2015-18ORDINANCE NO. 2015-18
AN ORDINANCE TO AMEND THE ZONING MAP OF THE CITY OF FAIRFAX,
VIRGINIA TO RECLASSIFY FROM C-2 RETAIL COMMERCIAL, I-2
INDUSTRIAL AND HIGHWAY CORRIDOR OVERLAY DISTRICT, TO C-2
RETAIL COMMERCIAL WITH PROFFERS AND HIGHWAY CORRIDOR
OVERLAY DISTRICT; ON THE LAND KNOWN AS 11101 AND 11091 FAIRFAX
BOULEVARD AND 11160 LEE HIGHWAY AND MORE PARTICULARLY
DESCRIBED AS TAX MAP PARCELS 57-1-2-27,31,31A AND 31B.
WHEREAS, Novus Fairfax Gateway, LLC, by Lynne J. Strobel, Agent/ Attorney -in -Fact,
submitted application No. Z-13070069 requesting a change in the zoning classification from
C-2 Retail Commercial, I-2 Industrial and Highway Corridor Overlay District to C-2 Retail
Commercial with proffers and Highway Corridor Overlay District, for the parcels identified
above, and more specifically described in the attached Legal Description.
EREAS, the City Council has carefully considered the application, the proposed proffers,
recommendation of the Planning Commission, the recommendation of staff, and the
mony received at public hearing; and
WHEREAS, the City Council has determined that the proposed rezoning is proper and in
accordance with the Comprehensive Plan as well as with the pertinent provisions set forth in
the Code of Virginia and the Code of the City of Fairfax, Virginia;
NOW, THEREFORE BE IT ORDAINED, that the above described property be rezoned
from C-2 Retail Commercial, I-2 Industrial and Highway Corridor Overlay District to C-2
Retail Commercial with proffers and Highway Corridor Overlay District;
!BE IT FURTHER ORDAINED, that the above described property be subject to the
following reasonable conditions authorized by City Code Section 110-7, which are proffered
,.by the property owners: (see attached proffered conditions dated February 24, 2015)
IBE IT FURTHER ORDAINED, that the above conditions, application package and general
development plan/preliminary site plan be approved;
The Zoning Administrator of the City is hereby directed to modify the Zoning Map to show
the changes in the zoning of these premises, including the existence of the proffered
conditions, and the Clerk of the Council is directed to transmit duly certified copies of this
ordinance to the applicant, Zoning Administrator, and to the Planning Commission of this
City as soon as possible.
This ordinance shall be effective as provided by law.
Planning Commission hearing: January 26, 2015
City Council hearing: February 24, 2015
"Adopted: February 24, 2015
&Se-�
Mayor
Date
ATTEST:
lg4w4d�04=-
City Clerk
Votes
Councilman DeMarco
Aye
Councilman Greenfield
Nay
Councilmember Loftus
Aye
Councilman Meyer
Aye
Councilmember Miller
Aye
Councilmember Schmidt
Aye
PROFFERS
NOVUS FAIRFAX GATEWAY LLC
ZONING MAP AMENDMENT
February 24, 2015
Pursuant to Section 15.2-2303(a) of the Code of Virginia, 1950, as amended, and Section 110-7
(b) of the Zoning Ordinance of the City of Fairfax, Virginia, Novus Fairfax Gateway LLC, for
the owner, and successors and/or assigns (hereinafter referred to as the "Applicant") in Z-
13070069 filed on property identified on the City of Fairfax tax map 57-1-27, 31, 31A, and 31B
(hereinafter referred to as the "Application Property") hereby proffers the following, provided
that the Fairfax City Council approves a rezoning of the Application Property from the C-2,
Highway Corridor Overlay, and I-2 Districts to the C-2 and Highway Corridor Overlay Districts
in conjunction with a general development plan for residential and commercial development.
These proffers shall replace and supersede all previous proffers approved on the Application
Property. In the event the rezoning is denied by the Council, these proffers shall immediately be
null and void.
1. GENERAL DEVELOPMENT PLAN
Development of the Application Property shall be in substantial conformance with the
General Development Plan (GDP) prepared by Vika Virginia LLC and the Preston
Partnership, LLC consisting of 35 sheets, dated May 2, 2013 as revised through
February 19, 2015. The Applicant shall have the flexibility to make minor modifications
to site design and improvements shown on the GDP based on final engineering and
design subject to the approval of the Director of Community Development and Planning.
