Troy Industrial Development Authority

Board Members Chair Tina Urzan Justin Nadeau Susan Farrell Vice Chair Elbert Watson Rich Nolan BOARD OF DIRECTORS MEETING Hon. Anasha Cummings Hon. Jim Gulli JULY 17, 2020 Executive Director Stephanie Fitch Steven Strichman 10:00 a.m. Link to Join Zoom Meeting Meeting ID: 970 3909 7419 Password: 159433 I. Approval of Minutes from the June 19, 2020 board meetings. II. Public Hearing • 701 River Street, LLC • Troy Riverwalk, LLC III. Supplemental Project Authorization • 701 River Street, LLC • Troy Riverwalk, LLC IV. Initial Project Resolution • Poestenkill Place V. Executive Director’s Report VI. Financials VII. Old Business VIII. New Business IX. Adjournment City Hall – 433 River Street, Suite 5001, Troy, New York 12180 Back to Agenda Phone: 518.279.7166  June 19, 2020 10:00 AM IDA Board Meeting This meeting was held via Zoom Meeting Present: Justin Nadeau, Steve Strichman, Rich Nolan, Susan Farrell, Tina Urzan, Hon. Anasha Cummings, Stephanie Fitch, Elbert Watson and Hon. Jim Gulli. Absent: Also in attendance: Justin Miller Esq., Mary Ellen Flores, Deanna Dal Pos, Tom Rossi, Donald LaRosa, Glen Lunde, Bernie Doyle and Cheryl Kennedy. D The meeting was called to order at 10:00 a.m. Mr. Strichman noted that this meeting is being held via conference call and online due to the Governor’s Executive Order No. 202.1. R Justin Nadeau introduced himself to the board is looking forward to working with everyone. I. Minutes T The board reviewed the January 17, 2020 meeting. There is a quorum of members present at that meeting. AF Rich Nolan made a motion to approve the minutes of the January 17, 2020 regular board meeting. Sue Farrell seconded the motion, motion carried. The board reviewed the March 20, 2020 meeting. There is a quorum of members present at that meeting. Hon. Anasha Cummings made a motion to approve the minutes of the March 20, 2020 regular board meeting. Stephanie Fitch seconded the motion, motion carried. II. 701 River Street, LLC – Initial Project Resolution Mr. Strichman spoke to the board about the previously approved project which had suffered from fire damage last year as the project was nearing completion. The applicant is in need of additional sales tax exemptions for purchases needed as a result of the fire. Mr. Strichman noted that the project is an 80 unit building with 1,300 sqft of commercial space. He advised that they are also asking for additional funding in the amount of $250,000 to assist with insurance payment delays. Mr. Strichman noted that this is an initial project resolution and we will discuss the details again next month. He explained that we do have the funding available. He suggested using the additional funding towards project costs and amending the 1 Back to Agenda lease by the like amount. When the project closes and financing is in place, the lease purchase option will be increased to offset the additional project expenses. Mr. Nolan asked about the projected job offerings coming from a restaurant and questioned if a restaurant was still planning on going into that space given the current situation. Mr. Rossi advised as of now there is nobody planned to occupy the space until the building is completed. He added that the space is large enough for two possible food spaces. Mr. Miller gave some additional background on the issues that the fire caused the project. He advised that the request in front of the board is for additional sales tax exemptions and changes to the project cost. Mr. Miller noted that a public hearing will be held in July. He also noted that the IDA has the capability to assist the project through the construction phase. He also clarified that they own the building outright, but the IDA owns the parking lot behind it. We will recoup the expenditure through the purchase of that land. Mr. Watson asked for some background on the project. Mr. Miller explained that this project takes place in the formerly vacant Marshall Ray building that the city ended up taking for taxes. He explained that the property was purchased from the city foreclosure list, but that project did not work out. It was then transferred a few more times and ended with Redburn. In the meantime, this board acquired the land behind the building that stretches to the river. He explained that the IDA has a history of working on this project which is also adjacent to the Ingalls Ave Boat Launch. He advised that the existing development team would work on the D building and the IDA would sell them the adjacent parking lot. It closed at the end of 2018 and they began working on the building right away until the fire in July 2019. Mr. Rossi added that we were about 70%-80% complete at the time of the fire. Mr. Watson asked if there were issues with the insurance company. Mr. Rossi R explained that they have already received a very large portion from the insurance company and additional funds are expected. Mr. Rossi noted that they have a new contractor and many of the subcontractors have come back. Ms. Fitch explained that the cash flow and additional sales tax make sense, but asked if the T employment numbers should be adjusted to reflect a more accurate number. Mr. AF Rossi agreed and especially now during COVID. Mr. Strichman noted that we do need to monitor job numbers each year and we can revisit that section. Mr. Cummings added that the total amount of 17 shown on the resolution would be a good number to keep as a target for over the next few years. Mr. Nolan added that the business type may not want to be so specific at this point. Mr. Rossi agreed and explained that there are three potential commercial spaces in the building that could be used. He added that they had plans pre COVID and fire, but are now re-evaluating some of them. Mr. Cummings asked about the funding portion of the agreement and wanted to make sure that the value of the lot is enough to balance out the request. Mr. Strichman noted that the project financing is tied to the parking lot portion. Mr. Rossi advised that the agreement was to keep the bike path and noted that the ground lease is will be clearly connected. Mr. Watson asked if the parking lot will be needed for the tenants. Mr. Gulli asked if there was a specific date that the lot had to be purchased or is it an ongoing lease. Mr. Strichman advised the limit is five years, but he would like to tie the lease agreement to the permanent financing. Mr. Cummings asked if the parking was required by the planning commission. Mr. Strichman noted that the project did review the project for parking requirements. Mr. Rossi explained that at this time we are just leasing it, but intend on buying out the lease and keep a portion to be used as the bike trail. Mr. Miller noted that they have a mandatory option to purchase and if that was not in place, we would own the parking lot. Their lenders would rather not see that happen. He noted that the amended lease amounts would allow us to recoup our investment. 2 Back to Agenda  Susan Farrell made a motion to approve the Initial Project Resolution for 701 River Street, LLC. Stephanie Fitch seconded the motion, motion carried. III. Troy Riverwalk, LLC – Initial Project Resolution Mr. Strichman explained that this initial resolution is for another project that was previously approved. Initially, the project was going to have 14 apartments and now that number has changed to 18 due to financing issues. Mr. Strichman introduced Glen Lunde of Community Preservation Corporation to discuss the reason for the changes. Mr. Lunde spoke to the board about the permanent financing for this project and explained that CPC is not a bank, they are a community development foundation. Mr. Lunde explained when there is a PILOT on the loan application; they require a longer amount of time with a more gradual step up. He explained without the adjustments the project would not have received the financing. Increasing the number of units will help to make this project more viable to the lenders. Mr. Watson asked if it is affordable housing. Mr. Lunde explained that they will be market rate housing and added that it is a project that takes a vacant building and puts it back into use. Mr. Watson asked what SONYMA’s debt service requirement is. Mr. Lunde advised 1.10:1; it was dropped to 1.08:1. Mr. Lunde noted it was very close and explained some of the background of how SONYMA calculates the debt D service requirement. He added that the rents projected for this project are about 90% of the AMI. Mr. Lunde noted that with COVID, it does affect the way we factor in commercial rents for projects. Mr. Turek asked if he thinks there will be more of a demand for PILOTs going forward because of the current situation. Mr. Lunde advised R yes. It will be challenging; they will be looking for lower rents and longer PILOT terms. Mr. Watson asked about the developer and Mr. Lunde noted that Mr. LaRosa has been in business for over 30 years and they have done 3-4 projects with them in the past. Mr. LaRosa spoke about his past projects completed over the past 40 years. He advised that T the property was purchased about ten years ago and they have put about $1 Million into AF the project so far. Mr. LaRosa noted that they are at the point with the project that they are ready to start adding the finishing touches. Mr. Nolan asked about the additional units going into the building. Mr. LaRosa advised that they unit size has been redesigned to allow for additional units. Mr. Nolan asked if anyone is currently occupying the space. Mr. LaRosa advised not at this time. Ms. Fitch asked if there is a need downtown for these types of units. Mr. Lunde advised based on their research, the one bedroom/studios fill up first followed by the two units. Mr. Cummings asked about the vacancy rates being used in the calculations. Mr. Lunde advised a residential vacancy rate of about 7% and 10-12% for commercial; pre-COVID showed a vacancy rate of about 5%. Mr. Cummings asked if the situations improve will the PILOT change. Mr. Turek noted that it is really an income question at this point, not expenses. He added that if you lower one, the other will increase and most of the census tracts in Troy are at or below the poverty line. Rents have to be subsidized through HUD or PILOTs set up in order for the project to happen. Mr. Cummings asked if the PILOTs have the ability to set rent rates. Mr. Miller advised we have recapture provisions, but the projects are self-regulated; they either are market rate or affordable. Mr. Nadeau asked if there were any other questions. Mr. Nolan would be interested additional information on the rent changes. (See attached Resolution 06/20 #2) Tina Urzan made a motion to approve the Initial Project Resolution for Troy Riverwalk, LLC. Elbert Watson seconded the motion, motion carried. IV. Financials 3 Back to Agenda  Ms. Flores presented the statement of net position to the board. She advised that as of May 31, 2020, the total assets stand at $748,000 with $506,000 in cash. The liabilities stand at $72,000 leaving a fund balance of $676,000. No real changes. Ms. Flores presented the statement of activity and explained that for the Monty of May there is a $785 deficit. Revenue came from interest income. Ms. Flores advised expenses for the month were $908.50; no out of the ordinary expenses. Hon. Anasha Cummings made a motion to approve the financials as presented. Elbert Watson seconded the motion, motion carried. V. Executive Directors Report, Old Business and New Business City Station North - Mr. Strichman advised that City Station North is moving forward; awaiting a demolition permit application. 