nys urban development corporation meeting 37th floor ...department of financial services present for...

NYS Urban Development Corporation Meeting 37th Floor Conference

Thursday, 5/16/2019 9:30 - 11:30 AM ET

I. Corporate Action

A. Approval of the Minutes of the April 18, 2019 Directors' Meeting041819 Draft ESD Minutes - Page 3

Reports - Oral

A. President's Report

B. Loans and Grants - Summary of Projects

II. Projects

A. Alfred (Western New Region – Allegany County) – Village of Alfred Smart Growth Capital – Buffalo Regional Innovation Cluster (Capital Grant)

Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions; Determination of No Significant Effect on the Environment Village of Alfred Smart Growth Capital - Page 53

B. Buffalo (Western New Region – Erie County) – PUSH Buffalo Capital and Working Capital – Buffalo Regional Innovation Cluster (Capital and Working Capital Grant)

Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions; Determination of No Significant Effect on the Environment

PUSH Buffalo Capital and Working Capital - Page 64

C. Regional Council Award – Priority Project - Utica (Mohawk Valley Region – Oneida County) – Compassion Coalition Capital – Regional Council Capital Fund (Capital Grant)

Findings and Determinations Pursuant to Section10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make Grants and to Take Related Actions; Determination of No Significant Effect on the Environment

Compassion Coalition Capital - Page 75 Compassion Coalition Capital Photographs - Page 85

D. Regional Council Award - Utica (Mohawk Valley Region - Oneida County) – Doyle Hardware Building Capital – Regional Council Capital Fund (Capital Grant)

Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions; Determination of No Significant Effect on the Environment

Doyle Hardware Building Capital - Page 88

E. Rochester (Finger Lakes Region – Monroe County) – Kodak Alaris Capital – Upstate Revitalization Initiative (Capital Grant)

Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions

Kodak Alaris Capital - Page 98

F. Albany (Capital Region – Albany County) – Liberty Park Mixed Use Development Capital – Upstate Revitalization Initiative (Capital Grant)

Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the

Master Page # 1 of 146 - NYS Urban Development Corporation Meeting 5/16/2019________________________________________________________________________________

Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions; Determination of No Significant Effect on the Environment Liberty Park Mixed Use Development Capital - Page 109Liberty Park Mixed Use Development Capital Photographs - Page 121

G. Market NY Grant Program – Market New York (Capital Grant)

Findings and Determinations Pursuant to Section 10 (g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions; Determination of No Significant Effect on the Environment

Market New York Program

A. Fort Ticonderoga Marketing Working Capital – Fort Ticonderoga Association (Various Counties) - $300,000)

Market NY Grant Program - Page 123

III. New York Ventures

A. New York State Innovation Venture Capital Fund (“NYSIVCF”) Authorization of an Investment of NYSIVCF Funds in Loliware, Inc. NYSIVCF - Loliware, Inc - Page 132

B. New York State Innovation Venture Capital Fund (“NYSIVCF”)

Authorization of an Investment of NYSIVCF Funds in SomaDetect, Inc.NYSIVCF - SomaDetect, Inc - Page 137

IV. Administrative Action

A. Contract for Consulting Services

Authorization to Enter into an Amended Contract for Consultant Services Relating to the Norsk Titanium Project; and Authorization to Take Related Actions Consulting Services Contract-Aubertine - Page 143


DRAFT – SUBJECT TO REVIEW AND REVISION

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NEW YORK STATE URBAN DEVELOPMENT CORPORATIONd/b/a Empire State DevelopmentMeeting of the DirectorsNew York City Regional Office633 Third Avenue37th Floor Conference RoomNew York, New York 10017

April 18, 2019

MINUTES

In Attendance Cesar Perales, Acting Chair Directors: Robert Dyson

Hilda Rosario EscherEric GertlerShirin Emami – Designee – Acting Superintendent of the Department of Financial Services

Present for ESD: Samantha Baldock, Director – Regional InitiativesSimone Bethune, Project ManagerJonathan Beyer, Senior CounselMomo Bi, Director – NYS Innovation Venture Capital FundDouglas Bressette, TreasurerMaria Cassidy, Deputy General CounselLondon Cruz, Paralegal and Assistant Corporate SecretaryElizabeth Fine, Executive Vice President – Legal and General CounselSteve Gold, Vice President – Industry DevelopmentEd Hamilton, Executive Vice President & Senior Deputy Commissioner - AdministrationJolyon Handler, Vice President – Contract AdministrationKevin Hansen, Vice President – Strategy, Operations, & Policy Jonevan Hornsby, Assistant Vice President – Portfolio ManagementElaine A. Kloss, Chief Financial OfficerEdwin Lee, Senior Vice President – Economic IncentivesGlendon McLeary, Vice President – Economic Incentives- Discretionary ProgramsKathleen Mize, Deputy Chief Financial Officer and ControllerRichard Newman, Executive Vice President & Chief of Staff



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Ruben Rahman, Excelsior Service FellowDebbie Royce, Corporate SecretaryLennox Ruiz, Vice President – Global NYValerie White, Director of Minority and Women-owned Business DivisionKevin Younis, Chief Operating Officer and Executive Deputy Commissioner

Also Present: Kelly Baquerizo, Market New York ProgramClayton Besch, Director – NYS Innovation Venture Capital FundVincent Esposito, Director – Finger Lakes Regional OfficeJames Fayle, Director – Central New York Regional OfficeDonna Howell, Director – Southern Tier Regional OfficeAmanda Mays, Director – Western New York Regional OfficeAllison Nowak – Mohawk Valley Regional Office

Also Present: The Press

The PublicDr. Kevin Tracey, President & CEO – Feinstein Institute for Medical Research at Northwell Health (via telephone)

The meeting of the Directors of the New York State Urban Development Corporation

(“UDC”) d/b/a Empire State Development (“ESD” or the “Corporation”) was called to order at

9:33 a.m. by Acting Chair Perales. It was noted for the record that the time and place of the

meeting had been given in compliance with the New York State Open Meetings Law.

Next, the Acting Chair set forth the guidelines regarding comments by the public on

matters on the Agenda as well as with regard to any conflicts of interest the Directors may have

regarding items on the Agenda.

Acting Chair Perales then called for a motion to approve the Minutes of the March 28,



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2019 Directors’ meeting. There being no additions, changes or corrections, upon motion duly

made and seconded, the following resolution was unanimously adopted:

APPROVAL OF MINUTES AND RATIFICATION OF ACTIONS TAKEN AT THE MARCH 28, 2019 MEETING OF THE DIRECTORS OF THE NEW YORK STATE URBAN DEVELOPMENT CORPORATION

RESOLVED, that the Minutes of the meeting of the Corporation held on March 28, 2019, as presented to this meeting, are hereby approved and all actions taken by the Directors present at such meeting as set forth in such Minutes, are hereby in all respects ratified and approved as actions of the Corporation.

* * *

The Acting Chair then asked Glendon McLeary to present a summary of the project

items on the Agenda. Acting Chair Perales explained that following this brief presentation, he

would call upon the individual Regional Directors or their representatives to present the

projects from their region.

Mr. McLeary noted that the Directors will be asked to consider 15 projects totaling

$46,332,759 in grants, which include one Buffalo Billion award, 13 Regional Council awards and

five Discretionary awards.

Mr. McLeary further explained that these projects will take place across various New

York State regions, and will leverage over $351 million of additional investment, retain 2,525

jobs and create 738 jobs in the State.



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Acting Chair Perales then called on Amanda Mays, Director of ESD’s Western New York

Regional Office to present the next item on the Agenda for the Directors’ consideration.

Ms. Mays explained that the Directors were being asked to approve a Buffalo Regional

Innovation Cluster Fund grant in the amount of $2.5 million to the Village of Fredonia in

Chautauqua County.

Ms. Mays further explained that the grant will be used for smart growth enhancements

to its central business district, which will include a place making initiative that will improve the

central business district surrounding Barker Commons.

Ms. Mays noted that Barker Commons previously received a Regional Council Capital

Fund Award through the Consolidated Funding Application process.

Ms. Mays also noted that funding will aid a new phase of improvements to the 1891

Opera House that will address interior and exterior issues in the historic building, improving the

structure and its status as a driver for tourism and culture in the Village and region.

Lastly, Ms. Mays noted that the Directors were being asked to make a determination of

no significant effect on the environment pursuant to the State Environmental Quality Review

Act.



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Following the full presentation, the Acting Chair called for questions or comments.

