Troy Local Development Corporation

Chair Board Members Heidi Knoblauch Hon. Monica Kurzejeski Vice‐Chair Hon. David Bissember Andy Ross Executive Director Steven Strichman Board of Directors Meeting Planning Department Conference Room City Hall 433 River Street, Suite 5001 Troy, New York 12180 May 31, 2019 9:00 a.m. AGENDA I. Approval of Minutes from the March 22, 2019 board meeting. II. Accept property from City of Troy III. DRI Geothermal Discussion IV. Executive Director’s report V. Financials VI. Old Business VII. New Business VIII. Adjournment  Regular Board Meeting Minutes March 22, 2019 9:00 a.m. BOARD MEMBERS PRESENT: Heidi Knoblauch, Hon. David Bissember, Hon. Monica Kurzejeski, Andy Ross and Steve Strichman ABSENT: ALSO IN ATTENDANCE: Justin Miller, Esq., Mary Ellen Flores, Lucas Nathan, Deanna Dal D Pos, Chris Stephens and Denee Zeigler The regular board meeting was called to order at 9:24 a.m. by the Chair following the Audit & Finance Committee Meeting. I. Minutes R T The board reviewed the minutes from the January 18, 2019 meeting. AF Hon. Monica Kurzejeski made a motion to approve the minutes for the January 18, 2019 meeting. Steven Strichman seconded the motion, motion carried. II. Annual Meeting Resolution Mr. Miller discussed the Annual Meeting Resolution in front of them. He advised that it encompasses all of the yearly requirements; review of Mission Statement and Investment and Disposition Policy, Certified Financial Audit, Election of Officers, Fiduciary duty and Annual Report. The board agreed to keep the officers the same as last year, as well as the committee members. The staff will include the addition of Dylan Turek as the Economic Development Director. Mr. Miller noted that the budget was completed by October 31, 2018. Mr. Miller noted that Steve receives a salary from this board and is the FOIL officer, so he will abstain from the vote. The board asked if we are able to add board members. Mr. Miller noted the bylaws currently state we are a five member board, but suggested it could be amended or committees established. (See attached Resolution 03/19 #1) Andy Ross made a motion to approve the Annual Meeting Resolution. Hon. Monica Kurzejeski seconded the motion. Steven Strichman abstained from the vote, motion carried. III. Alamo – Industrial Road Access 1  Mr. Strichman the following about the Alamo site: A portion of the Alamo will be in the way of the future industrial access road and Access Road funding will pay to abate and remove that portion of the building down. The next step is for the LDC to authorize the sale and remediation of the property. It is one of four outstanding pieces that, once resolved, will allow the project to move forward. Once the city gets the small piece of land, we will revisit the Section 108 Loan to make adjustments. Mr. Miller added that after this, we will work with the city with getting a temporary easement from the LDC to the city to take care of the demolition and stabilization of the building, then work on transferring title. Mrs. Kurzejeski asked if the easement portion was done yet. Mr. Miller advised no, this will authorize us to work on that and move forward. (See attached Resolution 03/19 #2) Andy Ross made a motion to approve the remediation and donation of real property located at 3000 Main Street to the City of Troy in connection to the South Troy Industrial Road. Hon. David Bissember seconded the motion, motion carried. IV. King Fuels Site National Grid - Mr. Strichman reviewed the history of the gas line located on the King Fuels site along the river. Mr. Miller advised that National Grid originally wanted to re-locate the gas line, which runs along the river, through the middle of the site. After discussions, National Grid advised that they will keep the line where it is and D repair it in place, but asked that the silos come down and the coke bin removed. He advised the easement originally signed does not state who is responsible to move the structures. The Board agreed that it is not the Troy LDC’s responsibility to remove anything in order to repair the pipeline, but it may come up again during R negotiations in the future. Removal of Non- Hazardous Soil - Mr. Strichman noted that asbestos containing material and clean material must be removed from the site. We have received T quotes to remove the clean material; the lowest quote being $15,000 from Warren Fane Inc. This clean-up will allow for the LDC to rebid the asbestos cleanup with AF more accurate numbers. A monitor will be on site at all times to ensure only non- hazardous soil/material is picked up. Ms. Kurzejeski asked about the cost of air monitoring. Mr. Strichman advised it is approximately $1,599 through Atlantic Testing and is only for them to monitor the removal of the non-hazardous portion. Andy Ross made a motion to approve $15,000.00 for the removal of non- hazardous materials at the King Fuels site by Warren Fane Inc. along with monitoring by Atlantic Testing for approximately $1,599.00. Hon. Monica Kurzejeski seconded the motion, motion carried. V. HUD Section 108 Loan Mr. Strichman explained that in 2015 the LDC pre-paid a portion of the HUD Section 108 loan in the amount of $400,354 to the city. The funds have been held by the City since that time and the loan has not been prepaid. The City would like to give the funds back to the LDC. VI. Executive Director’s report Mr. Strichman congratulated our chair in being named on the 40 under 40. Mr. Strichman noted that we may have to move the May meeting, which is at the same time as the luncheon. VII. Sponsorships 2  Mr. Strichman advised that sponsorships