" shall mean all Series 1991 Bonds
maturing on or after July 1,
"Series 1995 Bonds" shall mean bonds in the aggregate
principal amount of $ authorized to be issued by
Section 201 of the First Supplement.
Section 102. Rules of Construction. Unless the context
clearly indicates to the contrary, the rules set forth in Section
102 of the Trust Agreement shall apply to this First Supplement.
All references herein to sections in the First Amendment are to the
Agreement of Sale as amended by the First Amendment.
ARTICLE II
AUTHORIZATION, PROCEEDS, DETAILS, EXECUTION,
AUTHENTICATION, REGISTRATION AND DELIVERY OF BONDS
Section 201. Authorization of Series 1995 Bonds. There are
authorized to be issued a series of revenue bonds of the Authority
in the aggregate principal amount of $ , subject to the
conditions of section 207.
section 202. Details of Series 1995 Bonds. The Bonds
authorized in section 201 shall be designated "Residential Care
Facility Mortgage Revenue Refunding Bonds (Our Lady of Peace),
Series 1995." Such Bonds shall be issuable only as registered
Bonds in denominations of $5,000 and multiples of $5,000 in excess
thereof, shall be numbered R-l, shall be dated August 1, 1995,
shall bear interest from their date payable on January 1, 1996, and
thereafter semiannually on each January 1 and July 1, until
payment, and shall mature on July 1 in years and amounts as
follows:
Principal Due
Amount Julv 1
Interest
Rate
Principal
Amount
Due
Julv 1
Interest
Rate
$
%
$
.
%
- -
- -
- -
- -
- -
- -
- -
.
- -
.
- -
--
- -
.
-4-
Interest on the Bonds shall be calculated on the basis of a
year of 360 days and 12 months of 30 days each. All interest
determinations and calculations shall be made by the Trustee.
Each Bond shall bear interest at the rate thereon set forth
above from August 1, 1995, if such Bond is authenticated prior to
January 1, 1996, or (b) otherwise from the January 1 or July 1 that
is, or immediately precedes, the date on which such Bond is
authenticated, unless payment of interest is in default, in which
case such Bond shall bear interest from the date to which interest
has been paid.
section 203. Delivery of Series 1995 Bonds. (a) Subject to
the provisions of Section 207, the Trustee shall authenticate and
deliver the Series 1995 Bonds when there have been filed with or
delivered to it the following:
(1) A certificate of the Authority, dated as of the date of
delivery of the Series 1995 Bonds and signed by its Chairman or
Vice Chairman, stating that as of the date of such certificate, to
the best of the knowledge of the signer, no event or condition has
happened or existed, or is happening or existing, that constitutes,
or that, with notice or lapse of time or both, would constitute, an
Event of Default by the Authority under the Trust Agreement.
(2) A certificate of the Corporation, dated as of the date of
delivery of the Series 1995 Bonds and signed by its President or a
Vice President and its Chief Administrative Officer, requesting the
issuance and approving the terms of the Series 1995 Bonds and
stating that as of the date of such certificate, no event or
condition is happening or existing that constitutes, or that, with
notice or lapse of time or both, would constitute, an Event of
Default under the Agreement of Sale;
(3) A certified copy of a resolution or resolutions of the
Authority authorizing (A) the execution and delivery of the First
Amendment and the Escrow Deposit Agreement, (B) the execution and
delivery of this First Supplement, (C) the issuance, award,
execution and delivery of the Series 1995 Bonds and (D) the
refunding of the Refunded Series 1991 Bonds.
( 4 ) Irrevocable instructions from the Corporation and the
Authority to redeem or pay at maturity the Refunded Series 1991
Bonds;
(5) Computations, either prepared by or on behalf of the
Corporation and verified by an Independent Public Accountant or
prepared by an Independent Public Accountant, showing that the
proceeds of the Series 1995 Bonds to be used for such purpose,
together with any other moneys deposited with the Trustee for such
purpose, shall be sufficient to provide for the payment of the
-5-
Refunded Series 1991 Bonds either at maturity or on the date in
which they have been irrevocably called for redemption;
(6) An original executed counterpart of this First Supplement
and the Escrow Deposit Agreement;
(7) An original executed counterpart of the First Amendment;
(8) The original executed Note as a substitute and supplement
for the 1991 Note, issued in an aggregate principal amount of all
Bonds then outstanding, including the Series 1995 Bonds, assigned
by the Authority to the Trustee;
(9) An original executed counterpart of the 1995 Deed of
Trust;
(10) Opinions of Counsel that the First Supplement and the
Escrow Deposit Agreement have been properly authorized, executed
and delivered by the parties thereto;
(11) An Opinion of Counsel that the First Amendment and the
Note have been properly authorized, executed and delivered and that
the 1995 Deed of Trust has been properly authorized, executed,
delivered and recorded and all financing statements with respect
thereto have been properly executed and filed;
(12) An endorsement to the mortgagee title insurance policy
delivered in connection with the issuance of the Series 1991 Bonds
increasing the amount of title insurance specified in Section
206(g) of the Trust Agreement to the principal amount of all Bonds
and Parity Indebtedness then outstanding, including the Series 1995
Bonds, less the amount of the Required Debt Service Reserve (taking
into account the issuance of the Series 1995 Bonds);
(13) An Opinion of Counsel, which may rely on the mortgagee
title policy evidencing additional title insurance, stating that
the Corporation has good and marketable fee simple title to the
Land (including any real estate acquired from the proceeds of the
Series 1995 Bonds and that the Deed of Trust constitutes a validly
existing lien thereon, free and clear of all liens and encumbrances
except Permitted Encumbrances, and that the security interest
created by the Agreement of Sale and the Deed of Trust have been
duly created and perfected and that the appropriate records for the
filing of financing statements do not disclose any security
interests, except Permitted Encumbrances, taking priority over the
security interests created by the Agreement of Sale and the Deed of
Trust;
(14) An opinion of Hunton & Williams that the issuance of the
Series 1995 Bonds is permitted under the terms of the Trust
Agreement and has been duly authorized and that the issuance of the
-6-
Series 1995 Bonds will not be an Adverse Tax Action as to any Bonds
then outstanding; and
(15) A request and authorization of the Authority, signed by
its Chairman or Vice Chairman, directing the Trustee to
authenticate and deliver the Series 1995 Bonds to such person or
persons named therein upon payment to the Trustee for the account
of the Authority of a specified sum plus accrued interest to the
date of delivery.
(b) Subject to the provisions of Section 207, the Trustee
shall authenticate and deliver the Series 1995 Bonds when there
have been filed or delivered to it the executed Consent of
Bondholders to Amendments to the Trust Agreement in form
substantially similar to Exhibit B attached hereto.
Section 204. Application of Series 1995 Bond Proceeds.
Simultaneously with the delivery of the Series 1995 Bonds, the
Trustee shall apply the proceeds thereof, including accrued
interest, and other funds made available by the Corporation as
follows:
(a) To Crestar Bank as Escrow Agent the sum of $
pursuant the Escrow Deposit Agreement to provide for the payment of
the Refunded Series 1991 Bonds.
(b) To the Interest Account in the Bond Fund an amount
equal to interest on the Series 1995 Bonds accrued to the date of
their delivery.
(c) To the Debt Service Reserve Fund $ being
the amount necessary so that the Debt Service Reserve Fund contains
the Required Debt Service Reserve.
(d) To the Project Fund Series 1995 Issuance Expense
Account in the Project Fund an amount equal to $
Section 205. Form of Series 1995 Bonds. The Series 1995
Bonds shall be in substantially the form set forth in Exhibit A
with such variations, omissions and insertions as permitted or
required by the Trust Agreement and this First Supplement.
Section 206. Payment of Series 1995 Bonds. The Authority
shall promptly pay when due the principal of (whether at maturity,
upon acceleration on or call for redemption or otherwise) and
premium, if any, and interest on the Series 1995 Bonds on the dates
and in the manner provided herein and in the Series 1995 Bonds;
provided, however, that such obligations are not general
obligations of the Authority but are limited obligations payable
solely from the revenues and receipts derived from the First
Amendment and the Note received thereunder and the security for the
-7-
Note, which revenues and receipts are hereby specifically pledged
to such purposes in the manner and to the extent provided herein.
The Series 1995 Bonds and interest thereon shall not be deemed to
constitute a debt or a pledge of the faith and credit of the
Commonwealth of Virginia or any political subdivision thereof,
including the Authority and Albemarle County. Neither the
Commonwealth of Virginia nor any political subdivision thereof,
including the Authority and Albemarle County, shall be obligated to
pay the principal of or premium, if any, or interest on the Series
1995 Bonds or other costs incident thereto except from the revenues
and receipts pledged therefor, and neither the faith and credit nor
the taxing power of the Commonwealth of Virginia or any political
subdivision thereof, including the Authority and Albemarle County,
is pledged to the payment of the principal of or premium, if any,
or interest on the Series 1995 Bonds or other costs incident
thereto.
ARTICLE III
REDEMPTION OF SERIES 1995 BONDS
section 301. Redemption Dates and Prices. The Series 1995
Bonds may not be called for redemption by the Authority except as
provided below:
(a) If the Corporation exercises its option to prepay
the 1995 Note upon damage to, condemnation of or failure of title
to the Facility, a determination that the Agreement of Sale or the
Series 1995 Bonds may require the corporation to operate the
Facility in a manner contrary to the principles of the Roman
Catholic Church, or certain other extraordinary events to the
extent provided in Section 9.1 of the Agreement of Sale, the Series
1995 Bonds are required to be redeemed in whole at any time and, in
the event of damage, condemnation or failure of title to the extent
provided in Section 6.2 of the Agreement of Sale, the Series 1995
Bonds are subject to redemption in part on any interest payment
date at the direction of the Corporation upon payment of 100% of
the principal amount of the Bonds to be redeemed plus interest
accrued to the redemption date. In the event of such partial
redemption the Trustee shall redeem the Series 1995 Bonds from such
maturities as directed by the Corporation.
(b) Series 1995 Bonds maturing on July 1, , and on
July 1, , are required to be redeemed in part pursuant to
the terms of the sinking fund provisions in Section 303 upon
payment of 100% of the principal amount thereof plus interest
accrued to the redemption date.
-8-
(c) Series 1995 Bonds maturing on or after July 1, ,
are subject to redemption by the Authority at the direction of the
Corporation from such maturities as selected by the Corporation on
or after July 1, 2003, in whole or in part at any time, upon
payment of the following redemption prices (expressed as a
percentage of principal amount of Bonds to be redeemed) plus
interest accrued to the redemption date:
%
-%
-%
if redeemed July 1, _____, through June 30,
if redeemed July 1, _____, through June 30,
if redeemed July 1, , or thereafter.
-----,
inclusive;
inclusive; and
----- ,
If less than all of the series 1995 Bonds of any maturity are
called for redemption, the Series 1995 Bonds to be redeemed shall
be selected by lot in such manner as the Trustee in its discretion
may determine, each portion of $5,000 principal amount being
counted as one Bond for such purpose. If a portion of a Bond
having a principal amount of more than $5,000 shall be called for
redemption, a new Bond in principal amount equal to the unredeemed
portion thereof shall be issued to the registered owner upon the
surrender thereof.
If the Corporation exercises any option to prepay the Note
under Article IX of the Agreement of Sale or requests any
redemption of Bonds permitted hereunder and sufficient amounts are
in the funds created herein, the Trustee shall, in the name of the
Authori ty , redeem Bonds as then permitted or required at the
earliest practicable date permitted hereunder.
section 302. Other provisions pertaining to Redemption.
Reference is hereby made to Article III of the Trust Agreement for
the provisions describing the methods and effects of redemption.
Section 303. Mandatory Sinking Fund. As and for a sinking
fund, the Trustee shall redeem Series 1995 Bonds maturing on
July 1, , on July 1 in the years and in principal amounts as
follows:
Year
Amount
Year
Amount
$
$
When such Bonds have been redeemed as set forth above, a balance of
$ will mature on July 1,
-9-
As and for a sinking fund the Trustee shall redeem Series 1995
Bonds maturing on July 1, on July 1 in years and in
principal amounts as follows:
Year
Amount
Year
Amount
$
$
When such Bonds have been redeemed as set forth above, a balance of
$ will mature on July 1,
The amount of Bonds to be redeemed pursuant to this section may be
reduced in accordance with the provisions of Section 604(b)of the
Trust Agreement.
ARTICLE IV
AMENDMENTS TO TRUST AGREEMENT
section 401. Amendment to Section 207. If consent to such
amendment has been obtained as provided in Section 207(c) of this
First Supplement, section 207 (b) (7) of the Trust Agreement shall be
amended to read as follows:
(7) If such Additional Bonds are for the purpose of
refunding all or part of one or more series of Bonds or
Parity Indebtedness or acquiring, constructing or
equipping Improvements,
(A) Irrevocable instructions from the
Corporation and the Authority to redeem or pay at
maturity all Bonds to be refunded; and
(B) Computations, either prepared by or on
behalf of the corporation and verified by an
Independent Public Accountant or prepared by an
Independent Public Accountant, showing that:
(i) The proceeds (excluding accrued
interest) of such Additional Bonds, together
with any other moneys deposited with the
Trustee for such purpose, shall be sufficient
to provide for the payment of the Bonds or
Parity Indebtedness to be refunded either at
the date of refunding or at maturity pursuant
to the second paragraph of Section 801 and the
expenses incident to such refunding, and
-10-
(ii) Throughout thè period ending 12
months after the final maturity of all Bonds
and Parity Indebtedness outstanding prior to
the issuance of such Additional Bonds, other
than Bonds and Parity Indebtedness being
refunded, the maximum amount required to be
paid on account of principal of and interest
on all Bonds and Parity Indebtedness in any
12-month period ending on July 1 (determined
as provided in the definition of Required Debt
Service Reserve) shall be not more than the
Required Debt Service Reserve throughout such
period would have been immediately prior to
the issuance of such Addi tional Bonds,
including the Bonds to be refunded, but this
subsection shall not apply if all Bonds
outstanding prior to the issuance of such
Additional Bonds are to be refunded;
provided, however, that the requirement of clause (ii) of the
preceding subparagraph (B) need not be met if the requirements
of subparagraphs 207(b) (6) (C) and (D) are met, treating the
refunding bonds as if such were issued exclusively to finance
Improvements to be placed in operation on the date of issuance
of such refunding bonds.
Section 402. Disposition of Funds. section 505 of the Trust
Agreement is amended to provide that all references to the chief
financial officer of the Guarantor be deleted.
section 403. Revenue Fund. Section 602 (a) and Section
602(b) of the Trust Agreement is amended to read as follows:
(a) To the Interest Account (1) on September 1, October 1,
November 1 and December 1, 1995 one-fourth of the difference
between the amount of interest that will become due on January 1,
1996, and the amount deposited in the Interest Account pursuant to
Section 207(b), and (2) on January 1, 1996, and each month
thereafter, one-sixth of the amount of interest that will become
due on the Bonds within the six months succeeding such month.
(b) To the Principal Account beginning (1) on the first day
of each month beginning on September 1, 1995 and continuing through
June 1, 1996, one-eleventh of the principal amount of Bonds
maturing on July 1, 1996, and (2) on the first day of July 1, 1996
and of every month thereafter, one-twelfth of the principal amount
of Bonds maturing or required to be redeemed pursuant to mandatory
sinking fund requirements within the twelve months succeeding such
month.
-11-
ARTICLE V
CONSENTS
Section 501. Trustee Consents. The Trustee hereby consents
to the execution of the First Amendment and the 1995 Deed of Trust
and to the amendments made thereby. The Trustee shall cancel the
1991 Note but only upon the substitution therefor of the Note.
ARTICLE VI
MISCELLANEOUS
section 601. Acts of Officers. The officers and agents of
the Authority shall do all acts and things required of them by this
First Supplement, the Trust Agreement and the Series 1995 Bonds for
the complete and punctual performance of all covenants and
agreements contained herein and therein.
Section 602. Confirmation of Trust Agreement. As hereby
supplemented and amended, the Trust Agreement is in all respects
ratified and confirmed, and the Trust Agreement, including each
supplemental trust agreement, shall be read, taken and construed as
one and the same instrument. All covenants, agreements and
provisions of, and all security provided under, the Trust Agreement
shall apply with full force and effect to the Series 1995 Bonds and
to the owners thereof. The Authority hereby confirms all its
representations made under the Trust Agreement as if made on the
date of this First Supplement.
Section 603. Severability. If any provision of this First
Supplement shall be held invalid by any court of competent
jurisdiction, such holding shall not invalidate any other provision
hereof.
section 604. Applicable Law. This First Supplement shall be
governed by the applicable laws of the Commonwealth of Virginia.
section 605. counterparts. This First Supplement may be
executed in several counterparts, each of which shall be an
original and all of which together shall constitute but one and the
same instrument.
-12-
IN WITNESS WHEREOF, the Authority and the Trustee have caused
this First Supplement to be executed in their respective corporate
names as of the date first above written.
INDUSTRIAL DEVELOPMENT AUTHORITY OF
ALBEMARLE COUNTY, VIRGINIA
By
Chairman
CRESTAR BANK, as Trustee
By
vice President
-13-
Exhibit A
No. R-
$
UNITED STATES OF AMERICA
COMMONWEALTH OF VIRGINIA
INDUSTRIAL DEVELOPMENT AUTHORITY OF
ALBEMARLE COUNTY, VIRGINIA
Residential Care Facility Mortgage Revenue Refunding Bond
(Our Lady of Peace), Series 1995
MATURITY DATE
INTEREST RATE
DATED DATE
CUSIP
~
o
August 1, 1995
REGISTERED OWNER:
PRINCIPAL AMOUNT:
The INDUSTRIAL DEVELOPMENT AUTHORITY OF ALBEMARLE COUNTY,
VIRGINIA, a political subdivision of the Commonwealth of Virginia
(the "Authority"), for value received, hereby promises to pay, upon
presentation and surrender hereof at the principal corporate trust
office of CRESTAR BANK, Richmond, Virginia, as trustee, or its
successor in trust (the "Trustee"), solely from the sources and as
hereinafter provided, to the registered owner hereof, or registered
assigns or legal representative, the principal sum stated above on
the maturity date stated above, subject to prior redemption as
hereinafter provided, and to pay, solely from such sources,
interest (computed on the basis of a 360-day year of twelve 30-day
months) thereon on January 1, 1996, and thereafter semiannually on
each January 1 and July 1 and, to the extent permitted by law,
interest on overdue installments of such interest at the annual
rate stated above. Interest shall be payable (a) from August 1,
1995, if this Bond is authenticated prior to January 1, 1996, or
(b) otherwise from the January 1 or July 1 that is, or immediately
precedes, the date on which this Bond is authenticated (unless
payment of interest hereon is in default, in which case this Bond
shall bear interest from the date to which interest has been paid) .
Interest shall be payable by check or draft mailed to the
registered owner hereof at his address as it appears on the 15th
day of the month preceding the interest payment date on
registration books kept by the Trustee. Principal, premium, if
any, and interest are payable in lawful money of the United states
of America.
This bond is one of an issue of $
Development Authority of Albemarle County, Virginia,
Industrial
Residential
Care Facility Mortgage Revenue Refunding Bonds (Our Lady of Peace) ,
Series 1995 (the "Series 1995 Bonds"), of like date and tenor,
except as to number, denomination, rate of interest, maturity and
privilege of redemption, authorized and issued pursuant to the
Industrial Development and Revenue Bond Act (Chapter 33, Title
15.1, Code of Virginia of 1950), as amended (the "Act"), (1) to
refund certain of the Series 1991 Bonds, hereinafter defined,
previously issued by the Authority to pay costs to be incurred in
connection with the acquisition, construction and equipping of
certain facilities for the residence and care of the elderly in
Albemarle County, Virginia (the "Facility"), and (2) to pay certain
expenses in connection with the issuance of the Bonds. In
connection with the issuance of the Bonds being refunded, the
Facility was sold to Our Lady of Peace, Inc., a not-for-profit
Virginia nonstock corporation (the "Corporation"), pursuant to an
Agreement of Sale dated as of September 1, 1991 (the "Original
Agreement of Sale"), between the Authority and the Corporation.
Such Original Agreement of Sale is being amended in connection with
the issuance of the Bonds by a First Amendment to Agreement of Sale
dated as of August 1, 1995, and as so amended and as may be further
amended from time to time is referred to herein as the "Agreement
of Sale."
The Series 1995 Bonds and the premium, if any, and the
interest thereon are limited obligations of the Authority and
(except to the extent payment with respect to the Series 1995 Bonds
shall be made from the proceeds from the sale thereof or the
income, if any, derived from the investments thereof) are payable
solely from the revenues and receipts derived by the Authority
pursuant to the Agreement of Sale and from the security for the
Note, hereinafter described, which revenues, receipts and security
have been pledged and assigned to the Trustee under the Trust
Agreement, hereinafter defined, to secure payment of the Series
Bonds. THE SERIES BONDS AND THE PREMIUM, IF ANY, AND THE INTEREST
THEREON SHALL NOT BE DEEMED TO CONSTITUTE A DEBT OR A PLEDGE OF THE
FAITH AND CREDIT OF THE COMMONWEALTH OF VIRGINIA OR ANY POLITICAL
SUBDIVISION THEREOF, INCLUDING THE AUTHORITY AND ALBEMARLE COUNTY.
NEITHER THE COMMONWEALTH OF VIRGINIA NOR ANY POLITICAL SUBDIVISION
THEREOF, INCLUDING THE AUTHORITY AND ALBEMARLE COUNTY SHALL BE
OBLIGATED TO PAY THE PRINCIPAL OF OR PREMIUM, IF ANY, OR INTEREST
ON THE SERIES 1995 BONDS OR OTHER COSTS INCIDENT THERETO EXCEPT
FROM THE REVENUES AND RECEIPTS PLEDGED THEREFOR, AND NEITHER THE
FAITH AND CREDIT NOR THE TAXING POWER OF THE COMMONWEALTH OF
VIRGINIA OR ANY POLITICAL SUBDIVISION THEREOF, INCLUDING THE
AUTHORITY AND Albemarle County, IS PLEDGED TO THE PAYMENT OF THE
PRINCIPAL OF OR PREMIUM, IF ANY, OR INTEREST ON THE SERIES 1995
BONDS OR OTHER COSTS INCIDENT THERETO.
THE PROVISIONS OF THIS BOND ARE CONTINUED ON THE REVERSE
HEREOF, AND SUCH CONTINUED PROVISIONS SHALL FOR ALL PURPOSES HAVE
THE SAME EFFECT AS IF SET FORTH ON THE FACE HEREOF.
A-2
All acts, conditions and things required to happen, exist or
be performed precedent to and in the issuance of this Bond have
happened, exist and have been performed.
This Bond shall not become obligatory for any purpose or be
entitled to any security or benefit under the Trust Agreement, or
be valid until the Trustee shall have executed the certificate of
Authentication appearing hereon.
IN WITNESS WHEREOF, the INDUSTRIAL DEVELOPMENT AUTHORITY OF
ALBEMARLE COUNTY, VIRGINIA, has caused this Bond to be signed by
the facsimile signature of its Chairman, a facsimile of its seal to
be printed hereon and attested by the facsimile signature of its
Secretary, and this Bond to be dated August 1, 1995.
INDUSTRIAL DEVELOPMENT AUTHORITY OF
ALBEMARLE COUNTY, VIRGINIA
(SEAL)
By
Chairman
Attest:
Secretary
A-3
Date Authenticated:
CERTIFICATE OF AUTHENTICATION
This Bond is one of the Bonds described in the within-
mentioned Trust Agreement.
CRESTAR BANK, as Trustee
By
Authorized Signature
(Reverse of Bond)
ADDITIONAL BOND PROVISIONS
The Series 1995 Bonds are issued under and are equally and
ratably secured, together with the outstanding Series 1991 Bonds
any Additional Bonds and any Parity Indebtedness, each defined
below, by a Trust Agreement dated as of September 1, 1991, as
supplemented by a First Supplemental Trust Agreement dated as of
August 1, 1995 and as may be further supplemented from time to time
(together, the "Trust Agreement"), between the Authority and the
Trustee, which assigns to the Trustee, as security for the Bonds,
the Corporation's Note in the principal amount of $ (the
"Note"), and certain rights of the Authority under an Agreement of
Sale. In the Note the Corporation agrees to pay amounts sufficient
to pay as the same become due the principal of and premium, if any,
and interest on the Series 1995 Bonds and the Authority's
outstanding Residential Facility First Mortgage Revenue Bonds (Our
Lady of Peace Project), Series 1991 (the "Series 1991 Bonds"). The
Note is secured by the Agreement of Sale, which creates a lien on
and a security interest in the Corporation's Pledged Assets, as
defined in the Agreement of Sale. The Note is also secured by an
Amended and Restated Deed of Trust dated as of August 1, 1995 (the
"1995 Deed of Trust"), between the Corporation and an individual
trustee, which creates a lien on and a security interest in the
Facility, including the land on which the same is located and
certain equipment now or hereafter acquired and located on such
land, which lien and security interest are more fully described in
the 1995 Deed of Trust. Reference is hereby made to the Trust
Agreement and to all amendments and supplements thereto for a
description of the property pledged and assigned and the provi-
A-4
sions, among others, with respect to the nature and extent of the
security, the rights, duties and obligations of the Authority and
the Trustee, the terms on which the Series 1995 Bonds are issued
and secured, the rights of the holders of the Bonds and the
provisions for defeasance of such rights.
