Troy Industrial Development Authority

Board Members Chair Josh Chiappone Susan Farrell Vice Chair Elbert Watson Hon. Jim Gulli Stephanie Fitch Latasha Gardner Executive Director Hon. Sue Steele Steven Strichman BOARD OF DIRECTORS MEETING NOVEMBER 18, 2022 10:00 a.m. I. Approval of Minutes from the October 28, 2022. II. Executive Director’s Report III. Initial Project Resolution - Kings Landing IV. Financials V. Adjournment City Hall – 433 River Street, Suite 5001, Troy, New York 12180 Phone: 518.279.7166  Troy Industrial Development Authority October 28, 2022 10:02 AM Regular Board Meeting Present: Hon. Jim Gulli, Susan Farrell, Stephanie Fitch, Hon. Sue Steele, Elbert Watson, Josh Chiappone and Jeff Betts. Absent: Justin Nadeau and Latasha Gardner Also in attendance: Steven Strichman, Stephen Maier Esq., Matt Jones, Deanna Dal Pos and Denee Zeigler. I. D Minutes R The board reviewed the regular board meeting minutes from September 16, 2022. Jeff Betts noted that he abstained from the 155 River Street project vote. Mr. Strichman advised the minutes will be updated to reflect this. T Motion to approve the amended minutes from September 16, 2022 – AF Josh Chiappone Second – Susan Farrell Approved II. Executive Director’s Report 155 River Street – Waiting for additional information for this project to review for the next step of the process. Initial resolution was accepted at the last meeting. Kings Landing – They will be coming to us with a new, revised application now that they received planning commission approval. Sperry Building – A project was created for the Sperry building and Restore NY application sent into ESD. The application fee was $1,000. Geothermal Conference – Dylan Turek will attend this meeting on December 6th in NYC. Mr. Strichman advised that he may attend but is not sure at this time. The cost is $200 per person plus travel expenses. III. 2023 Budget Motion to adopt the 2023 Budget as approved by the Audit and Finance Committee – Sue Steele Second –Josh Chiappone 1  Approved IV. North Central Project Mr. Strichman recapped this project which was discussed in executive session last month related to a property in North Central. We did an RFP for Phase I services and the lowest bid came back from CT Male in the amount of $2,000 with a contingency of $1,000 if additional testing is needed. He advised a Phase II will be needed. Mr. Watson asked if there was a way to include an approval to move forward with phase II. Mr. Strichman noted he can include language to state that if under $50,000 we can move forward with phase II. If it is over that amount, it will be brought back to the board. Mr. Gulli asked how big the property is. Mr. Strichman explained that it is under .5 acre. Motion to approve CT Male to undertake Phase I environmental study for a property in North Central for up for $2,000 with a $1,000 contingency. Phase II authorized up to $50,000 if needed – Stephanie Fitch Second – Sue Steele Approved V. D Restore NY Covered in Executive Director’s Report VI. Financials R Mr. Jones presented the statement of financial position to the board. He advised that as of September 30, 2022, there is $1,307,908.27 in assets and $915,601.12 in cash. He T advised no liabilities, leaving a fund balance of $1,053,282.36. No significant changes. AF Motion to approve the financials as presented – Elbert Watson Second – Stephanie Fitch Approved VII. Adjournment With no additional business to discuss, the IDA regular board meeting was adjourned at 10:17 a.m. Motion to adjourn – Josh Chiappone Second – Susan Farrell Approved 2  Application to Troy Industrial Development Authority (TIDA) For Tax Exempt Bond Financing and/or Straight-Lease Transaction and Fee Schedule Please contact the Authority for more information regarding project eligibility and application process. FORM ADOPTED MAY 20, 2016 FEE SCHEDULE MODIFIED JUNE 4, 2021  AUTHORITY ADMINISTRATIVE FEE SCHEDULE Troy Industrial Development Authority (TIDA) 433 River Street, Suite 5001, Troy New York 12180 AUTHORITY ADMINISTRATIVE FEE SCHEDULE Taxable and Tax Exempt Industrial Development Revenue Bonds Application Fee: A non‐refundable fee of $5,000.00 and a $500.00 processing fee are payable to the TIDA at the time the application is submitted. The $5,000.00 fee will be credited towards the total fee at closing. Fee: First $10,000,000: .75% of the principal amount of the bond series. Over $10,000,000: .5% of the bond series Annual (post‐closing) administrative fee of $1,500.00 Straight Lease Transactions (including PILOT Agreement) Application Fee: A non‐refundable fee of $5,000.00 and a $500.00 processing fee are payable to the TIDA at the time the application is submitted. The $5,000.00 fee will be credited towards the total fee at closing. Fee: .75% of total Project Cost Annual administrative fee of $500.00 Sales Tax and/or Mortgage Recording Tax only Transactions (No PILOT Agreement) Application Fee: A non‐refundable fee of $2,500.00 and a $500.00 processing fee are payable to the TIDA at the time the application is submitted. The $2,500.00 fee will be credited towards the total fee at closing. Fee: Minimum $4,500.00 or 10% estimated exemption amount, whichever is greater Annual administrative fee of $500.00 2  INSTRUCTIONS 1. The Authority will not approve any applications unless, in the judgment of the Authority, said application contains sufficient information upon which to base a decision whether to approve or tentatively approve an action. 2. Fill in all blanks, using “none” or “not applicable” or “N/A” where the question is not appropriate to the project which is the subject of this application (the “Project”). 3. If an estimate is given as the answer to a question, put “(est)” after the figure or answer, which is estimated. 4. If more space is needed to answer any specific question, attach a separate sheet. 5. When completed, return this application to the Authority at the address indicated on the first page of this application. 6. The Authority will not accept this application as complete until the Authority receives (i) a completed environmental assessment form concerning the Project; (ii) the Applicant has met with Authority representatives and has received the Authority’s review and completed Project Summary and Financial Assistance Cost Benefit Analysis (See, last 2 pages of this Application); and payment of all required fees and escrows, as applicable. 7. Please note that Article 6 of the Public Officers Law declares that all records in the possession of the Authority (with certain limited exceptions) are open to public inspection and copying. If the applicant feels that there are elements of the Project which are in the nature of trade secrets or information, the nature of which is such that if disclosed to the public or otherwise widely disseminated would cause substantial injury to the applicant’s competitive position, the applicant may identify such elements in writing and request that such elements be kept confidential in accordance with Article 6 of Public Officers Law. 8. The applicant will be required to pay to the Authority all actual costs incurred in connection with this application and the Project contemplated herein (to the extent such expenses are not paid out of the proceeds of the Authority’s bonds issued to finance the project. The applicant will also be expected to pay all costs incurred by general counsel and bond counsel to the Authority. The costs incurred by the Authority, including the Authority’s general counsel and bond counsel, may be considered a part of the project and included as a part of the resultant bond issue. 