Troy Industrial Development Authority

Board Members Chair Josh Chiappone Jeff Betts Susan Farrell Vice Chair Elbert Watson Jim Gulli Stephanie Fitch Latasha Gardner Executive Director Sue Steele Dylan Turek Alex Carlton SEPTMEBER 22, 2023 10:00 a.m. BOARD MEETING I. Approval of Minutes from the July 21, 2023 and August 18, 2023 board meeting. II. Executive Director’s Report III. New Business 1. 155 River Street – Initial Project Resolution IV. Old Business 1. 625 7th Avenue – Project Update 2. Riverwalk Marina North and Extension – Project Update 3. South Troy Brownfields Opportunity V. Financials VI. Adjournment City Hall – 433 River Street, Suite 5001, Troy, New York 12180 Phone: 518.279.7166  August 18, 2023 10:09 AM Regular Board Meeting Present: Jeff Betts, Susan Farrell, Hon. Sue Steele, Elbert Watson, Latasha Gardner, Stephanie Fitch, Josh Chiappone and Denee Zeigler. Absent: Jim Gulli Also in attendance: Dylan Turek, Justin Miller, Esq., Matt Jones, Joseph Perniciaro, Alex Carlton, Barb Nelson, David Farstad, L. Maloney and Denee Zeigler. I. Minutes D R The board reviewed the minutes from the July 21, 2023 regular board meeting. Motion to approve the July 21, 2023 regular board meeting minutes with the amendment noted above. – Sue Steele Second – Susan Farrell Abstained – Josh Chiappone T AF Approved II. Executive Director’s Report Riverwalk Marina North – This plan is moving forward and we will discuss more in detail during this meeting. He noted that the path this project will be taking under the bridge and around the Flannigan building. Upcoming Projects – There are some projects coming up in the pipeline that are in process and will hopefully be on the agenda in the next few months. Agenda and Scheduling – We are working to put the agendas together in a timelier fashion. One change will be that we are establishing deadlines for projects to submit their applications. We will work to ensure the recordings and minutes are up on the website in the week following the meeting. III. 625 7th Avenue, LLC - Initial Project Resolution Joe Perniciaro from Redburn Development presented an overview of their project located at the former Catholic Central High School at 625 7th Avenue in Lansingburgh. He is glad to finally get to present to this board. They were approved at the June planning board meeting. Mr. Perniciaro explained that this project is the conversion of a former school into residential units and amenities; 29 in the gym and 69 in the school. We are going to 1  maintain the basketball court and football field. The total project cost will be $18,298,690 and create one full-time position. Mr. Watson asked about what utilities are included in the rent. Mr. Perniciaro advised they charge a flat fee for utilities of around $200 which is included. Mrs. Farrell asked about the impact on the school district. Mr. Perniciaro advised it will be minimal. Mr. Miller noted the differences in the number of apartments from what was on the application and asked for more details on retail use. Mr. Perniciaro advised they are thinking of a yoga studio but have nothing solid yet. The football field is staying as is for now. Mr. Miller asked if the job count included the commercial space. He advised no, it would be additional. Mr. Chiappone asked if the field would be used as a community park or if it is restricted to the tenants. Mr. Perniciaro advised it will be for tenants now. Mr. Miller advised that we will work with the assessor when creating the PILOT. Mr. Turek asked if there was any discussion about sub-dividing the filed portion. Mr. Perniciaro advised no. Mr. Betts noted that he has been at the neighborhood meetings and mentioned the parking question. Mr. Perniciaro advised that they will keep an area reserved, if needed, to address any parking issues. (See attached Resolution 08/23 #1) Motion to approve the Initial Project Resolution for 625 7th Avenue, LLC – Josh Chiappone. Second – Elbert Watson Approved IV. D Riverwalk Marina North Mr. Turek noted that this would be the match for this project with DOS is due by the end R of the year. We were anticipating a partnership with either First Columbia or the county, but there has not been a response, so we are moving forward with assistance from the Troy Redevelopment Foundation. Mrs. Gardner asked if there was no response, or it just wasn’t a good fit. Mr. Turek advised he had conversations with First Columbia and it T wasn’t something they were able to invest in at the time. The county IDA was not responsive. Mr. Chiappone asked if there were any other bids for this project. Mr. Turek AF noted that they are working