Hearing none, and upon motion duly made and seconded, the following resolution was

unanimously adopted:

Fredonia (Western New York Region - Chautauqua County) – Village of Fredonia Smart Growth Capital – Buffalo Regional Innovation Cluster (Capital Grant) – Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation, relating to the Village of Fredonia Smart Growth Capital – Buffalo Regional Innovation Cluster (Capital Grant) Project (the “Project”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project area; and be it further

RESOLVED, that the Corporation does hereby adopt, subject to the requirements of Section 16(2) of the Act, the proposed General Project Plan (the “Plan”) for the Project submitted to this meeting, together with such changes therein as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, a copy of which Plan, together with such changes, is hereby ordered filed with the records of the Corporation; and be it further

RESOLVED, that upon written finding of the President and Chief Executive Officer of the Corporation or his designee(s) that no substantive negative testimony or comment has been received at the public hearing held on the Plan, such Plan shall be effective at the conclusion of such hearing, and that upon such written finding being made, President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized to make to the Village of Fredonia a grant for a total amount not to exceed Two Million Five Hundred Thousand Dollars ($2,500,000) from the Buffalo Regional Innovation Cluster Fund, for the purposes, and substantially on the terms and conditions, set forth in the materials presented to this meeting, with such changes as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, subject to the availability of funds and the approval of the State Division of the Budget; and be it further

RESOLVED, that the President and Chief Executive Officer or his designee(s) be, subsequent to the making of the grant, and each of them hereby is, authorized to take such actions and make such modifications to the terms of the grant as he or she may deem necessary or appropriate in the administration of the grant; and be it further



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RESOLVED, that the provision of ESD financial assistance is expressly contingent upon: (1) the approval of the Public Authorities Control Board, if applicable, and (2) receipt of all other necessary approvals; and be it further

RESOLVED, that the President and Chief Executive Officer or his designee(s) be, and each of them hereby is, authorized in the name and on behalf of the Corporation to execute and deliver any and all documents and to take all actions as he or she may in his or her sole discretion consider to be necessary or proper to effectuate the foregoing resolutions.

* * *

Fredonia (Western New York Region - Chautauqua County) – Village of Fredonia Smart Growth Capital – Buffalo Regional Innovation Cluster (Capital Grant) – Determination of No Significant Effect on the Environment

RESOLVED, that based on the material submitted to the Directors with respect to the Village of Fredonia Smart Growth Capital Project, the Corporation hereby determines that the proposed action will not have a significant effect on the environment.

* * *

The Acting Chair then called on James Fayle, Director of ESD’s Central New York

Regional Office to present the next two items on the Agenda for the Directors’ consideration.

The first project Mr. Fayle presented, involved an Upstate Revitalization Initiative grant

and a Regional Council Capital Fund grant in the total amount of $600,000 to TCGplayers, Inc.

Mr. Fayle explained that the grants were used to renovate and equip a 44,500 square-

foot new global headquarters for the company.

Mr. Fayle further explained that the project is scheduled to be completed in September



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2019 and will create 269 jobs, of which 203 have already been created.

The second project Mr. Fayle presented, involved a Regional Council Capital Fund grant

and an Upstate Revitalization grant in the total amount of $1 million to Housing Division

Consultants, Inc. to be used to fund a portion of the Crescent Commons Main Street project.

Mr. Fayle explained that the grant will be used to renovate a 144,000 square-foot

historic building in downtown Cortland for mixed-use purposes.

Mr. Fayle further explained that two-thirds of the building will be used for commercial

purposes and the remaining third will be used for residential, which will include both market

rate and low income housing.

Following the full presentation of both projects, the Acting Chair called for questions or

comments. Director Gertler asked if TCGplayer considered Georgia as a possible location.

Mr. Fayle explained that TCGplayer has a small presence in Georgia and considered this

as a possible location when the company began looking to expand.

The Acting Chair then called for any further questions or comments. Hearing none, and

upon motion duly made and seconded, the following resolutions were unanimously adopted:

Regional Council Award – Syracuse (Central Region – Onondaga County) – TCGplayer



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Facility and Equipment Capital – Upstate Revitalization Initiative and Regional Council Capital Fund (Capital Grants) – Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation, relating to the TCGplayer Facility and Equipment Capital -- Upstate Revitalization Initiative and Regional Council Capital Fund (Capital Grants) Project (the “Project”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project area; and be it further


RESOLVED, that upon written finding of the President and Chief Executive Officer of the Corporation or his designee(s) that no substantive negative testimony or comment has been received at the public hearing held on the Plan, such Plan shall be effective at the conclusion of such hearing, and that upon such written finding being made, the President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized to make to TCGplayer, Inc. grants for a total amount not to exceed Six Hundred Thousand Dollars ($600,000) from the Upstate Revitalization Initiative and Regional Council Capital Fund, for the purposes, and substantially on the terms and conditions, set forth in the materials presented to this meeting, with such changes as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, subject to the availability of funds and the approval of the State Division of the Budget; and be it further

RESOLVED, that the President and Chief Executive Officer of the Corporation or his designee(s) be, subsequent to the making of the grant, and each of them hereby is, authorized to take such actions and make such modifications to the terms of the grant as he or she may deem necessary or appropriate in the administration of the grant; and be it further





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* * *

Regional Council Award - Cortland (Central New York Region – Cortland County) – Crescent Commons Main Street Capital – Regional Council Capital Fund Capital and Upstate Revitalization Initiative (Capital Grants) – Findings and Determinations Pursuant to Sections 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make Grants and to Take Related Actions

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation, relating to the Crescent Commons Main Street Capital -- Regional Council Capital Fund and Upstate Revitalization Initiative (Capital Grants) Project (the “Project”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project area; and be it further


RESOLVED, that upon written finding of the President and Chief Executive Officer of the Corporation or his designee(s) that no substantive negative testimony or comment has been received at the public hearing held on the Plan, such Plan shall be effective at the conclusion of such hearing, and that upon such written finding being made, President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized to make to Housing Visions Consultants, Inc. grants for a total amount not to exceed One Million Dollars ($1,000,000) from the Regional Council Capital Fund and Upstate Revitalization Initiative, for the purposes, and substantially on the terms and conditions, set forth in the materials presented to this meeting, with such changes as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, subject to the availability of funds and the approval of the State Division of the Budget; and be it further





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* * *

Regional Council Award - Cortland (Central New York Region – Cortland County) – Crescent Commons Main Street Capital – Regional Council Capital Fund and Upstate Revitalization Initiative (Capital Grants) – Determination of No Significant Effect on the Environment

RESOLVED, that based on the material submitted to the Directors with respect to the Crescent Commons Main Street Capital Project, the Corporation hereby determines that the proposed action will not have a significant effect on the environment.

* * *

Acting Chair Perales then called on Allison Nowak, from ESD’s Mohawk Valley Regional

Office to present the next two items on the Agenda for the Directors’ consideration.

The first project Ms. Nowak presented, involved a Regional Council Capital Fund grant

in the amount of $1.2 million to Century Linen & Uniform, Inc.

Ms. Nowak explained that the grant will be used for a portion of the cost of the

purchase of machinery and equipment.

The second project Ms. Nowak presented, involved a Regional Council Capital Fund

grant in the amount of $680,000 to JBF Stainless, LLC.



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Ms. Nowak explained that the grant will be used for a portion of the cost of constructing

and relocating to a new 38,750 square-foot manufacturing facility.

Ms. Nowak noted that JBF Stainless pledged to retain 27 jobs and create 10 new jobs,

and further noted that the company has already surpassed their job commitment by creating

13 new jobs.

Lastly, Ms. Nowak noted that the total budget for this project is $3,820,680 and that the

project was completed in February 2019.

Following the full presentation of both projects, the Acting Chair called for questions or

comments. Hearing none, and upon motion duly made and seconded, the following resolution

was unanimously adopted:

Regional Council Award – Gloversville (Mohawk Valley Region – Fulton County) – Century Linen & Uniform Capital – Regional Council Capital Fund (Capital Grant) – Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation, relating to the Century Linen & Uniform Capital -- Regional Council Capital Fund (Capital Grant) Project (the “Project”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project area; and be it further

RESOLVED, that the Corporation does hereby adopt, subject to the requirements of Section



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16(2) of the Act, the proposed General Project Plan (the “Plan”) for the Project submitted to this meeting, together with such changes therein as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, a copy of which Plan, together with such changes, is hereby ordered filed with the records of the Corporation; and be it further

RESOLVED, that upon written finding of the President and Chief Executive Officer of the Corporation or his designee(s) that no substantive negative testimony or comment has been received at the public hearing held on the Plan, such Plan shall be effective at the conclusion of such hearing, and that upon such written finding being made, the President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized to make to Century Linen & Uniform, Inc. a grant for a total amount not to exceed One Million Two Hundred Thousand Dollars ($1,200,000) from the Regional Council Capital Fund, for the purposes, and substantially on the terms and conditions, set forth in the materials presented to this meeting, with such changes as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, subject to the availability of funds and the approval of the State Division of the Budget; and be it further




* * *

Regional Council Award – Frankfort (Mohawk Valley Region – Herkimer County) – JBF Stainless Capital – Regional Council Capital Fund (Capital Grant) – Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation, relating to the JBF Stainless Capital -- Regional Council Capital Fund - RC7 Capital Project (the “Project”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban Development Corporation Act of 1968, as



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amended (the “Act”), that there are no families or individuals to be displaced from the project area; and be it further


RESOLVED, that upon written finding of the President and Chief Executive Officer of the Corporation or his designee(s) that no substantive negative testimony or comment has been received at the public hearing held on the Plan, such Plan shall be effective at the conclusion of such hearing, and that upon such written finding being made, the President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized to make to JBF Stainless LLC a grant for a total amount not to exceed Six Hundred Eighty Thousand Dollars ($680,000) from the Regional Council Capital Fund - RC7, for the purposes, and substantially on the terms and conditions, set forth in the materials presented to this meeting, with such changes as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, subject to the availability of funds and the approval of the State Division of the Budget; and be it further




* * *

Regional Council Award – Frankfort (Mohawk Valley Region – Herkimer County) – JBF Stainless Capital – Regional Council Capital Fund (Capital Grant) – Determination of No Significant Effect on the Environment

RESOLVED, that based on the material submitted to the Directors with respect to the JBF Stainless Capital Project, the Corporation hereby determines that the proposed action will not have a significant effect on the environment.



