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8/25/2025 - City Council - Agenda -Regular
Agenda Monday, August 25, 2025, 6:30 PM Regular Session, 6:30 PM, City Hall, 114 North Broad Street, Salem, Virginia 24153 WORK SESSION WORK SESSION IS CANCELLED FOR AUGUST 25, 2025 REGULAR SESSION 1. Call to Order 2. Pledge of Allegiance 3. Bid Opening, Awards, Recognitions A. Salem High School State Championship - Tennis Consider the adoption of Resolution 1506 honoring Salem High School Tennis team member Drew Perez for his Class 4 Boys Tennis Singles State Championship. B. Salem High School State Championship - Lacrosse Team Consider the adoption of Resolution 1507 honoring the Salem High School Boys Lacrosse Team for winning the VHSL Class 4 State Championship. 4. Consent Agenda A. Citizen Comments Comments from the public, limited to five minutes, on matters not already having a public hearing at the same meeting. B. Minutes Consider acceptance of the August 11, 2025, Regular Meeting minutes. C. Financial Reports Consider acceptance of the Statement of Revenues and Expenses for the one month ending July 31, 2025. Page 1 of 285 5.Old Business A.Amendment to the Zoning Ordinance Consider adoption of ordinance on second reading for the request of J. Cline Properties, LLC, property owner, to rezone the property located at 106-110 Butt Hollow Road (Tax Map #174-1-7) from BCD Business Commerce District to LM Light Manufacturing District with proffered conditions. (Approved on first reading at the August 11, 2025, meeting.) B.Amendment to the Zoning Ordinance Consider adoption of ordinance on second reading for the request of Brad Graham Real Estate LLC, contract purchaser, to rezone the property located at 638 Dalewood Avenue (Tax Map #33-2-3) from AG Agricultural District to RSF Residential Single- Family District with proffered conditions. (Approved on first reading at the August 11, 2025, meeting.) C.Amendment to the Zoning Ordinance Consider ordinance on second reading for the request of ABoone Real Estate Inc., contract purchaser, to rezone the properties located at 1002 and 1108 Newman Drive (Tax Map #s 58-1-1 and 58-1-2) from LM Light Manufacturing District with proffered conditions to RMF Residential Multi-Family District with proffered conditions. (Approved on first reading at the August 11, 2025, meeting.) 6.New Business A.Manufacturer's Settlement - Resolution 1508 Consider adoption of Resolution 1508 approving the City's participation in the proposed settlement of opioid-related claims against Alvogen, Amneal, Apotex, Hikma, Indivior, Mylan, Sun, and Zydus, and their related corporate entities, and directing the City Attorney and/or City’s outside counsel to execute the documents necessary to effectuate the City’s participation in the settlements. B.Purdue Pharma Bankruptcy Settlement - Resolution 1509 Adopt Resolution 1509 accepting the Purdue Pharma Bankruptcy Plan and approving the City's participation in the proposed direct settlement of opioid-related claims against the Sackler family, and directing the City's outside counsel to execute the documents necessary to accept the plan and effectuate the City's participation in the settlement. C.Resolution 1510 - Transporation Alternatives and Revenue Sharing Funding Consider adoption of Resolution 1510 in support of Transportation Alternatives and Revenue Sharing Funding Applications. D.Performance Agreements - Lake Region Medical, Inc. Consider request authorizing the City Manager to finalize and execute a Virginia Commonwealth's Development Opportunity Fund performance agreement between Lake Region Medical, Inc. (a wholly owned subsidiary of Integer Holdings Corporation), the City of Salem, the Commonwealth of Virginia Economic Page 2 of 285 Development Partnership, and the Economic Development Authority of the City of Salem; and authorizing the City Manager to finalize and execute a local performance agreement between Lake Region Medical, Inc., the City of Salem, and the Economic Development Authority of the City of Salem. E. Performance Agreement - Novozymes Biologicals, Inc. Consider request authorizing the City Manager to finalize and execute a local performance agreement between Novozymes Biologicals, Inc., the City of Salem, and the Economic Development Authority of the City of Salem. F. Performance Agreement - QualiChem, Inc. Consider request authorizing the City Manager to finalize and execute local performance agreement between QualiChem, Inc., the City of Salem, and the Economic Development Authority of the City of Salem. G. Salem City School Board Consider setting the date for a public hearing in accordance with Section 22.1 -29.1 of the Code of Virginia 1950, as amended, regarding the consideration of applicants for the School Board terms expiring December 31, 2025 of Andy Raines and Stacey Danstrom. (Suggest date of October 14, 2025). 7. Closed Session Hold a closed session in accordance with the following sections of the 1950 Code of Virginia, as amended: 1. Section 2.2-3711 (A)(3) for discussion or consideration of the acquisition of real property for a public purpose, or the disposition of publicly held real property, where discussion in an open meeting would adversely affect the bargaining position or negotiating strategy of the public body. Specifically, the acquisition of real property. 2. Section 2.2-3711 (A)(7) for consultation with legal counsel and briefings by staff members or consultants pertaining to actual or probable litigation, where such consultation or briefing in open meeting would adversely affect the negotiating or litigating posture of the public body. 8. Adjournment Page 3 of 285 Item #: 3.A. AT A REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SALEM, VIRGINIA HELD AT CITY HALL MEETING DATE: August 25, 2025 AGENDA ITEM: Salem High School State Championship - Tennis Consider the adoption of Resolution 1506 honoring Salem High School Tennis team member Drew Perez for his Class 4 Boys Tennis Singles State Championship. SUBMITTED BY: Rob Light, Assistant City Manager/Clerk of Council SUMMARY OF INFORMATION: The time has been set aside to recognize Salem High School Tennis team member Drew Perez for his Class 4 Boys Tennis Singles State Championship. FISCAL IMPACT: N/A STAFF RECOMMENDATION: Staff recommends approval. ATTACHMENTS: 1. Item 3A 8-25-25 HighSchoolResolution 1506-Tennis2025-Council Page 4 of 285 CITY CO UNCIL Joint Resolution Mayor, City of Salem TENNIS IN THE COUNCIL OF THE CITY OF SALEM, VIRGINIA, August 25, 2025: ATTEST: H. Rob Light Clerk of Council City of Salem, Virginia Salem City Council: John Saunders Hunter Holliday Randy Foley Anne Marie Green Renée Ferris Turk RESOLUTION 1506 RESOLUTION HONORING SALEM HIGH SCHOOL 2025 TENNIS STATE CHAMPION WHEREAS, with a great deal of pride and enthusiasm the City of Salem champions the development of its young people by providing an array of opportunities in both the academic and sporting arenas; and WHEREAS, throughout the years, our youth have excelled in both areas, bringing numerous accolades to the city and school division; and WHEREAS, the high school tennis program instills in its participants the significance of teamwork and creates accord and purpose among its participants and coaches; and WHEREAS, Drew Perez distinguished himself, his school, and the entire Salem community for the second straight year by capturing the Virginia High School League Class 4 State Singles Tennis Championship; and WHEREAS, the state title culminated a perfect singles season for the talented junior. Perez won all his regular season singles matches, captured three victories in Region D contests, and picked up two more wins at the state level. He did not lose a single set in the postseason; and WHEREAS, Perez captured the 2025 VHSL State Title in Newport News in dominant fashion with a 6-4, 6-2 straight sets victory over his opponent from Powhatan High School; and WHEREAS, Drew was named an All-State performer for the second straight year. There are 51 Class 4 schools in the Commonwealth and only 4 players are selected for the all-state team; and WHEREAS, his amazing record as a Salem High School tennis player now stands at 52-and-3 in singles play; and WHEREAS, along with his Tennis Coach and Mom, Jill Perez, Drew and his teammates have brought recognition to the Salem community and the high school by showcasing their skills throughout the Commonwealth; and NOW, THEREFORE BE IT RESOLVED BY THE COUNCIL OF THE CITY OF SALEM, VIRGINIA, that Council joins with the citizens of the City of Salem in saluting these amazing achievements during the 2025 Tennis season. BE IT FURTHER RESOLVED that a copy of this resolution be presented to the coaches and each team member and that a copy be placed on display at Salem High School. Page 5 of 285 Item #: 3.B. AT A REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SALEM, VIRGINIA HELD AT CITY HALL MEETING DATE: August 25, 2025 AGENDA ITEM: Salem High School State Championship - Lacrosse Team Consider the adoption of Resolution 1507 honoring the Salem High School Boys Lacrosse Team for winning the VHSL Class 4 State Championship. SUBMITTED BY: Rob Light, Assistant City Manager/Clerk of Council SUMMARY OF INFORMATION: This time has been set aside to recognize the Salem High School Boys Lacrosse team for their VHSL Class 4 State Championship. FISCAL IMPACT: N/A STAFF RECOMMENDATION: Staff recommends approval. ATTACHMENTS: 1. Item 3B 8-25-25 HighSchoolResolution 1507-Lacrosse2025-Council Page 6 of 285 CITY CO UNCIL Joint Resolution Mayor, City of Salem BOYS LACROSSE IN THE COUNCIL OF THE CITY OF SALEM, VIRGINIA, August 25, 2025: ATTEST: H. Rob Light Clerk of Council City of Salem, Virginia Salem City Council: John Saunders Hunter Holliday Randy Foley Anne Marie Green Renée Ferris Turk RESOLUTION 1507 RESOLUTION HONORING SALEM HIGH SCHOOL 2025 BOYS LACROSSE STATE CHAMPIONS WHEREAS, with a great deal of pride and enthusiasm the City of Salem champions the development of its young people by providing an array of opportunities in both the academic and sporting arenas; and WHEREAS, throughout the years, our youth have excelled in both areas, bringing numerous accolades to the city and school division; and WHEREAS, the high school Boys Lacrosse Team instills in its participants the significance of teamwork and creates accord and purpose among the participants and coaches; and WHEREAS, The Spartan lacrosse players distinguished themselves, their school, and the entire Salem community by being crowned a Class 4 Virginia High School League State Champion on June 14, 2025; and WHEREAS, Salem dominated in the postseason by taking down Jefferson Forest 14-3 to claim the Region 4D crown. Then in state play, the team beat Broad Run 9-4 in the quarterfinals before topping perennial power Atlee 7-5 in the semifinals. The Spartans ultimately silenced Loudoun County 11-7 in the finals.; and WHEREAS, the state title victory over Loudoun County culminated an incredible two-year run for the program that saw the Spartans post a 17-3 record this season after going a stout 17-1 in 2024; and WHEREAS, the 2025 team was led by Jackson Jones, Ty Hicklin, Parker Dallas, Jackson Wininger, Ryan Warren, Brayden Hall, and Ronnie Frith. All seven student-athletes were First Team All-State selections, and their Head Coach George Revercomb was honored as State Coach of the Year; and WHEREAS, the remaining players on the roster – Logan Sparks, Tucker Preas, Bradley Cuddy, Jordan Eason, Mason Price, Oliver Farber, Jack Ellis, Jackson Camper, Wade Marble, Richard Hof, Carson Garland, Gage Abbott, Alexander Foster, Ethan Russell, Holden Custer, Jake Thompson, Andrew Nevergold, Michael Crawley, DaShawn Jones and Winston Wolfe each contributed to the team’s many accomplishments; and WHEREAS, Coach Revercomb, and his assistants Chad Custer, Joe Dishaw, Chad Fisher, A.J. Blankenship, and David Turk guided Salem to its first lacrosse state title in 28 varsity seasons; and NOW, THEREFORE BE IT RESOLVED BY THE COUNCIL OF THE CITY OF SALEM, VIRGINIA, that Council joins with the citizens of the City of Salem in saluting these amazing achievements during the 2025 Boys Lacrosse season. BE IT FURTHER RESOLVED that a copy of this resolution be presented to the coaches and each team member and that a copy be placed on display at Salem High School. Page 7 of 285 CITY COUNCIL MINUTES Monday, August 11, 2025 at 6:30 PM Regular Session, 6:30 PM, City Hall, 114 North Broad Street, Salem, Virginia 24153 WORK SESSION WORK SESSION IS CANCELLED FOR AUGUST 11, 2025 REGULAR SESSION 1.Call to Order A regular meeting of the Council of the City of Salem, Virginia, was called to order at 6:30 p.m., there being present the following members to wit: Renée Ferris Turk, Mayor; Anne Marie Green, Vice-Mayor; Councilmembers: Byron Randolph Foley (participated remotely), Hunter Holliday, and John Saunders; with Renée Ferris Turk, Mayor, presiding together with Chris Dorsey, City Manager; Rob Light, Assistant City Manager and Clerk of Council; Rosemarie B. Jordan, Director of Finance; Chuck Van Allman, Director of Community Development; Mike Stevens, Director of Communications; and Jim Guynn, City Attorney. 2.Pledge of Allegiance Mayor Turk requested that Mr. Light read a request from Councilman Foley to participate remotely in this meeting. Mr. Light noted that Councilman Foley asked him to read the following request on his behalf: "In accordance with Section 2.2- 3708.3 B(4) of the Code of the Commonwealth of Virginia and the Remote Participation Policy of the City of Salem, I hereby request to participate remotely due to a personal matter, specifically that I am out of town." John Saunders motioned to accept the remote participation of Councilman Foley. Hunter Holliday seconded the motion. Item #4.B Date: 8/25/2025 Page 8 of 285 Ayes: John Saunders, Hunter Holliday, Anne Marie Green, Renee Turk Nays: None Abstaining: Randy Foley 3. Bid Opening, Awards, Recognitions There were none this evening. 4. Consent Agenda A. Citizen Comments Comments from the public, limited to five minutes, on matters not already having a public hearing at the same meeting. John Breen, 142 Bogey Lane, addressed Council with concerns regarding transparency, accountability, and adherence to Salem's governing documents, including the City Charter and Ordinances. Mr. Breen requested that Council permit citizen-initiated referendums, hold public hearings for any site plans involving three or more acres, cease the use of 2 X 2 meetings via public vote, facilitate early citizen input for any site plan or rezoning involving three or more acres, obtain an independent written legal opinion regarding the binding use of "Shall" in the Charter and Ordinances, and treat "Shall" as mandatory unless advised otherwise in writing by legal counsel. Jonathan Constantine, 1726 Victoria Street, was not present this evening. Stella Reinhard, 213 N. Broad Street, spoke in support of early opportunities for citizen involvement in the development of large parcels of land. She suggested a citizen advisory committee. She also expressed concern about the future of the remaining open spaces in Salem. Ms. Reinhard noted a number of factors from the City's Zoning Code for consideration in rezoning requests. B. Minutes Consider acceptance of the July 28, 2025, Regular Meeting minutes. The minutes were approved as written. 5. Old Business There was no Old Business this evening. 6. New Business A. Public Hearing for Amendment to the Zoning Ordinance and Special Exception Permit Hold a public hearing for the request of J Cline Properties LLC, property owner, to rezone the property located at 106-110 Butt Hollow Road (Tax Map #174-1-7) from BCD Business Commerce District to LM Light Manufacturing District with proffered conditions and to request the issuance of a Special Page 9 of 285 Exception Permit to allow athletic instruction services. (Advertised in the July 24 and 31, 2025 issues of Cardinal News.) Mayor Turk requested that the petitioner come forward to provide information on this request. Jerry Cline, 106 Butt Hollow Road, noted that they were requesting the rezoning of the property to better suit the needs of the current tenant and for future tenants. He noted that an individual from the wrestling group that is desiring to move in was with him this evening to answer any questions, also. Kyle Milette, 1816 Connors Run, noted that he was representing Reaper Wrestling Club, a youth wrestling club that serves kids from all over the New River Valley from Radford to Staunton River. Their current location is the Salem Sports Complex across from Walmart. They have found Mr. Cline's facility more conducive to their needs. Their client ages range from four to fourteen. Mayor Turk asked Mr. Van Allman if he had any further information. Mr. Van Allman noted that this request was explained well in the Planning Commission minutes and that he did not have any further information to share. Mayor Turk opened the public hearing. No one came forward to speak. Mayor Turk closed the public hearing. B. Amendment to the Zoning Ordinance Consider adoption of ordinance on first reading for the request of J. Cline Properties, LLC, property owner, to rezone the property located at 106-110 Butt Hollow Road (Tax Map #174-1-7) from BCD Business Commerce District to LM Light Manufacturing District with proffered conditions. (The Planning Commission recommended approval by a unanimous vote.) Hunter Holliday motioned to adopt the ordinance on first reading for the request of J. Cline Properties, LLC, property owner, to rezone the property located at 106-110 Butt Hollow Road (Tax Map #174-1-7) from BCD Business Commerce District to LM Light Manufacturing District with proffered conditions. John Saunders seconded the motion. Ayes: John Saunders, Hunter Holliday, Randy Foley, Anne Marie Green, Renee Turk Nays: None Abstaining: None Page 10 of 285 C. Special Exception Permit Consider the request of J. Cline Properties, LLC, property owner, for a Special Exception Permit for the property located at 106-110 Butt Hollow Road (Tax Map #174-1-7) to allow athletic instruction services. (The Planning Commission recommended approval by a unanimous vote) The approval of the Special Exception Permit is contingent upon final Council approval on second reading of the ordinance to rezone the property from BCD Business Commerce District to LM Light Manufacturing District. John Saunders motioned to approve the request of J. Cline Properties, LLC, property owner, for a Special Exception Permit for the property located at 106-110 Butt Hollow Road (Tax Map #174-1-7) to allow athletic instruction services. Hunter Holliday seconded the motion. Ayes: John Saunders, Hunter Holliday, Randy Foley, Anne Marie Green, Renee Turk Nays: None Abstaining: None D. Special Exception Permit Hold a public hearing to consider the request of McJohn Investments LLC, property owner, for the issuance of a Special Exception Permit to allow a telecommunications tower on the property located at 319 Rowan Street (Tax Map #232-1-1). (Advertised in the July 24 and 31, 2025, issues of Cardinal News.) (The Planning Commission recommended approval by a unanimous vote.) Mayor Turk asked if the petitioner would like to come forward to speak. Lori Schweller, Attorney with Williams Mullen, addressed Council representing Verizon Wireless and shared a presentation that described the project in detail. With her this evening was Stuart Squier, Zoning Manager with GDNsites for the project. Ms. Schweller explained the location of this property and shared that the nearest residentially zoned district was slightly over 612 feet to the south of this property. She noted that towers are permitted by Special Exception in the HM Heavy Manufacturing Zoning District. Ms. Schweller shared a photograph of the subject property and stated that the entire parcel was paved. As part of their request, they are asking for an administrative waiver of the landscaping requirement as there is no ability to landscape here as the entire parcel is paved. She added that another feature of this property is that it is located in the flood zone and that, if approved, the applicant would construct the cell tower and ground equipment on a six-foot platform to protect it. Ms. Schweller indicated that there were no collocation opportunities in the area to be served, which means that there are no tall towers or structures on which Verizon Wireless could place its antennas to avoid needing to build a new tower. This tower will provide such collocation opportunities for other providers. She shared other photographs with details of the site location and abutting properties. In addition, details and results of a balloon test to evaluate visual impact were shared Page 11 of 285 with Council. Ms. Schweller reiterated that the request for Council was for a Special Exception Permit. She noted that the application complied with the Zoning Ordinance and that the project was consistent with Salem Comprehensive Plan goals. This project would improve telecommunications for economic development, for schools, working from home, and government communications. She offered to answer any questions. Mayor Turk thanked them for their preparation and for the information they had provided ahead of time, which allowed Council to go and look at the property. Mayor Turk opened the public hearing. No one came forward to speak. Mayor Turk closed the public hearing. Hunter Holliday motioned to approve the request of McJohn Investments LLC, property owner, for the issuance of a Special Exception Permit to allow a telecommunications tower on the property located at 319 Rowan Street (Tax Map #232-1-1). Anne Marie Green seconded the motion. Ayes: John Saunders, Hunter Holliday, Randy Foley, Anne Marie Green, Renee Turk Nays: None Abstaining: None E. Public Hearing for Amendment to the Zoning Ordinance and Special Exception Permit Hold a public hearing for the request of Brad Graham Real Estate LLC, contract purchaser, to rezone the property located at 638 Dalewood Avenue (Tax Map #33-2-3) from AG Agricultural District to RSF Residential Single- Family District and to request the issuance of a Special Exception Permit for 638, 672 and 696 Dalewood Avenue (Tax Map #s 33-2-3, 33-2-2 and 33-2-1) to allow the inclusion in the Cluster Housing Overlay. (Advertised in the July 24 and 31, 2025, issues of Cardinal News.) Mayor Turk asked if the petitioner would like to come forward and present information on this request. Brad Graham, 726 Ambler Lane, referenced the plat maps and commented on lot width. He indicated that this project will be done in phases and that the plan is to start with 60-foot lots and that they hope to have larger lots as the project continues. He shared a presentation with graphics of house designs and noted that these would be custom-built homes. Councilman Holliday asked about the price range of the homes. Mr. Graham gave the approximate price of several of the homes shown in his Page 12 of 285 presentation and said that it was very difficult to build a quality home for less than about $450,000 to $500,000 and that would be his starting point. He reiterated that he planned to cater to individuals who wished to have a lot of input and customization of their homes. Mayor Turk opened the public hearing. Stella Reinhard, 213 N. Broad Street, asked how many homes were to be included in this project. Mayor Turk responded that there would be approximately thirty-seven. Ms. Reinhard spoke of the beauty of the land and open spaces. She expressed the feeling that a different entrance would be preferable because of the steep grade. Ms. Reinhard also expressed concern about the surrounding road. She asked if there could be a community meeting to discuss with the developer potential solutions for the road around the development. She also suggested that further input for the model could be shared at such a meeting. Mr. Graham explained the site distance issues and the addition of the three properties to allow for grading to allow for appropriate site distance and reiterated that this issue had been addressed. Mayor Turk closed the public hearing. F. Amendment to the Zoning Ordinance Consider adoption of ordinance on first reading for the request of Brad Graham Real Estate LLC, contract purchaser, to rezone the property located at 638 Dalewood Avenue (Tax Map #33-2-3) from AG Agricultural District to RSF Residential Single-Family District with proffered conditions. (The Planning Commission recommended approval by a unanimous vote.) Hunter Holliday motioned to adopt on first reading the ordinance for the request of Brad Graham Real Estate LLC, contract purchaser, to rezone the property located at 638 Dalewood Avenue (Tax Map #33-2-3) from AG Agricultural District to RSF Residential Single-Family District with proffered conditions. John Saunders seconded the motion. Ayes: John Saunders, Hunter Holliday, Randy Foley, Anne Marie Green, Renee Turk Nays: None Abstaining: None G. Special Exception Permit Consider the request of Brad Graham Real Estate LLC, contract purchaser, for a Special Exception Permit for 638, 672 and 696 Dalewood Avenue (Tax Map #s 33-2-3, 33-2-2 and 33-2-1) to allow their inclusion in the Cluster Page 13 of 285 Housing Overlay. (The Planning Commission recommended approval by a unanimous vote.) The approval of the Special Exception Permit is contingent upon final Council approval on second reading of the ordinance to rezone the property located at 639 Dalewood Avenue from AG Agricultural District to RSF Residential Single-Family District. Hunter Holliday motioned to approve the request of Brad Graham Real Estate LLC, contract purchaser, for a Special Exception Permit for 638, 672 and 696 Dalewood Avenue (Tax Map #s 33-2-3, 33-2-2 and 33-2-1) to allow their inclusion in the Cluster Housing Overlay. John Saunders seconded the motion. Mr. Light explained that the item preceding this was the first reading of the rezoning ordinance, which included proffers. This action included only one parcel of property. The Special Exception Permit included three parcels. He noted that included in the agenda packet was a recommendation to add conditions, which Council may do at their discretion, for the minimum lot width to be 60 feet, excluding cul-de-sac lots, and that walking trails to be installed as part of the project would be open to the public. Vice-Mayor Green asked to confirm that the motion needed to be amended to include this information. Mr. Light confirmed that this was correct. Anne Marie Green amended the motion to add the conditions as stated in the Staff Recommendation section of the Council report in the Agenda Packet. These conditions are that the minimum lot width will be 60 feet, excluding cul-de-sac lots, and that walking trails to be installed as part of the project would be open to the public. These conditions would run with all of the properties under consideration. Hunter Holliday seconded the amended motion. Ayes: John Saunders, Hunter Holliday, Randy Foley, Anne Marie Green, Renee Turk Nays: None Abstaining: None H. Amendment to the Zoning Ordinance Hold a public hearing and consider ordinance on first reading for the request of ABoone Real Estate Inc., contract purchaser, to rezone the properties located at 1002 and 1108 Newman Drive (Tax Map #s 58 -1-1 and 58-1-2) from LM Light Manufacturing District with proffered conditions to RMF Residential Multi-Family District with proffered conditions. (Advertised in the July 24 and 31, 2025, issues of Cardinal News.) (The Planning Commission recommended approval by a 4-0 vote with one member recusing himself.) Mayor Turk noted for full transparency that she had worked at Q99 Radio Station, owned by Mr. Wheeler, from 2011 to 2013. She explained that this station was on Electric Road and not a part of the site under discussion this evening. She continued Page 14 of 285 that this was not a conflict of interest and she would not be recusing herself. Mayor Turk asked the petitioner to come forward to provide information on their request. Leonard Wheeler, President of Wheeler Media, 6181 Mount Chestnut Road, Roanoke, addressed Council regarding the future of a site on Newman Drive, which has been in their family for nearly 50 years. The property was historically used as a broadcasting site for an AM radio station that was prominent in the 1960s and 1970s but has seen a significant decline in relevance and viability due to the rise of FM radio and digital streaming platforms. Operating costs now outweigh the station's value, and the AM broadcasts will be discontinued. He explained that, after initially exploring the possibility of light manufacturing for the site, with assistance from Alexander Boone, they ultimately decided residential development would better serve the community and align with their values. The property will now transition away from its historical use as an AM transmission site and move toward a new residential purpose. Mayor Turk asked Mr. Wheeler what course of action he would take if this request did not pass. Mr. Wheeler noted that if the request for residential rezoning is denied, they would likely return to seek approval for light manufacturing use, which would require exceptions to current zoning conditions. If both the residential rezoning and manufacturing exceptions were denied, the owner expressed concern that the property would become economically unviable. The existing AM radio infrastructure is no longer sustainable due to ongoing operational costs and significant maintenance expenses, including over $200,000 required to repaint transmission towers. The owner emphasized that without a viable path forward, the property would ha ve little to no practical value. Alexander Boone, 5760 Reserve Point Lane, Roanoke County, addressed Council representing ABoone Real Estate, Inc. He also introduced Court Rosen, Director of Development for ABoone Real Estate, and Chris Burns, Engineering Manager with Balzer and Associates that were in attendance with him this evening. He provided an overview of the proposed residential project on Newman Drive, emphasizing the intention to create a well-designed, community-oriented townhome development. Mr. Boone expressed appreciation for the public input received during community meetings, Planning Commission hearings, and through numerous phone calls and emails, noting that residents' passion for their neighborhood reflects a strong sense of community. He drew historical comparisons between the post-WWII creation of Forest Lawn and the current proposal, asserting that townhomes today are equivalent to the small ranch homes of the 1950s—providing attainable housing options for modern families, first responders, teachers, and young professionals. He noted that several development options were evaluated for the site, including single-family homes, patio homes, apartments and condos, assisted living, and Warehousing and Page 15 of 285 light industrial uses. Ultimately, townhomes were identified as the most viable and appropriate use of the land, both economically and in alignment with community needs. The developer stated that while the per-unit cost of infrastructure is the same across housing types, townhomes allow for more attainable pricing due to higher density. Concerns about grading, infrastructure cost, and compatibility with surrounding neighborhoods were addressed, and the developer committed to ensuring the project is well-maintained and includes amenities such as parks and trails. It was emphasized that the project will be an extension of the Forest Lawn community, not separate from it. Mr. Boone pledged that there would be ongoing transparency and responsiveness throughout the process and invited Council to direct further questions to the team, including representatives present to discuss traffic and engineering details. Chris Burns, Balzer Associates, 1208 Corporate Circle, Roanoke, provided a technical overview of key infrastructure considerations for the proposed townhome development. He began by noting that, compared to other development scenarios, the townhome layout allows for more flexible grading and greater preservation of the site's perimeter and floodplain areas, making it a less disruptive development approach. Regarding floodplain and stormwater management, Mr. Burns explained that the development site represents less than 2% of the overall Gish Branch watershed (which drains approximately 1,000 acres). While neighborhood concerns about drainage are valid, he emphasized that this project would have minimal impact on regional drainage patterns. The developer is required to comply with all local and state stormwater regulations, with the City of Salem’s standards being among the most stringent in the region. The current plan preserves a significant area of floodplain, exceeding what is required by ordinance. In regard to traffic, Mr. Burns explained that a formal traffic impact study was conducted in accordance with standard procedures, using accepted national software and metrics. The scope was coordinated with the City of Salem Engineering Department. The study focused on key intersections during peak morning and evening hours and used actual weekday traffic counts while school was in session, with growth factors applied. The analysis showed no significant degradation in the level of service at studied intersections. The difference in peak-hour trips between the proposed townhomes and a single-family alternative is minimal, approximately one additional vehicle every two minutes. The City of Salem engineering staff reviewed the study and issued a formal concurrence with its conclusions, confirming that the existing roadway network can accommodate the proposed development. Court Rosen, 3934 Electric Road, representing the development team, briefly addressed Council to reiterate that significant public input, including community meetings, emails, and discussions, has led to a stronger, more responsive development plan. He highlighted secondary access concerns and noted that in response to community questions, the development team re -evaluated the feasibility of a secondary access route to North Mill Road. Due to challenging topography, private property constraints, and traffic safety concerns, including a misaligned intersection and potential for increased cut-through traffic, it was determined that a Page 16 of 285 secondary access point is not feasible or advisable. Mr. Rosen also addressed the preservation of open space. He stated that the development team is committed to preserving designated open space areas. While conservation easements cannot yet be finalized due to pending stormwater design, the open space will be protected within the HOA declaration, remain undeveloped, and ultimately be encumbered . Additionally, the adjacent 1.37-acre parcel at 1108 Newman Drive will become a community park and playground, accessible to both existing and future Forest Lawn residents. Access to these amenities is secured through project proffers. Mr. Rosen also noted the economic impact this project would have on the community. Mayor Turk explained the time and guidelines for the public hearing and opened the public hearing. Dr. Jake Roudebush, 1124 Newman Drive, spoke in opposition to the proposed project. He noted that his primary concern was the increased amount of traffic on Newman Drive. Becky Thomas, 1316 Forest Lawn Drive, expressed opposition to the rezoning. She expressed that she felt that there had not been sufficient time for the community to understand the impact and to organize meaningful input. She also expressed that she did not feel that this project was appropriate for the character of this neighborhood. She requested a second entrance, suggested stop signs, and requested that the decision be paused. Peggy Campbell Hale, owner of 446 and 478 Parkdale Drive, expressed the concern that there had been insufficient time for public review and input. She also expressed concern about traffic and access issues. She suggested adding a second access point. In addition, Ms. Campbell Hale spoke of stormwater and flooding concerns. Suzanne Hickerson, 509 Doyle Street, expressed that while the density of the proposed townhome development was a concern, the project was seen as preferable to continuing light manufacturing on the site. She expressed appreciation for the developer's inclusion of open space, walking trails, and playgrounds. She requested that the following additional proffers be considered as part of the rezoning approval: limit construction activity to 8:00 AM – 5:00 PM Monday through Friday, 8:00 AM – 3:00 PM on Saturdays, with no activity on Sundays; a 20-foot buffer yard with two rows of trees at least 5 feet tall be planted between the development and adjacent properties; due to the large deer population, planting of deer-resistant species, such as junipers or Japanese maples; a natural tree buffer of at least 4 feet in height be established at the Newman Drive entrance and along adjacent properties. Elizabeth Roberts, 566 Parkdale Drive, shared concern about the permanent loss of green space if the development proceeds and the impact on the unique character and charm of the City. She encouraged consideration of alternative uses and shared suggestions. Ms. Roberts asked for more time to collaborate on a solution for this property that reflects community values. Traffic and safety concerns were also Page 17 of 285 raised. She requested that Council pause the decision and asked for another entrance if the request was approved. Stella Reinhard, 213 N. Broad Street, referenced a PowerPoint that she had shared with Council and commended the developer's commitment to preserve some of the land around the development, but urged Council to require a formal conservation easement. She expressed concern that more time was needed for this decision and urged Council to table the decision and utilize the full review window to allow for additional public input and collaboration with the developer. Ms. Reinhard also raised concerns that this did not meet the goals of affordable housing outlined in the City's Comprehensive Plan. She expressed concern about traffic and concluded by recommending several possible locations for a secondary access point. John Breen, 142 Bogey Lane, urged Council to pause their decision for 60 days to allow further review of the proposal in light of the City's zoning code and comprehensive plan, citing concerns about density, traffic, and compatibility with surrounding neighborhoods. Mr. Breen called for more detailed and enforceable proffers which included architectural standards, construction time limits, and substantial conformity requirements. He concluded by requesting a public hearing for site plans. Conner Kinkema, 566 Parkdale Drive, presented an economic analysis of the proposed development that included estimated revenue and expenditures. He also expressed concern about the loss of community character and negative impacts of increased density. He encouraged Council to consider whether the development aligns with Salem's values and identity. He shared copies of his information with Council. Kathryn Chrisfield, 948 North Mill Road, expressed concern over the density of the proposed townhome development, calling it inconsistent with the surrounding single - family neighborhood. She criticized the notice given to residents compared to the developer's extended planning period. Requests were made for independent traffic, hydrology, and environmental studies to assess downstream impacts, runoff, and overall infrastructure strain. Ms. Chrisfield urged Council to consider the impact on the community and their concerns. Russ West, 556 Chamberlain Lane, urged Council to table the rezoning request and personally visit the site to observe existing traffic limitations on Newman Drive. He also challenged claims that a secondary access point is unfeasible and raised concerns about the scale and effectiveness of the proposed stormwater retention. Mr. West concluded by suggesting that Salem consider forming a Development Review Board. Lauren Strong, 613 Doyle Street, requested Council to take four steps before moving forward with the proposed development: 1. Pause the decision to allow more time for public input, review of concerns, and exploration of alternatives. 2. Assess the Page 18 of 285 necessity of this project given recent residential developments already approved in Salem. 3. Revise the proffers, including language ensuring that a conservation easement protecting at least 20 acres of undeveloped land be notarized following final site plan approval. 