9. The Authority has established a combined application fee of $5,500.00 ($5,000 + $500) to cover the anticipated costs of the Authority and counsel in processing this application. A check or money order made payable to the Authority must accompany each application. THIS APPLICATION WILL NOT BE ACCEPTED BY THE AUTHORITY UNLESS ACCOMPANIED BY THE APPLICATION FEE. 10. The Authority has established a project fee for each project in which the Authority participates. UNLESS THE AUTHORITY AGREES IN WRITING TO THE CONTRARY, THIS PROJECT FEE IS REQUIRED TO BE PAID BY THE APPLICANT AT OR PRIOR TO THE GRANTING OF ANY FINANCIAL ASSISTANCE BY THE AUTHORITY. This application should be submitted to the Troy Industrial Development Authority, 433 River Street, Suite 5001, Troy NY 12180 (Attn: Chief Executive Officer). PLEASE NOTE: APPLICANTS SEEKING FINANCIAL ASSISTANCE IN THE FORM OF SALES AND USE TAX EXEMPTIONS AFTER MARCH 28, 2013 SHALL BE SUBJECT TO THE ENHANCED REPORTING, COMPLIANCE AND RECAPTURE REQUIREMENTS SET FORTH WITHIN SECTION 875 OF THE GENERAL MUNICIPAL LAW OF THE STATE OF NEW YORK (“GML”). IN ADDITION, APPLICANTS SEEKING ANY FINANCIAL ASSISTANCE ON OR AFTER JUNE 1, 2016 SHALL BE SUBJECT TO THE PROVISIONS CONTAINED WITHIN GML Section 859‐a (4)‐(6). APPLICANTS SHOULD CONSULT WITH COUNSEL AND ACCOUNTANT PROFESSIONALS TO UNDERSTAND THESE NEW REQUIREMENTS. 3 Troy Industrial Development Authority (TIDA) Application for Tax Exempt Bond Financing and/or Straight-Lease Transaction I. APPLICANT INFORMATION Company Name: Kings Commons II LLC Address: 222 Bloomingdale Rd Suite 404 White Plains NY, 10605 Phone No.: 914 424 0359 (Cosmo Marfione) Fax No.: Federal Tax ID: 84-2555340 Contact Person: Cosmo D Marfione E‐Mail: cmarfione@thebdcgroup.com; Date: a. Form of Entity: Corporation Partnership (General ___or Limited ___; Number of General Partners ___ and, if applicable, Number of Limited Partners ___, List Partners in section below. X Limited Liability Company, Number of Members ___ Sole Proprietorship Please also indicate whether the Company will utilize any affiliates and/or real estate holding companies to undertake the proposed project. If so, please provide names and details for all such entities. b. Principal Owners/Officers/Directors: (List owners with 5% or more in equity holdings with percentage of ownership) Name Address Percentage Ownership/Office Cosmo D Marfione 104 Ashland Ave Pleasantville, NY 10570 50% Merav Peresiper 1 Strawberry Hill Ct Montvale, NJ 07645 50% (Use attachments if necessary) 4 c. If a corporation, partnership, limited liability company: 02/13/2019 What is the date of establishment? ____________________ White Plains New York Place of organization______________ If a foreign organization, is the Applicant authorized to do business in the State of New York? _____ (Attach organizational chart or other description if applicant is a subsidiary or otherwise affiliated with another entity) d. Attach certified financial statements for the company’s last three complete fiscal years. If the company is publicly held, attach the latest Form 10K as well. II. APPLICANT’S COUNSEL Name/Firm: John Lapper, Esq., Barlett, Pontiff, Stewart & Rhodes P.C. Address: One Washington Street, PO Box 2168, Glens Falls New York 12801 Phone No.: 518 832-6434 Fax No.: 518 824-1034 E‐Mail: jcl@bpsrlaw.com III. PROJECT INFORMATION: a. Please provide a brief narrative description of the Project (attach additional sheets or documentation as necessary). The approved project consists of the construction of one new five-story building, the partial demolition and rehabilitation of three (3) existing buildings, and the construction of a new infill building adjacent to the three existing buildings that will be rehabilitated. The first level of the new five-level building would be utilized for parking, retail (approximately 600 SF) and management offices. The top four (4) levels would be occupied by 42 apartment units. The rehabilitated buildings and the one infill building would contain a total of 10 apartment units which would result in a total of 52 apartment units being constructed. The proposed parking that will be provided is 36 parking in the first level garage (8 of these spaces will be dedicated to the Kings Landing I building and the remaining 28 parking spaces will be used for the Kings Landing II building) and eighteen (18) exterior parking spaces along Laundry Place, New Federal Street and Fifth Avenue. b. Location of Project (all information mandatory – attach current tax bills with proof of current payment) Project Address: Several Fifth Avenue and Federal, Troy, NY 12180 City: TBD Troy Name of School District: City of Troy School District Tax Map No.: 101.38-9-7, 101.38-9-9, 101.38-9-10, 101.46-1-1, 101.46-1-2.1 and 3 5 Describe Existing Improvements, if any: The existing improvements include a combination of vacant land, parking area (owned by the applicant,and several dilapidated structures containing a total of 16 apartments. c. Are Utilities on Site? Water:_____ X X Electric:_____ Gas:_____ X X Sanitary/Storm Sewer:_____ X Telecom:_____ d. Identify Present legal owner and all tenants of the site if other than Applicant and by what means will the site be acquired for this Project (please include details regarding purchase and sale agreement, if applicable, including all contingencies): Tax map parcel nos. 101.38-9-7, 101.38-9-9, 101.38-9-10, 101.46-1-1, 101.46-1-3 project parcels are owned by Kings Commons II LLC and Tax Lot: 101.46-1-2.1 is currently owned by the City of _________________________________________________________________________________________. Troy Local Development Corporation. e. Zoning of Project Site: Current: B4 Proposed: B4 None f. Are any zoning approvals needed? Identify: ___________________________________________________________ g. Local Permitting and Approvals – Does the project require local planning or permitting approvals? If so, please explain. Yes ______________________Will a site plan application to be filed? Yes _________If so, please include copy if prepared. Project requires site plan which was granted on September 21, 2022. Please find attached resolution. h. Has another entity been designated lead agent under the State Environmental Quality Review Act (“SEQRA”)? Yes ________; If yes, please explain: City of Troy Planning Commission has granted a Negative Declaration according to SEQRA and a site plan approval at the September 21, 2022 Planning Commission Meeting. i. Will the Project result in the removal of a plant or facility of the Applicant or a proposed Project occupant from one area of the State of New York to another area of the State of New York? No ________; If yes, please explain: j. Will the Project result in the abandonment of one or more plants or facilities of the Applicant or a proposed Project No occupant located in the State of New York? ______; If yes, explain: 6 k. If the answer to either question i. or j. is yes, you are required to indicate whether any of the following apply to the Project: 1. Is the Project reasonably necessary to preserve the competitive position of the Company or such Project Occupant in its industry? Yes_____; No______. If yes, please provide detail: N/A 2. Is the Project reasonably necessary to discourage the Company or such Project Occupant from removing such other plant or facility to a location outside the State of New York? Yes_____; No_____. If yes, please provide detail: N/A NOTES: If you answer “yes” to questions i. or j., above, and fail to provide a detailed response within question k.(1) or k.