feb 1 3 2019 county of fairfax, virginia...0i0p0,20171.inns(.012040dlostitsci 0011005....

FEB 1 3 2019 County of Fairfax, Virginia

MEMORANDUM

DATE: 2/8/2019

TO:

FROM:

Distribution List

Tracy D. Strunk, AICP Director, Zoning Evaluation Division Department of Planning and Zoning

Board of Supervisors

91(41(10.f (a(- J

SUBJECT: Special Exception Application Analysis

REFERENCE: Application Number: SE 2019-SP-006 (Clementine Twin Lakes, LLC)

Case Information

Staff Coordinator: Wanda Suder Pre-Staffing Date: Staffing Date: 4/25/2019 Tentative PC ate

,6/12/201 7 Tentative BUS: TBD

NOTE: No new construction is proposed. Change from group home to congregate living for increase in residents from 8 to 12.

Memo Includes Full-Size Development Plans for Noted (0) Addressees: Yes 0 No 0 Attached for your review and comment is the zoning case information for the subject application. Action addressees are requested to provide written comments to the staff coordinator by (3/13/2019) to be considered in preparing staffs recommendation on this application. Information addressees may also submit any comments by the same date.

O Office of Community AAA, B-3-708 Revitalization/Reinvestment Attn: Jacquie Woodruff Attn: Barbara Byron *CRD/CRA, Reston, or Tysons only*

Action Addressees

• DPZ Planning Division Chief Env. & Dev. Review Br. Attn: Denise James

DPWES Site and Addressing Attn: Lori Ramsey

DPWES Sanitary-Sewer Attn: Sharad Regmi

O Fairfax County Park Authority Planning & Development Div. Plan Review Coordinator Attn: Lynne Johnson 4th fl

O Planning Commission O Board of Supervisors

Springfield District

Information Addressees

O Planning Commission Executive Director Attn: Jill Cooper

O Economic Dev. Authority Dir. Real Estate Services Attn: Curtis Hoffman

Clerk to Board of Supervisors Attn: Cathy Chianese

Dept. of Information Technology Technology Infrastructure Div. Attn: Steve Brundage

Dept. of Health Div. of Environmental Health Technical Review and Information Resources Attn: Kevin Wastler

Northern Va Soil and Water Conservation District Attn: Willie Woode

Dept. of Family Services Adult Aging Services

0

0

O VDOT Attn: David Jordan

O Fire Prevention Div Plans Review Section Attn: Mike Paruti

O Dept. of Transportation Transportation Planning Chief, Site Analyst Section Attn: Jeff Hermann

Dept. of Facilities Mgmt. Analyst, Property Mgmt. Div. Attn: Marguerite Guarino

DPZ-ZED Division Director Attn: Tracy Strunk

DPZ-ZED Asst. Director Attn: William Mayland

DPZ-ZED Attn: Branch Chiefs

DPZ-ZED Chief Proffer Interp. Branch Attn: Suzanne Wright

DPZ-ZED Admin. Asst., Legal Notices Attn: Rachael Pendergraph

DPZ Chief Zoning Inspector Attn: Mavis Stanfield

Southeast Fairfax Dev. Corp. Attn: Tony Fontana *MV or LEE only*

Department of Planning and Zoning 12055 Government Center Parkway, Suite 801

Fairfax, Virginia 22035-5509 Phone 703 324-1290 FAX 703 324-3924

www.fairfaxcounty.gov/planning-zoning Excellence * Innovation * Stewardship Integrity * Teamwork* Public Service

PLANNING ZONING

20 tot- ()Dom DO NOT WRITE IN THIS SPACE

Date application accepted: Application Fee Paid: $ 1(0,575;(33 10

sc -S--cao COUNTY OF FAIRFAX APPLICATION No: Department of Planning and Zoning no & Zoning Zoning Evaluation Division 12055 Government Center Parkway, Suite 801 Fairfax, VA 22035 (703) 324-1290, TTY 711 hilinl/wwwfairrctxcouniv.kov/pianning-zoning/zonli7g/opplication-pitkiwinaluation Division

APPLICATION FOR A SPECIAL EXCEPTION

FEB 0 1 2019

(PLEASE TYPE or PRINT IN BLACK INK

APPLICANT

NAME Clementine Twin Lakes, LLC .