will be moved to the Troy CRC agenda. VIII. Financials Ms. Flores noted there is $3.2 Million in assets with $2.1 in liabilities and $1.1 in equity. She advised no real changes since the last meeting. Ms. Flores noted a deficit of $3,300 for the month of March. Mr. Strichman updated the board on outstanding loans; BSM Banquet is behind two payments, Trojan Lofts, LLC should be paid off is behind two payments and a late charge and Troy Kitchen is currently two payments behind. Mr. Strichman advised that Rare Form has one payment left on the loan that is nearing completion and will be able to focus on the one loan. Mr. Bissember asked about the interest only payments that had been made in the past. Mr. Strichman explained that Troy Kitchen made interest only payments for a few months and the length of the loan was extended by the same amount of time. Steven Strichman made a motion to approve the financials as presented. Hon. Monica Kurzejeski seconded the motion, motion carried. IX. Old Business & New Business X. D No Old or New Business to discuss. Adjournment R With no additional business to discuss, the LDC board meeting was adjourned at 9:53 a.m. Steven Strichman made a motion to adjourn the LDC board meeting. T Hon. Monica Kurzejeski seconded the motion, motion carried. AF 3  ANNUAL MEETING RESOLUTIONS A regular meeting of the Troy Local Development Corporation was convened on March 22, 2019 at 9:00 a.m. The following resolution was duly offered and seconded, to wit: Resolution No. 03/19 #1 ANNUAL MEETING RESOLUTIONS OF THE TROY LOCAL DEVELOPMENT CORPORATION AUTHORIZING (i) THE CORPORATION AUDIT FOR FISCAL YEAR 2018, (ii) ADOPTING AND RE-ADOPTING CERTAIN REPORTS, POLICIES, STANDARDS AND PROCEDURES RELATING TO THE PUBLIC AUTHORITIES ACCOUNTABILITY ACT OF 2005, AS AMENDED BY CHAPTER 506 OF THE LAWS OF 2009 OF THE STATE OF NEW YORK, (iii) ELECTION OF BOARD OFFICERS; (iv) APPOINTING BOARD COMMITTEE POSITIONS; (iv) RE-APPOINTMENT OF CORPORATION STAFF, AND (v) RELATED MATTERS D WHEREAS, the Troy Local Development Corporation (the “Corporation”) is a duly- established, not-for-profit local development corporation of the State pursuant to Section 1411(h) of the Not-for-Profit Corporation Law (“N-PCL”) and a Certificate of Reincorporation filed on April 5, 2010 (the “Certificate”) established for the charitable and public purposes of relieving R and reducing unemployment, promoting and providing for additional and maximum employment, bettering and maintaining job opportunities, instructing or training individuals to improve or develop their capabilities for such jobs, by encouraging the development of, or T retention of, an industry in the community or area, and lessening the burdens of government and acting in the public interest; and AF WHEREAS, pursuant to the Certificate and Section 2 of the Public Authorities Law (“PAL”) of the State, the provisions of the Public Authorities Accountability Act of 2005, as amended by Chapter 506 of the Laws of 2009 of the State of New York (“PAAA”) the Corporation constitutes a “local authority”; and WHEREAS, pursuant to and in accordance with PAAA and the By-laws of the Corporation, the Board desires to conduct its annual meeting, whereat the Corporation shall (i) review and approve the Annual Audit for Fiscal Year 2018; and (ii) adopt and readopt certain policies, standards and procedures pursuant to and in accordance with PAAA; and WHEREAS, pursuant to and in accordance with the By-laws of the Corporation, the Board further desires to (i) elect Board Officers; (ii) establish committee memberships; (iii) re- appoint Corporation staff; and (iv) authorize related matters. NOW, THEREFORE, BE IT RESOLVED BY THE DIRECTORS OF THE TROY LOCAL DEVELOPMENT CORPORATION AS FOLLOWS: Section 1. Pursuant to PAAA and PARA, the Corporation has reviewed the Mission Statement and Performance Measures and the Corporation hereby determines that no changes are required to the Mission Statement and Performance Measures and that the same is hereby approved.  Section 2. Pursuant to PAAA and PARA, the Corporation has reviewed the Investment Policy and Disposition of Property Policy and the Corporation hereby determines that no changes are required and that both policies are hereby re-adopted and approved. Section 3. The Corporation has reviewed, and upon recommendation by the Audit and Finance Committee, does hereby approve and accept the Annual Audit of the Corporation for Fiscal Year 2018 as prepared and presented by Wojeski & Co. CPAS, P.C. Section 4. Annual Officer Election. Upon motion, second and board roll call vote, the following individuals are duly appointed to serve in the respective Officer Positions in accordance with the By-laws of the Corporation for the period January 1, 2019 through December 31, 2019: Heidi Knoblauch, Chair Andrew Ross, Vice Chair Hon. Monica Kurzejeski, Treasurer Hon. David Bissember, Secretary All Directors of the Corporation shall participate in such required annual and continuing training as may be required to remain informed of best practices, regulatory and statutory D changes relating to the effective oversight of the management and financial activities of public authorities and to adhere to the highest standards of responsible governance. Further, each Director shall execute (i) a Certification of No Conflict of Interest (ii) an Acknowledgement of R Fiduciary Duties and Responsibilities. Section 5. Audit and Finance Committee. Pursuant to subdivision 4 of Section 2824 of the PAL, and in accordance with the By-laws of the Corporation, the following Directors T are nominated and confirmed to serve on the