Additional Bonds and Parity Indebtedness, as defined in the
Trust Agreement, ranking equally with the Bonds and the Series 1991
Bonds may be issued on the terms provided in the Trust Agreement.
The Series 1995 Bonds may not be called for redemption by the
Authority except as provided herein and in the Trust Agreement.
The Series 1995 Bonds are required to be redeemed in whole at any
time upon payment of 100% of the principal amount thereof plus
interest accrued to the redemption date in the event the
Corporation exercises its option to prepay the Note upon (a) damage
to, condemnation of or failure of title to the Facility, (b) a
determination that the Agreement of Sale or the Series 1995 Bonds
may require the Corporation to operate the Facility in a manner
contrary to the principles of the Roman Catholic Church, or
(c) certain other events to the extent provided in the'Agreement of
Sale. In the event of damage, condemnation, or failure of title to
the extent provided in the Agreement of Sale, the Series 1995 Bonds
are subject to redemption in part on any interest payment date upon
payment of 100% of the principal amount thereof plus interest
accrued to the redemption date. In the event of such partial
redemption the Series 1995 Bonds shall be redeemed, at the
direction of the Corporation from such maturities as directed by
the Corporation.
Series 1995 Bonds maturing on or after July 1, , are
subject to redemption by the Authority at the direction of the
Corporation from such maturities as selected by the Corporation on
or after July 1, , in whole at any time or in part on any
interest payment date, upon payment of the following redemption
prices (expressed as a percentage of principal amount of Series
1995 Bonds to be redeemed) plus interest accrued to the redemption
date:
% if redeemed July 1,
---% if redeemed July 1,
---% if redeemed July 1,
-,
-,
through June 30,
through June 30,
or thereafter.
-'
-,
inclusive;
inclusive; and
-,
Series 1995 Bonds maturing on July 1, , are required to
be redeemed prior to maturity in part in accordance with the
sinking fund requirements of the Trust Agreement on July 1 in years
and amounts upon payment of 100% of the principal amount thereof
plus interest accrued to the redemption date, as follows:
A-5
Year
Amount
Year
Amount
$
$
Series 1995 Bonds maturing on July 1, , are required to
be redeemed prior to maturity in part in accordance with the
sinking fund requirements of the Trust Agreement on July 1 in years
and amounts upon payment of 100% of the principal amount thereof
plus interest accrued to the redemption date, as follows:
Year
Amount
Year
Amount
$
$
If less than all of the Series 1995 Bonds of any maturity are
called for redemption, the Series 1995 Bonds or portions thereof to
be redeemed shall be selected by lot in such manner as the Trustee
in its discretion may determine, each portion of $5,000 principal
amount being counted as one Bond for such purpose.
If any of the Series 1995 Bonds or portions thereof are called
for redemption, the Trustee shall send a notice thereof identifying
the Series 1995 Bonds to be redeemed by registered or certified
mail not less than 30 nor more than 60 days prior to the redemption
date to the registered owner of each such Bond to be redeemed at
his address as it appears on the registration books maintained by
the Trustee. Provided funds for their redemption are on deposit at
the place of payment on the redemption date, all Series 1995 Bonds
or portions thereof so called for redemption shall cease to bear
interest on such date, shall no longer be secured by the Trust
Agreement and shall not be deemed to be outstanding under the
provisions of the Trust Agreement. If a portion of this Bond shall
be called for redemption, a new Bond in principal amount equal to
the unredeemed portion hereof will be issued to the registered
owner upon the surrender hereof.
The registered owner of this Bond shall have no right to
enforce the provisions of the Trust Agreement or to institute
action to enforce the covenants therein or to take any action with
respect to any Event of Default under the Trust Agreement or to
institute, appear in or defend any suit or other proceeding with
respect thereto except as provided in the Trust Agreement. In
certain events, on conditions, in the manner and with the effect
set forth in the Trust Agreement, the principal of all the Bonds
and all the bonds issued under the Trust Agreement and then
outstanding may become or may be declared due and payable before
their stated maturities, together with interest accrued thereon.
A-6
Modifications of the Trust Agreement may be made only to the extent
and in the circumstances permitted by the Trust Agreement.
The Series 1995 Bonds are issuable as registered Bonds in
denominations of $5,000 and multiples thereof. Upon presentation
of this Bond at the principal corporate trust office of the
Trustee, the Authority shall execute, and the Trustee shall
authenticate and deliver in exchange, a new Series 1995 Bond or
Series 1995 Bonds in authorized denominations, of the same
maturity, having a like aggregate principal amount, bearing
interest at the same rate and registered in names as requested by
the then registered owner hereof or his duly authorized attorney or
legal representative, all subject to the limitations and conditions
provided in the Trust Agreement. Any such exchange shall be
without charge, except that the Trustee shall charge the bondholder
requesting such exchange the amount of any tax or other
governmental charge required to be paid with respect thereto.
The Trustee shall treat the registered owner as the person
exclusively entitled to payment of principal, premium, if any, and
interest and the exercise of all other rights and powers of the
owner, except that interest payments shall be made to the person
registered on the 15th day of the month preceding the interest·
payment date as the owner of this Bond on the registration books of
the Trustee.
A-7
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sell(s), assign(s)
and transfer(s) unto
(please print or type Name and Address
including postal zip code of Assignee)
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
the within Bond and all rights thereunder, hereby irrevocably
constituting and appointing
Attorney, to
registration
premises.
transfer said bond
thereof, with full
on the
power of
books kept for
substitution in
,
the
the
Dated:
Signature Guaranteed
(Signature of Registered Owner)
NOTICE: Signature(s) must be
guaranteed by a member firm of
the New York Stock Exchange or
a commercial bank or trust
company.
NOTICE: The signature above
must correspond with the name
of the registered owner as it
appears on the front of this
Bond in every particular, with-
out alteration or enlargement or
any change whatsoever.
A-8
Exhibit B
CONSENT OF BONDHOLDERS TO AMENDMENTS
TO TRUST AGREEMENT
The undersigned, Davenport and Co. of Virginia, Inc., and
Scott & Stringfellow, Inc. are the initial purchasers and holders
of the $ Residential Care Facility Mortgage Revenue
Refunding Bonds (Our Lady of Peace), Series 1995 (the "Series 1995
Bonds"), issued by the Industrial Development Authority of
Albemarle County, Virginia (the "Authority"). The Series 1995
Bonds are issued pursuant to a First Supplemental Trust Agreement
dated as of August 1, 1995 (the "First Supplement"), amending and
supplementing a Trust Agreement dated as of September 1, 1991 (the
"Original Trust Agreement"), between the Authority and Crestar
Bank, as Trustee and a First Amendment to Agreement of Sale dated
as of August 1, 1995 (the "First Amendment"), amending an Agreement
of Sale dated as of September 1, 1991 (the "Original Agreement of
Sale"), between the Authority and Our Lady of Peace, Inc.
As initial holders of the Series 1995 Bonds, we hereby consent
to (1) the amendments to the Original Trust Agreement set forth in
sections 501 and 502 of the First Supplement and the amendments to
the Original Agreement of Sale set forth in 7.1 of the First
Amendment, and (2) the issuance of the Series 1995 Bonds, as
defined in the First Supplement.
We wai ve the required notice of such amendments and the
authentication requirements for delivery of Additional Bonds
provided in the Original Trust Agreement.
Dated: August
1995.
DAVENPORT & CO. OF VIRGINIA, INC.
By
Vice President
SCOTT & STRINGFELLOW, INC.
By
Vice President
COMMONWEALTH OF VIRGINIA,
CITY OF RICHMOND, to-wit:
The foregoing instrument was acknowledged before me in the
City of Richmond, Virginia, this __th day of August, 1995, by
, as Vice President of Davenport & Co. of
Virginia, Inc., on behalf of the corporation.
My commission expires: , 199 .
Notary Public
[NOTARIAL SEAL]
COMMONWEALTH OF VIRGINIA,
CITY OF RICHMOND, to-wit:
The foregoing instrument was acknowledged before me in the
City of Richmond, Virginia, this th day of August, 1995, by
as Vice President of Scott &
Stringfellow, Inc., on behalf of the corporation.
My commission expires: , 199 .
Notary Public
[NOTARIAL SEAL]
B-2
Exhibit C
Debt service Schedule for Refundinq Bonds
Julv 1
Principal
Total Debt Service
,
RI-PF
T:\CATHDIOC\PEACE\DOCS\DEED.004
6/27/95 (Tue) 3:36pm
This is a supplemental writing under
Section 58.1-809 of the Code of
Virginia of 1950, as amended. The
additional indebtedness secured by
reason of this amendment is $
THIS AMENDED AND RESTATED DEED OF TRUST, made as of August 1,
1995, from OUR LADY OF PEACE, INC., a not-for-profit Virginia
nonstock corporation (the "Grantor"), and Sarah A. McMahon, a
resident of the County of Henrico, as trustee (the "Grantee") (in
such capacity, together with any successor in such capacity, herein
called the "Trustee"),
WITNESSETH:
WHEREAS, to finance the acquisition, construction and
equipping of a residential and health care facility for the elderly
(the "Facility") owned and operated by the Grantor, the Industrial
Development Authori ty of Albemarle County, Virginia (the
"Authority"), issued its $12,595,000 Residential Facility First
Mortgage Revenue Bonds (Our Lady of Peace Project), Series 1991
(the "1991 Bonds"), and, in consideration, took the Grantor's
promissory note, dated September 1, 1991, in the original principal
amount of $12,595,000 (the "1991 Note"), and secured payment of
such Note by a deed of trust dated as of September 1, 1991 (the
"1991 Deed of Trust"), and recorded September 5, 1991, in the
Clerk's Office of the Circuit Court of Albemarle County, Virginia
(the "Clerk's Office"), in Deed Book 1175, at page 0398, creating
a lien on certain property located in Albemarle County, Virginia,
as more particularly described in the 1991 Deed of Trust; and
WHEREAS, the Authority has agreed to issue its $
Residential Care Facility Mortgage Revenue Refunding Bonds (Our
Lady of Peace), Series 1995 (the "1995 Bonds"), to assist in
refinancing a portion of the 1991 Bonds; and
WHEREAS, pursuant to a First Amendment to Agreement of Sale
dated as of August 1, 1995 (the "First Amendment"), amending an
Agreement of Sale dated as of September 1, 1991 (together with any
further amendments from time to time, the "Agreement of Sale"),
between the Authority and the Grantor, the Grantor has executed and
delivered to the Authority its promissory note dated the date
hereof, in the principal amount of $ (the "Note") in
substitution for the 1991 Note which will be returned to the
Corporation, which has been assigned by the Authority to Crestar
Bank, Richmond, Virginia, as bond trustee (the "Bond Trustee"),
under a Trust Agreement dated as of September 1, 1991, as
supplemented by a First Supplemental Trust Agreement dated as of
August 1, 1995, and as may be further supplemented from time to
time (the "Trust Agreement"), from the Authority to the Bond
Trustee as security for the 1991 Bonds remaining outstanding, the
~
1995 Bonds and all Additional Bonds and Parity Indebtedness, all as
defined in the Trust Agreement (collectively, the "Bonds"); and
WHEREAS, this Amended and Restated Deed of Trust, together
with the 1991 Deed of Trust, shall hereinafter constitute the Deed
of Trust and shall secure the Note; and
WHEREAS, pursuant to the Agreement of Sale, the Grantor has
issued the Note in substitution for the 1991 Note; and
WHEREAS, all things necessary to constitute this Deed of Trust
a valid and binding agreement securing the payment of the principal
of, premium, if any, and interest on the Note have been done and
performed and the execution and delivery of this Deed of Trust and
the Note have in all respects been duly authorized;
NOW, THEREFORE, THIS AMENDED AND RESTATED DEED OF TRUST
FURTHER WITNESSETH:
That to secure the payment of the principal of, premium, if
any, and interest on the Note and all other payments required
thereunder, the Grantor does hereby/convey, mortgage, pledge and
assign unto the Trustee and grant thereto a security interest in
the following described real and personal property (collectively,
the "Facility"):
A. The real estate and interest therein situated in Albemarle
County, Virginia, described in Exhibit A attached hereto, with all
buildings, structures and other improvements now or hereafter
located thereon and with the tenements, hereditaments,
appurtenances, rights, privileges and immunities thereunto
belonging or appertaining (collectively, the "Land"), and the
Grantor warrants generally the title to the same, subject to
Permitted Encumbrances, as defined in the Agreement of Sale.
B. All fixtures, furnishings, machinery and equipment and
substitutions and replacements therefor, except for motor vehicles
titled under a certificate of title, which are now owned or
hereafter acquired by the Grantor and located on the Land
(collectively, the "Equipment").
C. All property subsequently becoming part of the Facility,
including all property subsequently subjected to this Deed of Trust
pursuant to Sections 2 or 4 hereunder.
TO HAVE AND TO HOLD all the same with all privileges and
appurtenances hereby conveyed and assigned, or agreed or intended
to be conveyed and assigned, to the Trustee and her assigns
forever.
IN TRUST, however, for the benefit and security of the holder
of the Note.
-2-
'I
AND FURTHER IN TRUST to secure the payment of such additional
sums, with interest thereon, as may be advanced by the Bond
Trustee, as holder of the Note to the Authority, or by the Grantor
for any purpose relating to the Facility at any time before the
release of this Deed of Trust, but only to the extent that the
amount advanced at anyone time, when added to the balance due on
the original indebtedness and any prior advance, shall not exceed
the amount herein secured by this Deed of Trust, provided that
nothing contained herein shall be considered as limiting any amount
that shall be secured hereby when advanced to protect the security
or when advanced pursuant to the provisions of any of the covenants
contained in this Deed of Trust.
AND FURTHER IN TRUST to pay any and all costs, counsel fees
and other expenses of whatever kind incurred by the Trustee or the
holder of the Note in connection with (a) obtaining possession of
the Facility, (b) the protection and preservation of the Facility,
(c) the collection of any sum or sums secured hereby, (d) any
litigation involving the Facility, this trust, any benefit accruing
by virtue of the provisions hereof, or the rights of the Trustee or
the holder of the Note hereunder, (e) the presentation of any claim
under any administrative or other proceeding in which proof of
claim is required by law to be filed, (f) any additional
examination of the title to the Facility that may be reasonably
required by the Trustee or the holder of the Note, or (g) taking
any steps whatsoever in enforcing this Deed of Trust, claiming any
benefit accruing by virtue of the provisions hereof, or exercising
its rights hereunder.
The Grantor hereby covenants and agrees with the Trustee and
with the holder of the Note as follows:
Section 1. Relationship to Trust Agreement, Agreement of Sale
and Note. This Deed of Trust as well as the Agreement of Sale and
the Note are being executed to provide security for the Bonds.
This Deed of Trust shall be construed and enforced in light of the
provisions of the Trust Agreement, the Agreement of Sale and the
Note in order to provide additional security for the carrying out
of the obligations and covenants contained in the Trust Agreement,
the Agreement of Sale and the Note.
Section 2. Damage, Destruction, Condemnation and Other Loss
of Title. In case of any damage, destruction, condemnation or
other loss of title as described in Article VI of the Agreement of
Sale, so long as the Bond Trustee does not notify the Trustee of
any violation by the Grantor of its covenants and obligations under
such Article VI and direct the Trustee to take action by reason
thereof, the Trustee shall take no action that will interfere with
the carrying out of the provisions of such Article VI. Any
property that becomes part of the Facility pursuant to Section 6.2
of the Agreement of Sale shall be mortgaged, pledged and assigned
-3-
to the Trustee by the Grantor and shall be subjected to the terms
and conditions of this Deed of Trust.
Section 3. Granting of Easements. At the request of the
Grantor, if the Grantor is not in default under the Note, the
Agreement of Sale or this Deed of Trust, the Trustee shall grant
such easements, licenses, rights-of-way (including the dedication
of public highways) and other rights or privileges in the nature of
easements with respect to the Land, free from the lien of this Deed
of Trust, or release existing easements, licenses, rights-of-way
and other rights or privileges, with or without consideration,
provided that the Grantor delivers to the Trustee the following in
form reasonably acceptable to the Bond Trustee:
(a) A copy of the instrument of grant or release;
(b) A written application signed by the President of the
Board of Directors of the Grantor requesting such instrument;
(c) An opinion, dated within 30 days of the filing of
the application required by subsection (b) above, signed by an
independent architect, engineer or surveyor licensed in Virginia
stating that such grant or release will not impair the effective
use or interfere with the operation of the Facility for the purpose
for which it is then being used or is intended to be used and will
not destroy or materially impair the means of ingress and egress to
and from the Facility; and
(d) A certificate signed by the President of the Board
of Directors of the Grantor concurring in the opinion required by
subsection (c) above and stating that such grant or release will
not materially weaken, diminish or impair the security intended to
be given by or under this Deed of Trust.
Upon acknowledgement by the Bond Trustee that the above items in
(a), (b), (c) and (d) are in form reasonably acceptable to the Bond
Trustee, the Trustee shall promptly execute and deliver any and all
instruments necessary or appropriate to confirm and grant any such
easement, license, right-of-way or other right or privilege and to
release the same from the lien of this Deed of Trust. The Trustee
shall provide to the Bond Trustee copies of all instruments,
applications and opinions delivered to or by the Trustee pursuant
to this section.
section 4. Substi tution and Release of Property. Upon
compliance with the provisions of Section 5.2 or 5.3 of the
Agreement of Sale, property, if any, becoming part of the Facility
pursuant to such section shall be mortgaged, pledged and assigned
to the Trustee by the Grantor and shall be subjected to the terms
and conditions of this Deed of Trust. Upon notice by the Bond
Trustee that the property, if any, to become part of the Facility
has been so mortgaged, pledged and assigned and has been subjected
-4-
to the terms and conditions of this Deed of Trust or that the
requirements of section 5.2 or 5.3 of the Agreement of Sale have
otherwise been met, the Trustee shall promptly execute and deliver
any and all instruments necessary or appropriate to release from
the lien of this Deed of Trust the property being removed from the
Facility as provided in Section 5.2 or 5.3 of the Agreement of
Sale.
Section s. Free of Hazardous Materials. The Grantor warrants
and represents that, except pursuant to appropriate permits and
licenses and in compliance with applicable laws and regulations,
the Facility is free of waste or debris and of all contamination,
including the presence of: (a) any "hazardous waste" as defined by
the federal Resource Conservation and Recovery Act, as amended
("RCRA"), and the Virginia Waste Management Act, as amended (the
"VWMA"), and as defined by regulations promulgated thereunder; (b)
any "hazardous material" as defined by the VWMA; (c) any "hazardous
substance" as defined by the Comprehensive Environmental Response,
Compensation and Liability Act, as amended ("CERCLA"), and as
defined by the regulations promulgated thereunder; (d) any
petroleum product or fraction thereof, asbestos (except for
asbestos enclosed in the core of the boiler stacks and in the flöor
tiles), or radon; and (e) except as is required for patient
treatment in medical facilities offering services similar to those
offered on the Facility, any materials that, under federal, state,
or local law, statute, ordinance or regulations, court or
administrative order or decree or private agreement (hereinafter
collectively "Environmental Requirements") , require special
handling in collection, storage, treatment or disposal (items (a)-
(e) hereinafter cOllectively "Hazardous Materials").
The Grantor also warrants and represents that (a) it is not in
violation of either RCRA or the VWMA; (b) it is not and has not
been notified that it is a "potentially responsible person" under
CERCLA and regulations promulgated thereunder; (c) the Facility is
not on EPA's "National Priorities List" under CERCLA and
regulations promulgated thereunder, or on any state list generated
under the Comprehensive Environmental Response, Compensation and
Liability Information System or a similar state or local listing;
(d) the Facility is not encumbered by any lien filed pursuant to
Virginia Code Annotated § 10.1-1406, as amended, and as defined by
regulations promulgated thereunder; and (e) the Facility is not in
violation of the federal Toxic Substances Control Act, as amended,
or the federal Safe Drinking Water Act, as amended.
Section 6. Hazardous Materials. The Grantor covenants (a)
not to place or permit to be placed any Hazardous Materials,
including materials required for patient treatment, on the Facility
in violation of any Environmental Requirements; (b) not to violate
any provision of any Environmental Requirement; and (c) to obtain
all authorizations, permits or licenses required by the
Environmental Requirements.
-5-
If, at any time, there are Hazardous Materials, including
materials required for patient treatment, located on the Facility
that, under any Environmental Requirement, require special handling
in collection, storage, treatment, or disposal, the Grantor shall
take or cause to be taken, at its sole expense, such actions as may
be necessary to comply with all Environmental Requirements. If the
Grantor shall fail to take such action, the Bond Trustee may make
advances or payments towards performance or satisfaction of the
same but shall be under no obligations to do so; and all sums so
advanced or paid, including all sums advanced or paid in connection
with any judicial or administrative investigation or proceeding
relating thereto, including, without limitation, reasonable
attorneys' fees, fines, or other penalty payments, shall be paid by
the Grantor to the Bond Trustee. The Grantor hereby agrees to
indemnify and hold the Trustee and the Bond Trustee harmless from
and against any loss, expense and charge whatsoever, including
reasonable attorneys' fees, if the Trustee or the Bond Trustee are
made a party to any action, suit or administrative proceeding
brought under any Environmental Requirement. This indemnification
shall survive the termination of this Deed of Trust with respect to
contamination occurring during the Grantor's ownership of the
Facility.
section 7. Assignment of Condemnation Award and Insurance
Proceeds. The Trustee hereby irrevocably assigns, transfers and
sets over to the Bond Trustee all of her rights to all net proceeds
received (a) as compensation for the taking of any part of the
Facility under the exercise of the power of eminent domain, (b)
from title insurance on the Facility or (c) from any other
insurance on the Facility.
section 8. Assignment of Leases. (a) As security for its
obligations assumed under the Agreement of Sale and the Note, the
Grantor hereby grants, transfers and assigns to the Bond Trustee,
and grants to the Bond Trustee a security interest in, (1) all of
the Grantor's right, title and interest (but none of the Grantor's
obligations) in all leases that may hereinafter come into existence
with respect to the Facility, together with any and all extensions
and renewals thereof, and (2) all of the rents and other payments
due and~o become due thereunder, including any award made to the
Grantor in any court proceeding involving any tenant under any
lease in bankruptcy, insolvency or reorganization proceedings in
any state or federal court, and any and all payments made by any
tenant under any lease in lieu of rent. The Grantor hereby
appoints the Bond Trustee or its assignee as the Grantor's
irrevocable attorney in fact to appear in any action and/or to
collect any such award or payment. The form and content of all
leases shall be subject to the approval of the Bond Trustee. The
Grantor agrees to deliver all leases to the Bond Trustee, when and
as executed, and to take whatever steps are necessary to perfect
and maintain the Bond Trustee's security interest in the leases,
paying all recording, filing or other fees or expenses in
-6-
connection with such perfection. Such leases shall not, however,
relieve the Grantor from primary liability for any of its
obligations under the Agreement of Sale and the Note. For purposes
of this section a, residency contracts entered into by the Grantor
and individuals residing at the Facility are not considered leases.
(b) The foregoing assignment is executed as collateral
security, and the provisions therefor hereunder shall not in any
way impair or diminish any obligation of the Grantor under the
Agreement of Sale and the Note, nor shall any of such obligations
be imposed on the Authority or the Bond Trustee. Upon payment of
the Note and of all other sums required to be paid under the
Agreement of Sale, the Note and this Deed of Trust and the
performance and observance of the provisions thereof, the
assignment of leases hereunder shall cease and terminate and all of
the right, title, interest, claim and demand of the Bond Trustee in
such leases shall revert to the Grantor or to such other person as
may be legally entitled thereto, and the Bond Trustee shall at the
request of the Grantor or any such person deliver to the Grantor or
any such person an instrument, in recordable form if requested,
canceling and discharging such assignment.
(c) The Grantor represents and warrants that it has full
right and title to assign such leases and the rents and other
payments due and to become due thereunder, that no other assignment
of any interest therein has been made, and that the Grantor will
not hereafter cancel, surrender or terminate any leases, exercise
any option that might lead to such termination or change, alter or
modify them or consent to the release of any party liable
thereunder or to the assignment of any tenant's interest in them
without the prior consent of the Bond Trustee.