MAILING ADDRESS 6100 SW 76th St., Miami, FL 33143 PHONE HOME ( ) WORK (

PHONE MOBILE ( - )

PROPERTY INFORMATION

PROPERTY ADDRESS 13215 Twin Lakes Drive, Clifton, VA 20124

TAX MAP NO. SIZE (ACRES/SQ FT)

6 0018 5 0 63 01 acres

ZONING DISTRICT MAGISTERIAL DISTRICT Residential Conservation, WS Springfield

PROPOSED ZONING IF CONCURRENT WITH REZONING APLICATION: N/A

SPECIAL EXCEPTION REQUEST •

INFORMATION

ZONING ORDINANCE SECTION Fairfax County Zoning Ordinance Section 9-301(5)

PROPOSED USE Congregate living facility

• AGENT/CONTACT INFORMATION

•

NAME Sotia Kyriacou .

MAILING ADDRESS McCandlish Lillard, 11350 Random Hills Road, Suite 500, Fairfax, VA 22030

PHONE NUMBER HOME WORK 703-934-1190

PHONE NUMBER MOBILE •

MAILING Send all correspondence to (check one): 1 1 Applicant —or- Ix I Agent/Contact. The name(s) and addresses of owner(s) unders'gned has the powe to authorize prop as necessary to p ocess the

ti D

of record shall be provided on the affidavit form attached and ade part of this application. The and does hereby authorize Fairfax County staff represen . tiv on official business to enter the subject

application.

TYPE/PRINTAME OF APPLICANT/AGENT SIGNA F APPLICANT/AGENT

STATEMENT OF JUSTIFICATION

Clementine Twin Lakes, LLC

RECEIVED Department of Planning & Zoning

FEB 05 201g

Zoning Evaluation Division

Clementine Twin Lakes, LLC, as operator of the property generally known as

13215 Twin Lakes Drive, Clifton, VA 20124, shown in the Fairfax County Tax Map as

0663 01 0018 (the "Property"), hereby requests that the Board of Supervisors approve a

special exception to operate a congregate living facility on the Property. The owner of

the Property, 13215 Twin Lakes Drive Investments, LLC, is an affiliate of the applicant

and consents to the application.

The Property is currently used as a group home, with up to eight (8) beds, to

provide state-of-the-art care to adolescents primarily from Virginia, Maryland, and the

District of Columbia seeking treatment for eating disorders. The only change in use that

the applicant seeks is the addition of four (4) beds, so that a maximum of twelve (12)

patients may be treated on the Property. No exterior modifications are proposed with

this application.

The Property currently is and will continue to be operated as a 24-hour facility.

Currently, no more than approximately nine (9) members of staff are present on the

Property at any one time. If the addition of four (4) beds is approved, it is anticipated

that there will be two (2) additional staff members, for a total maximum of eleven (11)

members of staff present on the Property at any one time.

Since the 10th Edition of the Institute of Transportation (ITE) Trip Generation

Manual does not currently have a category for a congregate living facility, the closest

matching land use category was used to estimate traffic impact: Assisted Living

Residential. It is estimated that the addition of four (4) beds to the Property will result,

at maximum, in an additional 10.4 trips, or, in other words, approximately an additional

five (5) in-bound and five (5) out-bound trips to the Property. However, because

Clementine patients are not permitted to keep vehicles on the Property, this minimal

impact is a conservative, over-estimation of the additional trips to be generated by the

addition of four (4) beds to the Property as true assisted living facilities typically allow

their residents to have automobiles at those facilities. As the traffic impacts resulting

from approval of this application are anticipated to be minimal, forms related to traffic

impact analysis are not applicable and are therefore not included with this application.

The applicant is requesting the following waivers/modifications as referenced on

the special exception plan:

A. A waiver of barrier requirements;

B. A modification of transitional screening requirements; and

C. A waiver of loading space requirements.

As no surface disturbance is proposed, the Minimum Stormwater Information for

Rezoning, Special Exception, Special Permit and Development Plan Applications form

is also not applicable and is therefore not included with this application.

There are no known hazardous or toxic substances onsite. If any substances are

found, the methods for disposal shall adhere to County, State and/or Federal law.