Audit and Finance Committee of the Corporation for the period January 1, 2019 through December 31, 2019: AF Committee of the whole. The Audit and Finance Committee shall perform the functions as described in the By- Laws. Section 6. Governance Committee. Pursuant to subdivision 7 of Section 2824 of the PAL, and in accordance with the By-laws of the Corporation, the following Directors are nominated and confirmed to serve on the Governance Committee of the Corporation for the period January 1, 2019 through December 31, 2019: Committee of the whole. The Governance Committee shall perform the functions as described in the By-Laws. Section 7. Appointment of Staff. Pursuant to and in accordance with the By-laws of the Corporation, the Directors of the Corporation hereby ratify the appointment of the following individuals to serve as at will employees in the following appointed positions: Steven Strichman, Executive Director and Chief Executive Officer Denee Zeigler, Acting Secretary 2  Andrew Kreshik, Project Manager Dylan Turek, Economic Development Director The foregoing officers shall enter upon the discharge of their duties as provided in the By-Laws of the Corporation. The Corporation further authorizes the extension of the Consulting Services Agreement with the Corporation’s Executive Director. The Board hereby designates the Executive Director as the Corporation’s FOIL Officer and Contracting Officer. The Chairman shall serve as the FOIL Appeals Officer of the Corporation. [Note: SS Abstain] Section 8. The Corporation hereby authorizes and approves the 2018 Annual Report to be filed with (i) the New York State Authority Budget Office via the Public Authorities Reporting Information System, and (ii) the appropriate local officials. Section 9. That the budget for fiscal year ending December 31, 2019 and the proposed budgets for fiscal years ending December 31, 2020 through December 31, 2021, attached hereto, are hereby approved and the Corporation ratifies the actions of the officers and directors consistent with each such budget and any payments made thereunder prior to the date of this meeting. D Section 10. The officers, employees and agents of the Corporation are hereby authorized and directed for and in the name and on behalf of the Corporation to do all acts and things required and to execute and deliver all such checks, certificates, instruments and R 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 Corporation with all of the terms, covenants and provisions of the documents executed for and on behalf of the Corporation. T AF Section 11. These Resolutions shall take effect immediately. The question of the adoption of the foregoing Resolution was duly put to a vote on roll call, which resulted as follows: Yea Nea Absent Abstain Heidi Knoblauch [ X ] [ ] [ ] [ ] Andrew Ross [ X ] [ ] [ ] [ ] Monica Kurzejeski [ X ] [ ] [ ] [ ] Steven Strichman [ ] [ ] [ ] [ X ] Hon. David Bissember [ X ] [ ] [ ] [ ] The Resolution was thereupon duly adopted. 3 STATE OF NEW YORK ) COUNTY OF RENSSELAER ) ss.: I, the undersigned Acting Secretary of the Troy Local Development Corporation, DO HEREBY CERTIFY: That I have compared the annexed extract of minutes of the meeting of the Troy Local Development Corporation (the " Corporation "), including the resolution contained therein, held on March 22, 2019 with the original thereof on file in my office, and that the same is a true and correct copy of the proceedings of the Corporation and of such resolution set forth therein and of the whole of said original insofar as the same related to the subject matters therein referred to. I FURTHER CERTIFY, that all members of said Corporation had due notice of said meeting, that the meeting was in all respects duly held and that, pursuant to Article 7 of the Public Officers Law (Open Meetings Law), said meeting was open to the general public, and that public notice of the time and place of said meeting was duly given in accordance with such Article 7. I FURTHER CERTIFY, that there was a quorum of the members of the Corporation D 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 modified. R IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of said Corporation this 22ND day of March, 2019. T [SEAL] AF 4  AUTHORIZING RESOLUTION (Donation of Real Property Located at 3000 Main Street – .025 acre Portion of Tax Map. ID. 111.59-2-3) A regular meeting of the Troy Local Development Corporation was convened on March 22, 2019, at 9:00 a.m. The following resolution was duly offered and seconded, to wit: Resolution No. 03/19 #2 RESOLUTION OF THE TROY LOCAL DEVELOPMENT CORPORATION AUTHORIZING (i) THE DONATION OF CERTAIN REAL PROPERTY LOCATED AT 3000 MAIN STREET TO THE CITY OF TROY, NEW YORK IN CONNECTION WITH THE INDUSTRIAL PARKWAY ROAD PROJECT; AND (ii) THE EXECUTION AND DELIVERY OF ALL RELATED DOCUMENTS. D WHEREAS, The Troy Local Development Corporation (the “Corporation”) is a duly- established, not-for-profit local development corporation of the State pursuant to Section 1411(h) of the Not-for-Profit Corporation Law (“N-PCL”) and a Certificate of Reincorporation filed on R April 5, 2010 (the “Certificate”) established for the charitable and public purposes of relieving and reducing unemployment, promoting and providing for additional and maximum employment, bettering and maintaining job opportunities, instructing or training individuals to improve or develop their capabilities for such jobs, by encouraging the development of, or T retention of, an industry in the community or area, and lessening the burdens of government and AF acting in the public interest; and WHEREAS, the