(d) The Grantor agrees that the assignment made in this
section is irrevocable and that the Grantor will not, while such
assignment is in effect, take any action that is inconsistent with
such assignment, or make or suffer to be made any other assignment,
designation or direction of the subject matter of the assignment
made in this section, and that any such assignment shall be void
and of no effect as against the Bond Trustee. The Grantor will
from time to time, upon request of the Bond Trustee, execute all
instruments of further assurance as the Bond Trustee may request.
section 9. Event of Default. An "Event of Default" under the
Agreement of Sale shall be an Event of Default hereunder.
section 10. Remedies on Default. Upon the occurrence and
continuation of an Event of Default hereunder, the Bond Trustee, as
holder of the Note, shall have the right, upon giving such notice
as may be required by law, to declare the entire unpaid principal
of the Note and all accrued interest thereon to be immediately due
and payable; provided that upon the occurrence of any Event of
Default described in Section a.l(f) or (g) of the Agreement of
-7-
Sale, such principal and interest shall become immediately due and
payable without further action on the part of the holder of the
Note. Upon any such acceleration of principal of and interest on
the Note, the holder of the Note shall have the right to have the
Trustee sell the Facility, as a whole or in parcels, at public
auction, for cash or credit, upon any terms the Trustee shall deem
appropriate. Before such sale at public auction is made, there
shall first be advertised the time, place and terms of sale as
required by law, and there shall be given, as required by law,
written notice of the time, place and terms of sale. A bidder's
deposit of not more than 10% of the bid may be required at the
option of the holder of the Note or the Trustee. The holder of the
Note or any holder of the Bonds may become the purchaser of the
property so sold, and except as required by Section 58.1-3340 of
the Code of Virginia of 1950, as amended (the "Virginia Code"), no
purchaser shall be required to see to the proper application of the
purchase money. The proceeds of any such sale shall be applied in
the manner prescribed by Section 55-59.4 (A) (3) of the Virginia
Code. Upon the occurrence and continuation of an Event of Default
hereunder, the Trustee, at the request of the holder of the Note,
shall have the right to enter the Facility and take possession
thereof, and the Grantor agrees to surrender the Facility to the
Trustee promptly upon demand. The Trustee or her agents or
representatives shall have the right to operate, maintain and
repair the Facility and all improvements, fixtures and other
property subject to this lien and to receive the rents and profits
therefrom. All such rents and profits shall be applied to
reasonable compensation to the Trustee for her services and to the
expenses of operating the Facility, with any excess to be applied
to payment of interest on and the principal of the Note. Upon the
occurrence and continuation of an Event of Default hereunder, the
holder of the Note shall have the right to enter the Facility and
perform the covenants of the Grantor with respect thereto, and all
costs thereof shall be secured by this Deed of Trust and shall be
paid, together with interest thereon at the Prime Rate, as defined
below, by the Grantor to the holder of the Note upon demand
therefor. The performance of any such covenant by the holder of
the Note, however, shall not be deemed a waiver of default. "Prime
Rate" shall mean "Prime Rate" as defined in the Agreement of Sale.
The holder of the Note is authorized, for the account of the
Grantor, to make any required payments under any lien prior hereto,
or under this Deed of Trust, the non-payment of which would
constitute an Event of Default hereunder, including but not limited
to principal payments, interest payments, taxes and insurance
premiums. All sums so advanced shall bear interest at the Prime
Rate from the date of the advance to the date of repayment, shall
attach to and become part of the debt secured by the lien created
hereunder and shall become payable at any time on demand therefor.
The failure to make payment on demand shall, at the option of the
holder of the Note, constitute an Event of Default hereunder.
-8-
The holder of the Note and the Trustee (with the permission of
the holder of the Note) may grant any extension, forbearance or
other indulgence, may release any part of the Facility from the
lien hereof and may release any person from liability without
affecting the personal liability of any other person for payment of
indebtedness secured hereby or the lien hereof.
The holder of the Note may exercise any right of a secured
party under the Uniform Commercial Code of Virginia (the "UCC") as
to all property conveyed hereunder that is subject to such Code.
The holder of the Note, pursuant to the UCC, shall have the option
of proceeding as to both real and personal property in accordance
with its rights and remedies in respect of the real estate. The
parties agree that, in the event the holder of the Note elects to
proceed with respect to personal property separately from the real
property, the requirement of the DCC as to reasonable notice of any
proposed sale or disposition of the personal property shall be met
if such notice is mailed to the Grantor at least ten (10) days
prior to the time of such sale or disposition. If and to the
extent the holder of the Note elects to proceed under the UCC, UCC
provisions shall apply to any disposition of personal property.
Upon the occurrence of an Event of Default and upon the filing
of a suit or other commencement of judicial proceedings to enforce
the rights of the Bond Trustee, the Trustee, if directed by the
Bond Trustee, shall seek the appointment of a receiver or receivers
for the Facility and for the rents and revenues thereof pending
such proceedings and shall be entitled, as a matter of right under
this Deed of Trust, to the appointment of such receiver or
receivers with such powers as the court making such appointment
shall confer.
Section 11. Trustee's Actions, Expenses and Indemnity. The
Grantor shall pay the reasonable fees and expenses of the Trustee
for acting as Trustee under this Deed of Trust, including but not
limited to the reasonable fees and expenses of counsel employed by
the Trustee. Before taking any action under this Deed of Trust,
the Trustee may require that satisfactory indemnity be furnished to
her for the reimbursement of all expenses to which she may be put
and to protect them against all liability by reason of any action
so taken, except liability which is adjudicated to have resulted
from his gross negligence or willful misconduct.
section 12. Replacement of Trustee. Pursuant to Section 26-
49 of the Virginia Code or any successor provision of law, the Bond
Trustee is hereby authorized and empowered to appoint, with or
without cause, a substitute trustee in the place of the Trustee, by
an instrument recorded in the Clerk's Office. At any time upon the
written request of the Bond Trustee, the Trustee shall resign as
Trustee under this Deed of Trust and shall assign all of her rights
and duties hereunder to a substitute trustees appointed by the Bond
Trustee, but the failure of the Trustee to receive such a written
-9-
request or to resign and assign her rights and duties shall not
affect (a) the power of the Bond Trustee to remove the Trustee and
to appoint a substitute trustee or (b) the right of such substitute
trustees to exercise all the rights and duties as Trustee
hereunder. By the execution hereof the Grantor consents to any
such resignation and/or appointment of substitute trustee.
section 13. Deed of Trust as security Agreement. This Deed
of Trust is intended to be a security agreement pursuant to the uee
for any of the items specified herein as part of the Facility that,
under applicable law, may be subject to a security interest in such
items. Without the prior written consent of the Bond Trustee, the
Grantor shall not create or suffer to be created pursuant to the
uee any other security interest in such items, including
replacements and additions thereto, other than Permitted
Encumbrances, as defined in the Agreement of Sale, and as otherwise
permitted by the Agreement of Sale and herein. Upon the breach of
any covenant or agreement of the Grantor contained in this Deed of
Trust including the covenants to pay when due all sums secured by
this Deed of Trust, the Bond Trustee shall have the remedies of a
secured party under the uee and, at its option, may also invoke the
remedies provided herein for Events of Default. Concurrently with
the Bond Trustee's exercising any of its remedies as a secured
party under the uee, the Trustee may proceed against the items of
real property specified herein as part of the Facility separately
or in conjunction with the Bond Trustee and in any order
whatsoever, without in any way affecting the availability of the
Bond Trustee's remedies under the uee or of the remedies provided
herein for Events of Default.
section 14. Discharge of Deed of Trust. Upon payment of the
Note and direction from the Bond Trustee to do so, the Trustee
shall, at the expense of the Grantor, cause the lien and security
interest created by this Deed of Trust to be released, canceled and
discharged or shall execute and deliver to the Grantor instruments
necessary to cause such release, cancellation and discharge, and
shall assign and deliver to the Grantor any property that the
Trustee may then hold pursuant to this Deed of Trust.
section 15. Amendments. This Deed of Trust shall not be
amended or supplemented before payment of all Bonds without the
consent of the Bond Trustee, given in accordance with and subject
to Article XII of the Trust Agreement. The Trustee shall consent
to any amendment hereof or supplement hereto requested by the Bond
Trustee, including amendments or supplements providing for the
discharge of the lien hereof on all or part of the Facility. At
the direction of the Bond Trustee, the Trustee shall release any
property from the lien of this Deed of Trust.
section 16. Recording and Fi1ing. (a) The Grantor shall
record this Deed of Trust and all amendments hereto in the Clerk's
Office. The Grantor shall, in the manner required by Section 3.12
-10-
of the Agreement of Sale, execute and file in the office of the
State Corporation commission of Virginia and in the Clerk's Office
financing statements meeting the requirements of the DCC of
Virginia with respect to personal property constituting part of the
Facility.
(b) Within ten (10) days of request therefor by the Bond
Trustee, the Grantor shall execute and file in the appropriate
governmental offices continuation statements or any other documents
reasonably deemed by the Trustee or the Bond Trustee to be
necessary for the continuation or preservation of any lien or
security interest created or conveyed hereby. within ten (10) days
after such filing (the "Continuation Filing"), the Grantor shall
provide evidence of the Continuation Filing to the Bond Trustee,
and shall provide the Bond Trustee with an opinion of counsel
reasonably satisfactory to the Bond Trustee that no further filing
is necessary during the five-year period immediately following the
Continuation Filing in order to preserve or perfect any lien or
security interest created or conveyed hereby.
section 17. Covenant as to Ownership of Facility. Except 'for
Permitted Encumbrances and transfers permitted by sections 5.2 and
5.3 of the Agreement of Sale, the Grantor covenants and agrees not
to sell, convey, assign or permit any sale, conveyance, transfer or
assignment of the Facility without the prior written consent of the
Bond Trustee. The consent of the Bond Trustee to Permitted
Encumbrances shall not be construed as consent by the Bond Trustee
to any beneficiary of a subordinate lien exercising any right or
remedy it may have to sell, auction, or purchase the Facility or
any part thereof.
Section 18. Continuation of Lien priority. This Deed of
Trust continues to secure the obligations of the Grantor as
evidenced by the Note with the same lien priority as immediately
prior to the execution and recordation hereof. No novation is
intended by the execution hereof by the parties hereto.
Section 19. Successors and Assigns. This Deed of Trust shall
be binding upon, inure to the benefit of and be enforceable by the
parties and their respective successors and assigns.
Section 20. severability. If any provision of this Deed of
Trust shall be held invalid by any court of competent jurisdiction,
such holding shall not invalidate any other provision hereof.
Section 21. Applicable Law; Entire Understanding. This Deed
of Trust shall be governed by the applicable laws of the
Commonwealth of Virginia. This Deed of Trust, together with the
Agreement of Sale and the Note, express the entire understanding
and all agreements between the parties and may not be modified
except in writing signed by the parties.
-11-
section 22. Counterparts. This Deed of Trust may be executed
in several counterparts, each of which shall be an original and all
of which together shall constitute but one and the same instrument.
-12-
IN WITNESS WHEREOF, the Grantor has caused this Amended and
Restated Deed of Trust to be executed in its corporate name by its
duly authorized officer and the Trustee has signed this Deed of
Trust to signify acceptance of the terms hereof, all as of the date
first above written.
OUR LADY OF PEACE, INC.
By
President
Sarah A. McMahon, as Trustee
Seen and approved:
CRESTAR BANK, as Bond Trustee
under the Trust Agreement
described within
By
vice President
-13-
· ..
COMMONWEALTH OF VIRGINIA
CITY OF RICHMOND
The undersigned Notary Public in and for the jurisdiction
aforesaid hereby certifies that the foregoing Deed of Trust bearing
date as of August 1, 1995, was acknowledged before me in my
jurisdiction aforesaid by Our Lady of Peace, Inc. on behalf of the
corporation.
Given under my hand this ___ day of August, 1995.
My commission expires:
Notary Public
COMMONWEALTH OF VIRGINIA
CITY OF RICHMOND
The undersigned Notary Public in and for the jurisdiction
aforesaid hereby certifies that the foregoing Deed of Trust bearing
date as of August 1, 1995, was acknowledged before me in my
jurisdiction aforesaid by , Trustee under
the foregoing Deed of Trust.
Given under my hand this ____ day of August, 1995.
My commission expires:
Notary Public
-14-
· þ
COMMONWEALTH OF VIRGINIA
CITY OF RICHMOND
The undersigned Notary Public in and for the jurisdiction
aforesaid hereby certifies that the foregoing Deed of Trust bearing
date as of August 1, 1995, was acknowledged before me in my
jurisdiction aforesaid by , as Trustee under
the Trust Agreement described in the foregoing Deed of Trust.
Given under my hand this ____ day of August, 1995.
My commission expires:
Notary Public
-15-
.. ..
Exhibit A
DESCRIPTION OF PROPERTY
-16-
·
Draft of June 27, 1995
PRELIMINARY OFFICIAL STATEMENT DATED
,1995
NEW ISSUE
NOT RATED
In the opinion of bond counsel, under exisling law and subject to conditions described in the section wExemption from Taxation, W interest on the Series
1995 Bonds (a) will not be included in gross incomefor federal income tax purposes, (b) will not be an item of tax preferencefor purposes of the federal alternative
minimum income tax imposed on individuals and corporations, and (c) will be exempt from income taxation by the Commonwealth of Virginia and any political
subdivision thereof Such interest may be included in the calculation of a corporation's alternative minimum income tax, and a holder may be subject to other federal
tax consequences as described in the section wExemption from Taxation. .
$
*
Industrial Development Authority of
Albemarle County, Virginia
Residential Care Facility Mortgage Revenue
Refunding Bonds (Our Lady of Peace), Series 1995
Dated: August 1, 1995
Due: July 1, as shown on
the inside front cover
The Series 1995 Bonds are being issued by the Industrial Development Authority of Albemarle County, Virginia (the" Authority"),
to refund certain existing tax-exempt debt of the Authority issued for the benefit of
OUR LADY OF PEACE, INC.
(the "Corporation") to fmance the costs of acquiring, constructing and equipping a residential and health care center for the elderly located
in Albemarle County, Virginia (the "Facility").
The Series 1995 Bonds will be limited obligations of the Authority and (except to the extent that interest is payable from proceeds
of the Series 1995 Bonds or any investment income therefrom) will be payable solely from and secured by (1) a pledge of revenues and
receipts to be derived pursuant to an Agreement of Sale, as amended and as defined herein, between the Authority and the Corporation, (2)
an assignment of Pledged Assets, as defined herein, (3) a security interest in certain of the Corporation's equipment and furnishings, (4)
a debt service reserve fund, as more fully described herein, and (5) a mortgage on the Facility. See the section "Security for the Series
1995 Bonds."
The Series 1995 Bonds will be issuable as registered bonds without coupons in the denominations of $5,000 or any multiple thereof.
Interest on the Bonds will be payable by Crestar Bank, Richmond, Virginia, Trustee, on each January 1 and July 1, commencing January 1,
1996, as set forth herein. Principal will be payable on each July 1 at the principal office of the Trustee.
The Series 1995 Bonds will be subject to optional, mandatory and extraordinary redemption before their maturity as described in
the section "The Series 1995 Bonds".
The Series 1995 Bonds, the premium, if any, and the interest thereon wiD not constitute a debt or pledge of the faith and
credit of the Commonwealth of Virginia or any of its political subdivisions, including the Authority and the County of Albemarle,
Virginia. Neither the Commonwealth of Virginia nor any of its political subdivisions, including the Authority and the County of
Albemarle, Virginia, will be obligated to pay the principal of, premium, if any, or interest on the Series 1995 Bonds or other costs
incident thereto, except from the revenues, receipts and payments pledged for such purpose. Neither the faith and credit nor the
taxing power of the Commonwealth of Virginia or any of its political subdivisions, including the Authority and the County of
Albemarle, Virginia, is pledged to the payment of the principal of, premium, if any, and interest on the Series 1995 Bonds or other
costs incident thereto. The Authority has no taxing power.
This cover page contains certain information for quick reference only. It is not a summary of this issue or the Official Statement. Investors must
read the entire Official Statement to obtain information essential to the making of an informed investment decision.
The Series 1995 Bonds are offered when, as and ifissued by the Authority and received by the Underwriters, subject to the approval of their validity
by Hunton & Williams, Richmond, Virginia, Bond Counsel, as described herein, and to certain other conditions. Certain legal matters will be passed upon
for the Corporation by Slaughter & Redinger, P. c., Charlottesville, VirginiaJor the Authority by St. John, Bowling & Lawrence, Charlottesville, Virginia,
andfor the Underwriters by Christian, Barton, Epps, Brent & Chappell, Richmond, Virginia. Delivery of the Series 1995 Bonds is expected to be on or
about August _,1995, in New York, New York, through the facilities of The Depository Trust Company.
DAVENPORT & CO. OF VIRGINIA, INC.
August _, 1995
SCOTI & S1RINGFELWW, INC.
*Preliminary, subject to change.
·
$
Industrial Development Authority of
Albemarle County, Virginia
Residential Care Facility Mortgage Revenue
Refunding Bonds (Our Lady of Peace), Series 1995
Maturity Schedule
$ Serial Bonds, due July 1
Year Amount
Rate Price/Yield
Year Amount
$-
%
%
$
$ _ % Tenn Bonds due July 1, _, price _ %
$ _% Tenn Bonds due July 1, _, price_%
(accrued interest from August 1, 1995 to be added on aU Series 1995 Bonds)
Draft of June 27, 1995
Rate Price/Yield
%
%
.
Draft of June 27, 1995
The Series 1995 Bonds are exempt from registration under the Securities Act of 1933, as amended. As
obligations of a political subdivision of the Commonwealth of Virginia, the Series 1995 Bonds are also exempt from
registration under the securities laws of the Commonwealth of Virginia.
No dealer, broker, salesman or other person has been authorized to give any information or to make any
representations other than those contained in this Official Statement, and, if given or made, such other information
or representations should not be relied upon as having been authorized by the Authority, the Corporation or the
Underwriters. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy, nor
will there be any sale of the Series 1995 Bonds by any person in any state in which it is unlawful for such person
to make such offer, solicitation or sale. The information set forth herein has been obtained from the Authority, the
Corporation, and other sources that are deemed to be reliable, but is not guaranteed as to accuracy or completeness
by, and is not to be construed as a representation of, the Underwriters.
The information set forth herein relating to the business and affairs of the Corporation and the Facility,
including Appendices A and B hereto, has been supplied by the Corporation. Such information is not guaranteed
as to accuracy or completeness, and is not to be construed as a representation by the Authority or the Underwriters.
The information herein is subject to change without notice, and neither the delivery of this Official Statement nor
any sale made hereunder will under any circumstances create an implication that there has been no change in the
affairs of the Authority, the Facility or the Corporation since the date of this Official Statement.
The Trustee was not involved in obtaining the information set forth herein and does not guarantee, warrant,
represent or express any opinion as to the accuracy or completeness of such information.
In connection with the offering of the Series 1995 Bonds, the Underwriters may overallot or effect
transactions that stabilize or maintain the market prices of the Series 1995 Bonds at levels above those that
might otherwise prevail in the open market, and such stabilizing, if commenced, may be discontinued at any
time.
T ABLE OF CONTENTS
Page
Introduction
Plan of Financing·
The Corporation .
The Authority ..
The Series 1995 Bonds. .
Security for the Series 1995 Bonds
Annual Debt Service Requirements .
Investment Considerations . . . . . . . . . . . . . . .
Bonds Eligible for Investment and Security for Public Deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exemption from Taxation ......................... . . . . . . . . .
Legal Matters . . . . . .
Litigation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Underwriting ................................ . . . . . . .
Verification of Mathematical Computations .........................................
Relationships of Parties . . . . . . . . . . . .
Continuing Disclosure
Miscellaneous ......
. . . . . . . . . . . .
. . . . . . . . . . . . . . .
. . . . . . . .
Appendix A - Our Lady of Peace, Inc.
Appendix B - Audited financial statements of Our Lady of Peace, Inc. as of June 30, 1994 and 1995, and for
the years then ended.
Appendix C - Summaries of Certain Provisions of the Financing Documents.
Draft of June 27, 1995
OFFICIAL STATEMENT
$
Industrial Development Authority of
Albemarle County, Virginia
Residential Care Facility Mortgage
Revenue Refunding Bonds,
(Our Lady of Peace), Series 1995
INTRODUCTION
The purpose of this Official Statement, which includes the cover and the attached appendices, is to furnish
information in connection with the issuance of $ * Residential Care Facility Mortgage Revenue Refunding
Bonds (Our Lady of Peace), Series 1995, dated August 1, 1995 (the "Series 1995 Bonds") by the Industrial
Development Authority of Albemarle County, Virginia (the "Authority"), a political subdivision of the
Commonwealth of Virginia (the "Commonwealth "). This introduction is qualified in its entirety by infonnation
found elsewhere in this Official Statement. This Official Statement speaks only as of its date, and the
infonnation contained herein is subject to change.
The Series 1995 Bonds will be issued pursuant to the Virginia Industrial Development and Revenue Bond
Act, Chapter 33, Title 15.1, Code of Virginia of 1950, as amended (the "Act"), and a Trust Agreement dated as
of September 1, 1991 (the "Original Trust Agreement"), as amended and supplemented by a First Supplemental
Trust Agreement dated as of August 1, 1995 (the "Supplemental Trust Agreement"), between the Authority and
Crestar Bank, Richmond, Virginia, as Trustee (the "Trustee").
The Authority will use the proceeds of the Series 1995 Bonds, together with other available funds, (i) to
advance refund all or a portion of the outstanding balance of its Residential Facility First Mortgage Revenue Bonds
(Our Lady of Peace), Series of 1991 (the "Series 1991 Bonds"), (ii) to maintain a debt service reserve fund for the
Bonds (as defined herein), and (iii) to pay a portion of the issuance costs of the Series 1995 Bonds. See the section
"Plan of Financing". The Series 1991 Bonds were issued to finance the acquisition, construction and equipping
of a residential and health care center for the elderly (the "Facility") located in the County of Albemarle, Virginia,
owned and operated by Our Lady of Peace, Inc., a not - for-profit Virginia nonstock corporation (the "Corporation").
Set forth in Appendix A is a description of the Corporation and its operations, including the Facility.
Payment of the Series 1995 Bonds is dependent on revenues generated by the Facility. A description of
certain risks affecting the Facility and its ability to generate such revenues is set forth in the section "Investment
Considerations. "
Simultaneously with the issuance of the Series 1995 Bonds, (1) the Authority and the Corporation will enter
into a First Amendment to Agreement of Sale dated as of August 1, 1995 (the "First Amendment"), amending the
Agreement of Sale dated as of September 1, 1991 (the "Original Agreement of Sale"), entered into by the Authority
and the Corporation, and (2) the Authority and the Trustee will enter into the Supplemental Trust Agreement. The
Trustee, the Authority and the Corporation, respectively, entered into the Original Trust Agreement and the Original
Agreement of Sale in connection with the issuance of the Series 1991 Bonds. Pursuant to the First Amendment,
. Preliminary, subject to change.
Draft of June 27, 1995
the Corporation will deliver to the Authority its promissory note in the principal amount of $ , dated as
of August 1, 1995 (the "1995 Note"), required payments on which will be sufficient to pay, among other things,
all principal of and premium, if any, and interest on the Series 1995 Bonds, as the same become due, and certain
related expenses. The Original Agreement of Sale, as amended by the First Amendment, is hereafter referred to
as the "Agreement of Sale," and the Original Trust Agreement, as amended by the Supplemental Trust Agreement,
is hereafter referred to as the "Trust Agreement." A more detailed description of the security for the Series 1995
Bonds is set forth in the section "Security for the Series 1995 Bonds." Descriptions of certain documents relating
to the Series 1995 Bonds are set forth in Appendix C to this Official Statement. Certain terms used herein are
defmed in "Definitions of Certain Tenns" in Appendix C.
PLAN OF FINANCING
The proceeds from the sale of the Series 1995 Bonds will be used by the Authority, together with other
available amounts, (i) to advance refund the $ aggregate principal amount of the Series 1991 Bonds
outstanding, (ii) to maintain a debt service reserve fund for the Series 1995 Bonds, and (iii) to pay the issuance costs
of the Series 1995 Bonds.
Escrow Fund
In connection with the advance refunding, a portion of the proceeds from the sale of the Series 1995 Bonds
will be deposited into an escrow fund (the "Escrow Fund") established pursuant to the terms of an Escrow Deposit
Agreement (the "Escrow Agreement") between the Authority, the Corporation and Crestar Bank, as escrow agent
(the "Escrow Agent"). The Escrow Agent will apply the amount deposited in the Escrow Fund to purchase certain
non-callable debt instruments, either direct obligations of the United States Treasury, or certain agencies of the
United States Government or certain other non-callable debt instruments, as permitted by the Trust Agreement (the
"Defeasance Obligations)". The Defeasance Obligations will bear interest and will mature at times and in amounts
that, together with cash held in the Escrow Fund from time to time, will be sufficient to pay principal of and interest
on these Series 1991 Bonds maturing on or before July 1, 200 1, and principal of, and redemption premium and
interest on the Series 1991 Bonds maturing after July 1, 2001, to their redemption date, July 1, 2001. See the
section "Verification of Mathematical Computations." As a result of the deposit of the Government Obligations
to the credit of the Escrow Fund pursuant to the instructions in the Escrow Agreement, the Series 1991 Bonds will
be deemed no longer outstanding under the Trust Agreement. Amounts held by the Escrow Agent in the Escrow
Fund will be held as trust funds for the benefit of the holders of the Series 1991 Bonds and will not constitute
security for the payment of the Series 1995 Bonds.
Use of Proceeds of Series 1995 Bondse
The Corporation's estimates of the sources and uses of the Series 1995 Bonds, exclusive of accrued interest,
are as follows:
" See the definition of Defeasance Obligations contained in Appendix C.
2
Draft of June 27, 1995
Sources of Funds
Par Amount of Series 1995 Bonds:
Less Original Issue Discount
Net Series 1995 Bond proceeds
Equity contribution by Corporation
Transfers from Bond Fund
Transfers from Debt Service Reserve Fund
$
$
Total Sources
$
Uses of Funds
Deposit to Escrow Fund
Deposit to Debt Service Reserve Fund
Costs of issuance of Series 1995 Bonds!
$
Total Uses
$
I Includes Underwriters' discount. See the section "Underwriting."