The approval of this request for a special exception will increase the availability

of mental health care treatment to adolescents suffering from eating disorders while

contributing to a convenient, attractive, and harmonious community in line with the use

of land in the vicinity of the Property. Furthermore, approval of this request for a special RECEIVED

Department of Planning & Zoning

FEB 0 5 2019 Zoning Evaluation Division

Page 2 of 3

exception will be compatible with the existing use and character of the Property and the

comprehensive plan for the community while encouraging economic development

activities that provide desirable employment and enlarge the tax base.

Respectfully submitted,

John W. Farrell Sotia M. Kyriacou Attorneys for Applicant Dated: February 5, 2019

RECEIVED Department of Planning Zoning

FEB 0 5 2019 Zoning Evaluation Division

Page 3 of 3

• r'MM%M8MWMON,,

/".oRt3546' / //, / % •"/

Special Exception SE 2019-SP-006

WS (ENTIRE 82-W-051

a

Applicant: Accepted: Proposed: Area: Zoning Dist Sect: Located:

Zoning: Plan Area: Overlay Dist: Map Ref Num:

CLEMENTINE TWIN LAKES, LLC 02/05/2019 CONGREGATE LIVING FACILITY 5 AC; DISTRICT - SPRINGFIELD 03-0004 13215 TWIN LAKES DRIVE, CLIFTON, VA 20124

R- C 3, WS 066-3-101/ /0018

Special Exception SE 2019-SP-006

CLEMENTINE TWIN LAKES, LLC

WS (ENTIRE 82-W-051

8

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FEB 05 Z019 Zoning Evaluation Division

LEGEND:

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COUNTY SOILS MAP DATA AU, LAND SHORN 014 TICS MAD IS ZONED R-C

SCALE: r - 500'

911 ITCRITICRN. 80800E0 LNE

RECEIVED Department of Planning & Zoning

FEB 05 2019

9TE RERPHERN. 8808(2000041

SPECIAL EXCEPTION AFFIDAVIT

TB:

(enter date affidavit is notarized) do hereby state that I am an

(enter name of applicant or authorized agent)

(check one) [x] applicant

applicant's authorized agent listed in Par. 1(a) below

in Application No.(s): (enter County-assigned application number(s), e.g. SE 88-V-001)

and that, to the best of my knowledge and belief, the following information is true:

1(a). The following constitutes a listing of the names and addresses of all APPLICANTS, TITLE OWNERS, CONTRACT PURCHASERS, and LESSEES of the land described in the application,* and, if any of the foregoing is a TRUSTEE,** each BENEFICIARY of such trust, and all ATTORNEYS and REAL ESTATE BROKERS, and all AGENTS who have acted on behalf of any of the foregoing with respect to the application:

(NOTE: All relationships to the application listed above in BOLD print are to be disclosed. Multiple relationships may be listed together, e.g., Attorney/Agent, Contract Purchaser/Lessee, Applicant/Title Owner, etc. For a multiparcel application, list the Tax Map Number(s) of the parcel(s) for each.owner(s) in the Relationship column.)

NAME ADDRESS

RELATIONSHIP(S) (enter first name, middle initial, and (enter number, street, city, state, and zip code) • (enter applicable relationships last name)

listed in BOLD above)

Clementine Twin Lakes, LLC 6100 SW 76th St. APPLICANT Miami, FL 33143

13215 Twin Lakes Drive Investments, LLC Go Monte Nido and Affiliates TITLE OWNER 61008W 76th St. Miami, FL 33143

Paul K. Brazier BC Consultants AGENT 12600 Fair Lakes Circle, Suite 100 Fairfax, VA 22033

Dennis D. Dixon BC Consultants AGENT 12600 Fair Lakes Circle, Suite 100 Fairfax, VA 22033

The BC Consultants, Inc. BC Consultants AGENT (t/a BC Consultants) 12600 Fair Lakes Circle, Suite 100

Fairfax, VA 22033 (check if applicable) [x] There are more relationships to be listed and Par. 1(a) is continued

on a "Special Exception Attachment to Par. 1(a)" form.

In the case of a condominium, the title owner, contract purchaser, or lessee of 10% or more of the units in the condominium.

** List as follows: Name of trustee, Trustee for (name of trust, if applicable), for the benefit of: (state name of each beneficiary).