2. USES
The following uses shall be permitted on the Application Property:
A. Approximately 29,000 square feet of gross floor area (GFA) which may be
occupied by any of the permitted uses or special use permit uses as shown on the
GDP. Additional uses that require approval of a special use permit may be
permitted with approval of a separate special use permit without necessitating an
amendment to these proffers so long as the layout is in substantial conformance
with the GDP.
B. Multifamily residential up to a maximum of 395 dwelling units, except as may be
increased in accordance with Proffer 2.D. The unit mix shall be consistent with
that shown on the GDP.
C. The Applicant proposes approximately 28,000 square feet of ground level GFA
that will be accessory uses to the multifamily dwelling units as shown on the
GDP. The Applicant reserves the right to convert up to 17,000 square feet of said
Page 2
accessory use space to commercial uses as permitted in the C-2 Retail
Commercial District and potentially eight (8) units of affordable housing without
necessitating a proffered condition amendment or development plan amendment
should future market conditions allow, subject to demonstration of adequate
parking, as demonstrated in a parking study completed by a transportation
engineer or planner, to the satisfaction of the Department of Community
Development and Planning.
D. Upon City Council approval, the Applicant will agree to convert 8,000 square feet
of the 28,000 square feet of ground level accessory use GFA into eight (8)
affordable housing units at incomes up to and including 60% of the Washington
D.C. Metropolitan Statistical Area Median Income (referred to herein as "AMI")
as determined by HUD adjusted for unit size and in accordance with the
conditions described in Proffer 13.B. Should City Council approval these eight
(8) additional units, the Applicant shall increase parking on the Application
Property in a manner consistent with the remaining residential units.
Should City Council not approve the conversion of the eight (8) additional
affordable units, the Applicant reserves the right to retain the 8,000 square feet as
accessory uses to the multifamily dwelling units or to convert this space to
commercial uses as described in Proffer 2.C. above.
The eight (8) affordable housing units described above and the selection of
Proffer 13.A.(i) by the City Council will result in the provision of twenty-four
(24) housing units affordable to persons having a median household income up to
and including 60% of AMI as determined by HUD adjusted for unit size. Should
the City Council select the $700,000.00 contribution in lieu of 16 affordable units
described in Proffer 13.A.(i), the City Council can still approve that 8,000 square
feet can be used for eight (8) affordable housing units as described above, thereby
resulting in a contribution of $700,000.00 and eight (8) affordable units.
E. The existing uses on the Application Property shall remain legally nonconforming
until the commencement of construction.
3. TRANSPORTATION
A. Fairfax Boulevard and Lee Highway. Prior to the issuance of the first Residential
Use Permit (RUP) or Non -Residential Use Permit (Non-RUP) for the Application
Property, the Applicant shall construct road improvements to enable vehicular
access from both Fairfax Boulevard (Route 50) and Lee Highway (Route 29) as
shown on the GDP.
B. Fairfax Boulevard Right Turn Lane. Prior to the issuance of the first RUP or
Non-RUP for the Application Property, the Applicant shall construct a right turn
lane from Fairfax Boulevard into the Application Property as shown on the GDP.
C. Fairfax Boulevard Circular Entry Feature. Subject to final design at time of site
plan approval, the Applicant shall construct a circular entry feature in substantial
Page 3
conformance with the GDP. Final signing and striping to be approved in
coordination with the Director of Public Works.
D. Lee Highway Sign. Prior to the issuance of the first RUP or Non-RUP for the
Application Property, the Applicant shall install improvements as shown on the
GDP and a sign prohibiting left turns into the Application Property from Lee
Highway. The sign shall be placed in the median of Lee Highway, subject to the
approval of the Director of Public Works and the Virginia Department of
Transportation (VDOT).
E. Signal Modifications. Prior to the issuance of the first RUP or Non-RUP for the
Application Property, the Applicant shall fund signal modifications for the signal
at Bevan Drive and Fairfax Boulevard should such modifications be required by
VDOT.