THE CORPORATION
The Corporation is a Virginia nonstock corporation and an organization exempt from Federal taxation under
Section 501 (c)(3) of the Internal Revenue Code, created by the Catholic Diocese of Richmond (the "Diocese") for
the purpose of helping meet the physical, social and emotional needs of the elderly. Attached as Appendix A to
this Official Statement is a more complete description of the Corporation, its relationship with the Diocese and its
operations, including the Facility. The Corporation has, since November, 1992, operated the Facility at 751
Hillsdale Drive in Albemarle County, near the City of Charlottesville. Attached as Appendix B are financial
statements with respect to the Corporation's operations for the years ended June 30, 1994, and 1995, that have been
examined by Brown, Edwards & Company, Roanoke, Virginia, independent certified public accountants to the
Corporation.
THE AUTHORITY
The Authority is a political subdivision of the Commonwealth of Virginia, created under the Act pursuant
to an ordinance adopted by the Board of Supervisors of Albemarle County, Virginia, to promote and further the
purposes of the Act. The Authority is governed by seven directors appointed by the Board of Supervisors of
Albemarle County, Virginia. The Authority is empowered, among other things, to acquire, construct, own, lease
and dispose of various types of facilities, including medical facilities and facilities for the residence and care of the
aged, and to finance the same by the issuance of its revenue bonds and to refund bonds previously issued by it and
to assist 501(c)(3) organizations by refinancing existing debt for facilities for the residence and care of the aged.
The Authority has no taxing power.
3
Draft of June 27, 1995
THE SERIES 1995 BONDS
General Description. The Series 1995 Bonds, designated "Residential Care Facility Mortgage Revenue
Refunding Bonds (Our Lady of Peace), Series 1995," will be dated August 1, 1995, will bear interest from their
date, payable on January 1 and July 1, beginning January 1, 1996, at rates, and will mature in installments on July
1 in each of the years set forth on the inside cover page of this Official Statement.
The Series 1995 Bonds will be issued as registered bonds in the denomination of $5,000 or any multiple
thereof. Interest on the Series 1995 Bonds will be payable by check or draft mailed to the persons registered as
owners on the 15th day of the month preceding the interest payment date, at their addresses as they appear on the
registration books kept by the Trustee. Principal of the Series 1995 Bonds will be payable upon surrender of the
Series 1995 Bonds at the principal corporate office of the Trustee in Richmond, Virginia. No charge shall be made
to the owner of any Series 1995 Bond for the privilege of any registration, exchange or transfer thereof except for
any tax or other required governmental charge. The Series 1995 Bonds may be assigned by execution of the
assignment form on the Series 1995 Bonds or by other instruments of transfer and assignment acceptable to the
Trustee. New Series 1995 Bonds will be delivered by the Trustee to the last assignee (the new registered owner)
in exchange for such transferred and assigned Series 1995 Bonds. It is expected that upon presentation of the Series
1995 Bonds for registration of transfer or exchange, with a properly executed form of assignment, new Series 1995
Bonds will be delivered by the Trustee not more than 72 hours after receipt of the Series 1995 Bonds to be
transferred or exchanged.
Upon receipt by the Authority and the Trustee of evidence satisfactory to them that any Series 1995 Bond
has been mutilated, lost or destroyed, the Authority may execute and the Trustee may authenticate and deliver a new
Series 1995 Bond upon receipt of payment of the reasonable expenses and charges of the Authority and the Trustee
and indemnity satisfactory to them.
THE SERIES 1995 BONDS AND THE PREMIUM, IF ANY, AND INTEREST THEREON SHALL NOT
BE DEEMED TO CONSTITUTE A DEBT OR A PLEDGE OF THE FAITH AND CREDIT OF THE
COMMONWEALTH OF VIRGINIA OR ANY POLITICAL SUBDIVISION THEREOF, INCLUDING THE
AUTHORITY AND THE COUNTY OF ALBEMARLE, VIRGINIA. NEITHER THE COMMONWEALTH OF
VIRGINIA NOR ANY POLITICAL SUBDIVISION THEREOF, INCLUDING THE AUTHORITY AND THE
COUNTY OF ALBEMARLE, VIRGINIA, SHALL BE OBLIGATED TO PAY THE PRINCIPAL OF OR
PREMIUM, IF ANY, OR INTEREST ON THE SERIES 1995 BONDS OR OTHER COSTS INCIDENT
THERETO EXCEPT FROM THE REVENUES AND RECEIPTS PLEDGED THEREFOR, AND NEITHER THE
FAITH AND CREDIT NOR THE TAXING POWER OF THE COMMONWEALTH OF VIRGINIA OR ANY
POLITICAL SUBDIVISION THEREOF, INCLUDING THE AUTHORITY AND THE COUNTY OF
ALBEMARLE, VIRGINIA, IS PLEDGED TO THE PAYMENT OF PRINCIPAL OF THE SERIES 1995 BONDS
OR PREMIUM OR INTEREST THEREON OR OTHER COSTS INCIDENT THERETO. THE AUTHORITY
HAS NO TAXING POWER.
The Series 1995 Bonds are not, directly or indirectly, an obligation of the Roman Catholic Church,
the Diocese, or any division of either.
Optional Redemption. Series 1995 Bonds maturing on or after July 1, _ will be subject to redemption
by the Authority at the direction of the Corporation prior to maturity on or after July 1, _, in whole or in part
at any time upon payment of the following redemption prices (expressed as a percentage of the principal amount)
plus accrued interest to the redemption date:
4
Draft of June 27, 1995
Redemotion Period
Price
July 1, _ through June 30, _, inclusive
July 1, _ through June 30, _, inclusive
July 1, _, and thereafter
%
Mandatory Sinking Fund Redemption. Series 1995 Bonds maturing on July 1, _, are required to
be redeemed prior to maturity in part in accordance with the sinking fund requirements of the Trust Agreement on
July 1 in years and amounts, at a redemption price of 100% of the principal amount thereof plus interest accrued
to the redemption date, as follows:
Year
Amount
$
(final maturity)
Series 1995 Bonds maturing on July 1, _, are required to be redeemed prior to maturity in part in
accordance with the sinking fund requirements of the Trust Agreement on July 1 in years and amounts, at a
rt>Aiemption price of 100% of the principal amount thereof plus interest accrued to the redemption date, as follows:
Year
Amount
Year
Amount
$
$
_ (final maturity)
Extraordinary Redemption. The Series 1995 Bonds are required to be redeemed in whole at any time
at a redemption price of 100% of the principal amount thereof plus interest accrued to the redemption date in the
event the Corporation exercises its option to prepay the 1995 Note upon occurrence of any of the following:
(1) Damage to or destruction of the Facility to such extent that (a) the Facility cannot be
reasonably repaired, rebuilt or restored within a period of 12 months to its condition immediately preceding
such damage or destruction, or (b) the Corporation is prevented from carrying on its normal operations at
the Facility for a period of 12 consecutive months.
(2) Loss of title to or use of substantially all of the Facility as a result of the exercise of the
power of eminent domain or failure of title that prevents or is likely to prevent the Corporation from
carrying on its normal operations at the Facility for a period of 12 consecutive months.
(3) A change in the Constitution of Virginia or of the United States of America or a
legislative or administrative action (whether local, state or Federal) or a final decree, judgment or order
of any court or administrative body (whether local, state or Federal) contested by the Corporation in good
faith that causes the Agreement of Sale or the 1995 Note to become void or unenforceable or impossible
of performance in accordance with the intent and purpose of the parties as expressed in the Agreement of
Sale or unreasonable burdens or excessive liabilities to be imposed upon the Authority or the Corporation.
5
Draft of June 27, 1995
(4) Determination by a court or administrative body, or by the board of directors of the
Corporation in good faith, that as a result of the Agreement of Sale or any outstanding Series 1995 Bonds,
the Corporation may be required to operate the Facility in a manner contrary to the principles of the Roman
Catholic Church.
The Series 1995 Bonds are also subject to redemption in part by the Authority at the request of the
Corporation on any interest payment date at a redemption price of 100% of the principal amount thereof plus
accrued interest to the redemption date in the event of partial damage, destruction or loss of title to, or
condemnation of, the Facility. See the subsection "Damage, Destruction, Condemnation and Loss of Title" in "The
Agreement of Sale as amended" in Appendix C.
Manner of Redemption. Whenever Series 1995 Bonds are redeemed, whether by optional redemption,
mandatory sinking fund redemption, extraordinary redemption or otherwise, the Trustee shall give notice of the call
for redemption not less than 30 nor more than 60 days prior to the redemption date by registered or certified mail
to the registered owner of each Series 1995 Bond to be redeemed. If less than all the Series 1995 Bonds are called
for redemption, the Series 1995 Bonds shall be redeemed as the Corporation may direct. If less than all the Series
1995 Bonds of any maturity are called for redemption, the Series 1995 Bonds to be redeemed shall be selected by
lot in such manner as the Trustee shall determine.
If funds have been deposited with the Trustee for such purpose, each Series 1995 Bond duly called for
redemption will cease to bear interest on its redemption date.
Issuance of Additional Parity Bonds; Parity Indebtedness. The Trust Agreement provides that the
Authority may issue additional bonds thereunder equally and ratably secured with the Series 1995 Bonds
("Additional Bonds") for (1) completing the cost of a Project; (2) acquiring, constructing or equipping
improvements, extensions or additions to the Facility; (3) refunding any bonds outstanding under the Trust
Agreement or any Parity Indebtedness; (4) paying any indebtedness of the Corporation incurred for acquiring,
constructing or equipping improvements; or (5) any combination of such purposes. In addition, the Agreement of
Sale permits the Corporation to incur other indebtedness equally and ratably secured with all bonds outstanding
under the Trust Agreement (the "Bonds") for the same purposes ("Parity Indebtedness"). More detailed descriptions
of the conditions pursuant to which Additional Bonds may be issued and Parity Indebtedness incurred are set forth
in Appendix C in the subsection "Additional Bonds" in "The Trust Agreement" and the subsection "Parity
Indebtedness" in "The Agreement of Sale," The Trust Agreement and the Agreement of Sale provide that upon
the issuance of any Additional Bonds or the incurrence of any Parity Indebtedness, the amount in the Debt Service
Reserve Fund must be increased to take into account such Additional Bonds or Parity Indebtedness. See the
defmition "Required Debt Service Reserve" in "Definitions of Certain Tenns" in Appendix C.
SECURITY FOR THE SERIES 1995 BONDS
The Series 1995 Bonds will be equally and ratably secured under the Trust Agreement together with any
Additional Bonds and Parity Indebtedness. The Trust Agreement assigns and pledges to the Trustee (1) the 1995
Note, (2) certain rights of the Authority under the Agreement of Sale, and (3) all revenues and receipts receivable
by the Authority therefrom and from the security therefor. The 1995 Note will constitute an unconditional promise
by the Corporation to pay amounts sufficient to pay principal of (whether at maturity, by acceleration or call for
redemption) and interest on the Series 1995 Bonds. Upon default under the 1995 Note or the Agreement of Sale,
the Trustee may, among other things, accelerate the entire debt and seek a judgment against the Corporation for
the total balance due.
6
Draft of June 27, 1995
The Series 1995 Bonds will be secured on a parity basis with any Additional Bonds and Parity Indebtedness
by:
(a) A first lien deed of trust on the real estate portion of the Facility, a mortgagee title insurance
policy and a security interest in certain equipment, all subject to the limitations set forth below;
and
(b) A lien on and assignment of the Corporation's Pledged Assets, subject to the limitations set forth
below.
The Series 1995 Bonds will also be secured on a parity basis with any Additional Bonds and Parity
Indebtedness by the Debt Service Reserve Fund. Upon the issuance of the Series 1995 Bonds, the Debt Service
Reserve Fund will contain an amount equal to the Required Reserve. See the definition "Required Debt Service
Reserve" in "Definitions of Certain Tenns" and the subsection "Debt Service Reserve Fund" in "Establishment
of Funds" in "The Trust Agreement as amended," both in Appendix C.
The Series 1995 Bonds are not, directly or indirectly, an obligation of the Roman Catholic Church,
the Diocese, or any division of either.
Mortgaged Land and Security Interest in Equipment. The Series 1995 Bonds will be secured on a
parity basis with any Additional Bonds and Parity Indebtedness by an amended and restated deed of trust, dated as
of August 1, 1995, between the Corporation and individual trustees (the "Deed of Trust"). The Deed of Trust
mortgages the real estate portion of the Facility (the "Land"), consisting of approximately 5.99 acres and related
buildings.
Simultaneously with the issuance of the Series 1995 Bonds, the Trustee will receive an endorsement to the
existing mortgagee title insurance policy on the Facility in the aggregate amount of the Series 1995 Bonds (less
amounts in the Debt Service Reserve Fund), insuring the Trustee's lien under the Deed of Trust as a first priority
lien on the Land. The Trust Agreement requires that, before the issuance of any Additional Bonds or incurrence
of any Parity Indebtedness, the amount of the mortgagee title insurance must be increased to the full principal
amount of all bonds outstanding under the Trust Agreement and all Parity Indebtedness then outstanding, including
the proposed Additional Bonds or Parity Indebtedness, less amounts in the Debt Service Reserve Fund.
The Deed of Trust will also create a security interest in certain Equipment. Such security interest will be
a first lien security interest except to the extent (1) a purchase money security interest in such Equipment is
perfected under the Uniform Commercial Code of Virginia (the "UCC"), or (2) any such Equipment is subject to
a prior security interest at the time the security interest of the Deed of Trust attaches. Continuation statements
meeting the requirements of the UCC must be filed every five years to continue the perfection of the security
interest in Equipment.
Pledged Assets. The lien on the Pledged Assets created by the Agreement of Sale will create a security
interest in those Pledged Assets that are (1) inventory or proceeds therefrom, (2) accounts (including all rights to
payment for services rendered) arising in the ordinary course of the Corporation's business or proceeds therefrom,
or (3) general intangibles and chattel paper or proceeds therefrom, all as defined by the UCC. Continuation
statements meeting the requirements of the DCC must be filed every five years to continue the perfection of the
security interest in Pledged Assets.
Cash held by the Corporation may not be subject to any security interest. The security interest in any item
of inventory will be inferior to the interest of a buyer in the ordinary course of business and will be inferior to a
purchase money security interest, as defined in the DCC, perfected in connection with the sale to the. Corporation
7
Draft of June 27, 1995
of such item. The lien on certain other Pledged Assets may not be enforceable against third parties unless such other
Pledged Assets are transferred to the Trustee (which transfer the Corporation is not required by the Agreement of
Sale to make prior to a default thereunder and which transfer may be set aside if it occurs within 90 days of the
filing of a petition for bankruptcy by or against the Corporation) and is subject to exceptions under the Uce.
Restrictions under Federal law on the assignment of rights arising out of Medicare, Medicaid or other Federal
programs may prevent or restrict enforcement of any lien of bondholders on such rights. The bondholders' lien on
donations to the Corporation may in the future be subordinated to loans secured by a pledge of such donations, as
more fully described in the subsection "Restrictions on Indebtedness" in "The Agreement of Sale as amended"
in Appendix C.
Subject to certain conditions, in case of the failure of the Corporation to make any payment on the 1995
Note when due or to observe, after 30 days' notice, any of its covenants concerning the operation of the Facility
or in case of any other Event of Default under the Agreement of Sale, the Trustee as assignee of the Authority may,
subject to the limitations set forth above, take possession of the Pledged Assets and apply them first on a parity basis
to payment of principal of and interest on the Series 1995 Bonds and any Additional Bonds and Parity Indebtedness,
and then to the operation of the Facility.
Rate Covenant. The Corporation covenants that it will charge and collect rents and fees for services at
and occupancy of the Facility so that in each fiscal year its Debt Service Income will be not less than 110% of the
Required Debt Service Reserve in such fiscal year. See "Rental Rates, Fees and Charges" in "The Agreement of
Sale as amended" in Appendix C.
Covenants of the Corporation. In the Agreement of Sale, the Corporation will make certain covenants
with respect to its maintenance of the Facility, use of Series 1995 Bond proceeds and maintenance of the
Corporation's existence as a tax -exempt, nonprofit corporation as described more fully in "The Agreement of Sale
as amended" in Appendix C. It will also covenant to pay over to the Trustee, upon an Event of Default under the
Agreement of Sale, all revenues and receipts derived from the operations of the Facility. Other covenants of the
Corporation include covenants restricting indebtedness the Corporation may incur or assume and liens the
Corporation may create or permit to exist.
Debt Service Payments. The 1995 Note will require the Corporation to make monthly payments to the
Trustee sufficient to enable the Trustee to make the semiannual payments of interest and annual payments -of
principal on the Series 1995 Bonds.
Reserve Fund. Upon issuance of the Series 1995 Bonds, there will be maintained in the Debt Service
Reserve Fund an amount equal to the Required Debt Service Reserve. The Corporation will be required to maintain
the Required Debt Service Reserve in the Debt Service Reserve Fund (with deficits to be reduced in six monthly
installments), and the Required Debt Service Reserve is required to be increased to reflect any issuance of
Additional Bonds or Parity Indebtedness that results in an increase in the maximum annual debt service on the Series
1995 Bonds and Parity Indebtedness. The Debt Service Reserve Fund will be used to make transfers to the Bond
Fund to the extent amounts in the Revenue Fund are insufficient to make required payments on account of principal
of and interest on Bonds. See the subsections "Revenue Fund" and "Debt Service Reserve Fund" in "The Trust
Agreement as amended" in Appendix B. Since amounts in the Debt Service Reserve Fund, however, will be
invested and the Corporation may not be required to make up losses therein reflecting loss of market value for a
six-month period, any liquidation of such investments upon a draw from the Debt Service Reserve Fund could
produce an amount less than the Required Debt Service Reserve. See the subsection "Debt Service Reserve Fund"
in "The Trust Agreement as amended" in Appendix C.
8
Draft of June 27, 1995
Limited Obligations. The Series 1995 Bonds will be limited obligations of the Authority payable only from
the sources described in this Official Statement, as set forth more fully in "The Series 1995 Bonds" and "Security
for the Series 1995 Bonds." The Authority has no taxing power.
Bankruptcy. Although the Deed of Trust and the lien on the Pledged Assets given for the benefit of
bondholders are superior to the claims of other creditors (subject to the limitations set forth in the subsections above
"Mortgaged Land and Security Interest in Equipment" and "Pledged Assets"), bankruptcy and similar proceedings
against the Corporation and usual equity principles may affect the enforcement of rights to such security. A court
may invoke other equity principles to refuse to enforce specifically rights to such security. If such security is
inadequate for payment in full of the Series 1995 Bonds, bankruptcy proceedings and usual equity principles may
also limit any attempt by the Trustee to seek payment from other property, if any, of the Corporation.
Current provisions of the Federal bankruptcy laws may impede enforcement by the Trustee and the
bondholders of their claims to the collateral assigned and pledged to secure the Series 1995 Bonds. Federal
bankruptcy law now permits adoption of a reorganization plan even though it may not be accepted by the holders
of a majority in aggregate principal amount of the Series 1995 Bonds if the bondholders are provided with the
benefit of their original lien or the "indubitable equivalent." In addition, if the bankruptcy court concludes that the
bondholders have "adequate protection," it may (1) substitute other security for the security subject to the lien of
the bondholders, and (2) subordinate the lien of bondholders to (a) claims by persons supplying goods and services
to the Corporation after bankruptcy and, (b) the administrative expenses of the bankruptcy proceeding. In the event
of the bankruptcy of the Corporation, the amount realized by the bondholders might depend on the bankruptcy
court's interpretation of "indubitable equivalent" and "adequate protection" under the then existing circumstances.
Defeasance. If the Corporation provides Defeasance Obligations to the Trustee in an amount sufficient
to provide for payment of the Series 1995 Bonds, in whole or in part, and meets certain other requirements, the
Series 1995 Bonds will no longer be secured by the Deed of Trust, the lien on Pledged Assets or any of the other
security described above and will instead be secured solely by such cash and Defeasance Obligations. See the
defmition of "Defeasance Obligations" in "Definitions of Certain Tenus" and the subsections "Establishment of
Funds" and "Discharge of Trust Agreement" in "The Trust Agreement as amended" and "Option To Prepay Note"
in "The Agreement of Sale as amended," all in Appendix C.
ANNUAL DEBT SERVICE REQUIREMENTS
Annual Debt Service. The following table sets forth for each 12-month period ending on June 30, the
amounts payable by the Corporation for the payment of principal of and interest on the Series 1995 Bonds. Such
payments will be made monthly to the Trustee, which will make payments of principal for such 12 month period
annually on July 1 and payments of interest semiannually on July 1 and January 1.
Year Ending
June 30
Principal
Interest
Total
1996
1997
1998
1999
2000
2001
2002
2003
$
$
$
9
June 30
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
2019
2020
2021
Draft of June 27, 1995
Principal
Interest
Total
$
$
$
INVESTMENT CONSIDERATIONS
Payment of the Series 1995 Bonds will depend on the Corporation's ability to generate revenues sufficient
to pay debt service on the Series 1995 Bonds and any other indebtedness of the Corporation, while paying operating
expenses of the Facility. The Series 1995 Bonds are not, directly or indirectly, an obligation of the Roman
Catholic Church, the Diocese, or any division of either. The Facility is the Corporation's sole revenue-producing
asset. The Corporation's ability to generate revenues at the Facility and its overall financial condition may be
adversely affected by a wide variety of unforeseen events and conditions, including, but not limited to, changes in
demand for facilities similar to those provided by the Corporation, fluctuations in public confidence both in the
Facility and the services it provides, changes in government licensing procedures, regulation and competition, and
changes in the rules and guidelines governing reimbursement for health care by third party payors. As discussed
below, the powers of the Federal and state governments to regulate the operations of the Facility, control the flow
of revenues thereto and regulate the services provided at the Facility may be expanded in the future. The following
are some of the factors that may affect the operations and economic health of the Corporation.
Occupancy of the Facility; Rent Increases. Payment of the Series 1995 Bonds is dependent in substantial
part on the ability of the Corporation to keep the Facility substantially occupied by residents who can pay the
monthly fees (see the subsection "Sources of Revenues," in Appendix A). The actuarial studies utilized by the
Corporation in its pricing assumptions have been based on the elderly population of the United States generally and
the population of the market area in which the Facility is located.
Although management anticipates regular increases in monthly fees necessary to offset increasing costs due
primarily to inflation and increases in health care costs, the Corporation anticipates setting rents for the Facility at
the lowest rates consistent with financial soundness and compliance with its covenants under the Agreement of Sale.
See "Covenants of the Corporation" and "Rate Covenant" in the section "Security for the Series 1995 Bonds".
The Corporation will be free to raise rents in the future to cover increased operating costs of the Facility. It is
reasonable to expect, however, that many of the residents of the Facilities will be living on fixed incomes, and there
can be no assurance that inflation or other factors will not cause rents to increase to an extent that will adversely
10
Draft of June 27, 1995
affect utilization of the Facility. As a charitable tax-exempt organization, the Corporation may be unable or
unwilling to replace residents unable to pay rent increases with more affluent residents or such actions may subject
the Corporation to the reduction or termination of benefits under Federal, State or private reimbursement programs.
Legislative Initiatives. In recent years, Congress has enacted several laws which affect the Medicaid
program and reimbursement for nursing home care. Likewise, the Commonwealth of Virginia, through the General
Assembly, the Department of Medical Assistance Services, the Department of Social Services and the Department
of Health, has implemented various policies and regulatory programs, all of which affect the Facility. In addition,
new regulations have been proposed, that may affect the Facility. Such legislative and regulatory enactments affect
the Facility's operations, and, to the extent that they either reduce reimbursement or reduce net revenues, the
Facility will be adversely affected.
Public concern over health care costs has led the Federal and state governments to consider a variety of
proposals to control such costs, including reducing Federal reimbursement and increasing competition among health
care providers. Future legislative initiatives are likely to shift more of the responsibility for decreasing health care
costs to health care providers in ways that could decrease revenues of health care providers. Proposals on the
Federal level have included reducing Federal reimbursement and increasing competition among health care providers
and implementing a program of universal health care coverage for all United States citizens, in which a Federal
agency would be responsible for regulating the supply of and compensation for health care services. Recent
proposals on the state level have included granting to the Virginia Health Services Cost Review Council the authority
to set rates charged by health care providers; revising insurance statutes to enable health care insurers to avoid
inefficient health care providers; studying whether Virginia's existing state income tax exemption should continue
for not-for-profit health care facilities; and creating a new tax that could take a percentage of the revenues of health
care providers to fund Virginia's annual Medicaid shortfall. Any legislative initiatives designed to decrease
reimbursement could adversely affect the revenues of the Corporation.
Transfer of Corporation Funds for Diocesan Housing Program. The Corporation regularly transfers
certain excess funds not necessary to pay operating expenses of the Facility or debt service on Bonds to affiliated
corporations of the Catholic Diocese of Richmond, for use in Diocesan housing programs for the elderly. See
"Development of the Facility and Related Diocesan Housing Programs" in Appendix A. While a portion of such
funds is held in an endowment fund for the benefit of the Corporation, neither the Diocese nor its affiliated
corporations are legally required to remit to the Corporation any of their funds or to pay debt service on the Series
1995 Bonds.
Lack of Independent Feasibility Study. No independent feasibility consultant has been engaged to
produce or review forecasts as to the operation of the Facility or the issuance of the Series 1995 Bonds.