669 River Street – Mr. Strichman noted that this project may not be moving forward as the property is for sale. DeFazio’s – Mr. Strichman advised that this project is slowly moving forward. Montroy Management- Mr. Strichman advised the project at the former St. Augustine’s D will be moving forward. King Fuels site - Mr. Nolan asked for an update on the King Fuels property. Mr. Strichman advised that the grant given to them from this board and the CRC for cleanup has been completed. He added that a license agreement between the LDC and National VI. R Grid is being worked on so that the remediation can begin; phase 1 is set to begin in September and phases 2 & 3 will each be a year apart. Adjournment T AF With no additional business to discuss, the regular board meeting was adjourned at 11:05 a.m. Susan Farrell made a motion to adjourn the IDA meeting at 11:05 a.m. Tina Urzan seconded the motion, motion carried. 4 Back to Agenda  INITIAL PROJECT RESOLUTION (701 River Street Associates, LLC Project) A regular meeting of the Troy Industrial Development Authority (the “Authority”) was convened on June 19, 2020 at 10:00 a.m., local time, at 433 River Street, Troy, New York 12180. The meeting was called to order by the Chairman and, upon roll being called, the following members of the Authority were: MEMBER PRESENT ABSENT Justin Nadeau X Richard Nolan X Elbert Watson X Susan Farrell X D Hon. Anasha Cummings Hon. Jim Gulli Tina Urzan Stephanie Fitch X X X X R The following persons were ALSO PRESENT: Steven Strichman, Justin Miller Esq., T Mary Ellen Flores, Deanna Dal Pos, Tom Rossi, Donald LaRosa, Glen Lunde, Bernie, ?, and Cheryl Kennedy. AF After the meeting had been duly called to order, the Chairman announced that among the purposes of the meeting was to consider and take action on certain matters pertaining to a project previously undertaken for the benefit of 701 River Street Associates, LLC, for itself or an entity to be formed. On motion duly made by Susan Farrell and seconded by Stephanie Fitch, the following resolution was placed before the members of the Troy Industrial Development Authority: Member Aye Nay Abstain Absent Justin Nadeau X Richard Nolan X Elbert Watson X Susan Farrell X Hon. Anasha Cummings X Hon. Jim Gulli X Tina Urzan X Stephanie Fitch X Page 1 of 5 Back to Agenda  Resolution No. 06/20 #1 RESOLUTION OF THE TROY INDUSTRIAL DEVELOPMENT AUTHORITY (THE “AUTHORITY”) (i) ACCEPTING A SUPPLEMENTAL APPLICATION FROM 701 RIVER STREET ASSOCIATES, LLC (THE “COMPANY”) IN CONNECTION WITH A CERTAIN PROJECT PREVIOUSLY UNDERTAKEN BY THE AUTHORITY (AS FURTHER DEFINED HEREIN); (ii) DESCRIBING THE FORMS OF FINANCIAL ASSISTANCE CONTEMPLATED BY THE AUTHORITY; (iii) AUTHORIZING THE SCHEDULING AND CONDUCT OF A PUBLIC HEARING; AND (iv) AUTHORIZING THE NEGOTIATION OF CERTAIN DOCUMENTS AND AGREEMENTS RELATING TO THE PROJECT D WHEREAS, by Title 11 of Article 8 of the Public Authorities Law of the State of New York, as amended, and Chapter 759 of the Laws of 1967 of the State of New York, as amended (hereinafter collectively called the “Act”), the TROY INDUSTRIAL DEVELOPMENT AUTHORITY (hereinafter called the “Authority”) was created with the authority and power to R own, lease and sell property for the purpose of, among other things, acquiring, constructing and equipping industrial, manufacturing and commercial facilities as authorized by the Act; and WHEREAS, pursuant to a certain Project Authorizing Resolution adopted February 16, T 2018 (the “Resolution”), the Authority appointed 701 RIVER STREET ASSOCIATES, LLC AF (the “Company”) as agent to undertake a certain project (the “Project”) consisting of (i) the acquisition by the Authority of a leasehold interest in approximately .57 acre parcel of real property located at 701 River Street, Troy, New York 12180 and the retention of title to and/or a leasehold interest in an approximately 1.36 acre portion of a parcel of real property located on President Street, Troy, New York 12180 (collectively, the “Land”, being more particularly identified as TMID No. 90.70-5-8 and a portion of TMID No. 90.70-1-7, along with adjoining realty as may be acquired by the Company and integrated into the Project) and the existing 6- story building located at 701 River Street, along with related parking, site and infrastructure improvements located thereon (the “Existing Improvements”), (ii) the planning, design, engineering, construction, reconstruction, rehabilitation and improvement of the Land and Existing Improvements into a six story mixed use residential and commercial facility containing up to 80 apartment units and approximately 15,000 square feet of commercial space, all to be leased by the Company to residential and commercial tenants, including improvements and replacements of roofs, interior and exterior utilities, elevator, building systems, windows, exterior access and egress improvements, curbage, parking and related exterior improvements (collectively, the “Improvements”), (iii) the acquisition and installation by the Company in and around the Land, Existing Improvements and Improvements of certain items of equipment and other tangible personal property necessary and incidental in connection with the Company’s development of the Project in and around the Land, Existing Improvements and Improvements Page 2 of 5 Back to Agenda (the “Equipment”, and collectively with the Land, the Existing Improvements and the Improvements, the “Facility”); and (iv) the lease of the Facility to the Company; and WHEREAS, the Project was undertaken by the Authority and Company pursuant to the following agreements: (i) an Agent and Financial Assistance and Project Agreement, dated as of September 11, 2018 (the “Agent Agreement”), and (ii) a Lease Agreement (the “Lease Agreement”), related Leaseback Agreement (the “Leaseback Agreement”), a certain Upland Parcel Lease Agreement (the “Upland Parcel Lease Agreement”), and related Payment-in-lieu- of-Tax Agreement (the “PILOT Agreement”), along with related documents, each dated as of December 20, 2018; and WHEREAS, during the course of construction of the Facility, the building improvements suffered a significant accidental fire loss and casualty, which has delayed the project completion and requires the Company to re-invest significant resources and insurance proceeds to rehabilitate, repair and replace extensive portions of the Facility; and WHEREAS, in furtherance of the foregoing, the Company submitted a supplemental D Application for Financial Assistance to the Authority outlining additional amounts of sales and use tax exemption benefits and requesting the Authority’s consideration of an amendment to the Upland Parcel Lease Agreement to memorialize the Authority’s reimbursement of certain qualified Project Expenditures to assist the Company with timely completion of the Project; and R WHEREAS, pursuant to the Act, the Authority desires to adopt a resolution describing the Project and the Financial Assistance (as hereinafter defined) that the Authority is contemplating with respect to the Project; and T AF WHEREAS, it is contemplated that the Authority will (i) accept the Application submitted by the Company; (ii) approve the scheduling, notice and conduct of a Public Hearing with respect to the Project; and (iii) approve the negotiation, but not the execution or delivery, of certain documents in furtherance of the Project, as more fully described below. NOW, THEREFORE, BE IT RESOLVED BY THE MEMBERS OF THE TROY INDUSTRIAL DEVELOPMENT AUTHORITY AS FOLLOWS: Section 1. The Company has presented an application in a form acceptable to the Authority. Based upon the representations made by the Company to the Authority in the Company’s application and in related correspondence, the Authority hereby finds and determines that: (A) By virtue of the Act, the Authority has been vested with all powers necessary and convenient to carry out and effectuate the purposes and provisions of the Act and to exercise all powers granted to it under the Act; and (B) The Authority has the authority to take the actions contemplated herein under the Act; and Page 3 of 5 Back to Agenda  (C) The action to be taken by the Authority will induce the Company to develop the Project, and otherwise furthering the purposes of the Authority as set forth in the Act; and (D) The Project will not result in the removal of a commercial, industrial, or manufacturing plant of the Company or any other proposed occupant of the Project from one area of the State of New York (the “State”) to another area of the State or result in the abandonment of one or more plants or facilities of the Company or any other proposed occupant of the Project located within the State; and the Authority hereby finds that, based on the Company’s application, to the extent occupants are relocating from one plant or facility to another, the Project is reasonably necessary to discourage the Project occupants from removing such other plant or facility to a location outside the State and/or is reasonably necessary to preserve the competitive position of the Project occupants in their respective industries; and Section 2. The proposed Financial Assistance being contemplated by the Authority includes (i) increased amounts of sales and use tax exemption for materials, supplies and rentals acquired or procured in furtherance of the Project by the Company as agent of the Authority; and (ii) the reimbursement of certain qualifying Project Expenditures in furtherance of the Project. D Section 3. The Chairman, Vice Chairman, and/or Executive Director/Chief Executive Officer of the Authority are hereby authorized, on behalf of the Authority, to schedule, notice and conduct a public hearing in compliance with the Act and negotiate (but not execute or R deliver) the terms of (A) an amendment to the Agent