Corporation owns real property in fee title located at 3000 Main Street, Troy, New York consisting of approximately 1.53 acres of land and related improvements (the “Property”, being commonly referred to as the “Alamo” and historically utilized by the City of Troy for general governmental purposes); and WHEREAS, in connection with the expansion of the Industrial Parkway road (the “Project”) adjacent to the Property, the City of Troy (the “City”) has requested the Corporation’s approval for (i) the donation of a temporary easement relating to approximately 1,527 square feet of the Property, as described and depicted within Exhibit A, hereto (the “Easement”); and (ii) the donation of fee title to approximately 1,073 square feet of the Property, as described and depicted within Exhibit B, hereto (the “Parcel”), the foregoing being collectively referred to herein as the “Disposition”; and WHEREAS, as part of the Project, and in exchange for the Disposition, the City has offered to undertake the demolition, abatement and removal of certain portions of the improvements located within the Easement area and Parcel (the “Demolition”), such portion of the improvements being deemed dilapidated and unsafe; and  WHEREAS, pursuant to Public Authorities Law (“PAL”) Section 2897(6)(c)(iv) and 2897(7)(a)(i), the proposed Disposition is exempt from public advertisement for bids and may be undertaken below fair market value because the City is a governmental entity that will permanently utilize the Parcel; and WHEREAS, pursuant to PAL Section 2897(6)(d)(i), an explanatory statement of the circumstances of the proposed disposition of the Property by negotiation (a/k/a 90 Day Notice) is not required as the fair market value of the Parcel is not in excess of $100,000.00; and WHEREAS, pursuant to PAL Section 2897(7)(b), the Corporation has provided the public certain information concerning the proposed below fair market value disposition of the Parcel, as set forth within Exhibit C, hereto; and WHEREAS, the Corporation desires to authorize the proposed Disposition in accordance with the terms and conditions as set forth herein. NOW, THEREFORE, BE IT RESOLVED BY THE DIRECTORS OF THE TROY D LOCAL DEVELOPMENT CORPORATION AS FOLLOWS: Section 1. The Corporation hereby finds and determines that it is within its purpose, mission and statutory authority under Section 1411 of the Not-for-Profit Corporations Law to R undertake the proposed Disposition to the City in order to advance economic development, job creation and the general welfare for the residents of the City of Troy by facilitating the Project and causing the Demolition to be undertaken at no cost to the Corporation. Section 2. T The Corporation has considered the information regarding the proposed AF below fair market value disposition of the Property prepared for it and the public pursuant to PAL Section 2897(7)(b), and hereby determines that there is no reasonable alternative to the proposed below fair market disposition that would achieve the same purpose of such transfer. Section 3. The Corporation has identified the Disposition as an Unlisted Action pursuant to the State Environmental Quality Review Act and regulations adopted pursuant thereto (collectively, “SEQRA”) and a component of the Project, for which the City Planning Commission served as lead agency in connection with SEQRA. The Corporation has received and reviewed the Negative Declaration of the City Planning Commission, related Environmental Assessment Form and related documents related to the Project, the Corporation hereby ratifies the SEQRA determination made by the City Planning Commission and further finds that (i) the Disposition will result in no major impacts and, therefore, is one which may not cause significant damage to the environment; (ii) the Disposition will not have a “significant effect on the environment” as such quoted terms are defined in SEQRA; and (iii) no “environmental impact statement” as such quoted term is defined in SEQRA, need be prepared for this action. This determination constitutes a negative declaration in connection with the Corporation’s undertaking of the Disposition and involvement with the Project for purposes of SEQRA. Section 4. The Corporation hereby authorizes the proposed Disposition to the City in exchange for the Demolition to be undertaken at the exclusive cost of the City. The Chairman, 2 Vice Chairman and/or the Chief Executive Officer of the Corporation are hereby authorized, on behalf of the Corporation, to execute and deliver a Temporary Easement Agreement, Bargain and Sale Deed, and related documents and forms (collectively, the “Sale Documents”), in such form as prepared and approved by counsel to the Corporation and as approved by the Chairman, Vice Chairman and/or the Chief Executive Officer. Section 5. The Secretary or Assistant Secretary of the Corporation are hereby authorized, where appropriate, to affix the seal of the Corporation to the Sale Documents and to attest the same, all with such changes, variations, omissions and insertions as the Chairman, Vice Chairman and/or Chief Executive Officer of the Corporation shall approve, and the execution thereof by the Chairman, Vice Chairman and/or Chief Executive Officer of the Corporation to constitute conclusive evidence of such approval. Section 56 The officers, employees and agents of the Corporation are hereby authorized and directed for and in the name and on behalf of the Corporation to do all acts and things required and to execute and deliver all such checks, certificates, instruments and documents, to pay all such fees, charges and expenses and to do all such further acts and things D 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 Corporation with all of the terms, covenants and provisions of the documents executed for and on behalf of the Corporation. Section 7. R These Resolutions shall take effect immediately. The question of the adoption of the foregoing Resolution was duly put to a vote on roll call, which resulted as follows: T AF Yea Nea Absent Abstain Heidi Knoblauch [ X ] [ ] [ ] [ ] Andrew Ross [ X ] [ ] [ ] [ ] Monica Kurzejeski [ X ] [ ] [ ] [ ] Steven Strichman [ X ] [ ] [ ] [ ] Dave Bissember [ X ] [ ] [ ] [ ] The Resolution was thereupon duly adopted. 