(2), above, then the Authority will be barred from providing any financial assistance. THE AUTHORITY IS REQUIRED TO NOTIFY THE CHIEF EXECUTIVE OFFICER OF THE MUNICIPALITY FROM WHICH YOUR FACILITY IS BEING RELOCATED OR ABANDONED. THIS NOTIFICATION WILL BE SENT PRIOR TO THE AUTHORITY’S CONDUCT OF REQUIRED PUBLIC HEARINGS(S). CERTIFICATION: Based upon the answers provided within i. j., k(1), and k(2), above, the Company hereby certifies to the Authority that the undertaking of the proposed project and provision of financial assistance to the Company by the Authority will not violate GML Section 862(1). l. Does the Project include facilities or property that are primarily used in making retail sales of goods or provide services to customers who personally visit such facilities? ____; If yes, please explain: N/A _________________________________________________________________________________________________ m. If the answer to l. is yes, what percentage of the cost of the Project will be expended on such facilities or property primarily used in making retail sales of goods or any services to customers who personally visit the Project? ________% 7 N/A n. If more than 33.33%, indicate whether any of the following apply to the Project: 1. Will the Project be operated by a not‐for‐profit corporation? Yes ___; No____. If yes, please explain: N/A ____________________________________________________________________________________ 2. Is the Project likely to attract a significant number of visitors from outside the economic development region in which the Project will be located? Yes______; No ______. If yes, please explain: N/A ____________________________________________________________________________________ 3. Would the Project occupant, but for the contemplated financial assistance from the Authority, locate the Project and related jobs outside of New York State? Yes _____; No _____. If yes, please explain: N/A ____________________________________________________________________________________ 4. Is the predominant purpose of the Project to make available goods or services which would not, but for the Project, be reasonably accessible to the residents of the City within which the Project will be located because of a lack of reasonably accessible retail trade facilities offering such goods or services? Yes____; No____. If yes, please explain: N/A ____________________________________________________________________________________ 5. Will the Project be located in one of the following: (i) an area designed as an Empire Zone pursuant to Article 18‐B of the General Municipal Law; or (ii) a census tract or block numbering area (or census tract or block number area contiguous thereto) which, according to the most recent census data, has (x) a poverty rate of at least 20% for the year in which the data relates, or at least 20% of households receiving public assistance, and (y) an unemployment rate of at least 1.25 times the statewide unemployment rate for the year to which the data relates? Yes______; No_______. If yes, please explain: N/A __________________________________________________________________________________ X o. Does the Company intend to lease or sublease more than 10% (by area or fair market value) of the Project? Yes____; No ____. If yes, please complete the following for EACH existing or proposed tenant or subtenant: to be determined Sub lessee name:____________________________________________________ Present Address:____________________________________________________ City:_________________________ State:______________ Zip:______________ Employer’s ID No.:__________________________________________________ Sub lessee is a: ____________________________ (Corporation, LLC, Partnership, Sole Proprietorship) 8  Relationship to Company:______________________________________________________________ Percentage of Project to be leased or subleased:____________________ Use of Project intended by Sub lessee:___________________________________________________ Date and Term of lease or sublease to Sub lessee: _________________________________________ Will any portion of the space leased by this sub lessee be primarily used in making retail sales of goods or services to customers who personally visit the Project? Yes____; No____. If yes, please provide on a separate attachment (a) details and (b) the answers to questions l. 1‐5 with respect to such sub lessee. p. Project Costs (Estimates): Category Amount Land‐acquisition $2,600,000 Buildings‐Construction/Renovation (No FF&E) $10,462,000 Utilities, roads and appurtenant costs $ 350,000 Machinery and Equipment (All FF&E) $ 988,000 Soft Costs (Architect, Legal and Engineering) $1,300,000 Costs of Bond issue Construction Loan Fees and interest $1,300,000 Other (specify) Total Project Costs $17,000,000 Please include supplemental sheets as necessary with all project cost details, including the following: Mandatory: In addition to the above estimated of capital costs of the project, which must include all costs of real property and equipment acquisition and building construction or reconstruction, you must include details on the amounts to be financed from private sector sources, an estimate of the percentage of project costs financed from public sector sources (all public grants, loans and tax credits to be applied for), and an estimate of both the amount to be invested by the applicant and the amount to be borrowed to finance the project. The project will be funded by $5,100,000 of equity by Kings Commons II LLC and $11,900,000 of debt by a lender. 9 q. Job Creation: Construction jobs created by the Project:__________________ Anticipated Dates of Construction:__________________ 75 1/1/23 - 8/15/24 Permanent jobs created by the Project Column A: Insert the job titles that exist within the company at the time of application, as well as any job titles that will be established as a result of the Project. Column B: Indicate the entry level wage for each listed job title either in terms of hourly pay or annual salary. Column C: For each listed job title insert the number of positions that exist at the time of application. Column D: Insert the number of jobs to be created during year one of the Project for each listed job title. Column E: Insert the number of jobs to be created during year two of the Project for each listed job title. Column F: Insert the number of jobs to be created during year three of the Project for each listed job title. Column G: Indicate the total number of jobs to be created for each listed title as a result of the Project. (Column D + Column E + Column F = Column G) (A) (G) (B) (C) (D) (E) (F) Annual or Current Jobs Jobs Jobs Hourly Number of Created: Created: Created: Total Jobs Job Title Wages Positions Year One Year Two Year Three Created Leasing Manager $54,020/yr 0 1 1 Superintendent $43,620/yr 0 1 1 Retail $30,240/yr 0 3 3 TOTALS: 0 5 0 0 5 10 In addition to the job figures provided above, please indicate the following: 1) The projected number of full time equivalent jobs that would be retained and that would be created if the request for financial assistance is granted. The projected number of full time equivalent jobs that would be retained and that would be created if the request for financial assistance is granted is 21. 2) The projected timeframe for the creation of new jobs. If the request for financial assistance is granted, the project construction would commence in mid spring of 2023 with a completion date of late summer of 2024. The creation of the new jobs would commence in mid summer of 2024. 3) The estimated salary and fringe benefit averages or ranges for categories of the jobs that would be retained or created if the request for financial assistance is granted. The estimated salary and fringe benefit ranges for the following jobs include: Leasing Manager $64,824/yr Superintendent $53,344/yr Retail $36,288/yr 4) An estimate of the number of residents of the economic development region as established pursuant to section two hundred thirty of the economic development law, in which the project is located that would fill such jobs. The labor market area defined by the Authority (Capital Economic Development Region) According to the attached 2014-2018 American Community Survey prepared by the New York State Department of Labor, the unemployed residents in the Capital District Economic Development Region that are 25-64 years of age is 8,765. 