with the contractor already doing the work, this would be a continuation of the project moving north. He advised the request is for $11,000 in funding. Motion to approve funding in the amount of $11,000 – Sue Steele. Second – Stephanie Fitch. Approved V. Banking Updates Dave Farstad from Pioneer Bank talked to the board about his role there for the past 17 years in municipal banking. He advised that when contacted on July 21st he checked the rates and realized that they were able to be raised to 3.75% effective August 1st. Mr. Farstad apologized for missing this increase and not reaching out sooner; it is something that he normally does automatically for clients. Mr. Farstad explained the difference in interest that this board will be earning. He advised that a question was asked about CD’s and he noted that they no longer offer CDs for municipal accounts but instead they try and work it through the money market accounts. Mrs. Gardner asked about the rates for CDs. Mr. Farstad noted again that they don’t offer CDs but discussed them briefly. He advised no fees related to these accounts. Mr. Turek asked about the amount we are savings on fees to show the value of Pioneer’s services. Mr. Betts thanked David Farstad for presenting. 2 VI. Sub Committee Mr. Turek advised the board they were set to have a meeting with the Planning Commission and their attorney but had to reschedule. Mr. Miller gave an overview of what it is they are trying to accomplish. He noted that they are the first to see the projects from the developers. It will be a good way for the boards to work together and collaborate, especially when it is related to tax-related benefits. Mr. Miller noted we also have a need to update our UTEP policy. Mr. Turek would like to work towards this goal and noted we could potentially offer enhanced PILOTs for projects that hit other goals such as energy efficiency. Mr. Miller advised other towns and boards have created programs that could be used as a template here. They work closely with the towns and cities to study the impact of multifamily development and have come up with baselines to use when creating projects and PILOTs that can be factored into their development. VII. New Board Member and Training Mr. Betts introduced Alex Carlton to the board and noted he will be appointed for next month. D Mr. Turek wanted to make sure that all board members have done their required training. Mr. Miller noted that they would like to do an IDA board specific training course that is more informative about the work we do. He noted that there is general training done through the ABO that must be completed within one year. VIII. Financials R Mr. Jones presented the statement of financial position to the board. He advised that as T of July 31, 2023 the total assets stand at $1,048,163 with $965,758 in cash. There are no in liabilities, leaving a fund balance of $1,048,163. AF Mr. Jones presented the statement of activity for July and explained there is a surplus of $9,386. Most significant source of revenue was the administrative fees for LLH Ferry, LLC. The largest expense was monthly accounting fees. Motion to approve financials as presented – Susan Farrell Second – Stephanie Fitch Approved IX. Adjournment With no additional business to discuss, the IDA regular board meeting was adjourned at 11:03 a.m. Motion to adjourn the regular board meeting at 11:03 a.m. – Josh Chiappone Second – Sue Steele Approved 3  INITIAL PROJECT RESOLUTION (625 7th Ave, LLC – Catholic Central High School Redevelopment Project) A regular meeting of the Troy Industrial Development Authority (the “Authority”) was convened on August 18, 2023, 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 Jeff Betts X Susan Farrell X Elbert Watson X Hon. Jim Gulli X D Stephanie Fitch Latasha Gardner Josh Chiappone Hon. Sue Steele X X X X R The following persons were ALSO PRESENT: Dylan Turek, Justin Miller, Esq., Matt Jones, Joseph Perniciaro, Alex Carlton, Barb Nelson, David Farstad, L. Maloney and Denee Zeigler. T 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 proposed project for the benefit of 625 7th Ave, LLC, for itself or an entity to be formed. On motion duly made by Josh Chiappone and seconded by Elbert Watson, the following resolution was placed before the members of the Troy Industrial Development Authority: Member Aye Nay Abstain Absent Jeff Betts X Susan Farrell X Elbert Watson X Hon. Jim Gulli X Stephanie Fitch X Latasha Gardner X Josh Chiappone X Hon. Sue Steele X Page 1 of 5 4866-7646-6539\ v3  Resolution No. 08/23 #1 RESOLUTION OF THE TROY INDUSTRIAL DEVELOPMENT AUTHORITY (THE “AUTHORITY”) (i) ACCEPTING THE APPLICATION OF 625 7TH AVE, LLC, FOR ITSELF 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 D 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 R equipping industrial, manufacturing and commercial facilities as authorized by the Act; and WHEREAS, 625 7TH AVE, 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 T (the “Project”) consisting of (i) the acquisition by the Authority of a leasehold or other interest in AF certain parcels of real property located at 625 and 604 Seventh Avenue, Troy, New York 12182 (the “Land”, being primarily comprised of approximately 7.89 acres and identified as TMID No. 80.56-3-1 at 2.39 acres, and herein, the “School Parcel”, and TMID No. 80.56-8.2 at 5.5 acres, and herein, the “Gymnasium Parcel”) and the existing improvements located thereon, being principally comprised of an approximately 75,000 sf, multi-story structure located on the School Parcel (the “School Structure”) and an approximately 45,000 sf single story structure located on the Gymnasium Parcel (the “Gymnasium Structure”), along with existing exterior parking, utility and related improvements located thereon (the “Existing Improvements”, being formerly owned and operated as Catholic Central High School); (ii) the planning, design, rehabilitation, construction, reconstruction and renovation of the Existing Improvements and upon the Land of a mixed-use commercial project to be comprised of 74 market rate apartments within the School Structure, 35 market rate apartments within the Gymnasium Structure, and approximately 7,500 sf of commercial space within the Gymnasium Structure to be leased to one or more commercial tenants, along with related improvements and amenities to serve the foregoing, including renovations, rehabilitation, replacement and installation of various building systems, common areas, heating systems, plumbing, roofs, elevators, windows, and other onsite and offsite parking, curbage and infrastructure improvements (collectively, the “Improvements”); and (iii) the acquisition and installation in and around the Land, Existing Improvements and Improvements of certain machinery, equipment and other items of tangible personal property (the “Equipment”, Page 2 of 5 and collectively with the Land, Existing Improvements, Improvements and the Equipment, the “Facility”); 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 D 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 R 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 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 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; 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. Page 3 of 5  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 Agreement, pursuant to which the Authority will appoint the Company as agent to undertake the Project; (B) a Lease Agreement, pursuant to which the Company leases the Land and Existing Improvements to the Authority, (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 D 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 R 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. T AF Page 4 of 5  T AF R D Troy Industrial Development Authority (TIDA) Application for Tax Exempt Bond Financing and/or Straight-Lease Transaction I. APPLICANT INFORMATION Company Name: 155 River Front, LLC Address: 31 Bushwick Ave., Brooklyn, NY 11211 Phone No.: (718) 387-5229 Fax No.: Federal Tax ID: 87-3192201 Contact Person: James Bacon (845) 419-2338 E-Mail: Baconesq@yahoo.com Date: 2/15/22 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 3 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. 155 River Front LLC will undertake the project b. Principal Owners/Officers/Directors: (List owners with 5% or more in equity holdings with percentage of ownership) Name Address Percentage Ownership/Office Sarah Russell 31 Bushwick Ave., Brooklyn, NY 11211 88 83% Kenan Gunduz 31 Bushwick Ave., Brooklyn, NY 11211 65% James Bacon PO Box 575 New Paltz, NY 12561 12% 6 (Use attachments if necessary) 4 c. If a corporation, partnership, limited liability company: What is the date of establishment? October 7, 2021 Place of organization New York 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: James Bacon, Address: PO Box 575, New Paltz, NY 12561 Phone No.: (845) 419-2338 Fax No.: E-Mail: Baconesq@yahoo.com Ill. PROJECT INFORMATION: a. Please provide a brief narrative description of the Project {attach additional sheets or documentation as necessary). 