3 STATE OF NEW YORK ) COUNTY OF RENSSELAER ) ss.: I, the undersigned Secretary of the Troy Local Development Corporation, DO HEREBY CERTIFY: That I have compared the annexed extract of minutes of the meeting of the Troy Local Development Corporation (the " Corporation "), including the resolution contained therein, held on March 22, 2019 with the original thereof on file in my office, and that the same is a true and correct copy of the proceedings of the Corporation and of such resolution set fo1ih therein and of the whole of said original insofar as the same related to the subject matters therein referred to. I FURTHER CERTIFY, that all members of said Co11Joration had due notice of said meeting, that the meeting was in all respects duly held and that, pursuant to A1iicle 7 of the Public Officers Law (Open Meetings Law), said meeting was open to the general public, and that public notice of the time and place of said meeting was duly given in accordance with such A1iicle 7. D I FURTHER CERTIFY, that there was a quorum of the members of the Corporation present throughout said meeting. R 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 modified. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of said T Corporation this 22nd day of March, 2019. [SEAL] AF -�@/· Secretary u1 tbr 4  EXHIBIT A TEMPORARY EASEMENT D R T AF 5  CITY OF TROY MAP NO. 20 East Industrial Parkway ACQUISITION MAP PARCEL NO. 20 Extension PIN 1754.59 SHEET 1 OF 2 SHEETS TROY LOCAL PARCEL SUMMARY: Parcel Locator Point: DEVELOPMENT CORPORATION Type: FEE Parcel No. 20: ( REPUTED OWNER ) N: 1412722.2339 Portion of 2018 Tax E: 707233.8293 CC: BOOK 3752, PAGE 264 Map Ref. No. 111.59-2-3 City of Troy County of Rensselaer State of New York GRID NORTH D R TROY LOCAL DEVELOPMENT CORPORATION AF T STA. = 11+03± 56'± (REPUTED OWNER) FEE AREA = 1,073± SJ. OR 0.025± AC. P.O.B. STA. = 10+47± 39'± MAIN STREET -- .. /NI, COR. El£C. TRANS. ,;,_ c:, 30 60' LL_ 1" = 30' I ! I: ELE ,=23 7 I.LI ::E <[ z I.LI ,__________________________________________________.LL PREPARED BY J. LOGUE CHECKED BY J. O'BRIEN __ FINAL CHECK BY ___ D._S_OVE_Y  CITY OF TROY MAP NO. 20 East Industrial Parkway ACQUISITION MAP PARCEL NO. 20 Extension PIN 1 754.59 SHEET 2 OF 2 SHEETS All that piece or parcel of property hereinafter designated as Parcel No. 20, situate in the City of Troy, County of Rensselaer, State of New York, as shown on the accompanying map and described as follows: Parcel No. 20 Beginning at a point on the easterly boundary line of East Industrial Parkway at its intersection with the northerly boundary line of Main Street, said point being 39! feet distant easterly measured at right angles from Station 10+47! of the hereinafter described survey baseline for the East Industrial Parkway Extension Project: thence northerly along said easterly boundary line of East Industrial Parkway the following three (3) directions and distances 1) northerly, 29! feet to point 40! feet distant easterly measured at right angles from Station 10+76! of said baseline, 2) westerly, 3! feet to point 38! feet distant easterly measured at right angles from Station 10+76! of said baseline, and 3) northerly, 28! feet to a point on the division line between the property of Rensselaer County (reputed owner) on the north and the property of Troy Local Development Corporation (reputed owner) on the south, said point being 39! feet distant easterly measured at right angles from Station 11+04! of said baseline; thence easterly, along said division line, 18! feet to a point 56! feet distant easterly measured at right angles from Station 11+03! of said baseline: thence through the property of Troy Local Development Corporation (reputed owner) the following two (2) courses and distances: 1 l S 05 ° 07'30" W, 49! feet to a point 54.14 feet distant easterly measured at right angles from Station 10+54.10 of said baseline, and 2) S 84 ° 52'18" E, 21! feet to a point on the northerly boundary line of Main Street, said point being 76! feet distant easterly measured at right angles from Station 10+53! of said baseline; thence southerly and westerly along the westerly and northerly boundary lines of Main Street the following two (2) directions and distances: 1) southerly, 8! feet to a point 75! feet distant easterly measured at right angles from Station 10+46! of said baseline, and 2) westerly, 37! feet to the point of beginning, being 1,073 square feet or 0.025 acres of land, more or less. The above mentioned survey baseline is a portion of the 2017 survey baseline for the East Industrial Parkway Extension Project and is described as follows: Beginning at Station 10+00.00; thence North 2 ° 33'33" East to Station 13+11.87. D R AF T "Unauthorized alteration of a survey map bearing a licensed land surveyor's seal is a violation of the New York State Education Law." I hereby certify that this map was prepared in accordance with current NYSD0T policies, standards and procedures. Date 20 CREIGHTON MANNING ENGINEERING, LLP Donald