11 TIDA Financial Assistance Requested and Company Estimates A. Estimated Project Costs eligible for Industrial Development Authority Financial Assistance 1. Sales and Use Tax X (__) Check if Requested A. Amount of Project Cost Subject to Sales and Use Tax: $ 6,000,000 Sales and Use Tax Rate: 8.00 % B. Estimated Sales Tax (A X .08): $ 480,000 2. X Check if Requested Mortgage Recording Tax Exemption (__) A. Projected Amount of Mortgage: $ 11,900,000 Mortgage Recording Tax Rate: 1.25 % B. Estimated Mortgage Recording Tax (A X .0125): $ 148,750 3. X Check if Requested Real Property Tax Exemption (__) A. Projected Increase in Assessed Value on Project: $ 2,546,100 B. Total Applicable Tax Rates Per $1000: $ 45.31 C. Estimated Annual Taxes without PILOT (A X B)/1,000: $ 115,363 4. Interest Exemption (Bond transactions only) (__) Check if Requested a. Total Estimated Interest Expense Assuming Taxable Interest: $ b. Total Estimated Interest Expense Assuming Tax‐exempt Interest Rate: $ B. Estimated Benefits of Industrial Development Authority Financial Assistance 1. Current Company employment in Capital Economic Development Region 2. Current Company payroll in Capital Economic Development $ Region 3. Project Jobs to be Created over 3 years 12 Is the company delinquent in the payment of any state or municipal property taxes? Yes X No Is the company delinquent in the payment of any income tax obligation? Yes X No Is the company delinquent in the payment of any loans? Yes X No Is the company currently in default on any of its loans? Yes X No Are there currently any unsatisfied judgments against the company? Yes X No Are there currently any unsatisfied judgments against any of the company’s principals? Yes X No Has the company ever filed for bankruptcy? Yes X No Have any of the company’s principals ever personally filed for bankruptcy, or in any way sought protection from creditors? Yes X No Are there any current or pending real estate tax assessment challenges associated with the proposed project realty and/or improvements? Yes X No Is the proposed project realty currently subject to any exemption from real estate taxes? Yes X No Are there any current or pending criminal investigations or indictments of the Company or any of its principals or equity holders (including any and all holders of equity or ownership of Company parent organizations)? Yes X No If the answer to any of the questions above is “Yes,” please provide additional comments in the space below and on additional pages if necessary. ______________________________________________________________________________________ r. For Industrial Revenue Bonds ONLY, including this project, list capital expenditures of the company at Project location: N/A Category Last Three Years Next Three Years Land Building Equipment Soft Costs Other Total s. State whether there is a likelihood that the project would not be undertaken but for the financial assistance provided by the Authority, or, if the project could be undertaken without financial assistance provided by the Authority, a statement indicating why the project should be undertaken by the Authority 13  Due to the costs of land acquisition and construction of a new, modern designed, multi-family residential facility, TIDA benefits are necessary in order to provide market-rate rents. t. List any other positive impacts that the Project may have on the City of Troy: The project location is visually prominent at an important entrance to the City of Troy and this project will provide a dramatic visual and social enhancement to a blighted area. 14  V. REPRESENTATIONS BY THE APPLICANT The Applicant understands and agrees with the Authority as follows: A. Job Listings: In accordance with Section 1967‐a(2) of the New York Public Authorities Law, the applicant understands and agrees that, if the Project receives any Financial Assistance from the Authority, except as otherwise provided by collective bargaining agreements, new employment opportunities created as a result of the Project will be listed with the New York State Department of Labor Community Services Division (the “DOL”) and with the administrative entity (collectively with the DOL, the “JTPA Entities”) of the service delivery area created by the federal job training partnership act (Public Law 97‐300) (“JTPA”) in which the Project is located. B. First Consideration for Employment: In accordance with Section 1967‐a(2) of the New York Public Authorities Law, the applicant understands and agrees that, if the Project receives any Financial Assistance from the Authority, except as otherwise provided by collective bargaining agreements, where practicable, the applicant will first consider persons eligible to participate in JTPA programs who shall be referred by the JTPA Entities for new employment opportunities created as a result of the Project. C. Annual Sales Tax Filings: In accordance with Section 1964‐a(9) of the New York Public Authorities Law, the applicant understands and agrees that, if the Project receives any sales tax exemptions as part of the Financial Assistance from the Authority, in accordance with Section 1964‐a(9) of the Public Authorities Law, the applicant agrees to file, or cause to be filed, with the New York State Department of Taxation and Finance, the annual form prescribed by the Department of Taxation and Finance, describing the value of all sales tax exemptions claimed by the applicant and all consultants or subcontractors retained by the applicant. D. Annual Employment Reports: The applicant understands and agrees that, if the Project receives any Financial Assistance from the Authority, the applicant agrees to file, or cause to be filed, with the Authority, on an annual basis, reports regarding the number of people employed at the project site. E. Absence of Conflicts of Interest: The applicant has received from the Authority a list of the members, officers, employees and Counsel of the Authority. No member, officer, employee, or Counsel of the Authority has an interest, whether direct or indirect, in any transaction contemplated by this Application, except as hereinafter described: 15  HOLD HARMLESS AGREEMENT AND APPLICATION DISCLAIMER CERTIFICATION PURSUANT TO NEW YORK STATE FREEDOM OF INFORMATION LAW (“FOIL”) Applicant hereby releases the TROY INDUSTRIAL DEVELOPMENT AUTHORITY and the members, officers, servants, agents and employees thereof (the "Authority") from, agrees that the Authority shall not be liable for and agrees to indemnify, defend and hold the Authority harmless from and against any and all liability arising from or expense incurred by (A) the Authority's examination and processing of, and action pursuant to or upon, the attached Application, regardless of whether or not the Application or the Project described therein or the tax exemptions and other assistance requested therein are favorably acted upon by the Authority, (B) the Authority's acquisition, construction and/or installation of the Project described therein and (C) any further action taken by the Authority with respect to the Project; including without limiting the generality of the foregoing, all causes of action and attorneys' fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. If, for any reason, the Applicant fails to conclude or consummate necessary negotiations, or fails, within a reasonable or specified period of time, to take reasonable, proper or requested action, or withdraws, abandons, cancels or neglects the Application, or if the Authority or the Applicant are unable to reach final agreement with the respect to the Project, then, and in the event, upon presentation of an invoice itemizing the same, the Applicant shall pay to the Authority, its agents or assigns, all costs incurred