FORM SEA-1 Updated (7/1/06)

16

Page Two SPECIAL EXCEPTION AFFIDAVIT

DATE: )l 2'1 (enter date affidavit is notarized)

for Application No. (s): (enter County-assigned application number (s))

1(b). The following constitutes a listing*** of the SHAREHOLDERS of all corporations disclosed in this affidavit who own 10% or more of any class of stock issued by said corporation; and where such corporation has 10 or less shareholders, a listing of all of the shareholders:

(NOTE: Include SOLE PROPRIETORSHIPS, LIMITED LIABILITY COMPANIES, and REAL ESTATE INVESTMENT TRUSTS herein.)

CORPORATION INFORMATION

NAME ADDRESS OF CORPORATION: (enter complete name and number, street, city, state, and zip code) Clementine Twin Lakes, LLC 6100 SW 76th St.

Miami, FL 33143

DESCRIPTION OF CORPORATION: (check one statement) [x] There are 10 or less shareholders, and all of the shareholders are listed below. [ I There are more than 10 shareholders, and all of the shareholders owning 10% or more of

any class of stock issued by said corporation are listed below. There are more than 10 shareholders, but no shareholder owns 10% or more of any class of stock issued by said corporation, and no shareholders are listed below,

NAMES OF SHAREHOLDERS: (enter first name, middle initial and last name) Monte Nido Residential Center, LLC

(check if applicable) [x There is more corporation information and Par. 1(b) is continued on a "Special Exception Affidavit Attachment 1(b)" form.

*** All listings which include partnerships, corporations, or trusts, to include the names of beneficiaries, must be broken down . successively until: (a) only individual persons are listed a (b) the listing for a corporation having more than 10 shareholders has

no shareholder owning 10% or more of any class of stock. In the .case of an APPLICANT, TITLE OWNER, CONTRACT PURCHASER, or LESSEE* of the land that is a partnership, corporation, or trust, such successive breakdown must include a listing and further breakdown of all of its partners, of its shareholders as required above, and of beneficiaries of any .trusts. Such successive breakdown nutst also include breakdowns of any partnership, corporation, or trust ownMg 10% or more of the APPLICANT, TITLE OWNER, CONTRACTPURCHASER, or LESSEE* of the land. Limited llabilio) companies and real estate investment trusts and their equivalents are treated as corporations, with members being deemed the equivalent of shareholders; managing members shall also be listed. Use footnote numbers to 'designate partnerships or corporations, which have further listings on an attachment page, and reference the same footnote numbers on the attachment page,

FORM SEA-1 Updated (7/1(06) 17

Page Three SPECIAL EXCEPTION AFFIDAVIT

DATE: (enter date affidavit is notarized)

for Application No. (s): (enter County-assigned application number(s))

1(c), The following constitutes a listing*** of all of the PARTNERS, both GENERAL and LIMITED, in any partnership disclosed in this affidavit:

PARTNERSHIP INFORMATION

PARTNERSHIP NAME & ADDRESS: (enter complete name, and number, street, city, state, and zip code) N/A

(check if applicable) [ I The above-listed partnership has no limited partners.

NAMES AND TITLE OF THE PARTNERS (enter first name, middle initial, last name, and title, e.g. General Partner, Limited Partner, or General and Limited Partner)

(check if applicable) [ I There is more partnership information and Par. 1(c) is continued on a "Special Exception Affidavit Attachment to Par. 1(c)" form.

*** All listings which include partnerships, corporations, or trusts, to include the names of beneficiaries, must be broken down successively until: (a) only individual persons are listed or (b) the listing for a corporation having more than 10 shareholders has no shareholder owning 10% or more of any class of stock. In the case of an APPLICANT, TITLE OWNER, CONTRACT PURCHASER, or LESSEE* of the land that is a partnership, corporation, or trust, such successive breakdown must include a listing and further breakdown of all of its partners,. of Its shareholders as required above, and of beneficiaries of any trusts. Such successive breakdown must also include breakdowns of any partnership, corporation, or trust owning 10% or more of the APPLICANT, TITLE OWNER, CONTRACT PURCHASER, or LESSEE* of the land. Limited liability companies and real estate investment trusts and their equivalents are treated as corporations, with mentbers being deemed the equivalent of shareholders; managing members shall also be listed. Use footnote numbers to designate partnerships or corporations, which have further listings on an attachment page, and reference the same footnote numbers on the attachment page.