State Regulation; Rights of Residents. Under Virginia laws, the Corporation's assisted living units are
regulated by the Virginia Department of Social Services as "adult care residences" and the nursing care beds are
subject to extensive legislative, regulatory, and inspection requirements of various Federal and state agencies.
The enactment of further legislation restricting operation of care facilities, creating additional residents'
rights or requiring certain financial reserves could adversely affect the financial condition of the Corporation. In
addition, the ability of the Trustee to foreclose on the Facility or enforce other rights under the financing documents
may be adversely affected by litigation on behalf of residents.
Additional Debt. The Agreement of Sale permits the Corporation to incur additional indebtedness which
may be equally and ratably secured with the Series 1995 Bonds, subject to the conditions described in the section
"Additional Bonds" in the section "The Trust Agreement as amended" and the section "Parity Indebtedness" in
the section. "The Agreement of Sale as amended" in Appendix C. See the subsection "Restrictions on
11
Draft of June 27, 1995
Indebtedness" in "The Agreement of Sale as amended" in Appendix C. Any additional indebtedness would be
entitled to share ratably with the holders of the Series 1995 Bonds in any moneys realized from the exercise of
remedies in the event of a default by the Corporation and in the proceeds of certain insurance and condemnation
awards.
Limited Assets of Corporation. The sole business of the Corporation is the ownership and operation of
the Facility. Although it may seek donations from groups and individuals, the Corporation has no guaranteed
sources of funds if revenues from operation of the Facility are not sufficient to cover expenses.
Limited Value at Foreclosure, The Facility is specifically constructed for health care arid residential
purposes for the elderly, and therefore the facility's value at any foreclosure sale could be limited by the number
of alternative uses for it. The number of entities that could be expected to purchase or lease the Facility is limited,
and thus the ability of the trustee upon an event of default to realize funds from the sale or rental of the Facility
may be limited. Marketability of the Facility may also be limited by actual or alleged rights of residents. Any
foreclosure proceeding may be subject to substantial delays. The proceeds of any such foreclosure are unlikely to
reflect all costs of the Facility such as issuance expenses and underwriters' discount.
Market for Bonds; Lack of Rating. The Series 1995 Bonds have not received any credit rating. Although
the underwriters for the Series 1995 Bonds intend to maintain a secondary market for the Series 1995 Bonds, they
are under no obligation to do so, and the absence of any rating could adversely affect the ability of holders to sell
the Series 1995 Bonds and the price at which the Series 1995 Bonds can be sold. "The financial condition of other
retirement facilities may affect any secondary market that may exist for the Series 1995 Bonds.
Competition. The Corporation faces competition from the construction of new facilities and the renovation
and expansion of existing facilities for the elderly, including nursing homes, life care facilities, continuing care
facilities, independent living facilities, other assisted living facilities, retirement centers and apartment buildings that
offer similar services. Furthermore, the Federal and state governments have indicated an intention to encourage new
types of facilities and programs in order to reduce the need for institutionalized care for the elderly. The increased
competition may affect the ability of the Corporation to attract new residents. See the subsection "Competitive
Facilities in the Primary Service Area" in Appendix A.
Labor Union Activity. Although the Corporation's employees are not represented by a union and the
management is not aware of any labor organizational efforts, health care facilities in Virginia are being subjected
to increasing union organizational efforts. The unionization of the Corporation's employees could have an adverse
effect on the Corporation's financial condition.
Third Party Payor Reimbursement. The Corporation's participation in third party payor reimbursement
plans subjects it to control by third party payors. Such payors are increasing their efforts to restrict and control
payments, and such actions may adversely affect the ability of the Corporation to generate revenues sufficient to
pay the Series 1995 Bonds. Particular risks are described below.
The Corporation receives reimbursement from Medicaid and other governmental programs for a significant
number of persons treated at the nursing home portion of the Facility. Participation in such programs subjects the
Corporation to control and regulation by government agencies. Under existing Federal statutes and regulations, the
United States Department of Health and Human Services ("HHS") may determine cost limitations under certain
Federal health care programs. HHS can therefore limit the amount of reimbursement that the Corporation can collect
for patients covered by these programs.
The Corporation receives reimbursement from the Virginia Department of Medical Assistance Services
("DMAS"), which administers the Medicaid program in Virginia. Currently, approximately 48% of the residents
12
Draft of June 27, 1995
of the nursing home portion of the Facility are beneficiaries of Medicaid, and Management estimates that Medicaid
covers approximately 82 % of the cost of providing services to these residents. DMAS therefore is the principal
source of third party payments received by the Facility. Currently, DMAS payments are based upon a prospectively
determined per diem rate. Capital-related costs, including interest payments, are also reimbursed on a reasonable
cost basis.
DMAS administers the Medicaid program in Virginia with Federal and State funds. In recent years, the
Federal share of DMAS' program expenditures has declined substantially. Whether the Commonwealth will
continue to increase the amount of funds it allocates to DMAS to maintain or expand DMAS' current budget is
uncertain. Other changes in Federal or State laws or regulations concerning the MediCaid program also may affect
adversely the ability of the Corporation to generate sufficient revenues.
Reimbursement to the Corporation for costs to residents under the Medicaid program is subject to
limitations based on a variety of factors. The Corporation's receipt of Medicaid payments is dependent upon the
Facility retaining its existing license to operate a nursing home and its existing certification to receive Medicaid
payments from the Virginia State Health Commissioner. Loss of either the license or the certification would
preclude receipt of Medicaid reimbursement and would thus adversely affect the Corporation's revenues.
Certificate of Public Need. Under the Virginia Medical Care Facilities Certificate of Public Need Law,
the Corporation must obtain a Certificate of Public Need ("CON") for any significant changes in its capacity to
provide nursing care services, for the addition of certain health care services (including the addition of any
additional nursing home beds), or for certain capital expenditures. CON applications are subject to a lengthy and
complicated review process, including public hearings. The Virginia General Assembly has enacted a moratorium
on the issuance of CONs for new nursing home beds within the state. The moratorium restricts the issuance of
CONs for new nursing home beds with certain exceptions. Although the Facility does not require a CON and the
Corporation does not foresee undertaking any project requiring a CON in the near future, the moratorium or the
CON law generally may affect the Corporation's ability to undertake other improvements to the Facility necessary
to attract new residents. It is impossible to predict the future of the CON program, and changes to the program may
significantly affect the Corporation's future financial condition. For example, deregulation could result in the
entrance of new competitors, or the enhancement of services and facilities by existing competitors, in the market
in which the Corporation competes.
Staffing, In recent years, the health care industry has suffered from an increasing shortage of skilled
nursing personnel. Although the Corporation has not experienced any significant shortages in nurses, the
industry-wide shortage has created increased costs by forcing up nursing wage rates.
Insurance. The Corporation believes that its current professional liability insurance providing coverage
in the amounts required by the Agreement of Sale is sufficient. Liability claims, however, could adversely affect
the Corporation's finances.
Tax-Exempt Status. The Catholic Diocese of Richmond has received letters from the Internal Revenue
Service ("IRS") recognizing it and its subsidiary organizations, including the Corporation, as tax-exempt
organizations described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the "Code"), based
on representations made to the IRS. In order to maintain such status, the Corporation is required to conduct its
operations in a manner consistent with representations it has previously made to the IRS and with CUrrent and future
IRS regulations and rulings governing tax-exempt facilities for the residence and care of the elderly. Loss of
tax-exempt status would likely have a significant adverse effect on the Corporation and its operations and could
result in the includability of interest on the Series 1995 Bonds in gross income for Federal income tax purposes for
holders of the Series 1995 Bonds retroactively to their date of issue. In the Agreement of Sale, the Corporation
covenants to maintain its status as a tax-exempt organization.
13
Draft of June 27. 1995
Legislation Affecting Tax-Exempt Bonds. In recent years the IRS and members of Congress have
expressed concern about the need for more restrictive rules governing the tax-exempt status of 501(c)(3)
organizations generally and of retirement communities in particular. Legislation has been previously introduced
restricting the ability of such organizations to utilize tax-exempt bonds unless they maintain a required percentage
of low to moderate income residents. Although the Corporation has covenanted in the Agreement of Sale to take
all appropriate measures to maintain its tax-exempt status, compliance with current and future regulations and rulings
of the IRS could aciversely affect the ability of the Corporation to charge and collect revenues at the level required
by the Agreement of Sale, finance or refinance indebtedness on a tax-exempt basis or otherwise generate revenues
necessary to provide for payment of the Series 1995 Bonds.
Enviromnental Risks. The Corporation has not obtained an environmental assessment of the Facility site
and has no reason to believe that the site has any environmental problems. However, if the site were found to be
environmentally contaminated, a clean-up of the site could be required, and the Corporation might be required to
pay all or a part of such clean-up costs. If the Corporation were unable to continue operations because of
environmental liabilities, the value of the Facility at foreclosure would likely be substantially reduced due to such
environmental contamination.
Failure of Corporation to comply with continuing Disclosure Requirement. The offering of the Series
1995 Bonds is subject to the continuing disclosure requirements of Rule 15c2-12 under the Securities Exchange Act
of 1934 (the "Rule"). Pursuant to an undertaking in the First Amendment to Agreement of Sale (the "Undertaking")
and in compliance with the Rule, for as long as Series 1995 Bonds are outstanding, the Corporation has agreed to
make public or cause to be made public "Annual Financial Information" (as defined below) and notice of certain
material events. The only remedy for the Corporation's failure to comply with the Undertaking is an action to
compel specific performance of the Corporation's obligations. Should the Corporation fail to comply with the
provisions of the undertaking, the provisions of Rule 15c2-12 will prohibit a broker/dealer from recommending the
purchase of the Series 1995 Bonds in the secondary market, with the likely result that the ability of holders of Series
1995 Bonds to sell such bonds and the sale price thereof will be adversely affected.
BONDS ELIGIBLE FOR INVESTMENT AND
SECURITY FOR PUBLIC DEPOSITS
The Act provides that bonds issued pursuant thereto shall be securities in which all public officers and
public bodies of the Commonwealth of Virginia and all its political subdivisions, all insurance companies, trust
companies, banking associations. investment companies, executors, trustees and other fiduciaries may properly and
legally invest funds. No representation is made as to the eligibility of the Series 1995 Bonds for investment or any
other purpose under any law of any other state. The Act also provides that bonds issued pursuant thereto may
properly and legally be deposited with and received by any state or municipal officer or any agency or political
subdivision of the Commonwealth of Virginia for any purpose for which the deposit of bonds or obligations of the
Commonwealth of Virginia is now or may hereafter be authorized by law.
EXEMPTION FROM TAXATION
Opinion of Bond Counsel. In the opinion of Hunton & Williams, Richmond, Virginia, Bond Counsel,
under existing law, interest, including accrued original issue discount ("DID"), on the Series 1995 Bonds (1) will
not be included in gross income for Federal income tax purposes, (2) will not be an item of tax preference for
purposes of the Federal alternative minimum tax imposed on individuals and corporations; however, with respect
to corporations (as defined for Federal income tax purposes) such interest is taken into account in determining
adjusted current earnings for purposes of computing such tax, and (3) will be exempt from income taxation by the
14
Draft of June 27, 1995
Commonwealth of Virginia and any political subdivision thereof. Except as described below with respect to OlD,
no other opinion is expressed by Bond Counsel regarding the tax consequences of the receipt or accrual of interest
on the Series 1995 Bonds.
Bond Counsel's opinion is given in reliance on certifications of representatives of the County of Albemarle,
the Authority and the Corporation as to certain facts material to both the opinion and requirements of the Code.
The Authority and the Corporation have covenanted to comply with provisions of the Code regarding, among other
matters, the use, expenditure and investment of bond proceeds, the use of the Facility and the timely payment to
the United States of any arbitrage rebate amounts with respect to the Series 1995 Bonds. Failure by the Authority
and the Corporation to comply with such covenants could cause interest on the Series 1995 Bonds to be included
in gross income for Federal income tax purposes retroactively to their date of issue.
Original Issue Discount. The initial public offering prices of the Series 1995 Bonds maturing on and after
July 1, _ (the "OlD Bonds") will be less than their stated principal amount. In the opinion of Bond Counsel,
under existing law, the difference between the stated principal amount and the initial offering price of OlD Bonds
to the public (excluding bond houses and brokers) at which a substantial amount of such Series 1995 Bonds is sold
will constitute OlD. The offering prices set forth on the cover of this Official Statement for OlD Bonds are
expected to be the initial offering prices to the public at which a substantial amount of such Series 1995 Bonds are
sold.
Under the Code, for purposes of determining a holder's adjusted basis in an OlD Bond, OlD treated as
having accrued while the holder holds the Bond will be added to the holder's basis. OlD will accrue on a constant-
yield-to-maturity method based on semiannual compounding. The adjusted basis will be used to determine taxable
gain or loss upon the sale or other disposition (including redemption or payment at maturity) of an OlD Bond.
Prospective purchasers of OlD Bonds should consult their own tax advisors with respect to the calculation
of accrued OlD and the state and local tax consequences of owning or disposing of such OlD Bonds.
Other Tax Matters. The Series 1995 Bonds have not been designated as bank qualified tax-exempt
obligations within the meaning of Section 265(b)(3) of the Code.
In addition to the matters addressed above, prospective purchasers of the Series 1995 Bonds should be
aware that the ownership of tax-exempt obligations may result in collateral Federal income tax consequences to
certain taxpayers, including without limitation, financial institutions, property and casualty insurance companies,
S corporations, corporations subject to the environmental tax, foreign corporations subject to the branch profits tax,
recipients of Social Security or Railroad Retirement benefits and taxpayers who may be deemed to have incurred
or continued indebtedness to purchase or carry tax-exempt obligations. Prospective purchasers of the Series 1995
Bonds should consult their tax advisors as to the applicability and impact of these consequences.
Prospective purchasers of the Series 1995 Bonds should consult their own tax advisers as to the status of
interest on the Series 1995 Bonds under the tax laws of any state other than Virginia.
LEGAL MATTERS
Certain legal matters relating to the authorization and validity of the Series 1995 Bonds will be subject to
the approving opinion of Hunton & Williams, Richmond, Virginia, Bond Counsel, which will be furnished at the
expense of the Corporation upon delivery of the Series 1995 Bonds and will be printed on the back of the Series
1995 Bonds (the "Bond Opinion "). The Bond Opinion will be limited to matters relating to authorization and validity
of the Series 1995 Bonds and to the tax-exempt status of interest thereon as described in the section "Exemption
15
Draft of June 27. 1995
from Taxation. " The Bond Opinion will make no statement as to the financial resources of the Corporation or its
ability to provide payment of the Series 1995 Bonds or as to the accuracy or completeness of this Official Statement
or any other information that may have been relied on by anyone in making the decision to purchase Series 1995
Bonds.
Certain legal matters will be passed upon for the Authority by its counsel, St. John, Bowling & Lawrence,
Charlottesville, Virginia, for the Corporation by its counsel, Slaughter & Redinger, P.C., Charlottesville. Virginia,
and for the Underwriters by their counsel, Christian, Barton, Epps, Brent & Chappell, Richmond, Virginia.
LITIGATION
There is now no litigation of any nature to which the Authority is a party pending or, to the knowledge
of the Authority, threatened against it to restrain or enjoin the issuance, sale, execution or delivery of the Series
1995 Bonds or in any way contesting or affecting the validity of the Series 1995 Bonds, of any proceedings taken
with respect to the issuance or sale thereof, or in any way contesting or affecting the validity of or application of
any moneys or the security provided for the Series 1995 Bonds. According to the Corporation there is now no
litigation of any nature to which the Corporation is a party pending or, to the knowledge of the Corporation,
threatened against it, other than ordinary and routine litigation incident to the kind of business conducted by the
Corporation for which there is adequate insurance.
UNDERWRITING
Davenport & Co. of Virginia, Inc., and Scott & Stringfellow, Inc. (collectively, the "Underwriters ") have
entered into a Bond Purchase Agreement to purchase the Series 1995 Bonds at the principal amount thereof plus
accrued interest less OlD and an underwriting discount of $ <- % of the par amount of the Series
1995 Bonds). The obligation of the Underwriters to pay for the Series 1995 Bonds is subject to certain terms and
conditions set forth in the Bond Purchase Agreement, including the delivery of specified opinions of counsel and
of a certificate of the Corporation that there has been no material adverse change in its condition (financial or
otherwise) from that set forth in this Official Statement. The Corporation has agreed in the Bond Purchase
Agreement to indemnify the Underwriters against certain liabilities relating to this Official Statement.
The Underwriters may offer and sell the Series 1995 Bonds to certain dealers (including dealer banks and
dealers depositing the Series 1995 Bonds into investment trusts) and others at prices lower than the public offering
prices stated on the cover of this Official Statement. Such initial public offering prices may be changed from time
to time by the Underwriters.
VERIFICATION OF MATHEMATICAL COMPUTATIONS
McGladrey & Pullen, Harrisonburg, Virginia, independent certified public accountants, will verify the
mathematical accuracy of certain computations contained in schedules provided to them by the Underwriters as to
(a) the sufficiency of the moneys and investments deposited in the escrow account established under the Escrow
Agreement to pay (i) when due, the interest on the Series 1991 Bonds from their last payment date to the respective
dates on which the Series 1991 Bonds will be called for redemption or paid at maturity, pursuant to the terms of
the Supplemental Trust Agreement, and (ii) the principal of and redemption premium, if any, of the Series 1991
Bonds on their respective dates of redemption or payment at maturity, and (b) the yield on the Series 1995 Bonds,
the Series 1991 Bonds and the government securities to be purchased with amounts deposited in the Escrow Fund,
which verification of mathematical accuracy will be relied upon by Bond Counsel to support its opinion that interest
16
Draft of June 27, 1995
on the Series 1995 Bonds will not be included in gross income for Federal income tax purposes. McGladrey &
Pullen will have limited its procedures to verifying the mathematical accuracy of such computations and will not
have made any study or evaluation of the assumptions and infonnation on which the computations were based and,
accordingly, will not express an opinion on such assumptions and infonnation or on the reasonableness of such
assumptions.
RELATIONSHIPS OF PARTIES
Thomas K. Barrett, a member of the board of directors of the Diocesan Housing Corporation, an affiliate
of the Corporation, is employed by Davenport & Co. of Virginia, Inc. John J. Muldowney, a member of the board
of directors of St. Mary's Woods, Inc., a corporation affiliated with the Diocese, is employed by Scott &
Stringfellow, Inc.
CONTINUING DISCLOSURE
The offering of the Series 1995 Bonds is subject to the continuing disclosure requirements of Rule 15c2-12
under the Securities Exchange Act of 1934 (the "Rule"). Under the Rule, the Corporation is an obligated person.
Pursuant to an undertaking in the First Amendment to Agreement of Sale (the "Undertaking") and in compliance
with the Rule, for as long as Series 1995 Bonds are outstanding, the Corporation will make public or cause to be
made public "Annual Financial Infonnation" (as defmed below) and notice of certain material events. The only
remedy for the Corporation's failure to comply with the Undertaking shall be an action to compel specific
performance of the Corporation's obligations.
Pursuant to the Undertaking and in compliance with the Rule, the Corporation will make public or cause
to be made public Annual Financial Infonnation on or before of each year for the fiscal year
ended the previous June 30. Annual Financial Infonnation will consist of (1) the audited annual fmancial statements
of the Corporation, and (2) the infonnation contained under the headings
and (all of which are in Appendix A) substantially as it appears
in this Official Statement. Annual Financial Infonnation will also include any additional information contained in
this Official Statement as the Securities and Exchange Commission ("SEC") or any court of applicable jurisdiction
may, by interpretative release, no-action letter or similar opinion made available to the public, deem to be a part
of Annual Financial Infonnation as that term is used in the Rule.
Pursuant to the Undertaking and in compliance with the Rule, the Corporation will also make public or
cause to be made public, in a timely manner, notice of certain events, if material, as follows:
(a) principal, premium and interest payment delinquencies;
(b) non-payment related events of default;
(c) unscheduled draws on any debt service reserves maintained with respect to the Series
1995 Bonds to the extent they reflect fmancial difficulties of the Corporation;
(d) unscheduled draws on any credit enhancements maintained with respect to the Series 1995
Bonds to the extent they reflect financial difficulties of the Corporation;
(e) the addition or substitution of any credit or liquidity provider that may exist from time
to time with respect to the Series 1995 Bonds, or their failure to perform;
17
(f)
(g)
(h)
(i)
(j)
and
(k)
Draft of June 27, 1995
adverse tax opinions or events affecting the tax-exempt status of the Series 1995 Bonds;
modifications to rights of holders of the Series 1995 Bonds;
a fmal decision of the Corporation to redeem any Series 1995 Bonds;
a final decision of the Corporation to defease any Series 1995 Bonds;
release, substitution, or sale of property securing repayment of the Series 1995 Bonds;
changes in any rating maintained with respect to the Series 1995 Bonds.
Pursuant to the Undertaking and in compliance with the Rule, the Corporation will make public
or cause to be made public, in a timely manner, notice of any failure by the Corporation to make public the Annual
Financial Information.
For purposes of the Undertaking and in accordance with the Rule, Annual Financial Information,
notices of material events and notices of any failure by the Corporation to provide Annual Financial Information
are made public if transmitted to each of the following:
(a) each nationally recognized municipal securities information repository ("NRMSIR ")
approved as such by the SEC from time to time, at its then current address, including the following NRMSIRs
existing as of the date of this Official Statement:
J. J. Kenney
65 Broadway, 16th Floor
New York, New York 10006
(212) 770-4595
Bond Buyer
395 Hudson Street, 3rd Floor
New York, New York 10014
(212) 870-3868
Bloomberg Financial Marlœts
c/o Municipal Repository
Post Office Box 888
Princeton, NJ 08452...Q888
(b) at its then current address, any state-based information depository existing from time to
time for the purpose of receiving information concerning municipal securities and generally recognized as the
information depository for the Commonwealth of Virginia.
(c) except in the case of Annual Financial Information:
Municipal Securities Rulemaking Board
1640 King Street, Suite 300
Alexandria, Virginia 22314
(202) 223-9503
or other current address, provided that if and when the Municipal Securities Rulemaking Board develops the capacity
to receive Annual Financial Information, then any and all information required to be made public pursuant to the
Undertaking will be transmitted to the Municipal Securities Rulemaking Board at its then current address in addition
to the required transmissions.
Pursuant to the First Amendment to Agreement of Sale, the right of the Trustee and/or the holders
of the Series 1995 Bonds to enforce the Undertaking is limited to the right to obtain specific performance of the
Corporation's obligations under the Undertaking. Any failure of the Corporation to comply with its obligations will
not give rise to an Event of Default under the Agreement of Sale.
18
Draft of June 27, 1995
The Corporation has reserved the right to modify the Undertaking from time to time, including
the specific types of information provided or the format for presentation of such information; provided that the
Corporation has agreed that the Undertaking after any and all modifications will comply with the Rule.
MISCELLANEOUS
The Corporation has furnished all information in tbis Official Statement in the sections "The Corporation,"
"Plan of Financing," "Annual Debt Service Requirements," "Investment Considerations" and "Litigation"
(insofar as it relates to the Corporation) and in Appendices A and B. The Authority"assumes no responsibility for
the accuracy or completeness of such information.
The execution and delivery of tbis Official Statement have been duly authorized by the Authority and
approved by the Corporation.
INDUSTRIAL DEVELOPMENT AUTHORITY
OF THE COUNTY OF ALBEMARLE, VIRGINIA
By:
Chairman
Approved:
OUR LADY OF PEACE, INC.
By:
President
19
Draft of June 27. 1995
APPENDIX A
OUR LADY OF PEACE, INC.
Draft of June 27. 1995
OUR LADY OF PEACE, INC.
Our Lady of Peace, Inc. (the "Corporation") is a not-for-profit Virginia nonstock
corporation created by the Catholic Diocese of Richmond (the "Diocese") for the purpose of helping meet
the physical, social and emotional needs of the elderly. As a charitable institution controlled under the
auspices of the Roman Catholic Church, it is exempt from Federal income taxation under Section
501(c)(3) of the Code. The Corporation is governed by an II-person Board of Directors, appointed by
its sole corporate member, the Most Reverend Walter F. Sullivan, Bishop of the Diocese, or his successor
as Bishop. The articles of incorporation of the Corporation give the sole corporate member substantial
powers, including the power to amend articles or by-laws of the Corporation, elect and remove directors,
approve the election of officers, remove officers and approve the incurrence of debt. The current
Directors of the Corporation are:
Name Title
Ruth DePiro President
Gene Albro Vice President
Occupation
Retired Office Manager/Accountant
Charlottesville/Albemarle County Senior Center
Retired Senior Planning Manager
IBM Corp.
Richard Funk Treasurer
Professional Engineer/Principal in General
Contracting Firm
Pastor, Church of the Holy Comforter
Retired Professor of Nursing,
University of Virginia
Former Dean, University of Virginia School of
Nursing
Retired Manager
Acme Visible Records, Inc.