Agreement, (B) an amendment to the Upland Parcel Lease Agreement, and (C) related documents thereto; provided the rental payments under the Leaseback Agreement include payments of all costs incurred by the Authority arising out of or related to the Project and indemnification of the Authority by the T Company for actions taken by the Company and/or claims arising out of or related to the Project. AF Section 4. The officers, employees and agents of the Authority are hereby authorized and directed for and in the name and on behalf of the Authority to do all acts and things required and to execute and deliver all such certificates, instruments and documents, to pay all such fees, charges and expenses and to do all such further acts and things as may be necessary or, in the opinion of the officer, employee or agent acting, desirable and proper to effect the purposes of the foregoing resolutions and to cause compliance by the Authority with all of the terms, covenants and provisions of the documents executed for and on behalf of the Authority. Section 5. These Resolutions shall take effect immediately. Page 4 of 5 Back to Agenda D R T AF Back to Agenda  INITIAL PROJECT RESOLUTION (Troy Riverwalk, LLC Project) A regular meeting of the Troy Industrial Development Authority (the “Authority”) was convened on June 19, 2020 at 10:00 a.m., local time, at 433 River Street, Troy, New York 12180. The meeting was called to order by the Chairman and, upon roll being called, the following members of the Authority were: MEMBER PRESENT ABSENT Justin Nadeau X Richard Nolan X Elbert Watson X Susan Farrell X D Hon. Anasha Cummings Hon. Jim Gulli Tina Urzan Stephanie Fitch X X X X R The following persons were ALSO PRESENT: Steven Strichman, Justin Miller Esq., T Mary Ellen Flores, Deanna Dal Pos, Tom Rossi, Donald LaRosa, Glen Lunde, Bernie, ?, and Cheryl Kennedy. AF After the meeting had been duly called to order, the Chairman announced that among the purposes of the meeting was to consider and take action on certain matters pertaining to a project previously authorized for the benefit of Troy Riverwalk, LLC, for itself or an entity to be formed. On motion duly made by Tina Urzan and seconded by Elbert Watson, the following resolution was placed before the members of the Troy Industrial Development Authority: Member Aye Nay Abstain Absent Justin Nadeau X Richard Nolan X Elbert Watson X Susan Farrell X Hon. Anasha Cummings X Hon. Jim Gulli X Tina Urzan X Stephanie Fitch X Page 1 of 5 Back to Agenda  Resolution No. 06/20 #2 RESOLUTION OF THE TROY INDUSTRIAL DEVELOPMENT AUTHORITY (THE “AUTHORITY”) (i) ACCEPTING A SUPPLEMENTAL APPLICATION FROM TROY RIVERWALK, LLC (THE “COMPANY”) IN CONNECTION WITH A CERTAIN PROJECT PREVIOUSLY AUTHORIZED BY THE AUTHORITY (AS FURTHER DEFINED HEREIN); (ii) DESCRIBING THE FORMS OF FINANCIAL ASSISTANCE CONTEMPLATED BY THE AUTHORITY; (iii) AUTHORIZING THE SCHEDULING AND CONDUCT OF A PUBLIC HEARING; AND (iv) AUTHORIZING THE NEGOTIATION OF CERTAIN DOCUMENTS AND AGREEMENTS RELATING TO THE PROJECT D WHEREAS, by Title 11 of Article 8 of the Public Authorities Law of the State of New York, as amended, and Chapter 759 of the Laws of 1967 of the State of New York, as amended (hereinafter collectively called the “Act”), the TROY INDUSTRIAL DEVELOPMENT AUTHORITY (hereinafter called the “Authority”) was created with the authority and power to R own, lease and sell property for the purpose of, among other things, acquiring, constructing and equipping industrial, manufacturing and commercial facilities as authorized by the Act; and WHEREAS, pursuant to a certain Project Authorizing Resolutions adopted May 29, 2019 T and March 20, 2020 (collectively, the “Resolution”), the Authority appointed TROY AF RIVERWALK, LLC (the “Company”) as agent to undertake a certain project (the “Project”) consisting of (i) the acquisition by the Authority of a leasehold interest in approximately .14 acres of land located at 171 River Street and Front Street (East of), Troy, New York 12180 (the “Land”, being more particularly identified as TMID Nos. 100.60-3-8 and 100.60-3-16) and the existing improvements located thereon consisting of approximately 22,500 sf of multi-story building spaces (the “Existing Improvements”), (ii) the renovation of the Existing Improvements and the planning, design, engineering, construction and operation of a mixed use commercial and residential facility containing approximately 6,000 sf of commercial space and 14 market rate rental apartment units, all to be leased by the Company to commercial and residential tenants, including building improvements, modifications, upgrades, and related site and exterior improvements (collectively, the “Improvements”), (iii) the acquisition and installation by the Company in and around the Land, Existing Improvements and Improvements of certain items of equipment and other tangible personal property necessary and incidental in connection with the Company’s development of the Project in and around the Land, Existing Improvements and Improvements (the “Equipment”, and collectively with the Land, the Existing Improvements and the Improvements, the “Facility”), and (iv) the lease of the Facility to the Company; and WHEREAS, the Company has submitted an updated Application and advised the Authority that they have undertaken certain design changes for the Facility, including the Page 2 of 5 Back to Agenda increase of apartment units from 14 to 18, and that the financing of same will require modifications to the PILOT Agreement previously approved by the Authority; and WHEREAS, pursuant to the Act, the Authority desires to adopt a resolution describing the Project and the Financial Assistance (as hereinafter defined) that the Authority is contemplating with respect to the Project; and WHEREAS, it is contemplated that the Authority will (i) accept the Application submitted by the Company; (ii) approve the scheduling, notice and conduct of a Public Hearing with respect to the Project; and (iii) approve the negotiation, but not the execution or delivery, of certain documents in furtherance of the Project, as more fully described below. NOW, THEREFORE, BE IT RESOLVED BY THE MEMBERS OF THE TROY INDUSTRIAL DEVELOPMENT AUTHORITY AS FOLLOWS: Section 1. The Company has presented an application in a form acceptable to the Authority. Based upon the representations made by the Company to the Authority in the Company’s application and in related correspondence, the Authority hereby finds and determines that: (A) D By virtue of the Act, the Authority has been vested with all powers necessary and convenient to carry out and effectuate the purposes and provisions of the Act and to exercise all R powers granted to it under the Act; and (B) Act; and The Authority has the authority to take the actions contemplated herein under the T AF (C) The action to be taken by the Authority will induce the Company to develop the Project, and otherwise furthering the purposes of the Authority as set forth in the Act; and (D) The Project will not result in the removal of a commercial, industrial, or manufacturing plant of the Company or any other proposed occupant of the Project from one area of the State of New York (the “State”) to another area of the State or result in the abandonment of one or more plants or facilities of the Company or any other proposed occupant of the Project located within the State; and the Authority hereby finds that, based on the Company’s application, to the extent occupants are relocating from one plant or facility to another, the Project is reasonably necessary to discourage the Project occupants from removing such other plant or facility to a location outside the State and/or is reasonably necessary to preserve the competitive position of the Project occupants in their respective industries; and Section 2. The definition of “Project” as contained within the Project Authorizing Resolution and Agent Agreement are hereby amended to read as follows: TROY RIVERWALK, LLC, for itself and/or on behalf of an entity to be formed (collectively, the “Company”), consisting of (i) the acquisition by the Authority of a leasehold interest in approximately .14 acres of land located at 171 River Street and Front Street (East of), Troy, New York 12180 (the “Land”, being more particularly identified as TMID Nos. 100.60-3- Page 3 of 5 Back to Agenda 8 and 100.60-3-16) and the existing improvements located thereon consisting of approximately 22,500 sf of multi-story building spaces (the “Existing Improvements”), (ii) the renovation of the Existing Improvements and the planning, design, engineering, construction and operation of a mixed use commercial and residential facility containing approximately 6,000 sf of commercial space and 18 market rate rental apartment units, all to be leased by the Company to commercial and residential tenants, including building improvements, modifications, upgrades, and related site and exterior improvements (collectively, the “Improvements”), (iii) the acquisition and installation by the Company in and around the Land, Existing Improvements and Improvements of certain items of equipment and other tangible personal property necessary and incidental in connection with the Company’s development of the Project in and around the Land, Existing Improvements and Improvements (the “Equipment”, and collectively with the Land, the Existing Improvements and the Improvements, the “Facility”), and (iv) the lease of the Facility to the Company. Section 3. The proposed Financial Assistance being contemplated by the Authority includes (i) a sales and use tax exemption for materials, supplies and rentals acquired or procured in furtherance of the Project by the Company as agent of the Authority; (ii) mortgage recording D tax exemption(s) in connection with secured financings undertaken by the Company in furtherance of the Project; and (iii) an abatement or exemption from real property taxes levied against the Land and Facility pursuant to a PILOT Agreement to be negotiated. Section 4. R The Chairman, Vice Chairman, and/or Executive Director/Chief Executive Officer of the Authority are hereby authorized, on behalf of the Authority, to schedule, notice and conduct a public hearing in compliance with the Act and negotiate (but not execute or deliver) the terms of and negotiate (but not execute or deliver) the terms of (A) an Agent and T Financial Assistance and Project Agreement (the “Agent Agreement”), (B) a Lease Agreement, AF pursuant to which the Company leases the Project to the Authority (or, a Deed of conveyance to the Authority whereby the Authority will acquire fee title to the Land and Project), (C) a related Leaseback Agreement, pursuant to which the