155 River Street will be a mixed used development project. The project will have approximately 5000 sq ft feet of commercial marketplace space and 18 market rate apartments. The Applicant will utilize green energy techniques seeking to complete an adaptive re-use project consistent with the historic setting and building design. The Applicant views this as part of the larger effort to restore this particular area of Troy and provide a commercial and residential li nk between area students and this area next to the Hudson River and provide an exceptional living, working and destination location. The residential units will each have two bedrooms and occupy approx. 1000 sqft., and rents will target the middle of the market with a focus on young professionals, pre wired for high speed data and energy efficient. Owner has already spent over $1000000 to date on improvementsand the total will be over $3,000,000 (see budget attached herewith) b. Location of Project {all information mandatory- attach current tax bills with proof of current payment) Project Address: 155 River Street City: Troy Name of School District: Troy Tax Map No.: 100.60-3-11 5  Describe Existing Improvements, if any: Vacant Building – sub-basement, basement 1st floor (level with River Street) and 4 upper floors To date, structural demolition and infill has taken place and passed inspection, as has 60% of framing, and 75% of Electric. Commercial Space has been completed and received CofO c. Are Utilities on Site? Water:_x Electric:_X_ Gas:_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): 155 River Front, LLC e. Zoning of Project Site: Current: B4 Proposed: f. Are any zoning approvals needed? Identify: None g. Local Permitting and Approvals - Does the project require local planning or permitting approvals? If so, please explain. Received approval on 9/21/21 Will a site plan application to be filed? yes If so, please include copy if prepared. h. Has another entity been designated lead agent under the State Environmental Quality Review Act ("SEQRA")? not yet · If yes, please explain: City of Troy was lead agency, completed SEQRA and approved the building renovation September 21, 2021. 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 occupant located in the State of New York? NO · If yes, explain: 6  k. If the answer to either question is no or 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 X . 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 X . If yes, please provide detail: 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(l), 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). I. 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: The Project includes a Stained Glass Restoration Studio, relocated from Union Square in Manhattan. The artisans desire to be in the City of Troy and they and the owners of 155 River Street specifically sought each other out because of the city’s rich history in Tiffany and other decorative glass and the unique character of the space which has limited use in industry or other forms of commercial Retail/restaurant/commercial use but is well suited to the space on needs of this particular the 1st floor tenant. Through the tenant’s high profile work in restoration and repair of architecturally significant and museum level pieces from around the world, they shine the spotlight back on Troy’s history with this art form. m. If the answer to I. 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? T12 BD% 7 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: NA 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: NA 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: NA 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: NA 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: NA o. Does the Company intend to lease or sublease more than 10% (by area or fair market value) of the Project? Yes X ;No _. If yes, please complete the following for EACH existing or proposed tenant or subtenant: Sub lessee name: No sub-leases – leases to commercial and residential tenants Present Address: N/A City:N/A State: Zip: _ Employer's ID No.: None _ Sub lessee is a:None (Corporation, LLC, Partnership, Sole Proprietorship) 8  Relationship to Company: None Percentage of Project to be leased or subleased: 100% leased _ Use of Project intended by Sub lessee: N/A _ Date and Term of lease or sublease to Sub lessee: N/A _ 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? N / A/ ; No . If yes, please provide on a separate attachment (a} details and (b} the answers to questions I. 1-5 with respect to such sub lessee. p. Project Costs (Estimates}: Category Amount Land-acquisition $1,500,000 Buildings-Construction/Renovation (No FF&E) 3 30 $2,890,000 50 Utilities, roads and appurtenant costs $10,000 950 