EXHIBIT A
SCOPE OF WORK AND TECHNICAL SPECIFICATIONS
STONEBRIDGE DATA CENTER CAMPUS
Attached to and forming a part of the Engineering, Procurement, and Construction Agreement dated as of October 20, 2025
between
STONEBRIDGE CAMPUS HOLDINGS LLC, a Virginia limited liability company ("Owner")
and
TITAN-McALLISTER CONSTRUCTION GROUP, LLC, a Maryland limited liability company ("Contractor" or "TMCG")
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PREAMBLE
This Exhibit A (the "Scope of Work" or "Exhibit A") is attached to and incorporated by reference into that certain Engineering, Procurement, and Construction Agreement (the "Agreement") dated as of October 20, 2025, by and between Stonebridge Campus Holdings LLC, a Virginia limited liability company ("Owner"), and Titan-McAllister Construction Group, LLC, a Maryland limited liability company ("Contractor" or "TMCG"). This Exhibit A sets forth the scope of work, technical specifications, and related requirements for the design and construction of the Stonebridge Data Center Campus, as more particularly described herein.
All capitalized terms used but not otherwise defined in this Exhibit A shall have the meanings ascribed to such terms in the Agreement. In the event of any conflict or inconsistency between the provisions of this Exhibit A and the body of the Agreement, the provisions of the Agreement shall control and govern, unless this Exhibit A expressly provides otherwise with respect to a specific technical requirement or specification set forth herein. For the avoidance of doubt, the technical specifications and performance criteria set forth in this Exhibit A are intended to supplement and detail the general scope of work described in the Agreement, and Contractor's obligations under this Exhibit A are coextensive with, and shall be performed in accordance with, all other terms and conditions of the Agreement and the Contract Documents.
This Exhibit A is organized into seventeen (17) Articles, each addressing a specific element or category of the Work, together with three (3) appendices providing reference information regarding the site plan, drawing list, and technical specifications table of contents. Each Article of this Exhibit A is to be read in conjunction with the corresponding provisions of the Agreement and the other Exhibits attached thereto.
ARTICLE 1 — PROJECT OVERVIEW
1.1 Project Description
The Stonebridge Data Center Campus (the "Project" or "Campus") is a ground-up, multi-building data center campus to be designed and constructed on an approximately 81.4-acre site located at the intersection of Belmont Ridge Road and Stonebridge Boulevard in unincorporated Loudoun County, Virginia 20148. The Campus site is situated within Loudoun County's well-established data center corridor, proximate to existing utility infrastructure and fiber backbone routes, and is designated for data center development under the applicable zoning and land use entitlements.
The Campus site consists of two (2) contiguous parcels, as follows:
(a) Stonebridge Parcel — Approximately 62.0 acres, as more particularly described in the deed recorded among the Loudoun County land records, and identified by Loudoun County Tax Map Reference /95-4A-1///. The Stonebridge Parcel constitutes the primary development parcel and will accommodate the four (4) data center buildings, the central utility plant, structured parking, internal roadways, stormwater management facilities, and the majority of the campus site improvements.
(b) Meridian Parcel — Approximately 19.4 acres, as more particularly described in the deed recorded among the Loudoun County land records, and identified by Loudoun County Tax Map Reference /95-4A-2///. The Meridian Parcel will accommodate the dedicated 230kV/34.5kV substation yard (to be owned and operated by Vantage Power Cooperative post-construction), utility routing corridors, and additional campus infrastructure as required.
The Project encompasses the complete design and construction of four (4) data center buildings (designated Building A, Building B, Building C, and Building D), a central utility plant ("CUP"), comprehensive site civil improvements, a structured parking facility, and all associated infrastructure necessary to deliver a fully operational, mission-critical data center campus. The scope of the Project is intended to deliver a Tier III-equivalent data center facility with 2N power redundancy and N+1 cooling redundancy, capable of supporting hyperscale and enterprise colocation tenants.
1.2 Project Capacity
The Campus is designed to deliver the following power capacity upon full buildout:
(a) Total Critical IT Load Capacity: 96 MW across the four (4) data center buildings.
(b) Per-Building Critical IT Load Capacity: 24 MW per building (Buildings A, B, C, and D each delivering 24 MW of critical IT load capacity to the data hall white space).
(c) Total Contracted Utility Demand: 120 MVA, which encompasses the aggregate critical IT load of 96 MW plus mechanical systems overhead, cooling plant load, site lighting, and other non-IT electrical loads necessary to support the full campus operations.
(d) Utility Power Supply: Utility power for the Campus shall be supplied by Vantage Power Cooperative ("VPC") under a Large Load Service Agreement entered into between Owner (or its affiliate) and VPC. The dedicated 230kV/34.5kV substation to be constructed on the Meridian Parcel will provide the point of interconnection between VPC's transmission system and the Campus medium-voltage distribution network.
The power capacity figures set forth above represent the design capacity of the Campus as of the date of this Exhibit A. Any increase in design capacity beyond 96 MW total critical IT load or 120 MVA total contracted utility demand shall require a modification to this Exhibit A and may constitute a change to the Work under the Agreement.
1.3 Total Gross Floor Area
The total campus gross floor area ("GFA") for the Project is approximately 480,000 square feet, distributed among the four (4) data center buildings as follows:
The GFA figures set forth above are approximate and represent the target building sizes based on the conceptual design documents. Final GFA for each building will be confirmed upon completion of the construction document phase and shall be reflected in the as-built documentation. The GFA figures do not include the central utility plant, structured parking facility, guard booth, or other ancillary structures on the Campus; the square footage of such structures is in addition to the 480,000 square feet identified above.