Authority leases its interest in the Project back to the Company, (D) a PILOT Agreement, pursuant to which the Company agrees to make certain payments in-lieu-of real property taxes, and (E) related documents thereto; provided (i) the rental payments under the Leaseback Agreement include payments of all costs incurred by the Authority arising out of or related to the Project and indemnification of the Authority by the Company for actions taken by the Company and/or claims arising out of or related to the Project and (ii) the terms of the PILOT Agreement are consistent with the Authority’s Uniform Tax Exemption Policy or the procedures for deviation have been complied with. Section 5. The officers, employees and agents of the Authority are hereby authorized and directed for and in the name and on behalf of the Authority to do all acts and things required and to execute and deliver all such certificates, instruments and documents, to pay all such fees, charges and expenses and to do all such further acts and things as may be necessary or, in the opinion of the officer, employee or agent acting, desirable and proper to effect the purposes of the foregoing resolutions and to cause compliance by the Authority with all of the terms, covenants and provisions of the documents executed for and on behalf of the Authority. Section 6. These Resolutions shall take effect immediately. Page 4 of 5 Back to Agenda D R T AF Back to Agenda  PUBLIC HEARING AGENDA TROY INDUSTRIAL DEVELOPMENT AUTHORITY 701 RIVER STREET ASSOCIATES, LLC JULY 17, 2020 AT 10:00 A.M. CITY HALL, 433 RIVER STREET, 5TH FLOOR, TROY, NEW YORK 12180 Report of the public hearing of the Troy Industrial Development Authority (the “Authority”) regarding the 701 River Street Associates, LLC Project held on Friday July 17, 2020 at 10:00 a.m., at the Troy City Hall, located at 433 River Street, 5th Floor, Troy, New York 12180. I. ATTENDANCE Steven Strichman, Executive Director [list other TIDA representatives in attendance] [________________, Company Representative] Members of the General Public II. CALL TO ORDER: (Time: 10:00 a.m.). __________________opened the hearing and _________________ read the following into the hearing record: This public hearing is being conducted pursuant to Title 11 of Article 8 of the Public Authorities Law of the State of New York, as amended, and Chapter 759 of the Laws of 1967 of the State of New York, as amended (collectively, the “Act”). A Notice of Public Hearing describing the Project was published in Troy Record, a copy of which is attached hereto and is an official part of this transcript. A copy of the Application submitted by 701 River Street Associates, LLC to the Authority, along with a cost-benefit analysis, is available for review and inspection by the general public in attendance at this hearing. III. PROJECT SUMMARY 701 RIVER STREET ASSOCIATES, LLC, for itself and/or on behalf of an entity to be formed ( collectively, the “Company”), has requested the Authority’s assistance with a certain project (the “Project”) consisting of (i) the acquisition by the Authority of a leasehold interest in approximately .57 acre parcel of real property located at 701 River Street, Troy, New York 12180 and the retention of title to and/or a leasehold interest in an approximately 1.36 acre portion of a parcel of real property located on President Street, Troy, New York 12180 (collectively, the “Land”, being more particularly identified as TMID No. 101.62-1-1 and a portion of TMID No. 90.70-1-7) and the existing 6-story building located at 701 River Street, along with related parking, site and infrastructure improvements located thereon (the “Existing Improvements”), (ii) the planning, design, engineering, construction, reconstruction, rehabilitation and improvement of the Land and Existing Improvements into a six story mixed use residential and commercial facility containing up to 84 apartment units and approximately 10,000 square feet of commercial space, all to be leased by the Company to residential and commercial tenants, including improvements and replacements of roofs, interior and exterior utilities, elevator, building systems, windows, exterior access and egress improvements, curbage, Back to Agenda parking and related exterior improvements (collectively, the “Improvements”), (iii) the acquisition and installation by the Company in and around the Land, Existing Improvements and Improvements of certain items of equipment and other tangible personal property necessary and incidental in connection with the Company’s development of the Project in and around the Land, Existing Improvements and Improvements (the “Equipment”, and collectively with the Land, the Existing Improvements and the Improvements, the “Facility”); and (iv) the lease of the Facility to the Company. The Project was undertaken by the Authority and Company pursuant to the following agreements: (i) an Agent and Financial Assistance and Project Agreement, dated as of September 11, 2018 (the “Agent Agreement”), and (ii) a Lease Agreement (the “Lease Agreement”), related Leaseback Agreement (the “Leaseback Agreement”), a certain Upland Parcel Lease Agreement (the “Upland Parcel Lease Agreement”), and related Payment-in-lieu-of-Tax Agreement (the “PILOT Agreement”), along with related documents, each dated as of December 20, 2018. During the course of construction of the Facility, the building improvements suffered a significant accidental fire loss and casualty, which has delayed the project completion and requires the Company to re-invest significant resources and insurance proceeds to rehabilitate, repair and replace extensive portions of the Facility. In furtherance of the foregoing, the Company submitted a supplemental Application for Financial Assistance to the Authority outlining additional amounts of sales and use tax exemption benefits and requesting the Authority’s consideration of an amendment to the Upland Parcel Lease Agreement to memorialize the Authority’s reimbursement of certain qualified Project Expenditures to assist the Company with timely completion of the Project (collectively, the “Financial Assistance”). IV. AGENCY COST-BENEFIT ANALYSIS: The Company Application for Financial Assistance indicates an increase in total project cost from original estimates of approximately $10,585,000 to approximately $18,000,000.00. Based upon additional information provided by the Company, the Agency estimates the following amounts of financial assistance to be provided to the Company: Sales and Use Tax Exemptions (Total $736,000.00) = $ 306,000.00 (former cap $430,000 – increase of $306,000) Project Expenditures = $ 250,000.00 Total estimated New Financial Assistance = $ 556,000.00 IV. SEQRA: For purposes of the Project, the City Planning Commission is serving as lead agency for purposes of review pursuant to SEQRA. Back to Agenda VI. PUBLIC COMMENTS VII. ADJOURNMENT As there were no comments, the public hearing was closed at ________ a.m. Back to Agenda  PUBLIC HEARING AGENDA TROY INDUSTRIAL DEVELOPMENT AUTHORITY TROY RIVERWALK, LLC JULY 17, 2020 AT 10:00 A.M. CITY HALL, 433 RIVER STREET, 5TH FLOOR, TROY, NEW YORK 12180 Report of the public hearing of the Troy Industrial Development Authority (the “Authority”) regarding the Troy Riverwalk, LLC Project held on May 29, 2019 at 10:00 a.m., at the Troy City Hall, located at 433 River Street, 5th Floor, Troy, New York 12180. I. ATTENDANCE Steven Strichman, Executive Director [list other TIDA representatives in attendance] [________________, Company Representative] Members of the General Public II. CALL TO ORDER: (Time: 10:00 a.m.). __________________opened the hearing and _________________ read the following into the hearing record: This public hearing is being conducted pursuant to Title 11 of Article 8 of the Public Authorities Law of the State of New York, as amended, and Chapter 759 of the Laws of 1967 of the State of New York, as amended (collectively, the “Act”). A Notice of Public Hearing describing the Project was published in Troy Record, a copy of which is attached hereto and is an official part of this transcript. A copy of the Application submitted by Troy Riverwalk, LLC to the Authority, along with a cost-benefit analysis, is available for review and inspection by the general public in attendance at this hearing. III. PROJECT SUMMARY TROY RIVERWALK, LLC, for itself and/or on behalf of an entity to be formed (collectively, the “Company”), consisting of (i) the acquisition by the Authority of a leasehold interest in approximately .14 acres of land located at 171 River Street and Front Street (East of), Troy, New York 12180 (the “Land”, being more particularly identified as TMID Nos. 100.60-3- 8 and 100.60-3-16) and the existing improvements located thereon consisting of approximately 22,500 sf of multi-story building spaces (the “Existing Improvements”), (ii) the renovation of the Existing Improvements and the planning, design, engineering, construction and operation of a mixed use commercial and residential facility containing approximately 6,000 sf of commercial space and 18 market rate rental apartment units, all to be leased by the Company to commercial and residential tenants, including building improvements, modifications, upgrades, and related site and exterior improvements (collectively, the “Improvements”), (iii) the acquisition and installation by the Company in and around the Land, Existing Improvements and Improvements of certain items of equipment and other tangible personal property necessary and incidental in connection with the Company’s development of the Project in and around the Land, Existing Improvements and Improvements (the “Equipment”, and collectively with the Land, the Existing Back to Agenda Improvements and the Improvements, the “Facility”), and (iv) the lease of the Facility to the Company. It is contemplated that the Authority will acquire a leasehold interest in the Facility and lease the Facility back to the Company. The Company will operate the Facility during the term of the leases. The Authority contemplates that it will provide financial assistance (the “Financial Assistance”) to the Company in the form of (a) a sales and use tax exemption for purchases and rentals related to the Project; (b) mortgage recording tax exemptions(s) related to financings undertaken by the Company to construct the Facility; and (c) a partial real property tax abatement structured through a PILOT Agreement. The foregoing Financial Assistance and the Authority’s involvement in the Project are being considered to promote the economic welfare and prosperity of residents of the City of Troy, New York. IV. AGENCY COST-BENEFIT ANALYSIS: The Company Application for Financial