G. Sovey Land Surveyor P.L.S. License No. 050078 CITY OF TROY DESCRIPTION AND MAP FOR ACQUISITION OF PROPERTY EAST INDUSTRIAL PARKWAY TROY LOCAL MAP NO. 20 DEVELOPMENT CORPORATION AREA - 1,073± S.F. OR 0.025± AC. PARCEL NO. 20 ( REPUTED OWNER ) = UJ LL PREPARED BY J. LOGUE CHECKED BY J. O'BRIEN FINAL CHECK BY D. SOVEY  EXHIBIT B PARCEL D R T AF 6  CITY OF TROY MAP NO. 120 East Industrial Parkway ACQUISITION MAP PARCEL NO. 120 Extension PIN 1754.59 SHEET 1 OF 2 SHEETS TROY LOCAL PARCEL SUMMARY: Parcel Locator Point: DEVELOPMENT CORPORATION Type: TEMPORARY EASEMENT Parcel No. 120: ( REPUTED OWNER ) N: 1412776.9255 Portion of 2018 Tax E: 707253.6481 CC: BOOK 3752, PAGE 264 Map Ref. No. 111.59-2-3 City of Troy County of Rensselaer State of New York GRID NORTH TROY LOCAL DEVELOPMENT CORPORATION (REPUTED OWNERJ D T.E. AREA = 1,527 ± SJ. OR 0.035± AC. R AF T Ii V) 0 LO 0 ± r_-:; MAIN STREET -- .. /NI, COR. El£C. TRANS. ,;,_ c:, 30 60' LL_ 1" = 30' I ! I: ELE ,=23 7 I.LI ::E <[ z I.LI ,___________________________________________________,LL PREPARED BY J. LOGUE CHECKED BY J, O'BRIEN __ FINAL CHECK BY ___ D._S_OVE_Y  CITY OF TROY MAP NO. 120 East Industrial Parkway ACQUISITION MAP PARCEL NO. 120 Extension PIN 1 754.59 SHEET 2 OF 2 SHEETS TEMPORARY EASEMENT FOR REMOVING OR RAZING BUILDINGS AND IMPROVEMENTS A temporary easement to be exercised in, on and over the property delineated above for the purpose of removing or razing all or a portion of certain buildings and/or improvements located on such property, ALSO, for the implementation of which absolute title is herewith simultaneously to be acquired to the structures or portions thereof, above referred to, lying within said property, and to any material salvaged there from; for use and exercisable during the construction or reconstruction of the herein designated highway and terminating upon the approval of the completed work, unless sooner terminated if deemed no longer necessary for highway purposes, and released by the Mayor of Troy or other authorized representative acting for The City of Troy, or its assigns, Such easement shall be exercised in and to all that piece or parcel or property hereinafter designated as Parcel No. 120 as shown on the accompanying map and described as follows: All that piece or parcel of property hereinafter designated as Parcel No. 120, situate in the City of Troy, County of Rensselaer, State of New York, as shown on the accompanying map and described as follows: Parcel No. 120 Beginning at a point on the division line between the property of Rensselaer County (reputed owner) on the north and west and the property of Troy Local Development Corporation (reputed owner) on the south and east, said point being 56! feet distant easterly measured at right angles from Station 11+03! of the hereinafter described survey baseline for the East Industrial Parkway Extension Project; thence through the property of Troy Local Development Corporation (reputed owner) the following two (2l courses and distances: ll, S 84 ° 41'36" E, 32! feet to a point 87.85 feet distant easterly measured at right angles from Station 11+01.16 of said baseline, and 2l S 05 ° 27'16" W, 49! feet to a point on the northerly boundary line of Main Street, said point being 85! feet distant easterly measured at right angles from Station 10+53! of said baseline; thence westerly along the northerly boundary line of Main Street and through the property of Troy Local Development Corporation (reputed owner) the following two (2) courses and distances: 1l, N 84 ° 52'18" E , 31! feet to a point 54.14 feet distant easterly measured at right angles from Station 10+54.10 of said baseline, and 2l N 05 ° 07'30" E, 49! feet to the point of beginning, being 1,527 square feet or 0.035 acres of land, more or less. RESERVING, however, to the owner of any right, title or interest in and to the property above delineated, and D such owner's successors or assigns, the right of access and the right of using said property and such use shall not be further limited or restricted under this easement beyond that which is necessary to effectuate its purposes for, and as established by, the construction or reconstruction and as so constructed or reconstructed, the maintenance, of the herein identified project. The above mentioned survey baseline is a portion of the 2017 survey baseline for the East Industrial Parkway R Extension Project and is described as follows: Beginning at Station 10+00.00; thence North 2 ° 33'33" East to Station 13+11.87. AF T "Unauthorized alteration of a survey map bearing a licensed land surveyor's seal is a violation of the New York State Education Law." I hereby certify that this map was prepared in accordance with current NYSDOT policies, standards and procedures. Date 20 CREIGHTON MANNING ENGINEERING, LLP Donald G. Sovey Land Surveyor P.L.S. License No. 050078 CITY OF TROY DESCRIPTION AND MAP FOR ACQUISITION OF PROPERTY EAST INDUSTRIAL PARKWAY TROY LOCAL MAP NO. 120 DEVELOPMENT CORPORATION AREA - 1,527± S.F. OR 0.035± AC. PARCEL NO. 120 ( REPUTED OWNER ) = UJ LL PREPARED BY J, LOGUE CHECKED BY J, O'BRIEN FINAL CHECK BY D. SOVEY  TROY LOCAL DEVELOPMENT CORPORATION NOTICE OF PROPERTY DISPOSITION March 15, 2019 Pursuant to and in accordance with Sections 2897(7)(b) and (c) of the Public Authorities Law (“PAL”), the Troy Local Development Corporation (the “Corporation”) has prepared the following information for the Corporation’s board and the public: TRANSACTION & PURPOSE In furtherance of its mission and statutory purposes of, among other things, promoting additional employment and encouraging the development of an industry