1.4 Guaranteed Maximum Price Reference
The total Guaranteed Maximum Price ("GMP") for the Work is Four Hundred Twelve Million Dollars ($412,000,000), as established in Exhibit B to the Agreement. The GMP is allocated among the major Project components as follows:
(a) Total GMP: $412,000,000 as set forth in Exhibit B to the Agreement.
(b) Per-Building GMP Allocation: $103,000,000 per building (applicable to each of Buildings A, B, C, and D). This per-building allocation includes the proportional share of site civil work, infrastructure, CUP capacity, and structured parking attributable to each building, as further detailed in the cost breakdown schedule set forth in Exhibit B.
(c) Cost Per square Foot (GMP Basis): $412,000,000 ÷ 480,000 sq ft = approximately $858.33 per square foot of gross floor area.
(d) Cost Per Megawatt (GMP Basis): $412,000,000 ÷ 96 MW = approximately $4,291,667 per megawatt of critical IT load capacity.
The GMP includes all costs of the Work as described in this Exhibit A, including without limitation Contractor's fee, general conditions, allowances, and Contractor's contingency, all as set forth in detail in Exhibit B. The per-building GMP allocation is provided for purposes of tracking progress payments, liquidated damages calculations, and building-specific milestone accountability; it does not create separate guaranteed maximum prices for individual buildings unless expressly stated in the Agreement.
1.5 Construction Schedule Reference
The construction schedule for the Project is summarized as follows, with detailed milestones and interim completion dates set forth in the Construction Schedule attached as Exhibit C to the Agreement:
(a) Notice to Proceed ("NTP") Target: November 1, 2025.
(b) Total Construction Duration: Twenty-four (24) months from the date of NTP to Substantial Completion of the final building (Building D).
(c) Substantial Completion — Building A: August 1, 2027 (twenty-one (21) months from NTP).
(d) Substantial Completion — Buildings B, C, and D (Phased): November 1, 2027 (twenty-four (24) months from NTP). Buildings B, C, and D shall achieve Substantial Completion on or before November 1, 2027, with interim milestone dates for individual buildings as set forth in Exhibit C.
Contractor acknowledges that timely achievement of the Substantial Completion milestones is of the essence to Owner and that the construction schedule has been developed to align with Owner's customer commitments, financing requirements, and utility interconnection timelines. The detailed milestone schedule in Exhibit C identifies interim milestones for foundation completion, structural topping out, MEP rough-in, system energization, commissioning commencement, and other critical path activities. Contractor shall comply with all milestone dates set forth in Exhibit C, subject to extensions of time as provided in the Agreement.
1.6 Project Team — Key Parties
The following key parties are identified for purposes of coordination, communication, and administration of the Project:
Owner:
Stonebridge Campus Holdings LLC, a single-purpose Virginia limited liability company wholly owned by Ironhaven Data Centers LLC. Owner's principal office is located at 1900 Reston Metro Plaza, Suite 700, Reston, Virginia 20190.
Contractor:
Titan-McAllister Construction Group, LLC, a Maryland limited liability company with its principal office at 6400 Baltimore National Pike, Suite 300, Catonsville, Maryland 21228.
• President: Raymond Okafor
• Senior Vice President, Data Center Programs: Michelle Tran
Owner's Representative / Project Manager:
Kestrel Infrastructure Advisors, LLC, engaged by Owner to serve as Owner's Representative and project manager for the duration of the Project.
• Engagement Lead: Diane Prescott
Civil / Site Engineer:
Lumen Ridge Engineering, PLLC, engaged by Owner as the civil and site engineer for the Project.
• Project Principal: Carlos Esteban, PE
Geotechnical Consultant:
Brannigan Geotechnical Engineering, LLC, engaged by Owner as the geotechnical consultant for the Project.
• Project Engineer: Neil Brannigan, PE
Additional members of the Project team, including Contractor's key personnel, subcontractors, and other Owner consultants, are identified in the Agreement and the other Contract Documents.
ARTICLE 2 — GENERAL SCOPE OF WORK
2.1 Scope Summary
Contractor shall furnish all labor, materials, equipment, tools, transportation, supervision, engineering, coordination, and services necessary and required to complete the Project in strict accordance with this Exhibit A, the Contract Documents, all applicable codes and standards, and all applicable federal, state, and local laws, regulations, ordinances, and governmental requirements. The Work shall be performed in a good and workmanlike manner, using materials and equipment of the quality and grade specified in the Contract Documents, and in accordance with the best practices and standards prevailing in the data center construction industry.
The Work includes, without limitation, the following:
(a) Data Center Buildings. Four (4) data center buildings (Buildings A, B, C, and D), each approximately 120,000 square feet of gross floor area, including complete shell and core construction, interior buildout of data halls, electrical rooms, mechanical rooms, support spaces, and all building systems as described in Articles 4 through 6 of this Exhibit A.
(b) Central Utility Plant. One (1) central utility plant ("CUP") providing centralized chilled water production and distribution capacity for the full 96 MW campus IT load at buildout, including cooling towers, chillers, pumps, piping, and all associated mechanical and electrical infrastructure, as described in Section 6.2 of this Exhibit A.
(c) Site Civil Work. All site civil work, including grading, earthwork, stormwater management, erosion and sediment control, roadway and paving construction, underground utility distribution, substation yard preparation, and related improvements, as described in Article 3 of this Exhibit A.
(d) Structured Parking Facility. A structured parking facility serving the Campus, as described in Article 7 of this Exhibit A.
(e) Backup Power Systems. 2N diesel generator configurations for each data center building, including generators, fuel storage, paralleling switchgear, automatic transfer switches, and all associated infrastructure, as described in Section 5.3 of this Exhibit A.
(f) Electrical Infrastructure. All electrical infrastructure from the dedicated 230kV/34.5kV substation yard to each building, including medium-voltage duct banks, medium-voltage switchgear, transformers, UPS systems, and power distribution systems, as described in Article 5 of this Exhibit A.