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* * *

The Acting Chair then called on Donna Howell, the Director of ESD’s Southern Tier

Regional Office to present the next item on the Agenda for the Directors’ consideration.

Ms. Howell explained that the Directors were being asked to approve a Downtown

Revitalization Initiative (“DRI”) grant in the amount of $1.5 million to the Village of Watkins

Glen as part of their $10 million DRI award.

Ms. Howell further explained that the grant will be used for street lights that are

consistent with the historical character of the Village, located on Cayuga Lake, and will be

installed this summer in advance of upcoming highly attended events.




Watkins Glen (Southern Tier Region – Schuyler County) – Franklin Street Lighting DRI Capital – Downtown Revitalization Initiative (Capital Grant) – Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation, relating to the Franklin Street Lighting DRI Capital -- Downtown Revitalization Initiative (Capital Grant) Project (the “Project”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban



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Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project area; and be it further


RESOLVED, that upon written finding of the President and Chief Executive Officer of the Corporation or his designee(s) that no substantive negative testimony or comment has been received at the public hearing held on the Plan, such Plan shall be effective at the conclusion of such hearing, and that upon such written finding being made, President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized to make to Village of Watkins Glen a grant for a total amount not to exceed One Million Five Hundred Thousand Dollars ($1,500,000) from the Downtown Revitalization Initiative, for the purposes, and substantially on the terms and conditions, set forth in the materials presented to this meeting, with such changes as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, subject to the availability of funds and the approval of the State Division of the Budget; and be it further




* * *

Acting Chair Perales then called on Steve Gold to present an item from ESD’s Long Island

Region for the Directors’ consideration.



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Mr. Gold explained that the Directors were being asked to approve a JOBS Now

Program Capital grant in the amount of $13.3 million to Broadridge Financial Solutions, Inc. to

be used for a portion of the cost of renovations and the purchase of furniture, fixtures and

equipment of its facilities.

Mr. Gold further explained that Broadridge is a provider in investor communications and

technology-driven solutions for broker, dealers, banks, mutual funds and corporate issuers

globally.

Mr. Gold also noted that since the project commenced, nearly 120 of the projected 300

new jobs have been created.


Director Gertler asked if Broadridge only provides the back office operations for financial

services or if they also do some of the trading themselves.

Mr. Gold explained that Broadridge only provides investor communications and services

for companies that trade.


upon motion duly made and seconded, the following resolution was unanimously adopted:

Edgewood (Long Island Region – Suffolk County) – Broadridge Financial Solutions Capital



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– JOBS Now Program (Capital Grant) – Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation, relating to the Broadridge Financial Solutions Capital -- JOBS Now Program (Capital Grant) Project (the “Project”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project area; and be it further


RESOLVED, that upon written finding of the President and Chief Executive Officer of the Corporation or his designee(s) that no substantive negative testimony or comment has been received at the public hearing held on the Plan, such Plan shall be effective at the conclusion of such hearing, and that upon such written finding being made, the President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized to make to Broadridge Financial Solutions, Inc. a grant for a total amount not to exceed Thirteen Million Three Hundred Fifteen Thousand Two Hundred and Fifty Nine Dollars ($13,315,259) from the JOBS Now Program, for the purposes, and substantially on the terms and conditions, set forth in the materials presented to this meeting, with such changes as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, subject to the availability of funds and the approval of the State Division of the Budget; and be it further






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* * *

Acting Chair Perales then called on Vincent Esposito, the Director of ESD’s Finger Lakes

Regional Office to present the next four items on the Agenda for the Directors’ consideration.

The first project Mr. Esposito presented, involved two grants to the Rochester Institute

of Technology (“RIT”) MAGIC Spell Studios. The first grant is a Regional Council Capital Fund

grant in the amount of $1.5 million and the second grant is a State Municipal Facilities Program

grant in the amount of $12 million.

Mr. Esposito explained that the grants will be used for a portion of the cost of design,

site prep and construction.

Mr. Esposito noted that the project cost was $21 million in total and was completed in

October 2018.

The second project Mr. Esposito presented involved two Regional Council Capital Fund

grants to Seneca County in the amount of $1.6 million.

Mr. Esposito explained that the grants will be used to upgrade the public sewer along

Route 318, which is the main commercial corridor, including both the Waterloo Premium

Outlets as well as industrial facilities along the corridor.



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Mr. Esposito noted that the total project cost was $8.2 million and will be completed in

June of 2019.

The third project Mr. Esposito presented, involved an Upstate Revitalization Initiative

grant in the amount of $7.5 million to the University of Rochester’s Data Science Consortium.

Mr. Esposito explained that the grant will be used to create and fund the Data Science

Consortium in partnership with the University of Rochester and founding partner, Harris

Corporation to develop artificial intelligence solutions to big data problems.

The last project Mr. Esposito presented, involved a Regional Council Capital Fund grant

in the amount of $450,000 to the University of Rochester to be used for renovations to

Messinger Hall located at the Eastman School of Music on the downtown Rochester Campus.

He noted that the project was completed in October 2018

Following the full presentations of all four projects, the Acting Chair called for questions

or comments.

A general conversation was had regarding the types of projects that ESD is seeing more

of recently.

The Acting Chair then called for any further questions or comments. Hearing none and



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upon motion duly made and seconded, the following resolutions were unanimously adopted:

Regional Council Award – Priority Project – Rochester (Finger Lakes Region – Monroe County) – RIT MAGIC Capital – Regional Council Capital Fund and State and Municipal Facilities Program (Capital Grants) – Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make Grants and to Take Related Actions

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation, relating to the RIT MAGIC Capital – Regional Council Capital Fund and State and Municipal Facilities Program (Capital Grants) Project (the “Project”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project area; and be it further


RESOLVED, that upon written finding of the President and Chief Executive Officer of the Corporation or his designee(s) that no substantive negative testimony or comment has been received at the public hearing held on the Plan, such Plan shall be effective at the conclusion of such hearing, and that upon such written finding being made, President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized to make to Rochester Institute of Technology grants for a total amount not to exceed Thirteen Million Five Hundred Thousand Dollars ($13,500,000) from the Regional Council Capital Fund and State and Municipal Facilities Program, for the purposes, and substantially on the terms and conditions, set forth in the materials presented to this meeting, with such changes as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, subject to the availability of funds and the approval of the State Division of the Budget; and be it further





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* * *

Regional Council Award – Priority Project – Rochester (Finger Lakes Region – Monroe County) – RIT MAGIC Capital – Regional Council Capital Fund and State and Municipal Facilities Program (Capital Grants) – Determination of No Significant Effect on the Environment

RESOLVED, that based on the material submitted to the Directors with respect to the RIT MAGIC Capital Project, the Corporation hereby determines that the proposed action will not have a significant effect on the environment.

* * *

Regional Council Award – Towns of Junis and Tyre (Finger Lake Region – Seneca County) – Seneca County Sewer Capital I & II – Regional Council Capital Fund (Capital Grants) – Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make Grants and to Take Related Actions

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation, relating to the Seneca County Sewer Capital I & II -- Regional Council Capital Fund (Capital Grants) Project (the “Project”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project area; and be it further


RESOLVED, that upon written finding of the President and Chief Executive Officer of the



22

Corporation or his designee(s) that no substantive negative testimony or comment has been received at the public hearing held on the Plan, such Plan shall be effective at the conclusion of such hearing, and that upon such written finding being made, President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized to make to Seneca County grants for a total amount not to exceed One Million, Six Hundred Thousand Dollars ($1,600,000) from the Regional Council Capital Fund, for the purposes, and substantially on the terms and conditions, set forth in the materials presented to this meeting, with such changes as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, subject to the availability of funds and the approval of the State Division of the Budget; and be it further




* * *

Regional Council Award – Town of Junis and Town of Tyre (Finger Lake Region – Seneca County) – Seneca County Sewer Capital I & II – Regional Council Capital Fund (Capital Grants) – Determination of No Significant Effect on the Environment

RESOLVED, that based on the material submitted to the Directors with respect to the Seneca County Sewer Capital I & II Project, the Corporation hereby determines that the proposed action will not have a significant effect on the environment.