by the Authority in the processing of the Application, including attorneys' fees, if any. Through submission of this Application for Financial Assistance (this ”Application”), the Company acknowledges that the Authority, as a public benefit corporation, is subject to the New York State Freedom of Information Law (“FOIL”) and Open Meetings Law (“OML”), as codified pursuant to the Public Officers Law (“POL”) of the State of New York (the “State”). Accordingly, unless portions hereof are otherwise protected in accordance with this Certification, this Application, including all Company-specific information contained herein, is subject to public disclosure in accordance with applicable provisions of the POL, Article 18-A of the General Municipal Law (“GML”) and the Public Authorities Accountability Act of 2005, as codified within the Public Authorities Law (“PAL”) of the State. Specifically, this Application may be disclosed by the Authority to any member of the public pursuant to a properly submitted request under FOIL and the Authority is further required to affirmatively disclose certain provisions contained herein pursuant to the GML and PAL, including the identification of the Company, general project description, location proposed capital investment and job estimates. Notwithstanding the foregoing, the Company, pursuant to this Certification, may formally request that the Authority consider certain information contained within this Application and other applicable supporting materials proprietary information and “trade secrets”, as defined within POL Section 87(2)(d). To the extent that any such information should qualify as trade secrets, the Company hereby requests that the Authority redact same in the event that formal disclosure is requested by any party pursuant to FOIL. Application Sections or information requested by Company for Redaction*: 16 (* - Please indicate specific sections within Application that the Company seeks to qualify as “trade secrets”. Additional correspondence or supporting information may be attached hereto. Please also note that notwithstanding the Company’s request, the Authority shall make an independent determination of the extent to which any information contained herein may be considered as such) In the event that the Authority is served with or receives any subpoena, request for production, discovery request, or information request in any forum that calls for the disclosure of the Application, in entirety, specifically including but not limited to any demand or request for production or review of Company-designated trade secrets, the Authority agrees to notify the Company as promptly as is reasonably possible, and to utilize its best efforts to: oppose or decline any such request; preserve the confidentiality and non-disclosure of such requested confidential material; and maintain such information and prevent inadvertent disclosure in responding to any such discovery or information request. The Company understands and agrees that all reasonable costs, including attorney’s fees, associated with any such formal undertaking by the Authority to protect the trade secrets from disclosure shall be reimbursed by the Company to the Authority. The undersigned officer of the applicant deponent acknowledges and agrees that the applicant shall be and is responsible for all costs incurred by the Authority and legal counsel for the Authority, whether or not the Application, the proposed project it describes, the attendant negotiations, or the issue of bonds or other transaction or agreement are ultimately ever carried to successful conclusion and agrees that the Authority shall not be liable for and agrees to indemnify, defend and hold the Authority harmless from and against any and all liability arising from or expense incurred by (A) the Authority's examination and processing of, and action pursuant to or upon, the Application, regardless of whether or not the Application or the proposed project described herein or the tax exemptions and other assistance requested herein are favorably acted upon by the Authority, (B) the Authority's acquisition, construction and/or installation of the proposed project described herein and (C) any further action taken by the Authority with respect to the proposed project; including without limiting the generality of the foregoing, all causes of action and attorney's fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. By executing and submitting this Application, the applicant covenants and agrees to pay the following fees to the Authority, the same to be paid at the times indicated: (a) The sum of $2,500, plus the sum of $500 as a non-refundable processing fee, to be paid upon submission of the Application; (b) An Administrative Fee amounts to be determined using the schedule on Page 2 hereof for all other projects for which the Authority provides financial assistance, to be paid at transaction closing; (c) An amount to be determined by Authority Staff payable to the Authority's bond/transaction counsel for the preparation and review of the inducement resolution, the environmental compliance resolution, TEFRA hearing proceedings and the tax questionnaire assuming no further activity occurs after the completion of the inducement proceedings, to be paid within ten (10) business days of the receipt of bond/transaction counsel's invoice; (d) All fees, costs and expenses incurred by the Authority for (1) legal services, including but not limited to those provided by the Authority’s general counsel or bond/transaction counsel, and (2) other consultants retained by the Authority in connection with the proposed project; with all such charges to 17  be paid by the applicant at the closing or, if the closing does not occur, within ten (10) business days of receipt of the Authority’s invoices therefore please note that the applicant is entitled to receive a written estimate of fees and costs of the Authority’s bond/transaction counsel; (e) The cost incurred by the Authority and paid by the applicant, including bond/transaction counsel and the Authority’s general counsel’s fees and the processing fees, may be considered as a costs of the project and included in the financing of costs of the proposed project, except as limited by the applicable provisions of the Internal Revenue Code with respect to tax-exempt bond financing. The applicant further covenants and agrees that the applicant is liable for payment to the Authority of all charges referred to above, as well as all other actual costs and expenses incurred by the Authority in handling the application and pursuing the proposed project notwithstanding the occurrence of any of the following: (a) The applicant’s withdrawal, abandonment, cancellation or failure to pursue the Application; (b) The inability of the Authority or the applicant to procure the services of one or more financial institutions to provide financing for the proposed project; (c) The applicant’s failure, for whatever reason, to undertake and/or successfully complete the proposed project; or (d) The Authority’s failure, for whatever reason, to issue tax-exempt revenue bonds in lieu of conventional financing. The applicant and the individual executing this Application on behalf of applicant acknowledge that the Authority and its counsel will rely on the representations made in this Application when acting hereon and hereby represents that the statements made herein do not contain any untrue statement of a material fact and do not omit to state a material fact necessary to make the statements contained herein not misleading. 