Machinery and Equipment (All FF&E} N/A $600,000 Soft Costs (Architect, Legal and Engineering} $100,000 Costs of Bond issue N/A Construction Loan Fees and interest N/A Other (specify} Total Project Costs 5 79 $4,500,000 5 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. Construction Phase: $3,250,000 Bank Financing: N/A Perm Financing - Bank Financing: 75 $4,500,000 after Rent-up Public Grants: TBD Development Team Equity: 2 $4,500,000 9 q. Job Creation: Construction jobs created by the Project: 35 Anticipated Dates of Construction: 4/2022 to 5/20234 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) Project Manager: $90,000 (B) (C) (D) (E) (F) (A) (G) Annual or Current Jobs Jobs Jobs Job Title Hourly Number of Created: Created: Created: Total Jobs Wages Positions Text Year One Year Two Year Three Created Partner Project Manager TBD $90,000 1 1 1 Partner Bookkeeper TBD $70,000 1 1 1 Admin $60,000 1 1 Partner Project Sponsor TBDTBD 1 Property Maintenance -perm Hourly wage 1 1 1 Property Management -perm Hourly wage 1 1 1 Property Construction TBD 0 35 TBD TBD 35 Engineering TBD 0 2 TBD TBD 2 Architecture TBD 1 2 TBD TBD 2 Commercial Tenant(s) TBD 0 Est. 53 35 3 TOTALS: TBD 38 442 449 7 5 Est. 53 1 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. 3 commercial/tenant jobs to be created and 2 4 retained, est. 5 property maintenance Property job and Maintenance 18and 22 Jobs 2-bedroom apts 2-bedroom apartments 2) The projected timeframe for the creation of new jobs. Anticipate jobs creation 2022-20234 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. $35,000 to 6 $50,000 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) 100% 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 $ 3,000,000 A. Amount of Project Cost Subject to Sales and Use Tax: Sales and Use Tax Rate: 8.00% B. Estimated Sales Tax (AX .08): $240,000 2. Mortgage Recording Tax Exemption (X ) Check if Requested A. Projected Amount of Mortgage: $4,500,000 75 Mortgage Recording Tax Rate: 1.25% B. Estimated Mortgage Recording Tax (X .0125): 59,375 $56,250.00 3. Real Property Tax Exemption (X ) Check if Requested A. Projected Increase in Assessed Value on Project: $ 4,150,000 B. Total Applicable Tax Rate Per $1000: (2.35% city/county 3.477% and 1.127% school tax rate) C. Estimated Annual Taxes without PILOT (AX B)/1,000: $ 156,465 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 None 2. Current Company payroll in Capital Economic Development $ 0 Region 3. Project Jobs to be Created over 3 years : 41 Tenants-- 5 Project manager 1 Commercial Partners 3 3 35 Construction/architecture/engineering 40 Property management 1 Property maintenance 1 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? D Yes x No Is the company delinquent in the payment of any loans? D Yes Ix] No Is the company currently in default on any of its loans? D Yes X No Are there currently any unsatisfied judgments against the company? D Yes Ix] No Are there currently any unsatisfied judgments against any of the company's principals? D Yes lxl No Has the company ever filed for bankruptcy? D Yes Ix] No Have any of the company's principals ever personally filed for bankruptcy, or in any way sought protection from creditors? D Yes Ix] No Are there any current or pending real estate tax assessment challenges associated with the proposed project realty and/or improvements? D Yes IX] No Is the proposed project realty currently subject to any exemption from real estate taxes? D Yes Ixl 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)? D 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: NA 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  This project will be made possible by a sales tax exemption, mortgage recording tax exemption and a PILO T. T here is significant risk doing a project of this size with market rate apartment in this neighborhood. The taxes need to be a set amount otherwise we will not be able to secure bank financing to complete the project. t. List any other positive impacts that the Project may have on the City of Troy: There will be many positive impacts on the City as this project will augment the benefits of the Troy/W atervliet Monument Square Redevelopment Project (revitalization/biking/walking loop/affordable housing and bridge redevelopment) and catalyze the revitalization of this area of Troy providing needed housing near Russell Sage College for professors and students as well as commercial opportunities on the first floor which would allow atrium-like seating areas with river views while revitalizing an important historic building. 