4. Include a second entrance. She emphasized the need for additional time to determine the most feasible location. She ended by urging Council to ensure that community voices were heard and respected in decisions affecting the City's future. Patrick Helvey, 1129 Newman Drive, expressed that his main concerns were that there be a second entrance and traffic. Maureen Meagher, 1381 Stoutamire Drive, expressed concerns about the steep grade of the road, which contributes to stormwater runoff. She also highlighted the family-friendly and walkable character of the current single-family neighborhood, noting that increased traffic volume and density from the proposed development would significantly alter the safety and livability of the area. Sheila Via, 1342 Forest Lawn Drive, expressed concern about flooding and stormwater runoff. She also noted concern about traffic and blind spots at driveways on the hill. Leslie Bauguss, 1113 Forest Lawn Drive, requested that City Council delay the decision to allow for further discussion and consideration. She questioned the need for further units at this time and suggested exploring other options as a compromise. Concerns were also raised about traffic impacts, and she supported the idea of pursuing an independent traffic study. She did express the feeling that they did not wish for the land to remain as light manufacturing. Mayor Turk closed the public hearing and requested that the petitioner come forward to comment and respond to Council questions. Mr. Boone clarified that while an earlier rendering shown at a community meeting depicted three-story townhomes, the current plan is for two stories above grade, with a potential third story as a walkout basement, depending on the grade of the land. Due to favorable site topography, most units will not require elevated living space. Approximately 50% of the units are expected to be built on slab (two stories total), and the remaining 50% may include basements (appearing as two stories at grade with a basement level at the rear due to the slope). Mr. Boone affirmed that all contractors would comply with City of Salem's work hour ordinances. While construction timelines can be affected by weather, typical work hours are expected to begin around 7:00 AM, especially during hot weather when crews start earlier and often finish by mid-afternoon. Developers acknowledged public concerns and emphasized their intent to adhere to City rules. Mr. Boone, also a real estate broker, reported that the number of active residential listings in Salem has ranged between 49 and 58 homes in recent weeks, according to MLS data. This was Page 19 of 285 described as a very low inventory for a city of approximately 25,000 residents. He noted that the project will include substantial natural buffers, with existing trees preserved where possible. Mr. Boone indicated that the land already contains significant buffer areas, and the site design will meet or exceed zoning code requirements for separation between different zoning classifications. He reiterated a commitment to maintaining the wooded perimeter of the development. Vice-Mayor Green noted that she understood that Mr. Boone's intent was to include a conservation easement in the project and questioned if there was a way to include this in the proffers. Mr. Boone responded that they would be happy to work with Planning and the City Attorney's office. He explained that while the exact size and placement of open space cannot be finalized at this stage, due to the need to first determine the location of the stormwater management facility, the intent is to conserve approximately half of the total land area. It was clarified that many of the specific concerns raised by the public relate to the site review and development plan phase, not the current rezoning process. The developer expressed willingness to enter into a conservation easement on open space following site plan approval, ensuring long-term preservation of that area. Mr. Light, deferring to City Attorney Guynn for confirmation, noted that the Code of Virginia requires proffers to be voluntarily submitted in writing prior to the beginning of the public hearing. This was confirmed by Mr. Guynn. Chris Burns added that the area closest to the development, shown in green with a crosshatch pattern, lies within the floodway and is largely undevelopable. Additionally, land to the south and southwest of the site is extremely steep and is also expected to remain natural and undeveloped. While limited infrastructure, such as utility lines, may need to pass through, he stated that, for all practical purposes, this portion of the property will remain in its natural state. Mr. Dorsey asked for confirmation that the developer has already proffered a maximum of 171 townhome units, meaning no additional structures could be built beyond that number, indicating that the remaining land would remain natural. Mr. Boone confirmed this. He reiterated that the maximum of 171 townhomes has been carefully planned based on the site’s physical and regulatory constraints. The townhomes are located where the land allows for viable development, and there is no intention or need to expand beyond the 171 units. The developer noted coordina tion with Planning staff to confirm this cap is appropriate and stated a commitment to finalizing the full development plan in a way that benefits both the future residents and the surrounding neighborhood. Mayor Turk asked to confirm if it was correct that the development of the 171 townhomes, which are actually single-family homes that are sharing a wall would take Page 20 of 285 place over a period of time. Mr. Boone confirmed that this was correct. He explained that, if approved, site work would likely begin in winter or spring, with home construction starting approximately six months later. Based on market conditions, the project is expected to build out gradually over 3.5 to 4 years, with an estimated 35 to 50 homes sold per year. The developer emphasized that the pace of development will depend on market demand, which is currently believed to be strong. Mayor Turk asked if this would also translate to a gradual increase in traffic. Mr. Burns acknowledged that the project will have a single entrance, but noted that it immediately branches into two internal routes, helping to disperse traffic within the development. While multiple entrances would be ideal, the site does not feasibly allow for additional access points. Mr. Boone confirmed that traffic impacts will be managed through a phased approach as the development progresses. Mayor Turk addressed concerns about public awareness of the project, stating that while the project has been in development for approximately two years, early stages, such as feasibility studies and initial planning, are not typically disclosed to the public. This approach aligns with standard practice in other communities, as early disclosure could undermine negotiations or development viability. She compared the process to a private real estate transaction, emphasizing that public involvement appropriately begins once formal applications are submitted and the project enters the public review phase. Mr. Burns confirmed that the City's process is very standard compared to other localities that they work in, as far as the zoning process and the timeframes associated with it. Mr. Boones emphasized that they have followed all required procedures and have been open and transparent throughout the process. He noted proactive efforts to engage with City Planning, Utilities, and Transportation departments early on to understand feasibility and requirements. While early-stage discussions were not public, consistent with standard business practices, Mr. Boone stated they have been willing to meet with and talk to community members on multiple occasions as the project has progressed. Councilman Holliday stated Council has conducted extensive due diligence throughout the review process, including site visits, consultations with the developer, and efforts to explore alternative access options with Balzer and Associates. While additional road access was considered, it was determined to be infeasible. He emphasized that the property is privately owned and that decisions are being made with careful consideration of the best use for the site, the needs of the City of Salem, and the surrounding community. Mr. Holliday also noted that the developer has been cooperative and that Council has taken the decision-making process seriously, giving Page 21 of 285 it thoughtful and deliberate attention. Mr. Boone expressed appreciation for the high level of engagement and communication from City Council members throughout the process, noting that this project has involved more one-on-one interaction, calls, emails, and feedback than any other in their career. He believes this collaboration has strengthened the project and looks forward to continuing to work with City staff during the development phase, if approved. Councilman Saunders referenced prior experience with the Simms Farm project, noting that the City of Salem fulfilled its responsibilities, including addressing road improvements such as Franklin Street and Upland Drive, where possible. He emphasized that if issues arise during the current development, the City will respond promptly, and concerns will be addressed by staff. Mr. Saunders also thanked the developer for their openness and responsiveness throughout the process and expressed overall satisfaction with the current plan. Mr. Boone acknowledged that while no development is perfect, the focus should be on how effectively issues are addressed as they arise. Mayor Turk asked Mr. Van Allman to address the concern of stormwater runoff. She asked to confirm that the state law requirement was that there be no more runoff from that property than there was prior to development. Mr. Van Allman provided an overview of Salem’s stormwater management requirements, emphasizing that the City’s standards exceed state minimums. While state law requires that post-development runoff rates match pre-development rates for common storms (e.g., 2-year and 10-year storms), Salem applies stricter controls. Post-development runoff from a 5-year storm must be equal to or less than runoff from a 1-year pre-development storm. Similarly, runoff from a 10-year storm must be released at a 2-year pre-development rate. These stricter standards help manage peak discharge and reduce the impact of heavier storms. The City also adheres to water quality standards, prioritizing environmental protection alongside volume control. It was noted that stormwater impact is determined by impervious surface area, not the number of homes. For example, ten large homes with the same total impervious area as 170 townhomes would generate comparable runoff. Mr. Van Allman also clarified that in larger storm events, such as 10- or 25-year storms, grass and pervious surfaces behave similarly to pavement, as the ground becomes saturated and excess water flows off at similar rates. Mayor Turk acknowledged the increasing severity of storms and noted that while the City is responsible for maintaining public infrastructure, such as streets and drainage systems, individual property owners also bear responsibility for protecting their own properties from flooding. She shared a personal example of investing in home flood mitigation efforts, emphasizing that although such measures can be costly, they are Page 22 of 285 sometimes necessary to prevent damage. Mayor Turk also asked Mr. Van Allman to confirm that the City engineers had studied traffic impact in addition to the study done by Balzer. Mr. Van Allman confirmed that the traffic study submitted by the developer was completed in accordance with all applicable professional and regulatory standards, including those set by the Institute of Transportation Engineers (ITE). It was noted that the study could be submitted to VDOT for review and would likely be accepted, aside from individual preferences, because it adhered to established protocols. He emphasized that licensed professional engineers, including the engineer who prepared the report, are legally and ethically bound to prioritize the public interest and cannot misrepresent data without risking their license. The study was independently reviewed by City staff, including multiple licensed engineers, who concluded that it met all required standards and was conducted appropriately. Mayor Turk asked Mr. Van Allman to comment on the citizen concern about the impact the development would have on Fire, EMS, and City schools. She noted that a standard review form is distributed to the heads of each City department, who evaluate proposed developments in the context of existing and approved projects. Their feedback and assessments are incorporated into the overall review process to ensure a comprehensive evaluation of potential impacts. Mr. Van Allman explained that the site plan review process is coordinated by the Planning Division within Community Development and involves input from all relevant City departments, including Public Works, Public Safety, and others. Site plans are distributed electronically, and each department is required to submit a response, positive or negative, before the project can proceed. Particular emphasis is placed on feedback from the Fire Department, especially regarding building access and safety. He confirmed that no project moves forward without interdepartmental review and approval, ensuring a comprehensive and expert-driven process. This approach is consistent with common practices in other localities. Mayor Turk noted that, in addition to formal staff review, individual Council members have consulted directly with City departments to address questions and concerns raised by residents. Specifically, she shared that the school system is not expected to be negatively impacted by the proposed development, citing a d ecline in enrollment of over 400 students since 2007 and the availability of approximately 250 additional tuition-based spaces. Mayor Turk emphasized that Council has done its homework on key concerns, including infrastructure and community services. Mr. Van Allman emphasized that the Planning Department maintains a transparent process and is open to meeting with members of the public to discuss concerns and share available materials, including site plans. Residents are encouraged to contact the department directly, and staff are willing to provide information in person or via email. It was noted that constructive public input is taken seriously and may lead to Page 23 of 285 further internal review if warranted. Mayor Turk asked to confirm that site plans are not subject to public hearings and that, due to a recent change in state law effective July 1, site plans are no longer required to go before the Planning Commission. Mr. Van Allman declined to comment on the specifics of the law change as he did not have the applicable section at hand. He clarified that, regardless of legal standing or residency, the department is willing to meet with any member of the public to discuss development concerns. Individuals may request access to documents, and while electronic copies are encouraged and provided free of charge, there may be a fee for printed copies. He emphasized their commitment to transparency and open communication. Mayor Turk addressed public concerns regarding density, noting that the density of the proposed townhomes is actually lower than that of other existing townhomes, duplexes, and homes in the surrounding community. This information was shared in response to questions received from residents. Mayor Turk asked for a motion. Hunter Holliday motioned to approve on first reading the ordinance for the request of ABoone Real Estate Inc., contract purchaser, to rezone the properties located at 1002 and 1108 Newman Drive (Tax Map #s 58-1-1 and 58-1-2) from LM Light Manufacturing District with proffered conditions to RMF Residential Multi-Family District with proffered conditions. John Saunders seconded the motion. Ayes: John Saunders, Hunter Holliday, Randy Foley, Renee Turk Nays: Anne Marie Green Abstaining: None I. Appropriation of Funds Consider request to accept and appropriate grant funds received from the Virginia E-911 Services Board. Mayor Turk asked Ms. Jordan if there was any information that she would like to share on this item. Ms. Jordan noted that the City of Salem had been awarded a grant totaling $150,000 from the Virginia E-911 Services Board for the Police Department's Communications 911 Center. These grant funds will be used to purchase a variety of equipment and supplies to promote wellness, retention, and recruitment efforts, technology to enhance public and responder safety, technology to enhance training and efficiency, and operational environmental improvements. No local match is required. Anne Marie Green motioned to appropriate $150,000 in state grant revenue to the Page 24 of 285 Police State Grant Revenue account and increase the budget for the State Grant Expenditure account by $150,000. John Saunders seconded the motion. Ayes: John Saunders, Hunter Holliday, Randy Foley, Anne Marie Green, Renee Turk Nays: None Abstaining: None J. Boards and Commissions Consider appointments to various boards and commissions. Mr. Light noted for reference the staff recommendations. Staff recommends reappointing Chelsea Dyer as an alternate for a 5-year term ending August 9, 2030, to the Board of Appeals (USBC Building Code). In addition, it is recommended to reappoint Margaret Humphrey and J. Chris Conner to the Personnel Board for 2-year terms ending August 12, 2027. Hunter Holliday motioned to accept the recommendations as presented. John Saunders seconded the motion. Ayes: John Saunders, Hunter Holliday, Randy Foley, Anne Marie Green, Renee Turk Nays: None Abstaining: None 7. Adjournment Mayor Turk noted for those present that there is a vacancy on the Economic Development Authority. She explained that there is an online application that citizens may use to apply and that Council would likely wait a couple of weeks for application submissions and then would be holding interviews. She encouraged those present to spread the word if they knew someone that would be a good candidate for this position on this seven-member board. The meeting was adjourned at 8:53 p.m. Submitted by: Approved by: H. Robert Light Renée Ferris Turk Clerk of Council Mayor Page 25 of 285 Schedule A Current Year Current Year % of Prior Year Budget Year to Date Budget Year to Date Variance Revenue: Beginning Balance 7-1-25 6,910,378$ -$ 0%-$ -$ General Property Taxes 55,392,153 1,325,312 2%981,202 344,110 Other Local Taxes 29,773,315 239,314 1%296,504 (57,190) Permits and Licenses 368,940 56,901 15%22,060 34,841 Fines and Forfeitures 120,000 550 0%1,150 (600) Revenue from Use of Money and Property 6,397,291 428,585 7%501,150 (72,565) Charges for Services 3,973,647 413,623 10%437,469 (23,846) Payment in Lieu of Taxes from Electric Fund 3,160,000 263,333 8%263,333 - Payment in Lieu of Taxes from Water Fund 154,000 12,432 8%12,079 353 Miscellaneous Revenue 438,213 57,102 13%22,396 34,706 Non-Categorical Aid 3,590,803 43,181 1%22,621 20,560 Shared Expenses 2,005,871 - 0%- - Categorical Aid 11,890,843 92,652 1%163,105 (70,453) Non-Revenue Receipts - - 11,845 (11,845) Proceeds from Indebtedness 54,000 - 0%- - Total Revenue 124,229,454 2,932,984 2%2,734,913 198,071 Expenditures: General Government 15,571,983 1,152,274 7%1,118,509 33,765 Judicial Administration 3,501,599 237,286 7%243,047 (5,761) Public Safety 26,520,429 2,321,115 9%2,034,391 286,724 Public Works 19,147,595 934,475 5%888,073 46,402 Health and Welfare 9,850,176 568,079 6%383,447 184,632 Education 26,948,396 2,201,186 8%2,478,960 (277,774) Parks, Recreation and Cultural 9,278,442 613,583 7%939,529 (325,946) Community Development 4,633,791 697,489 15%377,935 319,554 Interest on long-term debt 524,815 - 0%- - Transfers Out 6,893,326 1,573,355 23%266,850 1,306,505 Contingency 1,358,902 - 0%- - Total Expenditures 124,229,454 10,298,842 8%8,730,741 1,568,101 Revenue Over/(Under) Expenditures -$ (7,365,858)$ (5,995,828)$ (1,370,030)$ City of Salem, Virginia General Fund Statement of Revenue and Expenditures For One Month Ending July 31, 2025 Page 26 of 285 Schedule B - 50,000.00 100,000.00 150,000.00 200,000.00 250,000.00 300,000.00 350,000.00 400,000.00 450,000.00 500,000.00 550,000.00 600,000.00 650,000.00 700,000.00 750,000.00 800,000.00 850,000.00 900,000.00 950,000.00 1,000,000.00 1,050,000.00 July Aug Sept Oct Nov Dec Jan Feb Mar Apr May June City of Salem Sales Tax Summary For Fiscal Years 2023 -2026 FY 2023 FY 2024 FY 2025 FY 2026 Page 27 of 285 Schedule C 50,000.00 100,000.00 150,000.00 200,000.00 250,000.00 300,000.00 350,000.00 400,000.00 450,000.00 500,000.00 550,000.00 600,000.00 650,000.00 700,000.00 750,000.00 July Aug Sept Oct Nov Dec Jan Feb Mar Apr May June City of Salem Meals Tax Summary For Fiscal Years 2023 -2026 FY2023 FY2024 FY2025 FY2026 Page 28 of 285 Schedule D - 25,000.00 50,000.00 75,000.00 100,000.00 125,000.00 150,000.00 175,000.00 200,000.00 225,000.00 250,000.00 275,000.00 300,000.00 July Aug Sept Oct Nov Dec Jan Feb Mar Apr May June City of Salem Lodging Tax Summary For Fiscal Years 2023 -2026 FY2023 FY2024 FY2025 FY2026 Page 29 of 285 City of Salem, Virginia Debt Outstanding For Period Ending July 31, 2025 Schedule E Balance Principal Balance 7/1/2025 Issuances Payments 7/31/2025 City Debt Outstanding 2013 Public Improvement Bonds 798,700$ -$ -$ 798,700$ 2016B Public Improvement Bonds 150,694 - - 150,694 2019 Public Improvement Bonds 3,850,000 - - 3,850,000 2020 Public Improvement Bonds 1,450,000 - - 1,450,000 2020 Public Improvement Refunding Bonds 3,797,874 - - 3,797,874 2021 Public Improvement Refunding Bonds 799,000 - - 799,000 2022B Public Improvement Bonds 13,323,000 - - 13,323,000 Total City Debt Outstanding 24,169,268 - - 24,169,268 School Debt Outstanding 2012A Public Improvement Bonds 3,818,000 - - 3,818,000 2013 Public Improvement Bonds 2,461,300 - - 2,461,300 2020 Public Improvement Bonds 22,340,000 - - 22,340,000 Total School Debt Outstanding 28,619,300 - - 28,619,300 Total Debt Outstanding Page 30 of 285 City of Salem, Virginia Capital Projects Fund Statement of Revenues and Expenditures For Period Ending July 31, 2025 Schedule F Project Total Available Year To Budget To Date Encumbrances Project Balance Date Fund Balance, July 1, 2025 9,293,470$ Revenues: Federal Grants 21,254,536$ 4,714,885$ -$ 4,714,885$ 16,539,651$ -$ State Grants 16,081,981 6,549,260 - 6,549,260 9,532,721 - Proceeds From Debt Issuance 15,015,146 15,015,145 - 15,015,145 1 - Interest Income 663,818 663,817 - 663,817 1 - Transfer From General Fund 29,474,882 29,466,303 - 29,466,303 8,579 1,403,700 Total Revenues 82,490,363 56,409,411 - 56,409,411 26,080,952 1,403,700 Expenditures: Next Generation 911 378,493 232,658 - 232,658 145,835 - Fire Station #2 Renovations & Storage Building 1,930,143 1,335,356 458,963 1,794,319 135,824 169,704 Fire Station #1 Renovations 654,000 8,826 - 8,826 645,174 - Fire Station #3 Renovations 454,000 7,051 - 7,051 446,949 - Fire Station Study 150,000 - - - 150,000 - Old Animal Shelter Refurbishment 75,000 - - - 75,000 - Colorado St Bridge Replacement 11,778,826 6,648,799 810,299 7,459,098 4,319,728 - Apperson Drive Bridge Replacement 10,329,896 2,315,939 6,465,936 8,781,875 1,548,021 - Jury Room Expansion 900,000 868,364 - 868,364 31,636 - Apperson Drive Bridge Repairs #1800 682,432 673,855 5,100 678,955 3,477 - Valleydale Streetscape Improvements 1,500,000 552,909 - 552,909 947,091 - Upland Drive Storm Drain and Curb & Gutter 250,000 - - - 250,000 - 4th Street/Union Street Storm Sewer Upgrades 650,000 - 47,610 47,610 602,390 - Roanoke Boulevard Storm Drain Upgrades 100,000 - - - 100,000 - Texas Street/Idaho Street Pond 100,000 - - - 100,000 - Bainbridge Drive Storm Drain Expansion 225,000 - - - 225,000 - Truck Storage Building 750,000 33,050 1,250 34,300 715,700 - Pedestrian Crossings 469,464 12,034 48,767 60,801 408,663 12,034 Streambank Stabilization 241,200 - - - 241,200 - Courthouse Foundation Repairs 25,000 - - - 25,000 - Western Roanoke River Greenway 50,000 1,500 - 1,500 48,500 - Elizabeth Campus Greenway 2,252,578 579,871 217,616 797,487 1,455,091 - Moyer Sports Complex Renovation 27,903,295 27,221,729 18,224 27,239,953 663,342 44,054 Mason Creek Greenway Phase 3 3,119,430 367,634 132,521 500,155 2,619,275 - Library Flooring Replacement 190,000 - - - 190,000 - Library Co-working Space 155,000 - - - 155,000 - Civic Center East/West Fields Restroom 280,630 280,630 - 280,630 - - Longwood Park Restroom Replacement #2 180,406 180,406 - 180,406 - - Kiwanis Park Wall Pads 96,887 96,887 - 96,887 - - Library Lawn Special Events Space 500,000 - - - 500,000 - Library Renovation 250,000 - - - 250,000 - Page 31 of 285 City of Salem, Virginia Capital Projects Fund Statement of Revenues and Expenditures For Period Ending July 31, 2025 Schedule F Project Total Available Year To Budget To Date Encumbrances Project Balance Date Roanoke River Greenway - Apperson to Cook 2,121,155 - - - 2,121,155 - Concourse Public Restrooms Renovation 175,000 - - - 175,000 - Flood Mitigation-CFPF 77,974 75,013 - 75,013 2,961 - Downtown Impr - E Main St/Market St 5,440,677 4,366,330 36,146 4,402,476 1,038,201 - Downtown Impr - E Main St/White Oak 2,311,825 79,192 7,535 86,727 2,225,098 - Downtown Impr - College Ave 3,256,307 - - - 3,256,307 - Downtown Impr - Boulevard 250,000 - - - 250,000 - Capital Projects Local Reserve 1,204,013 - - - 1,204,013 - Downtown Improvements Reserve 390,350 - - - 390,350 - Excess Local Funding Reserve 641,382 - - - 641,382 - Total Expenditures 82,490,363$ 45,938,033$ 8,249,967$ 54,188,000$ 28,302,363$ 225,792 Fund Balance, July 31, 2025 10,471,378$ Page 32 of 285 City of Salem, Virginia Capital Reserve Fund Statement of Revenues and Expenditures For Period Ending July 31, 2025 Schedule G Project Total Available Year To Budget To Date Encumbrances Project Balance Date Fund Balance, July 1, 2025 21,945,583$ Revenues: Transfer From General Fund 23,255,577$ 23,255,577$ -$ 23,255,577$ -$ -$ Total Revenues 23,255,577 23,255,577 - 23,255,577 - - Expenditures: Capital Reserve 18,276,216 - - - 18,276,216 - Fire Ladder Truck 2,400,000 - - - 2,400,000 - Body Cameras and In-Car Camera Replacemen 654,004 654,004 - 654,004 - - Police Vehicle Replacement 548,100 32,125 428,699 460,824 87,276 32,125 Front Load Dumpster Truck 408,857 408,857 - 408,857 - - Salem Stadium Scoreboard Replacement 200,000 117,783 82,217 200,000 - 39,165 Spartan Field - New LED Lights 518,400 - - - 518,400 - Civic Center Scoreboard Replacement 250,000 225,907 - 225,907 24,093 57,392 Total Expenditures 23,255,577$ 1,438,676$ 510,916$ 1,949,592$ 21,305,985$ 128,682 Fund Balance, July 31, 2025 21,816,901$ Page 33 of 285 Schedule H Operating Revenues Current Year Budget Current Year Year to Date % of Budget Prior Year Year to Date Variance Sale of Power 52,914,865$ 5,066,878$ 10%5,099,198$ (32,320)$ Other Electric Revenue 640,905 41,579 6%43,597 (2,018) Reserve for Encumbrances 1,169,307 - 0%- - Appropriated from Net Position 200,000 - 0%- - Total Operating Revenues 54,925,077 5,108,457 9%5,142,795 (34,338) . Operating Expenses Other Power Generation - Operation 125,000 16,337 13%12,569 3,768 Other Power Generation - Maintenance 112,024 11,643 10%8,304 3,339 Purchased Power 29,730,000 2,897,692 10%3,173,449 (275,757) Transmission - Operation 9,705,233 780,531 8%804,283 (23,752) Transmission - Maintenance 47,902 289 1%279 10 Distribution - Operations 1,248,983 103,798 8%101,034 2,764 Distribution - Maintenance 1,732,617 128,628 7%114,468 14,160 Customer Service 739,842 43,112 6%48,122 (5,010) Administration & General - Operation 2,592,211 (29,114) -1%(24,323) (4,791) Administration & General - Maintenance 256,694 83,066 32%72,391 10,675 Depreciation - 146,521 0%146,194 327 Capital 4,738,180 468,479 10%(360,515) 828,994 Contingency 736,391 - 0%- - Total Operating Expenses 51,765,077 4,650,982 9%4,096,255 554,727 Income (loss) Before Transfers 3,160,000 457,475 1,046,540 (589,065) Transfers (Payment in Lieu of Taxes)(3,160,000) (263,333) 8%(263,333) - Income (loss)-$ 194,142$ 783,207$ (589,065)$ Income (loss)-$ 388,284$ 1,566,414$ (1,178,130)$ City of Salem, Virginia Electric Fund Statement of Operations For One Month Ending July 31, 2025 Page 34 of 285 Schedule I Operating Revenues Current Year Budget Current Year Year to Date % of Budget Prior Year Year to Date Variance Services 8,761,544$ 738,517$ 8%767,885$ (29,368)$ Other Revenue 501,000 215,437 43%35,326 180,111 Water Federal Grants Revenue 12,000 - 0%- - Gain On Sale Of Assets - - 0%- - Reserve for Encumbrances 288,019 - 0%- - Appropriated from Net Position 2,620,000 - 0%- - Total Operating Revenues 12,182,563 953,954 8%803,211 150,743 . Operating Expenses Salaries of Personnel 1,174,952 90,043 8%79,387 10,656 Fringe Benefits 517,726 38,230 7%37,229 1,001 Contractual Services 744,706 26,577 4%36,197 (9,620) Printing and Binding 2,500 - 0%- - Advertising 1,000 - 0%- - Utilities 567,772 43,663 8%45,565 (1,902) Communications 5,900 305 5%330 (25) Insurance 36,500 1,786 5%1,786 - Travel and Training 9,800 2,355 24%376 1,979 Miscellaneous 80,297 2,891 4%31,809 (28,918) Materials and Supplies 359,381 6,967 2%41,926 (34,959) Depreciation - 72,727 0%70,981 1,746 Capital 272,243 - 0%39,500 (39,500) Contingency 264,676 - 0%- - Total Production Expenses 4,037,453 285,544 7%385,086 (99,542) Salaries of Personnel 883,400 71,594 8%65,863 5,731 Fringe Benefits 407,397 30,504 7%31,738 (1,234) Contractual Services 1,244,033 119,961 10%84,744 35,217 Printing and Binding 500 - 0%- - Communications 4,850 273 6%1,043 (770) Insurance 37,500 - 0%- - Lease/Rent of Equipment 2,000 - 0%- - Travel and Training 7,600 - 0%126 (126) Miscellaneous 34,597 2,714 8%2,724 (10) Miscellaneous Credits (290,000) (42,724) 15%(32,940) (9,784) Materials and Supplies 191,528 42,218 22%6,993 35,225 Depreciation - 19,364 0%19,004 360 Capital 176,857 19,844 11%258,988 (239,144) Interest Obligations 1,742,848 (47,510) -3%(31,973) (15,537) Total Distribution Expenses 4,443,110 216,238 5%406,310 (190,072) Income (loss) Before Transfers 3,702,000 452,172 11,815 440,357 Transfer to Water Capital Fund (3,548,000)(3,548,000) 100%- (3,548,000) Transfer (Payment in Lieu of Taxes)(154,000)(12,432) 8%(12,079) (353) Income (loss)-$ (3,108,260)$ (264)$ (3,107,996)$ - Production Distribution City of Salem, Virginia Water Fund Statement of Operations For One Month Ending July 31, 2025 Page 35 of 285 Schedule J Operating Revenues Current Year Budget Current Year Year to Date % of Budget Prior Year Year to Date Variance Services 7,706,888$ 637,230$ 8%641,786$ (4,556)$ Other Revenue 210,000 20,372 10%12,029 8,343 Reserve for Encumbrances 154,212 - 0%- - Total Operating Revenues 8,071,100 657,602 8%653,815 3,787 . Operating Expenses Salaries of Personnel 1,027,292 67,388 7%62,718 4,670 Fringe Benefits 480,351 30,364 6%31,248 (884) Contractual Services 3,582,982 230,551 6%194,343 36,208 Printing and Binding 1,500 - 0%- - Advertising 1,500 - 0%- - Utilities 5,472 405 7%276 129 Communications 14,850 947 6%1,123 (176) Insurance 16,500 - 0%- - Lease/Rent of Equipment 1,800 - 0%- - Travel and Training 12,000 - 0%253 (253) Miscellaneous 44,516 2,714 6%2,874 (160) Miscellaneous Credits (270,000) (15,675) 6%(12,447) (3,228) Materials and Supplies 88,220 2,898 3%2,649 249 Depreciation - 119,942 0%120,409 (467) Capital 166,161 9,471 6%29,391 (19,920) Interest Obligations 1,932,079 (22,056) -1%(24,909) 2,853 Contingency 485,877 - 0%- - Total Operating Expenses 7,591,100 426,949 6%407,928 19,021 Income (loss) before Transfers 480,000 230,653 245,887 (15,234) Transfer to Sewer Capital Fund (480,000) (480,000) 0%- (480,000) Income (loss)-$ (249,347)$ 245,887$ (495,234)$ City of Salem, Virginia Sewer Fund Statement of Operations For One Month Ending July 31, 2025 Page 36 of 285 Schedule K Operating Revenues Current Year Budget Current Year Year to Date % of Budget Prior Year Year to Date Variance Shows/rentals 405,023$ 16,205$ 4%10,824$ 5,381$ Box office shows 1,887,681 271,680 14%13,957 257,723 Merchandise and commissions 310,800 19,528 6%3,840 15,688 Static advertising 60,000 8,875 15%5,875 3,000 Miscellaneous income 20,000 100 1%243 (143) Interest Income 1,500 430 29%62 368 Salem Fair 690,000 593,364 86%668,876 (75,512) Reserve For Encumbrances 167,256 - 0%- - Total Operating Revenues 3,542,260 910,182 26%703,677 206,505 Operating Expenses Salaries of personnel 1,472,247 200,679 14%182,876 17,803 Fringe benefits 554,190 48,210 9%44,014 4,196 Maintenance and contractual services 256,834 46,767 18%18,088 28,679 Printing and binding 500 247 49%- 247 Advertising 25,000 800 3%3,129 (2,329) Utilities 427,363 49,277 12%50,645 (1,368) Communications 11,400 886 8%840 46 Insurance 32,000 - 0%- - Leases and Rentals 3,200 2,639 82%- 2,639 Travel and training 53,700 21,595 40%- 21,595 Miscellaneous 108,260 16,367 15%17,696 (1,329) Show expense 1,800,000 135,175 8%10,448 124,727 Fair expense 646,681 368,058 57%377,136 (9,078) Materials and supplies 50,000 2,171 4%3,934 (1,763) Capital 754,241 30,763 4%- 30,763 Depreciation - 26,473 0%22,744 3,729 Total Operating Expenses 6,195,616 950,107 15%731,550 218,557 Income (loss) Before Transfers (2,653,356)(39,925) (27,873)(12,052) Transfers 2,653,356 169,655 6%163,970 5,685 Income (loss)-$ 129,730$ 136,097$ (6,367)$ 0.00 City of Salem, Virginia Salem Civic Center Statement of Operations For One Month Ending July 31, 2025 Page 37 of 285 Schedule L Operating Revenues: Current Year Budget Current Year Year to Date % of Budget Prior Year Year to Date Variance Catering 764,000$ 91,721$ 12%40,640$ 51,081$ Concessions 177,500 14,627 8%4,848 9,779 Moyer Concessions 100,000 19,214 19%2,916 16,298 Salem High Concessions 14,000 - 0%- - Reserve For Encumbrances 74,210 - 0%- - Total Operating Revenues 1,129,710 125,562 11%48,404 77,158 Operating Expenses: Salaries of personnel 354,775 26,579 7%24,343 2,236 Fringe benefits 108,831 6,890 6%7,638 (748) Contractual services 33,465 417 1%1,172 (755) Printing and binding 300 - 0%- - Advertising 2,000 - 0%- - Laundry and Cleaning 1,500 - 0%- - Communications 200 17 9%17 - Insurance 2,000 - 0%- - Miscellaneous 40,612 4,044 10%3,516 528 Materials and supplies 247,500 24,585 10%12,869 11,716 Capital 74,210 - 0%- - Depreciation - 297 0%277 20 Contingency 36,261 - 0%- - Total Catering Expenses 901,654 62,829 7%49,832 12,997 Salaries of Personnel 65,183 7,490 11%6,580 910 Fringe Benefits 13,001 1,094 8%900 194 Contractual services 25,000 2,430 10%- 2,430 Miscellaneous 150 29 19%(26) 55 Materials and Supplies 54,500 4,496 8%146 4,350 Total Concessions Expenses 157,834 15,539 10%7,600 7,939 Salaries of Personnel 37,740 5,286 14%2,425 2,861 Fringe Benefits 11,713 1,028 9%466 562 Contractual services 22,500 962 4%3,013 (2,051) Miscellaneous - (9) 0%2 (11) Materials and Supplies 33,000 5,184 16%314 4,870 Total Moyer Expenses 104,953 12,451 12%6,220 6,231 Salaries of Personnel 10,818 - 0%- - Fringe Benefits 2,679 - 0%- - Contractual 1,500 - 0%- - Materials and Supplies 3,400 - 0%- - Total Salem High Expenses 18,397 - 0%- - Income (loss) Before Transfers (53,128)34,743 (15,248)49,991 Transfers 53,128 - 0%- - Income (loss)-$ 34,743$ (15,248)$ 49,991$ Moyer Concessions Salem High Concessions City of Salem, Virginia Salem Catering and Concessions Statement of Operations For One Month Ending July 31, 2025 Catering Concessions Page 38 of 285 City of Salem, Virginia Water and Sewer Capital Funds Statement of Revenues and Expenditures For Period Ending July 31, 2025 Schedule M Project Total Available Year To Budget To Date Encumbrances Project Balance Date Water Capital Fund Fund Balance, July 1, 2025 4,728,126$ Revenues: Transfer From Water Fund 4,085,446$ 4,085,446$ -$ 4,085,446$ -$ 3,548,000$ Transfer From General Fund 6,200,000 6,200,000 - 6,200,000 - - Proceeds From Debt Issuance 3,451,422 - - - 3,451,422 - Interest Income 80,247 86,853 - 86,853 (6,606) 6,607 Total Revenues 13,817,115 10,372,299 - 10,372,299 3,444,816 3,554,607 Expenditures: North Salem Water Improvements 7,650,000 16,045 39,908 55,953 7,594,047 - Well Construction 2,792,843 1,501,704 1,286,426 2,788,130 4,713 54,146 Franklin St Water Tank Replacement 677,432 545,569 59,667 605,236 72,196 - Blackwood Tank Rehab and Replacemen 820,000 - - - 820,000 - Litchell/Wildwood Pump Station Replace 350,000 - - - 350,000 - Waterline Design and Replacement 1,396,446 - - - 1,396,446 - Bond Costs 80,394 80,394 - 80,394 - - Contingency 50,000 - - - 50,000 - Total Expenditures 13,817,115$ 2,143,712$ 1,386,001$ 3,529,713$ 10,287,402$ 54,146 Total Expenditures Fund Balance, July 31, 2025 8,228,587$ Sewer Capital Fund Fund Balance, July 1, 2025 9,672,939$ Revenues: Transfer From Sewer Fund 2,804,710$ 2,804,710$ -$ 2,804,710$ -$ 480,000$ Transfer From General Fund 7,375,000 7,375,000 - 7,375,000 - - Total Revenues 10,179,710 10,179,710 - 10,179,710 - 480,000 Page 39 of 285 City of Salem, Virginia Water and Sewer Capital Funds Statement of Revenues and Expenditures For Period Ending July 31, 2025 Schedule M Project Total Available Year To Budget To Date Encumbrances Project Balance Date Expenditures: Roanoke River Upper Sewer Rehab 7,154,710 - - - 7,154,710 - Wiley Ct Sewer Improvements 375,000 - - - 375,000 - Pomeroy Sewer System Upgrade 1,860,000 8,100 54,900 63,000 1,797,000 8,100 Mason Creek Interceptor Upgrade 740,000 26,771 683,771 710,542 29,458 - Contingency 50,000 - - - 50,000 - Total Expenditures 10,179,710$ 34,871$ 738,671$ 773,542$ 9,406,168$ 8,100 Fund Balance, July 31, 2025 10,144,839$ Page 40 of 285 Schedule N *Subject to Final Audit Budget Current Year Year to Date Percent to Date Prior Year Year to Date Variance Beginning Net Position -$ 9,399,213$ 7,846,412$ 1,552,801$ Revenue Premiums Paid - City 6,016,000 5,950,900 99% 5,839,540 111,360 Premiums Paid - School 5,150,000 5,044,214 98% 5,007,003 37,211 Premiums Paid - Retirees 697,500 829,160 119% 679,250 149,910 Dental Premiums Paid 590,600 597,037 101% 591,009 6,028 Interest Earnings 475,000 453,774 96% 511,785 (58,011) Miscellaneous 5,000 64,865 1297% 16,299 48,566 Total Year to Date Revenues 12,934,100 12,939,950 100% 12,644,886 295,064 Expenses Health Claims 11,700,266 13,099,213 112% 10,015,071 3,084,142 Dental Claims 590,600 519,658 88% 550,249 (30,591) Employee Health Clinic 532,884 473,522 89% 442,040 31,482 Consulting Services 105,250 88,071 84% 80,555 7,516 Miscellaneous 5,100 4,408 86% 4,170 238 Total Year to Date Expenses 12,934,100 14,184,872 110% 11,092,085 3,092,787 Ending Net Position -$ 8,154,291$ 9,399,213$ (1,244,922)$ City of Salem, Virginia Health Insurance Fund Statement of Revenues and Expenses For Twelve Months Ending June 30, 2025 Page 41 of 285 City of Salem, Virginia Schedule of Deposits and Investments For Period Ending July 31, 2025 Schedule O FV as a Cash Value Net Change Fair Value % of 7/31/2025 in Fair Value 7/31/2025 Portfolio Demand & Time Deposits Concentration Account 52,733,716$ -$ 52,733,716$ 30.3% Payroll Account 10,398 - 10,398 0.0% Revenue Recovery Account 17,379 - 17,379 0.0% Utility Billing Account 70,671 - 70,671 0.0% Box Office Account 2,557,125 - 2,557,125 1.5% Held as Fiscal Agent of: Cardinal Academy 1,080,138 - 1,080,138 0.6% Court Community Corrections 1,603,368 - 1,603,368 0.9% Held on Behalf of: Economic Development Authority 83,422 - 83,422 0.0% Total Demand & Time Deposits 58,156,217 - 58,156,217 33.3% Investments Local Government Investment Pool (LGIP) 113,975,475 - 113,975,475 65.7% VA State Non-Arbitrage Program (SNAP) 1,474,246 - 1,474,246 0.8% Held on Behalf of: Economic Development Authority LGIP 298,551 - 298,551 0.2% Total Investment 115,748,272 - 115,748,272 66.7% Total Deposits and Investment 173,904,489$ -$ 173,904,489$ 100.0% Page 42 of 285 Item #: 5.A. AT A REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SALEM, VIRGINIA HELD AT CITY HALL MEETING DATE: August 25, 2025 AGENDA ITEM: Amendment to the Zoning Ordinance Consider adoption of ordinance on second reading for the request of J. Cline Properties, LLC, property owner, to rezone the property located at 106-110 Butt Hollow Road (Tax Map #174-1-7) from BCD Business Commerce District to LM Light Manufacturing District with proffered conditions. (Approved on first reading at the August 11, 2025, meeting.) SUBMITTED BY: Chuck Van Allman, Director of Community Development SUMMARY OF INFORMATION: SITE CHARACTERISTICS: Zoning: BCD Business Commerce District Land Use Plan Designation: Commercial Existing Use: Construction yard Proposed Use: Addition of wrestling practice facility (athletic instruction services) 106-110 Butt Hollow consists of an approximately 1.13-acre tract of land which currently sits within the BCD Business Commerce District zoning designation. The property was previously rezoned in 2000 from B-3 to BCD to allow for a construction yard, and it is currently utilized by an electrical contractor. The applicant is requesting a rezoning of the property from BCD Business Commerce District to LM Light Manufacturing with proffered conditions which, if approved, would also allow the existing structure to accommodate a private wrestling practice facility for middle-high school-aged kids. The footprint of the building is not planned to change, and proposed hours of use for the space would be weekday evenings and weekends. The applicant has submitted a voluntary proffer statement which eliminates several of the most intensive uses permitted in the LM Light Manufacturing District, including Truck Stop, Manufactured Home Sales, Transfer Station, Truck Terminal, and Industry Type I. The Future Land Use Map (FLUM) identifies this area as commercial. Page 43 of 285 REQUIREMENTS: The proposal meets the requirements of Section 106-218.3., LM site development regulations. FISCAL IMPACT: STAFF RECOMMENDATION: Recommend consideration of the ordinance on second reading with the following proffered condition: 1. Allowable uses will not include Truck Stop, Manufactured Home Sales, Transfer Station, Truck Terminal, and Industry Type I. ATTACHMENTS: 1. Item 6B 8-11-25 106-110 Butt Hollow Rezoning Application 2. Item 6B 8-11-25 106-110 Butt Hollow legal description 3. Item 6B.6C 8-11-25 106-110 Butt Hollow Affidavit 4. Item 6B.6C 8-11-25 106-110 Butt Hollow Neighbor Notification Map 5. Item 6A-6H .July 16 2025 PC Minutes 6. Item 6A.6B.6C 8-11-25 Council meeting owner notification letter 106-110 Butt Hollow Road 7. Item 6A-6H 8-11-25 Legal Ad Cardinal News 7-24 and 7-31 8. Item 6B 8-11-25 Rezoning Ordinance 106-110ButtHollow Road T.M.174-1-7 Page 44 of 285 Page 45 of 285 Page 46 of 285 Page 47 of 285 Page 48 of 285 Page 49 of 285 Page 50 of 285 Page 51 of 285 AFFIDAVIT OF MAILING PURSUANT TO 515.2-2204 CODE OF VIRGINIA PLANNING COMMISSION ITEM#3A JULY 16, 2025 This is to certify that I mailed letters in reference to the request of J Cline Properties LLC, property owner, for rezoning of the property located at 106-110 Butt Hollow Road (Tax Map #174-1-7) from BCD Business Commerce District to LM Light Manufacturing District with proffered conditions and request the issuance of a Special Exception Permit allowing ath letic instruction services to the following property owners and adjacent property owners on June 27, 2025, in the 2:00 p.m. mail: HARWOOD, DORA MAE 129 BUTT HOLLOW RD SALEMVA24153 TRUSTEES FORT LEWIS CHRISTIAN CHURCH 2931 W MAIN ST SALEM VA 24153 RR SAL EM LLC 5171 S SPENCER ST SEA TILE WA 98118 COMMON WEAL TH OF VA DEPT OF STATE POLICE PO BOX 27472 RICHMOND VA 23261-7472 LARSON FAMILY TRUST 2826 W MAIN ST SALEM VA 24153 MFC REAL TY LLC 5226 MEADOW CREEK DR ROANOKE VA 24018 PX3 PROPERTIES LLC 1147 WELCH RD ROANOKE VA 24015 JEANNE ALDERMAN ROBINSON REVOCABLE TRUST 120 BUTT HOLLOW RD SALEM VA 24153 NEW LIFE PRESBYTERIAN CHURCH 101 KEESLING AVE SALEM VA 24153 BLUE EAGL E CREDIT UNION 2121 ELECTRIC RD ROANOKE VA 24018 KEMBA ROANOKE FEDERAL CREDIT UNION 2812 W MAIN ST SALEM VA 24153 Signed � C::::: :::::2) My commission expires:_/_D�f-�_,t /,_;;.._o_�-�--- NORTHWEST HARDWARE COMPANY INC 2303 WILLIAMSON RD NE ROANOKE VA 24012 PRILLAMAN CARLYLE B PRILLAMAN LESLIE K 116 BUTT HOLLOW RD SALEM VA 24153 POARCH JOSEPH W II POARCH CHRISTINE LOCKHART 101A KEESLING AVE SALEM VA 24153 DRENNEN, CONNIE Y 2821 W MAIN ST SALEM VA 24153 JCC PROPERTIES LLC 2618 PUCKETT CIR SALEM VA 24153 Page 52 of 285 106-110 Butt Hollow Neighbor Notification Map Page 53 of 285 PLANNING COMMISSION MINUTES Wednesday, July 16, 2025, at 7:00 PM Work Session, 6:00 PM, Council Chambers Conference Room, City Hall, 114 North Broad Street, Salem, Virginia 24153 Regular Session, 7:00 PM, City Hall, 114 North Broad Street, Salem, Virginia 24153 WORK SESSION 1. Call to Order A work session meeting of the Planning Commission of the City of Salem, Virginia, was held in the Council Chambers Conference Room, City Hall, 114 North Broad Street, at 6:00 p.m., on Wednesday, July 16, 2025, there being present the following members of said Commission, to wit: Denise P. King, Reid Garst, Jackson Beamer, Mark Henrickson, and Nathan Routt, constituting a legal quorum, with Chair King, presiding; together with Christopher Dorsey, City Manager and Executive Secretary and, Robert Light, Assistant City Manager and Deputy Executive Secretary, both ex officio members of said Commission, Charles E. Van Allman Jr., Director of Community Development; Mary Ellen Wines, Planning & Zoning Administrator, Maxwell S. Dillon, Planner, and Christopher Dadak, on behalf of Jim Guynn, City Attorney; and the following business was transacted: Chair Denise King reported that this date, place, and time had been set in order for the Commission to hold a work session. The work session meeting was called to order at 6:00 p.m. 2. New Business A. Items from the July agenda 1. 106-110 Butt Hollow Road rezone from BCD to LM with proffered conditions 2. 319 Rowan Street special exception request for a cell tower 3. 638 Dalewood Avenue rezone from AG to RSF 638, 672, and 696 Dalewood Avenue special exception request for Cluster Housing Overlay 4. 1002 and 1108 Newman Drive rezone from LM with proffered condition to RMF Page 54 of 285 Comprehensive Plan review, work session 1507-1511 Eddy Avenue special exception request for non-residential uses out of doors Amendment to the PC bylaws regarding time change for meetings 3. Adjournment REGULAR SESSION 1. Call to Order Page 55 of 285 Pledge of Allegiance Roll call 2. Consent Agenda Minutes th joint work session with City Council on the Comp Plan. She noted that on the first set of minutes, there was one correction that was made. The word proper was showing as property and that has been amended for the official minutes. On the second set of minutes, the consultants name was misspelled in one of the 3 places where it appears. That has also been amended. She asked if there were any questions or comments from the Commission. None were stated and the minutes were adopted as amended. 3. New Business Rezoning Request and Special Exception Permit Page 56 of 285 of said hearing. Page 57 of 285 Special Exception Permit Page 58 of 285 permit for a communications tower at 319 Rowan Street. This was a warehouse and industrial district and, fortunately, the view of the tower from most locations would be obscured and would blend in with other infrastructure. She had photo simulations to illustrate what she meant. The photo simulations showed the location of the proposed cell tower. It was at 319 Rowan Street, Parcel #232-1-1. Ms. Schweller stated that this was a 13 and a half acre parcel. The location is south of the railroad in a manufacturing district, just north of the Roanoke River. As they can see from the zoning map, the parcel marked with a star and nearby properties are all zoned Heavy Manufacturing. The closest residential zoned district is over 612 feet to the south, across the river. She showed a photo of the subject property and stated that the entire parcel was paved. As part of their request, they were asking for a waiver of the landscaping requirement, as there was no dirt for planting in this area. Also, the property is in a flood zone. If approved, the applicant would construct the cell tower and ground equipment on a 6 foot platform. There are no co-location opportunities or, in other words, no other cell towers or vertical structures tall enough on which to place antennas to avoid building a new cell tower. This is the area they were searching for to serve in the ring so a new tower was needed in the area. Another photograph was a close up of the site location and the drawing shows the abutting property owners which also includes the City of Salem. The City property was the closest actual residence. The residence itself is 900 feet south across the river. The railroad is a neighbor. Virginia Appalachian Properties LLC and Graham White Manufacturing are the abutting properties. The site layout would be within a 50’ x 100’ leased area and within that would be a fenced compound for the ground equipment and the monopole which would be 35’ x 80’. She presented a schematic that showed that the monopole would be 195’ tall with a 4’ lightning rod. It would have additional space on it that could serve other wireless providers who wanted to co-locate on that monopole. It would be matt galvanized steel and, because it was under 200 feet and not within 5 miles of an airport, no lighting was required. As she mentioned, the balloon test was done to evaluate the visual impact of the proposed tower. These locations on the map are locations where they will see on the photographs; the ones in red are places where the balloon and, thus the tower, could be seen and the ones in blue at the bottom of the screen are locations where the balloon could not be seen. In these photographs, these are photo simulations and there was a little arrow pointing to an actual simulation of the monopole in the distance. They can see that there was a theme throughout the photos that there are lots of electric towers, electric poles and telephone poles and lines. There is a lot of infrastructure, and the cell tower basically blends in with existing infrastructure. This location was from Colorado Street viewed from the northwest. This view was the view that the closest home would have and so they can see that in the view from the southwest, there was a large tree buffer which was south of the Roanoke River. That helps to screen and block the entire compound area and would screen the bottom portion of the tower from that residential area. The view from Electric Road southeast of the site has more poles in the foreground and then the proposed cell tower was in the distance. This was the view from Roanoke Boulevard northeast of the site. This was the view from 9th street north of the site. This is the view southwest from Eddy Avenue and Union Street. Finally, these are the 2 locations that are southeast of the site and the balloon was not visible from these locations. In summary, they would like to submit to the Commission that their application complied with the City of Salem zoning ordinance and was also in line with the goals of the Comprehensive Plan of the City of Salem. This communications infrastructure was needed for business, industry, education, government Page 59 of 285 services and the convenience of their citizens, as well as visitors to the area. She stated she would take any questions they might have. Rezoning Request and Special Exception Permit Page 60 of 285 Page 61 of 285 there and they are saying, if they need to grade, they were going to do takes to get sight distance. Page 62 of 285 he has leaned more toward getting some conforming lots. 672 Dalewood, the one beside it to the right and the one beside that to the right could be conforming because they are on an existing street. They can do the residential single-family 70 foot lots. Page 63 of 285 Jeanette Watkins of 1609 Reese Road addressed the Commission. She stated that she did not know what was left to say but would say there are a lot of folks here from Reese Road and Dalewood area. Everybody kind of wants to raise their hand. There are a lot of folks back there that are older citizens and she was kind of representing a lot of them who did not want to speak. They do have a lot of concern and, like Jenna said, not out of not having growth because they certainly want Salem to grow, but there are a lot of accidents. There was a bad curve there in Dalewood. There are a lot of speeders that come through there. Since the light was installed there at Lakeside Baptist, there has been tons of accidents. Lots of poles down Route 419, as soon as they put one up, somebody takes it out. It is just gone. She asked what can the current residents expect. She knows this was a flood zone. She knows that the property shows three holding ponds. She asked what that was going to look like for them that are down at the end of Reese and how was that going to run down on us. She questioned the value of these new homes and how that was going to affect their property. In the smaller properties and many other homes along Reese Road, some of those folks have lived there for over 50 years. They have grass growing up in the middle of the road. The roads have not been paved. She asked what does that look like and what can they expect to happen for the existing people that are on that road right now. She asked again about what the value of these homes are going to be and what does that look like. They thought that was a lot of houses for that area up there. It was a nice green area and they do have a lot of concern. They asked the Commission to look at a lot of that for them. Page 64 of 285 a requirement of the City when they have new subdivisions coming in that stormwater be addressed, so if he could make comments on that they would appreciate it. He asked him to state his name and address. Page 65 of 285 traffic or pedestrian walkways, he could see where that would be a problem. He asked if they would consider putting in sidewalks on anything that abuts Dalewood. Page 66 of 285 house, there is a blind curve. Even though there was no place to put sidewalks, they could make a place to put sidewalks. It is not that difficult. One side of Dalewood is gullies. That is all there is here. There is no place for anyone to take a walk on that road. The other side across the street from him, it at least has curb and gutter. He does not have curb and gutter. He believes there is a lot of room to make improvements on that road without a doubt. He knows that nobody wants to throw good money after bad, but that road is just screaming for help. No one wants to walk down that road and it is heavily used for a cut-through. He stated there was probably more people cutting through from Green Ridge to Electric Road than the people in the community. They do speed down that road and he hears