* * *

Rochester (Finger Lakes Region – Monroe County) – Rochester Data Science Consortium Working Capital – Upstate Revitalization Initiative (Working Capital) - Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Make a Grant and to Take Related Actions



23

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation, relating to the Rochester Data Science Consortium Working Capital – Upstate Revitalization Initiative (Working Capital) Project (the “Project”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project area; and be it further

RESOLVED, that the President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized to make to University of Rochester a grant for a total amount not to exceed Seven Million Five Hundred Thousand Dollars ($7,500,000) from the Upstate Revitalization Initiative, for the purposes, and substantially on the terms and conditions, set forth in the materials presented to this meeting, with such changes as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, subject to the availability of funds and the approval of the State Division of the Budget; and be it further




* * *

Regional Council Award – Priority Project – Rochester Finger Lakes Region – Monroe County) – Messinger Hall Capital – Regional Council Capital Fund (Capital Grant) – Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is



24

hereby ordered filed with the records of the Corporation, relating to the Messinger Hall Capital – Regional Council Capital Fund (Capital Grant) Project (the “Project”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project area; and be it further


RESOLVED, that upon written finding of the President and Chief Executive Officer of the Corporation or his designee(s) that no substantive negative testimony or comment has been received at the public hearing held on the Plan, such Plan shall be effective at the conclusion of such hearing, and that upon such written finding being made, President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized to make to University of Rochester a grant for a total amount not to exceed Four Hundred and Fifty Thousand Dollars ($450,000) from the Regional Council Capital Fund, for the purposes, and substantially on the terms and conditions, set forth in the materials presented to this meeting, with such changes as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, subject to the availability of funds and the approval of the State Division of the Budget; and be it further




* * *

The Acting Chair then called on Kelly Baquerizo to present the Market New York Grant

Program item on the Agenda for the Directors’ consideration.



25

Ms. Baquerizo explained that the Directors were being asked to approve two Market

New York projects.

The first project Ms. Baquerizo presented, involved a grant in the amount of $300,000

to the National Baseball Hall of Fame and Museum located in Cooperstown, New York.

Ms. Baquerizo explained that the grant will be used to promote a new marketing

campaign and increase awareness and visitation to the area.

The second project Ms. Baquerizo presented involved a grant in the amount of $687,500

to Heritage of Pride, a LGBTQ organization located in New York City.

Ms. Baquerizo explained that the grant will be used to help fund an entire month of

programming, events and promotion of New York City as the host of the first World Pride event

to be hosted in the United States and to commemorate the 50th anniversary of the Stonewall

uprising.

Following the full presentation, the Acting Chair called for questions or comments. The

Acting Chair asked how attendance has been at the Baseball Hall of Fame.

Ms. Baquerizo explained that attendance has increased equal to the promotions that



26

are being run.

The Acting Chair then called for further questions or comments. Hearing none, and


Market New York Program (Working Capital Grants) – Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Make Grants and to Take Related Actions

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation, relating to the Market New York Program Project identified below (the “Project”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project area; and be it further


RESOLVED, that the provision of ESD financial assistance is expressly contingent upon: (1) the approval of the Public Authorities Control Board, if applicable; (2) receipt of all other necessary approvals; and (3) receipt of funds; and be it further


Project Name Project # Grantee Assistance up to


A.National Baseball Hall of Fame “Top Nine Artifacts” Working Capital

132,642 National Baseball Hall of Fame & Museum, Inc. $300,000

B.WorldPride NYC 2019 - Stonewall 50th Anniversary Working Capital II

132,674 Heritage of Pride d/b/a NYC Pride $687,500

TOTAL MARKET NY PROJECTS-2 TOTAL $987,500

and be it further



27

RESOLVED, that the President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized in the name and on behalf of the Corporation to execute and deliver any and all documents and to take all actions as he or she may in his or her sole discretion consider to be necessary or proper to effectuate the foregoing resolutions.

* * *

Next, Acting Chair Perales called on Simone Bethune to present the Restore New York

Communities projects on the Agenda for the Directors’ consideration.

Ms. Bethune explained that she had two Restore New York Communities projects to

present.

The first project Ms. Bethune presented, involved a grant in the amount of $500,000 to

the City of Lackawanna that will be used to fund the remediation of environmental hazardous

materials in and around the vacant Friendship House and to completely demolish the structure.

Ms. Bethune explained that the former Friendship House is located on a two-acre site

and has been an eyesore in the community for the past eight years. It was also highlighted as a

priority brownfield opportunity area in need of remediation.

Ms. Bethune further explained that the City is planning to keep the site zoned as mixed

residential and commercial and build 12 single-family homes that meet federal low and middle

income guidelines and regulations.



28

Lastly, Ms. Bethune noted that the project was completed in August 2018 at a cost of

$978,480.

The second project Ms. Bethune presented is a grant in the amount of $1,000,000 to the

Village of Endicott which will be used to fund the cost of the demolition of two buildings, one a

former Kmart and the other an Endicott Inn.

Ms. Bethune explained that the project will create two shovel ready sites for new

commercial or mixed-use development in desirable locations while removing two eyesores

from the community and helping to stabilize the downtown core in Endicott, improve adjacent

property values and encourage additional investment in the Village.

Lastly, Ms. Bethune noted that the project will be completed in April 2019 at a cost of

approximately $1 million.




Statewide – Restore NY Communities (Capital Grants) – Findings and Determinations Pursuant to Sections 10(g) and 16-n of the Act; Authorization to Adopt the Proposed General Project Plans; Authorization to a Make Grants and to Take Related Actions

______________________________________________________________________________

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation, relating to the Restore New York



29

Communities Initiative Project (the “Projects”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project areas; and be it further

RESOLVED, that the Corporation does hereby adopt, subject to the requirements of Section 16(2) of the Act, the proposed General Project Plans (the “Plans”) for the Projects submitted to this meeting, together with such changes therein as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, a copy of which Plans, together with such changes, are hereby ordered filed with the records of the Corporation; and be it further

RESOLVED, that upon written findings of the President and Chief Executive Officer of the Corporation or his designee(s) that no substantive negative testimony or comment has been received at the public hearings held on the Plans, such Plans shall be effective at the conclusion of such hearings, and that upon such written findings being made, the President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized to make a to grant to the party and for the amount listed below from Restore NY Communities, for the purposes, and substantially on the terms and conditions, set forth in the materials presented to this meeting, with such changes as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, subject to the availability of funds and the approval of the State Division of the Budget; and be it further

RESOLVED, that the President and Chief Executive Officer of the Corporation or his designee(s) be, subsequent to the making of the grants, and each of them hereby is, authorized to take such actions and make such modifications to the terms of the grants6 as he or she may deem necessary or appropriate in the administration of the grants; and be it further

RESOLVED, that the provision of ESD financial assistance is expressly contingent upon: (1) the approval of the Public Authorities Control Board, if applicable, and (2) receipt of all other necessary approvals; and be it furtherRestore New York Communities Initiative Program – Project Summary Table

Grantee Project Name Project # Grant Village, Town, City County

A. City of Lackawanna

City of Lackawanna – Lincoln School Demolition RESTORE IV

AB812 $500,000 Lackawanna Erie

B. Village of Endicott

Village of Endicott - Main Street Corridor Rehab RESTORE V

131,766 $1,000,000 Endicott Broome

Total RESTORE NY – 2 Projects TOTAL $1,500,000



30


* * *

Next, Ms. Bethune presented the April Non-Discretionary Consent Calendar for the

Directors’ consideration.

Before making her presentation, Ms. Bethune introduced and noted that Dr. Kevin

Tracey, President and CEO of the Feinstein Institute for Medical Research and Northwell Health,

was on the telephone.

The Acting Chair asked Dr. Tracey if he had any comments.

Dr. Tracey commented that the Feinstein Institute is the home for research for all of

Northwell Health, a system of 23 hospitals across the Long Island metropolitan area.

Acting Chair Perales asked who was currently heading Northwell and Dr. Tracey stated

that Michael Dowling is the President and CEO of Northwell.

Turning back to Ms. Bethune, the first project she presented involved a Transformative

Investment Program grant in the amount of $30 million to the Feinstein Institute of Medical

Research.



31

Ms. Bethune explained that the grant will be used to modernize approximately 20,000

square-feet of the original building at 350 Community Drive in Manhasset. She further

explained it will include the creation of a state-of-the-art laboratory space in areas of the

building that are either inefficiently designed for current use or have historically contained

offices that are no longer required within the building footprint.

Ms. Bethune noted that the project is expected to be completed in June of 2021.

The second project Ms. Bethune presented involved a Senate sponsored grant in the

amount of $300,000 to the Glimmerglass Opera Theater.

Ms. Bethune explained that the grant will be used for upgrades to the 900 seat Ellis-

Bush Opera Theater courtyard walkway area which will include new soil, plantings, paving tiles

and repairs to the roof.

Ms. Bethune noted that the project is expected to be completed in June of 2020.


Dr. Tracey provided some additional information about research and funding at the

Feinstein Institute.



32

The Acting Chair then called for any further questions or comments. Director Gertler

asked, based on the research that is being done, whether the outcomes are used to help

communities across the State.

Dr. Tracey confirmed that they are and noted that staff is committed to giving the best

care to the most diverse population with the most cost effective and outcome effective

methods.