Retired Manager of Elderly Home Delivery
Services Agency
Pastor, Church of the Incarnation
General Electric Environmental Engineer
Professor Emeritus/University of Virginia
School of Medicine
Homemaker and Community Volunteer
Reverend Raymond Barton Member
Rose Chioni, R.N. Member
Peter Colo Member
Helen Doming, M.S.W. Secretary
Reverend William Lafratta Member
James Morrisard Member
Catherine Russell, Ph. D. Member
Frances Uhl Member
The Corporation was established in 1985. All of its assets relate to the Facility, and liabilities
primarily consist of the obligations under (a) the 1995 Note, (b) the Management Contract with
A-I
Draft of June 27, 1995
Coordinated Services Management, Inc., the management company for the Facility, and (c) its contracts
with residents and vendors.
DEVELOPMENT OF THE FACILITY AND RELATED DIOCESAN HOUSING PROGRAMS
The Facility was financed and constructed as part of the program of the Diocese to
promote the development of facilities serving the special needs of the elderly. The program involves
utilizing "seed money" provided by the Diocese and related entities and a limited guarantee of bonds by
the Diocese that terminates when certain operating results are achieved.
The first facility constructed under this program was St. Mary's Woods, a facility in
Henrico County (Richmond), Virginia, owned by St. Mary's Woods, Inc. Bonds were issued for St.
Mary's Woods in 1987, and the Diocese's guarantee terminated August 26, 1991, as the income of St.
Mary's Woods reached the required level under the bond documents. Bonds for Our Lady of the Valley,
a similar facility in the City of Roanoke, Virginia, owned by Our Lady of the Valley, Inc., and for
Marian Manor, a similar facility in Virginia Beach, Virginia, owned by Marian Manor, Inc., were issued
in 1988 with similar guarantees. The guarantee for Our Lady of the Valley's bonds terminated
November 9, 1992, and the guarantee for Marian Manor's bonds terminated August 26, 1991. A
majority of the bonds outstanding for each of the foregoing facilities were advance refunded in March,
1994.
Bonds for Our Lady of Hope Health Center, a facility located in Henrico County
(Richmond), Virginia, with units for residential care and assisted living, as well as for nursing and
Alzheimer and dementia residents, operated by Our Lady of Hope Health Center, Inc., were issued in
October, 1994, in the amount of $17,275,000, and the Diocese's guarantee on such bonds remains in
place.
Although the guaranty by the Diocese of the Series 1991 Bonds remains in place, for the
fiscal year ended June 30, 1995, the income of the Facility attained the level at which the Trustee is
instructed by the Trust Agreement to release the guarantee for the Series 1991 Bonds. Neither St. Mary's
Woods, Inc., Our Lady of the Valley, Inc., Marian Manor, Inc., nor Our Lady of Hope Health Center,
Inc. has any legal obligation to pay the Series 1995 Bonds or any other obligations of the Corporation,
and the Corporation has no obligation with respect to the bonds or other obligations of such corporations.
No guarantee of the Diocese covers the Series 1995 Bonds, and neither the Diocese nor any related
entity has any obligation to pay the Series 1995 Bonds.
The Corporation's Board of Directors has adopted a policy pursuant to which it will make
certain payments to two corporations related to the Diocese. The distribution of such funds, if any, will
occur at the end of each fiscal year. The Trust Agreement requires the Corporation to maintain two
months' operating expenses in the Operating Fund and the amount of the Capital Replacement Require-
ment in the Capital Replacement Fund, as described in "The Trust Agreement" and "The Agreement
of Sale" in Appendix C. After satisfying such requirements, the Corporation will maintain on hand an
additional reserve equal to 0.6% of fixed structure costs. Funds in excess of these amounts will be
transferred to the Diocese of Richmond Housing Corporation (the "Housing Corporation") and the
Bishop's Foundation, both of which are affiliates of the Diocese.
A-2
Draft of June 27, 1995
Of the amount to be transferred by the Corporation, the Bishop's Foundation will
maintain 25 % of such amount in an endowment fund for the specific benefit of the Corporation. Such
fund will increase until it has reached a corpus of $1,000,000, after which the Housing Corporation will
determine the annual "set aside" to the endowment fund of amounts transferred by the Corporation. The
Diocese's current policy is that interest on amounts in the endowment fund will be used to provide rental
assistance to limited income residents of the Facility.
Of the remaining 75% of amounts "upstreamed" from the Corporation, the Housing
Corporation will use such funds only for housing programs for the elderly in the Diocese.
No funds have yet been transferred pursuant to the policy described above since the
transfers may only be made after the Diocese's guaranty of the Series 1991 Bonds has been released.
On June 30, 1995, the Corporation was assisting 11 Facility residents in 6 units without utilizing
endowment fund income or principal.
THE FACILITY
General Description. The Facility is located in Albemarle County, Virginia (the
"County"), on a 5.99 acre site, at 751 Hillsdale Drive, near the City of Charlottesville. The Facility is
adjacent to the Church of the Incarnation and less than one-half mile from the Fashion Square Mall. The
Senior Center, a non-profit organization offering recreational, educational, social and wellness activities
to members of the community age 55 and above, is located approximately three blocks from the Facility.
The Facility accepts as residents persons 62 years of age or older, regardless of race or
creed, who demonstrate sufficient financial resources to meet the Facility's fee requirements, except for
12 spaces and 6 units reserved for persons aged 62 or older with limited financial resources. The
Corporation's current policy is to assist any current F acil ity resident who requires financial assistance in
order to remain at the Facility. Each resident signs a lease agreement describing the services provided
by the Corporation and the rent and fees due.
The Facility consists of a steel and masonry building of approximately 112,780 square
feet that is two stories from one approach, three stories from the opposite approach and four stories from
the rear. It contains 36 assisted living units, 30 nursing home beds and 64 independent living apartments,
as well as dining, kitchen, maintenance and support facilities. Its exterior finish is brick.
The Facility contains lobby areas, dining facilities and other public spaces for the use of
residents, and several activity areas for recreation, arts and crafts and other special programs. The
Facility includes a library, a meditation room, a guest room, solarium lounges, a beauty shop, an
assembly room and a TV lounge. In the assisted living units, a registered nurse is on duty during normal
working hours with geriatric nurse's aides and licensed nurses available at all times for emergency
assistance. Weekly housekeeping and linen service, 24-hour security, van transportation on a scheduled
route and recreational activities are provided in the basic rent. Monthly rent for all residents includes
three meals daily with an evening snack and assistance with prescription administration. Catered dining
for special occasions and personal laundry service is available to all residents for an additional charge.
A-3
Draft of June 27, 1995
All units are carpeted and air-conditioned. The assisted living units contain kitchenettes
with sinks, stove burners and small refrigerators. All units include an emergency call system, slip-
resistant tub or walk-in shower (both with assistance bars), scald-resistant hot water controls, individual
heat pumps to control the heating and cooling in each unit, sound-resistant construction and illuminated
parking areas for residents and guests. All utilities other than telephone service and cable television are
furnished at no additional charge to the residents.
Independent Apartments. The Independent Apartments are designed in one-bedroom
and two-bedroom styles as follows:
TYPE
SO. FT.
NUMBER OF UNITS
2 Bedroom D
1 Bedroom E
1 Bedroom F
1 Bedroom G
846
568
611
577
12
13
29
4
TOTAL
58
Assisted Living Units. Residents at the Facility who require special assistance with the
activities of daily living reside in the 36 assisted living units. Intensive personal care services are
available at an additional fee for those assisted living residents requiring more intensive services. These
units are located on the first floor wing of the Facility adjacent to the assisted living nurses station, and
on the second floor of one wing. The assisted living units are of two general types: a single room unit
and a two room unit both with private baths as follows:
A-4
Draft of June 27, 1995
TYPE
SO. FT.
NUMBER OF UNITS
Unit A-One Bedroom
Living/Dining Room
Kitchenette/One Bathroom
556
10
Unit B-One Bedroom
Living/Dining Room
Kitchenette/One Bathroom
508
16
Unit C-Studio
Bedroom/Living/Dining Space
Kitchenette/One Bathroom
325
10
Unit E-One Bedroom
Living/Dining Room
Kitchenette/One Bathroom
568
3
Unit F-One Bedroom
Living Room/Dining Room
Kitchenette/One Bathroom
611
-.3.
TOTAL
42
Nursing Home Units. Located on a separate wing of the first floor, the 30-bed nursing
home contains 14 semi-private rooms and two private rooms. Also included in the nursing home wing
are a recreation room, solarium/family lounge, nursing station, therapy room, assisted bathing center and
dining room.
Management Company. The Facility is managed by Coordinated Services Management,
Inc., Roanoke, Virginia (the "Management Company"). The principals of the Management Company
are Robert McNichols, President, and Mary Elyn McNichols, Vice President and Secretary/Treasurer.
The firm employs 27 persons in its office in Roanoke as well as managing and supervising approximately
550 employees within the 16 projects for the elderly it currently manages. These projects currently
include eight non-subsidized and eight government-subsidized facilities for the elderly, consisting of 966
residential units, 580 assisted living units and 150 nursing home units. Biographical information relating
to Mr. and Mrs. McNichols is set forth below.
Robert McNichols. Mr. McNichols currently serves as President and Property
Administrator of the Management Company, positions held since February, 1981, and as President of
McNichols & Associates, Inc., a position held since April, 1980. In his capacity as chief executive
officer of the Management Company, he discharges all housing management responsibilities and also
implements specialized management computer programs, develops service maintenance training and
creates preventive maintenance programs. McNichols & Associates, Inc., has developed housing facilities
for the elderly throughout Virginia, acted as general contractor for construction of a 8400 square foot
office building and negotiated project-related agreements with HUD and VHDA. Mr. McNichols has
A-5
Draft of June 27, 1995
prepared numerous grant applications to Federal and State agencies. From January, 1979 through April,
1980, Mr. McNichols served as municipal advisor with Thompson & Litton, Inc., Wise, Virginia, and
from January, 1971 through January, 1979, as County Administrator of Pulaski County, Virginia. He
holds a B. A. in Public Administration from Christopher Newport College of the College of William and
Mary and has completed graduate work in Public Administration from Virginia Polytechnic Institute and
State University and Radford University.
Mary Elyn McNichols. Mrs. McNichols presently serves as Vice-President, Property
Administrator and Marketing Specialist for the Management Company, positions held since February,
1981, and as Vice President, Consultant/Technical Advisor and Housing Development Specialist for
McNichols & Associates, Inc., positions held since June, 1980. With the Management Company, she
serves as Management Administrator for sixteen elderly retirement facilities (including seven developed
under the HUD 202 program, six assisted living facilities, two congregate housing facilities and four
nursing homes). She is responsible for overall supervision of resident services including full centralized
food service, housekeeping, laundry services, personal care assistance, nursing, transportation, recreation,
resident counseling and case management. She has successfully marketed nineteen elderly facilities to
100% occupancy. With McNichols & Associates, she has served as consultant to over twenty-five health
care and retirement facilities, including marketing feasibility, planning and implementation, interior design
and financial feasibility. From October, 1975 through June, 1980, she served as Executive Director of
the New River Valley Agency on Aging. She holds a B.A. in English and Secondary Education from
the University of Illinois, a M.A. in Counseling Psychology from Ohio State University, and received
the Levi Strauss Foundation Gerontology Fellowship from the University of Southern California.
The Corporation has entered into a Management Agreement requiring the Management
Company to market and manage the Facility (including collecting rents, enforcing leases, employing
personnel and maintaining the Facility) and prepare and maintain certain financial and other records. The
Management Company manages several other residential facilities for the elderly that are under the
auspices of the Diocese, including Marian Manor in Virginia Beach, Virginia, St. Mary's Woods and Our
Lady of Hope Health Center in Henrico County, Virginia, and Our Lady of the Valley in Roanoke,
Virginia. The Management Company has furnished a fidelity bond equal to $638,000. The current
management agreement will terminate on June 30, 1996, and will be replaced by a management
agreement to be dated July 1, 1995 (the "Management Agreement"), under which the Management
Company will be compensated as follows:
for the fiscal year ending June 30, 1996, monthly installments equal to
the sum of (a) $ , plus (b) an amount equal to [6%] of gross
revenues (excluding all dividends and interest), over $ for such
month; provided that in no event shall the total amounts payable for such
fiscal year exceed $
for the fiscal year ending June 30, 1997, monthly installments equal to
the sum of (a) $ , plus (b) an amount equal to [6%] of gross
revenues (excluding all dividends and interest), over $ for such
month; provided that in no event shall the total amounts payable for such
fiscal year exceed $
A-6
Draft of June 27, 1995
The amount paid for the year ending June 30, 1996, is anticipated to be approximately
[3.5]% greater than the amount paid for the year ending June 30, 1995, which amount is within the
Corporation's current budget. The Management Agreement has a term of three years (with similar
escalation provisions for the years described above), cancelable upon notice by either party after two
years, and will renew automatically for two additional years unless terminated. The Management
Agreement shall be terminated (1) with mutual consent of the parties, (2) if either party enters bankruptcy
proceedings, or (3) with notice to the Management Company, if the Management Company willfully
breaches the Management Agreement or is grossly negligent or dishonest, grossly mismanages the Facility
or does not reasonably advise the Corporation of any material condition requiring its attention.
There is no guarantee the Management Company will be retained upon the expiration of
any renewal term of the Management Agreement, and no assurance can be given as to the experience or
training of subsequent managers, if any. Under the Agreement of Sale, the Corporation is required at
all times to employ either a management firm or a chief administrative officer and a chief financial officer
with experience in managing facilities for the residence of the elderly.
Administration of Facility. The day-to-day operations of the Corporation are primarily
the responsibility of the Management Company and the Facility's chief administrator, Pamela Doshier.
Mrs. Doshier has been the administrator of the Facility since 1994. In that capacity, she is responsible
for the management of housekeeping, nursing, dietary, maintenance, marketing, activities and resident
relations. Between 1986 and 1994, Mrs. Doshier served as chief administrator of three Virginia nursing
homes.
USE AND OCCUPANCY OF THE FACILITY
Since May, 1994, the Facility has been fully occupied. Set forth below is information
relating to the average use and occupancy of the Facility for each fiscal year of the Corporation since the
Facility opened in November, 1992.
Year ended June 30 Independent Living Assisted Living Nursing Care
19931 44% 79% 66%
1994 86 98 99
1995 99 99 99
I. As the Facility opened on November I, 1992, and the nursing facility during November, 1992, this fiscal year contained only the eight
months of the Corporation's initial seven months of nursing facility operations during such fiscal year.
The above figures are rounded upwards and include "bed hold" days, which are paid days to hold beds
for future occupancy. Occupancy shown may be less than full, since some units or beds may not be
occupied each day due to transition and turnover of residents.
The average age of the Facility's current residents is 83.
A-7
Draft of June 27, 1995
SOURCES OF REVENUE
Residents pay monthly fees ("Monthly Fees") for their living units and health services.
Fees are based on a per diem basis for nursing care. The Corporation does not charge a fee for entrance
to or acceptance to live at the Facility. The amount of the Monthly Fee a resident pays is determined
by type of unit and number of persons living in such unit. The rate structure, effective since November
1, 1994, for Monthly Fees by type of unit is as follows:
INDEPENDENT
APARTMENTS
MONTHLY
RENTAL
FEE
MONTHLY FEE FOR
ADDITIONAL PERSON
Retirement Apartments
D Two Bedroom Apartment
E One Bedroom Apartment
F One Bedroom Apartment
G One Bedroom Apartment
$ 2,040
$ 1,654
$ 1,764
$ 1,709
$ 387
$ 387
$ 387
$ 387
Assisted Living Apartments
A One Bedroom Apartment
B One Bedroom Apartment
C Studio Apartment
E One Bedroom Apartment
F One Bedroom Apartment
$ 2,122
$ 1,984
$ 1,819 .
$ 2,233
$ 2,344
$ 580
$ 580
$ 580
$ 580
$ 580
Intensive Personal Care Apartments
A One Bedroom Apartment
B One Bedroom Apartment
C Studio Apartment
$ 2,702
$ 2,564
$ 2,399
The foregoing rates do not include a one-time refundable $750 security deposit or a $100
non-refundable administrative fee. Yearly rate changes for Monthly Fees are established each year by
the Board of Directors and become effective on November 1 of each year.
For nursing units, rates are calculated on the following per diem basis:
Semi-private room
$ 94
Private room
$105
In certain circumstances, a portion of such revenues is derived from the Commonwealth of Virginia
through the Medicaid program. See "Third Party Payor Reimbursement" in "Investment
Considerations" in the Official Statement.
A-8
Draft of June 27, 1995
SUMMARY STATEMENTS OF REVENUES AND EXPENSES
A summary of the revenues and expenses for the Corporation's three fiscal years ended
June 30, 1993, 1994 and 1995, is provided below. Audited financial statements as of June 30, 1995, and
for each of the two years in the period then ended, along with a report of the Corporation's certified
public accountants for such periods, are provided in Appendix B to this Official Statement. The
following summary table is derived from and should be read in conjunction with such reports, and is
qualified in its entirety by reference to such audited statements.
Summary Statements of Revenues and Expenses
YEARS ENDED JUNE 30
19931
1994
1995
Revenues:
Assisted living income $
Nursing home income
Service income
Investment income
Other income
Total revenue $
Expenses:
Administrative $
Utilities
Operating and maintenance
Taxes and insurance
Financial expenses
Service expenses
Depreciation and amortization
Total expenses $
Net Income $
1. As the Facility opened November 1, 1992, the fiscal year 1993 information
represents only eight months of the Facility's initial operations for such year.
The section "Development of Facility and Related Diocesan Housing Programs" in this
Appendix A describes the Corporation's transfer to the Diocesan Housing Corporation, an affiliate of the
Diocese, of certain excess funds.
A-9
Draft of June 27, 1995
Historic Coverage Ratios. The Agreement of Sale requires the Corporation to maintain
a Debt Service Ratio for each fiscal year of at least 110 percent. See "Rate Covenant" in the section
"Security for the Series 1995 Bonds" in the front part of this Official Statement and "Rental Rates, Fees
and Charges" in "The Agreement of Sale as amended" in Appendix C. The Debt Service Ratio is Debt
Service Income (the amount of the Corporation's Revenues over expenses excluding depreciation,
amortization and interest on the Bonds) divided by the Required Debt Service Reserve. See "Definitions
of Certain Terms" in Appendix C for the definitions of Revenues and Required Debt Service Reserve.
The following table sets forth, for the periods indicated,. the calculation of such ratio.
Fiscal Year Ended .June 30
1993
1994
1995
Net income (loss)
Depreciation and
amortization expense
Interest expense on the
Bonds
Debt Service Income
~ Debt Service Reserve!
Debt Service Ratio
< $787,542 >
$442,236
<$407,419 >
$663,836
$657,941
$992,305
$312,635
$773,733
40.4%
$1,248,722
$1,160,600
107.6 %
I. The Debt Service Reserve for the eight month period ended June 30 was calculated using two-thirds
of the annual requirement.
MANAGEMENT'S DISCUSSION OF SUMMARY STATEMENTS OF
REVENUES AND EXPENSES
Fiscal Yèar 1993. The Facility's assisted living and independent units opened
November 1, 1992. The nursing facility opened operations on November 9, 1992, with one resident and
commenced complete operations in December 1992. For the period ended June 30, 1993, the Facility
averaged occupancy levels at 44 %, 49 % and 66 % for independent living, assisted living and nursing care
units respectively. Net loss for period ended June 30, 1993, amounted to <$757,542>, approximately
$256,000 less than the loss projected in the August, 1991 feasibility study. Excluding bond interests
expense (which was entirely funded from original proceeds of the Series 1991 Bonds) and depreciation
and amortization, the Facility's revenues exceeded its expenses by $312,635.
Fiscal Year 1994. During the year ended June 30, 1994, the first full year of
operations, the Facility reached average occupancy levels of 86% and 98% for independent living units
and assisted living units, respectively. Nursing beds reached and maintained an occupancy level of 99 %.
A 5.5% rental increase went into effect on November 1, 1993, and caused no decrease in occupancy.
Commencing in September, 1993, the Facility began paying from operating funds monthly debt service
payments to the Bond Trustee. In July, 1993, the Facility converted five independent units on the second
A-lO
Draft of June 27, 1995
floor to "light" assisted living units. In March, 1994, one additional independent unit was converted to
assisted living. Accordingly, at the end of fiscal 1994 there were 58 independent and 42 assisted living
units. Revenues exceeded expenses before depreciation and amortization by $362,417 or approximately
8.4%. Net loss after depreciation was < $407,419 >, approximately $102,000 less than projected in the
August, 1991, feasibility study. The debt service coverage ratio was 107.6 %. The Facility also funded
its required capital replacement reserve in its entirety.
Fiscal Year 1995. During the year ended June 30, 1995, the Facility achieved and
maintained occupancy levels of 99% for independent living and assisted living units. Occupancy of the
nursing beds continued at the 99 % level reached during fiscal 1994. The annual rental increase was 4.5 %
effective November 1, 1994, and caused no decrease in occupancy. Construction of the gazebo room
was completed during the year from remaining Series 1991 Bond construction monies. For 1995,
revenues exceeded expenses before depreciation by or approximately _ % and after
depreciation and amortization of _ % substantially above the 19 % forecasted by the August, 1991,
feasibility study. Accordingly the Bond Trustee will be able to release the guarantee provided by the
Diocese.
PRIMARY SERVICE AREA
The Corporation's primary service area (the "Primary Service Area") is the
Charlottesville-Albemarle area, consisting of the City of Charlottesville and Albemarle County. Nearly
all of the Facility's residents come from the Primary Service Area or have relatives in the Primary
Service Area. Individuals from the Primary Service Area make up more than 95 % of the independent
and assisted living residents and 99% of the nursing home residents. An additional 5% of independent
and assisted living residents and 1 % of nursing home residents are from Virginia but outside the Primary
Service Area.
The Charlottesville-Albemarle County area is located in the foothills of the Blue Ridge
Mountains of Central Virginia. Charlottesville is one of the largest cities in the Commonwealth west
of the Richmond and is approximately 70 miles west of Richmond and 114 miles south of Washington,
D.C. Charlottesville is accessible by U.S. 29 and Interstate 64, which connect with Interstates 95 and
81. The Primary Service Area is served by rail, bus and an airport with connecting air flights to and
from several major cities. Charlottesville is also home to the University of Virginia and its associated
medical center and a number of historic sites. The region has a number of small businesses, light
manufacturing (generally high technology) and distribution facilities.
The tables below represent the total population for the Primary Service Area and for
Virginia, the total population aged 65 and above, and the percentage of 65-plus individuals relative to the
total population, both actual for 1980 and 1990 and projections for the years 2000 and 2010. The elderly
population is projected to increase over time relative to the total population through the year 2010, when
"baby boomers" begin to turn 65. The Corporation expects this trend to continue through the year 2025,
and that the Primary Service Area represents a viable market for elderly housing.
A-ll
Draft of June 27, 1995
Population Projections for Primary Service Area
1980 - 2010
Population
Actual Proiected
1980 1990 2000 2010
95,699 108,381 119,898 131,373
8,957 11 ,501 13,503 16,437
9.3% 10.6% 11.2% 12.5%
Ages 65 +
65 + /Total
Population
Source: Virginia Employment Commission.
Population Projections for the Commonwealth of Virginia
1980 - 2010
Actual Proiected
1980 1990 2000 2010
Population 5,346,818 6,189,314 6,896,557 7,451,158
Ages 65 + 505,304 664,470 774,687 905,412
65 + /Total
Population 9.5% 10.7% 11.2% 12.2%
Source: Virginia Employment Commission.
As of the end of the first quarter of 1995, approximately 20.9% of those employed in
nonagricultural establishments in the Charlottesville Metropolitan Statistical Area (which includes
Albemarle County, Charlottesville City and the Counties of Fluvanna, Greene, Louisa, Nelson, Orange
and Buckingham) were engaged in wholesale and retail trade, 24.3 % in the services industry, 11.1 % in
manufacturing and 29.7% in government activities. Other major areas of employment include
transportation and public utilities, finance, insurance and real estate and construction. Comparative
unemployment data for the Primary Service Area is set forth below.
A-12
Draft of June 27, 1995
Unemployment Rates
Primary Service Areal
1989 1990 1991 1992 1993 1994 1995
Charlottesville MSA 2.6% 3.1 % 4.7% 5.1 % 3.7% 3.6% 2.5%
Commonwealth of
Virginia 3.9 4.3 5.8 6.4 4.1 4.9 4.0
Source: Virginia Employment Commission.
I. Figures are for the month of April only.
COMPETITIVE FACILITIES IN THE PRIMARY SERVICE AREA
A wide variety of facilities, including life care, continuing care, independent living, assisted living
(also known as "Adult Care Residences") and nursing homes, provide for the housing and care of the elderly. All
other such facilities provide competition to the Facility, which may affect the ability of the Corporation to attract
new residents and retain current residents. See "Use and Occupancy of the Facility" in this Appendix A for
information relating to the historical and current occupancy of the Facility.
Such facilities and their approximate size include The Colonnades (264 units), University Village
(96 units), Branchlands Village (200 units), and Westminster-Canterbury of the Blue Ridge (145 units). All
presently are at least 95 % occupied.
There are a number of low income apartments for the elderly and a number of smaller, generally
less modem, licensed Adult Care Residences within the Primary Service Area whose fees are significantly lower
than those charged to residents of the Facility's assisted living units. There are also government subsidized units
designed for the elderly located in the Primary Service Area. Due to the income restrictions of government
subsidized units in this area and federal preference criteria for very low income applicants, potential residents of
the Facility may not qualify fmancially for admission to these subsidized facilities.