FORM SEA-1 Updated (1/1/06) 18

Page Four SPECIAL EXCEPTION AFFIDAVIT


for Application No. (s): (enter County-assigned application number(s))

1(d). One of the following boxes must be checked:

[

In addition to the names listed in Paragraphs 1(a), 1(b), and 1(c) above, the following is a listing of any and all other individuals who own in the aggregate (directly and as a shareholder, partner, and beneficiary of a trust) 10% or more of the APPLICANT, TITLE OWNER, CONTRACT PURCHASER, or LESSEE* of the land:

[x] Other than the names listed in Paragraphs 1(a), 1(b), and 1(c) above, no individual owns in the aggregate (directly and as a shareholder, partner, and beneficiary of a trust) 10% or more of the APPLICANT, TITLE OWNER, CONTRACT PURCHASER, or LESSEE* of the land.

2. That no member of the Fairfax County Board of Supervisors, Planning Commission, or any member of his or her immediate household owns or has any financial interest in the subject land either individually, by ownership of stock in a corporation owning such land, or through an interest in a partnership owning such land.

EXCEPT AS FOLLOWS: (NOTE: If answer is none, enter "NONE" on the line below. NONE

(check if applicable) [ ] There are more interests to be listed and Par. 2 is continued on a "Special Exception Attachment to Par. 2" form.

FORM SEA-1 Updated (7/1/06) 19

Notary Public State of Flortda Mia T Wolfe My CO/Mission GG 122266 Expires 07/06/2021

Page Five SPECIAL EXCEPTION AFFIDAVIT

DATE:

(enter date affidavit is notarized)

Application No.(s): (county-assigned application number(s), to be entered by County Staff)

3. That within the twelve-month period prior to the public hearing of this application, no member of the Fairfax County Board of Supervisors, Planning Commission, or any member of his or her immediate household, either directly or by way of partnership in which any of them is a partner, employee, agent, or attorney, or through a partner of any of them, or through a corporation in which any of them is an officer, director, employee, agent, or attorney or holds 10% or more of the outstanding bonds or shares of stock of a particular class, has, or has had any business or financial relationship, other than any ordinary depositor or customer relationship with or by a retail establishment, public utility, or bank, including any gift or donation having a value of more than $100, singularly or in the aggregate, with any of those listed in Par. 1 above, EXCEPT AS FOLLOWS: (NOTE: If answer is none, enter "NONE" on line below.)

NONE

NOTE: Business or financial relationships of the type described in this paragraph that arise after the filing of this application and before each public hearing must be disclosed prior to the public hearings. See Par. 4 below.)

(check if applicable) [1 There are more disclosures to be listed and Par. 3 is continued on a "Special Exception Attachment to Par. 3" form.

4. That the information contained in this affidavit is complete, that all partnerships, corporations, and trusts owning 10% or more of the APPLICANT, TITLE OWNER, CONTRACT PURCHASER, or LESSEE* of the land have been listed and broken down, and that prior to each and every public hearing on this matter, I will reexamine this affidavit and provide any changed or supplemental information, including business or financial relationships of the type described in Paragraph 3 above, that arise on or after the date of this application.

WITNESS the following signature:

(check one) [ ] Applicant App icant's Authorized Agent

011)741-i4 (type or print first name, middle initial, last name, and & title of signee)

Subscrited and sworn to before me this 07 day of • , County/City of 1-,10•-.. A-6-41\ .

in the State/Comm. of

20

My commission expires:


Vatvf

Page of / Special Exception Attachment to Par. 1(a)



(NOTE: All relationships to the application are to be disclosed. Multiple relationships may be listed together, e.g., Attorney/Agent, Contract Purchaser/Lessee, Applicant/Title Owner, etc. For a multiparcel application, list the Tax Map Number(s) of the parcel (s) for each owner(s) in the Relationship column.)

NAME (enter first name, middle initial, and last name) John W. Farrell

Sotia M. Kyriacou

ADDRESS (enter number, street, city, state, and zip code)

McCandlish & Lillard 11350 Random Hills Road, Suite 500 Fairfax, VA 22030

McCandlish & Lillard 11350 Random Hills Road, Suite $00 Fairfax, VA 22030

RELATIONSHIP(S) (enter applicable relationships listed in BOLD above)

ATTORNEY/AGENT

ATTORNEY/AGENT

McCandlish & Lillard, A Professional Corporation

11350 Random Hills Road, Suite 500 Fairfax, VA 22030

ATTORNEY/AGENT

(check if applicable)

[ J There are more relationships to be listed and Par. 1(a) is continued further on a "Special Exception Attachment to Par. 1(a)" form.