within the City of Troy, the Troy Local Development Corporation (the “Corporation”) owns real property in fee title located at 3000 Main Street, Troy, New York consisting of approximately 1.53 acres of land and related improvements (the “Property”, being commonly referred to as the “Alamo” and historically utilized by the City of Troy for general governmental purposes). In connection with D the expansion of the Industrial Parkway road (the “Project”) adjacent to the Property, the City of Troy (the “City”) has requested the Corporation’s approval for (i) the donation of a temporary easement relating to approximately 1,527 square feet of the Property, as described and depicted within Exhibit A, hereto (the “Easement”); and (ii) the donation of fee title to approximately R 1,073 square feet of the Property, as described and depicted within Exhibit B, hereto (the “Parcel”), the foregoing being collectively referred to herein as the “Disposition”. As part of the Project, and in exchange for the Disposition, the City has offered to undertake the demolition, abatement and removal of certain portions of the improvements located within the Easement area T and Parcel (the “Demolition”), such portion of the improvements being deemed dilapidated and AF unsafe. Description of Asset: 1,073 square feet of the Property, as described and depicted within Exhibit B Value of the Asset: Entire 1.53 acre parcel is assessed for $115,000. .025 acre portion to be transferred comprises approximately $1,879.08 of total value. Kind and Amount of Benefit to the Public: Completion of the Project and the undertaking of the Demolition. Value Received Compared to FMV: While the Corporation will not be paid cash for the Disposition, the avoidance of significant costs will be realized by the City’s undertaking of the Demolition. 7 Names of Private Parties to the Transaction and Value Received: No private parties involved City of Troy, New York, as Donee and obligated party for Demolition Names of Private Parties that have made an Offer, the Value of the Offer, and Purpose which the asset would have been used: No other private parties have made an offer on the property. Any Questions or comments may be directed to the undersigned at (518) 279-7166. Sincerely, D Steven Strichman Executive Director R T AF 8 May 28, 2019 Via email to: Steven Strichman Commissioner of Planning and Economic Development City of Troy, NY 433 River St. Suite 5001 Troy, New York 12180 RE: PROPOSAL TO PROVIDE SEQUENTIAL FEASIBILITY GUIDANCE: UTILIZING NYSERDA & OTHER PROGRAMS TO IMPLEMENT UTILITY GEOTHERMAL EXCHANGE INFRASTRUCTURE AS AN ENERGY SOURCE AND SINK FOR HEATING AND COOLING Dear Steven, Egg Geo, LLC is responding to your request to provide a sequential guidance & study toward engineering a centralized geothermal exchange system that would take advantage of the thermal capacity of surface water and other infrastructure to heat and cool the Monument Square project to be installed in the City of Troy. The project scope for this study will include One Monument Square. The City’s Planning Department shared the concept as a mixed-use project; an all season civic plaza that includes two levels of parking with an open-air public space that is open to River Street and Monument Square. It features expansive views of the Hudson River and a staircase connection through a series of outdoor spaces down to William D. Chamberlain Riverfront Park. Egg Geo will provide guidance toward development of a “community thermal utility” that would be able to supply all of the heat exchange through and ambient geothermal main to the buildings. The City would be able to assess a service charge for energy (BTUs) moved back and forth between structures and systems set forth by the master planners. The thought process here is to anticipate & provide forethought as to the mechanical design parameters that will go in as city thermal infrastructure, providing the proper pipe and connections that will allow the master planned [river front] community to take advantage of these thermal advantage services. This will necessitate the City’s role as an energy utility, and would enable the city to charge for BTUs passing in and out of the various buildings, allowing these to be metered and charged according to usage. PROPOSAL TO PROVIDE SEQUENTIAL FEASIBILITY GUIDANCE: UTILIZING NYSERDA & OTHER PROGRAMS TO IMPLEMENT UTILITY GEOTHERMAL EXCHANGE INFRASTRUCTURE AS AN ENERGY SOURCE AND SINK FOR HEATING AND COOLING 1 The focus of this program for the City of Troy to take advantage of thermal resources within Monument Square, sharing energy with any and all heating and cooling systems within the subject area. By doing this, the community may be able to share 50% to 90% of its HVAC energy, depending on the energy habits of the community. The “community thermal utility” will be able to charge for BTUs moved back and forth between structures and systems set forth by the master planners. The preceding figure (Albany data) illustrates that between 50% and 90% of the energy can be shared at various times. The shoulders of the image indicate the imbalance and both the heating and cooling modes that could be handled by supplementary systems (such as geothermal exchange or other sources) on site. The “community thermal utility” would be able to charge for BTUs moved back and forth between structures and systems set forth by the City planners & engineers. Owner Deliverables ● Provide a primary point of contact for Egg Geo at the City of Troy ● Provide mechanical layout and plans for the project identified ● Aid in obtaining available information pertaining to