(g) MEP and Fire Protection Systems. All mechanical, electrical, plumbing, and fire protection systems for each building and the CUP, as described in Articles 4 through 6 of this Exhibit A.
(h) Landscaping, Screening, and Security. Landscaping, visual screening, perimeter fencing, vehicle barrier systems, guard booth, vehicle sally port, and all associated site security improvements, as described in Sections 3.6 and 3.7 of this Exhibit A.
(i) Commissioning and Testing. Comprehensive commissioning and testing of all building systems, including Integrated Systems Testing, as described in Article 9 of this Exhibit A.
(j) Temporary Facilities and Construction Support. All temporary facilities, temporary utilities, temporary access roads, site security during construction, construction offices and trailers, material staging areas, waste management, and all other construction support services necessary for the performance and completion of the Work.
Contractor's scope of Work is comprehensive and "turnkey" in nature, subject only to the specific exclusions set forth in Section 2.2 below and the Owner-furnished items identified in Article 13. Contractor shall not be entitled to additional compensation for any item of work that is reasonably inferable from the Contract Documents as being necessary for the proper execution and completion of the Work, even if such item is not expressly mentioned in this Exhibit A, unless such item constitutes a change in the Work under the terms of the Agreement.
2.2 Work Excluded from Scope
The following items of work are expressly excluded from Contractor's scope of Work and shall not be Contractor's responsibility under the Agreement:
(a) Owner-Furnished IT Equipment. All IT equipment, server racks, cabinets, and structured IT cabling (including above-floor structured cabling beyond the building demarcation point at each meet-me room or fiber entrance facility), and all tenant fit-out work within the data hall white space.
(b) Substation Construction. Construction of the dedicated 230kV/34.5kV electrical substation on the Meridian Parcel, which shall be constructed by VPC's designated contractor, funded by Owner's Eighteen Million Five Hundred Thousand Dollar ($18,500,000) line extension contribution under the Line Extension Funding Agreement between Owner (or its affiliate) and VPC. For the avoidance of doubt, Contractor is responsible for preparation of the substation yard (grading, pad, fencing, and access road) as described in Section 3.5, but is not responsible for the procurement, delivery, or installation of any substation electrical equipment.
(c) High-Voltage Transmission Line Work. All high-voltage transmission line work by VPC or its agents from the transmission corridor to the substation site on the Meridian Parcel.
(d) Environmental Site Assessments. Phase I and Phase II Environmental Site Assessment work, which has been or is being performed by Pendleton Environmental Associates, Inc. under separate engagement by Owner.
(e) ALTA/NSPS Survey. The ALTA/NSPS land title survey of the Campus parcels, which has been performed by Lumen Ridge Engineering, PLLC under separate engagement by Owner.
(f) Title and Escrow Services. All title insurance, escrow, and closing services related to the acquisition of the Campus parcels.
(g) Furniture, Fixtures, and Equipment. Furniture, fixtures, and equipment ("FF&E") for office and support areas that are not specifically identified in the Contract Documents as Contractor-furnished items. Owner shall be responsible for procurement and installation of all FF&E unless the Contract Documents expressly assign such responsibility to Contractor.
(h) Owner's Insurance Programs. Owner's insurance programs, except as specifically noted in Exhibit D to the Agreement. If Owner implements an Owner-Controlled Insurance Program ("OCIP"), Contractor shall comply with the OCIP enrollment requirements, but the cost of the OCIP shall be borne by Owner except to the extent that the Agreement provides otherwise.
2.3 Allowances and Contingency
Reference is hereby made to Exhibit B to the Agreement for the identification and quantification of all allowance items included within the GMP, as well as the Contractor's contingency amount. Allowance items may include, without limitation, allowances for concealed conditions, soil remediation (if required), utility connection fees, and other items as identified in Exhibit B. Contractor shall not expend any allowance amounts without Owner's prior written approval. Unused allowance amounts and unused contingency shall be handled and disposed of as set forth in the Agreement, including any shared savings provisions applicable thereto.
2.4 Phasing. The Work shall proceed in phases as set forth in the Construction Schedule (Exhibit C to the Agreement). The general phasing sequence is as follows:
Phase 1: Site Preparation and Early Foundations Site civil work, including clearing, grubbing, mass grading, and earthwork for the entire Campus; stormwater management facility construction; erosion and sediment control installation; construction of foundations for Buildings A and B; CUP foundations; structured parking facility foundations; substation yard preparation on the Meridian Parcel; and installation of underground utility distribution infrastructure (medium-voltage duct bank, water, sewer, telecommunications, and fire water main).
Phase 2: Vertical Construction — Buildings A and B, CUP Vertical construction of Buildings A and B, including structural framing, building envelope, and MEP rough-in; CUP vertical construction and equipment installation; medium-voltage electrical distribution from the substation yard to Buildings A and B and the CUP; commencement of interior buildout of Buildings A and B; and structured parking facility vertical construction.
Phase 3: Foundations and Vertical Construction — Buildings C and D Foundations and vertical construction of Buildings C and D, including structural framing, building envelope, MEP rough-in, and interior buildout; extension of medium-voltage distribution, chilled water distribution, and other campus infrastructure to Buildings C and D; and completion of remaining site civil work.
Phase 4: Commissioning, Testing, and Closeout Comprehensive commissioning of all building systems for Buildings A through D; Integrated Systems Testing for each building; punchlist preparation, inspection, and completion; as-built documentation; owner training; and achievement of Substantial Completion for each building in accordance with the milestone dates specified in Exhibit C.
Overlap of phases is anticipated and required to meet the schedule milestones set forth in Exhibit C. Contractor shall plan and sequence the Work to maximize efficiency and minimize schedule risk, while maintaining safe working conditions and compliance with all applicable codes and regulations. Contractor acknowledges that concurrent construction activities across multiple phases and multiple buildings will be necessary throughout the Project duration.