Transformative Investment Program – Findings and Determinations Pursuant to Section 10(g) of the Act; Adoption of the Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions

______________________________________________________________________________

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation, relating to the Feinstein Institute of Medical Research: Center for Bioelectronic Medicine Capital Project (the “Project”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project area(s); and be it further

RESOLVED, that the President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized to a make a grant to the party and for the amount listed below from the Transformative Investment Program, for the purposes, and substantially on the terms and conditions, set forth in the materials presented to this meeting, with such changes as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, subject to the availability of funds and the approval of the State Division of the Budget; and be it further

RESOLVED, that the Corporation does hereby adopt, subject to the requirements of Section



33

16(2) of the Act, the proposed General Project Plan (the “Plan”) for the applicable Project included in these materials, together with such changes therein as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, copies of which Plans, together with such changes, shall be maintained with the records of the Corporation; and be it further

RESOLVED, if applicable, that upon further written finding that no substantive negative testimony or comment has been received at the public hearing held on the Plan, such Plan shall be effective at the conclusion of such hearing, and that upon such written findings being made, staff is authorized to make a grant to the parties and for the amounts listed below from Transformative Investment Program, for the purposes, and substantially on the terms and conditions, set forth in these materials; and be it further


Transformative Investment Program


Transformative Investment Program

A. Feinstein Institute of Medical Research: Center for Bioelectronic Medicine Capital

132,824 The Feinstein Institute for Medical Research $30,000,000

TOTAL $30,000,000

RESOLVED, that the provision of ESD financial assistance is expressly contingent upon: (1) the approval of the Public Authorities Control Board, if applicable; (2) receipt of all other necessary approvals; and (3) receipt of funds.

* * *

Local Assistance – Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions

______________________________________________________________________________

RESOLVED, that on the basis of these materials, a copy of which is hereby ordered filed with the



34

records of the Corporation, relating to the Local Assistance Project(s) identified below (the “Project”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project area(s); and be it further

RESOLVED, that the President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized to a make a grant to the party and for the amount listed below from the Local Assistance program, for the purposes, and substantially on the terms and conditions, set forth in the materials presented to this meeting, with such changes as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, subject to the availability of funds and the approval of the State Division of the Budget; and be it further

RESOLVED, that the Corporation does hereby adopt, subject to the requirements of Section 16(2) of the Act, the proposed General Project Plan (the “Plan”) for the applicable Project included in these materials, together with such changes therein as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, copies of which Plans, together with such changes, shall be maintained with the records of the Corporation; and be it further

RESOLVED, if applicable, that upon further written finding that no substantive negative testimony or comment has been received at the public hearing held on the Plan, such Plan shall be effective at the conclusion of such hearing, and that upon such written findings being made, staff is authorized to make a grant to the parties and for the amounts listed below from Transformative Investment Program, for the purposes, and substantially on the terms and conditions, set forth in these materials; and be it further


RESOLVED, that the provision of ESD financial assistance is expressly contingent upon: (1) the approval of the Public Authorities Control Board, if applicable; (2) receipt of all other necessary approvals; and (3) receipt of funds

Local Assistance – Senate – Project Summary Table


Local Assistance (Senate)



35

B. Glimmerglass Opera Theatre Capital AA245

Glimmerglass Opera Theatre, Inc. d/b/a as Glimmerglass Festival

$300,000

TOTAL $300,000

and be it further


* * *

Acting Chair Perales then called on Clayton Besch to present the first of two items

related to the New York State Innovation Venture Capital Fund (“Fund”) for the Directors’

consideration.

Mr. Besch explained that the Directors were being asked to approve an investment of

up to $300,000 in Vital Vio, Inc. in their current convertible note round of $2.5 million.

Mr. Besch noted that this investment is a follow-on to a Fund investment of $1 million

made in August of 2017.

Mr. Besch further noted that Vital Vio is a start-up that has commercialized intellectual

property from RPI to develop an LED light solution that safely disinfects surfaces.




36

Director Emami asked how long the company has been operating and if the financials have

been reviewed.

Mr. Besch confirmed that the financials and Profit & Loss (“P&L”) of the company have

been reviewed and that the company has been operating for six years.

Director Emami asked for further elaboration on the P&L of the company.

Mr. Besch explained that Vital Vio currently has a run rate of eight months, with a plan

to close this round and do a follow on round of $7 million in the early fall. He further explained

that as of 2016, the company had sales of $560,000 and $1.2 million in 2018 with a pipeline

potential of $4 million of revenue.

Director Emami then asked if the notes are privately placed or registered with the SEC

and Mr. Besch stated that the notes are convertible notes that convert to equity at the next

priced round.

Director Emami asked if there were any other investors and if so, how many.

Mr. Besch noted that there were professional venture capitalists, six other funds and

other high net individuals currently investing.



37

Director Gertler asked for the discount rate on the convertible note on the next round

and Mr. Besch noted that it was 10 percent.

The Acting Chair then called for any further questions or comments. Hearing none and


NEW YORK STATE URBAN DEVELOPMENT CORPORATION d/b/a EMPIRE STATE DEVELOPMENT - New York State Innovation Venture Capital Fund - Authorization of an Investment of NYSIVCF Funds in Vital Vio, Inc.

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation (the “Materials”), relating to the New York State Innovation Venture Capital Fund, the Corporation is authorized to make an investment, in an amount not to exceed $300,000 in Vital Vio, Inc. (the “Company”) and to enter into agreements and related documentation with the Company and the investment entities named in the Materials in order to effect such investment; and be it further

RESOLVED, that the President and Chief Executive Officer of the Corporation or his designee(s) be, subsequent to the making of the investment, and each of them hereby is, authorized to take such actions, including modifying the terms of the investment and entering into additional agreements with the Company and others, as he or she may deem necessary or appropriate in the administration of the Corporation’s investments in the Company; and be it further

RESOLVED, that the provision by the Corporation of financial assistance is expressly contingent upon: (1) the approval of the Public Authorities Control Board, if applicable; (2) receipt of all other necessary approvals; and (3) the availability of funds and the approval of the State Division of the Budget, if applicable; and be it further


* * *

Acting Chair Perales then called on Momo Bi to present the next New York State



38

Innovation Venture Capital Fund (‘Fund”) item on the Agenda for the Directors’ consideration.

Ms. Bi explained that the Directors were being asked to approve a follow-on investment

of up to $138,000 in a Series A-2 Preferred Equity to Token, Inc.

Ms. Bi further explained that to date Token, Inc. has received $1,750,000 from the Fund

as part of a Series A financing.

Ms. Bi noted that Token is a woman-led company based in Rochester and is a

manufacturer of bio-metric, encrypted wearable security devices.


Director Gertler asked that since this is an equity investment if ESD invests with the same terms

as other investors and Ms. Bi confirmed that it does.



NEW YORK STATE URBAN DEVELOPMENT CORPORATION d/b/a EMPIRE STATE DEVELOPMENT - New York State Innovation Venture Capital Fund - Authorization of an Investment of NYSIVCF Funds in Token, Inc.

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation (the “Materials”), relating to the New York State Innovation Venture Capital Fund (the “Fund”), the Corporation is authorized to make an investment, in an amount not to exceed $138,000, in Token (the “Company”) and to enter



39

into agreements and related documentation with the Company and the investment entities named in the Materials in order to effect such investment; and be it further




* * *

Acting Chair Perales then called on Samantha Baldock to present an item related to the

Market Order Program for the Directors’ consideration.

Ms. Baldock explained that the Directors were being asked to approve a dairy research

and development contract with Cornell University in the amount of $1,553,081.

Ms. Baldock further explained that the contract will be funded through the Dairy

Promotion Order and is part of the Market Order Program. She noted the research services will

include 14 research and development projects over a span of one year with built-in renewals

for up to five years.



40

Ms. Baldock further noted that the projects will be conducted through Cornell’s

Northeastern Dairy Food Research Center and the Milk Quality Improvement Program.


Hearing none and upon motion duly made and seconded, the following resolution was


NEW YORK STATE URBAN DEVELOPMENT CORPORATION d/b/a Empire State Development – Contract for Research Services of the New York State Dairy Industry Through the Cornell University – Authorization to Enter into a Contract for Research Services of the New York State Dairy Industry Relating to the Marketing Order Program; and Authorization to Take Related Actions

BE IT RESOLVED, that upon the basis of the materials presented to this meeting (the “Materials”) a copy of which is hereby ordered filed with the records of the Corporation, the Corporation hereby finds Cornell University to be responsible; and be It further

RESOLVED, that the Corporation is hereby authorized to enter into a contract with Cornell University for a total contract amount of One Million Five Hundred and Fifty-Three Thousand and Eighty-One Dollars ($1,553,081) for the purposes and services and substantially on the terms and conditions set forth in the Materials; and be it further

RESOLVED, that the President and Chief Executive Officer, or other officer of the Corporation, or his or her designee be, and each of them hereby is, authorized to take such action and execute such documents as may be necessary or appropriate to carry out the foregoing resolution.

* * *

The Acting Chair then called on Kevin Younis to present the Administrative Action

portion on the Agenda for the Directors’ consideration.

Mr. Younis explained that going forward Administrative Actions will no longer be



41

presented individually but in summary form after which the Directors will be able to ask

questions or make comments at the end of the presentation.

Mr. Younis noted that generally this section will include actions related to contracts,

leases, contract extension and procurement of services such as legal or consulting services.

Mr. Younis further noted that ESD staff were present to answer any questions on any of

the following items, after which a motion to approve all of the items would be made.

Following Mr. Younis’ summary presentation of all of the Administrative Action items,

the Acting Chair called for questions or comments on any of the items.

Director Escher asked if anyone had visited the Puerto Rico office and staff members

noted they had been to the office.

Acting Chair Perales noted that with the new process for presenting administrative

actions there is no opportunity to hear the impact these items have on minority and women-

owned businesses

Mr. Younis stated that the performance numbers will be provided on an annual basis.

Acting Chair Perales noted his concern that without the items being orally presented,



42

the Directors would not hear if the company is a women-owned or minority business.