it all the time. He asked them to please reconsider. He stated that their opinions or votes on this was very important to the residents in that community. Page 67 of 285 asked that they leave quietly. She then asked if the Commission was ready for the next agenda item. Rezoning Request and Special Exception Permit Page 68 of 285 over to 107.3 like a lot of people. Mr. Wheeler explained to him what they were doing at the property and asked him as a real estate developer about what he thought they should do with this. Mr. Boone stated he told him first, always go to the zoning. They looked at the zoning and it was light manufacturing with conditions. That was highly unusual as there are few parcels in Salem or the Roanoke Valley of this size that are relatively undeveloped. They looked at the zoning, at development options, talked with appraisers and commercial real estate brokers, and met with officials from the City of Salem. This is a unique property because they could potentially have a number of light manufacturing options here with the special exception. That was attractive to an economic developer and a city, but as they talked through it and had a number of meetings, it just did not feel right for the community. This has been a radio station for all these years. Honestly, they went into it not looking for housing. They thought that the City would probably want to maintain that light manufacturing zoning and go with a warehouse or distribution center. They see the micro warehouses today that are so popular with the rise of Amazon and some of the quick delivery. Having a warehouse in a neighborhood made a lot of sense. It has been one of the most popular and successful real estate investments over the last 5 to 10 years. The more they talked, the more they realized and he gave Mr. Wheeler the credit for wanting this to be residential. The City of Salem agreed that this really needed to be residential so they started down that path. He understood why people were here to speak to say this was different. This was different than what they have and that is what development is. It is different, it is change and it is uncomfortable. At one point, this neighborhood was a farm. He spoke to Mr. Beamer after the community meeting last week and he confirmed that there was a farmhouse there. They knew this was a farm at one point. All of a sudden, it gets developed and he was sure people who lived close to that were probably not excited about losing their farm. That was a change in the character of the community to lose the farm. That was development. That was progress. He thought many people in this room were questioning how do they have this change and what was an appropriate change. They have looked at and discussed traffic. They have discussed stormwater management. They have discussed utilities. They have discussed roads. They had a great and well attended community meeting at Abundant Life Church last Tuesday night. It was well attended. They had a great dialogue with people. A number of people stayed after. He thought that the church had to ask them to leave around 8:30 just before the big storm. It was well attended, and they had great discussion. They worked hard with Mr. Burns who seemingly is at every Planning Commission session. Mr. Burns’ team at Balzer has been outstanding. They have addressed all these issues. Mr. Burns and Court Rosen, who is the Director of Development for ABoone Real Estate, would be speaking briefly about these issues but with a little more precision than he has. The traffic clearly shows the roads in the community can support additional traffic. Some people say there is already too much traffic. They heard that in Mr. Graham's application. When they look at it, the numbers are actually very small for roads that go anywhere from approximately 20 feet wide to 30 feet wide, so these roads are pretty large throughout the community. They are narrower and he has spoken with a number of them about Newman Drive and he will get into more detail about that. They had a good dialogue the other night. They had a meeting with City of Salem Planning on Thursday. They talked about all the issues that came up. They have the notes from that meeting. The first thing was utility law. Somebody said that some utility lines were too low. The utility department is going to evaluate them and if they need to be raised, they would be raised. They thought they were sufficient but he wanted the neighbors to know that they did Page 69 of 285 evaluate those. Another issue that they did talk about at length was another access to the community. He wanted the neighbors to know that they and the City Planners evaluated how else they could get to North Mill Road and how they could get to Brand Avenue. Unfortunately, there was not a way to do it. When people look at the map, they will see that you have to cross a stream, go uphill and through private property. One thing people do not think about is that there is a house on the other side of that street. They would have to take out the house and build another connection through to that road. He stated they are not looking to displace people. As they looked at the topography and the streams, it was not a viable course. Those are items, as he said that Mr. Burns and Mr. Rosen will address. They want to answer the questions but they are really here on the application to rezone to residential multifamily. They know they are not unlike other communities. All communities have housing issues right now. It is the result of the housing crash we had in 2008 and the lack of construction that went on for 15 years. That is why they are here. It was ironic that the day that they had a community meeting, there was an article or a commentary in all the major newspapers across the Commonwealth that said that the housing crisis in Virginia is worse than they think. It dialed down into lack of permits, lack of new housing and that they are building basically 50% of the amount of housing that they need in the Commonwealth to be able to sustain any type of growth. They say that is Virginia, that they have the Golden Crescent, they have Northern Virginia and they have Tidewater, but they are Salem in the Roanoke Valley. In that case, they have to look at the fact that businesses do not go where their employees cannot live. Businesses cannot grow if their employees do not have a place to live and that really was an issue here. He thought that if they were together at a housing crisis discussion or summit or if they were all just at Mac and Bob 's having a beer talking about housing, everybody would agree they need more housing. They need different types of housing. But the disagreement comes when they want to build it in their backyard and that was the issue. As he shared upfront that their first plan was to go single-family housing. Chris Burns and him worked together to come up with a single-family concept. The problem with that was they ended up with about 61 or 62 lots. It was an interesting conversation earlier about the cluster overlay because they were also going under the cluster. They were using 51 foot lots to try to get more lots in because of the infrastructure cost. It did not work. They talked about this a lot last week about what does it mean it did not work. It means when they grade a piece of property like this, there is topography on it, there is steepness and a significant amount of grading. As they look at how do they get the housing on there, they have to put in roads and they have to build roads throughout the community. They have to build storm, they have to build water and all utility infrastructure. When they look at that, when it was spread that across 61 lots or whatever it was, the project was well underwater. Then how about if they go to single-family and some townhomes. That did not work because there was too much grading and too much infrastructure. They got into various mixes. They did not want to try to build apartments here and they did not even look at that. They thought could they build some condo buildings in here but that did not feel right. They did not think the market was right for condominium buildings. Townhomes really fit. In the words of Chris Burns, they fit the property perfectly because they ring the property. They can go in and ring the property and reach the different units. One important thing to realize was that this is a 40-acre tract but it is really a 20 acre developable tract because of the floodway and the floodplain. They could build in the floodplain, but they cannot build in the floodway. Instead of 171 units, as they look at the last row closer to the floodplain, they could actually build all the Page 70 of 285 way down to the green line where the conservation area begins. There would be over 200 units there but that did not feel right. It worked fine from an engineering perspective, but they think it is too many units. Certainly, a number of people are going to tell them that 171 is too many units. They had a great conversation last week about how many was enough or how many was just right. He stated 171 was just right. He knows that was a lot of density but, in their case, it has to be viable. People asked does that mean maximum profitability. Not at all. Maximum profitability was to put 200 and some units on that property. They did not want to do that. Looking at the concept plan, they are going to conserve half of the property. The density on a per acre basis is very low. In the townhome community on the right when you first turn onto Parkdale has a much higher density on a per acre basis. They are spreading their density out across the 40 acres. Their density on a per acre basis was very low. They are going to have a buffer that rings the property and they are going to make sure that not only do they maintain the existing buffer, but they are also going to add buffer. They are going to add trees as required by the ordinance but also for the community. They want to make sure that it is beautiful. It maintains a park-like setting for this project. This is a unique project for the Roanoke Valley. There is nothing like it. It will be very unique, and he thinks it will attract a lot of people in Salem to move and free up housing in Salem. It is also going to attract people from a lot of the surrounding localities to move to Salem because this is exactly what the market needs. Someone last week mentioned that he grabbed our poster of townhomes and this is what people want to buy. It is the only thing they can build in the $300,000s. As Brad Graham stated and he was right. Mr. Boone stated he did not even know how Mr. Graham was going to build a $450,000 house on his property. He suspects they would probably be in the $500,000s and higher. Here, they would see homes in the low $300,000s to probably $400,000s. They are going to have a number of slabs and basements, so it will be a mix. They are going to see a mix of people living here. Different people of different ages, people with kids and people without kids. The grades support having some basements so that will allow people to finish basements and have more families in there. There are going to be a lot of singles and empty nesters because of the low maintenance and no maintenance on the exterior. Importantly, they are going to have parks and they are going to have playgrounds. They talked about walking trails on the last case. They will have walking trails. He has met with a number of the neighbors out there over the past few weeks. Every time he has been to the property, he has met a neighbor who has been walking their dog on the trails that the Wheelers have mowed for many years to open it up to the community. It is important to them that this was maintained. A community feeling and that the residents may continue to use these trails. They can use the playgrounds. They can use the amenities that will be open to the existing community. It was great that somebody asked that last week and said they would like to be able to use the trails and the playgrounds and amenities that will be there. That is a commitment that they make for the community. It was unfortunate because they wanted to do single family housing. As he said at the town hall meeting last week, if they hacked into Chris Burns’ folder at Balzer, they would see their very first concept was single family with 60 foot lots. He was not sure if they even got to 50 of them and then they went to the 51 foot lot and got up to he thinks 61. This was a year or year and a half ago. Knowing that did not work, that was where their process started. Unfortunately, they cannot develop this property for single-family. He did not think anybody would do it. He cannot do it. It would be a loss. They would go into it knowing they were going to lose money. These projects are very risky. They can go into them and make money. Page 71 of 285 They can lose money, but they pretty much never make the money they think they are going to because they always run into rock and extra grading. That is the unfortunate thing. He questioned what was going to happen to this property because it is not going to remain a station for the radio towers. It is going to be something, and they believe that introducing a great new community that can attract many new residents to the City of Salem is an excellent use for this project. To continue to be respectful of the neighbors and open this community up so that it could continue to be a magnet as it is now for people in the community. He stated he would answer any questions but would like to turn it over to Mr. Burns to answer questions about stormwater management, traffic or any other engineering type of issues. Page 72 of 285 standard software. They followed those same requirements here. The traffic analysis is based on analyzing the AM peak hour when everybody is going to work in the morning. PM peak hour when everybody is coming home at the end of the day. Those are the times of the day when traffic is the most. That is what they look at as a worst-case scenario. They model the intersections in synchro software and all of that was submitted to the City of Salem engineering department. It goes through a review with them. The results of the study are the levels of service that they measure a letter grade. They were unchanged at the intersections that they looked at. Very minimal increases in delay. They are going to wait for another second or two at the stop sign which is really what the result was. They heard a lot of questions at the community meeting about how does this compare to single-family. He did a comparison and, if this property were to be developed as single family versus townhomes, they would have about 30 less trips in the peak hours. Essentially, one car every 2 minutes. They can stand here for 2 minutes and think about one car going by but that is the level that they are talking about as far as the difference between single-family and townhomes. At the end of the day, the existing street network can support the development. The City of Salem engineering department concurred with that. They are happy to answer any questions about it. Page 73 of 285 else, decided that no damage had been done and they failed to make the report. There was one vehicular to vehicular accident. In 2025, so far and into the 7th month, there has been one crash. Generally speaking for what she had been told was a heavy crash area, she was looking for much larger numbers than those. She wanted to share that information with them and to put that on the record. She asked for any other questions at this time. Page 74 of 285 Foster. Then Mr. Chrisfield and Mrs. Chrisfield. That would be the first 5. Page 75 of 285 the Department of Historic Resources. First, there are only 3 remaining arch structures in the area, as much of the completed railroad bed has already been destroyed by the construction of Route 11, the widening of Route 117 between I-581 and Williamson Road and residential development. Second, of the 3 limestone arches, this expansive barrel- vaulted tunnel with railroad bed atop is the largest and most imposing. Built in 1873 by a team of Irish immigrants and formerly enslaved African Americans under the direction of Thomas Menifee. It is, in fact, an example of the very best stonework of any period found in the area. Third, it is also in the best condition of any such structure in the region south of Lexington. She also wanted to emphasize that the Gish Branch Bridge is an integral aspect of Virginia 's Reconstruction Era history and the building of a New South post-civil war chartered by the General Assembly in 1866. The 113-mile Virginia Valley Railroad project aimed to connect the Baltimore and Ohio at Harrisonburg to the Virginia and Tennessee at Salem. As you go down I-81 just south of Staunton, look over and they will see those barrel vaults in a field. Robert E. Lee served as the second president of the Valley Railroad Company. Claiborne Rice Mason, Stonewall Jackson’s bridge builder, received the contract to build the Staunton to Salem segment in 3 years, an unsurprising choice given Mason's reputation for quality construction and daring feats of engineering. Along with Claudius Crozet, it was the Mason Syndicate that completed the 19-mile crossing of the Blue Ridge at Rockfish Gap for the Virginia Central Railroad including the impressive 1,300-foot Blue Ridge Tunnel. These historical circumstances, coupled with the fact that the potential exists to create a walking trail along the Gish Branch that connects the Mason Creek Greenway and the Hanging Rock Battlefield Trail should encourage all actors involved in the planned development to prioritize permanent protection of this structure. Page 76 of 285 to provide for the Gish Branch greenway. Page 77 of 285 drain. This was the worst it was. She had it before in the past. The City installed a new sewage line after this occurred. Thus far, this has corrected the problem. The City was good about reimbursing them for their expenses, including 7 and a half hours of sweeping out their basement which he will not describe. Their concern and question with the development on the table was will the denuding of the property for construction create more issues with drainage, creating more of an accumulation of water at the low point and, thereby, creating flooding problems in the area where they live. Another concern they have was increased traffic flow. The streets in their neighborhood, it appeared to him, were developed to take care of the neighborhood as they were originally designed. They are adding a considerably large new neighborhood to this area of town. He questioned just how well the traffic will be able to flow with this development. Based on these factors, he asked that they not approve this recommendation. Page 78 of 285 implementing that plan. The water was deep for a walk-out basement, their car got totaled because it came at 5:30 in the morning and they were in bed. This is a problem. He would like to see some type of detailed plan about their wastewater, as well as the general problem with the water coming down North Mill. Permits have been handed out for many years without thought to this bottom down on Chamberlain Lane. Page 79 of 285 they will do with that land. If they put two cars per townhouse, each time you go up and down the road and they all take a million trips up and down their streets, then add on the daily delivery trucks from Amazon and UPS. If they let them build it, then add all the construction vehicles that are going up and down. She asked if they could imagine what that would do to their neighborhood. They asked at the meeting the other day about looking for different venues in and out of either Brand or North Mill or whatever. They said it was not feasible. It would be too hard or cost too much. At the base where this goes up and into where it would be located is multiple families with children that live right there where all of this will take place. They all play outside. There are no sidewalks. We do not have sidewalks. More housing is not the only key to keeping Salem great. Maybe there should be a pause. Less townhouses. Maybe better access. She does not know the answer. They have all chosen to live in this neighborhood because of its charm. They have all chosen to live in Salem because it is a special and unique place to live. They ask them to please help keep it that way. Page 80 of 285 small neighborhood roads where children regularly play, ride bikes in the streets and where they find people jogging and exercising. These roads already cannot support two- way traffic when residents park on the street. The volume increase is not just inconvenient, it is dangerous. At a recent community meeting, the developer compared this to the growth he experienced as a child in the area now surrounding Tanglewood Mall. He said he once played in the fields where the mall and high-density housing now stand and suggested that similar growth is inevitable here. To expand on his example, the area surrounding Tanglewood Mall now has a significantly higher population density and crime rate than Salem. A 2020 analysis by the US Department of Justice confirmed that increased residential density is associated with higher rates of property crime, particularly in areas undergoing rapid population growth or lacking adequate infrastructure. Increased density often brings more anonymity and less community cohesion. To further illustrate this concern, she reviewed the public crime data from Roanoke's official crime mapping tool. Since January 1st, the high density townhome and condo complexes in the Tanglewood area have seen 13 assault cases, 6 vehicle break-ins, 3 burglaries, 3 thefts and 3 cases of vandalism. In contrast, their town and neighborhood west of Electric Road have not had a single reported crime during the same time frame. This stark difference further illustrates what is at stake if they choose to introduce large-scale developments rather than preserving low-density, community rooted neighborhoods. If they follow this analogy to its logical conclusion, then Salem's future is one of high-density housing, heavier traffic and higher crime. The developer also claimed that this project addresses a housing shortage in Salem but, as of this past Monday, July 14th, there were 123 homes, apartments, condos and townhouses currently for sale in Salem. There are also approximately 702 residences being built as we speak. That is not what a housing shortage looks like. This proposal is not about a housing need; it is more about profit at the expense of a safe and pre-existing neighborhood. She respectfully asked them to protect the culture of safety and integrity of their town and neighborhood. Please reconsider the rezoning request for multifamily homes. Growth can be thoughtful. Growth can be aligned with what Salem is and not just what developers want it to become. Page 81 of 285 was one, the land was not best suited for townhomes. That is due to the grade. It is best suited for single-family residences. The issue is the roads as Chris did talk about not being able to fit in ample amounts to make the same profit margins. Speaking with a developer that works with Ryan homes, frequently, they found that with the land and pricing 60 homes between $450,000 and $550,000, they would still maintain an 8% margin on the total development, assuming normal land expenses and infrastructure costs. There, based on national data, they can see that over the next 5 years, home values in the surrounding area will most likely decrease by 9%, assuming a normal trend of 3% growth. Eliminating 3 years of growth in value. That equates to approximately $8.1 million in lost growth within the neighborhood for land values. All of this was reputable national peer reviewed literature that he was citing from. Then, at a glance, they are looking at 171 units at approximately $350,000 each. That brings in $718,000 of tax revenue to the City. This looks great on paper, and he thinks everyone would want $718,000 going into the City. When they look at the impact of this on the City, they see that there are a lot of expenditures that are not seen right away. Some of the first ones being traffic. The literature that they used prior at the community meeting was a lower volume townhome study that they done approximating 4 to 5 trips per day for each townhome. These are going to be more family-oriented townhomes, so most research suggests that it is going to be closer to 8 trips per day. That is looking at 1,370 additional trips on roads versus a 60 single-family home project yielding 750 trips less than that, so over double then what they would expect from single-family residency. Addressing public safety. As townhomes are being built, approximately 30% of these will be bought up in the next 5 years to rent. Increased rentals led to a measurable increase in crime, leading to approximately $1,000 per unit annually to the City. If they were to extrapolate just from this development, that is $171,000 of taxpayer money that is going to policing, courts and EMS services. Most of them are not here to say no to growth. They were here to say yes to smart growth. He believed that development in Salem is necessary and good for the City, but it needs to be done in a way that aligns with City values and not just with individuals that might not live here and in these neighborhoods. Page 82 of 285 was trying to save their neighborhood. She wanted to speak about the impact this proposed townhouse development could have on Salem's public service infrastructure. Right now, there are already over 700 new residential units approved or under construction in the City of Salem. That is a significant population increase. Potentially, thousands of new residents in a small town, in a very short period of time. And yet, we have not seen any clear analysis or public communication on whether the local schools, EMS, police, fire department and hospitals are equipped to handle this surge. There has been no transparent plan shared with the public to show that Salem services and infrastructure are ready for this kind of growth so why are they considering 171 townhomes before they even know whether they have the staffing, road access, emergency response capacity or school space to support the people already coming in. This was not just about the traffic or housing. It is about planning responsibly for public safety, health and quality of life. She was asking for a pause and reassessment and a real look at how Salem can handle how quickly. Once the units are built, the people come and, if they are not ready, the burden falls on existing residents in the system they all rely on. She had one question, would they want this in their neighborhood because, she would go for townhomes, she would go for patio homes, for single living homes. She asked again would they really want this in their neighborhood. Page 83 of 285 between 6% and 10%. With 171 units with a $350,000 selling price means that the revenue from the project will be somewhere around $59.8 million and using just the 6% net profit is $3.59 million and he wished Mr. Boone all the best of luck getting there. Back to Mr. Boone 's position that he wants to benefit Salem. Mr. Breen asked should Boone’s project be approved as a suggestion to really give back to their community and do the right thing. To help enhance the number one selling element of Salem and that is their schools. He could help enhance Salem schools by creating the ABoone Salem school fund based upon just 1% of the net profit from each unit. This would be tax deductible. He respectfully requested Mr. Boone consider proceeding in this manner. Page 84 of 285 stated he had seen a lot. He was a graduate of Andrew Lewis High School, and they had an astronomy club that was formed right there in good old Forest Lawn and Parkdale Drive. As far as an astronomy club, they upgraded the scholastics of the neighborhood. These people have stolen his thunder. He was by education a geologist. His military service was as a terrain analyst for the military in Europe and NATO. He liked to crawl around in caves and climb mountains and hike and stuff like that, so he liked to walk around in this neighborhood. He lives on top of the hill. At one time, back around the 1950s, it was the highest. There was only one house higher than his in Salem and it was the one across the street. He thought that gentleman was going to get up to speak too. He is 80 years old and still walks around in the morning through these places. His observations here most of lately have been in the Parkdale/Newman area back to the antennas. What they have there is like a hill and valley terrain where if they have a flood situation, there will be a lot of water. There is a very shallow aquifer there that they can pump water out of. They pumped water out of it for all of their houses on top of that hill a total distance of three hundred and some feet. That was how much water they pumped out of that. That well has been capped now. There is a very shallow layer there that blocks rainwater from soaking in and it creates a flood situation. There is a funnel up through there. In a flood situation, they will have sewer problems because of that. He asked if they have 20 acres up on a hill and they are going to put 171 townhouses up there, think of all those driveways and all of those cross streets and all of that water coming down towards Parkdale. Then, the day will come when there are 4 automobiles and double family habitation in those houses up there and that will multiply the cars too. They have too many cars to start with. Page 85 of 285 Robertson's parking areas there and then come out on Kessler Mill and that has flooded. There are ways to fix it, but it is going to cost. It is going to take a partnership between the City, the developer and the EPA. There is a lot of things that are going to need to take place to get down there. As planners, you have a fiduciary responsibility to protect the neighbors and the neighborhoods surrounding the new development so he was asking them all to apply logic. That is why they are sitting on that side of the table. He understands that because he has sat on that side of the table. On the side of City Council, he was on the regional planner board for 10 years. 10 years of State transportation. Given the need for site visits, the deliberation of tonight’s testimony, along with the handouts and the petition, he requested that they table this petition at this time until all of the information could be absorbed. Page 86 of 285 They also heard that it could very well be part of a future Greenway that connects with their greenway. Those are two things that make it an exceptional piece of acreage. The neighborhood that lives there and the rest of Salem just heard about it a few days ago. She also wanted to say they should table this for a while. She asked if the Commission had 90 to 100 days before they must do something. At the very least, she asked if they could do that and Council could use their 90 days. The other thing she wanted to comment on was, referring to the map and depending on what happens, would the developer consider turning everything that was not development over to an actual conservation easement. Some of it was described as they could build here but were not going to. That would protect it a greater amount into perpetuity, and she thought that was kind of important. Page 87 of 285 their stormwater management strategy. Page 88 of 285 otherwise rent it, but every neighborhood that all of us live in have rental homes in them. It is just kind of the way it ends up working. He also wanted to mention that, since the community meeting, he has had several residents who reached out and said either they do not oppose it or they affirmatively support the project. He did not feel comfortable saying that publicly, so he knows it is coming from one of the developers. He thinks there are people who support this and who simply see the opposition and do not necessarily want to speak out. As he has said, they believe there is a housing shortage. They believe the data shows that. They would not be building new communities if they thought that they were going to sit and not sell. This is what they do. It is not just to make money, it is about making communities and building better communities. They are all local. They all live in the region and the valley. They are doing this because it is needed to help the City of Salem and the whole region grow. If they all grow together, they all prosper. Page 89 of 285 declaration would have the requirement that any lease, one that it be reported to the HOA and that it would be no less than 6 months. That was what they saw a lot of the time. Some of them are a year. They do not know what it would be here, but there would be no short-term rentals. These are designed to be for sale for the homeowner occupant to live there, not to be rented. As Mr. Rosen said, it happens in every community, but he thinks it would be limited in this case because of that restriction. In all the communities they have developed across the Roanoke Valley, they always had either 6 months or a year and have not had any problems in the 50+ communities they have They have not had an issue. As they brought up the bridges and also brought up the floodway and flood plain. As far as the railroad bridges, they will absolutely put that land in a conservation easement. If they have trails, they will take them and clear the area best that they can. They really know very little about it. Mr. Garst introduced them to that more than anybody. They had heard from some of the Wheeler media folks that there were bridges, but it was so thick, they could not get to them at the time. They are completely committed to doing whatever they can to open the trails to them. He had no idea if they could preserve them or if they could work on them. Having not seen them yet, they are completely committed to making that part of the amenity package in the community. They are also willing to say they would put in an easement, but as the HOA would own it, it would be common space. There would be a restriction against any development in that area out and ringing all the townhomes. Everything below that first row of townhomes would be restricted against development, would be owned by the HOA and controlled by the HOA, as well as maintained which would certainly allow for the trails, playgrounds and parks that they have talked about. Page 90 of 285 Mr. Garst what had been officially proffered to date because the agenda item says LM Light Manufacturing with proffered conditions to RMF residential multifamily district. Page 91 of 285 Mr. Garst ended his motion. She explained that the Planning Commission is a research and recommending body to the City Council. Attendees will need to appear at the City Council meeting when placed on their Agenda. They will be notified of the time and date once it has been scheduled. Planning Commission Bylaws Remote Participation Policy Page 92 of 285 Consider resolution to adopt a Remote Participation Policy for Commissioner participation in Planning Commission meetings for Fiscal Year 2025-2026. Chair King asked Mr. Light to briefly describe the resolution to adopt a remote participation policy. Mr. Light stated the State code addresses remote participation by board and commission members. On July 1, 2024, the code was changed to require such bodies to adopt their policy annually. This is exactly what they would be doing. It is in the form adopted by City Council and EDA, then reviewed by the City attorney's office, so they ask for the Commission to adopt that for the next year. Chair King stated they would consider the resolution and asked for a motion on that item. Mr. Henrickson motioned. Mr. Beamer seconded. Chair King asked for a roll call vote: Mr. Routt - Aye Mr. Henrickson - Aye Mr. Beamer - Aye Mr. Garst - Aye Chair King - Aye Chair King stated that the resolution had been adopted. 4. Adjournment Chair King asked if there was any additional business for the Planning Commission. There being no further business, Chair King adjourned the meeting at 9:44 p.m. Page 93 of 285 Page 94 of 285 Page 95 of 285 Page 96 of 285 AN ORDINANCE TO REZONE THE PROPERTY LOCATED AT 106-110 BUTT HOLLOW ROAD (TAX MAP #174-1-7) FROM BCD BUSINESS COMMERCE DISTRICT TO LM LIGHT MANUFACTURING DISTRICT WITH PROFFERED CONDITIONS WHEREAS, J. Cline Properties, LLC, property owner, petitioned to rezone the property at 106-110 Butt Hollow Road (Tax Map # 174-1-7) from BCD Business Commerce District to LM Light Manufacturing District with proffered condition; and WHEREAS, the rezoning is in accordance with good zoning practice; and WHEREAS, the City of Salem Planning Commission recommended approval of the rezoning request; NOW THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE CITY OF SALEM, VIRGINIA, that the property at 106-110 Butt Hollow Road (Tax Map #174-1-7) be and hereby is rezoned from BCD Business Commerce District to LM Light Manufacturing District with the following proffer: 1. Allowable uses will not include Truck Stop, Manufactured Home Sales, Transfer Station, Truck Terminal, and Industry Type I. The map shall be changed in this respect and no other, said property being described as follows: BEGINNING at a point on the east side of Butt Hollow Road also known as Va. Sec. Rte. 640 and at a point of intersection 200 feet, more or less, to W. Main Street (Rt. 11); thence along Butt Hollow Road, N. 46° 15' 00" W. 219.01 total feet; thence N. 43° 45' 00" E. 4.17 feet to a point; thence N. 86° 43' 00" E. 403.13 feet to a point; thence S. 03° 17' 00" E. 139.66 total feet to a point; thence S. 86° 43' 00" W. 174.17 feet to a point; thence S. 70° 54' 00" W. 86.00 feet to the point of BEGINNING, and being shown as PARCEL III and PARCEL IV, containing 1.13 acres on "Survey for AFFORDABLE EFFICIENCIES, INC., Butt Hollow Road ... ", prepared by Balzer and Associates, Inc., L.S., dated March 25, 1997, a copy of which is attached to Deed of record in the Clerk's Office of the Circuit Court for the City of Salem, Virginia, in Deed Book 334, page 81. All ordinances or parts of ordinances in conflict with the provisions of this ordinance be and the same are hereby repealed. This ordinance shall be in full force and effect ten (10) days after its final passage. Page 97 of 285 Upon a call for an aye and a nay vote, the same stood as follows: John Saunders - H. Hunter Holliday – Byron Randolph Foley – Anne Marie Green – Renee F. Turk – Passed: Effective: /s/____ _ Mayor ATTEST: H. Robert Light Clerk of Council City of Salem, Virginia Page 98 of 285 Item #: 5.B. AT A REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SALEM, VIRGINIA HELD AT CITY HALL MEETING DATE: August 25, 2025 AGENDA ITEM: Amendment to the Zoning Ordinance Consider adoption of ordinance on second reading for the request of Brad Graham Real Estate LLC, contract purchaser, to rezone the property located at 638 Dalewood Avenue (Tax Map #33-2-3) from AG Agricultural District to RSF Residential Single-Family District with proffered conditions. (Approved on first reading at the August 11, 2025, meeting.) SUBMITTED BY: Chuck Van Allman, Director of Community Development SUMMARY OF INFORMATION: SITE CHARACTERISTICS: Zoning: AG Agriculture/RSF Residential Single Family Land Use Plan Designation: Residential Existing Use: Residential Proposed Use: Residential subdivision with cluster lots 638, 672, and 696 Dalewood Avenue together consist of an approximately 13.289- acre tract of land, with 638 Dalewood Avenue possessing the AG Agriculture zoning designation, and 672 and 696 Dalewood Avenue sitting within the RSF Residential Single Family zoning district. The applicant is requesting a rezoning to situate all parcels in the RSF Residential Single Family district, and a Special Exception Permit to develop a single family subdivision within the Cluster housing overlay which allows for a reduction of minimum lot standards. The property owners have voluntarily submitted two proffers for the rezoning request that have been incorporated in the attached ordinance: 1. The minimum lot width will be 60 feet, excluding cul-de-sac lots. 2. Walking trails to be installed as part of the project would be open to the neighborhood. Page 99 of 285 Note that these proffers are applicable only to the parcel included in this rezoning request. The entire proposed development encompasses multiple parcels for which Council will consider a Special Exception Permit in agenda item 6.G to allow for a Cluster Housing Overlay, contingent upon final approval of this rezoning at a second reading. Should Council be amenable to the rezoning and subsequent issuance of the Special Exception Permit in agenda item 6G, staff recommends Council add conditions in approving the Special Exception Permit to reflect the intent of the proffers as applicable to the entire proposed development. The concept plan submitted as part of the application displays 35 lots for development, with corresponding open space and stormwater management areas. The cluster housing overlay requires that any reduction in lot size be compensated by open space preservation. If approved, the project would be required to meet the appropriate City of Salem and State of Virginia development standards which are integrated into the standard site plan and subdivision plat review process. The Future Land Use Map (FLUM) identifies this area as residential, which is consistent with the proposed future utilization of the property. REQUIREMENTS: The proposal meets the requirements of Section 106-202.3., RSF Residential Single Family site development regulations, and 106-222.3. COL Cluster housing overlay site development regulations. FISCAL IMPACT: STAFF RECOMMENDATION: Recommend consideration of the ordinance on second reading with the following proffered conditions: 1. The minimum lot width will be 60 feet, excluding cul-de-sac lots. 2. Walking trails to be installed as part of the project would be open to the neighborhood. ATTACHMENTS: 1. Item 6F 8-11-25 Rezoning Application Dalewood 2. Item 6F.6G 8-11-25 638 672 696 Dalewood Affidavit 3. Item 6F.6G. 8-11-25 Dalewood Avenue Neighbor Notification Map 4. Item 6f.6G 8-11-25 Dalewood Avenue Subdivision Concept 5. Item 6F 8-11-25 sink property legal description UPDATED Page 100 of 285 6. Item 6F 8-11-25 Proffer Statement 638 Dalewood 7. Item 6E.6F.6G 8-11-25 638 672 696 Council meeting owner notification letter Dalewood Avenue 8. Item 6F 8-11-25 RezoningOrdinance 638 Dalewood Avenue Tax Map 33-2-3 Page 101 of 285 Page 102 of 285 Page 103 of 285 Page 104 of 285 AFFIDAVIT OF MAILING PURSUANT TO S15.2�2204 CODE OF VIRGINIA PLANNING COMMISSION ITEM #3C JULY 16, 2025 This is to certify that I mailed letters in reference to the request of Brad Graham Real Estate LLC, contract purchaser, for rezoning of the property located at 638 Dalewood Avenue (Tax Map #33-2-3) from AG Agricultural District to RSF Residential Single-Family District and to request the issuance of a Special Exception Permit for 638, 672 and 696 Dalewood Avenue (Tax Map #s 33-2-3, 33-2-2 and 33-2-1) to allow their inclusion in the Cluster Housing Overlay to the following property owners and adjacent property owners on June 27, 2025, in the 2:00 p.m. mail: ALLS JAMES ALLS NORMA JEAN GREER NEIDA K 1633 REECE RD SALEM VA 24153 BOBBY COLE LOONEY AND JANE LEE CALDWELL LOONEY JOI 519 DALEWOOD AVE SALEM VA 24153 CUBBISON BRIAN N 1657 REECE RD SALEM VA 24153 FAITH CENTRAL FELLOWSHIP INC 677 DALEWOOD AVE SALEM VA 24153 HAMBRICK RAYMOND S 514 DALEWOOD AVE SALEM VA 24153 HARTMAN E R JR 6047 GREEN RIDGE RD ROANOKE VA 24019 KING SUSAN 2225 BAINBRIDGE DR SALEM VA 24153 LAMPRINAKOS ANGELA R 1632 REECE RD SALEM VA 24153 MANN EDWARD W MANN CINDY L 1717 GREEN RIDGE RD SALEM VA 24153 MCMILLAN DANIEL E MCMILLAN KATE D 1662 REECE RD SALEM VA 24153 BELL CLOYSE W BELL SHARON 610 DALEWOOO AVE SALEM VA 24153 CORPORATION OF THE PRESIDING BISHOP OF THE CHURCH OF JESUS CHRIST 50 E NORTH TEMPLE ST 22ND FLOOR SALT LAKE CITY UT 84150 DAVIS KYLE J CHRISTOPHER CLAIRE D 614 DALEWOOD AVE SALEM VA 24153 GABRI$ JOSEPH ROBERT GABRIS MARY EVELYN 1610 REECE RD SALEM VA 24153 HANCOCK BLAINE M CROZIER JENNA N 1725 GREEN RIDGE RD SALEM VA 24153 HINTON KAREN V 1710 WAYBURN DR SALEM VA 24153 KNOUFF JANICE WALKER JONATHAN 6320 WAYBURN DR SALEM VA 24153 LEFFLER PATSY 1618 REECE RD SALEM VA 24153 MARTIN ANGELA D 1817 GREEN RIDGE RO SALEM VA 24153 MCNEIL EDWARD L 1745 GREEN RIDGE RD SALEM VA 24153 BLANKENSHIP-MARTIN CATHERINE A 1781 GREEN RIDGE RD SALEM VA 24153 CROSIER BOBBY P CROSIER ESTHER M 1714 WAYBURN DR SALEM VA 24153 DUDLEY JAMIE D 1645 REECE RD SALEM VA 24153 HAGERMAN MEGAN ANN TRUST ANDERSON DESIMONE & GREEN PC 4923 COLONIAL AVE ROANOKE VA 24018 HARRIS SANDRA SUE 1628 REECE RD SALEM VA 24153 HUNGATE NATHAN B HUNGATE JENNIFER 8005 WHITTLER CT ROANOKE VA 24019 KNOUFF RUSSELL B JR KNOUFF JANICE M BAINS MARGARET L 6320 WA YBURN DR SALEM VA 24153 LONG JEFFREY L 1722 WAYBURN OR SALEM VA 24153 MASSIE JENNA K 1667 REECE RO SALEM VA 24153 MEGAN ANN HAGERMAN TRUST AGREEMENT 4923 COLONIAL AVE ROANOKE VA 24018 Page 105 of 285 Page 106 of 285 Dalewood Avenue Neighbor Notification Map (Salem) Neighbor Notification Map (Roanoke County) Page 107 of 285 DALEWOOD AVE RE E C E R D EX. PROPERTY LINES TO BE VACATED EXISTING SLOPE TO BE GRADED FOR SIGHT DISTANCE APPROXIMATE LOCATION OF SHARED DRIVEWAY POSSIBLE FUTURE RSF LOTS PROJECT NO. REVISIONS SCALE DATE CHECKED BY DESIGNED BY DRAWN BY www.balzer.cc Roanoke / Richmond New River Valley Shenandoah Valley P L A N N E R S / A R C H I T E C T S E N G I N E E R S / S U R V E Y O R S N: \ _ B A L \ P r o j e c t s \ 2 5 \ 0 0 \ 0 4 \ R 0 0 6 9 4 5 6 . 0 0 D A L E W O O D S U B D I V I S I O N \ C I V I L \ d w g \ 2 0 2 5 - 6 - 1 2 C o n c e p t \ 2 0 2 5 - 6 - 1 6 C o n c e p t . d w g P L O T T E D : 6/ 1 7 / 2 0 2 5 3 : 5 8 : 3 1 P M 1208 Corporate Circle Roanoke, VA 24018 540.772.9580 CAN KAM CPB 6/17/2025 1" = 50' DA L E W O O D S U B D I V I S I O N CO N C E P T U A L S U B D I V I S I O N P L A N SA L E M , V A 67 2 D A L E W O O D A V E EX-A R0069456.00 PR E L I M I N A R Y NO T F O R C O N S T R U C T I O N SITE AND ZONING SUMMARY NOTE: RESIDENTIAL SINGLE FAMILY CLUSTER DEVELOPMENT REQUIRES MINIMUM OF 15% OF DEVELOPMENT SIZE TO BE OPEN SPACE, OR ONE SQUARE FOOT OF OPEN SPACE FOR EACH SQUARE FOOT OF REDUCTION IN LOT SIZE BELOW 9,000 SQUARE FEET, WHICHEVER IS GREATER. Page 108 of 285 I flat .... __ _ lr.:L,_-� .• - fee L �L Trnfw-.S- T.iLJCJL 'lll-,.J., ") :':-'IS DE!D, I.lad• and •11tue4 illto \btP' tha\th clay �t nb!'llll'J', U"8, by Md between •• , D. TREVff· llll4 .ia.JJ. TRKYU, hla. W:1re, pt.rt.he ot th• f1r•t p•rt, und '-· ·•• SIIIJt on4 11.UD,"I ·11. SIRE, h1ielu1114 1114 •it•, aa Joint tenanta retelnlnl!. the r1gbt or 1urvhorah1p, po.1"\iH or th.-••oon4 part, •w1·1·111•8il1'1'r -----,----- ;11/,T for and 1n oon■ 14•rat1on ot tb• •• or 1•BJIII TBOll!UIU) DOLU.15, 133,000,00I, Ceeh 1n ha!l4, paid b7•th• pu•ti•• ot tile ... ond part to the parties or the rlr•t part, reo•lpt ot wblob 1• h•r•by_aalalOwle4g•4, The parilae or the t1ret part do bereb7 gtant, bvga1n, aell and eonve7, with cove110.11h ot ,enero.l ,1arrut7 ;;·;•1tle, unto J.,W,S1nk cuad i.u1no "• Sinll:, o.a Jo lat tena'!,, tbe auJ"YlYor tall:lng tbe tee • IAple t1 tle as roco0nlud In and provided ror by ···••t,1on 5160 ot tho �ode or , lrg1alo or 1919, as Mended t� date: parties or tha aaoond part, all of that certain lot or yereel or •and, lying and being In the countyot &&1111011:a, v1rg1n1o., ,od �ore particularly da,or1�•d aa tollon, to-wit: �l!r.IN!lr.!G at a point in tho ce11-ter ot State Seo,•Route No. 831 at • .l" on map and bel1111 the •outlnfHt corner ot the ;., L, ,:;uthrie tract lDB,290,page 23811 thenoe with tile lined Guthrie N 75-55 ! pu1lng ell irton at 33,5 1 in llll 297.0' to an iron at "B"; tbeao, }'. 