The following table presents information concerning the existing nursing home facilities in the
Primary Service Area.
Facility
Location
Staffed Beds
The Cedars Nursing Home
1242 Cedars Court
Charlottesville, VA 22901
2610 Barracks Road
Charlottesville, VA 22901
143
The Colonnades Health Center
54
Eldercare Gardens
450 Northwest Drive
Charlottesville, VA 22901
505 West Rio Road
Charlottesville, VA 22901
180
Heritage Hall-Charlottesville
120
A-13
Draft of June 27, 1995
Martha Jefferson House and Infirmary
Our Lady of Peace
1600 Gordon Avenue
Charlottesville, V A 22903
751 Hillsdale Drive
Charlottesville, VA 22901
28
30
Piedmont Health Care Center
1214 Jefferson Park Avenue
Charlottesville, V A 22903
250 Pantops Mountain Road
Charlottesville, V A 22901
173
Westminster-Canterbury of the Blue Ridge
27
Source: Virginia Department of Health
Long Tenn Care Directory June, 1995
Neither the Corporation nor the Management Company is aware of any proposed additional assisted
living facilities or of any proposed additional nursing home facilities in the Primary Service Area for which the
Virginia Department of Health has granted a Certificate of Need.
137757.2
A-14
AUDITED FINANCIAL STATEMENTS OF OUR LADY OF PEACE, INe.
Draft of June 27, 1995
APPENDIX B
Draft of June 27, 1995
APPENDIX C
SUMMARIES OF CERTAIN PROVISIONS
OF THE FINANCING DOCUMENTS
137749.2
t
RI-PF
T:\CATHDIOC\PEACE\DOCS\AMEND.002
6/27/95 (Tue) 3:55pm
FIRST AMENDMENT TO AGREEMENT OF SALE
between
THE INDUSTRIAL DEVELOPMENT AUTHORITY
OF ALBEMARLE COUNTY, VIRGINIA
and
OUR LADY OF PEACE, INC.
August 1, 1995
NOTE: THIS FIRST AMENDMENT TO AGREEMENT OF SALE, THE AGREEMENT
OF SALE REFERRED TO HEREIN AND AN EXECUTED NOTE IN THE FORM
PROVIDED HEREIN HAVE BEEN ASSIGNED TO, AND ARE SUBJECT TO A
SECURITY INTEREST IN FAVOR OF, CRESTAR BANK, AS TRUSTEE UNDER A
TRUST AGREEMENT DATED AS OF SEPTEMBER 1, 1991, WITH THE
INDUSTRIAL DEVELOPMENT AUTHORITY OF ALBEMARLE COUNTY, VIRGINIA,
AS SUPPLEMENTED BY A FIRST SUPPLEMENTAL TRUST AGREEMENT DATED AS
OF AUGUST 1, 1995, AND AS FURTHER AMENDED OR SUPPLEMENTED FROM
TIME TO TIME. INFORMATION CONCERNING SUCH SECURITY INTEREST MAY
BE OBTAINED FROM THE TRUSTEE AT RICHMOND, VIRGINIA.
Preamble
TABLE OF CONTENTS
FIRST AMENDMENT TO AGREEMENT OF SALE
...........
........
. . . . . . 1
section 1.1.
section 1.2.
Section 2.1.
Section 2.2.
Section 3.1.
Section 3.2.
Section 3.3.
section 3.4.
Section 4.1.
section 4.2.
section 4.3.
Section 5.1.
Section 5.2.
Section 5.3.
ARTICLE I
GENERAL PROVISIONS
Definitions . . . . . . . . . .
Rules of Construction . . .
. . .
· . .
ARTICLE II
REPRESENTATIONS
Representations by Authority . . . .
Representations by the Corporation .
· . .
· . .
ARTICLE III
AMENDMENTS OF AGREEMENT OF SALE
Substitution of Note . . . .
Definitions . . . .
Rebate Provisions. . .
Confirmation of Agreement of Sale
· . .
· . .
. . . .
ARTICLE IV
REFUNDING OF 1991 BONDS
Agreement To Refund . . . . . . . . . . .
Assignment of Note; Consideration . . . .
Limitation of Authority's Liability . . .
ARTICLE V
ISSUANCE OF SERIES 1995 BONDS
Issuance of the Series 1995 Bonds
Limitation of Authority's Liability . . .
Compliance with Trust Agreement . . .
ARTICLE VI
CONSENTS AND SPECIAL COVENANTS
Section 6.1. Consent to First Supplement
.......
i
2
2
2
3
5
5
5
5
6
6
6
7
7
7
7
ARTICLE VII
AMENDMENTS TO ORIGINAL AGREEMENT OF SALE
section 7.1. Amendments to Section 5.5 of the Original
Agreement of Sale. . . . .. ..... 7
ARTICLE VIII
MISCELLANEOUS
Section 8.1.
section 8.2.
Applicable Law .
Counterparts .
. . .
. . .
. . .
7
8
. . .
. . .
RECEIPT
EXHIBIT A - 1995 Note
EXHIBIT B - Rebate Instructions
ii
This FIRST AMENDMENT TO AGREEMENT OF SALE (the "First
Amendment"), dated as of August 1, 1995, between the INDUSTRIAL
DEVELOPMENT AUTHORITY OF ALBEMARLE COUNTY, VIRGINIA, a political
subdivision of the Commonwealth of Virginia (the "Authority"), and
OUR LADY OF PEACE, INC., a not-for-profit Virginia nonstock
corporation (the "Corporation"),
:w: £ ~ ~ I. ª ª I. ~ B:
WHEREAS, the Authority has previously issued its $12,595,000
Residential Facility First Mortgage Revenue Bonds (Our Lady of
Peace Project), Series 1991 (the "Series 1991 Bonds"), pursuant to
a Trust Agreement dated as of September 1, 1991 (the "Original
Trust Agreement"), between the Authority and Crestar Bank as
Trustee (the "Trustee"), for the purpose of financing the cost of
constructing and equipping a residential and health care facility
for the aged (the "Facility") in Albemarle County, Virginia,
operated by the Corporation, which was sold to the Corporation
pursuant to an Agreement of Sale dated as of September 1, 1991 (the
"Original Agreement of Sale"), between the Authority and the
Corporation, with the purchase price for such sale being paid by
delivery to the Authority of the Corporation's promissory note
dated September 1, 1991, in the principal amount of $12,595,000
(the "1991 Note"); and
WHEREAS, the Corporation has requested that the Agreement of
Sale and the Trust Agreement be amended or supplemented to provide
for the issuance by the Authority of Additional Bonds, as defined
in the Original Trust Agreement, in the principal amount of
$ (the "Series 1995 Bonds") to refund a portion of the
Series 1991 Bonds (the "Refunded Series 1991 Bonds") and to pay
certain expenses incurred in connection with issuing the Series
1995 Bonds; and
WHEREAS, the refunding of the Refunded Series 1991 Bonds will
serve the purpose of the Industrial Development and Revenue Bond
Act (Chapter 33, Title 15.1, Code of Virginia of 1950), as amended;
and
WHEREAS, the Trustee and the Authority have consented in
writing to the execution and delivery of this First Amendment
pursuant to the requirements of Article XII of the Original Trust
Agreement and, simultaneously with the execution of this First
Amendment, the Authority and the Trustee shall execute a First
Supplemental Trust Agreement dated as of August 1, 1995 (the "First
Supplement"), supplementing the Original Trust Agreement;
NOW, THEREFORE, in consideration of the premises and of the
mutual covenants hereinafter contained, the parties hereto covenant
and agree as follows:
1
ARTICLE I
GENERAL PROVISIONS
section 1.1. Defini tions. Except as otherwise indicated
herein and subject to Article II below, all terms herein shall have
the meaning set forth in section 1.1 of the Agreement of Sale.
section 1.2. Rules of Construction. The rules of
construction set forth in Section 1.2 of the Agreement of Sale
shall apply to this First Amendment. Unless otherwise specified,
all references herein to sections of the Trust Agreement are to the
Trust Agreement as amended and supplemented by the First Supplement
and all references to sections of the First Supplement shall be
stated as such. All references to the Deed of Trust are references
to the 1995 Deed of Trust.
ARTICLE II
REPRESENTATIONS
section 2.1. Representations by Authority. The Authority
hereby confirms all its representations made under the Agreement of
Sale and the First Amendment as if made on the date of this First
Amendment and makes the following representations:
(a) The Authority is duly organized under the Act, has
the power to enter into this First Amendment, the First
Supplement and the Escrow Agreement (collectively, the "1995
Authority Documents") and the transactions contemplated
thereby and to carry out its obligations thereunder and by
proper corporate action has duly authorized the execution and
delivery of, and performance under, such documents. The
Facility constitutes and will constitute a "medical facility"
and a "facility for the residence or care of the aged" within
the meaning of the Act.
(b) The Authority has the power to enter into the First
Supplement and to carry out its obligations thereunder and
under the Trust Agreement and to issue the Series 1995 Bonds
to refund the Series 1991 Bonds and by proper corporate
action, has duly authorized the execution and delivery of the
First Supplement and performance thereunder and under the
Trust Agreement and the issuance of the Series 1995 Bonds and
simultaneously with the execution and delivery of this First
Amendment, has duly executed and delivered the First
Supplement and issued and sold the Series 1995 Bonds.
(c) No further approval, consent or withholding of
objection on the part of any regulatory body, Federal, state
2
or local, is required in connection with (1) the issuance and
delivery of the Series 1995 Bonds by the Authority, (2) the
execution or delivery of or compliance by the Authority with
the terms and conditions of the 1995 Authority Documents or
the Series 1995 Bonds, or (3) the assignment by the Authority
of its rights under this First Amendment and the 1995 Note.
The consummation by the Authority of the transactions set
forth in the manner and under the terms and conditions as
provided herein will comply with all applicable state, local
or Federal laws and any rules and regulations promulgated
thereunder by any regulatory authority or agency.
(d) No litigation, inquiry or investigation of any kind
in or by any judicial or administrative court or agency is
pending or, to its knowledge, threatened against the Authority
with respect to (1) the organization and existence of the
Authority, (2) its authority to execute or deliver the 1995
Authority Documents or the Series 1995 Bonds, or the
assignment of the 1995 Note, (3) the validity or
enforceability of any of such instruments or the transactions
contemplated hereby or thereby, (4) the title of any officer
of the Authority who executed such instruments, or (5) any
authority or proceedings related to the execution and delivery
of such instruments on behalf of the Authority. No such
authority or proceedings have been repealed, revoked,
rescinded or amended and all are in full force and effect.
(e) The Authority hereby finds that the refunding of the
Refunded Series 1991 Bonds will serve the purposes of the Act.
Section 2.2. Representations by the Corporation. The
Corporation confirms all its representations made under the
Agreement of Sale as if made on the date of this First Amendment
(except as specifically modified below in this section) and makes
the following representations:
(a) The Corporation is a not-for-profit Virginia
nonstock corporation duly organized, validly existing and in
good standing under the laws of the Commonwealth of Virginia,
has the power to enter into this First Amendment, the 1995
Deed of Trust, the Escrow Agreement and the 1995 Note
(collectively, the "1995 Corporation Documents") and the
transactions contemplated thereby and to perform its
obligations thereunder and by proper corporate action has duly
authorized the execution and delivery of the 1995 Corporation
Documents and the performance of its obligations thereunder.
(b) There is no litigation at law or in equity or any
proceeding before any governmental agency involving the
Corporation pending or, to the knowledge of the Corporation,
threatened in which any liability of the Corporation is not
3
adequately covered by insurance or in which any judgment or
order would have a material adverse effect upon the business
or assets of the Corporation or that would affect its
existence or authority to do business, the operation of the
Facility, the refunding of the Series 1991 Bonds, the validity
of the 1995 Corporation Documents or the performance of the
Corporation's obligations thereunder.
(c) The execution and delivery of the 1995 Corporation
Documents, the performance by the Corporation of its
obligations thereunder and the consummation of the
transactions herein contemplated do not and will not conflict
with, or constitute a breach or result in a violation of, the
Corporation's articles of incorporation or bylaws, any
agreement or other instrument to which the Corporation is a
party or by which it is bound or any constitutional or
statutory provision or order, rule, regulation, decree or
ordinance of any court, government or governmental authority
having jurisdiction over the Corporation or its property.
(d) The Corporation has obtained or caused to be
obtained all consents, approvals, authorizations and orders
(collectively, "Consents") of any governmental or regulatory
authority that (1) are required to be obtained by the
Corporation as a condition precedent to the issuance of the
1995 Note or the execution and delivery of the 1995
Corporation Documents or (2) are required as of the date of
the issuance of the 1995 Note for the operation of the
Facility or the performance by the Corporation of its
obligations under the 1995 Note, the 1995 Deed of Trust or the
Agreement of Sale, including the First Amendment.
(e) The Corporation currently operates the Facility as
a facility for the residence and care of the aged, and, until
payment of the 1995 Note in full, will operate the Facility,
as a medical facility or facility for the residence and care
of the aged or for some other purpose permitted by the Act in
a manner that will not adversely affect the validity of the
Series 1995 Bonds or constitute an Adverse Tax Action.
(f) Except for certain proceeds deposited in the Debt
Service Reserve Fund, not less than 95% of the proceeds of the
Series 1991 Bonds were spent solely for the exempt purpose
trade or business (not in an "unrelated trade or business") of
the Corporation.
(g) The representations and indemnifications made by the
Corporation and contained in Sections 5 and 6 of the 1995 Deed
of Trust are incorporated herein and shall inure to the
benefit of the Authority.
4
ARTICLE III
AMENDMENTS OF AGREEMENT OF SALE
Seotion 3.1. Substitution of Note. The Agreement of Sale is
amended by substituting Exhibit A attached hereto for Exhibit A in
the form attached to the Original Agreement of Sale. All
references in the Agreement of Sale to Exhibit A shall be
references to Exhibit A as attached hereto; and all references to
the Note shall be references to the Promissory Note of the
Corporation in the principal amount of $ dated the date
hereof, in substantially the form of Exhibit A hereto (the "1995
Note"); provided, however, that no novation or release of the
Corporation from any obligation under the Agreement of Sale as
originally delivered shall occur due to the substitution provided
in this section. The 1991 Note will be returned to the
Corporation.
Seotion 3.2. Definitions. (a) Section 1.1 of the Agreement
of Sale is amended by adding the definitions of the following terms
in the following manner:
"Escrow Agreement" shall mean the Escrow Deposit Agreement
dated as of August 1, 1995 between the Authority, the Corporation
and Crestar Bank as Escrow Agent.
"First Supplement" shall mean the First Amendment to Trust
Agreement dated as of August 1, 1995 between the Authority and
Crestar Bank as Trustee, amending the Trust Agreement.
"1995 Deed of Trust" shall mean the Amended and Restated Deed
of Trust dated as of August 1, 1995, which amends and restates the
Deed of Trust.
"Series 1995 Bonds" shall mean the Series 1995 Bonds as
defined in the Trust Agreement.
seotion 3.3. Rebate Provisions. Section 4.7 of the Agreement
of Sale is hereby amended to read as Exhibit B attached to this
First Amendment.
Seotion 3.4. Confirmation of Agreement of Sale. As
supplemented and amended, the Agreement of Sale is in all respects
ratified and confirmed, and the Agreement of Sale, including each
amendment, shall be read, taken and construed as one and the same
instrument. All covenants, agreements and provisions of, and all
security provided under the Agreement of Sale shall apply with full
force and effect to the parties thereto. The Authority and the
Corporation confirm all their respective representations made under
the Agreement of Sale as if made on the date of this First
Amendment.
5
ARTICLE IV
REFUNDING OF 1991 BONDS
Section 4.1. Agreement To Refund. Subject to Sections 3.6,
3.8 and 3.10 of the Agreement of Sale, the Corporation and the
Authority shall use the proceeds of the Series 1995 Bonds to refund
the Series 1991 Bonds.
Section 4.2. Assignment of Note; Consideration. The
Corporation shall deliver the 1995 Note to the Authority, prior to
or simultaneously with the issuance of the Series 1995 Bonds, for
assignment to the Trustee and as security for the Series 1991
Bonds, the Series 1995 Bonds and any other Additional Bonds.
Section 4.3. Limitation of Authority·s Liability. (a) No
covenant, agreement or obligation contained herein shall be deemed
to be a covenant, agreement or obligation of any present or future
director, officer, employee or agent of the Authority in his
individual capacity, and neither the directors of the Authority nor
any of£icer thereof executing the Series 1995 Bonds shall be liable
personally on the Series 1995 Bonds or be subject to any personal
liability or accountability by reason of the issuance thereof. No
director, officer, employee or agent of the Authority shall incur
any personal liability with respect to any other action taken by
him pursuant to this Agreement or the Act provided he does not act
in bad faith.
(b) The obligations of the Authority hereunder are not
general obligations of the Authority but are limited obligations
payable solely from the revenues and receipts derived from the sale
of various parts of the Facility, including without limitation all
payments under this First Amendment and the 1995 Note, which
revenues and receipts have been pledged and assigned to such
purposes in the manner and to the extent provided in the Agreement
of Sale. The obligations of the Authority hereunder shall not be
deemed to constitute a debt or a pledge of the faith and credit of
the Commonwealth of Virginia or any political subdivision thereof,
including the Authority and Albemarle County. Neither the
Commonwealth of Virginia nor any political subdivision thereof,
including the Authority and Albemarle County, shall be obligated to
pay the obI igations hereunder or other costs incident thereto
except from the revenues and receipts pledged therefor, and neither
the faith and credit nor the taxing power of the Commonwealth of
Virginia or any political subdivision thereof, including the
Authority and Albemarle County, is pledged to the payment of the
obligations hereunder.
6
ARTICLE V
ISSUANCE OF SERIES 1995 BONDS
Section 5.1. Issuance of the Series 1995 Bonds. The
Authority agrees to issue, sell and deliver the Series 1995 Bonds
in accordance with the terms of the Trust Agreement and the First
Supplement and to provide for the refunding of the Series 1991
Bonds.
section 5.2. Limitation of Authority's Liability. Not-
withstanding anything herein to the contrary, any obligation the
Authority may incur hereunder shall not be deemed to constitute a
general obligation of the Authority but shall be payable solely
from the revenues and receipts derived by it from or in connection
with the refunding of the Series 1991 Bonds, including payments
received under the 1995 Note.
section 5.3. Compliance with Trust Agreement. At the request
of the Corporation, the Authority shall (a) at any time moneys held
pursuant to the Trust Agreement are sufficient to effect redemption
of the Series 1995 Bonds and if the same are then redeemable under
the Trust Agreement, take all steps that may be necessary to effect
redemption thereunder, and (b) take any other action required by
the Trust Agreement.
ARTICLE VI
CONSENTS AND SPECIAL COVENANTS
section 6.1. Consent to First Supplement. The Corporation
consents to the execution and delivery of the First Supplement.
The Authority consents to the execution and delivery of the 1995
Deed of Trust, to the cancellation of the 1991 Note and the
substitution therefor of the 1995 Note.
ARTICLE VII
AMENDMENTS TO ORIGINAL AGREEMENT OF SALE
Section 7.1-
Agreement of Sale.
deleted.
Amendments to section 5 .5 of the Original
(a) Sub-clauses (c) and (h) of Section 5.5 are
ARTICLE VIII
MISCELLANEOUS
section 8.1. Applicable Law. This First Amendment shall be
governed by the applicable laws of Virginia.
7
section 8.2. counterparts. This First Amendment may be
executed in several counterparts, each of which shall be an
original and all of which shall constitute but one and the same
instrument, except that to the extent that this First Amendment
shall constitute personal property under the Uniform Commercial
Code of Virginia, no security interest in this First Amendment may
be created or perfected through the transfer or possession of any
counterpart of this First Amendment other than the original
counterpart, which shall be the counterpart containing the receipt
therefor executed by the Trustee following the signatures to this
First Amendment as provided in Section 10.9 of the Agreement of
Sale.
8
IN WITNESS WHEREOF, the Authority and the Corporation have
caused this First Amendment to be executed in their respective
corporate names, all as of the date first written above.
INDUSTRIAL DEVELOPMENT AUTHORITY
OF ALBEMARLE COUNTY, VIRGINIA
By
Chairman
OUR LADY OF PEACE, INC.
By
President
9
RECEIPT
Receipt of the foregoing original counterpart of the First
Amendment to Agreement of Sale, dated as of August 1, 1995, between
the Industrial Development Authority of Albemarle County, Virginia,
and the Corporation, is hereby acknowledged.
CRESTAR BANK, as Trustee
By
Vice President
10
promissory Note
OUR LADY OF PEACE, INC.
$
Exhibit A
August 1, 1995
Our Lady of Peace, Inc., a not-for-profit Virginia nonstock
corporation ("the Corporation"), for value received, hereby
promises to pay to the Industrial Development Authority of
Albemarle County, Virginia (the "Authority"), or assigns, the
principal sum of
($ ) with installments of principal payable by July
1 of each year in amounts and in the manner set forth below and
with interest payable at the rates and in the manner set forth
below on each installment of principal set forth below not then
paid in full:
(a) In connection with the Authority's $12,595,000
Residential Facility First Mortgage Revenue Bonds (Our Lady of
Peace Project), Series 1991, $ principal amount of which is
outstanding:
Year
Amount
Rate
Year
Amount
$
Rate
(b) In connection with the hereinafter defined Series
1995 Bonds:
Year
Amount
$
Rate
Year
A-I
Amount
$
Rate
Interest shall be payable on the first day of each month, beginning
1, 1995, with amounts payable in each month and with
credi ts towards such amounts determined in accordance with the
Trust Agreement, hereinafter defined, but with the full amount of
interest on all installments of principal not then paid in full
accrued to each January 1 and July 1 to be paid by such January 1
or July 1 in immediately available funds. Principal shall be
payable on the first day of each month, beginning 1, 1995,
with amounts payable in each month and with credits towards such
amounts determined in accordance with the provisions of the Trust
Agreement, but with the full amount of the installment of principal
for each year as set forth above to be paid by July 1 of such year
in immediately available funds. All payments hereon shall be
applied first to interest and then to principal.
All payments of principal and interest shall be made in lawful
money of the United states of America at the principal office of
the Trustee, hereinafter mentioned, in Richmond, Virginia, or at
such other place as the Trustee may direct in writing.
Anything herein to the contrary notwithstanding, any amount at
any time held by the Trustee in the Revenue Fund or other funds
referred to in the Trust Agreement, hereinafter mentioned, shall,
in the manner prescribed in and to the extent permitted by the
Trust Agreement be credited against the next succeeding payment
hereunder and reduce the payment to be made by the Corporation. If
the amount at any time held by the Trustee in the Bond Fund and the
Debt Service Reserve Fund both as defined in the Trust Agreement,
for the purpose of payment of the Authority's $
Residential Care Facility Mortgage Revenue Refunding Bonds (Our
Lady of Peace), Series 1995 (the "Series 1995 Bonds"), and all
other Bonds, as defined in the Trust Agreement, should be
sufficient to pay at the times required the principal of and
interest on all Bonds then outstanding and to pay all fees and
expenses of the Trustee and the paying agents accrued and to accrue
through final payment of all Bonds, the Corporation shall not be
obligated to make any further payments hereunder.
The Authority, by the execution of a First Supplemental Trust
Agreement dated as of August 1, 1995, amending and supplementing a
Trust Agreement dated as of September 1,1991 (together, the "Trust
Agreement"), between the Authority and Crestar Bank, Richmond,
Virginia (the "Trustee"), and of the assignment form at the foot of
this Note, is assigning this Note and the payments hereon to the
Trustee as security for all Bonds. Payments with respect to the
principal of and interest on this Note shall be made directly to
the Trustee for the account of the Authority pursuant to such
assignment and applied only to the principal of and interest on the
Bonds. All obligations of the Corporation hereunder shall
terminate when all sums due and to become due pursuant to the Trust
Agreement and all Bonds have been paid or provided for in full.
A-2
In addition to the payments of principal and interest
specified in the first paragraph hereof, the Corporation shall also
pay such additional amounts, if any, that, together with other
moneys available therefor pursuant to the Trust Agreement, may be
necessary to provide for payments and transfers required by Article
VI of the Trust Agreement, including (a) funding and maintaining
the Debt Service Reserve Fund and (b) payment when due of principal
of (whether at maturity, upon acceleration or call for redemption
or otherwise) and interest on the Bonds.
The Corporation shall have the option to prepay this Note in
whole or in part upon the terms and conditions and in the manner
specified in the Agreement of Sale dated as of September 1, 1991,
as amended by the First Amendment to Agreement of Sale dated as of
August 1, 1995 (together, the "Agreement of Sale"), between the
Authority and the Corporation.
This Note ·is issued pursuant to the Agreement of Sale and is
secured by the Agreement of Sale and by an Amended and Restated
Deed of Trust dated as of August 1, 1995, between the Corporation,
the Trustee and Sarah A. McMahon, as Trustee, and is entitled to
the benefits and subj ect to the conditions thereo f . All the terms,
conditions and provisions of the Agreement of Sale are, by this
reference thereto, incorporated herein as a part of this Note.
In case an Event of Default, as defined in the Agreement of
Sale, shall occur and be continuing, the principal of and interest
on this Note may be declared immediately due and payable as
provided in the Agreement of Sale.