Mr. Younis assured Acting Chair Perales that that information was included in the

written materials, but that each contract could be noted during the summary where the

contract is with a women-owned or minority business.

After further discussion regarding the hiring women-owned or minority businesses, the

Acting Chair called for any further questions or comments on any of the items. Hearing none

and upon motion duly made and seconded, the following resolutions for each of the

Administrative Actions were unanimously adopted:

NEW YORK STATE URBAN DEVELOPMENT CORPORATION d/b/a EMPIRE STATE DEVELOPMENT – Establishment of Pre-Qualified Appraisers List - Approval of Pre-Qualified Real Estate and Personal Property/Fixture Appraisers

BE IT RESOLVED, that in accordance with the materials presented to this meeting, a copy of which is hereby ordered to be filed with the records of the Corporation (the “Materials”), the Corporation hereby finds each firm listed in Attachment A to the Materials to be responsible; and be it further

RESOLVED that on the basis of the materials presented to this meeting, a copy of which is hereby ordered to be filed with the records of the Corporation, the firms, listed in Attachment A to the Materials, be and each hereby is, approved as a pre-qualified appraiser, such approval to remain in effect until the meeting of the Directors first occurring after April 18, 2022 or, at the discretion of the General Counsel, until the meeting of the Directors first occurring after April 18, 2023.

* * *

NEW YORK STATE URBAN DEVELOPMENT CORPORATION d/b/a EMPIRE STATE DEVELOPMENT – Office Lease Renewal for the New York State Office of Trade and Tourism for Office Space in Old San Juan, Puerto Rico - Authorization to Enter a Lease



43

Renewal Contract for Office Space in Old San Juan, Puerto Rico for the New York State Office of Trade and Tourism; and Authorization to Take Related Actions

BE IT RESOLVED, that upon the basis of the materials presented to this meeting (the “Materials”), a copy of which is hereby ordered filed with the records of the Corporation, the Corporation hereby finds William Alicea Guzmán, to be responsible; and be it further

RESOLVED, that the Corporation is hereby authorized to enter into a lease with William Alicea Guzmán, as Landlord, in an amount not to exceed Sixty-Two Thousand Six Hundred and Twenty-Two DOLLARS ($62,622) for the premises located at 260 Calle San Francisco, Unit LC-3-1, Old San Juan, Puerto Rico substantially on the terms and conditions, set forth in the Materials; and be it further

RESOLVED, that the President of the Corporation or his designee be, and each of them hereby is, authorized to take such action and execute such documents as may be necessary or appropriate to carry out the foregoing resolution.

* * *

Chateaugay Correctional Facility - Proposed Transfer to, and Disposition by, the Office of General Services of the State of New York of the Chateaugay Correctional Facility – Authorization for Transfer to, and Disposition by, the Office of General Services in accordance with Applicable Provisions of the Public Authorities Law, Determination of No Significant Effect on the Environment and Take Related Actions

______________________________________________________________________________

WHEREAS, the New York State Urban Development Corporation d/b/a Empire State Development (the “Corporation”) acquired legal title to the Chateaugay Correctional Facility and other correctional facilities from the New York State Office of General Services (“OGS”) for nominal consideration to issue bonds to finance, through multiple leases, the acquisition and construction of various correctional facilities, including the Chateaugay Correctional Facility;

WHEREAS, OGS has requested that the Corporation enter into a Memorandum of Agreement (the “Agreement”) with OGS pursuant to which the Corporation shall transfer the Chateaugay Correctional Facility to OGS for sale by OGS; WHEREAS, pursuant to the Corporation’s Guidelines Regarding Disposition of Property implementing provisions of the Public Authorities Law applicable to the disposition of property by public authorities (the “Applicable Law”), when it shall be deemed advantageous to the State, the Corporation may enter into an agreement with OGS for the disposition of property of the Corporation under terms and conditions agreed to by the Corporation and OGS;



44

WHEREAS, in compliance with the Applicable Law, OGS has obtained two independent appraisals of the Chateaugay Correctional Facility and intends to close on a sale to the highest bidder (the “Purchaser”) pursuant to a publicly advertised competitive bidding process; and

NOW THEREFORE, IT IS HEREBY RESOLVED that based on the materials so presented to, and ordered filed with the records of, the Corporation, the Directors hereby find that it is advantageous to the State for the Corporation to enter into the Agreement with OGS;

RESOLVED, that the Corporation be and hereby is authorized to enter into the Agreement with OGS and to transfer the Chateaugay Correctional Facility and convey title to the same by quitclaim deed to OGS for the price of one dollar ($1.00);

RESOLVED, that the Corporation hereby (i) approves and agrees to the terms and conditions of the sale by OGS of the Chateaugay Correctional Facility to the Purchaser (ii) authorizes the Corporation to take all actions deemed necessary to accomplish such sale, including the execution of all forms necessary for the recording of the deed to the Chateaugay Correctional Facility and (iii) authorizes utilizing bond tax counsel to confirm compliance with applicable federal tax law; and be it further

RESOLVED, that based on the materials submitted to the Directors with respect to the proposed transfer to, and disposition by, OGS of the Chateaugay Correctional Facility, the Corporation hereby determines that the proposed action will not have a significant effect on the environment.

RESOLVED, that the Officers of the Corporation, be and each of them hereby is, authorized and directed to take any and all action necessary (i) to carry out the foregoing resolutions and to carry out any authority or delegation granted to the Corporation in conjunction with such authorizations including, but not limited to, the preparation and execution of any agreements, deeds, instrumentation, lease terminations, tax opinions and/or documents as such authorized officers may deem reasonably necessary or appropriate. Any actions previously taken by the Corporation in furtherance of this resolution are hereby ratified.

* * *

NEW YORK STATE URBAN DEVELOPMENT CORPORATION D/B/A EMPIRE STATE DEVELOPMENT - Procurement of Consulting Services - Authorization to Extend Amend the Contract with PSD Global, Inc. (“PSD”) to Continue to Provide Consulting Services in Connection with Trade and Foreign Direct Investment between New York and Canada

______________________________________________________________________________

BE IT RESOLVED, that upon the basis of the materials presented to this meeting (the “Materials”), a copy of which is hereby ordered filed with the records of the Corporation, the Corporation hereby finds PSD Global, Inc. to be responsible; and be it further



45

RESOLVED, that such amendment will extend the term of the contract through June 2019 and increase the compensation available under the contract by an additional $62,250, for a total contract value not to exceed $311,250; and be it further

RESOLVED, that the President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized and directed, in the name and on behalf of the Corporation to execute and deliver any and all documents and to take all such actions as may be necessary or appropriate to effectuate the foregoing.

* * *

NEW YORK STATE URBAN DEVELOPMENT CORPORATION D/B/A EMPIRE STATE DEVELOPMENT - Procurement of Consulting Services - Authorization to Extend Four Consulting Contracts for Services in Connection with Trade and Foreign Direct Investment between New York and Various Foreign Markets

BE IT RESOLVED, that upon the basis of the materials presented to this meeting (the “Materials”), a copy of which is hereby ordered filed with the records of the Corporation, the Corporation hereby finds the four listed Contractors to be responsible; and be it further

RESOLVED, that on the basis of the Materials, the Corporation be, and hereby is, authorized to amend the four listed contracts for a period of three (3) months; and be it further

RESOLVED, that such amendment will extend the term of the contract through June 2019 and increase the compensation available under the contract by an additional pro-rata amount; and be it further

RESOLVED, that the President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized and directed, in the name and on behalf of the Corporation to execute and deliver any and all documents and to take all such actions as may be necessary or appropriate to effectuate the foregoing.

* * *

NEW YORK STATE URBAN DEVELOPMENT CORPORATION – Western New York Workforce Training Center – Authorization to Enter into an Amended Contract with EDG Partners, Inc. for the Operation and Administration of the Western New York Workforce Training Center; and Authorization to Take Related Actions



46

BE IT RESOLVED, that upon the basis of the materials presented to this meeting (the “Materials”), a copy of which is hereby ordered filed with the records of the Corporation, the Corporation hereby finds Economic Development Group (“EDG”) Partners, Inc. to be a responsible vendor; and be it further

RESOLVED, that the Corporation is hereby authorized to enter into contract with EDG Partners, Inc. in an amount not to exceed Six Million Two Hundred and Fifty Thousand Dollars ($6,250,000.00) for the purposes and services, and substantially on the terms and conditions, set forth in the Materials; and be it further


* * *

NEW YORK STATE URBAN DEVELOPMENT CORPORATION D/B/A EMPIRE STATE DEVELOPMENT – Procurement for Consulting Services – Buffalo Investment Development Strategy - Authorization to Amend a Contract for Consultant Services Relating to the Buffalo Billion Investment Strategy Implementation Support Services; and Authorization to Take Related Actions

______________________________________________________________________________

BE IT RESOLVED, that upon the basis of the materials presented to this meeting (the “Materials”), a copy of which is hereby ordered filed with the records of the Corporation, the Corporation hereby finds the Research Foundation for SUNY on behalf of the University at Buffalo to be responsible; and be it further