18 19 Troy Industrial Development Authority Project Summary and Financial Assistance Cost Benefit Analysis (This page to be completed by TIDA Staff) Company Name: ________________________________________________________________ Project Description: ________________________________________________________________ ________________________________________________________________ Project Location: ________________________________________________________________ City: ________________________________________________________________ School District: ________________________________________________________________ Estimated Cost of Industrial Development Authority Financial Assistance 1. Sales and Use Tax Exemption A. Amount of Project Cost Subject to Sales and Use Tax: $ Sales and Use Tax Rate: _____8% B. Estimated Exemption (A X .08): $ 2. Mortgage Recording Tax Exemption A. Projected Amount of Mortgage: $ Mortgage Recording Tax Rate: _____1.25% B. Estimated Exemption (A X .0125): $ 3. Real Property Tax Exemption A. Projected Increase in Assessed Value on Project: $ B. Total Applicable Tax Rates Per $1000: $ C. Total Annual Taxes without PILOT (A X B)/1,000: $ D. PILOT Exemption Rate (see TIDA Uniform Tax Exemption Policy): % 20  E. Average Annual PILOT Payment (C X D): $ F. Net Exemption over PILOT term ((C‐E) x 7, 10 or 15)): $ 4. Interest Exemption (Bond transactions only) a. Estimated Interest Expense Assuming Taxable Interest: $ b. Estimated Interest Expense with tax‐exempt Interest Rate: $ c. Interest Exemption (a ‐ b): $ Estimated Benefits of Industrial Development Authority Financial Assistance 1. Jobs to be retained in the Capital Economic Development Region 2. Current Company payroll in the Capital Economic Development $ Region 3. Project Jobs to be Created over 3 years 4. Total Project Investment $ 5. Non IDA financing leveraged $ 6. Other project benefits: ______________________________________________________________________________ ______________________________________________________________________________ Authority Signature: _______________________________________________ Date: ________________ Applicant Signature: _____________________________________________ Date: _______________ 21  Wm. Patrick Madden Steven Strichman Mayor Commissioner of Planning Anthony Mohen Phone: (518) 279-7166 Chairperson steven.strichman@troyny.gov Planning Commission 433 River St., Ste. 5001 Troy, New York 12180 September 22, 2022 BDC Holdings Inc 11 Herbert Drive Suite 3 Latham, NY 12110 Sent via E-mail – cmarfione@thebdcgroup.com Re: PLPC 2022 0083 – Kings Landing II (101.38-9-7, 101.38-9-9, 101.38-9-10, 101.46-1-1, 101.46-1-2.1 & 3) [B-4 Central Commercial] Site Plan Review – SEQR (Type I) -The applicant, BDC Holdings Inc., is proposing the construction of a 5-story, 18,206 sq. ft. building and the rehabilitation of 3 existing residential buildings with modifications based on suggestions from previous meetings. The 1st floor [of new building] is proposed to be parking, upper 4 floors would consist of 42 apartment units. Restored residential buildings would provide an additional 10 apt. units. To Whom It May Concern: On Wednesday, September 21st, 2022, the City of Troy Planning Commission granted Site Plan approval for the above-referenced project, with the following stipulations: 1. Exterior materials and minor architectural modifications will be submitted to the architectural sub committee for review and approval. 2. Reduce the turning radius at the northwest corner of Federal and Fifth Ave. to the satisfaction of the City Engineer. You are required to contact the City of Troy Bureau of Code Enforcement in order to obtain any and all necessary permits. As a further condition of your Planning Commission approval, you must apply for a building permit within six (6) months of the Planning Commission approval date. Please call the City of Troy Bureau of Code Enforcement at (518) 279-7180 if you have any questions. Sincerely, Eric Ferraro, Assistant City Planner On Behalf of the Executive Secretary City of Troy Planning Commission Cc: Steven Strichman, Commissioner of Planning Maria DeBonis, City Clerk Dave Sheeran, Code Enforcement Department Applicant Signature Date Applicant Name Planning & Development Advisors Creating value by unlocking opportunities October 14, 2022 Mr. Justin Nadeau, Chair Troy IDA 433 River Street, Suite 5001 Troy, NY 12180 Re: Kings Landing Phase 2 Revised Submission for Financial Assistance and Inducement Letter Dear Chairman Nadeau and IDA Board Members: This technical letter has been updated to reflect a slight change in the proposed unit mix and is submitted in support of the attached revised Troy IDA Application for Financial Assistance, including mortgage recording tax exemption, and sales tax exemption, and revised site plan submission for the redevelopment of approximately 0.52± acres located at the northeast corner of Fifth Avenue and New Federal Street and comprising the following tax map parcels: 101.38-9-7, 101.38-9-9, 101.38-9-10, 101.46-1-1, 101.46-1-2.1 and 3 (the “Subject Site”) in the City of Troy. The documents are submitted on behalf of the BDC Group (the “Applicant”) who recently developed the adjacent property on King Street. The Subject Site consists of vacant property and three low-rise residential structures. This report has been updated since an initial submission made to the City on or about July 13, 2021, to reflect a modified unit count and a slight reduction in the proposed street front commercial use. Based on input from the City of Troy Planning Commission, the proposed building configuration has been modified to construct one new building, rehabilitate three existing buildings and construct a new infill building adjacent to the three existing buildings to be rehabilitated, see attached plan. The following is provided in support of the Applicant’s submission to the IDA for PILOT inducement and sales tax waiver and outlines the significant benefits to the Troy community. Project Review The Applicant is proposing to construct a five-story building with one below grade level to be used for parking. The first story will include a resident lobby, parking, and management office for the proposed residential community. Levels two through five will include a mix of one, two and three-bedroom units (total of 52 units; 15 one-bedroom, 29 two-bedroom and 8 three-bedroom) all supported by 54 parking spaces (collectively the “Proposed Project”), refer to Site Plans and Renderings provided as part of the overall submission. Relationship to Planning and Zoning The Proposed Project is located in the B-4 Central Commercial zoning district (the “B-4 District”). The Proposed Project is consistent with the zoning requirements of the B-4 District and the City of Troy Planning Commission granted site plan approval. 101 Lee Avenue Yonkers, New York 10705 914.552.8413 | email: davidbsmith1992@gmail.com The development is expected to attract a mix of young professionals, empty nesters and “baby boomers” looking to downsize as well as students attending local higher education institutions. The Applicant has recently reached full occupancy for their adjacent 52-unit Kings Landing Phase 1 residential community which opened officially opened earlier in 2020. It is noted that for residential rental communities, 95 percent is considered full occupancy given change overs for lease renewals and expirations. The target market is attracted to social environments and downtown settings and will tend to patronize local businesses and restaurants. The Proposed Project is located less than a quarter mile from the Historic Downtown Core which includes retail, entertainment, institutional and open space resources. The proximity of these amenities is in keeping with Smart Growth goals and policies including: • Fostering development in downtown settings with a mix of uses; • Directing development towards communities with the existing infrastructure to support it; • Creation of a range of housing opportunities; • Foster distinctive, attractive communities with a strong sense of