F. New Streets. Prior to the issuance of any RUP or Non-RUP for the first building
located within the Application Property, the Applicant shall construct at its sole
expense the streets, accessways, and sidewalks on the Application Property as
shown on the GDP that are required to provide access to the building for which
the RUP or Non-RUP is requested. Such streets shall be maintained by the
Applicant as private streets. Special paving materials, raised crosswalks, and on -
street parking within these shall be provided, subject to the approval of the
Department of Public Works. The Applicant shall install signs and/or pavement
markings for bicycles, subject to the approval of the Department of Public Works.
The Applicant shall provide a public ingress/egress easement for all private
streets, accessways, and adjacent sidewalks. Such easements shall extend to the
peripheral boundaries of the Application Property to permit extension of the
private streets and accessways in the future. Upon demand by the City, that will
take place no sooner than completion of all improvements on the Application
Property, the Applicant shall dedicate right-of-way to convert the streets to public
streets, and, once dedicated, the entirety of the project as designed and
constructed will remain a legally conforming use in accordance with zoning
approval, Board of Architectural Review (BAR) approval, site plan approval and
building permits. The Applicant shall not be obligated to obtain off-site
easements or right-of-way to facilitate extensions. Prior to the issuance of the
final RUP or Non-RUP for the Application Property, all streets, accessways, and
sidewalks shall have final paving and shall be complete in substantial
conformance with the GDP.
G. Sidewalks. The Applicant shall provide ADA compliant sidewalks on both sides
of all internal streets.
H. Internal Intersection Alignment. At time of site plan approval, the Applicant shall
minimize the southern internal intersection skew to better align the intersection in
coordination with the Director of Public Works.
Page 4
I. Maintenance. The Applicant shall maintain the streets and sidewalks as private
until such time as the City may demand dedication.
J. Fairfax Boulevard Reservation. Prior to site plan approval, the Applicant shall
reserve land area of approximately 5,510 square feet along the Application
Property's Fairfax Boulevard frontage, which shall be dedicated to the City upon
request to accommodate a slow lane as depicted in the City's Comprehensive
Plan. Said reservation shall be made without cost to the City of Fairfax.
K. Lee Highway Dedication and Reservation. The Applicant shall dedicate up to 50
feet from centerline of the Application Property's Lee Highway frontage to
comply with the minimum right-of-way required by the Subdivision Ordinance.
In addition, prior to site plan approval, the Applicant shall reserve land area of
approximately 7,640 square feet along the Application Property's Lee Highway
frontage, which shall be dedicated to the City upon request. Said reservation shall
be made without cost to the City of Fairfax.
L. Construction Timing. The Applicant shall coordinate phasing of transportation
improvements with the Department of Public Works at time of site plan.
M. Kamp Washington Study. Prior to the issuance of the final RUP or Non-RUP for
the Application Property, the Applicant shall contribute $25,000.00 to the City to
help fund a study regarding road design, pedestrian improvements, and/or bicycle
improvements in the Kamp Washington area.
4. STORMWATER MANAGEMENT
Design and construction of stormwater management facilities shall comply with
4VAC50-60 Virginia Stormwater Management Program (VSMP) Permit Regulations, as
may be amended, or other relevant standard in place at the time of building permit
submission. At time of site plan, the Applicant shall consider low impact development
techniques to the extent feasible which may include, but not be limited to, permeable
pavers, infiltration, and/or bio -retention.
5. STREETSCAPE
A. Prior to the issuance of the first RUP or Non-RUP for the Application Property,
the Applicant shall install a streetscape generally consisting of landscaping, a
minimum ten (10) foot wide sidewalk or shared use path, and acorn lights along
the Application Property's Fairfax Boulevard and Lee Highway frontages as
shown on the GDP and in accordance with the City's Public Facilities Manual
standards. The Applicant shall grant access easements for maintenance, if
required. The final streetscape design shall be approved at time of site plan.
B. Prior to the issuance of a RUP or Non-RUP for the Application Property, the
Applicant shall underground utilities located along the Application Property's
Fairfax Boulevard and Lee Highway frontages and on the Application Property,
Page 5
with the exception of temporary power poles necessary for construction of
buildings and improvements not yet complete.
6. LANDSCAPING AND OPEN SPACE
A. General. Landscaping on the Application Property shall be in general
conformance with the landscape design shown on the GDP. Final selection of the
type and location of vegetation and the design of landscaped areas and streetscape
improvements/plantings shall be made as a component of the site plan approval
process.