RESOLVED, that the Corporation is hereby authorized to amend the contract with the Research Foundation for SUNY on behalf of the University at Buffalo for an additional twelve months at an amount not to exceed Seven Hundred Fifty Thousand Dollars ($750,000) for a total new contract amount not to exceed Three Million Dollars ($3,000,000) for the purposes and services, and substantially on the terms and conditions, set forth in the Materials; and be it further

RESOLVED, that the President of the Corporation or his designee be, and each of them hereby is, authorized to exercise an additional option to amend the contract with the Research Foundation for SUNY on behalf of the University at Buffalo for an additional twelve months for an amount not to exceed Seven Hundred Fifty Thousand Dollars ($750,000) for a total new contract amount not to exceed Three Million Seven Hundred Fifty Thousand Dollars ($3,750,000) for the purposes and services, and substantially on the terms and conditions, set forth in the Materials; and be it further



47


* * *

EMPIRE STATE ECONOMIC DEVELOPMENT – Procurement of Military Base Consulting Services - Authorization to Enter into a Contract for Military Base Consulting Services and to Take Related Actions

BE IT RESOLVED, that upon the basis of the materials presented to this meeting (the “Materials”), a copy of which is hereby ordered filed with the records of the Corporation, the Corporation hereby finds Baker, Donelson, Bearman, Caldwell & Berkowitz to be responsible; and be it further

RESOLVED, that the Corporation is hereby authorized to enter into a contract with Baker, Donelson, Bearman, Caldwell & Berkowitz in an amount not to exceed $1,547,040.00 for the purposes and services, and substantially on the terms and conditions, set forth in the Materials; and be it further


* * *

Procurement of Legal Services – Acquisition, Disposition and Redevelopment of the Former Brooklyn Developmental Center – Authorization to Enter into a Contract for Real Estate and Related Bond Legal Services; and Authorization to Take Related Actions

BE IT RESOLVED, that based upon the materials presented at this meeting and ordered filed with the records of the Corporation (the “Materials”), the Corporation hereby finds Harris Beach, PLLC (“Harris Beach”) to be responsible; and be it further

RESOLVED, that the Corporation is hereby authorized to enter into a contract with Harris Beach for the purposes and services, and substantially on the terms and conditions, as set forth in the Materials; and be it further

RESOLVED, that the President and Chief Executive Officer and his designee(s) be, and each of them hereby is, authorized and directed, in the name and on behalf of the Corporation to



48

execute and deliver any and all documents and to take all such actions as may be necessary or appropriate to effectuate the foregoing. Any actions previously taken by the Corporation consistent with this authorization are hereby ratified and affirmed.

* * *

Procurement of Legal Services – Acquisition, Disposition and Redevelopment of the Former Brooklyn Developmental Center – Authorization to enter into a Contract for Real Estate and Related Bond Legal Services; and Authorization to Take Related Actions

BE IT RESOLVED, that based upon the materials presented at this meeting and ordered filed with the records of the Corporation (the “Materials”), the Corporation hereby finds Schoeman Updike Kaufman & Gerber, LLC (“Schoeman”) to be responsible; and be it further

RESOLVED, that the Corporation is hereby authorized to enter into a contract with Schoeman for the purposes and services, and substantially on the terms and conditions, as set forth in the Materials; and be it further

RESOLVED, that the President and Chief Executive Officer and his designee(s) be, and each of them hereby is, authorized and directed, in the name and on behalf of the Corporation to execute and deliver any and all documents and to take all such actions as may be necessary or appropriate to effectuate the foregoing. Any actions previously taken by the Corporation consistent with this authorization are hereby ratified and affirmed.

* * *

Procurement of Legal Services – Acquisition, Disposition and Redevelopment of the Former Brooklyn Developmental Center - Authorization to Enter into a Contract for Environmental Legal Services; and Authorization to Take Related Actions

BE IT RESOLVED, that based upon the materials presented at this meeting and ordered filed with the records of the Corporation (the “Materials”), the Corporation hereby finds Sive, Paget & Riesel P.C. (“Sive Paget”) to be responsible; and be it further

RESOLVED, that the Corporation is hereby authorized to enter into a contract with Sive Paget for the purposes and services, and substantially on the terms and conditions, as set forth in the Materials; and be it further

RESOLVED, that the President and Chief Executive Officer and his designee(s) be, and each of them hereby is, authorized and directed, in the name and on behalf of the Corporation to



49

execute and deliver any and all documents and to take all such actions as may be necessary or appropriate to effectuate the foregoing. Any actions previously taken by the Corporation consistent with this authorization are hereby ratified and affirmed.

* * *

Procurement of Legal Services – Statewide - Authorization to Extend a Contract with Nixon Peabody LLP for Legal Services and to Take Related Actions

BE IT RESOLVED, that on the basis of the materials presented to this meeting (the “Materials”), a copy of which is hereby ordered filed with the records of the Corporation, the Corporation hereby finds Nixon Peabody, LLP (“Nixon”) to be responsible; and be it further

RESOLVED, that on the basis of the Materials, the Corporation be, and hereby is, authorized to extend its existing contract with Nixon for a period of one year, with the contract amount of such extension term not to exceed Seventy Thousand Dollars ($70,000), to provide legal services in connection with the NY Ventures Program; and be it further

RESOLVED, that the President and Chief Executive Officer and/or his or her designee(s) be, and each of them hereby is, authorized and directed, in the name and on behalf of the Corporation, to execute and delivery any and all documents and to take all such actions as may be necessary or appropriate to effectuate the foregoing.

* * *

Procurement of Legal Services - Authorization to Amend a Contract with Emery Celli Brinckerhoff & Abady LLP for Legal Services; Authorization to Take Related Actions

RESOLVED, that based upon the materials presented at this meeting and ordered filed with records of the Corporation (the “Materials”), the Corporation hereby finds Emery Celli Brinckerhoff & Abady LLP (the “Firm”) to be responsible; and be it further

RESOLVED, that on the basis of the Materials, the Corporation be, and hereby is, authorized to amend its existing contract with the Firm to extend the term to April 2022, and to increase the contract amount by ONE HUNDRED FIFTY-ONE THOUSAND DOLLARS ($151,000) from the current amount of Forty-nine Thousand Dollars ($49,000) to an amount not to exceed TWO HUNDRED THOUSAND DOLLARS ($200,000) for the purposes and services, and substantially on the terms and conditions, as set forth in the Materials; and be it further

RESOLVED, that the President and Chief Executive Officer of the Corporation or his designee(s)



50

be, and each of them hereby is, authorized to take such actions and execute such documents as may be necessary or appropriate to carry out the foregoing resolutions.

* * *

There being no further business, the meeting was adjourned at 10:29 a.m.

Respectfully submitted,

Debbie RoyceCorporate Secretary


FOR CONSIDERATION May 16, 2019

TO: The Directors

FROM: Howard A. Zemsky

SUBJECT: Alfred (Western New York Region – Allegany County) – Village of Alfred Smart Growth Capital – Buffalo Regional Innovation Cluster (Capital Grant)

REQUEST FOR: Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions; Determination of No Significant Effect on the Environment

General Project Plan

I. Project Summary

Grantee: Village of Alfred (the “Village” or “Alfred”)

ESD* Investment: A grant of up to $2,500,000 to be used for design and construction costs

* The New York State Urban Development Corporation doing business as Empire State Development (“ESD” or the “Corporation”)

Project Locations: Reconstruction of Route 244: Route 244 between 3 North Main Street and 545 Route 244, Alfred

Business Development Assistance: 843 Route 244, Alfred

Main and University Streets Improvements:Various locations along Main and University Streets (between 58 South Main Street and 6393 Route 21), Alfred

Proposed Project: Planning, design and construction of streetscape and placemaking enhancements that will improve the pedestrian experience and increase recreational amenities within the Central Business District


2

Project Type: Downtown Revitalization

Regional Council: The project is consistent with the Western New York (“WNY”) Regional Economic Development Council’s Plan as it promotes smart growth and the attraction of young people to the WNY Region.

II. Project Cost and Financing Sources

Financing Uses AmountReconstruction of Route 244:Design, Engineering, and Permitting: $300,000Construction: 1,200,000Contingency: __125,000Estimated Cost: $1,625,000

Business Development Assistance: Construction and Machinery Installation: $250,000Estimated Cost: $250,000

Main and University Streets Improvements:Construction: $625,000Estimated Cost: $625,000

Total Project Costs $2,500,000

Financing Source Amount PercentESD - Grant $2,500,000 100%

Total Project Financing $2,500,000 100%

III. Project Description

A. Grantee

Industry: Municipality

Grantee History: The Village of Alfred is located in the north-central part of the Town of Alfred, on the eastern edge of Allegany County, New York. Located in the hills of western New York along the Southern Tier, the Village is home to approximately 4,200 people. To the east of the Village is Alfred University with approximately 2,000 graduate and undergraduate students; and to the west is Alfred State Collage with approximately 3,400 undergraduate students. Alfred State College is part of the larger State University of New York system. The Village has a rich concentration of buildings, commercial and residential, of historic and architectural


3

significance in Allegany County.

Ownership: Municipality

Size: The Village is 31.6 square miles in area and has a population of approximately 4,200 residents.