ARTICLE 3 — SITE CIVIL WORK
3.1 General Site Development
Contractor shall perform all site development work necessary to prepare the Campus parcels for construction of the data center buildings, CUP, structured parking, and associated infrastructure. The site development work shall include, without limitation, the following:
(a) Clearing, Grubbing, and Demolition. Clearing and grubbing of all vegetation, trees, brush, and organic material from the construction areas on both the Stonebridge Parcel and the Meridian Parcel, in accordance with the limits of disturbance shown on the approved site plan. Demolition and removal of any existing improvements, structures, foundations, or subsurface obstructions encountered within the limits of disturbance. All clearing, grubbing, and demolition waste shall be disposed of off-site at appropriately permitted disposal facilities, in compliance with all applicable environmental regulations.
(b) Mass Grading and Earthwork. Mass grading and earthwork for the entire Campus in accordance with the civil engineering drawings prepared by Lumen Ridge Engineering, PLLC, including establishment of finished grades, building pad elevations, roadway grades, stormwater management facility grades, and utility trench grades. Earthwork shall include all necessary cut and fill operations, soil compaction, and subgrade preparation to achieve the design grades and bearing capacities specified in the Contract Documents.
(c) Geotechnical Considerations. Contractor shall perform all geotechnical work in accordance with the recommendations set forth in the geotechnical baseline report prepared by Brannigan Geotechnical Engineering, LLC, including subgrade preparation, over-excavation of unsuitable soils, soil stabilization (lime treatment, geogrid installation, or other methods as recommended), proof rolling, and compaction testing. Contractor shall engage a qualified geotechnical testing laboratory to perform field density testing and laboratory analysis as required by the Contract Documents and the recommendations of Brannigan Geotechnical Engineering, LLC.
(d) Environmental Coordination — Northwest Quadrant. Contractor acknowledges that the northwest quadrant of the Stonebridge Parcel (approximately 4.2 acres, formerly in agricultural use) has been identified by Pendleton Environmental Associates, Inc. as an area of potential residual pesticide contamination. The Phase II Environmental Site Assessment is being conducted by Pendleton Environmental Associates, Inc. (Dr. Renata Volkov, project lead) under separate engagement by Owner. Contractor shall coordinate with Owner and Pendleton Environmental Associates, Inc. regarding any environmental remediation requirements identified by the Phase II ESA. If remediation of the affected area is required, such remediation work shall be addressed as a potential change order under the terms of the Agreement, and Contractor shall cooperate with Owner's environmental consultants in the implementation of any required remediation plan. Contractor shall implement appropriate health and safety protocols for construction workers operating in or adjacent to the affected area, including soil management plans and personal protective equipment requirements.
3.2 Stormwater Management
Contractor shall design (to the extent delegated under the Contract Documents) and construct all stormwater management facilities for the Campus in accordance with Loudoun County requirements, the Virginia Stormwater Management Program, and the approved site plan. Stormwater management work shall include the following:
(a) Stormwater Detention/Retention Facilities. Construction of stormwater detention ponds, retention ponds, and/or extended detention basins as shown on the approved site plan and grading plans, including all embankments, outlet structures, emergency spillways, rip-rap energy dissipaters, and access paths for maintenance.
(b) Bio-Retention Areas. Construction of bio-retention areas, rain gardens, and/or other low-impact development (LID) stormwater quality facilities as required by the approved site plan and Loudoun County stormwater quality requirements.
(c) Underground Conveyance Systems. Installation of underground storm drainage conveyance systems, including reinforced concrete pipe, high-density polyethylene pipe, catch basins, junction boxes, manholes, headwalls, and outfall structures, connecting all impervious areas to the stormwater management facilities.
(d) Stormwater Management Facility Easement. Contractor acknowledges that a Stormwater Management Facility Easement and Maintenance Agreement is to be recorded against the Campus parcels in favor of Loudoun County. Contractor shall construct all stormwater management facilities in compliance with the terms and conditions of such easement and maintenance agreement, and shall provide as-built surveys and certifications as required for easement recordation.
(e) Erosion and Sediment Control. Contractor shall install, maintain, and monitor erosion and sediment control measures throughout the duration of construction in accordance with the approved erosion and sediment control plan, Virginia Department of Environmental Quality (DEQ) regulations, the Virginia Erosion and Sediment Control Law, and Loudoun County erosion and sediment control ordinances. Erosion and sediment control measures shall include, without limitation, silt fences, construction entrances, sediment traps, sediment basins, check dams, temporary diversions, dust control, and stabilization of disturbed areas. Contractor shall obtain and maintain the Virginia DEQ Construction General Permit (CGP) for stormwater discharges from construction activities and shall prepare and implement the required Stormwater Pollution Prevention Plan (SWPPP).
3.3 Roadways and Paving
Contractor shall construct all internal campus roadways, access drives, parking areas, and paved surfaces in accordance with the approved site plan and the Contract Documents. Roadway and paving work shall include the following:
(a) Internal Campus Roadways. Construction of internal campus roadways providing vehicular access to all data center buildings, the CUP, the structured parking facility, and the substation yard. Internal roadways shall be designed and constructed to accommodate heavy vehicle traffic, including tractor-trailer deliveries of data center equipment and fuel tanker deliveries to generator fuel storage areas. Roadway cross-sections, pavement design, and base course specifications shall be in accordance with the civil engineering drawings prepared by Lumen Ridge Engineering, PLLC.
(b) Public Road Connections. Construction of access connections to existing public roadways at Belmont Ridge Road and Stonebridge Boulevard, including turn lanes, acceleration/deceleration lanes, and traffic signal modifications (if required by the approved traffic impact analysis and Virginia Department of Transportation (VDOT) requirements). All work within public rights-of-way shall comply with VDOT standards and the Loudoun County roadway construction specifications.