B. Contemplative Open Space. Prior to the issuance of the final Non-RUP for
Building 1 as identified on the GDP, the Applicant shall provide a publicly
accessible landscaped open space in the northeastern portion of the Application
Property adjacent to the Jermantown Cemetery which may include walkways,
specialty plantings, and furniture, as approved at time of site plan. The Applicant
shall consult with Historic Fairfax, Inc. regarding the design of the contemplative
open space.
C. Public Plaza. Prior to the issuance of the final RUP or Non-RUP, the Applicant
shall provide a publicly accessible plaza in the center of the circular entry feature
in the northern portion of the Application Property which may include furniture,
specialty paving, and a water feature as approved on the site plan.
D. Construction Timing. The Applicant shall coordinate phasing of landscaping and
open space improvements with the Department of Public Works at time of site
plan.
7. RECREATIONAL AMENITIES
A. The Applicant shall provide up to 28,000 square feet, exclusive of rooftop
swimming pool, of on-site recreational facilities to serve the residences of the
Application Property that may include, but not be limited to, a fitness center,
music practice rooms, and a dog spa. The Applicant shall have the right to
convert up to 17,000 square feet of ground level amenities to commercial uses
without necessitating an amendment to these proffers or development plan should
future market conditions allow, as provided for in Proffer 2.C.
B. Following the commencement of construction but prior to the issuance of the first
RUP, the Applicant shall contribute an amount equivalent to $250.00 per
residential unit to the City of Fairfax for use in the planning, design and/or
construction of recreational amenities at Kutner and/or parks in the Westmore
neighborhood area.
C. The Applicant shall provide a minimum of one (1) location for public art within
open space on the Application Property.
Page 6
8. JERMANTOWN CEMETERY
Commencing upon delivery of the first RUP on the Application Property, and provided
that the cemetery owner grants access to the Applicant or its Designee, the Applicant
shall maintain the landscaping within Jermantown Cemetery as a component of the
landscape maintenance for the proposed project for a period not to exceed thirty (30)
years. Landscape maintenance shall include mowing, seeding, edging, tree pruning, and
trash removal.
9. ARCHITECTURAL DESIGN
A. The architectural design and style of the buildings shall be generally consistent
with the conceptual elevations as shown on the GDP, and shall be generally
consistent in style on all sides of the buildings. The elevations may be refined as
a result of final design and engineering so long as the character and quality of the
buildings remain in substantial conformance with those shown on the GDP.
Building materials shall be predominately brick, cementitious board, and may also
include stone, cultured stone, simulated stone, and/or metal paneling, as may be
approved by the Board of Architectural Review. Architectural elements, such as
varied wall setbacks, balcony locations, roof embellishments, signage, building
entries, brick banding, soldier coursing and/or relief patterns, shall be
incorporated into the overall design to be presented for review and approval by
the Board of Architectural Review.
B. All residential units shall comply with all applicable municipal, state and federal
accessibility and anti -discrimination requirements in place at the time of building
permit submission.
C. The proposed development shall consist of one -bedroom, two-bedroom, and two-
bedroom with den units as shown on the GDP.
D. Pursuant to the Virginia Statewide Fire Prevention Code, the Applicant shall
provide approved alternative means of fire protection to the satisfaction of the
Fire Marshal to mitigate the limited accessible perimeter of the proposed
buildings. Such alternative means shall include, but not be limited to, NFPA 13
fire suppression systems where sprinkler systems are required throughout the
development, and the use of non-combustible exterior finish materials as
described in Proffer 9.A.
E. At time of site plan, the Applicant shall identify accessible units in each proposed
building as required by the then, in place, applicable municipal, state, and federal
accessibility requirements.
F. The Applicant shall incorporate design and construction techniques to direct
restaurant exhaust away from the planned residential units, such as installing
rooftop ventilation systems, as may be required by the applicable building code at
time of building permit submission.
Page 7
G. Prior to the issuance of a building permit for residential units, the Applicant shall
submit documentation to the City that exterior materials and construction
techniques are effective in ensuring interior average noise levels of approximately
55 dBA between 7:00 a.m. and 9:00 p.m. and approximately 45 dBA between
9:00 p.m. and 7:00 a.m.