FORM SEA-I Updated (7/1/06)

of / Special Exception Attachment to Par. I(b)

DATE: z; (enter date affidavit is notarized)


NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) Monte Nido Residential Center, LLC 6100 SW 76th Street Miami, FL 33143

DESCRIPTION OF CORPORATION: (check one statement) There are 10 or less shareholders, and all of the shareholders are listed below.

[

There are more than 10 shareholders, and all of the shareholders owning 10% or more of any class of stock issued by said corporation are listed below.

]

There are more than 10 shareholders, but no shareholder owns 10% or more of any class of stock issued by said corporation, and no shareholders are listed below.

NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name) Monte Nido Holdings II, LLC

NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) Monte Nido Holdings II, LLC 6100 SW 76th Street Miami, FL 33143

DESCRIPTION OF CORPORATION: (check one statement)

[i]

There are 10 or less shareholders, and all of the shareholders are listed below. [ ]


I


NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name) Monte Nido Intermediate Holdings III, LLC

(check if applicable)

[i]

There is more corporation information and Par. 1(b) is continued further on a "Special Exception Attachment to Par. 1(b)" form.


Special Exception Attachment to Par. 1(b)

DATE:

Page i? of IS

(enter date affidavit is notarized) for Application No. (s):

(enter County-assigned application number (s))

NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) Monte Nido Intermediate Holdings III, LLC 6100 SW 76th Street Miami, FL 33143

DESCRIPTION OF CORPORATION: (check one statement) There are 10 or less shareholders, and all of the shareholders are listed below. There are more than 10 shareholders, and all of the shareholders owning 10% or more of any class of stock issued by said corporation are listed below.

[


NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name) Monte Nido Intermediate Holdings II, LLC

NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) Monte Nido Intermediate Holdings H, LLC 6100 SW 76th Street Miami, FL 33143


[I]

There are 10 or less shareholders, and all of the shareholders are listed below. There are more than 10 shareholders, and all of the shareholders owning 10% or more of any class of stock issued by said corporation are listed below.

[


NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name) Monte Nido Intermediate Holdings I, LLC

(check if applicable) [d] There is more corporation information and Par. 1(b) is continued further on a "Special Exception Attachment to Par. 1(b)" form.

,FORM SEA-I Updated (7/1/06)

' of /5 Special Exception Attachment to Par. 1(b)



NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) Monte Nido Intermediate Holdings I, LLC 6100 SW 76th Street Miami, FL 33143

DESCRIPTION OF CORPORATION: (check one statement) [I]

There are 10 or less shareholders, and all of the shareholders are listed below. There are more than 10 shareholders, and all of the shareholders owning 10% or more of any class of stock issued by said corporation are listed below.

[II


NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name) Monte Nido Holdings, LLC

NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) Monte Nido Holdings, LLC 6100 SW 76th Street Miami, FL 33143


There are 10 or less shareholders, and all of the shareholders are listed below. [


[


NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name) MN Equityco, LLC

(check if applicable) [r] There is more corporation information and Par. 1(b) is continued further on a "Special Exception Attachment to Par. 1(b)" form.

FORM SEA-I Updated (7/1/06)

of Special Exception Exception Attachment to Par. I(b)


for Application No. (s):


NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) MN Equityco, LLC 345 N. Maple Drive, Suite 300 Beverly Hills, CA 90210




[ I


NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name) Levine Leichtman Capital Partners V, L.P. LLCP Co-Investment Fund, L.P. Levine Leichtman Capital Partners V LLCP Co-Investment Parallel Fund, L.P. International Fund, L.P. Levine Leichtman Capital Partners V Atnicus Fund, L.P.

NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) Levine Leichtman Capital Partners V, L.P. 345 N. Maple Drive, Suite 300 Beverly Hills, CA 90210


[..1]

There are 10 or less shareholders, and all of the shareholders are listed below. [ l


[1


NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name) Levine Leichtman Capital Partners, LLC

(check if applicable) [J] There is more corporation information and Par. 1(b) is continued further on a "Special Exception Attachment to Par. 1(b)" form.