A-3
IN WITNESS WHEREOF, the Corporation has caused this Note to be
executed in its corporate name by its duly authorized officer, all
as of the date first above written.
OUR LADY OF PEACE, INC.
By
President
A-4
· .
ASSIGNMENT
The Industrial Development Authority of Albemarle County,
Virginia (the "Authority"), hereby irrevocably assigns the
foregoing Note to Crestar Bank (the "Trustee"), acting pursuant to
a Trust Agreement dated as of September 1, 1991, as amended and
supplemented by a First Supplemental Trust Agreement dated as of
August 1, 1995 (together, the "Trust Agreement"), between the
Authority and the Trustee, and hereby directs Our Lady of Peace,
Inc., as the maker of the Note, to make all payments with respect
to principal of and interest thereon and all other payments
required thereby directly to the Trustee at its principal corporate
trust office in Richmond, Virginia, or at such other place as the
Trustee may direct in writing. Such assignment is made as security
for the payment of the Authority IS $ Residential Care
Facility Refunding Revenue Bonds (Our Lady of Peace), Series 1995,
and its $12,595,000 Residential Facility First Mortgage Revenue
Bonds (Our Lady of Peace Project), Series 1991, $ of
which are outstanding as of the date of this assignment, issued
pursuant to the Trust Agreement.
THE INDUSTRIAL DEVELOPMENT AUTHORITY
OF ALBEMARLE COUNTY, VIRGINIA
By
Chairman
A-5
· .
Exhibit B
Rebate Instructions
A. The Corporation, on behalf of the Authority, shall
provide for the rebate computations and moneys required to be
remitted to the United states on or before 60 days after the date
that is five years from the issue date of the Bonds, and at least
once during each fifth year thereafter while the Bonds remain
outstanding, at least 90% of the "Rebate Amount," as hereinafter
defined.
B. The Authority, at the request of the Corporation, selects
1 as the end of the bond year with respect to the Bonds.
with respect to each series of Bonds, the fifth 1 following
their issuance shall be the initial installment computation date,
unless the Corporation selects another date to be the initial
installment computation date by filing notice of such with the
Authority and the Trustee prior to the date on which any amount
with respect to the Series 1995 Bonds is paid or required to be
paid to the United states of America, as required by Section 148 of
the 1986 Code.
C. within 45 days after the initial installment computation
date, and at least once every fifth year thereafter, the
corporation will cause to be computed the amount of the "rebatable
arbitrage" as of each such computation date calculated pursuant to
Section 148(f) of the 1986 Code and regulations thereunder (the
"Rebate Amount") and will deliver a copy of such computation
setting forth the Rebate Amount (the "Rebate Amount Certificate") ,
together with an opinion or report prepared by the expert referred
to in the following sentence, to the Trustee. Prior to payment of
the Rebate Amount the Rebate Amount Certificate setting forth such
Rebate Amount shall be prepared or approved by (i) a person with
experience in matters of accounting for Federal income tax
purposes, (ii) an arbitrage rebate calculating and reporting
service, or (iii) a firm of attorneys recognized on the subject of
municipal bonds. The Corporation shall retain (a) reports and
other information (received from the Bond Trustee or other person
or entity that relates to the investment of proceeds of the Bonds)
in a separate file and provide access to such information to the
above-described expert and (b) the records of computation of each
Rebate Amount until the date six years after the retirement of the
last obligation of the Bonds. The Bond Trustee will be under no
obligation to verify the accuracy of the Rebate Amount Certificate.
D. Not later than 45 days after the initial installment
computation date, the Corporation shall pay to the United States
90% of the Rebate Amount as set forth in the Rebate Amount
Certificate prepared with respect to such installment computation
B-1
· .
date. At least once, on or before 45 days after the installment
computation date that is the fifth anniversary of the initial
installment computation date and on or before 45 days every fifth
anniversary date thereafter, until payment of the Bonds, the
Corporation shall pay to the United states the amount, if any, by
which 90% of the Rebate Amount set forth in the most recent Rebate
Amount Certificate exceeds the aggregate of all such payments
theretofore made to the united states of America pursuant to these
instructions. On or before 45 days after payment of the Bonds, the
Corporation shall pay to the United states the amount, if any, by
which 100% of the Rebate Amount set forth in the Rebate Amount
certificate with respect to the date of payment of the Bonds
exceeds the aggregate of all payments theretofore made pursuant to
these instructions. All such payments shall be made by the
corporation from any available source.
E. The provisions hereof shall continue notwithstanding the
establishment of an escrow pursuant to Section 801 of the Trust
Agreement to discharge other obligations of the corporation with
respect to the Bonds prior to such final payment.
F. Notwithstanding anything contained herein to the
contrary, no such payment will be due with respect to any
installment computation date if the Corporation recei ves and
delivers to the Trustee an opinion of a firm of attorneys
recognized on the subject of municipal bonds that such payment is
not required under the 1986 Code to prevent any Bonds from becoming
"arbitrage bonds" within the meaning of Section 148 of the 1986
Code.
G. Neither the Authority nor the Trustee shall be liable to
the Corporation by way of contribution, indemnification,
counterclaim, set-off or otherwise for any payment made or expense
incurred by the Corporation pursuant to these instructions.
B-2
Distributed io Board: ~, 1/ 9J~
~'nd. Item No. _ fS.ð,?/,;:(.s-Sþ
David P. Bowerman
Charlottesville
COUNTY OF ALBEMARLE
Office of Board of Supervisors
401 Mcintire Road
Charlottesville, Virginia 22902-4596
(804) 296-5843 FAX (804) 296-5800
Charles S. Martin
Rivanna
Charlotte Y. Humphr;s
Jack Jouett
Walter F. Perkins
White Hall
Forrest R. Marshall, Jr.
Scottsville
Sally H. Thomas
Samuel Miller
MEMORANDUM
TO:
Board of Supervisors
Ella W. Carey, Clerk, CMC ~L--
DATE: July 7, 1995
FROM:
SUBJECT: Reading List for July 12, 1995
~M
tin ({PPll)¡/-€cl
'1 ¡) c) ç. \/
EWC:mms
*
Printed on recycled paper
RESOL UTION
WHEREAS, on May 3, 1995, the Albemarle Board of County Supervisors adopted
a resolution requesting that the Commonwealth Transportation Board designate the
Meadow Creek Parkway a Primary Highway and place it in the current Six-Year Primary
Road plan for funding; and
WHEREAS, it has recently been discovered that the approved FY 1995-96 Six Year
Improvement Program has a $10.117 million over-allocation for the Charlottesville
Bypass, Alternative 10, due to an incorrect estimated cost for right-of-way; and
WHEREAS, this additional allocation of $10.117 million has already been approved
for the primary road system in the Albemarle County area within the Culpeper District;
and
WHEREAS, the Meadow Creek Parkway meets the criteria for inclusion in the
Primary Road system as stated by Mr. Jack Hodge at the Commonwealth Transportation
Board workshop in April, 1995, and as requested in February, 1995, by Albemarle County,
the City of Charlottesville, the Metropolitan Planning Organization, the Charlottesville-
Albemarle Chamber of Commerce and area legislators.
NOW, THEREFORE, BE IT RESOL VEn, that the Albemarle Board of County
Supervisors does hereby request the Commonwealth Transportation Board, at its next
allocation period, to designate the Meadow Creek Parkway part of the primary road
system and reallocate these already allocated funds in the amount of $10.117 million
toward the planning, engineering and right-of-way for the Meadow Creek Parkway.
*****
I, Ella W. Carey, do hereby certify that the foregoing writing is a true correct copy
of a resolution unanimously adopted by the Board of County Supervisors of Albemarle
County, Virginia, at a regular meeting on July 12, 1995.
(
".-
~""\7
\.
David P. Bowerman
O1arlottesville
COUNTY OF ALBEMARLE
Office of Board of Supervisors
401 Mcintire Road
Charlottesville. Virginia 22902-4596
(804) 296-5843 FAX (804) 296-5800
Charles S. Martin
R ¡vanna
Charlotte Y. Humphris
Jack Jouett
Walter F. Perkins
White Hall
Forrest R. Marshall, Jr.
Scottsville
Sally H. Thomas
Samuel Miller
July 13, 1995
The Honorable Robert E. Martinez
Secretary of Transportation
1401 E Broad Street, Room 414
Richmond, VA 23219
Dear Mr. Martinez:
At its meeting on July 12, 1995, the Albemarle Board of
County Supervisors adopted a resolution requesting the Common-
wealth Transportation Board to designate the Meadow Creek Parkway
part of the primary road system and to reallocate $10.117 million
toward planning, engineering and right-of-way for the Meadow
Creek Parkway. Enclosed please find the adopted resolution.
Enclosure
Sc:e;elY,
E~ca0!~c
cc: William S. Roudabush
H. Carter Myers, III
Jo Higgins
V. Wayne Cilimberg
*
Printed on recycled paper
.-
,.
RESOLUTION
WHEREAS, on May 3, 1995, the Albemarle Board of County Supervisors adopted
a resolution requesting that the Commonwealth Transportation Board designate the
Meadow Creek Parkway a Primary Highway and place it in the current Six-Year Primary
Road plan for funding; and
WHEREAS, it has recently been discovered that the approved FY 1995-96 Six Year
Improvement Program has a $10.117 million over-allocation for the Charlottesville
Bypass, Alternative 10, due to an incorrect estimated cost for right-of-way; and
WHEREAS, this additional allocation of $10.117 million has already been approved
for the primary road system in the Albemarle County area within the Culpeper District;
and
WHEREAS, the Meadow Creek Parkway meets the criteria for inclusion in the
Primary Road system as stated by Mr. Jack Hodge at the Commonwealth Transportation
Board workshop in April, 1995, and as requested in February, 1995, by Albemarle County,
the City of Charlottesville, the Metropolitan Planning Organization, the Charlottesville-
Albemarle Chamber of Commerce and area legislators.
NOW, THEREFORE, BE IT RESOLVED, that the Albemarle Board of County
Supervisors does hereby request the Commonwealth Transportation Board, at its next
allocation period, to designate the Meadow Creek Parkway part of the primary road
system and reallocate these already allocated funds in the amount of $10.117 million
toward the planning, engineering and right-of-way for the Meadow Creek Parkway.
*****
I, Ella W. Carey, do hereby certify that the foregoing writing is a true correct copy
of a resolution unanimously adopted by the Board of County Supervisors of Albemarle
County, Virginia, at a regular meeting on July 12, 1995.
,,~
David P. Bowerman
Charlottesville
COUNTY OF ALBEMARLE
Office of Board of Supervisors
401 Mcintire Road
Charlottesville, Virginia 22902-4596
(804) 296-5843 FAX (804) 972-4060
MEMORANDUM
Charles S. Martin
R Îvanna
Charlotte Y. Humphris
Jack Jouett
Walter F. Perkins
White Hal!
Forrest R. Marshall, Jr.
Scottsville
Sally H. Thomas
Samuel Miller
To: Board of Supervisors
Albemarle County
From: Charlotte Y. Humphris
Date: July 12, 1995
Re: Request to CTB regarding allocation of funds for Meadow Creek Parkway
The recently approved 1995-96 Six-Year Improvement Program has a $10.117 million over-allocation for the
Charlottesville Bypass, Alternative 10, due to an incorrect estimated cost of right-of-way (RW). This plan, see
Figure 1, shows $33.953 million for RW and a total cost for "PE and RW only" of$39.953 million.
(PRIKARY SY~!~HPROVEHENT PROGRAM fY96 thru FTOI CULPEPER D I S TR I CT -
. - hou..rds of Dolllrs)
RWTE AOD'L
CClJNTY/CITY fUND I Ne ACTUAL PROJECTED ALLOCATIONS BAlANCE
TYPE DESCRIPTION ESTlKATED PREVIWS RECUIRED AllOCA T I ON TO
LENGTH COST fUNO I NC fUND CCMPLEtE
SWRCE 1995-96 1996-97 1997-98 1998-99 1999-00 2DOO-01
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29- CHARLOTTESVILLE PE 6,000
Albemarle 8YPASS. RII 33,953
Al ternative 10 eN - 2,320
(lies tern Route) TO 39,953 8,429 24,524 1,300 1,850 3,747 4,080 5,J60 2,187
*5,000 * 2,000 * 1,000
3965 (1)2,000 (1) 680
(PE & RII Only) 11771 S/NH/STP 6029-002- f22 ,PE 1 00, RII2DI
* Notional Highwoy Syateoo f..-.da
(1) STP Stotewide AlIocot iona
Fig. 1 Charlottesville Bypass Allocation from "Final Allocation of Funds - Fiscal Year 1995-96"
showing incorrect RW estimated cost
The correct 1994 figure for RW is actually $23.836 million, as shown below in Figure 2, which also shows a
possible corrected schedule for the resultant reduction in the six-year projected allocations.
(¿:RlKARY SY~!E~HPROVEHENT PROGRAM FY96 thru FTOI CULPEPER D I STR J CT
houoorda of Oolloro)
ROOTE AOO'L
COONTY /C I TY fUND I Ne ACTUAL PROJECTED AllOCATIONS BAlANCE
TYPE DESCRIPTION ESTlKATED PREVIOOS REWIRED ALLOCATION TO
LENGTH COST fUND I Ne fUNO ctJIPLE1E
SCURCE 1995-96 1996-97 1997-98 1998-99 1999-00 2000-01
29- CHARLOTTESVILLE PE 6,000
Albemarle BYPASS. RII i~t8"
Alternative 10 CN
(lIestern Route) TO 2.Q,83' 8,429 14,<407 2,320 1,300 1,850 3,747 ',5/0
*5,000 . 2,000 . 1,000
3965 (1)2,000 (I) 680
(PE & RII Only) 11771 S/NH/STP 6029-002- f22,PE 100, RII201
Fig. 2 Correct Estimated Cost for Charlottesville Bypass (trom Culpeper District office) for "Final Allocation of
Funds - Fiscal Year 1995-96," with possible six year projected allocations
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Re-Allocation Reauest:
This additipnal allocation of $10.117 million has already been approved for the primary road system
in the Albemarle County area within the Culpeper District The Meadow Creek Parkway meets the
criteria for inclusion into the primary road system as stated by Mr. Hodge at the CTB workshop of
April, 1995 and as requested in February 1995 by Albemarle County, the City of Charlottesville, the
MPO, area legislators and the Charlottesville! Albemarle Chamber of Commerce. Also, the original
schedule, as proposed by VDoT and approved by the CTB in 1990 and re-affirmed many times by
the CTB through June of 1994, indicated the construction of the Meadow Creek Parkway should
precede the bypass construction. This sequence was also endorsed by the MPO, Albemarle County,
the City of Charlottesville and the University of Virginia.
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Therefore. we strongly urge the CTB at its next allocation period to designate the Meadow Creek
Parkway as a part of the primary road system and to reallocate these already allocated primary funds
toward the PE and RW for this much needed. widely supported road.
RESOLUTION
WHEREAS, on May 3, 1995, the Albemarle Board of County Supervisors adopted
a resolution requesting that the Commonwealth Transportation Board designate the
Meadow Creek Parkway a Primary Highway and place it in the current Six-Year Primary
Road plan for funding; and
WHEREAS, it has recently been discovered that the approved FY 1995-96 Six Year
Improvement Program has a $10.117 million over-allocation for the Charlottesville
Bypass, Alternative 10, due to an incorrect estimated cost for right-of-way; and
WHEREAS, this additional allocation of $10.117 million has already been approved
for the primary road system in the Albemarle County area within the Culpeper District;
and
WHEREAS, the Meadow Creek Parkway meets the criteria for inclusion in the
Primary Road system as stated by Mr. Jack Hodge at the Commonwealth Transportation
Board workshop in April, 1995, and as requested in February, 1995, by Albemarle County,
the City of Charlottesville, the Metropolitan Planning Organization, the Charlottesville-
Albemarle Chamber of Commerce and area legislators.
NOW, THEREFORE, BE IT RESOLVED, that the Albemarle Board of County
Supervisors does hereby request the Commonwealth Transportation Board, at its next
allocation period, to designate the Meadow Creek Parkway part of the primary road
system and reallocate these already allocated funds in the amount of $10.117 million
toward the planning, engineering and right-of-way for the Meadow Creek Parkway.
*****
I, Ella W. Carey, do hereby certify that the foregoing writing is a true correct copy
of a resolution unanimously adopted by the Board of County Supervisors of Albemarle
County, Virginia, at a regular meeting on July 12, 1995.
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David P. Bowennan
Charlottesville
COUNTY OF ALBEMARLE
Office of Board of Supervisors
401 Mcintire Road
Charlottesville, Virginia 22902-4596
(804) 296·5843 FAX (804) 296-5800
Charles S. Martin
Rivanna
Charlotte Y. Humphris
Jack Jouett
Walter F. Perkins
White Hall
Forrest R. Marshall, Jr.
Scottsville
Sally H. Thomas
Samuel Miller
July 12, 1995
Mr. Michael L. Patterson
2879 Buckeyeland Lane
Charlottesville, VA 22902
Dear Mr. Patterson:
Thank you for your letter of July 7, 1995, regarding boat access to the
Rivanna Reservoir.
It is to my understanding that the County Department of Parks and
Recreation will be submitting a project request for improvements to the ramp
and parking areas near the water treatment plant in the upcoming Capital
Improvements Program. Please understand that the current launch sites are on
City property which is managed by the Rivanna Water and Sewer Authority, so
this is not solely a County issue.
I understand that a ramp in the vicinity of the twin bridges site would
be more desirable, however, currently there is no property available for this
purpose that we are aware of. As you may know there has been some discussion
about a possible site on the UVA crew property. UVA is not interested in
making that site available at this time due to concerns expressed by the UVA
Athletic Department, the Alumni Association, the original property donor, and
neighboring property owners. Therefore, County staff is recommending that the
most immediate way to improve the situation is by concentrating efforts at the
water treatment plant.
It is important to understand that this will be one of many worthwhile
projects requested in the upcoming Capital Improvements Program. The Board
will need to evaluate this project against other urgent funding requests for
funding. Your letter will be kept on file and used as part of the justifica-
tion when this project request is evaluated. In the meantime, please feel
free to contact our Director of Parks and Recreation, Mr. Pat Mullaney, if you
would like to discuss this matter further.
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Walter F. Perkins
Chairman
PKM/tpf
cc: Board of Supervisors
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DIstributed io Board: J-J.J.!1s
Agtmd, item No. ~() 7/..J.'-~7
July 7, 1995
Albemarle County Board of Supervisors
401 McIntire Road
Charlottesville, VA 22902-4596
Dear Board of Supervisors:
I am a resident of Albemarle County and a local fisherman.
I have used both ramps on the Charlottesville Reservoir. The
ramp at the dam (water treatment plant) is in major need of repair.
Most boats require a longer ramp than the existing one in order to
launch a boat. Presently, if you back to the proper water level,
you have a drop off that could severly damage a boat trailer. If
the county repairs this ramp, it still limits fishing to the lower
end of the reservoir. Also the dam is so close it could be danger-
ours, if a boater were to have mechanical problems.
The ramp at Twin Bridges is a better ramp, but still poses
some hazards. Due to the way you have to back down the road into
the ramp and no place to park, you are still at risk. Please
consider building a new ramp, something safe for everyone.
Sincerely,
//~r .~ 1-__.'~.(:J ¡
l~::.IZ~---'· :.'~ i }
Michael L. Patterson
2879 Buckeyeland Lane
Charlottesville, VA 22902
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CITY OF CHARLOTTESVILLE
Office of the Mayor
P.O. Box 911 . Charlottesville, Virginia. 22902
Telephone 804-971-3113
July 7, 1995
I () 1995
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Mr. Walter F. Perkins, Chairman
Albemarle County Board of Supervisors
401 McIntire Road
Charlottesville, Va. 22902
Dear Walter:
Thank you for your most recent letter regarding our mutual interests in meeting to
discuss issues related to City/County cooperation and reversion. The Council believes that
mutual discussion and resolution would be preferable to court proceedings. My office will
shortly be contacting your County Executive to set up an agenda-setting meeting to address
our mutual concerns. I look forward to working with you and the other Supervisors on this
Issue.
ø:s~
David 1. Toscano
Mayor
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David P. Bowerman
Charlottesville
COUNTY OF ALBEMARLE
Office of Board of Supervisors
401 Mcintire Road
Charlottesville, Virginia 22902-4596
(804) 296-5843 FAX (804) 296-5800
Charles S. Martin
R ¡vanna
Charlotte Y. Humphris
Jack Jouett
Walter F. Perkins
White Hall
Forrest R. Marshall, Jr.
SCQltsviHe
Sally H. Thomas
Samuel Miller
July 13, 1995
The Honorable David J. Toscano
Mayor
City of Charlottesville
P.O. Box 911
Charlottesville, Virginia 22902
Re: Proposed Meeting Between the Board of Supervisors and City Council
(On Reversion to Town Status)
Dear David:
Thank you for your letter dated July 11, 1995. We are delighted that City Council
is willing to accept our invitation to convene a joint meeting of our governing bodies to address the
issues related to reversion. We suggest that this meeting be set for August 16th and take place at or
prior to the County's regularly scheduled 7:00 p.m. meeting time.
The Board, however, feels it is very important that this initial meeting be an open
public forum rather than a presentation by any individual or group. We propose that it be open to
anyone to raise concerns, issues, or questions relating to reversion with specific time limits to allow
as many interested people to participate as possible. After this process, subsequent meetings
between the Board and Council can be convened to deal with specific issues that have been
identified by the public or by the governing bodies.
I will ask Bob Tucker to contact Gary O'Connell to confinn the meeting and to
finalize the time and the details of the fonnat. If you wish to discuss this further, please give me a
call. We look forward to the beginning of the reversion discussion dealing with the issues of concern
to the community.
Sincerely,
(J~.:)~
Walter F. Perkins
Chainnan
WFP:rcs
94-208.003
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Office of the Mayor
P.O. Box 911 . Charlottesville, Virginia. 22902
Telephone 804-971-3113
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'CITY OF CHARLOTTESVILLE
July 11, 1995
Walter F. Perkins, Chairman
Albemarle County Board of Supervisors
401 McIntire Road
Charlottesville, VA 22902
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Re: A Proposed Meeting between the Board of Supervisors and City Council (On
Reversion to Town Status)
Dear Walter:
In accord with your and my recent exchange of letters and telephone conversations, I
have been asked by Council to try to convene a joint meeting of the two local governing bodies.
Council is willing come to the County office building to make the meeting as convenient as
possible for Board members.
In that vein we would also suggest that the meeting occur immediately before or toward
the end of one of your regular night meetings in August on either the 9th or 16th. That should
minimize calendar conflicts which your Board members may be developing during these summer
months.
What we propose for this initial meeting is a presentation by Professor William Lucy and
other citizen petition organizers in which they identify for the Board, Council, and the public
the urban problems these citizens believe to exist in our community and why they think reversion
(to town status) may help. Such a presentation would allow the Board and public to hear directly
the impetus behind the current citizens petition. We propose that the session be merely one of
information and not one where the parties advance formal posÜíons. As a second step, hopefully
in September, the Board and Council can reconvene to discuss mutually acceptable alternatives,
if any, and how the two bodies might best pursue those alternatives together.
Please call me at your convenience so that we might discuss the logistics of this initial
meeting and which date is suitable for all concerned.
è32;:~
David J. Toscano
Mayor
cc: City Council Members
C'VILLE CITY RTTY OFC TEL:804-971-9523
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Jul11.95
15:56 No.003 P.02
Office of the Mayor
P.O. 80" 911. CharloltcsviUe, Virginia - 22902
Telephone 804-971-3113
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CITY OF CHARLOTTESVILLE
July 11. 1995
,lUr. J I /995
Walter F. Perkins, Chairman
Albemarle County Board of Supervisors
401 McIntire Road
CharlottesviJte, VA 22902
Re: A Propose<! Meeting between the Board of Supervisoni i:U1\l Cily Council (On
Reversion to Town Status)
Dear Walrer:
In accord with your and my recent exchaDSe of letters and telephone converAations, I
have been asked hy Council to try to convene a joint meeting of thf:'! two toeal govet'DÌD,l bodies.
Council is wi1lin¡ çome to the County offICe building to make the meetina as convenient as
possible for Board members.
In that vein we would also SUliest that the ~ occur immediately before or toward
the end of one of your regular night meetings in August on either tbe 9th or 16th. That should
minimize calendar conflicts which your Board membel'8 may be developing during these summer
months.
What we propose for this initial meeting is a presentation by Professor William Lucy and
other citizen petition organizers in which they identify for the Board. CouncU. and tho public
the urban problems these citizens believe to exist in our community and why they think reversion
(to town status) may heJp, Such a presentation would K1Jow th~ Board and public to hçar dircetly
the impetus behind the current citizens petiûun. Wè propose tbat the session be merely 011f of
information and not one where lhc= p8rûc5 advance formal positions. As a seçond step, hopefuJly
in September, t1w BUKrd and Council can reconvene to discuss mutually acceptable alte>.rnat¡ve.'II,
if any, and Iww the two bodies miaht best pursue thoee alternatives togetber.
Please call me at your convenience SO thlt we might discuss the loadsûcs of this initial
meeting and which dat", is suitable for ~11 cnncerœd.
" 'Sincer~ yours,
·..~Œ:~
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. .", ;¡.David J. Toscano
., Mayor
cc: City Council Members
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