(c) Heavy-Duty Paving. Heavy-duty paving specifications shall be applied to all truck access routes, loading dock aprons, generator fuel delivery routes, and equipment staging areas. Heavy-duty pavement sections shall utilize reinforced concrete or heavy-duty asphalt sections as specified in the Contract Documents, designed for a minimum HS-20 loading or equivalent.
(d) ADA-Compliant Pedestrian Pathways. Construction of ADA-compliant pedestrian pathways, sidewalks, and accessible routes connecting the structured parking facility to all data center building entrances, the guard booth, and other campus destinations. All pedestrian pathways shall comply with the Americans with Disabilities Act Accessibility Guidelines (ADAAG) and the Virginia Uniform Statewide Building Code accessibility provisions.
3.4 Utilities — Site Distribution
Contractor shall install all underground utility distribution systems across the Campus to serve the data center buildings, the CUP, the structured parking facility, and other campus facilities. Utility distribution work shall include the following:
(a) Medium-Voltage Electrical Duct Bank. Design and construction of the medium-voltage electrical duct bank system from the substation yard on the Meridian Parcel to each data center building (Buildings A through D) and the CUP. The duct bank system shall provide redundant (2N) electrical feeds to each building via separate, physically diverse duct bank routes, as described in Article 5 of this Exhibit A. Duct bank construction shall include reinforced concrete encasement, schedule 40 PVC conduits, pull boxes, manholes, and all associated civil work.
(b) Domestic Water Service. Connection to the Loudoun Water public water system and installation of campus-wide domestic water distribution mains, service laterals, meters, and backflow prevention assemblies serving each building, the CUP, and landscape irrigation systems.
(c) Sanitary Sewer. Connection to the Loudoun Water public sanitary sewer system and installation of campus-wide sanitary sewer collection mains, service laterals, cleanouts, and manholes serving each building and the CUP.
(d) Telecommunications/Fiber Duct Bank. Construction of underground telecommunications and fiber optic duct bank systems from the campus perimeter entry points to the meet-me rooms in each building, including inter-building fiber duct bank connections. The fiber duct bank infrastructure shall include innerduct, pull boxes, handholes, and access manholes as described in Article 8 of this Exhibit A.
(e) Natural Gas Service. If applicable for the CUP design (e.g., for absorption chillers or boiler systems), connection to the natural gas distribution system and installation of campus gas mains, service laterals, meters, and regulators.
(f) Fire Water Main and Hydrant System. Construction of a dedicated fire water main loop serving the entire Campus, with fire hydrants located in accordance with NFPA requirements and the approved site plan. The fire water main shall be connected to the Loudoun Water public water system and shall be of sufficient capacity to meet the fire flow demands of all buildings, the CUP, and the structured parking facility simultaneously.
The campus utility distribution systems shall be designed and constructed in compliance with the Cross-Access and Utility Easement Agreement establishing reciprocal access and utility easements across the Stonebridge Parcel and the Meridian Parcel. Contractor shall coordinate utility installation with the easement locations and widths depicted in the recorded easement agreement, and shall not install any utilities outside the designated easement corridors without Owner's prior written approval.
3.5 Substation Yard Preparation
Contractor shall perform all site preparation and civil construction work necessary to prepare the substation yard on the Meridian Parcel for the installation of the dedicated 230kV/34.5kV electrical substation by Vantage Power Cooperative ("VPC"). Substation yard preparation work shall include the following:
(a) Grading and Pad Construction. Grading of the substation site to the elevations specified by VPC, including construction of the substation foundation pad with appropriate aggregate base course, compacted to the density and gradation requirements specified by VPC.
(b) Gravel Pad. Installation of a crushed stone gravel pad within the substation yard area, of the depth, gradation, and type specified by VPC for equipment foundations, oil containment, and operational access.
(c) Perimeter Fencing. Installation of perimeter security fencing around the substation yard to VPC's specifications, including chain-link fencing with barbed wire or razor wire topping, vehicular access gates, and pedestrian access gates.
(d) Access Road. Construction of an access road from the internal campus roadway network to the substation yard, designed and constructed to accommodate heavy transformer delivery vehicles and utility maintenance equipment.
(e) Coordination with VPC. Contractor shall coordinate all substation yard preparation work with VPC's project team and VPC's designated substation construction contractor. Contractor shall comply with VPC's specifications and requirements for the substation yard civil work, and shall obtain VPC's acceptance of the completed yard preparation work prior to VPC's commencement of substation equipment installation.
The substation yard preparation work is included within the Contractor's scope of Work and the GMP. For the avoidance of doubt, Contractor is not responsible for the procurement, delivery, installation, testing, or commissioning of any substation electrical equipment (including transformers, circuit breakers, disconnect switches, bus work, relay panels, or SCADA systems), all of which are within VPC's scope of work under the Substation Easement Agreement and will be funded by Owner's $18,500,000 line extension contribution. The substation will be owned by VPC upon completion of construction, subject to the terms of the Substation Easement Agreement.
3.6 Fencing, Security, and Perimeter Improvements
Contractor shall furnish and install all perimeter security improvements for the Campus as follows:
(a) Perimeter Security Fencing. Installation of perimeter security fencing around the entire Campus, with a minimum height of eight (8) feet, incorporating anti-climb features (such as curved anti-climb arms, razor wire topping, or equivalent). Fencing shall be commercial-grade steel or aluminum, powder-coated or galvanized, and shall be installed on concrete or steel post foundations as specified in the Contract Documents.