Assistance indicates a total project cost of approximately $6,000,000.00. Based upon additional information provided by the Company, the Agency estimates the following amounts of financial assistance to be provided to the Company: Mortgage Recording Tax Exemption = $ 51,250.00 Sales and Use Tax Exemptions = $ 200,400.00 Estimated PILOT Savings = $1,220,973.82 Total estimated Financial Assistance = $1,472,623.82 IV. SEQRA: For purposes of the Project, the City Planning Commission served as lead agency for purposes of review pursuant to SEQRA. VI. PUBLIC COMMENTS VII. ADJOURNMENT As there were no comments, the public hearing was closed at ________ a.m. Back to Agenda  SUPPLEMENTAL PROJECT AUTHORIZING RESOLUTION (701 River Street Associates, LLC Project) A regular meeting of the Troy Industrial Development Authority (the “Authority”) was convened on July 17, 2020 at 10:00 a.m., local time, at 433 River Street, Troy, New York 12180. The meeting was called to order by the Chairman and, upon roll being called, the following members of the Authority were: MEMBER PRESENT ABSENT Justin Nadeau Richard Nolan Elbert Watson Susan Farrell Hon. Anasha Cummings Hon. Jim Gulli Tina Urzan Stephanie Fitch The following persons were ALSO PRESENT: After the meeting had been duly called to order, the Chairman announced that among the purposes of the meeting was to consider and take action on certain matters pertaining to a proposed project for the benefit of 701 River Street Associates, LLC, for itself or an entity to be formed. On motion duly made by _________ and seconded by __________, the following resolution was placed before the members of the Troy Industrial Development Authority: Member Aye Nay Abstain Absent Justin Nadeau Richard Nolan Elbert Watson Susan Farrell Hon. Anasha Cummings Hon. Jim Gulli Tina Urzan Stephanie Fitch Back to Agenda  Resolution No. ____ SUPPLEMENTAL PROJECT AUTHORIZING RESOLUTION OF THE TROY INDUSTRIAL DEVELOPMENT AUTHORITY (THE “AUTHORITY”) (i) AUTHORIZING THE PROVISION OF ADDITIONAL FINANCIAL ASSISTANCE WITH RESPECT TO A CERTAIN PROJECT (AS FURTHER DEFINED HEREIN) FOR THE BENEFIT OF 701 RIVER STREET ASSOCIATES, LLC (THE “COMPANY”); AND (ii) AUTHORIZING THE EXECUTION AND DELIVERY OF CERTAIN DOCUMENTS AND AGREEMENTS RELATING TO THE PROJECT WHEREAS, by Title 11 of Article 8 of the Public Authorities Law of the State of New York, as amended, and Chapter 759 of the Laws of 1967 of the State of New York, as amended (hereinafter collectively called the “Act”), the TROY INDUSTRIAL DEVELOPMENT AUTHORITY (hereinafter called the “Authority”) was created with the authority and power to own, lease and sell property for the purpose of, among other things, acquiring, constructing and equipping industrial, manufacturing and commercial facilities as authorized by the Act; and WHEREAS, pursuant to a certain Project Authorizing Resolution adopted February 16, 2018 (the “Resolution”), the Authority appointed 701 RIVER STREET ASSOCIATES, LLC (the “Company”) as agent to undertake a certain project (the “Project”) consisting of (i) the acquisition by the Authority of a leasehold interest in approximately .57 acre parcel of real property located at 701 River Street, Troy, New York 12180 and the retention of title to and/or a leasehold interest in an approximately 1.36 acre portion of a parcel of real property located on President Street, Troy, New York 12180 (collectively, the “Land”, being more particularly identified as TMID No. 90.70-5-8 and a portion of TMID No. 90.70-1-7, along with adjoining realty as may be acquired by the Company and integrated into the Project) and the existing 6- story building located at 701 River Street, along with related parking, site and infrastructure improvements located thereon (the “Existing Improvements”), (ii) the planning, design, engineering, construction, reconstruction, rehabilitation and improvement of the Land and Existing Improvements into a six story mixed use residential and commercial facility containing up to 80 apartment units and approximately 15,000 square feet of commercial space, all to be leased by the Company to residential and commercial tenants, including improvements and replacements of roofs, interior and exterior utilities, elevator, building systems, windows, exterior access and egress improvements, curbage, parking and related exterior improvements (collectively, the “Improvements”), (iii) the acquisition and installation by the Company in and around the Land, Existing Improvements and Improvements of certain items of equipment and other tangible personal property necessary and incidental in connection with the Company’s development of the Project in and around the Land, Existing Improvements and Improvements (the “Equipment”, and collectively with the Land, the Existing Improvements and the Improvements, the “Facility”); and (iv) the lease of the Facility to the Company; and WHEREAS, the Project was undertaken by the Authority and Company pursuant to the following agreements: (i) an Agent and Financial Assistance and Project Agreement, dated as of September 11, 2018 (the “Agent Agreement”), and (ii) a Lease Agreement (the “Lease Back to Agenda Agreement”), related Leaseback Agreement (the “Leaseback Agreement”), a certain Upland Parcel Lease Agreement (the “Upland Parcel Lease Agreement”), and related Payment-in-lieu- of-Tax Agreement (the “PILOT Agreement”), along with related documents, each dated as of December 20, 2018; and WHEREAS, during the course of construction of the Facility, the building improvements suffered a significant accidental fire loss and casualty, which has delayed the project completion and requires the Company to re-invest significant resources and insurance proceeds to rehabilitate, repair and replace extensive portions of the Facility; and WHEREAS, in furtherance of the foregoing, the Company submitted a supplemental Application for Financial Assistance to the Authority outlining additional amounts of sales and use tax exemption benefits and requesting the Authority’s consideration of an amendment to the Upland Parcel Lease Agreement to memorialize the Authority’s reimbursement of certain qualified Project Expenditures to assist the Company with timely completion of the Project (collectively, the “Financial Assistance”); and WHEREAS, pursuant to a resolution adopted June 19, 2020, the Authority (i) accepted the Application submitted by the Company; (ii) approve the scheduling, notice and conduct of a Public Hearing with respect to the Project; (iii) described the Project and the Financial Assistance (as hereinafter defined) that the Authority is contemplating with respect to the Project; and (iv) approve the negotiation, but not the execution or delivery, of certain documents in furtherance of the Project, as more fully described herein; and WHEREAS, in accordance with the resolution referenced above, the Authority duly scheduled, noticed and conducted the Public Hearing at 10:00 a.m. on July 17, 2020 whereat all interested persons were afforded a reasonable opportunity to present their views, either orally or in writing on the location and nature of the Facility and the proposed Financial Assistance to be afforded the Company in connection with the Project (a copy of the Minutes of the Public Hearing, proof of publication and delivery of Notice of Public Hearing being attached hereto as Exhibit A); and WHEREAS, the Authority desires to authorize the provision of the Financial Assistance and has negotiated the terms of an amendment to the Agent Agreement, the Upland Parcel Lease Agreement, and related documents to effectuate the foregoing. NOW, THEREFORE, BE IT RESOLVED BY THE MEMBERS OF THE TROY INDUSTRIAL DEVELOPMENT AUTHORITY AS FOLLOWS: Section 1. The Company has presented an application in a form acceptable to the Authority. Based upon the representations made by the Company to the Authority in the Company's application and in related correspondence, the Authority hereby finds and determines that: Back to Agenda  (A) By virtue of the Act, the Authority has been vested with all powers necessary and convenient to carry out and effectuate the purposes and provisions of the Act and to exercise all powers granted to it under the Act; and (B) The Authority has the authority to take the actions contemplated herein under the Act; and (C) The action to be taken by the Authority will induce the Company to develop the Project, thereby increasing employment opportunities in the City of Troy, New York, and otherwise furthering the purposes of the Authority as set forth in the Act; and (D) The Project will not result in the removal of a civic, commercial, industrial, or manufacturing plant of the Company or any other proposed occupant of the Project from one area of the State of New York (the “State”) to another area of the State or result in the abandonment of one or more plants or facilities of the Company or any other proposed occupant of the Project located within the State; and the Authority hereby finds that, based on the Company’s application, to the extent occupants are relocating from one plant or facility to another, the Project is reasonably necessary to discourage the Project occupants from removing such other plant or facility to a location outside the State and/or is reasonably necessary to preserve the competitive position of the Project occupants in their respective industries. Section 2. The Authority hereby accepts the Minutes of the Public Hearing and approves the provision of the proposed Financial Assistance to the Company, including (i) an increase in sales and use tax exemption for materials, supplies and rentals acquired or procured in furtherance of the Project by the Company as agent of the Authority; and (ii) the Authority’s reimbursement of up to $250,000.00 in certain qualified Project Expenditures (the “Expenditures”) to assist the Company with timely completion of the Project. The Financial Assistance to be provided shall be memorialized within (i) an Amendment to the Agent Agreement wherein the increased amounts of sales and use tax exemptions shall be delineated in accordance with section 3, hereof, and (ii) and an Amendment to the Upland Lease Agreement wherein the Company shall be required to repay the Project Expenditures to the Authority in the form of additional rentals due thereunder (collectively, and along with related documents, the “Amendments”). The Authority further authorizes the tolling of rentals payable pursuant to the Upland Lease Agreement until the earlier of the Company closing on permanent financing for the Project or April 28, 2024, at such time the Company shall be required to pay $100,000 in accrued rentals and reimburse all Expenditures provided by the Authority