14-lllf 1n.o• to an iron on the aouth aiae· ot a 15' road at •c•f tjlenoe wltb tbe rod II 7D-5H 30,0' to •o•; t b•nce Nl4-lllf :;.o• to a point at,••• on.�lne ot tbe ·1y1er propert7; tbenoe wltb th• lln• ot th� T7lar pl'Opert7 6 76-551 658,3' to a corner tenc• poet 1t -,•oorner to oJ,C-• .t.nderaon property; the11oe .w.1th the l1ne..,t •-81S-5d '75,8' to a etu:e at "G" on lln� or tho eout� traot ot tba 8Ullll l.fran7 aubd1Y1&1on; theno, with thl line or,_. 888•1'1W 78'.3' to • 'point 1n �• canter or Stat• Sao, Jloute Ro, 631 at "ll•; thence with the road Nlll-551f :1110,0• to a point at •r; tll.aD.� • at-28W 109. 3 • to the 8eg1nn1ag, allcl oontailling '• 7' acrr�• eHlud1ng the eaet Olle-be.lt ot th• �tat• Road an4 being �he remaining propert1 owned bJ W, o. TraYef looata4 on �h• •••t •14• ot �tat• Sao, Route Ho, 631 u ■hown ill datail_fl...UdJp0.. by T,P,Parker, O,!,, 4ate4 Jan, 30 lka1 and helngftlll-iiiffl>Mperty oonveya4 to partiH ot the ti.rat pan by 4 .. 4 4aw4 1 and recorded 1n de,4 boot , page , 1n th• Clerk'• Ott10e ot the County ot noanoka Ya, lnoluded 111 tbla 4n4 ii 15 tt. rlgbi-ot••r. ruervod al<>ag no, h4e ,or ;.,L,C...tbrio.lan4,aooor41ag to 11.9 made b ,P,Parll:er TO lliV! ARD 'l'O HOLD uto L,1f, Sl.D.t ut lld�•�•!Jldrta& 1.&4 :IQ-.4946, .. 1re, tor Md during Ule11' "joill\ llfll ldtll th• remain4er unto the •• �J••r• • � Ll\.u •-'!',,; -aurv1Yor 0114 hla or her heir• u4 aeatgne tor.Yer, in tee-staple, Page 109 of 285 Page 110 of 285 Page 111 of 285 Page 112 of 285 AN ORDINANCE TO REZONE THE PARCEL LOCATED AT 638 DALEWOOD AVENUE (TAX MAP # 33-2-3) FROM AG AGRICULTURAL DISTRICT TO RSF RESIDENTIAL SINGLE- FAMILY DISTRICT WITH PROFFERED CONDITIONS. WHEREAS, Brad Graham Real Estate, LLC, contract purchaser, petitioned to rezone the parcel located at 638 Dalewood Avenue (Tax Map #33-2-3) from AG Agricultural District to RSF Residential Single-Family District with proffered conditions; and WHEREAS, the proposed rezoning is in accordance with good zoning practice; and WHEREAS, the City of Salem Planning Commission recommended approval of the rezoning request; NOW THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE CITY OF SALEM, VIRGINIA, that the parcel at 638 Dalewood Avenue (TAX MAP #33-2-3) be and hereby is rezoned to RSF Residential Single-Family District with the following proffers: 1. The minimum lot width will be 60 ft., excluding cul-de-sac lots. 2. Walking trails to be installed as part of the project would be open to the neighborhood. The map shall be changed in this respect and no other, said property being described as follows: Beginning at a point in the center of State Sec.- Route No. 631 at “A" on map and being the southwest corner of the A.L. Guthrie tract (DB.290,page 238); thence with line of Guthrie N 75-55 E passing an iron at 33.3’ in all 297.0' to an iron at "B"; thence, N 14-11W 199.0’ to an iron on the south side of a 15' road at “C”; thence with the road N 75-55E 30.0’ to “D”; thence N14-11W 15.0’ to a point at “E” on line of the Tyler property; thence with the line of the Tyler property N 75-55E 656.3’ to a corner fence post at “F” corner to J.C. Anderson property; thence with the line of same S13-56E 475.8’ to a stake at “G” on line of the south tract of the Sarah E. Trevey subdivision; thence with the line of same S66-17W 724.3’ to a point in the center of State Sec. Route No. 631 at “H”; thence with the road N51-55W 360.0’ to a point at “J”; thence N 39-26W 109. 3’ to the Beginning, and containing 9.77 acres excluding the east one-half of the State Road and being the remaining property owned by W. D. Travey located on the east side of State Sec. Route No. 631 as shown in detail on map made by T.P. Parker, O.E., dated Jan. 30, 1948; and being a portion of the same property conveyed to parties of the first part by deed dated the 7th day of February, 1948, and recorded in deed book 383, page 372, in the Clerk’s Office of the County of Roanoke, Va. Included in this deed is 15 ft. right-of-way reserved along no. side of A. L. Guthrie, land, according to map made by T. P. Parker, dated Jan. 30, 1948. All ordinances or parts of ordinances in conflict with the provisions of this ordinance be and the same are hereby repealed. Page 113 of 285 This ordinance shall be in full force and effect ten (10) days after its final passage. Upon a call for an aye and a nay vote, the same stood as follows: John Saunders - H. Hunter Holliday – Byron Randolph Foley – Anne Marie Green – Renee F. Turk – Passed: Effective: /s/____ _ Mayor ATTEST: H. Robert Light Clerk of Council City of Salem, Virginia Page 114 of 285 Item #: 5.C. AT A REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SALEM, VIRGINIA HELD AT CITY HALL MEETING DATE: August 25, 2025 AGENDA ITEM: Amendment to the Zoning Ordinance Consider ordinance on second reading for the request of ABoone Real Estate Inc., contract purchaser, to rezone the properties located at 1002 and 1108 Newman Drive (Tax Map #s 58-1-1 and 58-1-2) from LM Light Manufacturing District with proffered conditions to RMF Residential Multi- Family District with proffered conditions. (Approved on first reading at the August 11, 2025, meeting.) SUBMITTED BY: Chuck Van Allman, Director of Community Development SUMMARY OF INFORMATION: SITE CHARACTERISTICS: Zoning: LM Light Manufacturing with proffered conditions Land Use Plan Designation: Residential Existing Use: Radio tower site Proposed Use: Townhouse development to be known as “Creekside Park.” The subject properties (1002 and 1108 Newman Drive) together consist of an approximately 40.501-acre tract of land which currently sits within the LM Light Manufacturing zoning designation. Several radio towers are currently situated on the site. The applicant is requesting a rezoning of the property from LM Light Manufacturing with proffered conditions to RMF Residential Multi Family with proffered conditions in order to facilitate the development of a townhouse residential community with 171 units according to the concept plan dated 07/01/2024. The City of Salem Engineering Division has reviewed the Traffic Impact Study included with the applicant’s submittal. If approved, the project would be required to meet the appropriate City of Salem and State of Virginia development standards which are integrated into the standard site plan and subdivision plat review process. The Future Land Use Map (FLUM) identifies this area as residential which is Page 115 of 285 consistent with the proposed future utilization of the property. REQUIREMENTS: The proposal meets the requirements of Section 106-204.3., site development regulations for RMF Residential Multi-Family. FISCAL IMPACT: STAFF RECOMMENDATION: Recommend Council consider second reading of the ordinance with the following proffered conditions: 1. The development shall consist of townhouses only. 2. The development shall not exceed 171 townhouses. 3. All community amenities, including but not limited to walking trails or paths and playgrounds, shall be open and accessible to residents and the general public. 4. The historic railroad bridge will be protected from development and left in its “as is” condition, reasonable wear and tear from the elements to be expected. Owner shall create pedestrian access for residents and the general public to visit and view the bridge. Owner shall have no obligation to maintain the structure of the bridge itself. ATTACHMENTS: 1. Newman Drive Rezoning application 2. Newman Drive project narrative 3. Newman Drive concept plan 4. Newman Drive Traffic Impact Study 5. Newman Drive legal description 6. Affidavit - 1002 1108 Newman Signed Notarized 7. Newman Drive Neighbor Notification Map 8. Valley Railroad Bridge National Register Form with Photos 9. Item 6H 8-11-25 Council meeting owner notification letter 1002 1108 Newman Drive 10. Newman Drive Proffer Statement EXECUTED 11. Item 6H 8-11-25 Rezoning Ordinance for 1002 1108 Newman Drive (T.M. 58-1-1 and 58-1-2) Page 116 of 285 Page 117 of 285 Page 118 of 285 Page 119 of 285 Page 120 of 285 Page 121 of 285 Page 122 of 285 © 2024 Microsoft Corporation © 2024 Maxar ©CNES (2024) Distribution Airbus DS PROPOSED SWM AREA ROA D " A " RO A D " A " ROAD " A " RO A D " C " NEWMAN DR DO Y L E S T RO A D " B " RO A D " A " STOU T A M I R E D R FR E Y S T NORT H M I L L R D CA M P N O R T H R D OPEN SPACE ±19 Ac. 15' BUFFER YARD (TYPE "B" OPTION 2) 20' PERIPHERAL SETBACK 20' PERIPHERAL SETBACK 15' BUFFER YARD (TYPE "B" OPTION 2) 25' FRONT SETBACK 10 0 Y E A R FL O O D P L A I N 50 0 Y E A R F L O O D P L A I N FLO O D W A Y 10 0 Y E A R F L O O D P L A I N 500 Y E A R F L O O D P L A I N GIS H B R A N C H TR I B U T A R Y T O GI S H B R A N C H 107 6 107 8 107 9 108 3 108 7 10 7 0 10 6 7 10 6 2 10 5 9 PROJECT NO. REVISIONS SCALE DATE CHECKED BY DESIGNED BY DRAWN BY www.balzer.cc Roanoke / Richmond New River Valley Shenandoah Valley P L A N N E R S / A R C H I T E C T S E N G I N E E R S / S U R V E Y O R S J: \ 2 4 \ 0 0 \ 0 4 \ 0 4 2 4 0 0 2 2 . 0 0 N E W M A N D R I V E R E S I D E N T I A L D E V E L O P M E N T \ C I V I L \ d w g \ 0 4 2 4 0 0 2 2 . 0 0 C o n c e p t G r a d i n g B a s e . d w g P L O T T E D : 7/ 2 / 2 0 2 4 8 : 0 1 : 5 0 A M 1208 Corporate Circle Roanoke, VA 24018 540.772.9580 JJL JJL CPB 07/01/2024 1" = 100' CR E E K S I D E P A R K T O W N H O M E S CO N C E P T U A L S I T E P L A N 10 0 2 N E W M A N D R CI T Y O F S A L E M , V I R G I N I A EX-B 04240022.00 PR E L I M I N A R Y NO T F O R C O N S T R U C T I O N Page 123 of 285 1 CREEKSIDE PARK Traffic Impact Study B&A Project #04240022.00 Date: November 6, 2024 Planners | Architects | Engineers | Surveyors 1208 Corporate Circle, Roanoke, VA 24018 www.balzer.cc Page 124 of 285 TRAFFIC STUDY FOR CREEKSIDE PARK TAX MAP #: 58-1-1, 58-1-2 NEWMAN DRIVE CITY OF SALEM, VIRGINIA B&A PROJECT #04240022.00 DATE: November 6, 2024 11/6/24 PLANNERS ARCHITECTS ENGINEERS SURVEYORS 1208 Corporate Circle Roanoke, Virginia 24018 Phone: (540) 772-9580 Page 125 of 285 Table of Contents Page 1. Introduction…………………………………………………………………………………. 1 2. Analysis of Existing Conditions………………………………………………………....... 3 3. Analysis of Future Conditions Without Development.……..…………………………... 5 4. Trip Generation.…………………………………………………………………….……… 7 5. Site Traffic Distribution and Assignment…………………………..……………………. 8 6. Analysis of Future Conditions with Development……….…………………….............. 10 7. Conclusions………………………………………………………………………………… 14 Appendix A – Vicinity Map………………………………………………………………... 15 Appendix B – Concept Plan………....…………………..………………….……………. 17 Appendix C –Traffic Count Data…………………………………………………………. 19 Appendix D – Synchro 11 Intersection Analysis Data………..………….……………. 24 2024 Existing AM Peak Hour Analysis………………………………………… 25 2024 Existing PM Peak Hour Analysis………………………………………… 29 2028 Background AM Peak Hour Analysis……………………………………. 33 2028 Background PM Peak Hour Analysis……………………………………. 37 2028 Buildout AM Peak Hour Analysis…..……………………….…………… 41 2028 Buildout PM Peak Hour Analysis………..………………………………. 45 Page 126 of 285 List of Figures Fig. 1 – 2024 Existing Turning Movements…..……………………..………….……............……….. 4 Fig. 2 – 2028 Projected Turning Movements..…………………………..............................……….. 6 Fig. 3 – Site-Generated Turning Movements...……………...………….............................……….. 9 Fig. 4 –2028 Buildout Turning Movements..…………..….…...………………..………….……........ 11 List of Tables Table 1 – LOS Criteria for Unsignalized Intersections (HCM)………...…………………………….. 2 Table 2 – Site-Generated Traffic…………………...…..…………………………….…….....……….. 7 Table 3 – East Main Street & Parkdale Drive LOS Analysis………..…………….………..……….. 12 Table 4 – Parkdale Drive & Forest Lawn Drive LOS Analysis……………………….……..……….. 12 Table 5 – Kesler Mill Road & Forest Lawn Drive LOS Analysis……....…………….……..……….. 13 Table 6 – Kesler Mill Road & Stoutamire Drive LOS Analysis….…..……………….……..……….. 13 Page 127 of 285 Traffic Study 1 Creekside Park – City of Salem, VA November 6, 2024 1. Introduction The applicant is proposing to rezone +/-40.5 acres of land located at the end of Newman Drive in the City of Salem (see Appendix A for vicinity map). The property is proposed to be rezoned from LM, Light Manufacturing, to RMF, Residential Multi-Family to allow for proposed townhomes to be developed on the property. The Concept Plan is included in Appendix B and shows that approximately 180 townhome units could be developed on the property. The site is located at the end of Newman Drive and to the west of Doyle Street. The property is described as City of Salem Tax Parcels #58-1-1 and 58-1-2. Development traffic will access the site from the end of Newman Drive. As discussed with the City of Salem, the following intersections will be analyzed to determine levels of service with the proposed development: · Stoutamire Drive and Kesler Mill Road (Unsignalized) · Parkdale Drive and East Main Street (Unsignalized) · Parkdale Drive and Forest Lawn Drive (Unsignalized) · Forest Lawn Drive and Kesler Mill Road (Unsignalized) All roads in the direct vicinity of the project are two-lane local roads that provide access between residential areas, East Main Street, and some businesses along Kesler Mill Road. The speed limit on these local roads in the direct vicinity of the project is 25 mph. Three scenarios will be considered: Existing Condition 2024, Background Condition 2028, and Buildout Condition 2028 to determine the effects of the background traffic growth and the proposed development on the levels of service at the existing intersections. Level of service (LOS) for unsignalized intersections is evaluated based on control delay per vehicle and the driver’s perception of those conditions. Control delay is the portion of the total delay attributed to the control at the intersection. Table 1 depicts the LOS scale with corresponding control delay per vehicle, with LOS “A” representing the best operating conditions and LOS “F” representing the worst. Page 128 of 285 Traffic Study 2 Creekside Park – City of Salem, VA November 6, 2024 Level of Service Criteria for Unsignalized Intersections Level Of Service Avg. Control Delay (Sec./Veh) A < 10 B > 10 – 15 C > 15 – 25 D > 25 – 35 E > 35 – 50 F > 50 Table 1: LOS Criteria for Unsignalized Intersections (HCM) The Synchro 11 software was used for traffic modeling and analysis. This study was undertaken by Balzer and Associates, Inc. to: · determine the total number of vehicle trips generated by the potential development to be added to the adjacent street network; · determine the impacts to level of service at the existing intersections as a result of the background traffic growth and the proposed development; · and to determine if any roadway or intersection improvements are warranted as a result of the proposed development. Page 129 of 285 Traffic Study 3 Creekside Park – City of Salem, VA November 6, 2024 2. Analysis of Existing Conditions The site is currently owned by Mel Wheeler, Inc. There are four large radio towers that exist on the property, along with supporting access drive, parking area, and building. These existing improvements will be removed as part of the proposed development. There is an existing creek crossing the property from northwest to southeast. The existing creek will be preserved, as well as the steep, wooded areas located to the west and south of the creek. A portion of the site consists of 100-year floodplain and floodway areas. All development on the property will occur to the north and west of the existing creek. All intersections in the vicinity of the site are unsignalized. 2021 VDOT traffic count data is available for East Main Street and Kessler Mill Road in the vicinity of the site, and this data is provided below as general background information. 2021 VDOT Traffic Count Data: East Main Street, Rte. 460 AADT = 11,000 vpd Directional Factor = 0.5726 K Factor = 0.0925 Kessler Mill Road, Rte. 630 AADT = 1,800 vpd Directional Factor = 0.52 K Factor = 0.1058 In addition to the VDOT published traffic count data, manual traffic counts were performed for each of the study intersections. The counts were performed on Wednesday, August 28, 2024 from 7:00 AM – 9:00 AM and 4:00 PM – 6:00 PM to capture the AM and PM peak hours. All turning and through movements were counted to facilitate analysis of the intersections. The manual traffic count data is provided in Appendix C. Figure 1 graphically depicts the existing peak hour traffic volumes. The Synchro 11 software was used to analyze delay and level of service for existing weekday AM and PM peak hours. The Synchro 11 results are included in Appendix D. Page 130 of 285 4 Page 131 of 285 Traffic Study 5 Creekside Park – City of Salem, VA November 6, 2024 3. Analysis of Future Conditions Without Development It is anticipated that the proposed development will be constructed and in use by the year 2028. To analyze the future conditions and obtain the projected background traffic volumes, an annual growth factor was applied to the existing traffic volumes. Based on historical VDOT traffic data, average daily traffic on East Main Street appears to have decreased over the past 10 years. To provide a conservative analysis, a 1% annual growth rate was applied to bring the existing traffic volumes from the current year of 2024 to the buildout year of 2028. Figure 2 graphically depicts the projected background traffic in the year 2028 with the growth rate applied. The Synchro 11 software was used to analyze delay and level of service for background weekday AM and PM peak hours. The Synchro 11 results are included in Appendix D. Page 132 of 285 6 Page 133 of 285 Traffic Study 7 Creekside Park – City of Salem, VA November 6, 2024 4. Trip Generation Trip generation for this study was based on the expectation that approximately 180 townhomes can be developed on the property. The policies and procedures found in the Institute of Transportation Engineers (ITE) Trip Generation Manual, 11th Edition, were employed to determine the potential site generated traffic volumes for the proposed development for the average weekday and AM and PM peak hours. Trip generation calculations were performed using the equations provided in the ITE manual. Table 2 shows the potential site-generated traffic for this development. Trip Generation Land Use AM Peak Hour PM Peak Hour Weekday Proposed Development ITE Code Independent Variable Enter Exit Total Enter Exit Total Total Single-Family Attached Housing 215 180 Dwelling Units 22 66 88 61 43 104 1,321 Table 2: Site-Generated Traffic Page 134 of 285 Traffic Study 8 Creekside Park – City of Salem, VA November 6, 2024 5. Site Traffic Distribution and Assignment The distribution of potential site generated traffic is expected to be similar to existing site distribution patterns. The traffic count data was utilized to make assumptions about site traffic distribution and assignment. These assumptions were then applied to the site generated traffic to determine the ingress/egress movements at the entrance and in each direction. All traffic will enter and exit the site at the end of Newman Drive. The surrounding road network requires vehicles to utilize the surrounding local streets and either East Main Street or Kessler Mill Road for access to and from the development. Trips were distributed in a manner that assumed that traffic from the proposed development will generally follow existing traffic patterns in the AM and PM peak hours. After distribution of trips to the roadway, trips were distributed to each road and intersection based on the assumptions described above. Traffic assignment for site generated traffic is shown graphically in Figure 3. Page 135 of 285 9 Page 136 of 285 Traffic Study 10 Creekside Park – City of Salem, VA November 6, 2024 6. Analysis of Future Conditions With Development The buildout traffic was calculated by adding the 2028 background traffic (Figure 2) to the site-generated traffic (Figure 3). The 2028 buildout traffic for each of the study intersections is shown in Figure 4. The intersections were then modeled and evaluated using the Synchro 11 software. Tables 3 through 6 provide a summary of the levels of service and delays calculated at each intersection for the 2024 Existing, 2028 Background, and 2028 Buildout conditions. The detailed Synchro 11 reports are included in Appendix D. As shown in the data, all approaches at the four study intersections will function at the same level of service in the Buildout condition as they do in the Existing and Background conditions, with minimal increases in delay. No further improvements are warranted or recommended as a result of the expected development traffic. Page 137 of 285 11 Page 138 of 285 Traffic Study 12 Creekside Park – City of Salem, VA November 6, 2024 East Main Street and Parkdale Drive CONDITION LANE GROUP AM PEAK HOUR PM PEAK HOUR LANE LOS (delay) LANE LOS (delay) Existing 2024 Condition EBL A (7.6) A (8.4) SBL B (11.5) C (19.9) SBR A (9.5) B (11.3) Background 2028 Condition EBL A (7.7) A (8.5) SBL B (11.7) C (21.1) SBR A (9.6) B (11.5) Buildout 2028 Condition EBL A (7.7) A (8.6) SBL B (12.0) C (23.8) SBR A (9.8) B (11.8) Table 3: East Main Street & Parkdale Drive LOS Analysis Parkdale Drive and Forest Lawn Drive CONDITION LANE GROUP AM PEAK HOUR PM PEAK HOUR LANE LOS (delay) LANE LOS (delay) Existing 2024 Condition WBLR A (9.1) A (9.0) SBL A (7.3) A (7.3) Background 2028 Condition NBLTR A (9.1) A (9.0) EBL A (7.3) A (7.3) Buildout 2028 Condition NBLTR A (9.4) A (9.3) EBL A (7.3) A (7.4) Table 4: Parkdale Drive & Forest Lawn Drive LOS Analysis Page 139 of 285 Traffic Study 13 Creekside Park – City of Salem, VA November 6, 2024 Kesler Mill Road and Forest Lawn Drive CONDITION LANE GROUP AM PEAK HOUR PM PEAK HOUR LANE LOS (delay) LANE LOS (delay) Existing 2024 Condition NBL A (7.5) A (7.5) EBLR B (10.1) A (9.8) Background 2028 Condition NBL A (7.5) A (7.6) EBLR B (10.2) A (9.9) Buildout 2028 Condition NBL A (7.5) A (7.6) EBLR B (10.1) A (9.8) Table 5: Kesler Mill Road & Forest Lawn Drive LOS Analysis Kesler Mill Road and Stoutamire Drive CONDITION LANE GROUP AM PEAK HOUR PM PEAK HOUR LANE LOS (delay) LANE LOS (delay) Existing 2024 Condition NBL A (7.6) A (7.5) EBLR B (11.0) B (10.2) Background 2028 Condition NBL A (7.7) A (7.5) EBLR B (11.2) B (10.3) Buildout 2028 Condition NBL A (7.7) A (7.6) EBLR B (11.7) B (10.7) Table 6: Kesler Mill Road & Stoutamire Drive LOS Analysis Page 140 of 285 Traffic Study 14 Creekside Park – City of Salem, VA November 6, 2024 7. Conclusions Based on the data collected, the assumptions made, and the projected site-generated traffic, the results of the analysis are outlined below. · The proposed development will generate additional traffic to the existing road network. · The proposed development results in minimal increases in delay at the study intersections and all approaches function at the same level of service in the Existing, Background, and Buildout scenarios. · No roadway improvements are warranted or recommended as a result of the proposed development. Page 141 of 285 Traffic Study Creekside Park – City of Salem, VA November 6, 2024 Appendix A Vicinity Map 15 Page 142 of 285 Traffic Study Creekside Park – City of Salem, VA November 6, 2024 SITE 16 Page 143 of 285 Traffic Study Creekside Park – City of Salem, VA November 6, 2024 Appendix B Concept Plan 17 Page 144 of 285 18 Page 145 of 285 Traffic Study Creekside Park – City of Salem, VA November 6, 2024 Appendix C Traffic Count Data 19 Page 146 of 285 TOTALS TURNING MOVEMENT COUNT - SUMMARY Counted by: VCU Intersection of: Parkdale Drive Date: August 28, 2024 Wednesday and: East Main Street Weather: Sunny/Warm Location: Salem, Virginia Entered by: SN Star Rating: 4 TOTAL on:Parkdale Drive on:on:East Main Street on:East Main Street N + S TIME + RIGHT THRU LEFT U-TN TOTAL RIGHT THRU LEFT U-TN TOTAL RIGHT THRU LEFT U-TN TOTAL RIGHT THRU LEFT U-TN TOTAL E + W AM 7:00 - 7:15 17 0 1 0 18 0 0 0 0 0 0 26 0 0 26 0 34 5 0 39 83 7:15 - 7:30 25 0 0 0 25 0 0 0 0 0 2 24 0 0 26 0 40 9 0 49 100 7:30 - 7:45 16 0 0 0 16 0 0 0 0 0 4 21 0 0 25 0 35 11 0 46 87 7:45 - 8:00 16 0 2 0 18 0 0 0 0 0 4 30 0 0 34 0 47 13 0 60 112 8:00 - 8:15 21 0 1 0 22 0 0 0 0 0 3 21 0 0 24 0 33 10 0 43 89 8:15 - 8:30 16 0 1 0 17 0 0 0 0 0 1 38 0 0 39 0 39 8 0 47 103 8:30 - 8:45 13 0 4 0 17 0 0 0 0 0 3 62 0 0 65 0 28 9 0 37 119 8:45 - 9:00 10 0 0 0 10 0 0 0 0 0 3 56 0 0 59 0 33 5 0 38 107 2 Hr Totals 134 0 9 0 143 0 0 0 0 0 20 278 0 0 298 0 289 70 0 359 800 1 Hr Totals 7:00 - 8:00 74 0 3 0 77 0 0 0 0 0 10 101 0 0 111 0 156 38 0 194 382 7:15 - 8:15 78 0 3 0 81 0 0 0 0 0 13 96 0 0 109 0 155 43 0 198 388 7:30 - 8:30 69 0 4 0 73 0 0 0 0 0 12 110 0 0 122 0 154 42 0 196 391 7:45 - 8:45 66 0 8 0 74 0 0 0 0 0 11 151 0 0 162 0 147 40 0 187 423 8:00 - 9:00 60 0 6 0 66 0 0 0 0 0 10 177 0 0 187 0 133 32 0 165 418 PEAK HOUR 7:45 - 8:45 66 0 8 0 74 0 0 0 0 0 11 151 0 0 162 0 147 40 0 187 423 PM 4:00 - 4:15 5 0 5 0 10 0 0 0 0 0 3 93 0 0 96 0 105 17 0 122 228 4:15 - 4:30 6 0 6 0 12 0 0 0 0 0 4 82 0 0 86 0 92 7 0 99 197 4:30 - 4:45 8 0 1 0 9 0 0 0 0 0 4 94 0 0 98 0 90 13 1 104 211 4:45 - 5:00 7 0 4 0 11 0 0 0 0 0 3 78 0 0 81 0 84 10 0 94 186 5:00 - 5:15 14 0 7 0 21 0 0 0 0 0 9 102 0 0 111 0 123 9 0 132 264 5:15 - 5:30 6 0 3 0 9 0 0 0 0 0 9 79 0 0 88 0 99 9 0 108 205 5:30 - 5:45 10 0 5 0 15 0 0 0 0 0 4 98 0 0 102 0 88 10 0 98 215 5:45 - 6:00 8 0 2 0 10 0 0 0 0 0 8 86 0 0 94 0 74 14 0 88 192 2 Hr Totals 64 0 33 0 97 0 0 0 0 0 44 712 0 0 756 0 755 89 1 845 1698 1 Hr Totals 4:00 - 5:00 26 0 16 0 42 0 0 0 0 0 14 347 0 0 361 0 371 47 1 419 822 4:15 - 5:15 35 0 18 0 53 0 0 0 0 0 20 356 0 0 376 0 389 39 1 429 858 4:30 - 5:30 35 0 15 0 50 0 0 0 0 0 25 353 0 0 378 0 396 41 1 438 866 4:45 - 5:45 37 0 19 0 56 0 0 0 0 0 25 357 0 0 382 0 394 38 0 432 870 5:00 - 6:00 38 0 17 0 55 0 0 0 0 0 30 365 0 0 395 0 384 42 0 426 876 PEAK HOUR 5:00 - 6:00 38 0 17 0 55 0 0 0 0 0 30 365 0 0 395 0 384 42 0 426 876 TRAFFIC FROM NORTH TRAFFIC FROM SOUTH TRAFFIC FROM EAST TRAFFIC FROM WEST 20 Page 147 of 285 TOTALS TURNING MOVEMENT COUNT - SUMMARY Counted by: VCU Intersection of: Parkdale Drive Date: August 28, 2024 Wednesday and: Forest Lawn Drive Weather: Sunny/Warm Location: Salem, Virginia Entered by: SN Star Rating: 4 TOTAL on:Parkdale Drive on:Parkdale Drive on:Forest Lawn Drive on:N + S TIME + RIGHT THRU LEFT U-TN TOTAL RIGHT THRU LEFT U-TN TOTAL RIGHT THRU LEFT U-TN TOTAL RIGHT THRU LEFT U-TN TOTAL E + W AM 7:00 - 7:15 0 11 0 0 11 2 4 0 0 6 0 0 4 0 4 0 0 0 0 0 21 7:15 - 7:30 0 16 1 0 17 6 3 0 0 9 0 0 1 0 1 0 0 0 0 0 27 7:30 - 7:45 0 11 1 0 12 9 9 0 0 18 0 0 4 0 4 0 0 0 0 0 34 7:45 - 8:00 0 13 0 0 13 5 3 0 0 8 0 0 1 0 1 0 0 0 0 0 22 8:00 - 8:15 0 12 0 0 12 3 4 0 0 7 0 0 5 0 5 0 0 0 0 0 24 8:15 - 8:30 0 5 0 0 5 3 4 0 0 7 0 0 4 0 4 0 0 0 0 0 16 8:30 - 8:45 0 9 0 0 9 1 6 0 0 7 0 0 2 0 2 0 0 0 0 0 18 8:45 - 9:00 0 8 0 0 8 0 4 0 0 4 1 0 0 0 1 0 0 0 0 0 13 2 Hr Totals 0 85 2 0 87 29 37 0 0 66 1 0 21 0 22 0 0 0 0 0 175 1 Hr Totals 7:00 - 8:00 0 51 2 0 53 22 19 0 0 41 0 0 10 0 10 0 0 0 0 0 104 7:15 - 8:15 0 52 2 0 54 23 19 0 0 42 0 0 11 0 11 0 0 0 0 0 107 7:30 - 8:30 0 41 1 0 42 20 20 0 0 40 0 0 14 0 14 0 0 0 0 0 96 7:45 - 8:45 0 39 0 0 39 12 17 0 0 29 0 0 12 0 12 0 0 0 0 0 80 8:00 - 9:00 0 34 0 0 34 7 18 0 0 25 1 0 11 0 12 0 0 0 0 0 71 PEAK HOUR 7:15 - 8:15 0 52 2 0 54 23 19 0 0 42 0 0 11 0 11 0 0 0 0 0 107 PM 4:00 - 4:15 0 4 1 0 5 4 11 0 0 15 1 0 0 0 1 0 0 0 0 0 21 4:15 - 4:30 0 4 0 0 4 1 9 0 0 10 0 0 3 0 3 0 0 0 0 0 17 4:30 - 4:45 0 4 1 0 5 2 10 0 0 12 1 0 2 0 3 0 0 0 0 0 20 4:45 - 5:00 0 6 0 0 6 4 8 0 0 12 0 0 1 0 1 0 0 0 0 0 19 5:00 - 5:15 0 10 0 0 10 4 7 0 0 11 0 0 5 0 5 0 0 0 0 0 26 5:15 - 5:30 0 2 0 0 2 3 10 0 0 13 0 0 4 0 4 0 0 0 0 0 19 5:30 - 5:45 0 10 0 0 10 1 13 0 0 14 2 0 2 0 4 0 0 0 0 0 28 5:45 - 6:00 0 4 1 0 5 2 14 0 0 16 0 0 2 0 2 0 0 0 0 0 23 2 Hr Totals 0 44 3 0 47 21 82 0 0 103 4 0 19 0 23 0 0 0 0 0 173 1 Hr Totals 4:00 - 5:00 0 18 2 0 20 11 38 0 0 49 2 0 6 0 8 0 0 0 0 0 77 4:15 - 5:15 0 24 1 0 25 11 34 0 0 45 1 0 11 0 12 0 0 0 0 0 82 4:30 - 5:30 0 22 1 0 23 13 35 0 0 48 1 0 12 0 13 0 0 0 0 0 84 4:45 - 5:45 0 28 0 0 28 12 38 0 0 50 2 0 12 0 14 0 0 0 0 0 92 5:00 - 6:00 0 26 1 0 27 10 44 0 0 54 2 0 13 0 15 0 0 0 0 0 96 PEAK HOUR 5:00 - 6:00 0 26 1 0 27 10 44 0 0 54 2 0 13 0 15 0 0 0 0 0 96 TRAFFIC FROM NORTH TRAFFIC FROM SOUTH TRAFFIC FROM EAST TRAFFIC FROM WEST 21 Page 148 of 285 TOTALS TURNING MOVEMENT COUNT - SUMMARY Counted by: VCU Intersection of: Kessler Mill Road Date: August 28, 2024 Wednesday and: Forest Lawn Drive Weather: Sunny/Warm Location: Salem, Virginia Entered by: SN Star Rating: 4 TOTAL on:Kesler Mill Road on:Kesler Mill Road on:Private Access on:Forest Lawn Drive N + S TIME + RIGHT THRU LEFT U-TN TOTAL RIGHT THRU LEFT U-TN TOTAL RIGHT THRU LEFT U-TN TOTAL RIGHT THRU LEFT U-TN TOTAL E + W AM 7:00 - 7:15 3 29 0 0 32 0 28 1 0 29 0 0 0 0 0 0 0 1 0 1 62 7:15 - 7:30 1 26 1 0 28 0 32 1 0 33 1 0 0 0 1 1 0 7 0 8 70 7:30 - 7:45 3 20 0 0 23 0 26 0 0 26 0 0 0 0 0 2 0 8 0 10 59 7:45 - 8:00 4 34 0 0 38 0 35 0 0 35 0 0 0 0 0 0 0 6 0 6 79 8:00 - 8:15 4 25 0 0 29 0 21 1 0 22 0 0 0 0 0 1 0 6 0 7 58 8:15 - 8:30 1 32 2 1 36 3 8 0 0 11 1 1 1 0 3 1 0 5 0 6 56 8:30 - 8:45 1 27 2 0 30 1 15 1 0 17 0 0 1 0 1 0 0 2 0 2 50 8:45 - 9:00 0 18 0 0 18 1 17 1 0 19 2 0 0 0 2 1 0 2 0 3 42 2 Hr Totals 17 211 5 1 234 5 182 5 0 192 4 1 2 0 7 6 0 37 0 43 476 1 Hr Totals 7:00 - 8:00 11 109 1 0 121 0 121 2 0 123 1 0 0 0 1 3 0 22 0 25 270 7:15 - 8:15 12 105 1 0 118 0 114 2 0 116 1 0 0 0 1 4 0 27 0 31 266 7:30 - 8:30 12 111 2 1 126 3 90 1 0 94 1 1 1 0 3 4 0 25 0 29 252 7:45 - 8:45 10 118 4 1 133 4 79 2 0 85 1 1 2 0 4 2 0 19 0 21 243 8:00 - 9:00 6 102 4 1 113 5 61 3 0 69 3 1 2 0 6 3 0 15 0 18 206 PEAK HOUR 7:00 - 8:00 11 109 1 0 121 0 121 2 0 123 1 0 0 0 1 3 0 22 0 25 270 PM 4:00 - 4:15 1 30 0 0 31 0 38 4 1 43 1 0 1 0 2 4 0 2 0 6 82 4:15 - 4:30 1 15 0 0 16 0 26 0 0 26 0 0 0 0 0 0 0 2 0 2 44 4:30 - 4:45 3 50 2 0 55 1 33 1 0 35 0 0 0 0 0 1 0 1 0 2 92 4:45 - 5:00 0 29 0 0 29 1 40 0 0 41 1 0 1 0 2 1 0 3 0 4 76 5:00 - 5:15 3 31 0 0 34 0 35 1 0 36 1 0 1 0 2 2 0 2 0 4 76 5:15 - 5:30 2 23 0 0 25 0 30 2 0 32 1 0 0 0 1 2 0 0 0 2 60 5:30 - 5:45 3 14 0 0 17 1 33 1 1 36 0 0 0 0 0 0 0 1 0 1 54 5:45 - 6:00 0 21 0 0 21 0 28 2 0 30 1 0 0 0 1 1 0 2 0 3 55 2 Hr Totals 13 213 2 0 228 3 263 11 2 279 5 0 3 0 8 11 0 13 0 24 539 1 Hr Totals 4:00 - 5:00 5 124 2 0 131 2 137 5 1 145 2 0 2 0 4 6 0 8 0 14 294 4:15 - 5:15 7 125 2 0 134 2 134 2 0 138 2 0 2 0 4 4 0 8 0 12 288 4:30 - 5:30 8 133 2 0 143 2 138 4 0 144 3 0 2 0 5 6 0 6 0 12 304 4:45 - 5:45 8 97 0 0 105 2 138 4 1 145 3 0 2 0 5 5 0 6 0 11 266 5:00 - 6:00 8 89 0 0 97 1 126 6 1 134 3 0 1 0 4 5 0 5 0 10 245 PEAK HOUR 4:30 - 5:30 8 133 2 0 143 2 138 4 0 144 3 0 2 0 5 6 0 6 0 12 304 TRAFFIC FROM NORTH TRAFFIC FROM SOUTH TRAFFIC FROM EAST TRAFFIC FROM WEST 22 Page 149 of 285 TOTALS TURNING MOVEMENT COUNT - SUMMARY Counted by: VCU Intersection of: Stoutamire Drive Date: August 28, 2024 Wednesday and: Kessler Mill Road Weather: Sunny/Warm Location: Salem, Virginia Entered by: SN Star Rating: 4 TOTAL on:Stoutmire Drive on:Stoutmire Drive on:on:Kesler Mill Road N + S TIME + RIGHT THRU LEFT U-TN TOTAL RIGHT THRU LEFT U-TN TOTAL RIGHT THRU LEFT U-TN TOTAL RIGHT THRU LEFT U-TN TOTAL E + W AM 7:00 - 7:15 4 35 0 0 39 0 25 0 0 25 0 0 0 0 0 3 0 7 0 10 74 7:15 - 7:30 6 37 0 0 43 0 37 0 0 37 0 0 0 0 0 1 0 19 0 20 100 7:30 - 7:45 3 33 0 0 36 0 33 1 0 34 0 0 0 0 0 2 0 12 0 14 84 7:45 - 8:00 3 54 0 0 57 0 36 0 0 36 0 0 0 0 0 1 0 14 0 15 108 8:00 - 8:15 7 48 0 0 55 0 26 0 0 26 0 0 0 0 0 2 0 8 0 10 91 8:15 - 8:30 2 41 0 0 43 0 12 1 0 13 0 0 0 0 0 1 0 4 0 5 61 8:30 - 8:45 3 25 0 0 28 0 13 0 0 13 0 0 0 0 0 2 0 9 0 11 52 8:45 - 9:00 5 18 0 0 23 0 15 2 0 17 0 0 0 0 0 2 0 4 0 6 46 2 Hr Totals 33 291 0 0 324 0 197 4 0 201 0 0 0 0 0 14 0 77 0 91 616 1 Hr Totals 7:00 - 8:00 16 159 0 0 175 0 131 1 0 132 0 0 0 0 0 7 0 52 0 59 366 7:15 - 8:15 19 172 0 0 191 0 132 1 0 133 0 0 0 0 0 6 0 53 0 59 383 7:30 - 8:30 15 176 0 0 191 0 107 2 0 109 0 0 0 0 0 6 0 38 0 44 344 7:45 - 8:45 15 168 0 0 183 0 87 1 0 88 0 0 0 0 0 6 0 35 0 41 312 8:00 - 9:00 17 132 0 0 149 0 66 3 0 69 0 0 0 0 0 7 0 25 0 32 250 PEAK HOUR 7:15 - 8:15 19 172 0 0 191 0 132 1 0 133 0 0 0 0 0 6 0 53 0 59 383 PM 4:00 - 4:15 6 18 0 0 24 0 46 6 0 52 0 0 0 0 0 5 0 0 0 5 81 4:15 - 4:30 3 14 0 0 17 0 29 4 0 33 0 0 0 0 0 1 0 7 0 8 58 4:30 - 4:45 8 28 0 0 36 0 42 8 0 50 0 0 0 0 0 3 0 3 0 6 92 4:45 - 5:00 3 24 0 0 27 0 37 3 0 40 0 0 0 0 0 1 0 4 0 5 72 5:00 - 5:15 6 23 0 0 29 0 40 4 0 44 0 0 0 0 0 3 0 5 0 8 81 5:15 - 5:30 8 18 0 0 26 0 27 6 0 33 0 0 0 0 0 1 0 3 0 4 63 5:30 - 5:45 7 14 0 0 21 0 26 9 0 35 0 0 0 0 0 2 0 7 0 9 65 5:45 - 6:00 6 14 0 0 20 0 28 4 0 32 0 0 0 0 0 2 0 8 0 10 62 2 Hr Totals 47 153 0 0 200 0 275 44 0 319 0 0 0 0 0 18 0 37 0 55 574 1 Hr Totals 4:00 - 5:00 20 84 0 0 104 0 154 21 0 175 0 0 0 0 0 10 0 14 0 24 303 4:15 - 5:15 20 89 0 0 109 0 148 19 0 167 0 0 0 0 0 8 0 19 0 27 303 4:30 - 5:30 25 93 0 0 118 0 146 21 0 167 0 0 0 0 0 8 0 15 0 23 308 4:45 - 5:45 24 79 0 0 103 0 130 22 0 152 0 0 0 0 0 7 0 19 0 26 281 5:00 - 6:00 27 69 0 0 96 0 121 23 0 144 0 0 0 0 0 8 0 23 0 31 271 PEAK HOUR 4:30 - 5:30 25 93 0 0 118 0 146 21 0 167 0 0 0 0 0 8 0 15 0 23 308 TRAFFIC FROM NORTH TRAFFIC FROM SOUTH TRAFFIC FROM EAST TRAFFIC FROM WEST 23 Page 150 of 285 Traffic Study Creekside Park – City of Salem, VA November 6, 2024 Appendix D Synchro 11 Intersection Analysis Data 24 Page 151 of 285 HCM 2010 TWSC 3: E Main St & Parkdale Dr 11/06/2024 2024 Existing AM 7:00 am 08/28/2024 2024 Existing AM Synchro 11 Report CPB Page 1 Intersection Int Delay, s/veh 2.4 Movement EBL EBT WBT WBR SBL SBR Lane Configurations Traffic Vol, veh/h 40 147 151 11 8 66 Future Vol, veh/h 40 147 151 11 8 66 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Free Free Free Free Stop Stop RT Channelized - None - None - None Storage Length 130 - - - 0 200 Veh in Median Storage, # - 0 0 - 0 - Grade, % - 0 0 - 0 - Peak Hour Factor 89 89 89 89 89 89 Heavy Vehicles, % 0 0 0 0 0 0 Mvmt Flow 45 165 170 12 9 74 Major/Minor Major1 Major2 Minor2 Conflicting Flow All 182 0 - 0 431 176 Stage 1 - - - - 176 - Stage 2 - - - - 255 - Critical Hdwy 4.1 - - - 6.4 6.2 Critical Hdwy Stg 1 - - - - 5.4 - Critical Hdwy Stg 2 - - - - 5.4 - Follow-up Hdwy 2.2 - - - 3.5 3.3 Pot Cap-1 Maneuver 1405 - - - 585 872 Stage 1 - - - - 859 - Stage 2 - - - - 792 - Platoon blocked, % - - - Mov Cap-1 Maneuver 1405 - - - 566 872 Mov Cap-2 Maneuver - - - - 566 - Stage 1 - - - - 832 - Stage 2 - - - - 792 - Approach EB WB SB HCM Control Delay, s 1.6 0 9.7 HCM LOS A Minor Lane/Major Mvmt EBL EBT WBT WBR SBLn1 SBLn2 Capacity (veh/h) 1405 - - - 566 872 HCM Lane V/C Ratio 0.032 - - - 0.016 0.085 HCM Control Delay (s) 7.6 - - - 11.5 9.5 HCM Lane LOS A - - - B A HCM 95th %tile Q(veh) 0.1 - - - 0 0.3 25 Page 152 of 285 HCM 2010 TWSC 4: Parkdale Dr & Forest Lawn Dr 11/06/2024 2024 Existing AM 7:00 am 08/28/2024 2024 Existing AM Synchro 11 Report CPB Page 2 Intersection Int Delay, s/veh 1.1 Movement WBL WBR NBT NBR SBL SBT Lane Configurations Traffic Vol, veh/h 11 0 19 23 2 52 Future Vol, veh/h 11 0 19 23 2 52 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Stop Stop Free Free Free Free RT Channelized - None - None - None Storage Length 0 - - - - - Veh in Median Storage, # 0 - 0 - - 0 Grade, % 0 - 0 - - 0 Peak Hour Factor 85 85 85 85 85 85 Heavy Vehicles, % 0 0 0 0 0 0 Mvmt Flow 13 0 22 27 2 61 Major/Minor Minor1 Major1 Major2 Conflicting Flow All 101 36 0 0 49 0 Stage 1 36 - - - - - Stage 2 65 - - - - - Critical Hdwy 6.4 6.2 - - 4.1 - Critical Hdwy Stg 1 5.4 - - - - - Critical Hdwy Stg 2 5.4 - - - - - Follow-up Hdwy 3.5 3.3 - - 2.2 - Pot Cap-1 Maneuver 902 1042 - - 1571 - Stage 1 992 - - - - - Stage 2 963 - - - - - Platoon blocked, % - - - Mov Cap-1 Maneuver 901 1042 - - 1571 - Mov Cap-2 Maneuver 901 - - - - - Stage 1 992 - - - - - Stage 2 962 - - - - - Approach WB NB SB HCM Control Delay, s 9.1 0 0.3 HCM LOS A Minor Lane/Major Mvmt NBT NBRWBLn1 SBL SBT Capacity (veh/h) - - 901 1571 - HCM Lane V/C Ratio - - 0.014 0.001 - HCM Control Delay (s) - - 9.1 7.3 0 HCM Lane LOS - - A A A HCM 95th %tile Q(veh) - - 0 0 - 26 Page 153 of 285 HCM 2010 TWSC 5: Kessler Mill Rd & Forest Lawn Dr 11/06/2024 2024 Existing AM 7:00 am 08/28/2024 2024 Existing AM Synchro 11 Report CPB Page 3 Intersection Int Delay, s/veh 1 Movement EBL EBR NBL NBT SBT SBR Lane Configurations Traffic Vol, veh/h 22 3 2 121 109 11 Future Vol, veh/h 22 3 2 121 109 11 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Stop Stop Free Free Free Free RT Channelized - None - None - None Storage Length 0 - - - - - Veh in Median Storage, # 0 - - 0 0 - Grade, % 0 - - 0 0 - Peak Hour Factor 85 85 85 85 85 85 Heavy Vehicles, % 0 0 0 0 0 0 Mvmt Flow 26 4 2 142 128 13 Major/Minor Minor2 Major1 Major2 Conflicting Flow All 281 135 141 0 - 0 Stage 1 135 - - - - - Stage 2 146 - - - - - Critical Hdwy 6.4 6.2 4.1 - - - Critical Hdwy Stg 1 5.4 - - - - - Critical Hdwy Stg 2 5.4 - - - - - Follow-up Hdwy 3.5 3.3 2.2 - - - Pot Cap-1 Maneuver 713 919 1455 - - - Stage 1 896 - - - - - Stage 2 886 - - - - - Platoon blocked, % - - - Mov Cap-1 Maneuver 712 919 1455 - - - Mov Cap-2 Maneuver 712 - - - - - Stage 1 895 - - - - - Stage 2 886 - - - - - Approach EB NB SB HCM Control Delay, s 10.1 0.1 0 HCM LOS B Minor Lane/Major Mvmt NBL NBT EBLn1 SBT SBR Capacity (veh/h) 1455 - 732 - - HCM Lane V/C Ratio 0.002 - 0.04 - - HCM Control Delay (s) 7.5 0 10.1 - - HCM Lane LOS A A B - - HCM 95th %tile Q(veh) 0 - 0.1 - - 27 Page 154 of 285 HCM 2010 TWSC 10: Kessler Mill Rd & Stoutamire Dr 11/06/2024 2024 Existing AM 7:00 am 08/28/2024 2024 Existing AM Synchro 11 Report CPB Page 4 Intersection Int Delay, s/veh 1.7 Movement EBL EBR NBL NBT SBT SBR Lane Configurations Traffic Vol, veh/h 53 6 1 132 172 19 Future Vol, veh/h 53 6 1 132 172 19 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Stop Stop Free Free Free Free RT Channelized - None - None - None Storage Length 0 - - - - - Veh in Median Storage, # 0 - - 0 0 - Grade, % 0 - - 0 0 - Peak Hour Factor 89 89 89 89 89 89 Heavy Vehicles, % 0 0 0 0 1 0 Mvmt Flow 60 7 1 148 193 21 Major/Minor Minor2 Major1 Major2 Conflicting Flow All 354 204 214 0 - 0 Stage 1 204 - - - - - Stage 2 150 - - - - - Critical Hdwy 6.4 6.2 4.1 - - - Critical Hdwy Stg 1 5.4 - - - - - Critical Hdwy Stg 2 5.4 - - - - - Follow-up Hdwy 3.5 3.3 2.2 - - - Pot Cap-1 Maneuver 648 842 1368 - - - Stage 1 835 - - - - - Stage 2 883 - - - - - Platoon blocked, % - - - Mov Cap-1 Maneuver 647 842 1368 - - - Mov Cap-2 Maneuver 647 - - - - - Stage 1 834 - - - - - Stage 2 883 - - - - - Approach EB NB SB HCM Control Delay, s 11 0.1 0 HCM LOS B Minor Lane/Major Mvmt NBL NBT EBLn1 SBT SBR Capacity (veh/h) 1368 - 663 - - HCM Lane V/C Ratio 0.001 - 0.1 - - HCM Control Delay (s) 7.6 0 11 - - HCM Lane LOS A A B - - HCM 95th %tile Q(veh) 0 - 0.3 - - 28 Page 155 of 285 HCM 2010 TWSC 3: E Main St & Parkdale Dr 11/06/2024 2024 Existing PM 4:30 pm 08/28/2024 2024 Existing PM Synchro 11 Report CPB Page 1 Intersection Int Delay, s/veh 1.3 Movement EBL EBT WBT WBR SBL SBR Lane Configurations Traffic Vol, veh/h 42 384 365 30 17 38 Future Vol, veh/h 42 384 365 30 17 38 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Free Free Free Free Stop Stop RT Channelized - None - None - None Storage Length 130 - - - 0 200 Veh in Median Storage, # - 0 0 - 0 - Grade, % - 0 0 - 0 - Peak Hour Factor 85 85 85 85 85 85 Heavy Vehicles, % 0 0 0 0 0 0 Mvmt Flow 49 452 429 35 20 45 Major/Minor Major1 Major2 Minor2 Conflicting Flow All 464 0 - 0 997 447 Stage 1 - - - - 447 - Stage 2 - - - - 550 - Critical Hdwy 4.1 - - - 6.4 6.2 Critical Hdwy Stg 1 - - - - 5.4 - Critical Hdwy Stg 2 - - - - 5.4 - Follow-up Hdwy 2.2 - - - 3.5 3.3 Pot Cap-1 Maneuver 1108 - - - 273 616 Stage 1 - - - - 649 - Stage 2 - - - - 582 - Platoon blocked, % - - - Mov Cap-1 Maneuver 1108 - - - 261 616 Mov Cap-2 Maneuver - - - - 261 - Stage 1 - - - - 620 - Stage 2 - - - - 582 - Approach EB WB SB HCM Control Delay, s 0.8 0 14 HCM LOS B Minor Lane/Major Mvmt EBL EBT WBT WBR SBLn1 SBLn2 Capacity (veh/h) 1108 - - - 261 616 HCM Lane V/C Ratio 0.045 - - - 0.077 0.073 HCM Control Delay (s) 8.4 - - - 19.9 11.3 HCM Lane LOS A - - - C B HCM 95th %tile Q(veh) 0.1 - - - 0.2 0.2 29 Page 156 of 285 HCM 2010 TWSC 4: Parkdale Dr & Forest Lawn Dr 11/06/2024 2024 Existing PM 4:30 pm 08/28/2024 2024 Existing PM Synchro 11 Report CPB Page 2 Intersection Int Delay, s/veh 1.5 Movement WBL WBR NBT NBR SBL SBT Lane Configurations Traffic Vol, veh/h 13 2 44 10 1 26 Future Vol, veh/h 13 2 44 10 1 26 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Stop Stop Free Free Free Free RT Channelized - None - None - None Storage Length 0 - - - - - Veh in Median Storage, # 0 - 0 - - 0 Grade, % 0 - 0 - - 0 Peak Hour Factor 86 86 86 86 86 86 Heavy Vehicles, % 0 0 0 0 0 0 Mvmt Flow 15 2 51 12 1 30 Major/Minor Minor1 Major1 Major2 Conflicting Flow All 89 57 0 0 63 0 Stage 1 57 - - - - - Stage 2 32 - - - - - Critical Hdwy 6.4 6.2 - - 4.1 - Critical Hdwy Stg 1 5.4 - - - - - Critical Hdwy Stg 2 5.4 - - - - - Follow-up Hdwy 3.5 3.3 - - 2.2 - Pot Cap-1 Maneuver 917 1015 - - 1553 - Stage 1 971 - - - - - Stage 2 996 - - - - - Platoon blocked, % - - - Mov Cap-1 Maneuver 916 1015 - - 1553 - Mov Cap-2 Maneuver 916 - - - - - Stage 1 971 - - - - - Stage 2 995 - - - - - Approach WB NB SB HCM Control Delay, s 9 0 0.3 HCM LOS A Minor Lane/Major Mvmt NBT NBRWBLn1 SBL SBT Capacity (veh/h) - - 928 1553 - HCM Lane V/C Ratio - - 0.019 0.001 - HCM Control Delay (s) - - 9 7.3 0 HCM Lane LOS - - A A A HCM 95th %tile Q(veh) - - 0.1 0 - 30 Page 157 of 285 HCM 2010 TWSC 5: Kessler Mill Rd & Forest Lawn Dr 11/06/2024 2024 Existing PM 4:30 pm 08/28/2024 2024 Existing PM Synchro 11 Report CPB Page 3 Intersection Int Delay, s/veh 0.5 Movement EBL EBR NBL NBT SBT SBR Lane Configurations Traffic Vol, veh/h 6 6 4 138 133 8 Future Vol, veh/h 6 6 4 138 133 8 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Stop Stop Free Free Free Free RT Channelized - None - None - None Storage Length 0 - - - - - Veh in Median Storage, # 0 - - 0 0 - Grade, % 0 - - 0 0 - Peak Hour Factor 85 85 85 85 85 85 Heavy Vehicles, % 0 0 0 0 1 0 Mvmt Flow 7 7 5 162 156 9 Major/Minor Minor2 Major1 Major2 Conflicting Flow All 333 161 165 0 - 0 Stage 1 161 - - - - - Stage 2 172 - - - - - Critical Hdwy 6.4 6.2 4.1 - - - Critical Hdwy Stg 1 5.4 - - - - - Critical Hdwy Stg 2 5.4 - - - - - Follow-up Hdwy 3.5 3.3 2.2 - - - Pot Cap-1 Maneuver 666 889 1426 - - - Stage 1 873 - - - - - Stage 2 863 - - - - - Platoon blocked, % - - - Mov Cap-1 Maneuver 663 889 1426 - - - Mov Cap-2 Maneuver 663 - - - - - Stage 1 870 - - - - - Stage 2 863 - - - - - Approach EB NB SB HCM Control Delay, s 9.8 0.2 0 HCM LOS A Minor Lane/Major Mvmt NBL NBT EBLn1 SBT SBR Capacity (veh/h) 1426 - 760 - - HCM Lane V/C Ratio 0.003 - 0.019 - - HCM Control Delay (s) 7.5 0 9.8 - - HCM Lane LOS A A A - - HCM 95th %tile Q(veh) 0 - 0.1 - - 31 Page 158 of 285 HCM 2010 TWSC 10: Kessler Mill Rd & Stoutamire Dr 11/06/2024 2024 Existing PM 4:30 pm 08/28/2024 2024 Existing PM Synchro 11 Report CPB Page 4 Intersection Int Delay, s/veh 1.2 Movement EBL EBR NBL NBT SBT SBR Lane Configurations Traffic Vol, veh/h 15 8 21 146 93 25 Future Vol, veh/h 15 8 21 146 93 25 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Stop Stop Free Free Free Free RT Channelized - None - None - None Storage Length 0 - - - - - Veh in Median Storage, # 0 - - 0 0 - Grade, % 0 - - 0 0 - Peak Hour Factor 85 85 85 85 85 85 Heavy Vehicles, % 0 0 0 1 0 0 Mvmt Flow 18 9 25 172 109 29 Major/Minor Minor2 Major1 Major2 Conflicting Flow All 346 124 138 0 - 0 Stage 1 124 - - - - - Stage 2 222 - - - - - Critical Hdwy 6.4 6.2 4.1 - - - Critical Hdwy Stg 1 5.4 - - - - - Critical Hdwy Stg 2 5.4 - - - - - Follow-up Hdwy 3.5 3.3 2.2 - - - Pot Cap-1 Maneuver 655 932 1458 - - - Stage 1 907 - - - - - Stage 2 820 - - - - - Platoon blocked, % - - - Mov Cap-1 Maneuver 643 932 1458 - - - Mov Cap-2 Maneuver 643 - - - - - Stage 1 890 - - - - - Stage 2 820 - - - - - Approach EB NB SB HCM Control Delay, s 10.2 0.9 0 HCM LOS B Minor Lane/Major Mvmt NBL NBT EBLn1 SBT SBR Capacity (veh/h) 1458 - 721 - - HCM Lane V/C Ratio 0.017 - 0.038 - - HCM Control Delay (s) 7.5 0 10.2 - - HCM Lane LOS A A B - - HCM 95th %tile Q(veh) 0.1 - 0.1 - - 32 Page 159 of 285 HCM 2010 TWSC 3: E Main St & Parkdale Dr 11/06/2024 2028 Background AM 7:00 am 08/28/2024 2028 Background AM Synchro 11 Report CPB Page 1 Intersection Int Delay, s/veh 2.5 Movement EBL EBT WBT WBR SBL SBR Lane Configurations Traffic Vol, veh/h 42 153 158 12 9 69 Future Vol, veh/h 42 153 158 12 9 69 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Free Free Free Free Stop Stop RT Channelized - None - None - None Storage Length 130 - - - 0 200 Veh in Median Storage, # - 0 0 - 0 - Grade, % - 0 0 - 0 - Peak Hour Factor 89 89 89 89 89 89 Heavy Vehicles, % 0 0 0 0 0 0 Mvmt Flow 47 172 178 13 10 78 Major/Minor Major1 Major2 Minor2 Conflicting Flow All 191 0 - 0 451 185 Stage 1 - - - - 185 - Stage 2 - - - - 266 - Critical Hdwy 4.1 - - - 6.4 6.2 Critical Hdwy Stg 1 - - - - 5.4 - Critical Hdwy Stg 2 - - - - 5.4 - Follow-up Hdwy 2.2 - - - 3.5 3.3 Pot Cap-1 Maneuver 1395 - - - 570 862 Stage 1 - - - - 852 - Stage 2 - - - - 783 - Platoon blocked, % - - - Mov Cap-1 Maneuver 1395 - - - 551 862 Mov Cap-2 Maneuver - - - - 551 - Stage 1 - - - - 823 - Stage 2 - - - - 783 - Approach EB WB SB HCM Control Delay, s 1.7 0 9.8 HCM LOS A Minor Lane/Major Mvmt EBL EBT WBT WBR SBLn1 SBLn2 Capacity (veh/h) 1395 - - - 551 862 HCM Lane V/C Ratio 0.034 - - - 0.018 0.09 HCM Control Delay (s) 7.7 - - - 11.7 9.6 HCM Lane LOS A - - - B A HCM 95th %tile Q(veh) 0.1 - - - 0.1 0.3 33 Page 160 of 285 HCM 2010 TWSC 4: Parkdale Dr & Forest Lawn Dr 11/06/2024 2028 Background AM 7:00 am 08/28/2024 2028 Background AM Synchro 11 Report CPB Page 2 Intersection Int Delay, s/veh 1.2 Movement WBL WBR NBT NBR SBL SBT Lane Configurations Traffic Vol, veh/h 12 0 20 24 3 55 Future Vol, veh/h 12 0 20 24 3 55 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Stop Stop Free Free Free Free RT Channelized - None - None - None Storage Length 0 - - - - - Veh in Median Storage, # 0 - 0 - - 0 Grade, % 0 - 0 - - 0 Peak Hour Factor 85 85 85 85 85 85 Heavy Vehicles, % 0 0 0 0 0 0 Mvmt Flow 14 0 24 28 4 65 Major/Minor Minor1 Major1 Major2 Conflicting Flow All 111 38 0 0 52 0 Stage 1 38 - - - - - Stage 2 73 - - - - - Critical Hdwy 6.4 6.2 - - 4.1 - Critical Hdwy Stg 1 5.4 - - - - - Critical Hdwy Stg 2 5.4 - - - - - Follow-up Hdwy 3.5 3.3 - - 2.2 - Pot Cap-1 Maneuver 891 1040 - - 1567 - Stage 1 990 - - - - - Stage 2 955 - - - - - Platoon blocked, % - - - Mov Cap-1 Maneuver 888 1040 - - 1567 - Mov Cap-2 Maneuver 888 - - - - - Stage 1 990 - - - - - Stage 2 952 - - - - - Approach WB NB SB HCM Control Delay, s 9.1 0 0.4 HCM LOS A Minor Lane/Major Mvmt NBT NBRWBLn1 SBL SBT Capacity (veh/h) - - 888 1567 - HCM Lane V/C Ratio - - 0.016 0.002 - HCM Control Delay (s) - - 9.1 7.3 0 HCM Lane LOS - - A A A HCM 95th %tile Q(veh) - - 0 0 - 34 Page 161 of 285 HCM 2010 TWSC 5: Kessler Mill Rd & Forest Lawn Dr 11/06/2024 2028 Background AM 7:00 am 08/28/2024 2028 Background AM Synchro 11 Report CPB Page 3 Intersection Int Delay, s/veh 1.1 Movement EBL EBR NBL NBT SBT SBR Lane Configurations Traffic Vol, veh/h 23 4 3 126 114 12 Future Vol, veh/h 23 4 3 126 114 12 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Stop Stop Free Free Free Free RT Channelized - None - None - None Storage Length 0 - - - - - Veh in Median Storage, # 0 - - 0 0 - Grade, % 0 - - 0 0 - Peak Hour Factor 85 85 85 85 85 85 Heavy Vehicles, % 0 0 0 0 0 0 Mvmt Flow 27 5 4 148 134 14 Major/Minor Minor2 Major1 Major2 Conflicting Flow All 297 141 148 0 - 0 Stage 1 141 - - - - - Stage 2 156 - - - - - Critical Hdwy 6.4 6.2 4.1 - - - Critical Hdwy Stg 1 5.4 - - - - - Critical Hdwy Stg 2 5.4 - - - - - Follow-up Hdwy 3.5 3.3 2.2 - - - Pot Cap-1 Maneuver 698 912 1446 - - - Stage 1 891 - - - - - Stage 2 877 - - - - - Platoon blocked, % - - - Mov Cap-1 Maneuver 696 912 1446 - - - Mov Cap-2 Maneuver 696 - - - - - Stage 1 888 - - - - - Stage 2 877 - - - - - Approach EB NB SB HCM Control Delay, s 10.2 0.2 0 HCM LOS B Minor Lane/Major Mvmt NBL NBT EBLn1 SBT SBR Capacity (veh/h) 1446 - 721 - - HCM Lane V/C Ratio 0.002 - 0.044 - - HCM Control Delay (s) 7.5 0 10.2 - - HCM Lane LOS A A B - - HCM 95th %tile Q(veh) 0 - 0.1 - - 35 Page 162 of 285 HCM 2010 TWSC 10: Kessler Mill Rd & Stoutamire Dr 11/06/2024 2028 Background AM 7:00 am 08/28/2024 2028 Background AM Synchro 11 Report CPB Page 4 Intersection Int Delay, s/veh 1.8 Movement EBL EBR NBL NBT SBT SBR Lane Configurations Traffic Vol, veh/h 56 7 2 138 179 20 Future Vol, veh/h 56 7 2 138 179 20 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Stop Stop Free Free Free Free RT Channelized - None - None - None Storage Length 0 - - - - - Veh in Median Storage, # 0 - - 0 0 - Grade, % 0 - - 0 0 - Peak Hour Factor 89 89 89 89 89 89 Heavy Vehicles, % 0 0 0 0 1 0 Mvmt Flow 63 8 2 155 201 22 Major/Minor Minor2 Major1 Major2 Conflicting Flow All 371 212 223 0 - 0 Stage 1 212 - - - - - Stage 2 159 - - - - - Critical Hdwy 6.4 6.2 4.1 - - - Critical Hdwy Stg 1 5.4 - - - - - Critical Hdwy Stg 2 5.4 - - - - - Follow-up Hdwy 3.5 3.3 2.2 - - - Pot Cap-1 Maneuver 634 833 1358 - - - Stage 1 828 - - - - - Stage 2 875 - - - - - Platoon blocked, % - - - Mov Cap-1 Maneuver 633 833 1358 - - - Mov Cap-2 Maneuver 633 - - - - - Stage 1 826 - - - - - Stage 2 875 - - - - - Approach EB NB SB HCM Control Delay, s 11.2 0.1 0 HCM LOS B Minor Lane/Major Mvmt NBL NBT EBLn1 SBT SBR Capacity (veh/h) 1358 - 650 - - HCM Lane V/C Ratio 0.002 - 0.109 - - HCM Control Delay (s) 7.7 0 11.2 - - HCM Lane LOS A A B - - HCM 95th %tile Q(veh) 0 - 0.4 - - 36 Page 163 of 285 HCM 2010 TWSC 3: E Main St & Parkdale Dr 11/06/2024 2028 Background PM 4:30 pm 08/28/2024 2028 Background PM Synchro 11 Report CPB Page 1 Intersection Int Delay, s/veh 1.3 Movement EBL EBT WBT WBR SBL SBR Lane Configurations Traffic Vol, veh/h 44 400 380 32 18 40 Future Vol, veh/h 44 400 380 32 18 40 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Free Free Free Free Stop Stop RT Channelized - None - None - None Storage Length 130 - - - 0 200 Veh in Median Storage, # - 0 0 - 0 - Grade, % - 0 0 - 0 - Peak Hour Factor 85 85 85 85 85 85 Heavy Vehicles, % 0 0 0 0 0 0 Mvmt Flow 52 471 447 38 21 47 Major/Minor Major1 Major2 Minor2 Conflicting Flow All 485 0 - 0 1041 466 Stage 1 - - - - 466 - Stage 2 - - - - 575 - Critical Hdwy 4.1 - - - 6.4 6.2 Critical Hdwy Stg 1 - - - - 5.4 - Critical Hdwy Stg 2 - - - - 5.4 - Follow-up Hdwy 2.2 - - - 3.5 3.3 Pot Cap-1 Maneuver 1088 - - - 257 601 Stage 1 - - - - 636 - Stage 2 - - - - 567 - Platoon blocked, % - - - Mov Cap-1 Maneuver 1088 - - - 245 601 Mov Cap-2 Maneuver - - - - 245 - Stage 1 - - - - 605 - Stage 2 - - - - 567 - Approach EB WB SB HCM Control Delay, s 0.8 0 14.5 HCM LOS B Minor Lane/Major Mvmt EBL EBT WBT WBR SBLn1 SBLn2 Capacity (veh/h) 1088 - - - 245 601 HCM Lane V/C Ratio 0.048 - - - 0.086 0.078 HCM Control Delay (s) 8.5 - - - 21.1 11.5 HCM Lane LOS A - - - C B HCM 95th %tile Q(veh) 0.1 - - - 0.3 0.3 37 Page 164 of 285 HCM 2010 TWSC 4: Parkdale Dr & Forest Lawn Dr 11/06/2024 2028 Background PM 4:30 pm 08/28/2024 2028 Background PM Synchro 11 Report CPB Page 2 Intersection Int Delay, s/veh 1.6 Movement WBL WBR NBT NBR SBL SBT Lane Configurations Traffic Vol, veh/h 14 3 46 11 2 28 Future Vol, veh/h 14 3 46 11 2 28 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Stop Stop Free Free Free Free RT Channelized - None - None - None Storage Length 0 - - - - - Veh in Median Storage, # 0 - 0 - - 0 Grade, % 0 - 0 - - 0 Peak Hour Factor 86 86 86 86 86 86 Heavy Vehicles, % 0 0 0 0 0 0 Mvmt Flow 16 3 53 13 2 33 Major/Minor Minor1 Major1 Major2 Conflicting Flow All 97 60 0 0 66 0 Stage 1 60 - - - - - Stage 2 37 - - - - - Critical Hdwy 6.4 6.2 - - 4.1 - Critical Hdwy Stg 1 5.4 - - - - - Critical Hdwy Stg 2 5.4 - - - - - Follow-up Hdwy 3.5 3.3 - - 2.2 - Pot Cap-1 Maneuver 907 1011 - - 1549 - Stage 1 968 - - - - - Stage 2 991 - - - - - Platoon blocked, % - - - Mov Cap-1 Maneuver 906 1011 - - 1549 - Mov Cap-2 Maneuver 906 - - - - - Stage 1 968 - - - - - Stage 2 990 - - - - - Approach WB NB SB HCM Control Delay, s 9 0 0.5 HCM LOS A Minor Lane/Major Mvmt NBT NBRWBLn1 SBL SBT Capacity (veh/h) - - 923 1549 - HCM Lane V/C Ratio - - 0.021 0.002 - HCM Control Delay (s) - - 9 7.3 0 HCM Lane LOS - - A A A HCM 95th %tile Q(veh) - - 0.1 0 - 38 Page 165 of 285 HCM 2010 TWSC 5: Kessler Mill Rd & Forest Lawn Dr 11/06/2024 2028 Background PM 4:30 pm 08/28/2024 2028 Background PM Synchro 11 Report CPB Page 3 Intersection Int Delay, s/veh 0.5 Movement EBL EBR NBL NBT SBT SBR Lane Configurations Traffic Vol, veh/h 7 7 4 144 139 9 Future Vol, veh/h 7 7 4 144 139 9 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Stop Stop Free Free Free Free RT Channelized - None - None - None Storage Length 0 - - - - - Veh in Median Storage, # 0 - - 0 0 - Grade, % 0 - - 0 0 - Peak Hour Factor 85 85 85 85 85 85 Heavy Vehicles, % 0 0 0 0 1 0 Mvmt Flow 8 8 5 169 164 11 Major/Minor Minor2 Major1 Major2 Conflicting Flow All 349 170 175 0 - 0 Stage 1 170 - - - - - Stage 2 179 - - - - - Critical Hdwy 6.4 6.2 4.1 - - - Critical Hdwy Stg 1 5.4 - - - - - Critical Hdwy Stg 2 5.4 - - - - - Follow-up Hdwy 3.5 3.3 2.2 - - - Pot Cap-1 Maneuver 652 879 1414 - - - Stage 1 865 - - - - - Stage 2 857 - - - - - Platoon blocked, % - - - Mov Cap-1 Maneuver 649 879 1414 - - - Mov Cap-2 Maneuver 649 - - - - - Stage 1 862 - - - - - Stage 2 857 - - - - - Approach EB NB SB HCM Control Delay, s 9.9 0.2 0 HCM LOS A Minor Lane/Major Mvmt NBL NBT EBLn1 SBT SBR Capacity (veh/h) 1414 - 747 - - HCM Lane V/C Ratio 0.003 - 0.022 - - HCM Control Delay (s) 7.6 0 9.9 - - HCM Lane LOS A A A - - HCM 95th %tile Q(veh) 0 - 0.1 - - 39 Page 166 of 285 HCM 2010 TWSC 10: Kessler Mill Rd & Stoutamire Dr 11/06/2024 2028 Background PM 4:30 pm 08/28/2024 2028 Background PM Synchro 11 Report CPB Page 4 Intersection Int Delay, s/veh 1.3 Movement EBL EBR NBL NBT SBT SBR Lane Configurations Traffic Vol, veh/h 16 9 22 152 97 27 Future Vol, veh/h 16 9 22 152 97 27 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Stop Stop Free Free Free Free RT Channelized - None - None - None Storage Length 0 - - - - - Veh in Median Storage, # 0 - - 0 0 - Grade, % 0 - - 0 0 - Peak Hour Factor 85 85 85 85 85 85 Heavy Vehicles, % 0 0 0 1 0 0 Mvmt Flow 19 11 26 179 114 32 Major/Minor Minor2 Major1 Major2 Conflicting Flow All 361 130 146 0 - 0 Stage 1 130 - - - - - Stage 2 231 - - - - - Critical Hdwy 6.4 6.2 4.1 - - - Critical Hdwy Stg 1 5.4 - - - - - Critical Hdwy Stg 2 5.4 - - - - - Follow-up Hdwy 3.5 3.3 2.2 - - - Pot Cap-1 Maneuver 642 925 1448 - - - Stage 1 901 - - - - - Stage 2 812 - - - - - Platoon blocked, % - - - Mov Cap-1 Maneuver 629 925 1448 - - - Mov Cap-2 Maneuver 629 - - - - - Stage 1 883 - - - - - Stage 2 812 - - - - - Approach EB NB SB HCM Control Delay, s 10.3 1 0 HCM LOS B Minor Lane/Major Mvmt NBL NBT EBLn1 SBT SBR Capacity (veh/h) 1448 - 711 - - HCM Lane V/C Ratio 0.018 - 0.041 - - HCM Control Delay (s) 7.5 0 10.3 - - HCM Lane LOS A A B - - HCM 95th %tile Q(veh) 0.1 - 0.1 - - 40 Page 167 of 285 HCM 2010 TWSC 3: E Main St & Parkdale Dr 11/06/2024 2028 Builout AM 7:00 am 08/28/2024 2028 Buildout AM Synchro 11 Report CPB Page 1 Intersection Int Delay, s/veh 3.1 Movement EBL EBT WBT WBR SBL SBR Lane Configurations Traffic Vol, veh/h 52 153 158 15 12 97 Future Vol, veh/h 52 153 158 15 12 97 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Free Free Free Free Stop Stop RT Channelized - None - None - None Storage Length 130 - - - 0 200 Veh in Median Storage, # - 0 0 - 0 - Grade, % - 0 0 - 0 - Peak Hour Factor 89 89 89 89 89 89 Heavy Vehicles, % 0 0 0 0 0 0 Mvmt Flow 58 172 178 17 13 109 Major/Minor Major1 Major2 Minor2 Conflicting Flow All 195 0 - 0 475 187 Stage 1 - - - - 187 - Stage 2 - - - - 288 - Critical Hdwy 4.1 - - - 6.4 6.2 Critical Hdwy Stg 1 - - - - 5.4 - Critical Hdwy Stg 2 - - - - 5.4 - Follow-up Hdwy 2.2 - - - 3.5 3.3 Pot Cap-1 Maneuver 1390 - - - 552 860 Stage 1 - - - - 850 - Stage 2 - - - - 766 - Platoon blocked, % - - - Mov Cap-1 Maneuver 1390 - - - 529 860 Mov Cap-2 Maneuver - - - - 529 - Stage 1 - - - - 814 - Stage 2 - - - - 766 - Approach EB WB SB HCM Control Delay, s 2 0 10 HCM LOS B Minor Lane/Major Mvmt EBL EBT WBT WBR SBLn1 SBLn2 Capacity (veh/h) 1390 - - - 529 860 HCM Lane V/C Ratio 0.042 - - - 0.025 0.127 HCM Control Delay (s) 7.7 - - - 12 9.8 HCM Lane LOS A - - - B A HCM 95th %tile Q(veh) 0.1 - - - 0.1 0.4 41 Page 168 of 285 HCM 2010 TWSC 4: Parkdale Dr & Forest Lawn Dr 11/06/2024 2028 Builout AM 7:00 am 08/28/2024 2028 Buildout AM Synchro 11 Report CPB Page 2 Intersection Int Delay, s/veh 1.1 Movement WBL WBR NBT NBR SBL SBT Lane Configurations Traffic Vol, veh/h 12 1 33 24 7 86 Future Vol, veh/h 12 1 33 24 7 86 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Stop Stop Free Free Free Free RT Channelized - None - None - None Storage Length 0 - - - - - Veh in Median Storage, # 0 - 0 - - 0 Grade, % 0 - 0 - - 0 Peak Hour Factor 85 85 85 85 85 85 Heavy Vehicles, % 0 0 0 0 0 0 Mvmt Flow 14 1 39 28 8 101 Major/Minor Minor1 Major1 Major2 Conflicting Flow All 170 53 0 0 67 0 Stage 1 53 - - - - - Stage 2 117 - - - - - Critical Hdwy 6.4 6.2 - - 4.1 - Critical Hdwy Stg 1 5.4 - - - - - Critical Hdwy Stg 2 5.4 - - - - - Follow-up Hdwy 3.5 3.3 - - 2.2 - Pot Cap-1 Maneuver 825 1020 - - 1547 - Stage 1 975 - - - - - Stage 2 913 - - - - - Platoon blocked, % - - - Mov Cap-1 Maneuver 821 1020 - - 1547 - Mov Cap-2 Maneuver 821 - - - - - Stage 1 975 - - - - - Stage 2 908 - - - - - Approach WB NB SB HCM Control Delay, s 9.4 0 0.6 HCM LOS A Minor Lane/Major Mvmt NBT NBRWBLn1 SBL SBT Capacity (veh/h) - - 834 1547 - HCM Lane V/C Ratio - - 0.018 0.005 - HCM Control Delay (s) - - 9.4 7.3 0 HCM Lane LOS - - A A A HCM 95th %tile Q(veh) - - 0.1 0 - 42 Page 169 of 285 HCM 2010 TWSC 5: Kessler Mill Rd & Forest Lawn Dr 11/06/2024 2028 Builout AM 7:00 am 08/28/2024 2028 Buildout AM Synchro 11 Report CPB Page 3 Intersection Int Delay, s/veh 1.2 Movement EBL EBR NBL NBT SBT SBR Lane Configurations Traffic Vol, veh/h 23 8 4 126 114 12 Future Vol, veh/h 23 8 4 126 114 12 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Stop Stop Free Free Free Free RT Channelized - None - None - None Storage Length 0 - - - - - Veh in Median Storage, # 0 - - 0 0 - Grade, % 0 - - 0 0 - Peak Hour Factor 85 85 85 85 85 85 Heavy Vehicles, % 0 0 0 0 0 0 Mvmt Flow 27 9 5 148 134 14 Major/Minor Minor2 Major1 Major2 Conflicting Flow All 299 141 148 0 - 0 Stage 1 141 - - - - - Stage 2 158 - - - - - Critical Hdwy 6.4 6.2 4.1 - - - Critical Hdwy Stg 1 5.4 - - - - - Critical Hdwy Stg 2 5.4 - - - - - Follow-up Hdwy 3.5 3.3 2.2 - - - Pot Cap-1 Maneuver 697 912 1446 - - - Stage 1 891 - - - - - Stage 2 875 - - - - - Platoon blocked, % - - - Mov Cap-1 Maneuver 694 912 1446 - - - Mov Cap-2 Maneuver 694 - - - - - Stage 1 887 - - - - - Stage 2 875 - - - - - Approach EB NB SB HCM Control Delay, s 10.1 0.2 0 HCM LOS B Minor Lane/Major Mvmt NBL NBT EBLn1 SBT SBR Capacity (veh/h) 1446 - 740 - - HCM Lane V/C Ratio 0.003 - 0.049 - - HCM Control Delay (s) 7.5 0 10.1 - - HCM Lane LOS A A B - - HCM 95th %tile Q(veh) 0 - 0.2 - - 43 Page 170 of 285 HCM 2010 TWSC 10: Kessler Mill Rd & Stoutamire Dr 11/06/2024 2028 Builout AM 7:00 am 08/28/2024 2028 Buildout AM Synchro 11 Report CPB Page 4 Intersection Int Delay, s/veh 2.5 Movement EBL EBR NBL NBT SBT SBR Lane Configurations Traffic Vol, veh/h 87 7 2 138 179 28 Future Vol, veh/h 87 7 2 138 179 28 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Stop Stop Free Free Free Free RT Channelized - None - None - None Storage Length 0 - - - - - Veh in Median Storage, # 0 - - 0 0 - Grade, % 0 - - 0 0 - Peak Hour Factor 89 89 89 89 89 89 Heavy Vehicles, % 0 0 0 0 1 0 Mvmt Flow 98 8 2 155 201 31 Major/Minor Minor2 Major1 Major2 Conflicting Flow All 376 217 232 0 - 0 Stage 1 217 - - - - - Stage 2 159 - - - - - Critical Hdwy 6.4 6.2 4.1 - - - Critical Hdwy Stg 1 5.4 - - - - - Critical Hdwy Stg 2 5.4 - - - - - Follow-up Hdwy 3.5 3.3 2.2 - - - Pot Cap-1 Maneuver 629 828 1348 - - - Stage 1 824 - - - - - Stage 2 875 - - - - - Platoon blocked, % - - - Mov Cap-1 Maneuver 628 828 1348 - - - Mov Cap-2 Maneuver 628 - - - - - Stage 1 822 - - - - - Stage 2 875 - - - - - Approach EB NB SB HCM Control Delay, s 11.7 0.1 0 HCM LOS B Minor Lane/Major Mvmt NBL NBT EBLn1 SBT SBR Capacity (veh/h) 1348 - 640 - - HCM Lane V/C Ratio 0.002 - 0.165 - - HCM Control Delay (s) 7.7 0 11.7 - - HCM Lane LOS A A B - - HCM 95th %tile Q(veh) 0 - 0.6 - - 44 Page 171 of 285 HCM 2010 TWSC 3: E Main St & Parkdale Dr 11/06/2024 2028 Buildout PM 4:30 pm 08/28/2024 2028 Buildout PM Synchro 11 Report CPB Page 1 Intersection Int Delay, s/veh 1.9 Movement EBL EBT WBT WBR SBL SBR Lane Configurations Traffic Vol, veh/h 64 400 380 46 26 58 Future Vol, veh/h 64 400 380 46 26 58 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Free Free Free Free Stop Stop RT Channelized - None - None - None Storage Length 130 - - - 0 200 Veh in Median Storage, # - 0 0 - 0 - Grade, % - 0 0 - 0 - Peak Hour Factor 85 85 85 85 85 85 Heavy Vehicles, % 0 0 0 0 0 0 Mvmt Flow 75 471 447 54 31 68 Major/Minor Major1 Major2 Minor2 Conflicting Flow All 501 0 - 0 1095 474 Stage 1 - - - - 474 - Stage 2 - - - - 621 - Critical Hdwy 4.1 - - - 6.4 6.2 Critical Hdwy Stg 1 - - - - 5.4 - Critical Hdwy Stg 2 - - - - 5.4 - Follow-up Hdwy 2.2 - - - 3.5 3.3 Pot Cap-1 Maneuver 1074 - - - 239 595 Stage 1 - - - - 630 - Stage 2 - - - - 540 - Platoon blocked, % - - - Mov Cap-1 Maneuver 1074 - - - 222 595 Mov Cap-2 Maneuver - - - - 222 - Stage 1 - - - - 586 - Stage 2 - - - - 540 - Approach EB WB SB HCM Control Delay, s 1.2 0 15.5 HCM LOS C Minor Lane/Major Mvmt EBL EBT WBT WBR SBLn1 SBLn2 Capacity (veh/h) 1074 - - - 222 595 HCM Lane V/C Ratio 0.07 - - - 0.138 0.115 HCM Control Delay (s) 8.6 - - - 23.8 11.8 HCM Lane LOS A - - - C B HCM 95th %tile Q(veh) 0.2 - - - 0.5 0.4 45 Page 172 of 285 HCM 2010 TWSC 4: Parkdale Dr & Forest Lawn Dr 11/06/2024 2028 Buildout PM 4:30 pm 08/28/2024 2028 Buildout PM Synchro 11 Report CPB Page 2 Intersection Int Delay, s/veh 1.9 Movement WBL WBR NBT NBR SBL SBT Lane Configurations Traffic Vol, veh/h 14 15 80 11 9 54 Future Vol, veh/h 14 15 80 11 9 54 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Stop Stop Free Free Free Free RT Channelized - None - None - None Storage Length 0 - - - - - Veh in Median Storage, # 0 - 0 - - 0 Grade, % 0 - 0 - - 0 Peak Hour Factor 86 86 86 86 86 86 Heavy Vehicles, % 0 0 0 0 0 0 Mvmt Flow 16 17 93 13 10 63 Major/Minor Minor1 Major1 Major2 Conflicting Flow All 183 100 0 0 106 0 Stage 1 100 - - - - - Stage 2 83 - - - - - Critical Hdwy 6.4 6.2 - - 4.1 - Critical Hdwy Stg 1 5.4 - - - - - Critical Hdwy Stg 2 5.4 - - - - - Follow-up Hdwy 3.5 3.3 - - 2.2 - Pot Cap-1 Maneuver 811 961 - - 1498 - Stage 1 929 - - - - - Stage 2 945 - - - - - Platoon blocked, % - - - Mov Cap-1 Maneuver 805 961 - - 1498 - Mov Cap-2 Maneuver 805 - - - - - Stage 1 929 - - - - - Stage 2 938 - - - - - Approach WB NB SB HCM Control Delay, s 9.3 0 1.1 HCM LOS A Minor Lane/Major Mvmt NBT NBRWBLn1 SBL SBT Capacity (veh/h) - - 879 1498 - HCM Lane V/C Ratio - - 0.038 0.007 - HCM Control Delay (s) - - 9.3 7.4 0 HCM Lane LOS - - A A A HCM 95th %tile Q(veh) - - 0.1 0 - 46 Page 173 of 285 HCM 2010 TWSC 5: Kessler Mill Rd & Forest Lawn Dr 11/06/2024 2028 Buildout PM 4:30 pm 08/28/2024 2028 Buildout PM Synchro 11 Report CPB Page 3 Intersection Int Delay, s/veh 1 Movement EBL EBR NBL NBT SBT SBR Lane Configurations Traffic Vol, veh/h 7 14 16 144 139 9 Future Vol, veh/h 7 14 16 144 139 9 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Stop Stop Free Free Free Free RT Channelized - None - None - None Storage Length 0 - - - - - Veh in Median Storage, # 0 - - 0 0 - Grade, % 0 - - 0 0 - Peak Hour Factor 85 85 85 85 85 85 Heavy Vehicles, % 0 0 0 0 1 0 Mvmt Flow 8 16 19 169 164 11 Major/Minor Minor2 Major1 Major2 Conflicting Flow All 377 170 175 0 - 0 Stage 1 170 - - - - - Stage 2 207 - - - - - Critical Hdwy 6.4 6.2 4.1 - - - Critical Hdwy Stg 1 5.4 - - - - - Critical Hdwy Stg 2 5.4 - - - - - Follow-up Hdwy 3.5 3.3 2.2 - - - Pot Cap-1 Maneuver 629 879 1414 - - - Stage 1 865 - - - - - Stage 2 832 - - - - - Platoon blocked, % - - - Mov Cap-1 Maneuver 620 879 1414 - - - Mov Cap-2 Maneuver 620 - - - - - Stage 1 852 - - - - - Stage 2 832 - - - - - Approach EB NB SB HCM Control Delay, s 9.8 0.8 0 HCM LOS A Minor Lane/Major Mvmt NBL NBT EBLn1 SBT SBR Capacity (veh/h) 1414 - 772 - - HCM Lane V/C Ratio 0.013 - 0.032 - - HCM Control Delay (s) 7.6 0 9.8 - - HCM Lane LOS A A A - - HCM 95th %tile Q(veh) 0 - 0.1 - - 47 Page 174 of 285 HCM 2010 TWSC 10: Kessler Mill Rd & Stoutamire Dr 11/06/2024 2028 Buildout PM 4:30 pm 08/28/2024 2028 Buildout PM Synchro 11 Report CPB Page 4 Intersection Int Delay, s/veh 1.6 Movement EBL EBR NBL NBT SBT SBR Lane Configurations Traffic Vol, veh/h 26 9 22 152 97 42 Future Vol, veh/h 26 9 22 152 97 42 Conflicting Peds, #/hr 0 0 0 0 0 0 Sign Control Stop Stop Free Free Free Free RT Channelized - None - None - None Storage Length 0 - - - - - Veh in Median Storage, # 0 - - 0 0 - Grade, % 0 - - 0 0 - Peak Hour Factor 85 85 85 85 85 85 Heavy Vehicles, % 0 0 0 1 0 0 Mvmt Flow 31 11 26 179 114 49 Major/Minor Minor2 Major1 Major2 Conflicting Flow All 370 139 163 0 - 0 Stage 1 139 - - - - - Stage 2 231 - - - - - Critical Hdwy 6.4 6.2 4.1 - - - Critical Hdwy Stg 1 5.4 - - - - - Critical Hdwy Stg 2 5.4 - - - - - Follow-up Hdwy 3.5 3.3 2.2 - - - Pot Cap-1 Maneuver 634 915 1428 - - - Stage 1 893 - - - - - Stage 2 812 - - - - - Platoon blocked, % - - - Mov Cap-1 Maneuver 621 915 1428 - - - Mov Cap-2 Maneuver 621 - - - - - Stage 1 875 - - - - - Stage 2 812 - - - - - Approach EB NB SB HCM Control Delay, s 10.7 1 0 HCM LOS B Minor Lane/Major Mvmt NBL NBT EBLn1 SBT SBR Capacity (veh/h) 1428 - 677 - - HCM Lane V/C Ratio 0.018 - 0.061 - - HCM Control Delay (s) 7.6 0 10.7 - - HCM Lane LOS A A B - - HCM 95th %tile Q(veh) 0.1 - 0.2 - - 48 Page 175 of 285 LEGAL DESCRIPTION FOR REZONING CITY OF SALEM, VIRGINIA TAX PARCEL 58-1-1 BEGINNING AT A POINT AT THE SOUTHERN TERMINUS OF NEWMAN DRIVE; THENCE N 86°32'24" W A DISTANCE OF 108.90' TO A POINT; THENCE S 24°35'24" E A DISTANCE OF 267.60' TO A POINT; THENCE S 45°35'24" E A DISTANCE OF 92.20' TO A POINT; THENCE N 72°56'36" E A DISTANCE OF 158.20' TO A POINT; THENCE N 62°02'36" E A DISTANCE OF 81.00' TO A POINT; THENCE S 79°12'24" E A DISTANCE OF 24.50' TO A POINT; THENCE S 40°17'24" E A DISTANCE OF 105.00' TO A POINT; THENCE S 55°47'24" E A DISTANCE OF 115.00' TO A POINT; THENCE S 11°22'36" W A DISTANCE OF 111.84' TO A POINT; THENCE S 74°19'36" W A DISTANCE OF 221.63' TO A POINT; THENCE S 68°30'36" W A DISTANCE OF 520.34' TO POINT; THENCE S 70°10'36" W A DISTANCE OF 200.70' TO A POINT; THENCE N 89°30'09" W A DISTANCE OF 121.50' TO A POINT; THENCE N 77°33'30" W A DISTANCE OF 509.24' TO A POINT; THENCE N 38°06'44" W A DISTANCE OF 413.09' TO A POINT; THENCE N 39°48'49" W A DISTANCE OF 350.00' TO A POINT; THENCE N 39°48'49" W A DISTANCE OF 150.00' TO A POINT; THENCE N 39°48'49" W A DISTANCE OF 79.96' TO A POINT; THENCE N 68°11'11" E A DISTANCE OF 19.09' TO A POINT; THENCE N 68°11'11" E A DISTANCE OF 99.50' TO A POINT; THENCE N 68°21'11" E A DISTANCE OF 180.00' TO A POINT; THENCE N 21°48'49" W A DISTANCE OF 100.00' TO A POINT; THENCE N 68°11'11" E A DISTANCE OF 625.00' TO A POINT; THENCE S 59°00'49" E A DISTANCE OF 125.54' TO A POINT; THENCE N 68°11'11" E A DISTANCE OF 213.10' TO A POINT; THENCE N 69°16'03" E A DISTANCE OF 238.29' TO A POINT; THENCE S 22°01'49" E A DISTANCE OF 123.00' TO A POINT; THENCE S 19°20'49" E A DISTANCE OF 285.60' TO A POINT; THENCE S 28°47'49" E A DISTANCE OF 216.00' TO A POINT; THENCE S 59°14'24" E A DISTANCE OF 94.86' TO A POINT WHICH IS THE POINT OF BEGINNING, HAVING AN AREA OF 1,693,254 +/- SQUARE FEET, 38.9 +/- ACRES SITUATE IN THE CITY OF SALEM, VIRGINIA. THIS DESCRIPTION BEING COMPILED FROM RECORDS AND IS SUBJECT TO CHANGE UPON COMPLETION OF A BOUNDARY SURVEY. Project Number 04240022.00 ~ 05-30-2025 Page 176 of 285 LEGAL DESCRIPTION FOR REZONING CITY OF SALEM, VIRGINIA TAX PARCEL 58-1-2 BEGINNING AT A POINT AT THE SOUTHERN TERMINUS OF NEWMAN DRIVE; THENCE S 01°31'47" E A DISTANCE OF 55.02' TO A POINT; THENCE S 56°36'21" E A DISTANCE OF 158.67' TO A POINT; THENCE S 50°53'51" E A DISTANCE OF 119.31' TO A POINT; THENCE S 62°06'11" W A DISTANCE OF 81.04' TO A POINT; THENCE S 72°56'36" W A DISTANCE OF 158.20' TO A POINT; THENCE N 45°35'24" W A DISTANCE OF 92.20' TO A POINT; THENCE N 24°35'24" W A DISTANCE OF 267.60' TO A POINT; THENCE S 86°32'24" E A DISTANCE OF 108.90' TO A POINT; THENCE N 89°26'49" E A DISTANCE OF 64.85' TO A POINT, WHICH IS THE POINT OF BEGINNING, HAVING AN AREA OF 60234.27 SQUARE FEET, 1.383 ACRES HAVING AN AREA OF 60,234 +/- SQUARE FEET, 1.38 +/- ACRES SITUATE IN THE CITY OF SALEM, VIRGINIA. THIS DESCRIPTION BEING COMPILED FROM RECORDS AND IS SUBJECT TO CHANGE UPON COMPLETION OF A BOUNDARY SURVEY. Project Number 04240022.00 ~ 05-30-2025 Page 177 of 285 AFFIDAVIT OF MAILING PURSUANT TO S15.2-2204 CODE OF VIRGINIA PLANNING COMMISSION ITEM#3D JULY 16, 2025 This is to certify that I mailed letters in reference to the request of ABoone Real Estate Inc., contract purchaser, to rezone the property located at 1002 Newman Drive and 1108 Newman Drive (Tax Map #s 58-1-1 and 58-1-2) from LM Light Manufacturing District with proffered conditions to RMF Residential Multi-Family District to the following property owners and adjacent property owners on June 27, 2025, in the 2:00 p.m. mail: ACOSTA LUIS A CANO ADAMCZYK MICHAEL J ADDINGTON JOHN M CANO AMANDA ADAMCZYK SHARON C ADDINGTON LINDA E 217 RUTLEDGE CIR 712 DOYLE ST 716 DOYLE ST SALEM VA 24153 SALEM VA 24153 SALEM VA 24153 ALBERT WILLIAM ANTHONY KENNETH T BARLOW CRYSTABEL-LIFE EST ATE SAU NDERS LINDSAY WINFREY ANTHONY BARBARA A PO BOX 91123 1216 NEWMAN DR 607 DOYLE ST WASHINGTON DC 20090 SALEM VA 24153 SALEM VA 24153 BAUGUS$ DAVID A BAUSERMAN LESTER ALLEN II BEAMER FAMILY OR BY-PASS BAUGUS$ LESLIE H 1062 NORTH MILL RD TRUST 1113 FOREST LAWN DR SALEM VA 24153 19 HILLMOUNT DR SALEM VA24153 SALEM VA24153 BELL GEORGE MICHAEL II BLAIR THOMAS S JR BOWER STEVEN CHARLES 1121 STOUTAMIRE DR PERDUE Kl MERL Y L BOWER REGINA B SALEM VA 24153 1217 FOREST LAWN DR 710 DOYLE ST SALEM VA 24153 SALEM VA 24153 BRAXTON LAURA MICHELLE BROOKS ANTOIWON AUSTIN BROWN JEFFERY W 1121 NEWMAN DR RANDLE AARONJATHOO BROWN DEENA W SALEM VA 24153 601 DOYLE ST 1235 FOREST LAWN DR SALEM VA 24153 SALEM VA 24153 BUSH ANGELA BUTLER GEORGE DAVID BUTLER PATRICK BUSH BRANDON BUTLER GENIE GIBSON BUTLER SUSAN 479 PARKDALE DR 721 DOYLE ST 1133 FOREST LAWN DR SALEM VA24153 SALEM VA24153 SALEM VA 24153 CANTRELL PHILLIP A II CARKIN MICHAEL E CARPENTER ERIC B CANTRELL JESSICA L CARKlN VICTORIA C CARPENTER BONNIE H 58 NEW LONDON DR 485 PARKDALE DR 1135 NEWMAN DR LYNCHBURG VA 24502-6668 SALEM VA 24153 SALEM VA 24153 CARPENTER JEREMIAH DANIEL CHANDLER BETTY S CHASE DAVID 0 CARPENTER JANIS JUSTIN A 624 NORTH MILL RD CHASE LINDA M 707 DOYLE ST SALEM VA 24153 11 COVE LOOP RD SALEM VA24153 HENDERSONVILLE NC 28739 CHRISFIELD BENJAMIN JAMES CM HOMES OF VI RGINIA LLC COCHRAN BRYAN CHRISFIELD KATHRYN LEIGH STEWART 171 FOREST DR COCHRAN NICOLE 948 NORTH MILL RD SALEM VA 24153 709 DOYLE ST SALEM VA 24153 SALEM VA 24153 COMPTON ATESHA MONTEEN CONNER JUNIOR COULTER NATHAN CLARK 718 DOYLE ST CONNER NANCY W 722 DOYLE ST SALEM VA 24153 524 DOYLE ST SALEM VA 24153 SALEM VA 24153 Page 178 of 285 Page 179 of 285 Page 180 of 285 Page 181 of 285 Page 182 of 285 Newman Drive Neighbor Notification Map Page 183 of 285 Page 184 of 285 Page 185 of 285 Page 186 of 285 Page 187 of 285 Page 188 of 285 Page 189 of 285 Page 190 of 285 Page 191 of 285 Page 192 of 285 Page 193 of 285 Page 194 of 285 Page 195 of 285 Page 196 of 285 Page 197 of 285 Page 198 of 285 Page 199 of 285 Page 200 of 285 Page 201 of 285 Page 202 of 285 AN ORDINANCE TO REZONE THE PROPERTIES LOCATED AT 1002 AND 1108 NEWMAN DRIVE (TAX MAP # 58-1-1 & 58-1-2) FROM LM LIGHT MANUFACTURING DISTRICT WITH CONDITIONS TO RMF RESIDENTIAL MULTI-FAMILY DISTRICT WITH PROFFERED CONDITIONS. WHEREAS, ABoone Real Estate, Inc., contract purchaser heretofore petitioned to rezone the properties located at 1002 and 1108 Newman Drive (Tax Map # 58-1-1 & 58-1-2) from LM Light Manufacturing District with conditions to RMF Residential Multi-Family District with proffered conditions; and WHEREAS, the proposed rezoning is in accordance with good zoning practice; and WHEREAS, the City of Salem Planning Commission recommended approval of the requested rezoning; NOW THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE CITY OF SALEM, VIRGINIA, that the zoning designation of the property located at 1102 and 1108 Newman Drive (Tax Map # 58- 1-1 & 58-1-2) be rezoned to RMF Residential Multi-Family District with the following proffers: 1. The development shall consist of townhouses only. 2. The development shall not exceed 171 townhouses. 3. All community amenities, including but not limited to walking trails or paths and playgrounds, shall be open and accessible to residents and the general public. 4. The historic railroad bridge will be protected from development and left in its “as is” condition, reasonable wear and tear from the elements to be expected. Owner shall create pedestrian access for residents and the general public to visit and view the bridge. Owner shall have no obligation to maintain the structure of the bridge itself. The map shall be changed in this respect and no other, said properties being described as follows: BEGINNING AT A POINT AT THE SOUTHERN TERMINUS OF NEWMAN DRIVE; THENCE N 86°32'24" W A DISTANCE OF 108.90' TO A POINT; THENCE S 24°35'24" E A DISTANCE OF 267.60' TO A POINT; THENCE S 45°35'24" E A DISTANCE OF 92.20' TO A POINT; THENCE N 72°56'36" E A DISTANCE OF 158.20' TO A POINT; THENCE N 62°02'36" E A DISTANCE OF 81.00' TO A POINT; THENCE S 79°12'24" E A DISTANCE OF 24.50' TO A POINT; THENCE S 40°17'24" E A DISTANCE OF 105.00' TO A POINT; THENCE S 55°47'24" E A DISTANCE OF 115.00' TO A POINT; THENCE S 11°22'36" W A DISTANCE OF 111.84' TO A POINT; THENCE S 74°19'36" W A DISTANCE OF 221.63' TO A POINT; THENCE S 68°30'36" W A DISTANCE OF 520.34' TO POINT; THENCE S 70°10'36" W A DISTANCE OF 200.70' TO A POINT; THENCE N 89°30'09" W A DISTANCE OF 121.50' TO A POINT; THENCE N 77°33'30" W A DISTANCE OF 509.24' TO A POINT; THENCE N 38°06'44" W A DISTANCE OF 413.09' TO A POINT; THENCE N 39°48'49" W A DISTANCE OF 350.00' TO A POINT; THENCE N 39°48'49" W A DISTANCE OF 150.00' TO Page 203 of 285 A POINT; THENCE N 39°48'49" W A DISTANCE OF 79.96' TO A POINT; THENCE N 68°11'11" E A DISTANCE OF 19.09' TO A POINT; THENCE N 68°11'11" E A DISTANCE OF 99.50' TO A POINT; THENCE N 68°21'11" E A DISTANCE OF 180.00' TO A POINT; THENCE N 21°48'49" W A DISTANCE OF 100.00' TO A POINT; THENCE N 68°11'11" E A DISTANCE OF 625.00' TO A POINT; THENCE S 59°00'49" E A DISTANCE OF 125.54' TO A POINT; THENCE N 68°11'11" E A DISTANCE OF 213.10' TO A POINT; THENCE N 69°16'03" E A DISTANCE OF 238.29' TO A POINT; THENCE S 22°01'49" E A DISTANCE OF 123.00' TO A POINT; THENCE S 19°20'49" E A DISTANCE OF 285.60' TO A POINT; THENCE S 28°47'49" E A DISTANCE OF 216.00' TO A POINT; THENCE S 59°14'24" E A DISTANCE OF 94.86' TO A POINT WHICH IS THE POINT OF BEGINNING, HAVING AN AREA OF 1,693,254 +/- SQUARE FEET, 38.9 +/- ACRES SITUATE IN THE CITY OF SALEM, VIRGINIA. THIS DESCRIPTION BEING COMPILED FROM RECORDS AND IS SUBJECT TO CHANGE UPON COMPLETION OF A BOUNDARY SURVEY; and All ordinances or parts of ordinances in conflict with the provisions of this ordinance be and the same are hereby repealed. This ordinance shall be in full force and effect ten (10) days after its final passage. Upon a call for an aye and a nay vote, the same stood as follows: John Saunders – H. Hunter Holliday – Byron Randolph Foley – Anne Marie Green – Renee F. Turk – Passed: Effective: /s/____ _ Mayor ATTEST: H. Robert Light Clerk of Council City of Salem, Virginia Page 204 of 285 Item #: 6.A. AT A REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SALEM, VIRGINIA HELD AT CITY HALL MEETING DATE: August 25, 2025 AGENDA ITEM: Manufacturer's Settlement - Resolution 1508 Consider adoption of Resolution 1508 approving the City's participation in the proposed settlement of opioid-related claims against Alvogen, Amneal, Apotex, Hikma, Indivior, Mylan, Sun, and Zydus, and their related corporate entities, and directing the City Attorney and/or City’s outside counsel to execute the documents necessary to effectuate the City’s participation in the settlements. SUBMITTED BY: Jim Guynn, City Attorney SUMMARY OF INFORMATION: The City of Salem has filed suit against Alyogen, Inc., Amneal,Pharmaceuticals, Inc., Apotex Corp., Hikma Pharmaceuticals USA< Inc., Indivior Inc., Mylan Pharmaceuticals Inc., Sun Pharmaceutical Industries, Inc., and Zydus Pharmaceuticals (USA) Inc., along with certain of their corporate entities for their role in the distribution, manufacture, and sale of the pharmaceutical opioid products that have fueled the opioid epidemic and harmed the City of Salem. Settlement proposals have been negotiated that will require these entities to pay approximately $720 million nationwide to resolve opioid claims against them. This action will approve the City’s participation in the proposed settlement and directs the City Attorney and/or the City’s outside counsel to execute the documents necessary to effectuate the City’s participation in the settlements, including the required release of claims against settling entities. The City’s outside opioid litigation counsel and the City Attorney recommend approval of this action. FISCAL IMPACT: The City will receive a prorated amount of the overall settlement based on the terms included. Page 205 of 285 STAFF RECOMMENDATION: Staff recommends approval for the City’s participation in the proposed settlement and directs the City Attorney and/or the City’s outside counsel to execute the documents necessary to effectuate the City’s participation in the settlements, including the required release of claims against settling entities. ATTACHMENTS: 1. Item 6A 8-25-25 Manufacturers Settlement Memo 2. Item 6A 8-25-25 Resolution 1508- Approval of Settlement with Manufacturers Page 206 of 285 Guynn Waddell — Attorneys at Law — 415 S. College Avenue, Salem VA 24153 | 540.387.2320 | www.guynnwaddell.com LEGAL MEMORANDUM ATTORNEY-CLIENT COMMUNICATION EXEMPT FROM FOIA PURSUANT TO SEC. 2.2-3705.1(2)&(3) TO: All Local Government Clients FROM: Mark C. Popovich, Esq. SUBJECT: — Alvogen, Amneal, Apotex, Hikma, Indivior, Mylan, Sun, and Zydus (collectively the “Manufacturers”) Settlement DATE: August 4, 2025 CC: Jim H. Guynn, Esq. John R. Fitzgerald, Esq. Approximately $720 million in proposed nationwide settlement agreements have been reached that would resolve opioid litigation brought by states, local political subdivisions, and special districts against eight (8) opioid manufacturers, Alvogen, Inc., Amneal Pharmaceuticals, Inc., Apotex Corp, Hikma Pharmaceuticals USA, Inc., Indivior, Inc., Mylan Pharmaceuticals, Inc., Sun Pharmaceutical Industries, Inc., and Zydus Pharmaceuticals (USA), Inc. (collectively the “Manufacturers). These settlements will provide funds to state and local governments nationwide as compensation and for abatement of the harms caused by the opioid epidemic. Additionally, the settlements will offer injunctive relief governing opioid marketing, sale, distribution, and/or distribution practices and require the Manufacturers to implement safeguards to prevent diversion of prescription opioids. Virginia Attorney General Jason Miyares, along with the attorneys general of California, Colorado, Illinois, New York, North Carolina, Oregon, Tennessee, and Utah, negotiated and approved the Manufacturer settlements. The settlements are now proceeding to the locality approval phase. You, along with other affected Virginia political subdivisions, should have received formal notice from the National Opioids Settlement Implementation Administrator informing you of the eight settlements of the Manufacturers. The notice contained a unique Subdivision Identification Number and information about participation in the settlements. Specifically, the notice indicates that you will receive another document and instructions with information regarding the required Participation Form that will be transmitted via DocuSign. Please do not execute the form documents as your outside attorneys will handle those on your behalf. We need for you to present the Manufacturers’ settlements to your governing bodies to obtain approval from your Board/Council to accept the settlements and agree to release claims against the Manufacturers. Attached please find a draft Resolution in Word format for the Manufacturers settlements. It is recommended that your local governing body take action to approve the settlements and agree to release its claims against the Manufacturers as expeditiously as possible, hopefully at your Board/Council meeting in August 2025. Page 207 of 285 The deadline to participate in the Manufacturers settlements is October 8, 2025. To streamline this process and navigate the DocuSign logistics of participation on your governing body’s behalf, we ask that you send an email, along with the approved resolution, to Mark Popovich (MarkP@guynnwaddell.com) no later than September 16, 2025. Once confirmation that your governing body has agreed to participate is received, we will pass that information along to your outside attorneys who will execute and return the Participation Form to the Implementation Administrator (Rubris) on your behalf. Settlement Summary The settlement terms are complex, but the most salient terms are as follows: e Five of the Manufacturers will pay their maximum remediation payment amounts to the states and localities in one settlement payment as follows: Alvogen $18,680,161.67 Apotex $63,682,369.00 Hikma $95,818,293.00 Sun $30,992,087.00 Zydus $14,859,219.51 e The other three Manufacturers will pay their maximum remediation payment amounts to the states and localities in annual installments as follows: Amneal $71,751,010.00 over 10 years Indivior $38,022,450.00 over 4 years Mylan $284,447,916.00 over 9 years e Each state's share of the total value of the settlement is calculated as a percentage of the national total pursuant to a schedule attached to the settlement agreements. Virginia’s share for each of these settlements is 2.2801150757%. An individual state’s share of the total value of the settlement will not increase or decrease because one or more other states do not participate in the settlement. Therefore, Virginia’s ability to maximize its recovery under the settlement is dependent upon participation rates of Virginia political subdivisions, not the participation rates of other states. e As with past settlements, the funds that flow to Virginia will be allocated and distributed pursuant to the terms of the Virginia Opioid Abatement Fund and Settlement Allocation Memorandum of Understanding (“MOU”) that was executed in 2021. e Participation in the Manufacturers settlement will require a release of claims, and maximization of the value of the settlement in Virginia will require releases by litigating and non-litigating cities and counties, as well as certain sizeable towns, school districts and hospital authorities. Should localities participate in sufficient numbers, Virginia’s maximum share of payments from the eight Manufacturers settlements will be approximately $16.4 million. Please note that this total number is an estimate from which actual payments may deviate significantly. Pursuant to Virginia’s MOU, $6.273 million will be allocated directly to participating cities and counties over the lifespan of the settlement payments. To calculate your locality’s approximate share, multiple $6.273 million by your locality’s percentage share under the MOU Exhibit A. Page 2 of 2 Page 208 of 285 Table 1: Opioid Settlement Allocations to Counties and Independent Cities Location % Location % Location % Accomack 0.348% Franklin City 0.079% Norton City 0.110% Albemarle 0.863% Frederick 1.277% Nottoway 0.133% Alexandria City 1.162% Fredericksburg City 0.524% Orange 0.638% Alleghany 0.213% Galax City 0.139% Page 0.410% Amelia 0.100% Giles 0.409% Patrick 0.329% Amherst 0.299% Gloucester 0.424% Petersburg City 0.395% Appomattox 0.133% Goochland 0.225% Pittsylvania 0.750% Arlington 1.378% Grayson 0.224% Poquoson City 0.186% Augusta 0.835% Greene 0.178% Portsmouth City 1.937% Bath 0.037% Greenaville 0.124% Powhatan 0.262% Bedford 0.777% Halifax 0.363% Prince Edward 0.190% Bland 0.147% Hampton City 1.538% Prince George 0.351% Botetourt 0.362% Hanover 1.079% Prince William 3.656% Bristol City 0.434% Harrisonburg City 0.523% Pulaski 1.061% Brunswick 0.107% Henrico 4.473% Radford City 0.247% Buchanan 0.929% Henry 1.220% Rappahannock 0.091% Buckingham 0.127% Highland 0.023% Richmond 0.084% Buena Vista City 0.078% Hopewell City 0.344% Richmond City 4,225% Campbell 0.456% Isle of Wight 0.356% Roanoke 1.498% Caroline 0.318% James City 0.612% Roanoke City 1.859% Carroll 0.440% King George 0.306% Rockbridge 0.285% Charles City 0.073% King William 0.178% Rockingham 0.614% Charlotte 0.138% King and Queen 0.072% Ruseell 1.064% Charlottesville City 0.468% Lancaster 0.135% Salem City 0.786% Chesapeake City 2.912% Lee 0.556% Scott 0.421% Chesterfield 4.088% Lexington City 0.093% Shenandoah 0.660% Clarke 0.125% Loudoun 2.567% Smyth 0.592% Colonial Heights City 0.283% Louisa 0.449% Southampton 0.137% Covington City 0.100% Lunenburg 0.088% Spotsylvania 1.417% Craig 0.070% Lynchburg City 0.816% Stafford 1.443% Culpeper 0.790% Madison 0.163% Staunton City 0.440% Cumberland 0.100% Manaasas City 0.452% Suffolk City 0.710% Danville City 0.637% Manassas Park City 0.095% Surry 0.068% Dickenson 0.948% Martinsville City 0.494% Sussex 0.081% Dinwiddie 0.196% Mathewa 0.088% Tazewell 1.606% Emporia City 0.050% Mecklenburg 0.344% Virginia Beach City 4.859% Essex 0.101% Middlesex 0.108% Warren 0.766% Fairfax 8.672% Montgomery 1.205% Washington 0.996% Page 209 of 285 Fairfax City 0.269% Nelson 0.147% Waynesboro City 0.863% Falle Church City 0.102% New Kent 0.156% Westmoreland 0.223% Fauquier 1.210% Newport News City 2.047% Williameburg City 0.086% Floyd 0.182% Norfolk City 3.388% Winchester City 0.649% Fluvanna 0.194% Northampton 0.122% Wise 1.756% Franklin 0.954% Northumberland 0.129% Wythe 0.642% York 0.561% Page 210 of 285 IN THE COUNCIL OF THE CITY OF SALEM, VIRGINIA, AUGUST 25, 2025: RESOLUTION 1508 A RESOLUTION OF THE SALEM CITY COUNCIL APPROVING OF THE CITY’S PARTICIPATION IN THE PROPOSED SETTLEMENTS OF OPIOID-RELATED CLAIMS AGAINST ALVOGEN, AMNEAL, APOTEX, HIKMA, INDIVIOR, MYLAN, SUN, AND ZYDUS AND THEIR RELATED CORPORATE ENTITIES, AND DIRECTING THE CITY ATTORNEY AND/OR THE CITY’S OUTSIDE COUNSEL TO EXECUTE THE DOCUMENTS NECESSARY TO EFFECTUATE THE CITY’S PARTICIPATION IN THE SETTLEMENTS WHEREAS, the opioid epidemic that has cost thousands of human lives across the country also impacts the City of Salem by adversely impacting the delivery of emergency medical, law enforcement, criminal justice, mental health and substance abuse services, and other services by the City of Salem’s various departments and agencies; and WHEREAS, the City of Salem has been required and will continue to be required to allocate substantial taxpayer dollars, resources, staff energy and time to address the damage the opioid epidemic has caused and continues to cause the citizens of the City of Salem; and WHEREAS, eight settlement proposals have been negotiated that will cause eight opioids manufacturers, Alvogen, Inc., Amneal Pharmaceuticals, Inc., Apotex Corp, Hikma Pharmaceuticals USA, Inc., Indivior Inc., Mylan Pharmaceuticals Inc, Sun Pharmaceutical Industries, Inc., and Zydus Pharmaceuticals (USA) Inc. (collectively the “Manufacturers”) to pay approximately $720 million nationwide to resolve opioid-related claims against it; and WHEREAS, the City of Salem has filed suit against certain of the manufacturers and their related corporate entities for their role in the distribution, manufacture, and sale of the pharmaceutical opioid products that have fueled the opioid epidemic that has harmed the City of Salem; and WHEREAS, the City’s suit seeks recovery of the public funds previously expended and to be expended in the future to abate the consequences and harms of the opioid epidemic; and WHEREAS, the City has approved and adopted the Virginia Opioid Abatement Fund and Settlement Allocation Memorandum of Understanding (the “Virginia MOU”), and affirms that these pending settlements with the Manufacturers shall be considered a “Settlement” that is subject to the Virginia MOU, and shall be administered and allocated in the same manner as the opioid settlements entered into previously with the Distributors, Janssen, Teva, Allergan, Walmart, CVS, Walgreens, and Kroger; and WHEREAS, the City’s outside opioid litigation counsel has recommended that the City participate in the eight settlements in order to recover its share of the funds that the Manufacturers settlements would provide; and Page 211 of 285 WHEREAS, the City Attorney has reviewed the available information about the proposed settlements and concurs with the recommendation of outside counsel; and NOW THEREFORE BE IT RESOLVED that the Salem City Council, this _25th_ day of _August__, 2025, approves of the City’s participation in the proposed settlements of opioid-related claims against the Manufacturers and their related corporate entities, and directs the City Attorney and/or the City’s outside counsel to execute the documents necessary to effectuate the City’s participation in the settlements, including the required release of claims against the Manufacturers. Upon a call for an aye and a nay vote, the same stood as follows: John Saunders - H. Hunter Holliday – Byron Randolph Foley – Anne Marie Green – Renee F. Turk – Passed: Effective: ATTEST: _________________ H. Robert Light Clerk of Council City of Salem, Virginia Page 212 of 285 Item #: 6.B. AT A REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SALEM, VIRGINIA HELD AT CITY HALL MEETING DATE: August 25, 2025 AGENDA ITEM: Purdue Pharma Bankruptcy Settlement - Resolution 1509 Adopt Resolution 1509 accepting the Purdue Pharma Bankruptcy Plan and approving the City's participation in the proposed direct settlement of opioid-related claims against the Sackler family, and directing the City's outside counsel to execute the documents necessary to accept the plan and effectuate the City's participation in the settlement. SUBMITTED BY: Jim Guynn, City Attorney SUMMARY OF INFORMATION: The City of Salem has filed suit against Purdue Pharma and the Sackler family for their role in the distribution, manufacture, and sale of the pharmaceutical opioid products that have fueled the opioid epidemic that has harmed the City of Salem. A settlement proposal has been negotiated that will cause the Sackler family, the owners of the Purdue Pharma family of companies, to pay an aggregate of $6.5 billion dollars nationwide to resolve opioid-related claims against them and resolve Purdue Pharma's bankruptcy. This action will accept the Purdue Pharma bankruptcy plan and approve of the City's participation in the proposed settlement of opioid-related claims against the Sackler family and directs the City's outside counsel to execute the documents necessary to effectuate the City's participation in the settlement, including the required release of claims against the Sackler family, and accept the bankruptcy plan. The City's outside counsel recommends the approval of this action. FISCAL IMPACT: The City will recover its share of the funds that the settlement would provide. STAFF RECOMMENDATION: Page 213 of 285 Staff recommends approval for the City's acceptance of the Purdue Pharma bankruptcy plan and for the City's participation in the proposed settlement and directs the City's outside counsel to execute the documents necessary to effectuate the City's participation in the settlement, including the required release of claims against the Sackler family, and accept the bankruptcy plan. ATTACHMENTS: 1. Item 6B 8-25-25 Purdue Pharma Bankruptcy Settlement Memo with Exhibit 2. Item 6B 8-25-25 Resolution 1509- Approval of Plan and Settlement with Purdue Sackler Page 214 of 285 Guynn Waddell — Attorneys at Law — 415 S. College Avenue, Salem VA 24153 | 540.387.2320 | www.guynnwaddell.com LEGAL MEMORANDUM ATTORNEY-CLIENT COMMUNICATION EXEMPT FROM FOIA PURSUANT TO SEC. 2.2-3705.1(2)8:(3) TO: All Local Government Clients FROM: Mark C. Popovich, Esq. SUBJECT: — Purdue Pharma Opioid Litigation Settlement DATE: August 4, 2025 CC: Jim H. Guynn, Esq. John R. Fitzgerald, Esq. As you may recall, Purdue Pharma and its affiliates filed for bankruptcy protection in 2019 to address its debt and settle lawsuits related to its role in the opioid epidemic. After years of negotiations, a new settlement has been put forth to resolve the bankruptcy and settle pending claims. Below is a summary of the settlement and an outline of the recommendations provided by our outside attorneys related to two participation steps that need to occur in the months ahead. The settlement is to be implemented through two primary means: a plan of reorganization (the “Plan”), which paves the way for Purdue’s emergence from Chapter 11 Bankruptcy by providing for payments of all of Purdue’s creditors, and a Governmental Entities Settlement Agreement (the “GESA”), which provides the specifics of the Direct Settlement between the Sacklers, the settling states, and the participating localities. Your locality filed a proof of claim in the bankruptcy and is thus entitled to vote on whether the bankruptcy court should accept or reject the new Plan that has been put forward. Once enough localities have voted, a confirmation hearing to finalize the Plan will be held, most likely in November 2025. Your locality can additionally choose to release direct claims against the Sacklers in exchange for monetary benefit through participation in the Direct Settlement. Our outside attorneys are recommending that you obtain you respective Board or Council’s authorization to accept the Plan and participate in the Direct Settlement no later than September 23, 2025. Bankruptcy Settlement Summary Under the Settlement, the Sackler family will pay up to $6.5 billion in sixteen payments over fifteen years, including $1.5 billion on the settlement’s effective date (expected to be in the first quarter of 2026). These amounts are in addition to amounts available from the Purdue estate. The Plan contemplates that Purdue Pharma will dissolve, and its businesses will be transferred to a newly created company that will be required to deploy all assets to address the opioid crisis. Payment to local governments will occur through two mechanisms under the Settlement: Estate Distributions, which include Sackler Estate settlement payments, money held by Purdue Page 215 of 285 on the effective date, and distributed by the post-bankruptcy business and any third-party recoveries, and Direct Settlement funds, issued in exchange for release of claims against the Sackler family through the GESA. Funds allocated to non-federal local government entities may constitute up to $4.5 billion in Estate Distributions and Direct Settlement funds. All distributed funds would be restricted to opioid abatement. As in past settlements, each state’s share of the total value of the Settlement is calculated as a percentage of the national total. Additionally, the more local governments that participate in the Direct Settlement, the more money flows to