(b) Vehicle Barrier Systems. Installation of vehicle barrier systems (bollards, crash-rated barriers, or equivalent) at all vehicular entry points to the Campus. Vehicle barriers shall be rated to a minimum K-rating or M-rating as specified in the Contract Documents and consistent with the security threat assessment for the facility.
(c) Guard Booth and Vehicle Sally Port. Construction of a guard booth at the main campus entrance, including a climate-controlled guard station, vehicle inspection area, and vehicle sally port (a controlled entry/exit zone with dual gates allowing vehicles to be screened between the outer and inner gates before being admitted to the campus). The guard booth shall include electrical, telecommunications, and data connections to the campus security systems.
(d) CCTV Conduit and Infrastructure. Installation of conduit, pull boxes, junction boxes, and mounting pole foundations for a campus-wide CCTV surveillance system. Contractor shall install the physical pathway infrastructure for the CCTV system; the actual camera hardware, recording equipment, and monitoring systems shall be procured and installed by Owner as an Owner-furnished item.
3.7 Landscaping and Visual Screening
Contractor shall perform all landscaping and visual screening work as required by the ZMOD proffer commitments (Docket No. ZMOD-2025-0038) and the Loudoun County landscape buffer requirements applicable to the Campus. Landscaping work shall include the following:
(a) Landscape Buffer Plantings. Installation of landscape buffer plantings along all property boundaries and public roadway frontages, in accordance with the planting plans included in the Contract Documents and the Loudoun County Zoning Ordinance landscape requirements. Buffer plantings shall include a mix of deciduous and evergreen trees, ornamental trees, shrubs, and ground cover as specified.
(b) Visual Screening. Installation of visual screening for generator yards, mechanical equipment areas, loading docks, and other utilitarian areas visible from public roadways or adjacent properties. Visual screening may include a combination of landscape plantings, decorative screen walls, fencing, and earthen berms as specified in the Contract Documents and the ZMOD proffer commitments.
(c) Noise Mitigation. Installation of noise mitigation plantings, earthen berms, and/or sound barrier walls adjacent to generator yards and cooling tower areas, as required by the approved site plan and the noise study prepared for the ZMOD application. The noise mitigation measures shall be designed to achieve compliance with the Loudoun County noise ordinance at all property boundaries.
(d) Irrigation Systems. Installation of automatic irrigation systems for all landscape areas, including controllers, valve boxes, piping, sprinkler heads, and drip irrigation for planting beds. Irrigation systems shall be connected to the campus domestic water supply and shall include rain sensors and smart controllers to minimize water consumption.
ARTICLE 4 — DATA CENTER BUILDINGS (BUILDINGS A–D)
4.1 General Building Description
The Project includes four (4) data center buildings, designated Building A, Building B, Building C, and Building D. Each building shall be a purpose-built, mission-critical data center facility designed and constructed to the following general parameters:
(a) Each building shall be approximately 120,000 gross square feet.
(b) Each building shall be single-story (high bay) construction with clear floor-to-ceiling heights sufficient for data center operations. The minimum clear height in data hall areas shall be sixteen (16) feet from the finished floor (or top of raised access floor, if applicable) to the lowest point of the structural ceiling or overhead obstruction.
(c) The exterior wall construction system shall be concrete tilt-up panels or precast concrete panels, with the final structural system to be confirmed in the approved design documents. Exterior walls shall provide the required fire ratings, thermal performance, blast resistance (if specified), and architectural finish consistent with the ZMOD proffer commitments.
(d) The roof system shall be supported by structural steel framing, with the roof deck, insulation, and roofing membrane as described in Section 4.3 below.
(e) The building footprint and orientation for each building shall be as shown on the approved site plan (Appendix A-1).
All four buildings shall be substantially identical in design, layout, and systems configuration, except to the extent that site-specific conditions, utility routing, or phasing requirements necessitate minor variations. Any material deviation from the building design standards described in this Article 4 shall require Owner's prior written approval.
4.2 Structural Systems
The structural systems for each data center building shall be designed and constructed in accordance with the following requirements:
(a) Foundation Design. Foundation design shall be in accordance with the recommendations of Brannigan Geotechnical Engineering, LLC, as set forth in the geotechnical baseline report and any supplemental geotechnical investigations. Foundations shall be designed to support the building loads (including the concentrated loads from UPS systems, battery racks, switchgear, and mechanical equipment) with adequate factors of safety. Foundation types may include spread footings, continuous footings, mat foundations, or deep foundations (driven piles or drilled shafts), as required by the geotechnical conditions and the structural loading requirements.
(b) Structural Floor Slabs. Structural floor slabs in data hall areas shall be designed for a minimum live load capacity of 250 pounds per square foot (psf), accounting for the concentrated loads of server racks, cabinets, UPS modules, and other IT and infrastructure equipment. Floor slabs in support areas (electrical rooms, mechanical rooms, office areas, and corridors) shall be designed for a minimum live load capacity of 150 psf, unless higher capacities are required for specific equipment installations. Floor slabs shall be reinforced concrete, with a minimum thickness, reinforcement, and surface finish as specified in the structural drawings.
(c) Roof Structure. The roof structure shall be designed to support all rooftop mechanical equipment, including cooling units, condensers, ductwork, piping, and walkways, as well as future solar panel installations. The roof structure shall be designed for the applicable dead loads, live loads (including maintenance loads), snow loads, wind loads, and equipment loads specified in the Virginia Uniform Statewide Building Code (referencing the International Building Code).
(d) Seismic Design. All structural systems shall be designed in accordance with the seismic design provisions of the applicable building code (Virginia Uniform Statewide Building Code, referencing the International Building Code), based on the site-specific seismic hazard analysis and the assigned Seismic Design Category.