pursuant to the Amendments. Section 3. Subject to the Company executing the Amendments, along with the delivery to the Authority of a binder, certificate or other evidence of liability insurance policy for the Project satisfactory to the Authority, the Authority hereby authorizes the provision of the Financial Assistance. The Authority further ratifies the prior appointment of the Company as agent of the Authority to undertake the Project, with the foregoing authorization and appointment by the Authority of the Company as agent to undertake the Project shall expire on June 30, 2021, unless extended by the Executive Director of the Authority upon written application by the Company. Back to Agenda  Based upon the representation and warranties made by the Company the Application, the Authority hereby authorizes and approves the Company, as its agent, to make purchases of goods and services relating to the Project and that would otherwise be subject to New York State and local sales and use tax in an amount up to $9,200,000.00, which result in New York State and local sales and use tax exemption benefits (“sales and use tax exemption benefits”) not to exceed $736,000.00. The Authority agrees to consider any requests by the Company for increase to the amount of sales and use tax exemption benefits authorized by the Authority upon being provided with appropriate documentation detailing the additional purchases of property or services, and, to the extent required, the Authority authorizes and conducts any supplemental public hearing(s). Pursuant to Section 1963-b of the Act, the Authority may recover or recapture from the Company, its agents, consultants, subcontractors, or any other party authorized to make purchases for the benefit of the Project, any sales and use tax exemption benefits taken or purported to be taken by the Company, its agents, consultants, subcontractors, or any other party authorized to make purchases for the benefit of the Project, if it is determined that: (i) the Company, its agents, consultants, subcontractors, or any other party authorized to make purchases for the benefit of the Project, is not entitled to the sales and use tax exemption benefits; (ii) the sales and use tax exemption benefits are in excess of the amounts authorized to be taken by the Company, its agents, consultants, subcontractors, or any other party authorized to make purchases for the benefit of the Project; (iii) the sales and use tax exemption benefits are for property or services not authorized by the Authority as part of the Project; (iv) the Company has made a material false statement on its application for financial assistance; (v) the sales and use tax exemption benefits are taken in cases where the Company, its agents, consultants, subcontractors, or any other party authorized to make purchases for the benefit of the Project fails to comply with a material term or condition to use property or services in the manner approved by the Authority in connection with the Project; and/or (vi) the Company obtains mortgage recording tax benefits and/or real property tax abatements and fails to comply with a material term or condition to use property or services in the manner approved by the Authority in connection with the Project (collectively, items (i) through (vi) hereby defined as a “Recapture Event”). As a condition precedent of receiving sales and use tax exemption benefits, mortgage recording tax exemption benefits, and real property tax abatement benefits, the Company, its agents, consultants, subcontractors, or any other party authorized to make purchases for the benefit of the Project, must (i) if a Recapture Event determination is made by the Authority, cooperate with the Authority in its efforts to recover or recapture any sales and use tax exemption benefits, mortgage recording tax benefits and/or real property tax abatements abatement benefits, and (ii) promptly pay over any such amounts to the Authority that the Authority demands, if and as so required to be paid over as determined by the Authority. Section 4. The Chairman, Vice Chairman, and/or Executive Director/Chief Executive Officer of the Authority are hereby authorized, on behalf of the Authority, to execute, deliver the Amendments. The Authority further authorizes the provision of the Project Expenditures in an amount not to exceed $250,000.00, which shall be provided to the Company as reimbursement of qualified Project costs and repaid to the Authority in accordance with the terms of the Amendments. Back to Agenda  Section 5. The officers, employees and agents of the Authority are hereby authorized and directed for and in the name and on behalf of the Authority to do all acts and things required and to execute and deliver all such certificates, instruments and documents, to pay all such fees, charges and expenses and to do all such further acts and things as may be necessary or, in the opinion of the officer, employee or agent acting, desirable and proper to effect the purposes of the foregoing resolutions and to cause compliance by the Authority with all of the terms, covenants and provisions of the documents executed for and on behalf of the Authority. Section 6. These Resolutions shall take effect immediately. Back to Agenda  SECRETARY'S CERTIFICATION STATE OF NEW YORK ) COUNTY OF RENSSELAER ) I, ______________________, the undersigned, ____________________ of the Troy Industrial Development Authority (the “Authority”), do hereby certify that I have compared the foregoing extract of the minutes of the meeting of the members of the Authority, including the Resolution contained therein, held on July 17, 2020, with the original thereof on file in my office, and that the same is a true and correct copy of said original and of such Resolution set forth therein and of the whole of said original so far as the same relates to the subject matters therein referred to. I FURTHER CERTIFY that (A) all members of the Authority had due notice of said meeting; (B) said meeting was in all respects duly held; (C) pursuant to Article 7 of the Public Officers Law (the “Open Meetings Law”), said meeting was open to the general public, and due notice of the time and place of said meeting was duly given in accordance with such Open Meetings Law; and (D) there was a quorum of the members of the Authority present throughout said meeting. I FURTHER CERTIFY that, as of the date hereof, the attached Resolution is in full force and effect and has not been amended, repealed or rescinded. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of the Authority this ____ day of __________, 2020. ______________________________ (SEAL) Back to Agenda  EXHIBIT A PUBLIC HEARING MATERIALS Back to Agenda  SUPPLEMENTAL PROJECT AUTHORIZING RESOLUTION (Troy Riverwalk, LLC Project) A regular meeting of the Troy Industrial Development Authority (the “Authority”) was convened on July 17, 2020 at 10:00 a.m., local time, at 433 River Street, Troy, New York 12180. The meeting was called to order by the Chairman and, upon roll being called, the following members of the Authority were: MEMBER PRESENT ABSENT Justin Nadeau Richard Nolan Elbert Watson Susan Farrell Hon. Anasha Cummings Hon. Jim Gulli Tina Urzan Stephanie Fitch The following persons were ALSO PRESENT: After the meeting had been duly called to order, the Chairman announced that among the purposes of the meeting was to consider and take action on certain matters pertaining to a proposed project for the benefit of Troy Riverwalk, LLC, for itself or an entity to be formed. On motion duly made by _________ and seconded by __________, the following resolution was placed before the members of the Troy Industrial Development Authority: Member Aye Nay Abstain Absent Justin Nadeau Richard Nolan Elbert Watson Susan Farrell Hon. Anasha Cummings Hon. Jim Gulli Tina Urzan Stephanie Fitch Resolution No. ____ Back to Agenda  SUPPLEMENTAL PROJECT AUTHORIZING RESOLUTION OF THE TROY INDUSTRIAL DEVELOPMENT AUTHORITY (THE “AUTHORITY”) (i) AUTHORIZING THE PROVISION OF ADDITIONAL FINANCIAL ASSISTANCE WITH RESPECT TO A CERTAIN PROJECT (AS FURTHER DEFINED HEREIN) FOR THE BENEFIT OF TROY RIVERWALK, LLC (THE “COMPANY”); AND (ii) AUTHORIZING THE EXECUTION AND DELIVERY OF CERTAIN DOCUMENTS AND AGREEMENTS RELATING TO THE PROJECT WHEREAS, by Title 11 of Article 8 of the Public Authorities Law of the State of New York, as amended, and Chapter 759 of the Laws of 1967 of the State of New York, as amended (hereinafter collectively called the “Act”), the TROY INDUSTRIAL DEVELOPMENT AUTHORITY (hereinafter called the “Authority”) was created with the authority and power to own, lease and sell property for the purpose of, among other things, acquiring, constructing and equipping industrial, manufacturing and commercial facilities as authorized by the Act; and WHEREAS, pursuant to a certain Project Authorizing Resolutions adopted May 29, 2019 and March 20, 2020 (collectively, the “Resolution”), the Authority appointed TROY RIVERWALK, LLC (the “Company”) as agent to undertake a certain project (the “Project”) consisting of (i) the acquisition by the Authority of a leasehold interest in approximately .14 acres of land located at 171 River Street and Front Street (East of), Troy, New York 12180 (the “Land”, being more particularly identified as TMID Nos. 100.60-3-8 and 100.60-3-16) and the existing improvements located thereon consisting of approximately 22,500 sf of multi-story building spaces (the “Existing Improvements”), (ii) the renovation of the Existing Improvements and the planning, design, engineering, construction and operation of a mixed use commercial and residential facility containing approximately 6,000 sf of commercial space and 14 market rate rental apartment units, all to be leased by the Company to commercial and residential tenants, including building improvements, modifications, upgrades, and related site and exterior improvements (collectively, the “Improvements”), (iii) the acquisition and installation by the Company in and around the Land, Existing Improvements and Improvements of certain items of equipment and other tangible personal property necessary and incidental in connection with the Company’s development of the Project in and around the Land, Existing Improvements and Improvements (the “Equipment”, and collectively with the Land, the Existing Improvements and the Improvements, the “Facility”), and (iv) the lease of the Facility to the Company; and WHEREAS, the Company has submitted an updated Application and advised the Authority that they have undertaken certain design changes for the Facility, including the increase of apartment units from 14 to 18, and that the financing of same will require modifications to the