Industrial Development Agency

Date: October 13, 2022 At a meeting of the City of Mount Vernon Industrial Development Agency (the “Agency”) held on Thursday, October 13, 2022, at 10:00 a.m. at the Mayor’s Conference Room, City Hall, 1 Roosevelt Square, Mount Vernon, New York 10601, the following members of the Agency were: Present: Absent: Recused: Also Present: After the meeting had been duly called to order, the Chair announced that among the purposes of the meeting was to consider and take action on certain matters pertaining to the Grace Plaza LLC project located at 153-163 South Fifth Avenue, City of Mount Vernon, New York. The following resolution was duly moved by _______________, seconded by __________________, discussed and adopted with the following members voting: Voting Aye Voting Nay 1  RESOLUTION OF THE CITY OF MOUNT VERNON INDUSTRIAL DEVELOPMENT AGENCY (THE “AGENCY”) REGARDING THE GRACE PLAZA LLC PROJECT: (i) ACCEPTING THE APPLICATION OF GRACE PLAZA LLC WITH RESPECT TO A CERTAIN PROJECT (AS MORE FULLY DESCRIBED BELOW); (ii) AUTHORIZING A PUBLIC HEARING WITH RESPECT TO THE PROJECT; AND (iii) DESCRIBING THE FORMS OF FINANCIAL ASSISTANCE BEING CONTEMPLATED BY THE AGENCY WHEREAS, the New York State Industrial Development Agency Act, constituting Title I of Article 18-A of the General Municipal Law of the State of New York, as amended (the “Enabling Act” or “Act”), authorizes and provides for the creation of industrial development agencies in the several counties, cities, villages and towns on the State of New York and empowers such agencies to, acquire, construct, reconstruct, lease, maintain, equip, furnish and dispose of one or more projects for the purpose of promoting, developing, encouraging and assisting in the acquisition, construction, reconstruction, improvement, maintaining, equipping and furnishing of industrial, manufacturing, warehousing, commercial, civic, research and recreational facilities, thereby advancing the job opportunities, general prosperity and economic welfare of the people of the State of New York; and WHEREAS, the Enabling Act authorizes each such agency to make contracts and leases, and to execute all instruments necessary or convenient to or with any person, firm, company or corporation; and WHEREAS, pursuant to and in accordance with the provisions of the Enabling Act and Chapter 786 of the Laws of 1976 of the State of New York (together with the Enabling Act, hereinafter referred to as the “Act”), the Agency, which has been created and established pursuant thereto for the benefit of the City of Mount Vernon, New York (the “City”), proposes to undertake the acquisition of the project described below; and WHEREAS, in 2004, Grace Plaza LLC, a limited liability company duly organized under the laws of the State of New York requested Agency assistance in financing a project for the acquisition, construction and equipping of eighty three (83) rental housing units for lower income senior citizens in a nine (9) story building for the purposes of providing affordable rental housing for senior citizens within the City to be located at 153-163 South Fifth Avenue, Mount Vernon, New York 10550 (the “Project”); and WHEREAS, the Agency adopted a resolution on May 24, 2004, approving a straight lease transaction for the Project and the “financial assistance”, as such term is defined in the Enabling Act, then contemplated by the Agency, subsequently memorialized in certain agreements, including, but not limited to, a payment in lieu of taxation agreement, dated as of May 1, 2004, which expires in 2037 (“PILOT Agreement”); and 2  WHEREAS, the Project was subsequently constructed and has been operating continuously for over a decade; and WHEREAS, due to the rather high interest rates on the existing Project financing and the difficult in collecting rent during the COVID-19 pandemic, the Project has been experiencing significant deficits, necessitating the need to refinance its debt to ensure its continued financial viability; and WHEREAS, the Company is able advantageously refinance the development by way of a HUD 223f Freddie Mac loan (“Freddie Mac”); and WHEREAS, a condition precedent of extending the Freddie Mac funds is a fifteen year extension of the existing PILOT Agreement through 2052 (“PILOT Extension”); and WHEREAS, the Company is also requesting “financial assistance”, as such term is defined in the Enabling Act, in the form of mortgage recording tax relief on the new money loan extended by Freddie Mac (the “MRTE relief” which together with the PILOT Extension, is the “Financial Assistance”); and WHEREAS, the Company has represented that the requested Financial Assistance is essential to the economic viability of the Project and is a necessary component of its continued success as an affordable housing development; and WHEREAS, the Agency intends to induce the Company to proceed with the provision of Financial Assistance for the Project pending completion of arrangements by the Company and the Agency for the provision by the Agency of the Financial Assistance; and WHEREAS, pursuant to Article 8 of the Environmental Conservation Law (“SEQRA”) and the regulations of the Department of Environmental Conservation of the State of New York thereunder (the “DEC Regulations”), the Agency constitutes a “State Agency”; and WHEREAS, the Agency has made no determination with respect to the Project under SEQRA; and WHEREAS, as a condition to the provision of the Financial Assistance, the Company shall agree to indemnify the Agency against certain losses, claims, expenses, damages and liabilities which may arise in connection with the transactions contemplated. NOW, THEREFORE, BE IT RESOLVED by the Agency (a majority of the members thereof