(e) Vibration Isolation. Vibration isolation systems shall be provided for all major mechanical equipment (chillers, pumps, cooling towers, generators, and HVAC units) to prevent transmission of vibration to the building structure and to sensitive IT equipment areas. Vibration isolation systems shall include spring isolators, inertia bases, flexible connectors, and seismic snubbers as required.
4.3 Building Envelope
The building envelope for each data center building shall be designed and constructed to provide the required thermal performance, weather resistance, security, and architectural appearance. Building envelope components shall include the following:
(a) Exterior Walls. Concrete tilt-up or precast concrete panels with an architectural finish as required by the ZMOD proffer commitments (Docket No. ZMOD-2025-0038) and the Loudoun County design guidelines. Exterior wall panels shall be of sufficient thickness to provide the required structural capacity, fire rating, thermal resistance, and acoustic attenuation. Panel joints shall be sealed with high-performance sealants and backer rod to prevent water infiltration.
(b) Roofing System. A TPO (thermoplastic polyolefin) or EPDM (ethylene propylene diene monomer) single-ply membrane roofing system shall be installed over rigid insulation on a steel roof deck. The roofing system shall carry a minimum twenty (20) year manufacturer's warranty covering both materials and workmanship. Roofing insulation shall meet or exceed the minimum R-value requirements of the applicable energy code (Virginia Energy Conservation Code, referencing ASHRAE 90.1 or IECC as applicable).
(c) Vapor Barriers and Insulation. Vapor barriers shall be installed in accordance with the applicable energy code and best practices for the climate zone (ASHRAE Climate Zone 4A). Wall insulation, roof insulation, and slab insulation (if applicable) shall meet or exceed the minimum R-value requirements of the applicable energy code.
(d) Fenestration. Fenestration shall be minimal, consistent with data center security requirements and energy performance objectives. Glazing shall be limited to clerestory windows or accent glazing at building entry areas for daylighting and architectural interest. All glazing shall be impact-resistant or laminated glass and shall meet the applicable energy code thermal performance requirements.
(e) Loading Docks and Overhead Doors. Each building shall be equipped with a minimum of two (2) loading docks for equipment delivery, each sized to accommodate full-size tractor-trailer vehicles. Loading docks shall include dock levelers, dock bumpers, dock seals, and overhead sectional doors. Additional overhead doors or roll-up doors shall be provided as required for equipment access and egress.
4.4 Interior Buildout — Shell and Core
The interior buildout of each data center building shall include the following functional areas, configured in accordance with the approved floor plans:
(a) Data Hall White Space. The primary data hall areas shall be configured as open white space for Owner's or tenants' installation of server racks, cabinets, and IT equipment. The data hall white space shall include either a raised access flooring system with a minimum thirty-six (36) inch underfloor plenum (for underfloor air distribution and cable routing) or a slab-on-grade configuration with overhead cable tray systems and hot aisle/cold aisle containment (per the approved design). The specific floor system configuration shall be determined during the design phase and documented in the approved construction documents. The data hall white space shall include power whips and receptacles, lighting, fire protection, and HVAC distribution as described elsewhere in this Exhibit A.
(b) Electrical Rooms. Dedicated electrical rooms for medium-voltage switchgear, low-voltage switchgear, transformers, panelboards, and associated electrical distribution equipment. Electrical rooms shall be sized, configured, and environmentally conditioned as required by the equipment manufacturers and the applicable electrical code.
(c) UPS Rooms. Dedicated UPS rooms for uninterruptible power supply modules and associated equipment. UPS rooms shall be structurally designed for the equipment loads, environmentally conditioned, and provided with adequate ventilation and fire suppression.
(d) Battery Rooms. Dedicated battery rooms for UPS battery energy storage systems (VRLA or lithium-ion). Battery rooms shall include spill containment, ventilation (including hydrogen detection and exhaust for VRLA batteries or thermal management for lithium-ion batteries), fire suppression, and monitoring systems. Battery room design shall comply with NFPA 1, NFPA 855 (for lithium-ion installations), and the applicable building code.
(e) Switchgear Rooms. Rooms for automatic transfer switches (ATS), static transfer switches (STS), paralleling switchgear, and generator connection equipment.
(f) Mechanical/HVAC Rooms. Rooms for chilled water distribution equipment, air handling units, computer room air conditioning (CRAC) or computer room air handling (CRAH) units, pumps, and associated mechanical equipment.
(g) Network Meet-Me Rooms and Fiber Entrance Facilities. Dedicated rooms for telecommunications carrier interconnection, including cable tray, grounding bus bars, HVAC, fire suppression, and physical security (access control). Meet-me rooms shall be configured to accommodate multiple telecommunications carriers and shall provide physical separation between carrier spaces as required.
(h) Building Management System (BMS) / Data Center Infrastructure Management (DCIM) Rooms. Dedicated rooms for BMS and DCIM servers, workstations, and monitoring equipment, with appropriate environmental conditioning and UPS power.
(i) Office Areas and Support Spaces. Office areas, lobby, reception area, restrooms, break rooms, storage rooms, janitor closets, and other support spaces as shown on the approved floor plans. Office and support areas shall be finished with commercial-grade materials (carpet or vinyl flooring, painted gypsum board walls, suspended acoustical tile ceilings, and commercial lighting fixtures).
(j) Fire Command Room. A dedicated fire command room, accessible from the building exterior, for fire department use during emergency response. The fire command room shall contain the fire alarm control panel, annunciator panel, building sprinkler system status indicators, and communication equipment as required by the authority having jurisdiction (AHJ).
4.5 Fire Protection
Contractor shall design and install comprehensive fire protection systems for each data center building in accordance with NFPA codes, the Virginia Uniform Statewide Building Code, and the requirements of the local authority having jurisdiction (AHJ). Fire protection systems shall include the following:
(a) Pre-Action Dry Pipe Sprinkler System. A pre-action dry pipe sprinkler system shall be installed in all data hall areas. The pre-action system shall require both activation of the fire detection system and opening of a sprinkler head before water is discharged, providing an additional layer of protection against accidental water discharge in the data halls. The pre-action system shall be designed and installed in accordance with NFPA 13.