10. SUSTAINABLE DESIGN
A. In order to promote energy conservation and green building techniques, the
Applicant shall incorporate energy saving devices which may include, but not be
limited to, use of ENERGY STAR® appliances, energy efficient mechanical
systems, recycling for occupant refuse, energy efficient lighting and insulation
that meets or exceeds applicable energy code requirements.
B. At time of site plan submission, the Applicant shall submit a LEED checklist to
demonstrate the incorporation of energy saving components as described above
and as generally available in the marketplace.
11. PARKING MANAGEMENT
A. The Applicant shall provide parking in conformance with the GDP.
B. The Applicant shall assign parking management as one of the duties of its
property manager. Parking management shall entail the efficient use of available
constructed parking spaces, including the assignment of parking spaces to
residents within the parking garage, and designation of guest parking as identified
by signage. No fewer than two (2) conveniently located parking spaces will be
reserved for vanpools and/or car sharing services.
C. The Applicant shall assign one (1) parking space per unit that will be included in
the monthly rent for each unit. The Applicant reserves the right to charge a fee or
premium for preferred and/or additional parking spaces. Guest and commercial
parking shall be clearly designated on the Application Property and distributed
throughout the site. Code required parking for commercial uses shall be located
either on the first or second level of the parking structures.
D. The Applicant shall utilize measures as it deems appropriate, which may include
but not be limited to signs and/or meters, to ensure that all on -street parking
spaces are unreserved and time limited so that parking is available for commercial
patrons.
12. TRANSPORTATION DEMAND MANAGEMENT STRATEGIES
In an effort to reduce the numbers of vehicle trips generated by the Application Property,
the Applicant shall implement Transportation Demand Management ("TDM") strategies.
These strategies will include, but not be limited to, the following:
Page 8
A. Designation of a Transportation Management Coordinator ("TMC") which may
be one of the duties assigned to its property manager. The TMC will provide on-
site assistance to residents and employees in forming and maintaining carpools
and vanpools. The TMC will display in the Application Property's leasing office
information on local transit services, carpool programs, and ridesharing programs.
The TMC will ensure that the displayed information is current.
B. Covered bicycle storage facilities will be provided for residents within buildings
on the Application Property. Bicycle racks will also be provided on the
Application Property for site visitors and/or employees. The Applicant shall
provide interior bike parking spaces of at least 1 space per 10 dwelling units and
exterior bike parking spaces of at least 1 space per 50 dwelling units. The
Applicant shall identify the location of bicycle storage facilities at time of site
plan approval.
C. At the time of the initial occupancy of each dwelling unit on the Application
Property, the Applicant shall provide one (1) resident of the unit with a prepaid
transit card with a value of twenty-five ($25.00).
D. Designation of a space on the Application Property that may be used by residents
for telework activities. The space will include access to a computer, printer, and
copy machine.
E. Installation of at least one interior or exterior electric vehicle charging station on
the Application Property.
F. Prior to the issuance of a RUP or Non-RUP for the Application Property, the
Applicant shall install one (1) standard City bus shelter on the Application
Property's Fairfax Boulevard frontage and one (1) on the Application Property's
Lee Highway frontage to serve bus routes that serve Lee Highway and Fairfax
Boulevard.
G. The Applicant shall provide City staff with information obtained by resident
surveys regarding the use of public transportation, carpooling, bikes, teleworking,
and any other transportation options on an annual basis.
13. AFFORDABLE HOUSING
A. Subject to City Council approval, the Applicant shall comply with one (1) of the
following:
(i) Designate 16 units (4% of the 395 residential units) constructed on the
Application Property as affordable dwelling units to be affordable to
persons having a median household income up to and including 60% of
AMI as determined by HUD, adjusted for unit size, and as set forth below.
Should this option be selected, the City Council can still approve the
provision of eight (8) affordable housing units as described in Proffer
2.D.; or
Page 9
(ii) A contribution to the City in the amount of $700,000.00 for the purposes
of supporting affordable housing in the City. Should this option be
selected, the City Council can still approve the provision of eight (8)
affordable housing units as described in Proffer 2.D.
B. The following conditions shall be applicable to the affordable units generated by
Proffer 2.D. and, if option 13.A.(i) is selected by the City Council, those units
described in Proffer 13.A.(i):
(i) Income eligibility limits shall be adjusted based on unit size as follows:
80% for a one bedroom unit, 90% for a two bedroom unit, 100% for a two
bedroom with den unit.