its state and that state’s localities. Should localities participate in sufficient numbers, Virginia’s maximum share of payments totaled over fifteen years from the full Settlement will be approximately $104 million. This includes both Estate Distributions and Direct Settlement funds. Please note that this total number is an estimate from which actual payments may deviate significantly. The money that Virginia recovers from the Settlement will be distributed pursuant to the terms of the Virginia MOU. Should the maximum portion be paid out, approximately $39.7 million will be allocated directly to participating cities and counties in Virginia over the lifespan of the Settlement payments. To calculate your locality’s approximate share over the course of the fifteen years of payments, multiple $39.7 million by your locality’s percentage share under the MOU Exhibit A (attached hereto as Exhibit A). As you know, a large portion of the remaining Virginia funds will be available to localities via the Virginia Opioid Abatement Authority. Recommendation Your locality is eligible to vote to accept or reject the Plan. Your outside attorneys in the national prescription opiate litigation will be responsible for submitting a Master Ballot communicating you locality’s vote to the Solicitation Agent managing the voting. You are encouraged to arrange for your Board or Council to meeting in August or, at the latest, September 2025 to vote to accept the Plan. It is recommended that you accept the Plan. A draft resolution to accept the Plan is attached to this memorandum. In order for us to submit your locality’s vote on the Plan in advance of the national deadline, we ask that you email us authorizing your locality’s vote by September 16, 2025 so that I may pass your vote along to our outside attorneys for submission. It is further recommended that you voluntarily release your claims against the Sacklers under the Direct Settlement. Failure to voluntarily release your claim will result in your locality not being entitled to receive distribution of Direct Settlement funds. Conclusion Please ensure your locality authorizes acceptance of the Plan and voluntarily release its claim against the Sacklers under the Direct Settlement by having your Board or Council adopt the attached form resolution and have it returned to me no later than September 16, 2025. Page 2 of 2 Page 216 of 285 Exhibit A Page 217 of 285 Table 1: Opioid Settlement Allocations to Counties and Independent Cities Location % Location % Location % Accomack 0.848% Franklin City 0.079% Norton City 0.110% Albemarle 0.863% Frederick 1.277% Nottoway 0.133% Alexandria City 1.162% Fredericksburg City 0.524% Orange 0.638% Alleghany 0.213% Galax City 0.139% Page 0.410% Amelia 0.100% Giles 0.409% Patrick 0.329% Amherst 0.299% Gloucester 0.424% Petersburg City 0.395% Appomattox 0.133% Goochland 0.225% Pittsylvania 0.750% Arlington 1.378% Grayson 0.224% Poquoson City 0.186% Augusta 0.835% Greene 0.178% Portsmouth City 1.937% Bath 0,037% Greenaville 0.124% Powhatan 0.262% Bedford 0.777% Halifax 0.353% Prince Edward 0.190% Bland 0.147% Hampton City 1.538% Prince George 0.351% Botetourt 0.362% Hanover 1.079% Prince William 3.556% Bristol City 0.434% Harrisonburg City 0.523% Pulaski 1.061% Brunswick 0.107% Henrico 4.473% Radford City 0.247% Buchanan 0.929% Henry 1.220% Rappahannock 0.091% Buckingham 0.127% Highland 0.023% Richmond 0.084% Buena Vista City 0.078% Hopewell City 0.344% Richmond City 4,225% Campbell 0.466% Isle of Wight 0.366% Roanoke 1.498% Caroline 0.318% James City 0.612% Roanoke City 1.859% Carroll 0.440% King George 0.306% Rockbridge 0.235% Charles City 0.073% King William 0.178% Rockingham 0.614% Charlotte 0.138% King and Queen 0.072% Russell 1.064% Charlottesville City 0.468% Lancaster 0.185% Salem City 0.786% Chesapeake City 2.912% Lee 0.556% Scott 0.421% Chesterfield 4.088% Lexington City 0.093% Shenandoah 0.660% Clarke 0.125% Loudoun 2.567% Smyth 0.592% Colonial Heights City 0.283% Louisa 0.449% Southampton 0.137% Covington City 0.100% Lunenburg 0.088% Spotsylvania 1.417% Craig 0.070% Lynchburg City 0.816% Stafford 1.448% Culpeper 0.790% Madison 0.163% Staunton City 0.440% Cumberland 0.100% Manassas City 0.452% Suffolk City 0.710% Danville City 0.637% Manassas Park City 0.095% Surry 0.068% Dickenson 0.948% Martinsville City 0.494% Sussex 0.081% Dinwiddie 0.196% Mathews 0.088% Tazewell 1.606% Emporia City 0.060% Mecklenburg 0.344% Virginia Beach City 4.859% Essex 0.101% Middlesex 0.108% Warren 0.766% Fairfax 8.672% Montgomery 1.205% Washington 0.996% Page 218 of 285 Fairfax City 0.269% Nelson 0.147% Waynesboro City 0.363% Falls Church City 0.102% New Kent 0.156% Westmoreland 0.223% Fauquier 1.210% Newport News City 2.047% Williamsburg City 0.086% Floyd 0.182% Norfolk City 3.888% Winchester City 0.649% Fluvanna 0.194% Northampton 0.122% Wise 1.756% Franklin 0.954% Northumberland 0.129% Wythe 0.642% York 0.661% Page 219 of 285 IN THE COUNCIL OF THE CITY OF SALEM, VIRGINIA, AUGUST 25, 2025: RESOLUTION 1509 A RESOLUTION OF THE SALEM CITY COUNCIL ACCEPTING THE PURDUE PHARMA BANKRUPTCY PLAN AND APPROVING OF THE CITY’S PARTICIPATION IN THE PROPOSED DIRECT SETTLEMENT OF OPIOID- RELATED CLAIMS AGAINST THE SACKLER FAMILY, AND DIRECTING THE CITY’S OUTSIDE COUNSEL TO EXECUTE THE DOCUMENTS NECESSARY TO ACCEPT THE PLAN AND EFFECTUATE THE CITY’S PARTICIPATION IN THE SETTLEMENT WHEREAS, the opioid epidemic that has cost thousands of human lives across the country also impacts the City of Salem by adversely impacting the delivery of emergency medical, law enforcement, criminal justice, mental health and substance abuse services, and other services by The City of Salem’s various departments and agencies; and WHEREAS, the City of Salem has been required and will continue to be required to allocate substantial taxpayer dollars, resources, staff energy and time to address the damage the opioid epidemic has caused and continues to cause the citizens of the City of Salem; and WHEREAS, a settlement proposal has been negotiated that will cause the Sackler family, the owners of the Purdue Pharma family of companies, to pay an aggregate of $6.5 billion dollars nationwide to resolve opioid-related claims against them and resolve Purdue Pharma’s bankruptcy; and WHEREAS, the City of Salem has filed suit against Purdue Pharma and the Sackler family for their role in the distribution, manufacture, and sale of the pharmaceutical opioid products that have fueled the opioid epidemic that has harmed the City of Salem; and WHEREAS, the City’s suit seeks recovery of the public funds previously expended and to be expended in the future to abate the consequences and harms of the opioid epidemic; and WHEREAS; the City submitted a proof of claim in the bankruptcy and is thus entitled to vote on whether the bankruptcy court should accept or reject the associated bankruptcy plan; WHEREAS, the City has approved and adopted the Virginia Opioid Abatement Fund and Settlement Allocation Memorandum of Understanding (the “Virginia MOU”), and affirms that this pending settlement with the Sackler family shall be considered a “Settlement” that is subject to the Virginia MOU, and shall be administered and allocated in the same manner as the opioid settlements entered into previously with the Distributors, Janssen, Teva, Allergan, Walmart, CVS, Walgreens, and Kroger; and Page 220 of 285 WHEREAS, the City’s outside counsel has reviewed the available information about the proposed settlement with the Sackler family and the Purdue Pharma bankruptcy plan and has recommended that the City accept the bankruptcy plan and participate in the settlement, in order to recover its share of the funds that the settlement would provide; NOW THEREFORE BE IT RESOLVED that the Salem City Council, this 25th day of August , 2025, accepts the Purdue Pharma bankruptcy plan and approves of the City’s participation in the proposed settlement of opioid-related claims against the Sackler family, and directs the City’s outside counsel to execute the documents necessary to effectuate the City’s participation in the settlement, including the required release of claims against the Sackler family, and accept the bankruptcy plan. Upon a call for an aye and a nay vote, the same stood as follows: John Saunders - H. Hunter Holliday – Byron Randolph Foley – Anne Marie Green – Renee F. Turk – Passed: Effective: ATTEST: _________________ H. Robert Light Clerk of Council City of Salem, Virginia Page 221 of 285 Item #: 6.C. AT A REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SALEM, VIRGINIA HELD AT CITY HALL MEETING DATE: August 25, 2025 AGENDA ITEM: Resolution 1510 - Transporation Alternatives and Revenue Sharing Funding Consider adoption of Resolution 1510 in support of Transportation Alternatives and Revenue Sharing Funding Applications. SUBMITTED BY: Will Simpson, Assistant Director Community Development/City Engineer SUMMARY OF INFORMATION: The City of Salem intends to apply for Transportation Alternatives (TA) and Revenue Sharing (RS) funding for the West Roanoke River Greenway (WRRG) project. The WRRG project is an unfunded portion of the greenway that is the final piece of greenway in the City that still needs funding. This project is located between the parking lot on W Riverside Drive and Mill Lane. It will consist of constructing a 10’ wide multi-use greenway trail, along with minor improvements to the roadway intersection at Mill Lane and W Riverside Drive. These improvements include slip lanes for turning movements onto and off of W Riverside Drive. FISCAL IMPACT: TA funds are 80% federal grant money with 20% local match required. RS funds are 50% state money and 50% local match required. Exact cost to the City for local match will be dependent on the funding awarded for each type of grant. STAFF RECOMMENDATION: Staff recommends that the Council approve this resolution of support. ATTACHMENTS: 1. Item 6C 8-25-25 Resolution 1510 TAP_ResolutionOfSupport_August2025 Page 222 of 285 IN THE COUNCIL OF THE CITY OF SALEM, VIRGINIA, AUGUST 25, 2025: City of Salem hereby grants its support for this project and grants authority for the City Manager and/or his/her designees to apply for funds and execute project administration agreements, as well as other documents necessary for approved projects. Page 223 of 285 Item #: 6.D. AT A REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SALEM, VIRGINIA HELD AT CITY HALL MEETING DATE: August 25, 2025 AGENDA ITEM: Performance Agreements - Lake Region Medical, Inc. Consider request authorizing the City Manager to finalize and execute a Virginia Commonwealth's Development Opportunity Fund performance agreement between Lake Region Medical, Inc. (a wholly owned subsidiary of Integer Holdings Corporation), the City of Salem, the Commonwealth of Virginia Economic Development Partnership, and the Economic Development Authority of the City of Salem; and authorizing the City Manager to finalize and execute a local performance agreement between Lake Region Medical, Inc., the City of Salem, and the Economic Development Authority of the City of Salem. SUBMITTED BY: Tommy Miller, Director of Economic Development SUMMARY OF INFORMATION: The Commonwealth of Virginia is providing a grant of $350,000 through a Commonwealth's Development Opportunity Fund (COF) performance agreement which the City of Salem is required to match. The City of Salem’s matching grant and local performance agreement will result in the Economic Development Authority of the City of Salem providing a local incentive grant to Lake Region Medical, Inc. with the matching value of $350,000. The local grant will be in the value of a $330,000 machine & tool tax grant and convey approximately 0.6 acres of city property valued at $20,000. Lake Region Medical has committed to investing at least $55,500,000 in new taxable machinery and tools and construction of new taxable real property at locations on St. Johns Rd and S. Yorkshire St. In addition, the company will create 83 new jobs with an average annual wage of over $63,000. The City Attorney has approved both the Commonwealth's Development Opportunity Fund and local performance agreements as to form. Page 224 of 285 FISCAL IMPACT: STAFF RECOMMENDATION: Staff recommends Council authorize the City Manager to finalize and execute both the Commonwealth's Development Opportunity Fund and local performance agreements. ATTACHMENTS: 1. Item 6D 8-25-25 Salem - Econ Devt - Integer - Combined Final 2. Item 6D 8-25-25 Integer COF Performance Agreement FINAL Page 225 of 285 Page 1 of 12 PERFORMANCE AGREEMENT This PERFORMANCE AGREEMENT (the “Agreement”) is made and entered into as of the ____ day of __________________, 2025, by and among the CITY OF SALEM, VIRGINIA (the “City”), a municipal corporation of the Commonwealth of Virginia, the ECONOMIC DEVELOPMENT AUTHORITY OF THE CITY OF SALEM, VIRGINIA (the “Authority”), a political subdivision of the Commonwealth of Virginia, and LAKE REGION MEDICAL, INC. (the “Company”), a wholly owned subsidiary of INTEGER HOLDINGS CORPORATION and a Maryland Corporation authorized to do business in Virginia, any two or more of which may be referred to as “Parties.” RECITALS WHEREAS, the Company operates manufacturing facilities located at 200 South Yorkshire Street, identified as Tax Parcel 246-1-1.3 in the records of the City Assessor, and 235 South Yorkshire Street, identified as Tax Parcel 246-1-1.1 in the records of the City Assessor (together, the “Existing Facility”), at which it will make a capital investment consisting of taxable machinery and tools; WHEREAS, the Company plans to lease 744 Electric Road, identified as Tax Parcel 155- 2-2.2 in the records of the City Assessor (the “New Facility”), construct improvements thereon, and make a capital investment consisting of those improvements and taxable machinery and tools; WHEREAS, the Company’s capital investments for the acquisition, equipping, and improvement of the Existing Facility and the New Facility will constitute a total capital expenditure of at least $55,500,000, of which the Company will invest approximately $41,200,000 in new taxable machinery and tools and approximately $14,300,000 in the acquisition of the New Facility and improvement of the Existing Facility and the New Facility; WHEREAS, the Company’s acquisition, equipping, improvement, and operation of the Existing Facility and the New Facility will entail the creation and maintenance of 83 new jobs at the Existing Facility and the New Facility; WHEREAS, the City and the Authority have determined that the Company’s acquisition, equipping, improvement, and operation of the Existing Facility and the New Facility will promote economic development, generate additional revenue, and provide employment opportunities; WHEREAS, the stimulation of additional tax revenue and economic activity to be generated by the capital investment, as this Agreement defines such capital investment, and new jobs constitute a valid public purpose for the expenditure of public funds; and WHEREAS, section 15.2-953 of the Code of Virginia authorizes the City and section 15.2- 4905 authorizes the Authority to perform the activities that this Agreement contemplates; WHEREAS, this Agreement sets forth the understanding of the Parties concerning the payment of a machinery and tools grant to the Company and the conveyance of certain City-owned Page 226 of 285 Page 2 of 12 real estate to a lessor of the Company for the Company’s benefit as the local match for a grant from the Commonwealth’s Development Opportunity Fund. NOW, THEREFORE, in consideration of the foregoing, the mutual benefits, promises, and undertakings of the Parties, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1.0 Definitions and Interpretation. 1.1 Previously Defined Terms. The terms “Agreement,” “Authority,” “City,” “Company,” “Existing Facility,” “New Facility,” and “Parties” have the meanings ascribed to them in this Agreement’s preamble and recitals. 1.2 Additional Definitions. The following terms have the following meanings for purposes of this Agreement: 1.2.1 Capital Investment. “Capital Investment” means capital expenditures by or on behalf of the Company that result in an increase in the City’s tax receipts from real estate, tangible personal property, or both, at the Existing Facility and the New Facility after October 1, 2024. Expenditures for the purchase or lease of machinery and tools, furniture or fixtures, and business personal property, including, for any of them, those acquired under an operating lease, as well as for the acquisition and construction, either or both, of improvements and upfit on real property, qualify as part of the Capital Investment. 1.2.2 Capital Investment Target. “Capital Investment Target” means a Capital Investment of not less than $55,500,000. 1.2.3 City Conveyance Land. “City Conveyance Land” means an approximately 0.5190-acre portion of the City-owned real property identified as Tax Parcel 246-1-1.6 in the records of the City Assessor, generally as shown on a plat entitled “Plat of Partial Field Survey and Records Showing the Lot Line Vacation & Boundary Line Adjustment of Tax #246-1-1.3, Lot 3A - Apperson Industrial Park, Slide 153, P.B. 7, PG. 56, 3.0785 AC. (134,099 S.F.), Property of Image, L.C., D.B. 339, PG. 782, and Tax #246-1-1.6, Lot 6A – Apperson Industrial Park, Slide 153, P.B. 7, PG. 56, 8.1580 AC. (355,361 S.F.), Property of City of Salem, Virginia, D.V. 198, PG. 152, Creating Hereon New Lot 3A-1 (3.5975AC.) & Lot 6A-1 (7.6390 AC.), Situated at #200 S. Yorkshire Street, City of Salem, Virginia,” prepared by Lumsden Associates, P. C., and dated December 23, 2024, a copy of which is attached to this Agreement as Exhibit A. 1.2.4 Performance Date. “Performance Date” means March 31, 2030. 1.3 Computation of Time. A. When this Agreement requires that an act be performed a prescribed amount of time before an event, the day of such event will not be counted against the time allowed, but the day on which such act is performed will be counted as part of the time. When this Page 227 of 285 Page 3 of 12 Agreement requires that an act be performed within a prescribed amount of time after an event, the day on which the event occurred will not be counted against the time allowed. B. When this Agreement requires, either by specification of a date or by a prescribed period of time, that an act be performed on a Saturday, Sunday, or legal holiday or on any day or part of a day on which the government office where the act to be performed is closed, the act may be performed on the next day that is not a Saturday, Sunday, legal holiday, or day on which the government office is closed. 2.0 Capital Investment Target. The Company shall meet the Capital Investment Target as of the Performance Date. 3.0 Incentives. The Authority and the City intend that the machinery and tools grant, with a total value of $330,000, described in section 3.1 and the conveyance of the City Conveyance Land, with a value of $20,000, described in section 3.2 constitute the City’s local match of $350,000 for a Commonwealth’s Development Opportunity Fund grant of $350,000. The Company agrees that the incentives described in this section 3.0 have a total value of $350,000. 3.1 Machinery and Tools Grant. 3.1.1 Grant Amount. A. The Authority will pay the machinery and tools grant to the Company if the Company meets the eligibility requirements set forth in section 3.1.2 for the purpose of offsetting increased machinery and tools taxes paid by the Company as a result of the Capital Investment. B. The Authority will pay the machinery and tools grant in annual installments. The amount of each installment will equal the amount of the increase in revenue to the City due to machinery and tools tax receipts resulting from the Capital Investment for the year for which the Authority pays the installment until the total amount the Authority has paid to the Company reaches $330,000. Under no circumstances will the total the Authority pays to the Company exceed $330,000. C. Under no circumstances will the machinery and tools grant be a general obligation of the Authority. The obligations of the Authority are limited solely to funds received from the City pursuant to this Agreement. 3.1.2 Company’s Eligibility for Grant. The Company must comply with all of the following eligibility requirements to be eligible to receive the machinery and tools grant: A. The Company shall make the Capital Investment by the Performance Date. Page 228 of 285 Page 4 of 12 B. The Company shall ensure that all taxes properly assessed and levied by the City against the Existing Facility, the New Facility, and any tangible personal property, including, but not limited to, machinery and tools, of the Company are paid in full when required. C. The Company shall comply with the provisions of any laws or regulations enacted or otherwise made effective by any federal, state, or local governmental entity which might apply to the performance of this Agreement, obtain all necessary licenses and permits thereunder, and pay when required all taxes or other charges properly assessed against the Company thereunder. D. The Company’s representations under section 5.0 must remain true. E. The Company shall not be in default under subsections (A), (B), (C), or any of them of section 6.1. If the Company fails to meet any of these eligibility requirements, then the Company will be ineligible to receive further machinery and tools grant installments. 3.1.3 Request for Payment of Grant. A. Beginning in the year in which the Capital Investment results in an increase in revenue to the City of at least $66,000 in machinery and tools tax receipts, the Company is entitled to request the initial installment of the machinery and tools grant upon the Company’s payment of machinery and tools taxes assessed against the machinery and tools put into service as a result of the Capital Investment. The Company shall make this request on a form attached to this Agreement as Exhibit B and include therewith any information required pursuant to section 3.1.4. The Company shall submit this request to both the Authority and the City no later than September 30 in the year following the year in which the Company paid the aforementioned machinery and tools taxes. The Company shall follow the same process in submitting its subsequent requests for the subsequent years for which it pays machinery and tools taxes assessed against the machinery and tools put into service as a result of the Capital Investment. B. Upon receipt of the request, the Authority will review the request for compliance with the requirements of this Agreement, including, but not limited to, sections 3.1.2 and 3.1.4. The Authority may disapprove a request which does not comply fully with the requirements of this Agreement and may require the Company to submit a revised request. In this event, the Authority shall provide notice to the Company stating the basis for disapproval, stating any defect in the request, and specifying the required additional information. The Company shall submit the revised request within 30 days of receipt of the notice of disapproval. 3.1.4 Verification of Reports. The Company hereby waives its protections under section 58.1- 3 of the Code of Virginia and authorizes the Commissioner of the Revenue for the City of Page 229 of 285 Page 5 of 12 Salem, Virginia, and the Treasurer for the City of Salem, Virginia, to disclose tax information for the sole purpose of verifying the Capital Investment and the payment of taxes. 3.1.5 Disbursement of Grant. Within 15 days after verification and approval of a request by the Company for payment of an installment of the machinery and tools grant and subject to the availability of funds, the Authority shall pay the installment, calculated pursuant to section 3.1.1(B), to the Company. 3.1.6 Termination of Grant. A. In the event (i) the Company fails to submit a request for payment of an installment of the machinery and tools grant as and when section 3.1.3 requires or (ii) the Authority does not approve a request, and the Company fails to submit a revised request that complies with all of the requirements of this Agreement as and when section 3.1.3 requires, then all obligations of the Authority and the City pursuant to this Agreement will terminate and neither the City nor the Authority will have any obligation to fund, disburse, or provide any outstanding part of the total machinery and tools grant amount to the Company. B. If the Company fails to meet the Capital Investment Target as of the Performance Date, then at the Authority’s option, (i) the Authority may extend the Performance Date with the approval of the City or (ii) the Authority may provide notice to the Company that section 6.2 of this Agreement will apply immediately. 3.2 Conveyance of City Conveyance Land. The City values the City Conveyance Land at $20,000, and the Parties hereby agree on this value for the City Conveyance Land. The City will convey, by quitclaim deed, the City Conveyance Land to Image, L.C., a Virginia corporation and the owner of 200 South Yorkshire Street, identified as Tax Parcel 246-1- 1.3 in the records of the City Assessor, for the benefit of the Company and at no cost to Image, L.C. or the Company. The Company agrees that the conveyance of the City Conveyance Land to Image, L.C. will benefit the Company. 4.0 Administration of Agreement. 4.1 Transfer of Funds. The City shall transfer to the Authority the funds necessary for the Authority to meet its obligations when needed under this Agreement relating to the machinery and tools grant. The City will pay no administrative fees or expenses to the Authority in relation to this Agreement. 4.2 Obligations Contingent upon Funding Availability. The Authority’s obligation to undertake the activities contemplated in this Agreement with regard to the machinery and tools grant is conditioned specifically upon the City’s provision of funding; provided, however, that the City’s obligation to provide such funding is subject to the availability of monies appropriated by the City’s City Council for this Agreement. Page 230 of 285 Page 6 of 12 4.3 Documents. The Authority agrees to provide the City’s City Manager, or the designee thereof, with copies of all documents related to this Agreement and will keep the City’s City Manager fully and timely informed of all matters related to the Agreement. 4.4 Liability and Litigation. It is the intent of the parties not to impose upon the Authority any responsibility, duty or obligation other than what may be required to implement the machinery and tools grant. Accordingly, the Authority does not assume any responsibility or liability whatsoever except as specifically stated in this Agreement. If litigation involving the machinery and tools grant is initiated or expected to be filed against the Authority, the Authority shall immediately notify the City’s City Attorney and City Manager. 4.5 Audit. The Authority shall keep records of its financial transactions, if any, related to this Agreement in accordance with generally accepted accounting principles. The City’s auditor or a designee thereof may at any time audit the financial transactions undertaken pursuant to this Agreement. 4.6 No Surety. The Authority is not required to furnish the City with surety. 5.0 Representations. The Company represents the following: A. The Company is empowered to enter into this Agreement, to be bound hereby, and to perform according to the terms hereof. B. Any and all actions necessary to enable the Company to enter into this Agreement, and to be bound hereby, have been duly taken. C. The person or persons executing or attesting the execution of this Agreement on behalf of the Company has or have been duly authorized and empowered to so execute or attest. D. The execution of this Agreement on behalf of the Company will bind and obligate the Company to the extent provided by the terms hereof. E. There exists no litigation pending against the Company or, to the Company’s actual knowledge, threatened that, if determined adversely, would materially and adversely affect the ability of the Company to carry out its obligations under this Agreement or the transactions contemplated hereunder. F. The Company is authorized to transact business in the Commonwealth of Virginia as of the date written first above and warrants that it will remain so through the Performance Date. 6.0 Default. 6.1 Events of Default. Each of the following will constitute a default by the Company: Page 231 of 285 Page 7 of 12 A. Any court of competent jurisdiction enters an order, judgment, or decree approving a petition seeking reorganization of the Company, all or a substantial part of the assets of the Company, or any guarantor of the Company or appointing a receiver, sequestrator, trustee, or liquidator of the Company, any guarantor of the Company, or any of their property, and such order, judgment, or decree continues unstayed and in effect for at least 60 days. B. The Company (i) makes a general assignment for the benefit of creditors, (ii) is adjudicated as either bankrupt or insolvent, (iii) files a voluntary petition in bankruptcy or a petition or and answer seeking reorganization or an arrangement with creditors, (iv) either (a) takes advantage of any bankruptcy, reorganization, insolvency, readjustment of debt, dissolution, or liquidation law or (b) admits the material allegations of a petition filed against the Company in any proceedings under such a law, or (v) any guarantor of the Company takes action for the purposes of effecting any item identified in item (iv). C. The Company fails to maintain its corporate existence. D. The Company fails to meet the Capital Investment Target. 6.2 Effect of Default. In the case of a default: A. The provisions of section 3.1 of this Agreement will terminate immediately; B. Neither the City nor the Authority will have any further obligation relating to the provisions of section 3.1 of this Agreement; C. The Company will no longer be eligible to receive the machinery and tools grant; and D. The Company shall pay the City $20,000 for the conveyance to Image, L.C. of the City Conveyance Land no later than 5:00 p.m., Eastern Time, ten days after the date of the occurrence of the default. For the avoidance of doubt, the Company shall not be required to repay any machinery and tools grant installment payments previously made. 7.0 Notices. All notices, demands, or other communications pursuant to this Agreement must be in writing, must be sent to the other Parties, and will be deemed to have been duly and validly given when actually received by the addressee or when delivered (i) in person, (ii) by independent, reputable, overnight commercial carrier, or (iii) by deposit in the United States mail, postage and fees fully prepaid, registered or certified mail, with return receipt requested, at the following addresses or such other addresses as any of the Parties may from time to time specify to the other Parties by notice given in accordance with this section: Page 232 of 285 Page 8 of 12 If to the Authority: with a copy to: Economic Development Authority Guynn Waddell, P. C. of the City of Salem, Virginia Attn: Salem EDA Counsel Attn: Chair 415 S College Ave 114 N Broad St Salem, VA 24153-5055 Salem, VA 24153-3734 If to the City: with copies to: City of Salem, Virginia City of Salem, Virginia Attn: City Manager Attn: Director of Economic Development 114 N Broad St 114 N Broad St Salem, VA 24153-3734 Salem, VA 24153-3734 and Guynn Waddell, P. C. Attn: Salem City Attorney 415 S College Ave Salem, VA 24153-5055 If to the Company: with a copy to: Integer Holdings Corporation Lake Region Medical, Inc. Attn: General Counsel Attn: Director of Operations 5830 Granite Pkwy Ste 1150 200 S Yorkshire St Plano, TX 75024-6809 Salem, VA 24153-6902 8.0 Miscellaneous Provisions. 8.1 Assignment. The Company may not assign, delegate, sublet, or otherwise transfer the Company’s interest in this Agreement, any of the Company’s rights or duties under this Agreement, or any part of such interest, rights, or duties. Provided, however, that the Company may assign or otherwise transfer this Agreement to a successor as part of any sale, merger, consolidation, assignment, or any other event that would result in new or different ownership, control, operation, or administration of the Company’s business affairs only after obtaining the prior written consents of the Authority and the City, which neither the Authority nor the City will unreasonably withhold, condition, or delay. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. 8.2 Authorization to Act. The City Manager of the City or a designee thereof is authorized to act on behalf of the City for purposes of this Agreement, and the Chairman of the Authority is authorized to act on behalf of the Authority for purposes of this Agreement. Page 233 of 285 Page 9 of 12 8.3 Captions. This Agreement includes the captions, headings, and titles appearing herein for convenience only, and such captions, headings, and titles will not affect the construction, interpretation, or meaning of this Agreement. 8.4 Counterparts. This Agreement may be executed in one or more counterparts, each of which will be an original, and all of which together will be one and the same instrument. A signatory has signed this Agreement when that signatory’s signature is delivered by electronic mail, facsimile transmission, or another electronic medium. All Parties will treat these signatures in all respects as having the same force and effect as original signatures. 8.5 Dispute Resolution. 8.5.1 Attorneys’ Fees. Each party will bear the cost of its own attorneys’ fees. 8.5.2 Construction and Interpretation. Each of the Parties has had the opportunity to have its legal counsel review this Agreement on its behalf. If an ambiguity or question of intent arises with respect to any provision of this Agreement, this Agreement will be construed as if drafted jointly by the Parties. Neither the form of this Agreement, nor any language herein, shall be construed or interpreted in favor of or against any party hereto as the sole drafter thereof. 8.5.3 Forum and Venue Choice. Any and all disputes, claims, and causes of action arising out of or in connection with this Agreement, or any performances made hereunder, shall be brought, and any judicial proceeding shall take place, only in the Circuit Court of the City of Salem, Virginia. The Company accepts the personal jurisdiction of this court for purposes of such action and waives all jurisdiction- and venue-related defenses to the maintenance of such action. 8.5.4 Governing Law. All issues and questions concerning the construction, enforcement, interpretation, and validity of this Agreement, or the rights and obligations of the Parties in connection with this Agreement, shall be governed by, and construed and interpreted in accordance with, the laws of the Commonwealth of Virginia, without giving effect to any choice of law or conflict of laws rules or provisions, whether of the Commonwealth of Virginia or any other jurisdiction, that would cause the application of the laws of any jurisdiction other than those of the Commonwealth of Virginia. 8.6 Entire Agreement; Modification. This Agreement, including those documents incorporated herein by reference, contains the entire agreement of the Parties with respect to the subject matter hereof. No prior written agreement or contemporaneous or prior oral agreement between the Parties, or any of them, relating to the subject matter hereof shall be of any effect. No alteration, amendment, or modification to this Agreement is binding or valid unless memorialized in a written document signed by the duly authorized representatives of the Authority, the City, and the Company. Page 234 of 285 Page 10 of 12 8.7 No Partnership or Joint Venture. Neither this Agreement nor any part thereof is intended or will be construed or interpreted to create or establish any joint venture, partnership, or similar arrangement between any of the Parties or to designate any of the Parties as the agent or representative of any other of the Parties for any purpose. 8.8 No Third-Party Beneficiaries. Notwithstanding any other provision of this Agreement, the Parties hereby agree that (i) no person will be considered, deemed, or otherwise recognized to be a third-party beneficiary of this Agreement, (ii) the provisions of this Agreement are not intended to be for the benefit of any person other than the Parties, (iii) no person will obtain any right to make any claim against the Authority, the City, or the Company under the provisions of this Agreement, and (iv) no provision of this Agreement will be construed or interpreted to confer third-party beneficiary status on any person. For purposes of this section, the word “person” has the meaning set forth in section 1-230 of the Code of Virginia and includes any person, whether or not such person is named in this Agreement. 8.9 No Waiver; Rights and Remedies Cumulative. The failure by any of the Parties to enforce any provision of or right under this Agreement does not constitute a waiver of such provision or right. The failure of any of the Parties to enforce such provision or right will not prejudice such party from later enforcing or exercising the same or any other provision or right that such party may have under this Agreement. The rights and remedies provided by this Agreement are cumulative, and the use of any one right or remedy by any of the Parties does not preclude or waive the right to use any or all other rights or remedies. The rights and remedies provided in this Agreement are given in addition to any other rights the Parties may have by law or otherwise. 8.10 Records. 8.10.1 Maintenance and Access. The Company shall maintain all books, records, and other documents relating to this Agreement for a period of five years after the end of each City fiscal year during which this Agreement is performed. The Authority, the City, and their authorized agents, employees, and officers are entitled to reasonable access to and the right to audit, copy, and examine any of the books, records, and other documents of the Company relating to this Agreement during the performance of this Agreement and the five-year retention period. 8.10.2 Applicable Law. The Company acknowledges that records maintained by or in the custody of the Authority or the City are subject to the Virginia Public Records Act, Va. Code §§ 42.1-76 through 42.1-91.1, and the Virginia Freedom of Information Act, Va. Code §§ 2.2- 3700 through 2.2-3715, and therefore are subject to the record retention and public disclosure requirements mandated by those statutes. Page 235 of 285 Page 11 of 12 8.10.3 Challenges to Nondisclosure. If the Company submits records to the Authority or the City and requests that those records not be disclosed under applicable law and the Authority or the City consequently denies a request for disclosure of those records based on the Company’s request, and the Authority’s or the City’s denial of a request for disclosure of those records is challenged in court, the Company shall indemnify and hold harmless the Authority, the City, and their agents, employees, and officers from and against any and all liability relating thereto and, upon written demand by the Authority or the City, defend at the Company’s sole expense, including, but not limited to, attorneys’ fees and other costs related to litigation, any actual or threatened administrative, arbitration, or judicial action, claim, investigation, proceeding, or suit initiated by a third party in connection with such liability. 8.11 Severability. If any provision of this Agreement is determined to be unenforceable, invalid, or illegal, then the enforceability, validity, and legality of the remaining provisions of this Agreement will not in any way be affected or impaired, and such provision will be deemed to be restated to reflect the original intentions of the Parties as nearly as possible in accordance with applicable law. 8.12 Subject to Appropriations. All payments and other performance by the City and the Authority under this Agreement are subject to appropriations by the City’s City Council and to the approval of the City’s City Council and the Authority’s Board of Directors. Consequently, this Agreement binds the City and the Authority only to the extent that the City’s City Council appropriates sufficient funds for the City to perform its obligations hereunder. Under no circumstances will the total liability of the Authority or the City, either or both, exceed the total amount of funds appropriated by the City’s City Council for payments or other performance pursuant to this Agreement. SIGNATURES ON FOLLOWING PAGE Page 236 of 285 Page 12 of 12 IN WITNESS WHEREOF, the Parties have executed this Agreement by their duly authorized representatives as of the date written first above: Approved as to Form: CITY OF SALEM, VIRGINIA By: By: Jim H. Guynn, Jr. Christopher J. Dorsey City Attorney City Manager ECONOMIC DEVELOPMENT AUTHORITY Approved as to Form: OF THE CITY OF SALEM, VIRGINIA By: By: Jim H. Guynn, Jr. Paul C. Kuhnel EDA Counsel Chair LAKE REGION MEDICAL, INC. By: Andrew Senn President Page 237 of 285 DA T E : SC A L E : CO M M . N O . : PH O N E : ( 5 4 0 ) 7 7 4 - 4 4 1 1 46 6 4 B R A M B L E T O N A V E N U E , S W RO A N O K E , V I R G I N I A 2 4 0 1 8 P. O . B O X 2 0 6 6 9 FA X : ( 5 4 0 ) 7 7 2 - 9 4 4 5 EM A I L : M A I L @ L U M S D E N P C . C O M SLIDE ____ P.B. ____ PG. ____ SHEET: w: \ d r a w i n g s \ 2 0 2 3 \ 2 0 2 3 - 0 3 7 \ 0 1 - c a d \ 0 2 - s u r v e y i n g \ 0 1 - b a s e \ 2 3 0 3 7 r p 0 1 . d w g sh e e t 1 SLIDE ____ P.B. ____ PG. ____ OF: DE C E M B E R 2 3 , 2 0 2 4 20 2 3 - 0 3 7 2 Lu m s d e n A s s o c i a t e s , P . C . EN G I N E E R S | S U R V E Y O R S | P L A N N E R S NO N E 1 SITUATED AT #200 S. YORKSHIRE STREET CITY OF SALEM, VIRGINIA 3.0785 AC. (134,099 S.F.) AND CREATING HEREON NEW LOT 3A-1 (3.5975 AC.) & LOT 6A-1 (7.6390 AC.) PROPERTY OF IMAGE, L.C. TAX #246-1-1.3 LOT 3A - APPERSON INDUSTRIAL PARK SLIDE 153, P.B. 7, PG. 56 D.B. 339, PG. 782 8.1580 AC. (355,361 S.F.) PROPERTY OF CITY OF SALEM, VIRGINIA TAX #246-1-1.6 LOT 6A - APPERSON INDUSTRIAL PARK SLIDE 153, P.B. 7, PG. 56 D.B. 198, PG. 152 BOUNDARY LINE ADJUSTMENT OF AND RECORDS SHOWING THE LOT LINE VACATION & PLAT OF PARTIAL FIELD SURVEY Page 238 of 285 ADDONI, LLC IMAGE, L.C. CITY OF SALEM, VIRGINIA BRIAR OAK INVESTMENTS IV, LP EXISTING INTERIOR CURVE TABLE AIR POWER, INC CITY OF SALEM, VIRGINIA AMERICAN LEGION POST NUMBER 3 DA T E : SC A L E : CO M M . N O . : PH O N E : ( 5 4 0 ) 7 7 4 - 4 4 1 1 46 6 4 B R A M B L E T O N A V E N U E , S W RO A N O K E , V I R G I N I A 2 4 0 1 8 P. O . B O X 2 0 6 6 9 FA X : ( 5 4 0 ) 7 7 2 - 9 4 4 5 EM A I L : M A I L @ L U M S D E N P C . C O M SLIDE ____ P.B. ____ PG. ____ SHEET: w: \ d r a w i n g s \ 2 0 2 3 \ 2 0 2 3 - 0 3 7 \ 0 1 - c a d \ 0 2 - s u r v e y i n g \ 0 1 - b a s e \ 2 3 0 3 7 r p 0 1 . d w g sh e e t 2 SLIDE ____ P.B. ____ PG. ____ OF: DE C E M B E R 2 3 , 2 0 2 4 20 2 3 - 0 3 7 2 Lu m s d e n A s s o c i a t e s , P . C . EN G I N E E R S | S U R V E Y O R S | P L A N N E R S 1" = 6 0 ' 2 BOUNDARY LINE ADJUSTMENT OF SITUATED AT #200 S. YORKSHIRE STREET CITY OF SALEM, VIRGINIA AND RECORDS SHOWING 3.0785 AC. (134,099 S.F.) AND CREATING HEREON NEW LOT 3A-1 (3.5975 AC.) & LOT 6A-1 (7.6390 AC.) PROPERTY OF IMAGE, L.C. TAX #246-1-1.3 LOT 3A - APPERSON INDUSTRIAL PARK SLIDE 153, P.B. 7, PG. 56 D.B. 339, PG. 782 8.1580 AC. (355,361 S.F.) PROPERTY OF CITY OF SALEM, VIRGINIA TAX #246-1-1.6 LOT 6A - APPERSON INDUSTRIAL PARK SLIDE 153, P.B. 7, PG. 56 D.B. 198, PG. 152 THE LOT LINE VACATION & PLAT OF PARTIAL FIELD SURVEY Page 239 of 285 COMMISSIONER OF REVENUE INFORMATION RELEASE AUTHORIZATION & COMPANY PERFORMANCE AGREEMENT GRANT REQUEST Business Corporate Name: ______________________________________________________ Business Trade Name: __________________________________________________________ Business Address: ______________________________________________________________ Business Phone: __________________ Email: _____________________________ By signing this release of information, I certify and acknowledge that I am a representative of the above-named business and have the authority to request the release of confidential business information for this company. I hereby authorize the City of Salem Commissioner of the Revenue’s office to release, on a confidential basis, any and all documentation and information for the business including, but not limited to, business license gross receipts and payment amounts, business tangible property assessments and payments, sales tax payments and other financials of the business that are required to be obtained by the Commissioner’s office. Concurrently, by signing this document, the company is requesting grant funds released, ensuring the information provided from the commissioner of revenue validates the company has achieved their targets identified in the economic development performance agreement executed on ______________________________ (date) Information shall be released to the following: • Salem City Manager’s office, Finance Department, Economic Development Department • City of Salem Economic Development Authority Members Signature: _________________________________________ Date: __________________ Printed Name: ______________________________________ Title:___________________ *This authorization shall remain in effect for 12 months from the date of signing and shall encompass the release of information for the current and 3 preceding years unless otherwise notated by the owner whose signature has been obtained above. Page 240 of 285 1 Integer, Inc. COF Performance Agreement Draft FINAL COMMONWEALTH’S DEVELOPMENT OPPORTUNITY FUND PERFORMANCE AGREEMENT This PERFORMANCE AGREEMENT (the “Agreement”) made and entered this 15th day of March, 2025, by and among the CITY OF SALEM, VIRGINIA (the “Locality”), a political subdivision of the Commonwealth of Virginia (the “Commonwealth”), LAKE REGIONAL MEDICAL, INC. (the “Company”), a wholly owned subsidiary of INTEGER INC., a Maryland corporation authorized to do business in the Commonwealth, the VIRGINIA ECONOMIC DEVELOPMENT PARTNERSHIP AUTHORITY (“VEDP”), a political subdivision of the Commonwealth, and the ECONOMIC DEVELOPMENT AUTHORITY OF THE CITY OF SALEM, VIRGINIA (the “Authority”), a political subdivision of the Commonwealth. WITNESSETH: WHEREAS, the Locality has been awarded a grant of and expects to receive $350,000 (the “COF Grant”) from the Commonwealth’s Development Opportunity Fund (the “Fund”) through VEDP for the purpose of inducing the Company to acquire an existing facility and to equip, improve, up-fit, and operate a medical device manufacturing facility in the Locality (the “Facility”), thereby making a significant Capital Investment, and creating and Maintaining a significant number of New Jobs, as such capitalized terms are hereinafter defined; WHEREAS, the Locality is willing to provide the funds to the Authority with the expectation that the Authority will provide the funds to or for the use of the Company, provided that the Company meets certain criteria relating to Capital Investment and New Jobs; WHEREAS, the Locality, the Authority, the Company, and VEDP desire to set forth their understanding and agreement as to the payout of the COF Grant, the use of the COF Grant proceeds, and the obligations of the Company regarding Capital Investment and New Jobs; WHEREAS, the acquisition, equipping, improvement, and operation of the Facility will entail a capital expenditure by or on behalf of the Company of approximately $55,500,000, of which approximately $41,200,000 will be invested in machinery and tools and approximately $14,300,000 will be invested in the acquisition of an existing facility and expansion, improvement, and up-fit of the buildings for the Facility; WHEREAS, the acquisition, equipping, improvement, and operation of the Facility will further entail the creation and Maintenance of 83 New Jobs at the Facility; and WHEREAS, the stimulation of the additional tax revenue and economic activity to be generated by the Capital Investment and New Jobs constitutes a valid public purpose for the expenditure of public funds and is the animating purpose for the COF Grant: NOW, THEREFORE, in consideration of the foregoing, the mutual benefits, promises and undertakings of the parties to this Agreement, and other good and valuable consideration, the Docusign Envelope ID: 6DB3DA11-C097-4209-B6DE-DC7CD8FAB2C4 Page 241 of 285 2 Integer, Inc. COF Performance Agreement Draft FINAL receipt and sufficiency of which are hereby acknowledged, the parties covenant and agree as follows. Section 1. Definitions. For the purposes of this Agreement, the following terms shall have the following definitions: “Capital Investment” means a capital expenditure by or on behalf of the Company in taxable real property, taxable tangible personal property, or both, at the Facility. The purchase or lease of machinery and tools or furniture, fixtures, and business personal property, including under an operating lease, and expected building acquisition, improvement, and up-fit by or on behalf of the Company will qualify as Capital Investment. The Capital Investment must be in addition to the capital improvements at the Facility as of October 1, 2024. “Capital Investment Target” means that the Company has made or caused to be made and retained Capital Investments of at least $55,500,000. “Fund” means the Commonwealth’s Development Opportunity Fund. “Maintain” means that the New Jobs will continue without interruption from the date of creation through the date that the level of achievement of the New Jobs Target is being tested, including the Performance Date. Positions for the New Jobs will be treated as Maintained during periods in which such positions are not filled due to (i) temporary reductions in the Company’s employment levels (so long as there is active recruitment for open positions), (ii) strikes, and (iii) other temporary work stoppages. “New Job” means new permanent full-time employment of an indefinite duration at the Facility for which the standard fringe benefits are provided by the Company for the employee, and for which the Company pays an average annual wage of at least $60,602. Average annual wage means the average annual salary of full-time positions at the Facility determined by dividing total payroll (of a type included in W-2 compensation) provided to full-time positions at the Facility by the number of full-time positions at the Facility. Each New Job must require a minimum of either (i) 35 hours of an employee’s time per week for the entire normal year of the Company’s operations, which “normal year” must consist of at least 48 weeks, or (ii) 1,680 hours per year. Seasonal or temporary positions, positions created when a job function is shifted from an existing location in the Commonwealth, and positions with construction contractors, vendors, suppliers and similar multiplier or spin-off jobs shall not qualify as New Jobs. The New Jobs must be in addition to the 519 full-time jobs at the Facility as of October 1, 2024. “New Jobs Target” means that the Company has created and Maintained at least 83 New Jobs. “Performance Date” means March 31, 2030. Docusign Envelope ID: 6DB3DA11-C097-4209-B6DE-DC7CD8FAB2C4 Page 242 of 285 3 Integer, Inc. COF Performance Agreement Draft FINAL “Performance Report” means a report to be filed by the Company in accordance with Section 5. The “Final Performance Report” is to be filed within 90 days after the Performance Date. As noted in Section 5, the Locality, the Authority and VEDP may each request a Performance Report at other dates prior to the Performance Date. “Targets” means the Capital Investment Target and the New Jobs Target, all to be achieved as of the Performance Date. “Virginia Code” means the Code of Virginia of 1950, as amended. Section 2. Targets; Statutory Criteria. (a) Targets: The Company will acquire, equip, improve, and operate the Facility, and achieve the Targets. (b) Encouragement to Offer New Jobs to Residents of the Commonwealth: The Locality, the Authority, and VEDP hereby strongly encourage the Company to ensure that at least 30% of the New Jobs are offered to “Residents” of the Commonwealth, as defined in Virginia Code Section 58.1-302. In pertinent part, that definition includes natural persons domiciled in Virginia or natural persons who, for an aggregate of more than 183 days of the year, maintained a place of abode within the Commonwealth, whether domiciled in the Commonwealth or not. (c) Prevailing Wage; Unemployment and Poverty Rates: The average annual wage of the New Jobs of at least $60,602 is more than the prevailing average annual wage in the Locality of $60,096. The Locality is not a high-unemployment locality, with an unemployment rate for 2022, which is the last year for which such data is available, of 2.9% as compared to the 2022 statewide unemployment rate of 2.9%. The Locality is a high-poverty locality, with a poverty rate for 2023, which is the last year for which such data is available, of 10.9% as compared to the 2023 statewide poverty rate of 10.6%. (d) Disclosure of Political Contributions: The Company acknowledges that the name of the Company will be shared by VEDP with the Governor of Virginia, and any campaign committee or political action committee associated with the Governor. The Company acknowledges that within 18 months of the date of this Agreement, the Governor, his campaign committee, and his political action committee will submit to the Virginia Conflict of Interest and Ethics Advisory Council a report listing any contribution, gift, or other item with a value greater than $100 provided by the Company to the Governor, his campaign committee, or his political action committee, respectively, during the period from the date of the Company’s application for the COF Grant through the one-year period immediately after the date of this Agreement. (e) Support for Virginia’s and Locality’s Economic Development Efforts: Recognizing that it is in the best interest of all parties for the Commonwealth and the Locality to achieve sustained economic growth, the parties will periodically engage with one another to advise on economic development strategies and initiatives for the Commonwealth and the Locality, such as promoting the attributes of the Commonwealth and the Locality as places to do Docusign Envelope ID: 6DB3DA11-C097-4209-B6DE-DC7CD8FAB2C4 Page 243 of 285 4 Integer, Inc. COF Performance Agreement Draft FINAL business, or highlighting important industry trends and/or business development opportunities that the Commonwealth or the Locality may wish to pursue. Such engagement would include the Company’s participation in occasional business retention and expansion visits from VEDP personnel, as deemed appropriate based on the project parameters and nature of the incentives provided to the Company. (f) Compliance with Environmental Laws: The Company covenants to (i) comply in all material respects with any and all applicable federal, state and local laws and regulations relating to the protection of human health and safety, the environment or hazardous or toxic substances or wastes, pollutants or contaminants ("Environmental Laws") with respect to its operations at the Facility, (ii) receive all material permits, licenses or other approvals required of the Company under applicable Environmental Laws to conduct its business at the Facility, and (iii) remain in compliance with all material terms and conditions of any such permit, license or approval. If the Company fails to comply with this covenant and fails to rectify the noncompliance within 30 days of notice from VEDP, VEDP shall have the option to terminate this Agreement in accordance with Section 7. Section 3. Disbursement of COF Grant. (a) General Provisions: The disbursement of the COF Grant proceeds to the Company will serve as an inducement to the Company to achieve the Targets. The COF Grant is to be allocated as 30% ($105,000) for the Company’s Capital Investment Target and 70% ($245,000) for the Company’s New Jobs Target. The statutory minimum requirements for a COF Grant in the Locality require that the Company (1) make or cause to be made and retained a Capital Investment of at least $2,500,000 and (2) create and Maintain at least 25 New Jobs (the “Statutory Minimum Requirements”). The COF Grant proceeds shall be retained in the Fund until needed for disbursement or the COF Grant is withdrawn in accordance with the terms of this Agreement. (b) Disbursement of the COF Grant: Within 90 days after the Performance Date, the Company will deliver the Final Performance Report. Through this report, the Company will provide notice and evidence satisfactory to the Locality, the Authority and VEDP of the amount of Capital Investments made or caused to be made and retained, and the number of New Jobs created and Maintained, by the Company as of the Performance Date. The Final Performance Report will be subject to verification by the Locality and VEDP. Upon such verification, the amount of the COF Grant proceeds to be disbursed to the Company, if any, shall be determined as follows: (i) If Statutory Minimum Requirements Not Met: If, as of the Performance Date, the Company has not achieved both of the Statutory Minimum Requirements, the Company will not receive any of the proceeds of the COF Grant. Docusign Envelope ID: 6DB3DA11-C097-4209-B6DE-DC7CD8FAB2C4 Page 244 of 285 5 Integer, Inc. COF Performance Agreement Draft FINAL (ii) If Targets Met: If, as of the Performance Date, the Company has achieved the Capital Investment Target and the New Jobs Target, the Company will receive all $350,000 of the proceeds of the COF Grant. (iii) If Statutory Minimum Requirements Met, but Targets Not Met: If, as of the Performance Date, the Company has achieved both of the Statutory Minimum Requirements, but has not achieved the full Capital Investment Target and the full New Jobs Target, the Company will qualify for a reduced disbursement of the COF Grant, reflecting a proportional amount of the Target or Targets for which there is a shortfall. For example, if as of the Performance Date, only $49,950,000 of the Capital Investment has been retained (reflecting achievement of 90% of the Capital Investment Target) and only 62 New Jobs have been created and Maintained (reflecting achievement of 75% of the New Jobs Target), the Company will receive $94,500 (reflecting 90% of the $105,000 of the COF Grant allocated to the Capital Investment Target), plus $183,750 (reflecting 75% of the $245,000 of the COF Grant allocated to the New Jobs Target), for a total of $278,250. These amounts reflect the percentages of the shortfall from the Capital Investment Target and the New Jobs Target, each such shortfall multiplied by the portion of the COF Grant proceeds available to the Company allocated to that Target. Within 30 days after verification of the Final Performance Report, if any amount of COF Grant proceeds is available for disbursement to the Company, as determined in accordance with the foregoing calculations, VEDP will disburse that amount to the Locality. Within 30 days after receipt of such amount, the Locality will disburse such COF Grant proceeds to the Authority. Within 30 days after receipt of such amount, the Authority will disburse such COF Grant proceeds to the Company. If any amount of COF Grant proceeds has not been earned by the Company, the amount not disbursed will be retained in the Fund and will be available for other economic development projects. (c) Use of the COF Grant Proceeds: The Company will use the COF Grant proceeds to pay or reimburse the cost of site acquisition and up-fit, as permitted by Section 2.2-115(D) of the Virginia Code. Section 4. Break-Even Point; State and Local Incentives. (a) State-Level Incentives: VEDP has estimated that the Commonwealth will reach its “break-even point” by the Performance Date. The break-even point compares new revenues realized as a result of the Capital Investment and New Jobs at the Facility with the Commonwealth’s expenditures on discretionary incentives, including but not limited to the COF Grant. With regard to the Facility, the Commonwealth expects to provide discretionary incentives in the following amounts: Docusign Envelope ID: 6DB3DA11-C097-4209-B6DE-DC7CD8FAB2C4 Page 245 of 285 6 Integer, Inc. COF Performance Agreement Draft FINAL Category of Incentive: Total Amount COF Grant $350,000 Virginia Investment Performance Grant (“VIP Grant”) $500,000 Virginia Talent Accelerator Program (“Virginia Talent Accelerator”) (Approximate Value) $302,000 Port of Virginia Economic and Infrastructure Development Grant (“Port Grant”) $28,000 The proceeds of the COF Grant shall be used for the purposes described in Section 3(c). The proceeds of the VIP Grant and the Port Grant may be used by the Company for any lawful purpose. The Virginia Talent Accelerator represents the value to the Company of workforce development services expected to be provided by VEDP to the Company for recruitment and training. (b) Local-Level Incentives: The Locality and the Authority expect to provide the following incentives, as matching grants or otherwise, for the Facility by the Performance Date: Category of Incentive: Total Amount Machinery and tools tax rebate over five years $330,000 Land donation $20,000 If, by the Performance Date, the total value of all Local-Level Incentives disbursed or provided, or committed to be disbursed or provided, by the Locality to the Company is less than the $350,000 COF Grant local match requirement, the Locality, subject to appropriation, will make an additional grant to the Company of the difference promptly after Performance Date, so long as the Company has met its Targets. (c) Other Incentives: This Agreement relates solely to the COF Grant. The qualification for, and payment of all State-Level Incentives and Local-Level Incentives, except for the COF Grant, will be governed by separate arrangements between the Company and the entities offering the other incentives. Section 5. Company Reporting. (a) Performance Reporting: The Company shall provide, at the Company’s expense, in the form attached hereto as Exhibit A, detailed Performance Reports satisfactory to the Locality, the Authority and VEDP of the Company’s progress on the Targets. The Performance Reports are due by each July 1, commencing July 1, 2026, reflecting the Company’s progress toward the Targets as of the prior March 31. Further, the Company shall provide such Performance Reports at such other times as the Locality, the Authority or VEDP may require. Docusign Envelope ID: 6DB3DA11-C097-4209-B6DE-DC7CD8FAB2C4 Page 246 of 285 7 Integer, Inc. COF Performance Agreement Draft FINAL (b) Final Performance Report: The Company shall provide, at the Company’s expense, in the form attached hereto as Exhibit B, a detailed Final Performance Report satisfactory to the Locality, the Authority and VEDP of the Company’s achievement of the Targets as of the Performance Date. This Final Performance Report shall be filed within 90 days after the Performance Date. Should the Company be unable to file the Final Performance Report within the 90-day timeframe, the Company may request a 60-day delay in filing the Final Performance Report. VEDP will require a $3,000 fee, payable to VEDP, to process the request for the filing delay. Should the Company not file the Final Performance Report within the 90-day window nor request a filing delay (including payment of the required fee), or if the Company requests a filing delay but does not file the Final Performance Report prior to the new filing deadline, VEDP will withhold any COF Grant payment that might otherwise be due, and all rights of the Company under this Agreement will automatically terminate. Section 6. Verification of Targets. (a) Verification of Capital Investment: The Company hereby authorizes the Locality, including the Locality’s Commissioner of the Revenue and Treasurer, to release to VEDP the Company’s real estate tax, business personal property tax and machinery and tools tax information. Such information shall be marked and considered confidential and proprietary and shall be used by VEDP solely for verifying satisfaction of the Capital Investment Target . If the Locality, the Office of the Commissioner of the Revenue or the Office of the Treasurer should require additional documentation or consents from the Company to access such information, the Company shall promptly provide, at the Company’s expense, such additional documentation or consents as the Locality or VEDP may request. In accordance with Virginia Code Section 58.1- 3122.3, VEDP is entitled to receive the Company’s real estate tax, business personal property tax and machinery and tools tax information from the Locality’s Commissioner of the Revenue. (b) Verification of New Jobs and Wages: The Company must submit a copy of its four most recent Employer’s Quarterly Tax Reports (Form FC-20) with the Virginia Employment Commission with the Final Performance Report. The forms shall be marked and considered confidential and proprietary and shall be used by VEDP solely for verifying satisfaction of the New Jobs Target. In accordance with Virginia Code Section 60.2-114, VEDP is entitled to receive the Company’s employment level and wage information from the V irginia Employment Commission. The Company agrees that it will report to the Virginia Employment Commission with respect to its employees at a facility-level, rather than at the company-level. (c) Additional Documentation: In addition to the verification data described above, in the sole discretion of the Locality, the Authority or VEDP, the Locality, the Authority or VEDP, may each require such other documentation or audits as may be required to properly verify the Capital Investment or New Jobs. Docusign Envelope ID: 6DB3DA11-C097-4209-B6DE-DC7CD8FAB2C4 Page 247 of 285 8 Integer, Inc. COF Performance Agreement Draft FINAL Section 7. Possible Termination of this Agreement and Redeployment of COF Grant Proceeds. If the Locality, the Authority or VEDP shall determine at any time prior to the Performance Date that the Company is unable or unwilling to meet and Maintain its Targets by and through the Performance Date, and if the Locality, the Authority or VEDP shall have promptly notified the Company of such determination, this Agreement will be terminated, no further disbursements of the COF Grant proceeds will be made to the Company, and the amount not disbursed will be retained in the Fund and made available for other economic development projects. Such a determination will be based on such circumstances as a filing by or on behalf of the Company under Chapter 7 of the U.S. Bankruptcy Code, the liquidation of the Company, an abandonment of the Facility by the Company, a failure to comply with the covenant provided in Section 2(f), or other similar significant event that demonstrates that the Company will be unable or is unwilling to satisfy the Targets for the COF Grant. Section 8. Notices. Formal notices and communications between the parties shall be given either by (i) personal service, (ii) delivery by a reputable document delivery service that provides a receipt showing date and time of delivery, or (iii) mailing utilizing a certified or first class mail postage prepaid service of the United States Postal Service that provides a receipt showing date and time of delivery. Notices and communications personally delivered or delivered by document delivery service shall be deemed effective upon receipt. Notices and communications mailed shall be deemed effective on the second business day following deposit in the United States mail. Such written notices and communications shall be addressed to: if to the Company, to: Integer Holdings Corporation 5830 Granite Parkway, Suite 1150 Plano, TX 75024 Attention: Office of General Counsel if to the Locality, to: with a copy to: City of Salem, Virginia 114 N Broad Street Salem, VA 24153-3734 Attention: City Manager City of Salem, Virginia 114 N Broad Street Salem, VA 24153-3734 Attention: Director of Economic Development Guynn Waddell, P.C. 415 S College Avenue Salem, VA 24153-5055 Attention: Salem City Attorney Docusign Envelope ID: 6DB3DA11-C097-4209-B6DE-DC7CD8FAB2C4 Page 248 of 285 9 Integer, Inc. COF Performance Agreement Draft FINAL if to the Authority, to: with a copy to: Economic Development Authority of Salem, Virginia 114 N Broad Street Salem, VA 24153-3734 Attention: Chair Guynn Waddell, P. C. 415 S College Ave Salem, VA 24153-5055 Attention: Salem EDA Counsel if to VEDP, to: with a copy to: Virginia Economic Development Partnership One James Center, Suite 900 901 East Cary Street Richmond, Virginia 23219 Email: ceo@vedp.org Attention: President and CEO Virginia Economic Development Partnership One James Center, Suite 900 901 East Cary Street Richmond, Virginia 23219 Email: generalcounsel@vedp.org Attention: General Counsel Each party may change the address for service of notice upon it by a notice in writing to the other parties hereto. Section 9. Miscellaneous. (a) Entire Agreement; Amendments: This Agreement constitutes the entire agreement among the parties hereto as to the COF Grant and may not be amended or modified, except in writing, signed by each of the parties hereto. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. The Company may not assign its rights and obligations under this Agreement without the prior written consent of the Locality, the Authority and VEDP, which will not be unreasonably withheld, conditioned, or delayed. (b) Governing Law; Venue: This Agreement is made, and is intended to be performed, in the Commonwealth and shall be construed and enforced by the laws of the Commonwealth. Jurisdiction and venue for any litigation arising out of or involving this Agreement shall lie in the Circuit Court of the City of Richmond, and such litigation shall be brought only in such court. (c) Counterparts: This Agreement may be executed in one or more counterparts, each of which shall be an original, and all of which together shall be one and the same instrument. (d) Severability: If any provision of this Agreement is determined to be unenforceable, invalid or illegal, then the enforceability, validity and legality of the remaining provisions will not in any way be affected or impaired, and such provision will be deemed to be restated to reflect the original intentions of the parties as nearly as possible in accordance with applicable law. Docusign Envelope ID: 6DB3DA11-C097-4209-B6DE-DC7CD8FAB2C4 Page 249 of 285 10 Integer, Inc. COF Performance Agreement Draft FINAL (e) Attorney’s Fees: Except as provided in Section 7, attorney’s fees shall be paid by the party incurring such fees. (f) Force Majeure: Notwithstanding the foregoing provisions of this Agreement, if the Company does not achieve a Target or take any action required under this Agreement because of an “Event of Force Majeure” (as defined below), the time for achieving the applicable Target or taking such action will be extended day-for-day by the delay in meeting the applicable Target or taking such action caused by the Event of Force Majeure. “Event of Force Majeure” means without limitation, any of the following: acts of God; strikes, lockouts or other industrial disturbances; act of public enemies; orders of any kind of the government of the United States of America or of the Commonwealth or any of their respective departments, agencies, political subdivisions or officials, or any civil or military authority; insurrections; riots; epidemics; pandemics; landslides; lightning; earthquakes; fires; hurricanes; tornadoes; storms; floods; washouts; droughts; arrests; restraint of government and people; civil disturbances; explosions; breakage or accident to machinery, transmission pipes or canals not caused by the Company; partial or entire failure of utilities; or any other cause or event not reasonably within the control of the Company. THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK. Docusign Envelope ID: 6DB3DA11-C097-4209-B6DE-DC7CD8FAB2C4 Page 250 of 285 11 Integer, Inc. COF Performance Agreement Draft FINAL IN WITNESS WHEREOF, the parties hereto have executed this Performance Agreement as of the date first written above. CITY OF SALEM, VIRGINIA By Name: Title: Date: _________________________ ECONOMIC DEVELOPMENT AUTHORITY OF THE CITY OF SALEM, VIRGINIA By Name: Title: Date: _________________________ LAKE REGIONAL MEDICAL, INC. By Name: Title: Date: _________________________ VIRGINIA ECONOMIC DEVELOPMENT PARTNERSHIP AUTHORITY By Name: Jason El Koubi Title: President and CEO Date: _________________________ Exhibit A: Performance Report Form Exhibit B: Final Performance Report Form Docusign Envelope ID: 6DB3DA11-C097-4209-B6DE-DC7CD8FAB2C4 SVP, Strategy & Business Development Andrew Senn 4/10/2025 | 05:56 PDT Page 251 of 285 12 Integer, Inc. COF Performance Agreement Draft FINAL Exhibit A PERFORMANCE REPORT COMMONWEALTH’S DEVELOPMENT OPPORTUNITY FUND PROJECT SUMMARY: Project Location Amount of Grant Performance Reporting Period Performance Date PROJECT PERFORMANCE: Performance Measurement Target As of _______ % Complete New Jobs (over ___ baseline)1 Confidence level target will be reached by Performance Date shown above (check one) High ☐ Moderate ☐ Low ☐ Capital Investment (provide breakdown below) Confidence level target will be reached by Performance Date shown above (check one) High ☐ Moderate ☐ Low ☐ Average Annual Wage N/A Confidence level target will be reached by Performance Date shown above (check one) High ☐ Moderate ☐ Low ☐ Standard Fringe Benefits (check one) Yes ☐ No ☐ N/A 1Data will be verified using Virginia Employment Commission records. Attach the company’s four most recent Quarterly Tax Reports (Form FC-20) filed with the Virginia Employment Commission. Docusign Envelope ID: 6DB3DA11-C097-4209-B6DE-DC7CD8FAB2C4 Page 252 of 285 13 Integer, Inc. COF Performance Agreement Draft FINAL Capital Investment Breakdown Amount Land $ Land Improvements New Construction or Expansion Renovation or Building Up-fit Production Machinery and Tools Furniture, Fixtures and Equipment Other Total $ COMMENTS: Discuss project status, including the current level of new jobs and capital investment, progress on targets, changes or likely changes in project’s nature that may impact achievement of targets, and other information relevant to project performance. If the project is not on track to meet targets, please provide an explanation. TO BE CERTIFIED BY AN OFFICER OF THE COMPANY: I certify that I have examined this report and to the best of my knowledge and belief, it is true, correct, and complete. Company: Submitted By: Signature of Official Name: Print Name Title: Date: _________________________ Please return to: Kim Ellett, Director of Compliance, Virginia Economic Development Partnership, 804.545.5618, kellett@vedp.org Docusign Envelope ID: 6DB3DA11-C097-4209-B6DE-DC7CD8FAB2C4 Page 253 of 285 14 Integer, Inc. COF Performance Agreement Draft FINAL Exhibit B FINAL PERFORMANCE REPORT COMMONWEALTH’S DEVELOPMENT OPPORTUNITY FUND PROJECT SUMMARY: Project Location Amount of Grant Performance Date PROJECT PERFORMANCE:1 Performance Measurement Target As of ________, 20__ % Complete New Jobs (over baseline)2 Capital Investment (provide breakdown below)3 Average Annual Wage N/A Standard Fringe Benefits 1Final, actual performance will be reported on VEDP’s public reporting website. 2 Attach the company’s four most recent Quarterly Tax Reports (Form FC-20) filed with the Virginia Employment Commission. 3 Data will be verified using records from the Commissioner of the Revenue and invoices. Capital Investment Breakdown Amount Land $ Land Improvements New Construction or Expansion Renovation or Building Up-fit Production Machinery and Tools Furniture, Fixtures and Equipment Other Total $ Docusign Envelope ID: 6DB3DA11-C097-4209-B6DE-DC7CD8FAB2C4 Page 254 of 285 15 Integer, Inc. COF Performance Agreement Draft FINAL LOCAL MATCH: Goal Actual COMMENTS: Discuss Project status or the importance of the Project to the locality and region. TO BE CERTIFIED BY AN OFFICER OF THE COMPANY: I certify that I have examined this report and to the best of my knowledge and belief, it is true, correct, and complete. Company: Submitted By: Signature of Official Name: Print Name Title: Date: _________________________ Please return to: Kim Ellett, Director of Compliance, Virginia Economic Development Partnership, 804.545.5618, kellett@vedp.org Docusign Envelope ID: 6DB3DA11-C097-4209-B6DE-DC7CD8FAB2C4 Page 255 of 285 Item #: 6.E. AT A REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SALEM, VIRGINIA HELD AT CITY HALL MEETING DATE: August 25, 2025 AGENDA ITEM: Performance Agreement - Novozymes Biologicals, Inc. Consider request authorizing the City Manager to finalize and execute a local performance agreement between Novozymes Biologicals, Inc., the City of Salem, and the Economic Development Authority of the City of Salem. SUBMITTED BY: Tommy Miller, Director of Economic Development SUMMARY OF INFORMATION: This performance agreement will result in the Economic Development Authority of the City of Salem providing a local incentive grant to Novozymes Biologicals Inc. in the value of $50,000. The grant will be provided through a machine & tool tax grant until the value of $50,000 is attained. Novozymes Biologicals has committed to investing at least $4,000,000 in new taxable machinery and tools at various locations within the City of Salem. In addition, a minimum of 5 new jobs will result. The City Attorney has reviewed and approved this agreement as to form. FISCAL IMPACT: STAFF RECOMMENDATION: Staff recommends Council authorize the City Manager to finalize and execute this local performance agreement. ATTACHMENTS: 1. Item 6E 8-25-25 Salem - Econ Devt - Novonesis - Combined Final Page 256 of 285 Page 1 of 11 PERFORMANCE AGREEMENT This PERFORMANCE AGREEMENT (the “Agreement”) is made and entered into as of the ____ day of __________________, 2025, by and among the CITY OF SALEM, VIRGINIA (the “City”), a municipal corporation of the Commonwealth of Virginia, the ECONOMIC DEVELOPMENT AUTHORITY OF THE CITY OF SALEM, VIRGINIA (the “Authority”), a political subdivision of the Commonwealth of Virginia, and NOVOZYMES BIOLOGICALS, INC. (the “Company”), a Delaware corporation, any two or more of which may be referred to as “Parties.” RECITALS WHEREAS, the Company operates manufacturing facilities located at 518 Chapman Street, identified as Tax Parcel 160-1-3 in the records of the City Assessor, 528 Chapman Street, identified as Tax Parcel 160-2-1 and Tax Parcel 160-2-12 in the records of the City Assessor, 620 Chapman Street, identified as Tax Parcel 160-10-7 in the records of the City Assessor, 16 Gray Alley, identified as Tax Parcel 160-2-3 in the records of the City Assessor, 20 Gray Alley, identified as Tax Parcel 160-2-2 in the records of the City Assessor, 111 Kessler Mill Road, identified as Tax Parcel 81-1-4 in the records of the City Assessor, and 420 Kessler Road, identified as Tax Parcel 56-2-2 in the records of the City Assessor (together the “Facilities”), at which it will make a capital investment consisting, in part, of taxable machinery and tools and the construction of improvements to real property; WHEREAS, the Company’s capital investments for the equipping and improvement of the Facilities will include approximately $4,000,000 in new taxable machinery and tools at the Facilities; WHEREAS, the Company’s equipping, improvement, and operation of the Facilities will entail the creation and maintenance of five new jobs at the Facilities; WHEREAS, the City and the Authority have determined that the Company’s equipping, improvement, and operation of the Facilities will promote economic development, generate additional revenue, and provide employment opportunities; WHEREAS, the stimulation of additional tax revenue and economic activity to be generated by the capital investment, as this Agreement defines such capital investment, and new jobs constitute a valid public purpose for the expenditure of public funds; and WHEREAS, section 15.2-953 of the Code of Virginia authorizes the City and section 15.2- 4905 authorizes the Authority to perform the activities that this Agreement contemplates; WHEREAS, this Agreement sets forth the understanding of the Parties concerning the payment of a machinery and tools grant to the Company. Page 257 of 285 Page 2 of 11 NOW, THEREFORE, in consideration of the foregoing, the mutual benefits, promises, and undertakings of the Parties, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1.0 Definitions and Interpretation. 1.1 Previously Defined Terms. The terms “Agreement,” “Authority,” “City,” “Company,” “Facilities,” and “Parties” have the meanings ascribed to them in this Agreement’s preamble and recitals. 1.2 Additional Definitions. The following terms have the following meanings for purposes of this Agreement: 1.2.1 Capital Investment. “Capital Investment” means capital expenditures by or on behalf of the Company that result in an increase in the City’s tax receipts from machinery and tools at the Facilities after January 1, 2025. 1.2.2 Capital Investment Target. “Capital Investment Target” means a Capital Investment of not less than $4,000,000. 1.2.3 Performance Date. “Performance Date” means December 31, 2027. 1.3 Computation of Time. A. When this Agreement requires that an act be performed a prescribed amount of time before an event, the day of such event will not be counted against the time allowed, but the day on which such act is performed will be counted as part of the time. When this Agreement requires that an act be performed within a prescribed amount of time after an event, the day on which the event occurred will not be counted against the time allowed. B. When this Agreement requires, either by specification of a date or by a prescribed period of time, that an act be performed on a Saturday, Sunday, or legal holiday or on any day or part of a day on which the government office where the act to be performed is closed, the act may be performed on the next day that is not a Saturday, Sunday, legal holiday, or day on which the government office is closed. 2.0 Capital Investment Target. The Company shall meet the Capital Investment Target as of the Performance Date. 3.0 Machinery and Tools Grant. 3.1 Grant Amount. A. The Authority will pay the machinery and tools grant to the Company if the Company meets the eligibility requirements set forth in section 3.2 of this Page 258 of 285 Page 3 of 11 Agreement for the purpose of offsetting increased machinery and tools taxes paid by the Company as a result of the Capital Investment. B. The Authority will pay the machinery and tools grant in annual installments. The amount of each installment will equal the amount of the increase in revenue to the City due to machinery and tools tax receipts resulting from the Capital Investment for the year for which the Authority pays the installment until the total amount the Authority has paid to the Company reaches $50,000. Under no circumstances will the total the Authority pays to the Company exceed $50,000. C. Under no circumstances will the machinery and tools grant be a general obligation of the Authority. The obligations of the Authority are limited solely to funds received from the City pursuant to this Agreement. 3.2 Company’s Eligibility for Grant. The Company must comply with all of the following eligibility requirements to be eligible to receive the machinery and tools grant: A. The Company shall make the Capital Investment by the Performance Date. B. The Company shall ensure that all taxes properly assessed and levied by the City against the Facilities, and any tangible personal property, including, but not limited to, machinery and tools, of the Company are paid in full when required. C. The Company shall comply with the provisions of any laws or regulations enacted or otherwise made effective by any federal, state, or local governmental entity which might apply to the performance of this Agreement, obtain all necessary licenses and permits thereunder, and pay when required all taxes or other charges properly assessed against the Company thereunder. D. The Company shall ensure that the Company’s representations under section 5.0 of this Agreement remain true. E. The Company shall not be in default under subsections (A), (B), (C), or any of them, of section 6.1 of this Agreement. If the Company fails to meet any of these eligibility requirements, then the Company will be ineligible to receive further machinery and tools grant installments. 3.3 Request for Payment of Grant. A. Beginning in the year in which the Capital Investment results in an increase in revenue to the City of at least $17,000 in machinery and tools tax receipts, the Company is entitled to request the initial installment of the machinery and tools grant upon the Company’s payment of machinery and tools taxes assessed against the machinery and tools put into service as a result of the Capital Investment. The Company shall make this request on a form attached to this Agreement as Exhibit Page 259 of 285 Page 4 of 11 A and include therewith any information required pursuant to section 3.4 of this Agreement. The Company shall submit this request to both the Authority and the City no later than September 30 in the year following the year in which the Company paid the aforementioned machinery and tools taxes. The Company shall follow the same process in submitting its subsequent requests for the subsequent years for which it pays machinery and tools taxes assessed against the machinery and tools put into service as a result of the Capital Investment. B. Upon receipt of the request, the Authority will review the request for compliance with the requirements of this Agreement, including, but not limited to, sections 3.2 and 3.4. The Authority may disapprove a request which does not comply fully with the requirements of this Agreement and may require the Company to submit a revised request. In this event, the Authority shall provide notice to the Company stating the basis for disapproval, stating any defect in the request, and specifying the required additional information. The Company shall submit the revised request within 30 days of receipt of the notice of disapproval. 3.4 Verification of Reports. The Company hereby waives its protections under section 58.1- 3 of the Code of Virginia and authorizes the Commissioner of the Revenue for the City of Salem, Virginia, and the Treasurer for the City of Salem, Virginia, to disclose tax information for the sole purpose of verifying the Capital Investment and the payment of taxes. 3.5 Disbursement of Grant. Following verification and approval of a request by the Company for payment of an installment of the machinery and tools grant and subject to the availability of funds, the Authority shall pay the installment, calculated pursuant to subsection (B) of section 3.1 of this Agreement, to the Company no later than December 31 of the year in which the Authority approved the request. 3.6 Termination of Grant. A. In the event (i) the Company fails to submit a request for payment of an installment of the machinery and tools grant as and when section 3.3 of this Agreement requires or (ii) the Authority does not approve a request, and the Company fails to submit a revised request that complies with all of the requirements of this Agreement as and when section 3.3 of this Agreement requires, then all obligations of the Authority and the City pursuant to this Agreement will terminate and neither the City nor the Authority will have any obligation to fund, disburse, or provide any outstanding part of the total machinery and tools grant amount to the Company. B. If the Company fails to meet the Capital Investment Target as of the Performance Date, then at the Authority’s option, (i) the Authority may extend the Performance Date with the approval of the City or (ii) the Company shall pay the Authority an amount equal to the total amount of the machinery and tools grant installments that the Authority paid to the Company no later than 5:00 p.m., Eastern Time, ten days after the Performance Date. Page 260 of 285 Page 5 of 11 4.0 Administration of Agreement. 4.1 Transfer of Funds. The City shall transfer to the Authority the funds necessary for the Authority to meet its obligations when needed under this Agreement relating to the machinery and tools grant. The City will pay no administrative fees or expenses to the Authority in relation to this Agreement. 4.2 Obligations Contingent upon Funding Availability. The Authority’s obligation to undertake the activities contemplated in this Agreement with regard to the machinery and tools grant is conditioned specifically upon the City’s provision of funding; provided, however, that the City’s obligation to provide such funding is subject to the availability of monies appropriated by the City’s City Council for this Agreement. 4.3 Documents. The Authority agrees to provide the City’s City Manager, or the designee thereof, with copies of all documents related to this Agreement and will keep the City’s City Manager fully and timely informed of all matters related to the Agreement. 4.4 Liability and Litigation. It is the intent of the parties not to impose upon the Authority any responsibility, duty or obligation other than what may be required to implement the machinery and tools grant. Accordingly, the Authority does not assume any responsibility or liability whatsoever except as specifically stated in this Agreement. If litigation involving the machinery and tools grant is initiated or expected to be filed against the Authority, the Authority shall immediately notify the City’s City Attorney and City Manager. 4.5 Audit. The Authority shall keep records of its financial transactions, if any, related to this Agreement in accordance with generally accepted accounting principles. The City’s auditor or a designee thereof may at any time audit the financial transactions undertaken pursuant to this Agreement. 4.6 No Surety. The Authority is not required to furnish the City with surety. 5.0 Representations. The Company represents the following: A. The Company is empowered to enter into this Agreement, to be bound hereby, and to perform according to the terms hereof. B. Any and all actions necessary to enable the Company to enter into this Agreement, and to be bound hereby, have been duly taken. C. The person or persons executing or attesting the execution of this Agreement on behalf of the Company has or have been duly authorized and empowered to so execute or attest. Page 261 of 285 Page 6 of 11 D. The execution of this Agreement on behalf of the Company will bind and obligate the Company to the extent provided by the terms hereof. E. There exists no litigation pending against the Company or, to the Company’s actual knowledge, threatened that, if determined adversely, would materially and adversely affect the ability of the Company to carry out its obligations under this Agreement or the transactions contemplated hereunder. F. The Company is authorized to transact business in the Commonwealth of Virginia as of the date written first above and warrants that it will remain so through the Performance Date. 6.0 Default. 6.1 Events of Default. Each of the following will constitute a default by the Company: A. Any court of competent jurisdiction enters an order, judgment, or decree approving a petition seeking reorganization of the Company, all or a substantial part of the assets of the Company, or any guarantor of the Company or appointing a receiver, sequestrator, trustee, or liquidator of the Company, any guarantor of the Company, or any of their property, and such order, judgment, or decree continues unstayed and in effect for at least 60 days. B. The Company (i) makes a general assignment for the benefit of creditors, (ii) is adjudicated as either bankrupt or insolvent, (iii) files a voluntary petition in bankruptcy or a petition or and answer seeking reorganization or an arrangement with creditors, (iv) either (a) takes advantage of any bankruptcy, reorganization, insolvency, readjustment of debt, dissolution, or liquidation law or (b) admits the material allegations of a petition filed against the Company in any proceedings under such a law, or (v) any guarantor of the Company takes action for the purposes of effecting any item identified in item (iv). C. The Company fails to maintain its corporate existence. D. The Company fails to meet the Capital Investment Target. 6.2 Effect of Default. In the case of a default: A. The provisions of section 3.0 of this Agreement will terminate immediately; B. Neither the City nor the Authority will have any further obligation relating to the provisions of section 3.0 of this Agreement; and C. The Company will no longer be eligible to receive grant installments pursuant to sections 3.0 of this Agreement. Page 262 of 285 Page 7 of 11 7.0 Notices. All notices, demands, or other communications pursuant to this Agreement must be in writing, must be sent to the other Parties, and will be deemed to have been duly and validly given when actually received by the addressee or when delivered (i) in person, (ii) by independent, reputable, overnight commercial carrier, or (iii) by deposit in the United States mail, postage and fees fully prepaid, registered or certified mail, with return receipt requested, at the following addresses or such other addresses as any of the Parties may from time to time specify to the other Parties by notice given in accordance with this section: If to the Authority: with a copy to: Economic Development Authority Guynn Waddell, P. C. of the City of Salem, Virginia Attn: Salem EDA Counsel Attn: Chair 415 S College Ave 114 N Broad St Salem, VA 24153-5055 Salem, VA 24153-3734 If to the City: with copies to: City of Salem, Virginia City of Salem, Virginia Attn: City Manager Attn: Director of Economic Development 114 N Broad St 114 N Broad St Salem, VA 24153-3734 Salem, VA 24153-3734 and Guynn Waddell, P. C. Attn: Salem City Attorney 415 S College Ave Salem, VA 24153-5055 If to the Company: with a copy to: Novozymes Biologicals, Inc. Novozymes North America, Inc. Attn: President Attn: Legal Department 111 Kessler Mill Rd 77 Perrys Chapel Church Rd Salem, VA 24153-4452 Franklinton, NC 27525-9677 8.0 Miscellaneous Provisions. 8.1 Assignment. The Company may not assign, delegate, sublet, or otherwise transfer the Company’s interest in this Agreement, any of the Company’s rights or duties under this Agreement, or any part of such interest, rights, or duties. Further, the Company shall not assign, sublet, or transfer its interest or any part thereof in this Agreement by means or as part of any sale, merger, consolidation, assignment, or any other event that would result in Page 263 of 285 Page 8 of 11 new or different ownership, control, operation, or administration of the Company’s business affairs without the prior written consents of the Authority and the City. 8.2 Authorization to Act. The City Manager of the City or a designee thereof is authorized to act on behalf of the City for purposes of this Agreement, and the Chairman of the Authority is authorized to act on behalf of the Authority for purposes of this Agreement. 