place; and, • Create walkable neighborhoods. The Troy City Center along with the associated City Historic Core, refer to Exhibit 1, along with other services and amenities, is located within a convenient walking distance from the Subject Site, less than one-quarter mile. These uses include: barber, hair and nail salons, eye care, and florists; retail uses such as hardware, general retail consignment stores, clothing, jewelry and sporting goods; multiple restaurants and other food establishments; banks and professional offices; religious institutions; and entertainment venues and bowling alley. Each of the anticipated 52 households will spend a portion of its disposable income on goods and services within downtown Troy, refer also to Resident Spending discussion below. The City of Troy Comprehensive Plan The City of Troy recently completed and adopted Realize Troy Comprehensive Plan (May 2018) (the “Comprehensive Plan”). The following are relevant goals and policies within the Comprehensive Plan that are relevant to the Proposed Action: • The Downtown (p.17) - Troy’s downtown is a highly walkable setting with its intact cluster of heritage buildings, public spaces and retail and cultural offering. The downtown can be further leveraged and developed to reinforce Troy as a cultural and visitor destination within the region. Previous plans emphasized commercial uses downtown and as a result Troy lacks a critical mass of residents in the core to support vibrancy. To increase downtown activity, the city must increase its downtown population. More people living in the downtown will enhance safety, support activity beyond the workday and would better position the city to attract continued investment, job and population growth. Over time, and through population growth, the downtown could attract new neighborhood-serving amenities such as a small, well-stocked grocery store. • Goal 1. Grow the Economy and Population (p.28) – 1.1 - Promote the city center as a key area for residential growth. Page 2 of 7  1.1.1. - The city center will be made up of areas to the north, south and east of historic downtown where greater development opportunities exist and there is an opportunity to capitalize on the value of the historic downtown. 1.1.2. - The city center will be planned to accommodate more than 1,000 new residents in the next five years, as well as significant employment growth and new recreational, cultural and entertainment uses. 1.1.3. - The city center will be a mixed-use center with a variety of new activities, higher density uses and employment opportunities. • Goal 2.1 Leverage the livability and safety of Troy’s neighborhoods. 2.1.3. New development and infrastructure projects will be designed with Crime Prevention through Environmental Design (CPTED) principles to improve community safety. • 2.2 Encourage a diverse housing stock to meet the needs of Troy’s existing and future population. 2.2.6. - The design and construction of new housing will incorporate low-impact development and green building practices. • Goal 6.3 Ensure Troy’s mixed-use areas continue to grow and evolve as vibrant places with high-quality, urban development. 6.3.1 - Mixed-Use areas have a mix of residential, commercial and office uses in a compact form but at different levels of intensity, depending on location. Mixed-Use areas are intended to accommodate complementary uses and amenities such as community parks, stores, and cultural facilities that support the creation of lively, walkable places. A mix of uses may occur within a building or on a block. Based on a review of the goals and policies outlined above, the Applicant contends that the Proposed Project is consistent with and advances the goals and objectives outlined in the Realize Troy Comprehensive Plan. The Proposed Project adds to the critical mass of the downtown population enhancing the vitality and 24/7 presence with activity and added foot traffic. In addition, the Applicant has as part of the site plan process incorporated enhanced lighting and security cameras in keeping with CPTED principles, controlled access in addition to having property management personnel living in the building. The Applicant notes that to the extent practical, they have incorporated best practices relative to the incorporation of LD lighting, occupancy sensors for lighting in public areas, Energy Star appliances, advanced air and water filtrations systems, solid surface counter tops and no carpeting. The Applicant contends that their overall energy models typically perform 10 to 15 percent better that existing building code requirements. Page 3 of 7 Economic Impact Evaluation Job Generation Based on the Applicant’s experience in the development and construction fields, in particular the development of the first phase of Kings Landing, the development is expected to generate 50 to 75 full-time construction jobs over an approximately 24-month construction period. According to the Bureau of Labor Statistics1, construction laborers in New York State earned a mean hourly wage of $27.97 which translates to an annual mean wage of $53,702. Based on the anticipated full-time construction jobs annual wages generated by the Proposed Action would equate to approximately $2.685 million to $4.027 million. Anecdotally, it is noted that construction worker will spend the better portion of the work-day within downtown and it can be expected that some discretionary spending could be anticipated on goods and services (e.g., food, gasoline). In addition, the development is expected to generate new full-time jobs associated with the development. This includes three employees related to building management and staff and another three related to the 600 plus square feet of retail use. Based on the Applicant’s experience as part of Kings Landing Phase 1, typical annual wage for building management and maintenance is equivalent to approximately $43,620. Based on Bureau of Labor Statistics sales and related occupational group have a mean hourly wage of $20.99 which is equivalent to an annual mean wage of $30,240. With an anticipated employment of six persons, total anticipated wages from the proposed project are expected to be $221,580. Table 1 shows that the development would generate approximately $2.6 to $4.0 million in wages for temporary employment and approximately $221,580 annually in full-time wages for permanent employment for the life of the development. This income presents a direct economic benefit to the City of Troy. Table 1: Job Generation Number Annual Cumulative of Jobs Mean Wage1 Annual Mean Job Type (est.) Wage Temporary Jobs 50 to 75 $46,260 $2,685,000 to $4,027,000 Permanent Jobs Building operations 3 $43,620 $130,860 Retail 3 $30,240 $90,720 1. https://www.bls.gov/oes/current/oes_10580.htm#47-0000 1 Bureau of Labor Statistics, Occupational Employment and Wages in Albany-Schenectady-Troy area 2019, released June 4, 2020. Page 4 of 7 Projected Resident Spending The proposed residential development will contribute to the local economy through the purchasing power of its residents. This analysis assesses the anticipated economic impact of resident spending by calculating the expected purchasing power of the proposed 52 new households associated with the proposed development. As shown in Table 2, households in the Albany Area can be expected to spend approximately 32 percent of pretax household income on goods and services, according to the Bureau of Labor Statistics Albany Area Economic Summary. The same survey shows that households in the Albany area spend approximately 35.5 percent of household income on housing. Table 2: Average Annual Expenditures Category Albany Area Value Percent Housing $23,646 35.5% Goods and Services $20,331 32% Other (incl. Transportation) $22,091 33.5% Total average annual expenditures $66,068 100% Source: Bureau of Labor Statistics Albany Area Economic Summary, updated August 18, 2020 Source: U.S. Bureau of Labor Statistics, Albany Area Economic Summary, updated August 18, 2020. Expected rents were provided by the Applicant and are presented in Table 3. Based on projected rents of $1,400 for a one-bedroom unit, $2,300 for a two-bedroom unit and $3,100 for a three-bedroom unit. A prospective household would have a projected income of between $47,323± and $106,478± depending on the number of bedroom/bathrooms per unit. Page 5 of 7  Table 3 below summarizes expected monthly rent for each unit type, the total number of units, expected cumulative and average incomes. Since it is unlikely that the development would have an occupancy rate of 100 percent at any given point in time, a more realistic scenario of 95 percent occupancy (given anticipated renter turnover expected at 49 units) is presented for the expected cumulative income amount. Table 3: Expected Pretax Income of the Development Unit Type No. Units Expected Monthly Rent as % of Pretax Expected Pretax Income Total (±) Rent Income1 per household 1-BR 15 $1,400 35.5% $47,323 $709,845 2-BR 29 $2,300 35.5% $77,746 $2,254,634 3-BR 8 $3,150 35.5% $106,478 $851,824 Total 52 $118,000 35.5% $3,816,303 Expected Pretax Income of the Development at 95% Occupancy2: $3,584,756 1 Note: Assuming rent is 35.5 percent of income. Source: U.S. Bureau of Labor Statistics, Consumer Expenditure Survey. 2 Note: Assuming a realistic occupancy of 95 percent of units at any given point in time. Table 4: Expected Purchasing Power Expected Pretax Income % Spent on Goods Expected Annual of the Development and Services Purchasing Power At 95% Occupancy $3,584,756 32% $1,147,121 1. Note: Assuming purchasing power is 32 percent of income. Source: U.S. Bureau of Labor Statistics, Albany Area Economic Summary, updated August 18, 2020. Based on information from the U.S. Bureau of Labor Statistics’ Consumer Expenditure Survey, households in areas such as Troy can typically be expected to spend approximately 32 percent of their incomes on goods and services that might be purchased locally, such as food, apparel, entertainment, automobile fuel and maintenance, and personal services. Therefore, it can be estimated that the residents of the 52 units, at 95 percent occupancy, would inject roughly $1.2 million into the local and regional economy each year, as shown in Table 4. It is not expected that the entirety of these households’ expenditures will be made at the shops and venues within downtown. However, the Subject Site is located just blocks away from the City’s commercial core - well within walking distance, refer to Exhibit 2. Secondly, the City’s historic commercial core consists of neighborhood-scale shops such as restaurants, retail, and personal service providers that would serve a household’s daily needs. Given the proximity to these goods and services from a pedestrian orientation, residents would be less likely to rely on automobiles for daily activities than a conventional suburban household, and, as a result, could reasonably be expected to make more purchases within the walkable local area. Lastly, the unit types of 1, 2 and 3-bedroom, tend to target smaller households such as students attending local institutions of higher learning, young professionals and empty nesters. Such households are Page 6 of 7 more likely to spend money on dining out, entertainment, and other activities available within the historic downtown core. In summary, the Proposed Action calls for the continued reinvestment in the City Center through the commitment of an approximately $17 million investment that would allow the creation of a new residential community. This new community would complement the land use pattern in this section of the City Center, put currently vacant or underutilized properties back into the stream of commerce and provide downtown merchants with a new patron base. Summary of Project Benefits • Commitment of approximately $17 million investment in the Troy community. • Generation of new tax payments to all applicable jurisdictions over the course of the PILOT term. • Consistency with adopted community land use plan. • Enhancement of the City of Troy’s existing housing stock. • Introduction of 52 new household into downtown, enhancing vitality and creating a more 24/7 atmosphere. • Creation of 50-75 construction related jobs over 24-months. • Creation of approximately six full time jobs. • Injection of approximately $1.2 million of new resident discretionary spending within the greater Troy community. • Based on the Applicant’s experience with the phase 1 of King’s Landing submission it is anticipated that there would be an estimated $50,000 to $75,000 in Building Department fees to the City of Troy. We appreciate the opportunity to present the positive benefits to the greater Troy community. Should you have any questions on the above or attached please do not hesitate to reach out to this office directly. Best, David B. Smith, Principal Cc: Cosmo Marfione Page 7 of 7  NEW FEDE RAL ET STRE (A.K.A O ACE . CR R Y PLALLEY) D N LAU OKED (A .K.A I F THORTH F .N SE AVCOND N UEREET) E ST SITE DATA: SITE STATISTICS OWNER / APPLICANT Design of: RENDER SITE PLAN 1 OF 1 KINGS LANDING II APARTMENTS CONSULTING IN - NEW FEDERAL STR., KING STREET & FIFTH AVE. CIVIL & ENVIRONMENTAL ENGINEERING LAND SURVEYING & DEVELOPMENT RENDER CITY OF TROY COUNTY OF RENSSELAER NEW YORK COMMERCIAL AND RESIDENTIAL DATE: SEPTEMBER 23, 2019 SCALE: 1" = 20'  INITIAL PROJECT RESOLUTION (Kings Commons II LLC Project) A regular meeting of the Troy Industrial Development Authority (the “Authority”) was convened on November 18, 2022 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 Present Absent Vacant Jeff Betts Elbert Watson Susan Farrell Hon. Susan Steele Hon. Jim Gulli Josh Chiappone Stephanie Fitch Latasha Gardner 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 Kings Commons II LLC. 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 Vacant Jeff Betts Elbert Watson Susan Farrell Hon. Susan Steele Hon. Jim Gulli Josh Chiappone Stephanie Fitch Latasha Gardner Page 1 of 5  Resolution No. ____ RESOLUTION OF THE TROY INDUSTRIAL DEVELOPMENT AUTHORITY (THE “AUTHORITY”) (i) ACCEPTING THE APPLICATION OF KINGS COMMONS II LLC, 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, KINGS COMMONS II 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 .52 acres of land located in the vicinity of Fifth Avenue and Federal Street in the City of Troy, New York (the “Land”, being more particularly identified as TMID Nos. 101.38-9- 7, which includes former 101.38-9-8, 101.38-9-9, 101.38-9-10, 101.46-1-1, 101.46-1-2.1 and 101.46-1-3, as may be merged), along with various improvements and structures located thereon that include 16 apartment units (the “Existing Improvements”), (ii) the partial demolition of the Existing Improvements and the planning, design, engineering, construction and operation of a mixed-use building containing 52 market rate apartment units and related management office spaces, approximately 600 square feet of commercial spaces to be leased, internal common areas and related amenity spaces, 36 internal covered parking spaces, 18 exterior surface parking spaces, curbage and related onsite and offsite exterior infrastructure, driveway, roadway and parking 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 Page 2 of 5  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 (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 Page 3 of 5 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 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  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 November 18, 2022, 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 __________, 2022. ______________________________ (SEAL) Page 5 of 5