(ii) Maximum monthly rental rates for the affordable dwelling units shall be
adjusted annually based on changes in the AMI by:
a. Multiplying the applicable AMI by the maximum income
percentage in Paragraph 13.A.(i) above;
b. Multiplying the product of subparagraph (i) by the adjustment
factor for unit size in paragraph B;
C. Dividing the product of subparagraph (ii) by twelve (12) to reflect
the number of months in a year; and
d. Multiplying the quotient of subparagraph (iii) by 30% to determine
the rent that may be charged to renters in each income bracket.
(iii) The units shall be integrated into and dispersed throughout the
development to the extent feasible.
(iv) The units shall be constructed of comparable materials and fixtures and
maintained at comparable levels with market rate units
(v) To the extent feasible, the number of bedrooms per affordable unit shall be
proportional to the number of bedrooms per market unit on the
Application Property.
(vi) If an affordable unit is vacant and cannot be rented for more than 90
consecutive days, despite diligent marketing efforts as demonstrated to the
City, the owner can rent the vacant affordable unit at market rates,
provided that the next similar unit that is on the market is designated as an
affordable unit to ensure consistency with the required percentage of
affordable units.
(vii) The tenants who lease the affordable units shall meet the income
eligibility criteria identified herein, as well as typical background checks
and other applications as may be required for the rental of the market rate
Page 10
units as required by the Applicant. Said requirements shall be made
available to the Department of Community Development and Planning on
an annual basis upon request.
(viii) Existing tenants who are income qualified upon initial occupancy shall
remain eligible for affordable housing provided their income remains at or
below 80% of AMI as adjusted herein for household size. Existing tenants
whose income exceeds 80% of AMI will no longer qualify under the
income eligibility criteria identified herein, and the Applicant, within its
sole discretion, shall either allow the tenant to continue occupancy at
market rates and designate another unit within the development as
affordable, when available, or relocate the tenant to a market rate unit and
continue to lease the previously designated affordable unit in accordance
with the income eligibility criteria.
(ix) 'Marketing of the affordable units shall include coordination with non-
profit organizations.
(x) The affordability restriction described herein shall remain in place for
thirty (30) years after the issuance of the first RUP for an affordable unit
on the Application Property at which time the provisions of this Proffer 13
shall be null and void and of no further force and effect.
(xi) The Applicant shall furnish City Staff with information on the affordable
units' occupancy/vacancy status and tenant eligibility information
annually.
(xii) Should the proposed development be converted to condominium
ownership, the Applicant shall ensure that the affordable units are
maintained as affordable rental units for the balance of the thirty (30) year
affordability term.
14. NON-PROFIT OFFICE SPACE
The Applicant shall construct, furnish, and make available up to 4,000 square feet of
commercial space for a local non-profit organization at $0 rent for fifteen (15) years from
receipt of the Non-RUP for the non-profit commercial space.
15. SCHOOL CONTRIBUTION
Prior to the issuance of the first RUP, the Applicant shall contribute $200,000.00 to the
City of Fairfax to mitigate impacts to City schools.
16. MISCELLANEOUS
A. Occupancy Restrictions. To the extent permitted by State and Federal Fair
Housing regulations, the occupancy of each dwelling unit in the development
Page 11
shall be limited to no more than two (2) persons per bedroom plus one (1)
additional person per unit.
B. Counterparts. These proffers may be executed in one or more counterparts, each
of which when so executed and delivered shall be deemed an original document
and all of which when taken together shall constitute but one in the same
document.
C. Successors and Assigns. These proffers will bind and inure to the benefit of the
Applicant and its successors and assigns.
{ A0651258.DOCX / 1 Proffers - 02.24.15 (cln) (Option A) 007552 000006 )
[SIGNATURES BEGIN ON NEXT PAGE]
MWZ110-40
MGB Properties III, L.L.C.,
A Virginia Limited Liability Company
By: MGB Properties, L.L.C.
A Virginia Limited Liability Company
By:
Its:
[SIGNATURES CONTINUE]
APPLICANT
NOVUS FAIRFAX GATEWAY LLC
: Robert M. Seldin
Its: CEO
[SIGNATURES CONTINUE]
CONTRACT PURCHASER
NOVUS RESIDENCES LLC
y: Robert M. Seldin
Its: CEO
[SIGNATURES END]