8.3 Captions. This Agreement includes the captions, headings, and titles appearing herein for convenience only, and such captions, headings, and titles will not affect the construction, interpretation, or meaning of this Agreement. 8.4 Counterparts. This Agreement may be executed in one or more counterparts, each of which will be an original, and all of which together will be one and the same instrument. A signatory has signed this Agreement when that signatory’s signature is delivered by electronic mail, facsimile transmission, or another electronic medium. All Parties will treat these signatures in all respects as having the same force and effect as original signatures. 8.5 Dispute Resolution. 8.5.1 Attorneys’ Fees. Each party will bear the cost of its own attorneys’ fees. 8.5.2 Construction and Interpretation. Each of the Parties has had the opportunity to have its legal counsel review this Agreement on its behalf. If an ambiguity or question of intent arises with respect to any provision of this Agreement, this Agreement will be construed as if drafted jointly by the Parties. Neither the form of this Agreement, nor any language herein, shall be construed or interpreted in favor of or against any party hereto as the sole drafter thereof. 8.5.3 Forum and Venue Choice. Any and all disputes, claims, and causes of action arising out of or in connection with this Agreement, or any performances made hereunder, shall be brought, and any judicial proceeding shall take place, only in the Circuit Court of the City of Salem, Virginia. The Company accepts the personal jurisdiction of this court for purposes of such action and waives all jurisdiction- and venue-related defenses to the maintenance of such action. 8.5.4 Governing Law. All issues and questions concerning the construction, enforcement, interpretation, and validity of this Agreement, or the rights and obligations of the Parties in connection with this Agreement, shall be governed by, and construed and interpreted in accordance with, the laws of the Commonwealth of Virginia, without giving effect to any choice of law or conflict of laws rules or provisions, whether of the Commonwealth of Virginia or any other jurisdiction, that would cause the application of the laws of any jurisdiction other than those of the Commonwealth of Virginia. 8.6 Entire Agreement; Modification. This Agreement, including those documents incorporated herein by reference, contains the entire agreement of the Parties with respect to the subject matter hereof. No prior written agreement or contemporaneous or prior oral Page 264 of 285 Page 9 of 11 agreement between the Parties, or any of them, relating to the subject matter hereof shall be of any effect. No alteration, amendment, or modification to this Agreement is binding or valid unless memorialized in a written document signed by the duly authorized representatives of the Authority, the City, and the Company. 8.7 No Partnership or Joint Venture. Neither this Agreement nor any part thereof is intended or will be construed or interpreted to create or establish any joint venture, partnership, or similar arrangement between any of the Parties or to designate any of the Parties as the agent or representative of any other of the Parties for any purpose. 8.8 No Third-Party Beneficiaries. Notwithstanding any other provision of this Agreement, the Parties hereby agree that (i) no person will be considered, deemed, or otherwise recognized to be a third-party beneficiary of this Agreement, (ii) the provisions of this Agreement are not intended to be for the benefit of any person other than the Parties, (iii) no person will obtain any right to make any claim against the Authority, the City, or the Company under the provisions of this Agreement, and (iv) no provision of this Agreement will be construed or interpreted to confer third-party beneficiary status on any person. For purposes of this section, the word “person” has the meaning set forth in section 1-230 of the Code of Virginia and includes any person, whether or not such person is named in this Agreement. 8.9 No Waiver; Rights and Remedies Cumulative. The failure by any of the Parties to enforce any provision of or right under this Agreement does not constitute a waiver of such provision or right. The failure of any of the Parties to enforce such provision or right will not prejudice such party from later enforcing or exercising the same or any other provision or right that such party may have under this Agreement. The rights and remedies provided by this Agreement are cumulative, and the use of any one right or remedy by any of the Parties does not preclude or waive the right to use any or all other rights or remedies. The rights and remedies provided in this Agreement are given in addition to any other rights the Parties may have by law or otherwise. 8.10 Records. 8.10.1 Maintenance and Access. The Company shall maintain all books, records, and other documents relating to this Agreement for a period of five years after the end of each City fiscal year during which this Agreement is performed. The Authority, the City, and their authorized agents, employees, and officers are entitled to reasonable access to and the right to audit, copy, and examine any of the books, records, and other documents of the Company relating to this Agreement during the performance of this Agreement and the five-year retention period. 8.10.2 Applicable Law. The Company acknowledges that records maintained by or in the custody of the Authority or the City are subject to the Virginia Public Records Act, Va. Code §§ Page 265 of 285 Page 10 of 11 42.1-76 through 42.1-91.1, and the Virginia Freedom of Information Act, Va. Code §§ 2.2- 3700 through 2.2-3715, and therefore are subject to the record retention and public disclosure requirements mandated by those statutes. 8.10.3 Challenges to Nondisclosure. If the Company submits records to the Authority or the City and requests that those records not be disclosed under applicable law and the Authority or the City consequently denies a request for disclosure of those records based on the Company’s request, and the Authority’s or the City’s denial of a request for disclosure of those records is challenged in court, the Company shall indemnify and hold harmless the Authority, the City, and their agents, employees, and officers from and against any and all liability relating thereto and, upon written demand by the Authority or the City, defend at the Company’s sole expense, including, but not limited to, attorneys’ fees and other costs related to litigation, any actual or threatened administrative, arbitration, or judicial action, claim, investigation, proceeding, or suit initiated by a third party in connection with such liability. 8.11 Severability. If any provision of this Agreement is determined to be unenforceable, invalid, or illegal, then the enforceability, validity, and legality of the remaining provisions of this Agreement will not in any way be affected or impaired, and such provision will be deemed to be restated to reflect the original intentions of the Parties as nearly as possible in accordance with applicable law. 8.12 Subject to Appropriations. All payments and other performance by the City and the Authority under this Agreement are subject to appropriations by the City’s City Council and to the approval of the City’s City Council and the Authority’s Board of Directors. Consequently, this Agreement binds the City and the Authority only to the extent that the City’s City Council appropriates sufficient funds for the City to perform its obligations hereunder. Under no circumstances will the total liability of the Authority or the City, either or both, exceed the total amount of funds appropriated by the City’s City Council for payments or other performance pursuant to this Agreement. SIGNATURES ON FOLLOWING PAGE Page 266 of 285 Page 11 of 11 IN WITNESS WHEREOF, the Parties have executed this Agreement by their duly authorized representatives as of the date written first above: Approved as to Form: CITY OF SALEM, VIRGINIA By: By: Jim H. Guynn, Jr. Christopher J. Dorsey City Attorney City Manager ECONOMIC DEVELOPMENT AUTHORITY Approved as to Form: OF THE CITY OF SALEM, VIRGINIA By: By: Jim H. Guynn, Jr. Paul C. Kuhnel EDA Counsel Chair NOVOZYMES BIOLOGICALS, INC. By: Derek Fagg President Page 267 of 285 COMMISSIONER OF REVENUE INFORMATION RELEASE AUTHORIZATION & COMPANY PERFORMANCE AGREEMENT GRANT REQUEST Business Corporate Name: ______________________________________________________ Business Trade Name: __________________________________________________________ Business Address: ______________________________________________________________ Business Phone: __________________ Email: _____________________________ By signing this release of information, I certify and acknowledge that I am a representative of the above-named business and have the authority to request the release of confidential business information for this company. I hereby authorize the City of Salem Commissioner of the Revenue’s office to release, on a confidential basis, any and all documentation and information for the business including, but not limited to, business license gross receipts and payment amounts, business tangible property assessments and payments, sales tax payments and other financials of the business that are required to be obtained by the Commissioner’s office. Concurrently, by signing this document, the company is requesting grant funds released, ensuring the information provided from the commissioner of revenue validates the company has achieved their targets identified in the economic development performance agreement executed on ______________________________ (date) Information shall be released to the following: • Salem City Manager’s office, Finance Department, Economic Development Department • City of Salem Economic Development Authority Members Signature: _________________________________________ Date: __________________ Printed Name: ______________________________________ Title:___________________ *This authorization shall remain in effect for 12 months from the date of signing and shall encompass the release of information for the current and 3 preceding years unless otherwise notated by the owner whose signature has been obtained above. Page 268 of 285 Item #: 6.F. AT A REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SALEM, VIRGINIA HELD AT CITY HALL MEETING DATE: August 25, 2025 AGENDA ITEM: Performance Agreement - QualiChem, Inc. Consider request authorizing the City Manager to finalize and execute local performance agreement between QualiChem, Inc., the City of Salem, and the Economic Development Authority of the City of Salem. SUBMITTED BY: Tommy Miller, Director of Economic Development SUMMARY OF INFORMATION: This performance agreement will result in the Economic Development Authority of the City of Salem providing a local incentive grant to QualiChem, Inc. in the value of $75,000. The grant will be provided through the reimbursement of various city fees and a machine & tool tax grant until the combined value of $75,000 is attained. QualiChem has committed to investing approximately $800,000 in new taxable machinery and tools at various locations within the City of Salem. In addition, they purchased the long-vacant Chubb office building on Idaho Street as their new headquarters. Also, a minimum of 16 new jobs will be created. The City Attorney has reviewed and approved this performance agreement as to form. FISCAL IMPACT: STAFF RECOMMENDATION: Staff recommends Council authorize the City Manager to finalize and execute this local performance agreement. ATTACHMENTS: 1. Item 6F 8-25-25 Salem - Econ Devt - QualiChem - Combined Final Page 269 of 285 Page 1 of 13 PERFORMANCE AGREEMENT This PERFORMANCE AGREEMENT (the “Agreement”) is made and entered into as of the ____ day of __________________, 2025, by and among the CITY OF SALEM, VIRGINIA (the “City”), a municipal corporation of the Commonwealth of Virginia, the ECONOMIC DEVELOPMENT AUTHORITY OF THE CITY OF SALEM, VIRGINIA (the “Authority”), a political subdivision of the Commonwealth of Virginia, and QUALICHEM, INC. (the “Company”), a Virginia corporation, any two or more of which may be referred to as “Parties.” RECITALS WHEREAS, the Company operates manufacturing facilities located at 2003 Salem Industrial Drive, identified as Tax Parcel 177-1-1.1 in the records of the City Assessor, 1117 Intervale Drive, identified as Tax Parcel 229-3-3 in the records of the City Assessor, 510 Branch Drive, identified as Tax Parcel 51-3-3 in the records of the City Assessor, and 1405 Mill Race Drive, identified as Tax Parcel 165-1-1.7 in the records of the City Assessor (together with the Company’s anticipated acquisition of 616 Idaho Street, identified as Tax Parcel 147-3-2 in the records of the City Assessor, the “Facilities”), at which it will make a capital investment consisting, in part, of taxable machinery and tools and the acquisition of and construction of improvements to real property; WHEREAS, the Company’s capital investments for the acquisition, equipping, and improvement of the Facilities will include approximately $800,000 in new taxable machinery and tools at the Facilities; WHEREAS, the Company’s acquisition, equipping, improvement, and operation of the Facilities will entail the creation and maintenance of 16 new jobs at the Facilities; WHEREAS, the City and the Authority have determined that the Company’s acquisition, equipping, improvement, and operation of the Facilities will promote economic development, generate additional revenue, and provide employment opportunities; WHEREAS, the stimulation of additional tax revenue and economic activity to be generated by the capital investment, as this Agreement defines such capital investment, and new jobs constitute a valid public purpose for the expenditure of public funds; and WHEREAS, section 15.2-953 of the Code of Virginia authorizes the City and section 15.2- 4905 authorizes the Authority to perform the activities that this Agreement contemplates; WHEREAS, this Agreement sets forth the understanding of the Parties concerning the payment of a machinery and tools grant to the Company and the waiver of certain City fees for the Company’s benefit. NOW, THEREFORE, in consideration of the foregoing, the mutual benefits, promises, and undertakings of the Parties, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: Page 270 of 285 Page 2 of 13 1.0 Definitions and Interpretation. 1.1 Previously Defined Terms. The terms “Agreement,” “Authority,” “City,” “Company,” “Facilities,” and “Parties” have the meanings ascribed to them in this Agreement’s preamble and recitals. 1.2 Additional Definitions. The following terms have the following meanings for purposes of this Agreement: 1.2.1 Capital Investment. “Capital Investment” means capital expenditures by or on behalf of the Company that result in an increase in the City’s tax receipts from machinery and tools at the Facilities after January 1, 2024. 1.2.2 Capital Investment Target. “Capital Investment Target” means a Capital Investment of not less than $800,000. 1.2.3 City Fees. “City Fees” means certain fees charged by the City that the Company, its agents, or its contractors pay to the City in connection with the Project, including connection fees for electric, sewer, or water utilities and permit fees levied pursuant to the Virginia Uniform Statewide Building Code less the state levy collected pursuant to Va. Code § 36-137(7) and 13 VAC 5-63-70(E) (except for reinspection fees) or charged for land disturbing permits and site plan reviews. 1.2.4 Performance Date. “Performance Date” means December 31, 2026. 1.2.5 Project. “Project” means the construction of improvements completed no later than the Performance Date at 2003 Salem Industrial Drive, identified as Tax Parcel 177-1-1.1 in the records of the City Assessor, and the acquisition of and construction of improvements completed no later than the Performance Date at 616 Idaho Street, identified as Tax Parcel 147-3-2 in the records of the City Assessor, to make the buildings on those parcels more suitable for the Company’s manufacturing operations. 1.3 Computation of Time. A. When this Agreement requires that an act be performed a prescribed amount of time before an event, the day of such event will not be counted against the time allowed, but the day on which such act is performed will be counted as part of the time. When this Agreement requires that an act be performed within a prescribed amount of time after an event, the day on which the event occurred will not be counted against the time allowed. B. When this Agreement requires, either by specification of a date or by a prescribed period of time, that an act be performed on a Saturday, Sunday, or legal holiday or on any day or part of a day on which the government office where the act to be performed Page 271 of 285 Page 3 of 13 is closed, the act may be performed on the next day that is not a Saturday, Sunday, legal holiday, or day on which the government office is closed. 2.0 Capital Investment Target. The Company shall meet the Capital Investment Target as of the Performance Date. 3.0 Incentive. 3.1 Generally. 3.1.1 Maximum Amount of Incentive. A. The machinery and tools grant described in section 3.2 of this Agreement and the fee reimbursement grant described in section 3.3 of this Agreement together constitute the total incentive available to the Company under this Agreement. The maximum value of this incentive is $75,000. Under no circumstances will the sum of the total amount the Authority pays to the Company pursuant to sections 3.2 and 3.3 of this Agreement exceed $75,000. B. Under no circumstances will the machinery and tools grant or the fee reimbursement grant be a general obligation of the Authority. The obligations of the Authority are limited solely to funds received from the City pursuant to this Agreement. 3.1.2 Company’s Eligibility for Grants. A. The Company must comply with all of the following eligibility requirements to be eligible to receive the machinery and tools grant and the fee reimbursement grant, either or both: 1. The Company shall make the Capital Investment by the Performance Date. 2. The Company shall ensure that all taxes properly assessed and levied by the City against the Facilities and any tangible personal property, including, but not limited to, machinery and tools, of the Company are paid in full when required. 3. The Company shall comply with the provisions of any laws or regulations enacted or otherwise made effective by any federal, state, or local governmental entity which might apply to the performance of this Agreement, obtain all necessary licenses and permits thereunder, and pay when required all taxes or other charges properly assessed against the Company thereunder. 4. The Company shall ensure that the Company’s representations under section 5.0 remain true. Page 272 of 285 Page 4 of 13 5. The Company shall not be in default under subsections (A), (B), (C), or any of them, of section 6.1. B. If the Company fails to meet the Capital Investment Target as of the Performance Date as required by subdivision (1) of subsection (A) of this section, then at the Authority’s option, (i) the Authority may extend the Performance Date with the approval of the City or (ii) the Company shall pay the Authority an amount equal to the total amount of the grant installments that the Authority paid to the Company pursuant to sections 3.2 and 3.3 of this Agreement no later than 5:00 p.m., Eastern Time, ten days after the Performance Date. If the Company fails to meet any of the eligibility requirements set forth in subdivisions (2) through (5) of subsection (A) of this section, then the Company will be ineligible to receive further grant installments pursuant to sections 3.2 and 3.3 of this Agreement. 3.2 Machinery and Tools Grant. 3.2.1 Machinery and Tools Grant Amount. A. The Authority will pay the machinery and tools grant to the Company if the Company meets the eligibility requirements set forth in section 3.1.2 for the purpose of offsetting increased machinery and tools taxes paid by the Company as a result of the Capital Investment. B. The Authority will pay the machinery and tools grant in annual installments until the total amount the Authority has paid to the Company pursuant to sections 3.2 and 3.3 of this Agreement reaches $75,000. The amount of each installment will equal the amount of the increase in revenue to the City due to machinery and tools tax receipts resulting from the Capital Investment for the year for which the Authority pays the installment. 3.2.2 Request for Payment of Machinery and Tools Grant. A. Beginning in the year in which the Capital Investment results in an increase in revenue to the City of at least $5,000 in machinery and tools tax receipts, the Company is entitled to request the initial installment of the machinery and tools grant upon the Company’s payment of machinery and tools taxes assessed against the machinery and tools put into service as a result of the Capital Investment. The Company shall make this request on a form attached to this Agreement as Exhibit A and include therewith any information required pursuant to section 3.2.3. The Company shall submit this request to both the Authority and the City no later than September 30 of the year in which the Company paid the aforementioned machinery and tools taxes. The Company shall follow the same process in submitting its subsequent requests for the subsequent years for which it pays machinery and tools taxes assessed against the machinery and tools put into service as a result of the Capital Investment. Page 273 of 285 Page 5 of 13 B. Upon receipt of the request, the Authority will review the request for compliance with the requirements of this Agreement, including, but not limited to, sections 3.1.2 and 3.2.3. The Authority may disapprove a request which does not comply fully with the requirements of this Agreement and may require the Company to submit a revised request. In this event, the Authority shall provide notice to the Company stating the basis for disapproval, stating any defect in the request, and specifying the required additional information. The Company shall submit the revised request within 30 days of receipt of the notice of disapproval. 3.2.3 Verification of Reports. The Company hereby waives its protections under section 58.1- 3 of the Code of Virginia and authorizes the Commissioner of the Revenue for the City of Salem, Virginia, and the Treasurer for the City of Salem, Virginia, to disclose tax information for the sole purpose of verifying the Capital Investment and the payment of taxes. 3.2.4 Disbursement of Machinery and Tools Grant. Following verification and approval of a request by the Company for payment of an installment of the machinery and tools grant and subject to the availability of funds, the Authority shall pay the installment, calculated pursuant to subsection (B) of section 3.2.1 of this Agreement, to the Company no later than December 31 of the year in which the Authority approved the request. 3.2.5 Termination of Machinery and Tools Grant. In the event (i) the Company fails to submit a request for payment of an installment of the machinery and tools grant as and when section 3.1.3 of this Agreement requires or (ii) the Authority does not approve a request, and the Company fails to submit a revised request that complies with all of the requirements of this Agreement as and when section 3.1.3 of this Agreement requires, then all obligations of the Authority and the City pursuant to this Agreement will terminate and neither the City nor the Authority will have any obligation to fund, disburse, or provide any outstanding part of the total machinery and tools grant amount to the Company. 3.3 Fee Reimbursement Grant. 3.3.1 Fee Reimbursement Grant Amount. A. The Authority will pay the fee reimbursement grant to the Company if the Company meets the eligibility requirements set forth in section 3.1.2 of this Agreement for the purpose of offsetting City Fees. B. The Authority will pay the fee reimbursement grant in quarterly installments until the total amount the Authority has paid to the Company pursuant to sections 3.2 and 3.3 of this Agreement reaches $75,000. The amount of the first installment will equal the amount of all City Fees paid to the City through the end of the quarter preceding the quarter in which the Company submits its first request pursuant to section 3.3.2 of this Agreement. The amount of each subsequent installment will equal the amount of City Fees paid to the City during the preceding quarter. The Page 274 of 285 Page 6 of 13 Authority will determine the amount of each installment from the request for that installment that the Company submits pursuant to section 3.3.2 of this Agreement and the Authority verifies and approves pursuant to section 3.3.3 of this Agreement. For purposes of this subsection and section 3.3.2 of this Agreement, the term “quarter” means (i) the months of January, February, and March, (ii) the months of April, May, and June, (iii) the months of July, August, and September, or (iv) the months of October, November, and December. 3.3.2 Request for Payment of Fee Reimbursement Grant. The Company is entitled to request an installment of the fee reimbursement grant no more frequently than once per quarter for any City Fees paid to the City during the preceding quarter. The Company shall make each request in the form of a letter to the Authority identifying the total amount requested for the preceding quarter and including each receipt from the City indicating that any of the City Fees that are part of that total amount requested were paid during that preceding quarter. 3.3.3 Verification of Request. Upon receipt of the request, the Authority will review the request for compliance with the requirements of this Agreement, including, but not limited to, section 3.1.2 and 3.3.2. The Authority may disapprove a request which does not comply fully with the requirements of this Agreement and may require the Company to submit a revised request. In this event, the Authority shall provide notice to the Company stating the basis for disapproval, stating any defect in the request, and specifying the required additional information. The Company shall submit the revised request within 30 days of receipt of the notice of disapproval. 3.3.4 Disbursement of Fee Reimbursement Grant. Following verification and approval of a request by the Company for payment of an installment of the fee reimbursement grant and subject to the availability of funds, the Authority shall pay the installment to the Company no later than December 31 of the year in which the Authority approved the request. 3.3.5 Termination of Fee Reimbursement Grant. In the event (i) the Company fails to submit a request for payment of an installment the fee reimbursement grant as and when section 3.3.2 requires or (ii) the Authority does not approve a request, and the Company fails to submit a revised request that complies with all of the requirements of this Agreement as and when section 3.3.2 requires, then all obligations of the Authority and the City pursuant to this Agreement will terminate and neither the City nor the Authority will have any obligation to fund, disburse, or provide any outstanding part of the total fee reimbursement grant amount to the Company. 4.0 Administration of Agreement. 4.1 Transfer of Funds. The City shall transfer to the Authority the funds necessary for the Authority to meet its obligations when needed under this Agreement relating to the machinery and tools grant and the fee reimbursement grant. The City will pay no administrative fees or expenses to the Authority in relation to this Agreement. Page 275 of 285 Page 7 of 13 4.2 Obligations Contingent upon Funding Availability. The Authority’s obligation to undertake the activities contemplated in this Agreement with regard to the machinery and tools grant is conditioned specifically upon the City’s provision of funding; provided, however, that the City’s obligation to provide such funding is subject to the availability of monies appropriated by the City’s City Council for this Agreement. 4.3 Documents. The Authority agrees to provide the City’s City Manager, or the designee thereof, with copies of all documents related to this Agreement and will keep the City’s City Manager fully and timely informed of all matters related to the Agreement. 4.4 Liability and Litigation. It is the intent of the parties not to impose upon the Authority any responsibility, duty or obligation other than what may be required to implement the machinery and tools grant. Accordingly, the Authority does not assume any responsibility or liability whatsoever except as specifically stated in this Agreement. If litigation involving the machinery and tools grant is initiated or expected to be filed against the Authority, the Authority shall immediately notify the City’s City Attorney and City Manager. 4.5 Audit. The Authority shall keep records of its financial transactions, if any, related to this Agreement in accordance with generally accepted accounting principles. The City’s auditor or a designee thereof may at any time audit the financial transactions undertaken pursuant to this Agreement. 4.6 No Surety. The Authority is not required to furnish the City with surety. 5.0 Representations. The Company represents the following: A. The Company is empowered to enter into this Agreement, to be bound hereby, and to perform according to the terms hereof. B. Any and all actions necessary to enable the Company to enter into this Agreement, and to be bound hereby, have been duly taken. C. The person or persons executing or attesting the execution of this Agreement on behalf of the Company has or have been duly authorized and empowered to so execute or attest. D. The execution of this Agreement on behalf of the Company will bind and obligate the Company to the extent provided by the terms hereof. E. There exists no litigation pending against the Company or, to the Company’s actual knowledge, threatened that, if determined adversely, would materially and adversely affect the ability of the Company to carry out its obligations under this Agreement or the transactions contemplated hereunder. Page 276 of 285 Page 8 of 13 F. The Company is authorized to transact business in the Commonwealth of Virginia as of the date written first above and warrants that it will remain so through the Performance Date. 6.0 Default. 6.1 Events of Default. Each of the following will constitute a default by the Company: A. Any court of competent jurisdiction enters an order, judgment, or decree approving a petition seeking reorganization of the Company, all or a substantial part of the assets of the Company, or any guarantor of the Company or appointing a receiver, sequestrator, trustee, or liquidator of the Company, any guarantor of the Company, or any of their property, and such order, judgment, or decree continues unstayed and in effect for at least 60 days. B. The Company (i) makes a general assignment for the benefit of creditors, (ii) is adjudicated as either bankrupt or insolvent, (iii) files a voluntary petition in bankruptcy or a petition or and answer seeking reorganization or an arrangement with creditors, (iv) either (a) takes advantage of any bankruptcy, reorganization, insolvency, readjustment of debt, dissolution, or liquidation law or (b) admits the material allegations of a petition filed against the Company in any proceedings under such a law, or (v) any guarantor of the Company takes action for the purposes of effecting any item identified in item (iv). C. The Company fails to maintain its corporate existence. D. The Company fails to meet the Capital Investment Target. 6.2 Effect of Default. In the case of a default: A. The provisions of section 3.0 of this Agreement will terminate immediately; B. Neither the City nor the Authority will have any further obligation relating to the provisions of section 3.0 of this Agreement; and C. The Company will no longer be eligible to receive grant installments pursuant to sections 3.0 of this Agreement. 7.0 Notices. All notices, demands, or other communications pursuant to this Agreement must be in writing, must be sent to the other Parties, and will be deemed to have been duly and validly given when actually received by the addressee or when delivered (i) in person, (ii) by independent, reputable, overnight commercial carrier, or (iii) by deposit in the United States mail, postage and fees fully prepaid, registered or certified mail, with return receipt requested, at the following addresses or such other addresses as any of the Parties may from time to time specify to the other Parties by notice given in accordance with this section: Page 277 of 285 Page 9 of 13 If to the Authority: with a copy to: Economic Development Authority Guynn Waddell, P. C. of the City of Salem, Virginia Attn: Salem EDA Counsel Attn: Chair 415 S College Ave 114 N Broad St Salem, VA 24153-5055 Salem, VA 24153-3734 If to the City: with copies to: City of Salem, Virginia City of Salem, Virginia Attn: City Manager Attn: Director of Economic Development 114 N Broad St 114 N Broad St Salem, VA 24153-3734 Salem, VA 24153-3734 and Guynn Waddell, P. C. Attn: Salem City Attorney 415 S College Ave Salem, VA 24153-5055 If to the Company: with a copy to: QualiChem, Inc. QualiChem, Inc. Attn: President Attn: Legal Department 2003 Salem Industrial Dr 2003 Salem Industrial Dr Salem, VA 24153-3143 Salem, VA 24153-3143 8.0 Miscellaneous Provisions. 8.1 Assignment. The Company may not assign, delegate, sublet, or otherwise transfer the Company’s interest in this Agreement, any of the Company’s rights or duties under this Agreement, or any part of such interest, rights, or duties. Further, the Company shall not assign, sublet, or transfer its interest or any part thereof in this Agreement by means or as part of any sale, merger, consolidation, assignment, or any other event that would result in new or different ownership, control, operation, or administration of the Company’s business affairs without the prior written consents of the Authority and the City. 8.2 Authorization to Act. The City Manager of the City or a designee thereof is authorized to act on behalf of the City for purposes of this Agreement, and the Chairman of the Authority is authorized to act on behalf of the Authority for purposes of this Agreement. Page 278 of 285 Page 10 of 13 8.3 Captions. This Agreement includes the captions, headings, and titles appearing herein for convenience only, and such captions, headings, and titles will not affect the construction, interpretation, or meaning of this Agreement. 8.4 Counterparts. This Agreement may be executed in one or more counterparts, each of which will be an original, and all of which together will be one and the same instrument. A signatory has signed this Agreement when that signatory’s signature is delivered by electronic mail, facsimile transmission, or another electronic medium. All Parties will treat these signatures in all respects as having the same force and effect as original signatures. 8.5 Dispute Resolution. 8.5.1 Attorneys’ Fees. Each party will bear the cost of its own attorneys’ fees. 8.5.2 Construction and Interpretation. Each of the Parties has had the opportunity to have its legal counsel review this Agreement on its behalf. If an ambiguity or question of intent arises with respect to any provision of this Agreement, this Agreement will be construed as if drafted jointly by the Parties. Neither the form of this Agreement, nor any language herein, shall be construed or interpreted in favor of or against any party hereto as the sole drafter thereof. 8.5.3 Forum and Venue Choice. Any and all disputes, claims, and causes of action arising out of or in connection with this Agreement, or any performances made hereunder, shall be brought, and any judicial proceeding shall take place, only in the Circuit Court of the City of Salem, Virginia. The Company accepts the personal jurisdiction of this court for purposes of such action and waives all jurisdiction- and venue-related defenses to the maintenance of such action. 8.5.4 Governing Law. All issues and questions concerning the construction, enforcement, interpretation, and validity of this Agreement, or the rights and obligations of the Parties in connection with this Agreement, shall be governed by, and construed and interpreted in accordance with, the laws of the Commonwealth of Virginia, without giving effect to any choice of law or conflict of laws rules or provisions, whether of the Commonwealth of Virginia or any other jurisdiction, that would cause the application of the laws of any jurisdiction other than those of the Commonwealth of Virginia. 8.6 Entire Agreement; Modification. This Agreement, including those documents incorporated herein by reference, contains the entire agreement of the Parties with respect to the subject matter hereof. No prior written agreement or contemporaneous or prior oral agreement between the Parties, or any of them, relating to the subject matter hereof shall be of any effect. No alteration, amendment, or modification to this Agreement is binding or valid unless memorialized in a written document signed by the duly authorized representatives of the Authority, the City, and the Company. 8.7 No Partnership or Joint Venture. Neither this Agreement nor any part thereof is intended or will be construed or interpreted to create or establish any joint venture, partnership, or Page 279 of 285 Page 11 of 13 similar arrangement between any of the Parties or to designate any of the Parties as the agent or representative of any other of the Parties for any purpose. 8.8 No Third-Party Beneficiaries. Notwithstanding any other provision of this Agreement, the Parties hereby agree that (i) no person will be considered, deemed, or otherwise recognized to be a third-party beneficiary of this Agreement, (ii) the provisions of this Agreement are not intended to be for the benefit of any person other than the Parties, (iii) no person will obtain any right to make any claim against the Authority, the City, or the Company under the provisions of this Agreement, and (iv) no provision of this Agreement will be construed or interpreted to confer third-party beneficiary status on any person. For purposes of this section, the word “person” has the meaning set forth in section 1-230 of the Code of Virginia and includes any person, whether or not such person is named in this Agreement. 8.9 No Waiver; Rights and Remedies Cumulative. The failure by any of the Parties to enforce any provision of or right under this Agreement does not constitute a waiver of such provision or right. The failure of any of the Parties to enforce such provision or right will not prejudice such party from later enforcing or exercising the same or any other provision or right that such party may have under this Agreement. The rights and remedies provided by this Agreement are cumulative, and the use of any one right or remedy by any of the Parties does not preclude or waive the right to use any or all other rights or remedies. The rights and remedies provided in this Agreement are given in addition to any other rights the Parties may have by law or otherwise. 8.10 Records. 8.10.1 Maintenance and Access. The Company shall maintain all books, records, and other documents relating to this Agreement for a period of five years after the end of each City fiscal year during which this Agreement is performed. The Authority, the City, and their authorized agents, employees, and officers are entitled to reasonable access to and the right to audit, copy, and examine any of the books, records, and other documents of the Company relating to this Agreement during the performance of this Agreement and the five-year retention period. 8.10.2 Applicable Law. The Company acknowledges that records maintained by or in the custody of the Authority or the City are subject to the Virginia Public Records Act, Va. Code §§ 42.1-76 through 42.1-91.1, and the Virginia Freedom of Information Act, Va. Code §§ 2.2- 3700 through 2.2-3715, and therefore are subject to the record retention and public disclosure requirements mandated by those statutes. 8.10.3 Challenges to Nondisclosure. If the Company submits records to the Authority or the City and requests that those records not be disclosed under applicable law and the Authority or the City consequently denies a request for disclosure of those records based on the Page 280 of 285 Page 12 of 13 Company’s request, and the Authority’s or the City’s denial of a request for disclosure of those records is challenged in court, the Company shall indemnify and hold harmless the Authority, the City, and their agents, employees, and officers from and against any and all liability relating thereto and, upon written demand by the Authority or the City, defend at the Company’s sole expense, including, but not limited to, attorneys’ fees and other costs related to litigation, any actual or threatened administrative, arbitration, or judicial action, claim, investigation, proceeding, or suit initiated by a third party in connection with such liability. 8.11 Severability. If any provision of this Agreement is determined to be unenforceable, invalid, or illegal, then the enforceability, validity, and legality of the remaining provisions of this Agreement will not in any way be affected or impaired, and such provision will be deemed to be restated to reflect the original intentions of the Parties as nearly as possible in accordance with applicable law. 8.12 Subject to Appropriations. All payments and other performance by the City and the Authority under this Agreement are subject to appropriations by the City’s City Council and to the approval of the City’s City Council and the Authority’s Board of Directors. Consequently, this Agreement binds the City and the Authority only to the extent that the City’s City Council appropriates sufficient funds for the City to perform its obligations hereunder. Under no circumstances will the total liability of the Authority or the City, either or both, exceed the total amount of funds appropriated by the City’s City Council for payments or other performance pursuant to this Agreement. SIGNATURES ON FOLLOWING PAGE Page 281 of 285 Page 13 of 13 IN WITNESS WHEREOF, the Parties have executed this Agreement by their duly authorized representatives as of the date written first above: Approved as to Form: CITY OF SALEM, VIRGINIA By: By: Jim H. Guynn, Jr. Christopher J. Dorsey City Attorney City Manager ECONOMIC DEVELOPMENT AUTHORITY Approved as to Form: OF THE CITY OF SALEM, VIRGINIA By: By: Jim H. Guynn, Jr. Paul C. Kuhnel EDA Counsel Chair QUALICHEM, INC. By: Timothy T. Davis President Page 282 of 285 COMMISSIONER OF REVENUE INFORMATION RELEASE AUTHORIZATION & COMPANY PERFORMANCE AGREEMENT GRANT REQUEST Business Corporate Name: ______________________________________________________ Business Trade Name: __________________________________________________________ Business Address: ______________________________________________________________ Business Phone: __________________ Email: _____________________________ By signing this release of information, I certify and acknowledge that I am a representative of the above-named business and have the authority to request the release of confidential business information for this company. I hereby authorize the City of Salem Commissioner of the Revenue’s office to release, on a confidential basis, any and all documentation and information for the business including, but not limited to, business license gross receipts and payment amounts, business tangible property assessments and payments, sales tax payments and other financials of the business that are required to be obtained by the Commissioner’s office. Concurrently, by signing this document, the company is requesting grant funds released, ensuring the information provided from the commissioner of revenue validates the company has achieved their targets identified in the economic development performance agreement executed on ______________________________ (date) Information shall be released to the following: • Salem City Manager’s office, Finance Department, Economic Development Department • City of Salem Economic Development Authority Members Signature: _________________________________________ Date: __________________ Printed Name: ______________________________________ Title:___________________ *This authorization shall remain in effect for 12 months from the date of signing and shall encompass the release of information for the current and 3 preceding years unless otherwise notated by the owner whose signature has been obtained above. Page 283 of 285 Item #: 6.G. AT A REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SALEM, VIRGINIA HELD AT CITY HALL MEETING DATE: August 25, 2025 AGENDA ITEM: Salem City School Board Consider setting the date for a public hearing in accordance with Section 22.1-29.1 of the Code of Virginia 1950, as amended, regarding the consideration of applicants for the School Board terms expiring December 31, 2025 of Andy Raines and Stacey Danstrom. (Suggest date of October 14, 2025). SUBMITTED BY: Chris Dorsey, City Manager SUMMARY OF INFORMATION: The current term for School Board members Andy Raines and Stacey Danstrom expire on December 31, 2025. Per the Code of Virginia, Council must hold a public hearing to receive the views of citizens within the school division at least seven days prior to any appointment. No nominee or applicant whose name has not been considered at a public hearing shall be appointed as a School Board member. Pending Council action to set the public hearing date for the October 14, 2025 regular City Council meeting (or an alternate meeting date if Council elects), the City will provide public notice of this date and request interested applicants submit a letter of interest and resume to the office of the Clerk of Council for consideration and naming at the public hearing. FISCAL IMPACT: STAFF RECOMMENDATION: Staff recommends Council set a public hearing on the appointment of school board members for October 14, 2025 during the regular Council meeting, direct staff to provide public notice, and accept letters of interest and resumes from interested applicants for naming at this public hearing. ATTACHMENTS: 1. Item 6G 8-25-25 Code Section.School Board Appointment Page 284 of 285 Code of Virginia Title 22.1. Education Chapter 5. School Boards; Selection, Qualification and Salaries of Members Article 1. General Provisions § 22.1-29.1. Public hearing before appointment of school boardmembers At least seven days prior to the appointment of any school board member pursuant to the provisions of this chapter, of §§ 15.2-410, 15.2-531, 15.2-627 or § 15.2-837, or of any municipal charter, the appointing authority shall hold one or more public hearings to receive the views of citizens within the school division. The appointing authority shall cause public notice to be given at least seven days prior to any hearing by publication in a newspaper having a general circulation within the school division. No nominee or applicant whose name has not been considered at a public hearing shall be appointed as a school board member. 1985, c. 423; 1987, c. 430; 2023, cc. 506, 507. The chapters of the acts of assembly referenced in the historical citation at the end of this section(s) may not constitute a comprehensive list of such chapters and may exclude chapters whose provisions have expired. 1 8/3/2023 12:00:00 AM Page 285 of 285