PILOT Agreement previously approved by the Authority; and WHEREAS, pursuant to a resolution adopted June 19, 2020, the Authority (i) accepted the Company’s updated Application; (ii) approve the scheduling, notice and conduct of a Public Hearing with respect to the Project; (iii) described the Project and the Financial Assistance (as hereinafter defined) that the Authority is contemplating with respect to the Project; and (iv) Back to Agenda approve the negotiation, but not the execution or delivery, of certain documents in furtherance of the Project, as more fully described herein; and WHEREAS, in accordance with the resolution referenced above, the Authority duly scheduled, noticed and conducted the Public Hearing at 10:00 a.m. on July 17, 2020 whereat all interested persons were afforded a reasonable opportunity to present their views, either orally or in writing on the location and nature of the Facility and the proposed Financial Assistance to be afforded the Company in connection with the Project (a copy of the Minutes of the Public Hearing, proof of publication and delivery of Notice of Public Hearing being attached hereto as Exhibit A); and WHEREAS, the Authority desires to authorize the provision of the updated estimated amounts of Financial Assistance to be provided in connection with the Project. NOW, THEREFORE, BE IT RESOLVED BY THE MEMBERS OF THE TROY INDUSTRIAL DEVELOPMENT AUTHORITY AS FOLLOWS: Section 1. The Company has presented an updated application in a form acceptable to the Authority. Based upon the representations made by the Company to the Authority in the Company's application and in related correspondence, the Authority hereby finds and determines that: (A) By virtue of the Act, the Authority has been vested with all powers necessary and convenient to carry out and effectuate the purposes and provisions of the Act and to exercise all powers granted to it under the Act; and (B) The Authority has the authority to take the actions contemplated herein under the Act; and (C) The action to be taken by the Authority will induce the Company to develop the Project, thereby increasing employment opportunities in the City of Troy, New York, and otherwise furthering the purposes of the Authority as set forth in the Act; and (D) The Project will not result in the removal of a civic, commercial, industrial, or manufacturing plant of the Company or any other proposed occupant of the Project from one area of the State of New York (the “State”) to another area of the State or result in the abandonment of one or more plants or facilities of the Company or any other proposed occupant of the Project located within the State; and the Authority hereby finds that, based on the Company’s application, to the extent occupants are relocating from one plant or facility to another, the Project is reasonably necessary to discourage the Project occupants from removing such other plant or facility to a location outside the State and/or is reasonably necessary to preserve the competitive position of the Project occupants in their respective industries. Section 2. The Authority hereby accepts the Minutes of the Public Hearing and approves the provision of the proposed Financial Assistance to the Company, including (i) an increase in sales and use tax exemption for materials, supplies and rentals acquired or procured Back to Agenda in furtherance of the Project by the Company as agent of the Authority; and (ii) the provision of a PILOT Agreement for a term of up to 20 years, as set forth within the Cost-Benefit Analysis presented at the Public Hearing. Section 3. Subject to the Company executing the Agent Agreement and Leaseback Agreements, along with the delivery to the Authority of a binder, certificate or other evidence of liability insurance policy for the Project satisfactory to the Authority, the Authority hereby authorizes the provision of the Financial Assistance. The Authority further ratifies the prior appointment of the Company as agent of the Authority to undertake the Project, with the foregoing authorization and appointment by the Authority of the Company as agent to undertake the Project shall expire on December 31, 2021, unless extended by the Executive Director of the Authority upon written application by the Company. Based upon the representation and warranties made by the Company the Application, the Authority hereby authorizes and approves the Company, as its agent, to make purchases of goods and services relating to the Project and that would otherwise be subject to New York State and local sales and use tax in an amount up to $2,505,000.00, which result in New York State and local sales and use tax exemption benefits (“sales and use tax exemption benefits”) not to exceed $200,400.00. The Authority agrees to consider any requests by the Company for increase to the amount of sales and use tax exemption benefits authorized by the Authority upon being provided with appropriate documentation detailing the additional purchases of property or services, and, to the extent required, the Authority authorizes and conducts any supplemental public hearing(s). Pursuant to Section 1963-b of the Act, the Authority may recover or recapture from the Company, its agents, consultants, subcontractors, or any other party authorized to make purchases for the benefit of the Project, any sales and use tax exemption benefits taken or purported to be taken by the Company, its agents, consultants, subcontractors, or any other party authorized to make purchases for the benefit of the Project, if it is determined that: (i) the Company, its agents, consultants, subcontractors, or any other party authorized to make purchases for the benefit of the Project, is not entitled to the sales and use tax exemption benefits; (ii) the sales and use tax exemption benefits are in excess of the amounts authorized to be taken by the Company, its agents, consultants, subcontractors, or any other party authorized to make purchases for the benefit of the Project; (iii) the sales and use tax exemption benefits are for property or services not authorized by the Authority as part of the Project; (iv) the Company has made a material false statement on its application for financial assistance; (v) the sales and use tax exemption benefits are taken in cases where the Company, its agents, consultants, subcontractors, or any other party authorized to make purchases for the benefit of the Project fails to comply with a material term or condition to use property or services in the manner approved by the Authority in connection with the Project; and/or (vi) the Company obtains mortgage recording tax benefits and/or real property tax abatements and fails to comply with a material term or condition to use property or services in the manner approved by the Authority in connection with the Project (collectively, items (i) through (vi) hereby defined as a “Recapture Event”). As a condition precedent of receiving sales and use tax exemption benefits, mortgage recording tax exemption benefits, and real property tax abatement benefits, the Company, its agents, consultants, subcontractors, or any other party authorized to make purchases for the Back to Agenda benefit of the Project, must (i) if a Recapture Event determination is made by the Authority, cooperate with the Authority in its efforts to recover or recapture any sales and use tax exemption benefits, mortgage recording tax benefits and/or real property tax abatements abatement benefits, and (ii) promptly pay over any such amounts to the Authority that the Authority demands, if and as so required to be paid over as determined by the Authority. Section 4. As set forth within the Authority’s resolution adopted June 19, 2020, the definition of “Project” as contained within the Project Authorizing Resolution is amended to read as follows: TROY RIVERWALK, LLC, for itself and/or on behalf of an entity to be formed (collectively, the “Company”), consisting of (i) the acquisition by the Authority of a leasehold interest in approximately .14 acres of land located at 171 River Street and Front Street (East of), Troy, New York 12180 (the “Land”, being more particularly identified as TMID Nos. 100.60-3- 8 and 100.60-3-16) and the existing improvements located thereon consisting of approximately 22,500 sf of multi-story building spaces (the “Existing Improvements”), (ii) the renovation of the Existing Improvements and the planning, design, engineering, construction and operation of a mixed use commercial and residential facility containing approximately 6,000 sf of commercial space and 18 market rate rental apartment units, all to be leased by the Company to commercial and residential tenants, including building improvements, modifications, upgrades, and related site and exterior improvements (collectively, the “Improvements”), (iii) the acquisition and installation by the Company in and around the Land, Existing Improvements and Improvements of certain items of equipment and other tangible personal property necessary and incidental in connection with the Company’s development of the Project in and around the Land, Existing Improvements and Improvements (the “Equipment”, and collectively with the Land, the Existing Improvements and the Improvements, the “Facility”), and (iv) the lease of the Facility to the Company. Section 5. The officers, employees and agents of the Authority are hereby authorized and directed for and in the name and on behalf of the Authority to do all acts and things required and to execute and deliver all such certificates, instruments and documents, to pay all such fees, charges and expenses and to do all such further acts and things as may be necessary or, in the opinion of the officer, employee or agent acting, desirable and proper to effect the purposes of the foregoing resolutions and to cause compliance by the Authority with all of the terms, covenants and provisions of the documents executed for and on behalf of the Authority. Section 6. These Resolutions shall take effect immediately. Back to Agenda  SECRETARY'S CERTIFICATION STATE OF NEW YORK ) COUNTY OF RENSSELAER ) I, ______________________, the undersigned, ____________________ of the Troy Industrial Development Authority (the “Authority”), do hereby certify that I have compared the foregoing extract of the minutes of the meeting of the members of the Authority, including the Resolution contained therein, held on July 17, 2020, with the original thereof on file in my office, and that the same is a true and correct copy of said original and of such Resolution set forth therein and of the whole of said original so far as the same relates to the subject matters therein referred to. I FURTHER CERTIFY that (A) all members of the Authority had due notice of said meeting; (B) said meeting was in all respects duly held; (C) pursuant to Article 7 of the Public Officers Law (the “Open Meetings Law”), said meeting was open to the general public, and due notice of the time and place of said meeting was duly given in accordance with such Open Meetings Law; and (D) there was a quorum of the members of the Authority present throughout said meeting. I FURTHER CERTIFY that, as of the date hereof, the attached Resolution is in full force and effect and has not been amended, repealed or rescinded. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of the Authority this ____ day of __________, 2020. ______________________________ (SEAL) Back to Agenda  EXHIBIT A PUBLIC HEARING MATERIALS Back to Agenda  INITIAL PROJECT RESOLUTION (Poestenkill Place Limited Partnership Project) A regular meeting of the Troy Industrial Development Authority (the “Authority”) was convened on July 17, 2020 at 10:00 a.m., local time, at 433 River Street, 5th Floor, Troy, New York 12180. The meeting was called to order by the Chairman and, upon roll being called, the following members of the Authority were: Member Aye Nay Abstain Absent Justin Nadeau Richard Nolan Elbert Watson Susan Farrell Hon. Anasha Cummings Hon. Jim Gulli Tina Urzan Stephanie Fitch The following persons were ALSO PRESENT: After the meeting had been duly called to order, the Chairman announced that among the purposes of the meeting was to consider and take action on certain matters pertaining to a proposed project for the benefit of Poestenkill Place Limited Partnership. On motion duly made by _________ and seconded by __________, the following resolution was placed before the members of the Troy Industrial Development Authority: Member Aye Nay Abstain Absent Justin Nadeau Richard Nolan Elbert Watson Susan Farrell Hon. Anasha Cummings Hon. Jim Gulli Tina Urzan Stephanie Fitch Back to Agenda  Resolution No. ____ RESOLUTION OF THE TROY INDUSTRIAL DEVELOPMENT AUTHORITY (THE “AUTHORITY”) (i) ACCEPTING THE APPLICATION OF POESTENKILL PLACE LIMITED PARTNERSHIP, FOR ITSELF AND/OR AN ENTITY TO BE FORMED (COLLECTIVELY, THE “COMPANY”) IN CONNECTION WITH A CERTAIN PROJECT (AS MORE FULLY DEFINED BELOW); (ii) AUTHORIZING THE SCHEDULING, NOTICE AND CONDUCT OF A PUBLIC HEARING WITH RESPECT TO THE PROJECT; AND (iii) DESCRIBING THE FORMS OF FINANCIAL ASSISTANCE BEING CONTEMPLATED BY THE AUTHORITY WITH RESPECT TO THE PROJECT WHEREAS, by Title 11 of Article 8 of the Public Authorities Law of the State of New York, as amended, and Chapter 759 of the Laws of 1967 of the State of New York, as amended (hereinafter collectively called the “Act”), the TROY INDUSTRIAL DEVELOPMENT AUTHORITY (hereinafter called the “Authority”) was created with the authority and power to own, lease and sell property for the purpose of, among other things, acquiring, constructing and equipping industrial, manufacturing and commercial facilities as authorized by the Act; and WHEREAS, POESTENKILL PLACE LIMITED PARTNERSHIP for itself and/or on behalf of an entity to be formed (collectively, the “Company”), has requested the Authority’s assistance with a certain project (the “Project”) consisting of (i) the acquisition by the Authority of a leasehold interest in an approximately 1.88 acre parcel of land located at 244-246 First Street, Troy, New York 12180 (the “Land”, being more particularly identified as TMID No. 100.84-6-10) and the existing building improvements located thereon consisting of approximately 15,000 sf of building spaces and related improvements (the “Existing Improvements”), (ii) the demolition and removal of the Existing Improvements and the planning, design, engineering, construction and operation of an 81 unit multi-family affordable rental apartment facility, including common areas and related amenity spaces, covered and surface parking spaces, curbage and related site and exterior improvements (collectively, the “Improvements”), (iii) the acquisition and installation by the Company in and around the Land, Existing Improvements and Improvements of certain items of equipment and other tangible personal property necessary and incidental in connection with the Company’s development of the Project in and around the Land, Existing Improvements and Improvements (the “Equipment”, and collectively with the Land, the Existing Improvements and the Improvements, the “Facility”), and (iv) the lease of the Facility to the Company; and WHEREAS, pursuant to the Act, the Authority desires to adopt a resolution describing the Project and the Financial Assistance (as hereinafter defined) that the Authority is contemplating with respect to the Project; and WHEREAS, it is contemplated that the Authority will (i) accept the Application submitted by the Company; (ii) approve the scheduling, notice and conduct of a Public Hearing Back to Agenda with respect to the Project; and (iii) approve the negotiation, but not the execution or delivery, of certain documents in furtherance of the Project, as more fully described below. NOW, THEREFORE, BE IT RESOLVED BY THE MEMBERS OF THE TROY INDUSTRIAL DEVELOPMENT AUTHORITY AS FOLLOWS: Section 1. The Company has presented an application in a form acceptable to the Authority. Based upon the representations made by the Company to the Authority in the Company’s application and in related correspondence, the Authority hereby finds and determines that: (A) By virtue of the Act, the Authority has been vested with all powers necessary and convenient to carry out and effectuate the purposes and provisions of the Act and to exercise all powers granted to it under the Act; and (B) The Authority has the authority to take the actions contemplated herein under the Act; and (C) The action to be taken by the Authority will induce the Company to develop the Project, and otherwise furthering the purposes of the Authority as set forth in the Act; and (D) The Project will not result in the removal of a commercial, industrial, or manufacturing plant of the Company or any other proposed occupant of the Project from one area of the State of New York (the “State”) to another area of the State or result in the abandonment of one or more plants or facilities of the Company or any other proposed occupant of the Project located within the State; and the Authority hereby finds that, based on the Company’s application, to the extent occupants are relocating from one plant or facility to another, the Project is reasonably necessary to discourage the Project occupants from removing such other plant or facility to a location outside the State and/or is reasonably necessary to preserve the competitive position of the Project occupants in their respective industries; and Section 2. The proposed Financial Assistance being contemplated by the Authority includes (i) a sales and use tax exemption for materials, supplies and rentals acquired or procured in furtherance of the Project by the Company as agent of the Authority; (ii) mortgage recording tax exemption(s) in connection with secured financings undertaken by the Company in furtherance of the Project; and (iii) an abatement or exemption from real property taxes levied against the Land and Facility pursuant to a PILOT Agreement to be negotiated. Section 3. The Chairman, Vice Chairman, and/or Executive Director/Chief Executive Officer of the Authority are hereby authorized, on behalf of the Authority, to schedule, notice and conduct a public hearing in compliance with the Act and negotiate (but not execute or deliver) the terms of (A) an Agent and Financial Assistance and Project Agreement (the “Agent Agreement”), (B) a Lease Agreement, pursuant to which the Company leases the Project to the Authority (or, a Deed of conveyance to the Authority whereby the Authority will acquire fee title to the Land and Project), (C) a related Leaseback Agreement, pursuant to which the Authority leases its interest in the Project back to the Company, (D) a PILOT Agreement, pursuant to Back to Agenda which the Company agrees to make certain payments in-lieu-of real property taxes, and (E) related documents thereto; provided (i) the rental payments under the Leaseback Agreement include payments of all costs incurred by the Authority arising out of or related to the Project and indemnification of the Authority by the Company for actions taken by the Company and/or claims arising out of or related to the Project and (ii) the terms of the PILOT Agreement are consistent with the Authority’s Uniform Tax Exemption Policy or the procedures for deviation have been complied with. Section 4. The officers, employees and agents of the Authority are hereby authorized and directed for and in the name and on behalf of the Authority to do all acts and things required and to execute and deliver all such certificates, instruments and documents, to pay all such fees, charges and expenses and to do all such further acts and things as may be necessary or, in the opinion of the officer, employee or agent acting, desirable and proper to effect the purposes of the foregoing resolutions and to cause compliance by the Authority with all of the terms, covenants and provisions of the documents executed for and on behalf of the Authority. Section 5. These Resolutions shall take effect immediately. Back to Agenda  SECRETARY'S CERTIFICATION STATE OF NEW YORK ) COUNTY OF RENSSELAER ) I, ______________________, the undersigned, ____________________ of the Troy Industrial Development Authority (the “Authority”), do hereby certify that I have compared the foregoing extract of the minutes of the meeting of the members of the Authority, including the Resolution contained therein, held on July 17, 2020, with the original thereof on file in my office, and that the same is a true and correct copy of said original and of such Resolution set forth therein and of the whole of said original so far as the same relates to the subject matters therein referred to. I FURTHER CERTIFY that (A) all members of the Authority had due notice of said meeting; (B) said meeting was in all respects duly held; (C) pursuant to Article 7 of the Public Officers Law (the “Open Meetings Law”), said meeting was open to the general public, and due notice of the time and place of said meeting was duly given in accordance with such Open Meetings Law; and (D) there was a quorum of the members of the Authority present throughout said meeting. I FURTHER CERTIFY that, as of the date hereof, the attached Resolution is in full force and effect and has not been amended, repealed or rescinded. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of the Authority this ____ day of __________, 2020. ______________________________ (SEAL) Back to Agenda