(b) Wet Pipe Sprinkler System. A wet pipe sprinkler system shall be installed in all support areas, office areas, corridors, restrooms, mechanical rooms, and other non-data-hall spaces. The wet pipe system shall be designed and installed in accordance with NFPA 13.
(c) Very Early Smoke Detection Apparatus (VESDA). VESDA air-sampling smoke detection systems shall be installed in all data hall areas to provide very early warning of fire conditions. VESDA systems shall be configured with multiple sensitivity levels (Alert, Action, Fire 1, Fire 2) and shall be integrated with the building fire alarm system and the BMS/DCIM platform.
(d) Clean Agent Fire Suppression. Clean agent fire suppression systems (FM-200, Greaves & Co. 1230, or approved equivalent) shall be installed in critical electrical rooms, including UPS rooms, battery rooms, and switchgear rooms. Clean agent systems shall be designed and installed in accordance with NFPA 2001 and shall be sized for the protected volume with the required design concentration and hold time.
(e) Fire Alarm and Notification System. A fully addressable fire alarm and notification system shall be installed in each building in compliance with NFPA 72 and the requirements of the local AHJ. The fire alarm system shall include manual pull stations, smoke detectors, heat detectors, duct smoke detectors, waterflow switches, tamper switches, notification appliances (horns, strobes), and fire alarm control panels. The fire alarm system shall be monitored by a UL-listed central station monitoring service.
(f) Fire Water Storage and Fire Pump System. A campus-wide fire water storage and fire pump system shall be provided to supply the sprinkler and standpipe systems for all buildings and the CUP. The fire pump system shall be located at the CUP or at a dedicated fire pump building, as determined during the design phase. Fire water storage tanks shall be sized to provide the required fire flow duration per NFPA 20 and the AHJ requirements, accounting for the simultaneous operation of the sprinkler systems in the building with the highest demand plus hose stream allowance.
ARTICLE 5 — ELECTRICAL SYSTEMS
5.1 Medium-Voltage Distribution
Contractor shall design and install the medium-voltage electrical distribution system for the Campus, providing power from the dedicated 230kV/34.5kV substation on the Meridian Parcel to each data center building and the CUP. The medium-voltage distribution system shall include the following:
(a) Medium-Voltage Switchgear. Metal-clad, vacuum circuit breaker-type medium-voltage switchgear shall be installed at each building for the incoming utility feeds from the campus substation. Switchgear shall be rated for the applicable voltage class (34.5kV or the applicable medium-voltage level as determined by the system design) and shall include protective relaying, metering, and communication capabilities.
(b) Redundant Utility Feeds. Redundant (2N) utility feeds shall be provided from the substation to each building via separate, physically diverse duct bank routes. The two independent utility feeds shall each be capable of carrying the full electrical load of the building, such that loss of either feed does not result in any interruption of power to the critical IT load. The duct bank routes shall be separated by a minimum distance as specified in the Contract Documents to minimize the risk of common-mode failure.
(c) Step-Down Transformers. Medium-voltage to low-voltage step-down transformers shall be installed at each building to transform the incoming medium-voltage power to the utilization voltage levels required by the building electrical systems. Transformers may be dry-type or liquid-filled (mineral oil or less-flammable dielectric fluid), as determined during the design phase and documented in the approved electrical drawings. Liquid-filled transformers, if used, shall be installed in accordance with NFPA 70 and the applicable fire code requirements, including secondary containment and fire barriers as required.
(d) System Capacity. The medium-voltage distribution system for each building shall be designed and sized to support the full 24 MW critical IT load plus the mechanical and ancillary electrical loads associated with that building's cooling systems, lighting, BMS, security, and other building systems.
5.2 Uninterruptible Power Supply (UPS)
Contractor shall furnish and install uninterruptible power supply (UPS) systems for each data center building as follows:
(a) Glenrock & Co.. Rotary UPS systems (diesel rotary UPS or flywheel-based) or static UPS systems (double-conversion, solid-state) shall be installed in a 2N redundant configuration for each building. The specific UPS technology shall be determined during the design phase and documented in the approved electrical drawings. In a 2N configuration, two independent UPS systems (each sized for the full critical IT load of the building) shall supply the A-side and B-side power feeds to each rack position in the data halls, such that loss of either UPS system does not result in any interruption of power to the critical IT load.
(b) UPS Capacity. Each UPS system shall be sized to support the full 24 MW critical IT load of the respective building, with appropriate capacity margin for future load growth and system efficiency losses as specified in the Contract Documents.
(c) Battery Energy Storage. Each UPS system shall be supported by battery energy storage providing a minimum of ten (10) minutes of ride-through time at full rated load per building. Battery systems may utilize valve-regulated lead-acid (VRLA) batteries or lithium-ion battery technology, as determined during the design phase and subject to Owner's approval. Battery strings shall be installed in dedicated battery rooms as described in Section 4.4(d) above, with all required environmental controls, monitoring, and safety systems.
(d) Battery Room Requirements. Dedicated battery rooms shall be provided with ventilation systems designed to maintain battery operating temperatures within the manufacturer's recommended range and to exhaust hydrogen gas (for VRLA batteries) at concentrations below the lower explosive limit. Spill containment systems (acid-resistant containment trays or room-level containment) shall be provided for VRLA installations. Thermal management systems and fire suppression systems compliant with NFPA 855 shall be provided for lithium-ion installations. Battery monitoring systems shall provide real-time monitoring of battery voltage, current, temperature, and state of charge, with alarms integrated into the BMS/DCIM platform.