the type(s) and intent of mechanical systems that will be used, or are in use by consumers ● Master plan of MEP (mechanical, electrical and plumbing) systems that shows building design service connections and layout; PROPOSAL TO PROVIDE SEQUENTIAL FEASIBILITY GUIDANCE: UTILIZING NYSERDA & OTHER PROGRAMS TO IMPLEMENT UTILITY GEOTHERMAL EXCHANGE INFRASTRUCTURE AS AN ENERGY SOURCE AND SINK FOR HEATING AND COOLING 2 Tasks and Assignments 1. Engage NYSERDA’s Flexible Technical Assistance (FlexTech) Program to help fund an energy study of Monument Square to help identify and evaluate opportunities to reduce energy costs and incorporate clean energy into Troy’s capital planning. The FlexTech program shares the cost to produce an objective, site-specific, and targeted study on how best to implement clean energy and/or energy efficiency technologies. 2. Determine the maximum reasonable heating and cooling loads for thermal exchange that would be placed on the geothermal exchange infrastructure service by the consumer loads serviced. 3. Provide and estimated value of NYSERDA Ground Source Heat Pump Rebates available based on the expected loads 4. Compare thermal load figures with the maximum allowable thermal bandwidth (safe temperature variation), and determine and the necessary nominal flow rate for the ambient geothermal main. 5. Work with Troy’s engineering team to determine the most reasonable and likely locations for thermal exchange taps distribution to Monument Square along the water-front 6. Provide a tiered likelihood of various services (i.e.: heating, air conditioning, refrigeration, etc.) that could be integrated into the utility systems to take advantage of thermal exchange. 7. Provide suggestions for “Needs + 1” protocols, such as additional heat sources and heat sinks that may be implemented to handle thermal imbalance. 8. Provide an estimated maximum price for the centralized geothermal exchange system that would take advantage of the thermal capacity of the new water main 9. Identify other potential exchange mediums that may be suitable presently or in the future for infrastructure thermal exchange, such as: ○ rainwater (rain caught from the roof or other direct methods of rain capture), PROPOSAL TO PROVIDE SEQUENTIAL FEASIBILITY GUIDANCE: UTILIZING NYSERDA & OTHER PROGRAMS TO IMPLEMENT UTILITY GEOTHERMAL EXCHANGE INFRASTRUCTURE AS AN ENERGY SOURCE AND SINK FOR HEATING AND COOLING 3  ○ storm water (rainwater that has reached the ground or other hard surfaces on the ground like roads, ovals, paddocks) ○ irrigation & run-off (from sprinkler drainage, overspray & driveways) ○ greywater (from the bath, shower, basin and maybe the kitchen) ○ wastewater (sewage) ○ treated effluent (from a sewage treatment plant) The end result of this feasibility study will be to understand the steps and cost needed to move forward on this project. The next steps would include a full feasibility study, preparation of engineered drawings to be submitted for consideration for construction. The project would then be placed for bidding, and a contractor selected. EggGeo will continue as the engineer of record (for thermal energy recovery systems) for through all stages of the project to integrate the centralized geothermal exchange system that would take advantage of the thermal capacity of the new water main. In summary, the ideal finished product would be master planned project that uses load capacity coming from infrastructure installed and pre-engineered to handle the thermal loads of the consumers serviced. Waste heat produced/consumed from cooling/heating operations will be shared between buildings on the circuit. The goal and essence of a sustainable project is to utilize and share energy effectively (thermal advantage load sharing). Next steps include engagement in the NYSERDA “REVitalize”. This program helps community-based organizations (CBOs) plan for, develop, and implement clean energy projects for the areas they serve. These community-scale clean energy projects can include community solar and district ambient geothermal projects such as the waterfront in the City of Troy. PROPOSAL TO PROVIDE SEQUENTIAL FEASIBILITY GUIDANCE: UTILIZING NYSERDA & OTHER PROGRAMS TO IMPLEMENT UTILITY GEOTHERMAL EXCHANGE INFRASTRUCTURE AS AN ENERGY SOURCE AND SINK FOR HEATING AND COOLING 4  Proposed Initial Costs It is estimated that this high level feasibility study will require between 80 and 160 hours of professional efforts at a cost between $20,000 and $36,000. The project consultation fees will be charged against a retainer. At this time, a budget of (estimated budget costs) is identified at $20,000 at the base. A retainer requested. Travel Time and expenses will be charged at a cost plus 10% rate. Time cards and project reporting will be submitted in a timely fashion. Egg Geo uses various experts from time to time which include other MEP firms and environmental assessment entities. Partner hours will be charged with an additional 10% OH&P. Egg Geo will notify you for increased funding needs (as necessary) as the project moves forward. Please review this proposal. We can begin immediately upon receipt of a purchase order. If you should have any questions or require additional information, please feel free to contact our office. Sincerely, Egg Geo, LLC 2860 Scherer Drive North St. Petersburg, FL 33716 Cc: Mktg File EggGeo_Troy_Geo_Prop_20190429 Approved by: For City of Troy, NY PROPOSAL TO PROVIDE SEQUENTIAL FEASIBILITY GUIDANCE: UTILIZING NYSERDA & OTHER PROGRAMS TO IMPLEMENT UTILITY GEOTHERMAL EXCHANGE INFRASTRUCTURE AS AN ENERGY SOURCE AND SINK FOR HEATING AND COOLING 5