affirmatively concurring) as follows: Section 1. Qualification of Project. Subject to the qualifications hereinafter set forth, the Agency hereby determines that undertaking and providing Financial Assistance to the Company in connection with the Project (i) will promote and maintain the job opportunities, 3 health, general prosperity and economic welfare of the citizens of the City and the State of New York and improve their standard of living, (ii) will not result in the removal of an industrial, manufacturing or commercial plant of the Company or any occupant of the Facility from one area of the State to another area of the State or in the abandonment of one or more plants or facilities of the Company or any occupant of the Facility except as permitted by the Act, and (iii) is authorized by the Act and will be in furtherance of the policy of the State of New York as set forth therein. Section 2. Authorization to Proceed. Subject to the qualifications hereinafter set forth, the Agency hereby authorizes the Company to proceed with the Project as herein described. The Chair of the Agency, the Director of Business Development, or any person either of them shall delegate, is hereby authorized to negotiate, in accordance with the terms of the Act, the terms of the transactions between the Agency and the Company which will permit the provision of Financial Assistance to the Company in connection with the Project in an amount necessary to undertake and complete the Project, including the providing of the Financial Assistance. Section 3. SEQRA. The Agency hereby finds and determines that this Resolution constitutes a determination of compliance with technical requirements within the meaning of Section 6.17.5(c)(28) of the DEC Regulations and does not constitute, and shall not be deemed to constitute, an approval by the Agency of the Project for the purposes of SEQRA. Section 4. Assistance of Company. The members, representatives, and agents of the Agency are hereby authorized and directed to take all actions deemed appropriate to assist the Company in commencing and carrying out the Project. Section 5. No Recourse or Personal Liability. No provision of this resolution or any other related document shall constitute or give rise to a charge upon the general credit of the Agency or impose upon the Agency a pecuniary liability. No recourse shall be had for the payment of, or the performance of any obligation in connection therewith against any member, representative or agent of the Agency, nor is or shall any such person become personally liable for any such payment or performance. Section 6. Financial Assistance. Subject to the other terms of this resolution, including Section 8 below, the Agency, in its discretion, will provide such Financial Assistance as may be permitted by law and may be suitable to advance the Project. Section 7. Municipal Review / Public Hearing. The members, representatives and agents of the Agency are hereby authorized, in accordance with the Enabling Act to give notice of and hold a public hearing with respect to the Project. Section 8. GML Section 875. The terms and conditions of subdivision 3 of Section 875 of the General Municipal Law are hereby incorporated herein and made a part of this resolution. Section 9. Preliminary Inducement. The transactions contemplated hereunder in 4 connection with the Project are subject to the following conditions: (i) the completion of the notice and hearing requirements set forth in Section 7 above; (ii) compliance with SEQRA; (iii) confirmation of the findings and determinations set forth in Section 1 above; and (iv) adoption by the Agency of a final resolution authorizing the transactions contemplated hereunder. Section 10. Effect of Resolution. In adopting this resolution, notwithstanding any other provision hereof, the Agency assumes no responsibility for obtaining or assisting the Company in obtaining financing, including the provision of sales tax exemptions and/or other incentives, for the Project. This resolution is not a contract between the Agency and the Company and it shall not be construed as such. The Agency shall not be bound or committed in any way except by further action taken following completion of the review required by SEQRA and the public hearing described in Section 7 above. A copy of this Resolution shall be placed on file in the office of the Agency where the same shall be available for public inspection during business hours. Section 11. Effective Date. This resolution shall take effect immediately. The Agency, at its discretion, may elect to repeal or amend this resolution from time to time. 5 STATE OF NEW YORK ) : SS.: COUNTY OF WESTCHESTER ) I, the undersigned Secretary of the City of Mount Vernon Industrial Development Agency, DO HEREBY CERTIFY: That I have compared the annexed extract of the minutes of the meeting of the City of Mount Vernon Industrial Development Agency (the “Agency”), including the resolutions contained therein, held on October 13, 2022, with the original thereof on file in my office, and that the same is a true and correct copy of the proceedings of the Agency and of such resolutions set forth therein and of the whole of said original insofar as the same related to the subject matters therein referred to. I FURTHER CERTIFY that public notice of the time and place of said meeting was duly given to the public and the news media in accordance with the New York Open Meetings Law, constituting Chapter 511 of the Laws of 1976 of the State of New York, that all members of said Agency had due notice of said meeting and that the meeting was in all respects duly held. IN WITNESS WHEREOF, I have hereunto set my hand as of the ___ day of October, 2022. Brian G. Johnson, Secretary 6