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 po1tions hereof are othe1wise 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 fo1mally request that the Authority consider certain information contained within this Application and other applicable supporting materials proprietary infom1ation 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, discove1y 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 Auth01ity to protect the trade secrets from disclosure shall be reimbursed by title 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 desc1ibes, 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 desc1ibed 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 tl1e 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 1mhue statement of a material fact and do not omit to state a mate1ial fact necessary to make the statements contained herein not misleading. Company Acknowledgment and Certification: The undersigned, being a duly authorized representative of the Company, hereby and on behalf of the Company, certifies to the best of his or her knowledge and under the penalty of perjury that all of the information provided by the Company within this Application for Financial Assistance is true, accurate and complete. The Company, on behalf of itself and all owners, occupants and/or operators receiving or that will receive financial assistance from the Authority (collectively, the "Recipients") hereby certifies that the Recipients are in substantial compliance with applicable local, state and federal tax, worker protection and environmental laws, rules and regulations. The Company, on behalf of itself and all Recipients, hereby further acknowledges that the submission of any knowingly false or knowingly misleading information herein or within any agreement with the Authority may lead to the immediate termination of any financial assistance and the reimbursement of an amount equal to all or part of any tax exemptions claimed by reason of the Authority's involvement in the project, including all costs of the Authority relating to same. The Company has reviewed and accepts the terms of Authority's Project Recapture and Termination Policy. 18 By: Name: Attorney/Partner Title: State of New York ) County of Ulster ) ss.: On the _ _ day of February _____ in the year 2022 before me, the undersigned, personally appeared James Bacon personally known to me or proved to me on the basis of satisfacto1y evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies ), and that by his/her/their signatures on the instrument, the individual(s), or the person upon behalf of which the individual(s) acted, executed the instrument. Notary Public 19 Troy Industrial Development Authority Project Summary Financial Assistance 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 (AX .08): $ 2. Mortgage Recording Tax Exemption A. Projected Amount of Mortgage: $ Mortgage Recording Tax Rate: l.25% B. Estimated Exemption (AX .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 (AX 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  INITIAL PROJECT RESOLUTION (155 River Front, LLC Project) A regular meeting of the Troy Industrial Development Authority (the “Authority”) was convened on September 22, 2023 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 Jeff Betts Susan Farrell Elbert Watson Hon. Jim Gulli Stephanie Fitch Latasha Gardner Josh Chiappone Hon. Sue Steele 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 155 River Front, 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 Jeff Betts Susan Farrell Elbert Watson Hon. Jim Gulli Stephanie Fitch Latasha Gardner Josh Chiappone Hon. Sue Steele Page 1 of 5  Resolution No. ____ RESOLUTION OF THE TROY INDUSTRIAL DEVELOPMENT AUTHORITY (THE “AUTHORITY”) (i) ACCEPTING THE APPLICATION OF 155 RIVER FRONT, LLC (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, 155 RIVER FRONT, 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 an approximately .11 acre parcel of land located at 155 River Street, Troy, New York 12180 (the “Land”, being more particularly identified as TMID No. 100.60-3-11) and the existing improvements located thereon consisting of approximately 36,243 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 5,000 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; 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. Page 2 of 5  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 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 Page 3 of 5 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 September 22, 2023, 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 __________, 2023. ______________________________ (SEAL) Page 5 of 5