FORM SEA-1 Updated (7/1/06) ,

Page_a_ of i..5.. Special Exception Attachment to Par. 1(b)

DATE:

(enter date affidavit is notarized) for Application No. (s):


NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) Levine Leichtman Capital Partners V International Fund, L.P. 345 N. Maple Drive, Suite 300 Beverly Hills, CA 90210

DESCRIPTION OF CORPORATION: (check one statement) Gil



I ]



NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) Levine Leichtman Capital Partners V Amicus Fund, L.P. 345 N. Maple Drive, Suite 300 Beverly Hills, CA 90210


[I]

There are 10 or less shareholders, and all of the shareholders are listed below. Ii]


[ ]



(check if applicable) [d] There is more corporation information and Par. 1(b) is continued further on a "Special Exception Attachment to Par. 1(b)" form.


Page/of Special Exception Attachment to Par. 1(b)




NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) LLCP Co-Investment Fund, L.P. 345 N. Maple Drive, Suite 300 Beverly Hills, CA 90210

DESCRIPTION OF CORPORATION: (check one statement) [i] There are 10 or less shareholders, and all of the shareholders are listed below. [ ] There are more than 10 shareholders, and all of the shareholders owning 10% or more of any

class of stock issued by said corporation are listed below. [ There are more than 10 shareholders, but no shareholder owns 10% or more of any class of

stock issued by said corporation, and no shareholders are listed below.


NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) LLCP Co-Investment Parallel Fund, L.P. 345 N. Maple Drive, Suite 300 Beverly Hills, CA 90210


There are 10 or less shareholders, and all of the shareholders are listed below.

[ 11 There are more than 10 shareholders, and all of the shareholders owning 10% or more of any class of stock issued by said corporation are listed below.

)



(check if applicable) [r] There is more corporation information and Par. 1(b) is continued further on a "Special Exception Attachment to Par. 1(b)" form.


Page /3 of IS Special Exception Attachment to Par. 1(b)

DATE: 1 — I (enter date affidavit is notarized)



NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) Levine Leichtman Capital Partners, LLC 345 N. Maple Drive, Suite 300 Beverly Hills, CA 90210

DESCRIPTION OF CORPORATION: (check one statement) There are 10 or less shareholders, and all of the shareholders are listed below.

El


El


NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name) Arthur Levine Lauren Leichtman OA Legend Group Investors LLC

NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) OA Legend Group Investors LLC c/o Ottawa Avenue Private Capital, LLC 126 Ottawa Avenue NW, Suite 500 Grand Rapids, MI 49503


[



[i]


NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name)

(check if applicable) [.1] There is more corporation information and Par. 1(b) is continued further on a "Special Exception Attachment to Par. 1(b)" form.


Page q 0f / _c Special Exception Attachment to Par. 1(b)



NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) 13215 Twin Lakes Drive Investments, LLC 6100 SW 76th Street Miami, FL 33143



There are more than 10 shareholders, and all of the shareholders owning 10% or more of any• class of stock issued by said corporation are listed below.

[


NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name) Monte Nido Real Estate Holdings, LLC

NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) Monte Nido Real Estate Holdings, LLC 6100 SW 76th Street Miami, FL 33143


[i]



[


NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name) Nonte Nido Intermediate Holdings III, LLC

(check if applicable) [I] There is more corporation information and Par. 1(b) is continued further on a "Special Exception Attachment to Par. 1(b)" form.

FORM SEA-1 Updated (7/1106)

Page /5 of Special Exception Attachment to Par. 1(b)




NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) The BC Consultants, Inc. 12600 Fair Lakes Circle, Suite 100 Fairfax, VA 22033

DESCRIPTION OF CORPORATION: (check one statement) [i]



[ I


NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name) James H. Scanlon

NAME & ADDRESS OF CORPORATION: (enter complete name, number, street, city, state, and zip code) McCandlish & Lillard, A Professional Corporation 11350 Random Hills Road, Suite 500 Fairfax, VA 22030


]

There are 10 or less shareholders, and all of the shareholders are listed below.

[ 1


[I]


NAMES OF THE SHAREHOLDERS: (enter first name, middle initial, and last name)

(check if applicable) [ 1 There is more corporation information and Par. 1(b) is continued further on a "Special Exception Attachment to Par. 1(b)" form.


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