ESD Involvement: In January 2017, Governor Andrew M. Cuomo announced a $500 million Phase II expansion of the previously launched “Buffalo Billion” Economic Development Initiative in Western New York, or “BB2”, to continue building on the renewed economic engines and reinvigorated civic spirit throughout Buffalo and the entire Western New York region. While the original Buffalo Billion program created a dramatic shift in the direction of the region's economy, BB2 focuses on ensuring that all Western New Yorkers have an improved quality of life and includes programs at the neighborhood level in some of the areas that need it most in the region.

One such program in BB2 is the Smart Growth Community Fund, a $20 million initiative in Phase II. The funding follows the same vision and goals of the statewide Downtown Revitalization Initiative (“DRI”): reviving traditional main streets and commercial corridors by preserving historic buildings and fostering mixed-use private investment; redeveloping former industrial lands; encouraging walkability; and increasing access to waterfronts and green space. From the 17 applicants from Western New York who were not chosen for the $10 million statewide DRI award, four municipalities – including Alfred – were selected to receive up to $2.5 million each from the Smart Growth Community Fund for projects to revitalize their downtown areas using smart growth principles. Project plans were presented to the WNY Regional Economic Development Council as part of the Village’s DRI application and are initiatives designated by the Village as those it would prioritize out of the application as ready for development and highest priority.

Competition: N/A

Past ESD Support: This is the Village’s first project with ESD.

B. The Project

Completion: November 2020

Activity: The project will include planning, design (pre-construction) and construction activities to improve walkability and enhance the streetscape and business environment in downtown Alfred. In particular, the project will include: (1) design, engineering, and construction of a


4

multi-modal, pedestrian-friendly thoroughfare that promotes walkability, connects community assets, and includes streetscape enhancements such as interpretive/wayfinding signage, lighting, and amenities; (2) funding for equipment purchases associated with an expansion of Calix Ceramics Solutions which will open its second New York State location in Alfred as an Advanced Ceramic Manufacturing Center; and (3) construction of new placemaking features in the Village’s downtown that could include creation and restoration of recreational amenities, providing funds for restoration and preservation of terra cotta roof and building features, and providing funds for in-kind rehabilitation/upgrades to small business exterior elements including ADA-compliant access.

For each of the initiatives, conceptual and schematic site planning and design work will take place, with competitive bidding processes for the project work. Construction will include site preparation, physical installation or construction of improvements, placement of amenities and interpretive/wayfinding signage, etc.

Results: This project will improve connectivity within the Village, promoting walkability and a sense of place that will create an attractive community for people to live, work, and play. The Reconstruction of Route 244 along with the Main and University Streets Improvements, will add placemaking amenities, interpretive and wayfinding signage, and provide upgrades to small business exterior elements, including enhancing ADA-compliant access. In addition, completion of this project will assist in the planned expansion of Calix Ceramics Solutions that will open its second WNY location as an Advanced Ceramic Manufacturing Center.

Economic Growth Investment Project: No Benefit-Cost Analysis (“BCA”) is required since these projects generate

long-term benefits not captured in the short-term period used for the BCA and may involve no permanent job commitments.

Grantee Contact: Mr. Peter McClain7 W University StreetAlfred, NY 14802Phone: (607) 679-2301E-mail: alfredcentremcclain@gmail. com

ESD Project No.: 132,821


5

Project Team: Origination Amanda MaysProject Management Kaitlin McGee Chmura Contractor & Supplier Diversity Geraldine FordFinance Jonevan HornsbyDesign & Construction Dennis ConroyEnvironmental Paul Tronolone

C. Financial Terms and Conditions

1. Upon execution of the grant disbursement agreement, the Grantee shall pay a commitment fee of 1% of the $2,500,00 capital grant ($25,000) and reimburse ESD for all out-of-pocket expenses incurred in connection with the project.

2. The Grantee will demonstrate no materially adverse changes in its financial condition prior to disbursement.

3. Up to $2,500,000 will be deposited into an account (“the Imprest Account”) upon receipt of the executed grant disbursement agreement at a bank mutually acceptable to ESD and the Grantee (as set forth in writing by ESD). Funds in the Imprest Account, from the time of deposit and until disbursed from such account in accordance with terms to be approved by the ESD Directors, will be invested in accordance with ESD’s Investment Guidelines. Interest earned on the funds deposited in the Imprest Account must be returned to ESD quarterly along with copies of all bank statements, starting when the funds are deposited and continuing until all funds have been disbursed.

The Grantee may, no more frequently than monthly, seek authorization to release funds from the Imprest Account to pay for invoices due and payable for design and construction costs in compliance with ESD Design and Construction Requirements, assuming all project approvals have been completed and funds are available. Each subsequent payment requisition will include the current month’s invoices and proof of payment for invoices submitted for the previous month. 10% of the grant will be retained until documentation supporting project completion has been received by ESD.

For the Main and University Streets Improvements project: ESD will approve all Beneficiary projects. All Beneficiary projects if applicable, must comply with any requirements associated with State Historic Preservation Office (“SHPO”) consultation, before being funded.

ESD may disburse up to $2.5 million with the following limits: up to $1.625 million for reconstructing a multi-modal connection and up to $875k for assistance to local businesses and improvements to streetscapes and new placemaking features.

Any funds not utilized for project costs within 24 months of disbursement must be returned to ESD. Within 24 months of disbursement, ESD will require documentation of 100% of eligible project costs.


6

Expenditures incurred prior to October 12, 2018 are not eligible project costs and cannot be reimbursed by grant funds.

4. ESD may reallocate the project funds to another form of assistance, at an amount no greater than $2,500,000, for this project if ESD determines that the reallocation of the assistance would better serve the needs of the Grantee and the State of New York. In no event shall the total amount of any assistance to be so reallocated exceed the total amount of assistance approved by the Directors.

IV. Statutory Basis – Buffalo Regional Innovation Cluster Fund

The funding was authorized in the 2017-2018 and reappropriated in the 2018-2019 and 2019-2020 New York State budgets. No residential relocation is required as there are no families or individuals residing on the site.

V. Design and Construction

Submission of Payment Requisitions to ESD will be made according to the design and construction disbursement terms outlined in the Grant Disbursement Agreement. ESD reserves the right to inspect the project site to insure compliance of these terms and monitor project progress.

VI. Environmental Review

Pursuant to the requirements of the State Environmental Quality Review Act (“SEQRA”) and the implementing regulations of the New York State Department of Environmental Conservation, ESD staff performed an uncoordinated review of the proposed project, which involves streetscape improvements with no expansion or reduction of traffic capacity; business equipment purchases; open space/park upgrades; and in-kind building rehabilitation activities. This review determined it to be an Unlisted Action that would not have a significant effect on the environment. It is recommended that the Directors make a Determination of No Significant Effect on the Environment.

Because selected buildings that could be recipients of project funding are eligible for inclusion on the State and National Registers of Historic Places, ESD will ensure that prior to funding such project components, consultation be conducted with the NYS Office of Parks, Recreation and Historic Preservation pursuant to the requirements of Section 14.09 of the State Historic Preservation Act.

VII. Non-Discrimination and Contractor & Supplier Diversity

ESD’s Non-Discrimination and Contractor & Supplier Diversity policies will apply to this Project. The Recipient shall be required to include minorities and women in any job opportunities created, to solicit and utilize Minority and Women Business Enterprise (MWBEs) for any


7

contractual opportunities generated in connection with the Project and shall be required to use Good Faith Efforts (pursuant to 5 NYCRR §142.8) to achieve an overall MWBE Participation Goal of 30% related to the total value of ESD’s funding.

VIII. Smart Growth Public Infrastructure Review

Pursuant to the requirements of the State Smart Growth Public Infrastructure Policy Act (the “SG Act”), ESD’s Smart Growth Advisory Committee has reviewed a Smart Growth Impact Statement for the project and found that the project is consistent with the State Smart Growth Public Infrastructure Criteria (“Smart Growth Criteria”). The designee of the Chief Executive Officer of the Corporation has attested that the project, to the extent practicable, meets the relevant Smart Growth Criteria set forth in the SG Act.

IX. ESD Employment Enforcement Policy

ESD's Employment Enforcement Policy will not apply since the project will not directly create or retain jobs.

X. ESD Financial Assistance Subject to Availability of Funds and Additional Approval

The provision of ESD financial assistance is contingent upon the availability of funds and the approval of the State Division of the Budget. XI. Additional Submissions to Directors

ResolutionsNew York State MapProject Finance Memorandum


May 16, 2019

Alfred (Western New York Region Allegany County) – Village of Alfred Smart Growth Capital – Buffalo Regional Innovation Cluster (Capital Grant) – Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation, relating to the Village of Alfred Smart Growth Capital – Buffalo Regional Innovation Cluster (Capital Grant) Project (the “Project”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project area; and be it further


RESOLVED, that upon written finding of the President and Chief Executive Officer of the Corporation or his designee(s) that no substantive negative testimony or comment has been received at the public hearing held on the Plan, such Plan shall be effective at the conclusion of such hearing, and that upon such written finding being made, President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized to make to the Village of Alfred a grant for a total amount not to exceed Two Million Five Hundred Thousand Dollars ($2,500,000) from the Buffalo Regional Innovation Cluster Fund, for the purposes, and substantially on the terms and conditions, set forth in the materials presented to this meeting, with such changes as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, subject to the availability of funds and the approval of the State Division of the Budget; and be it further



RESOLVED, that the President and Chief Executive Officer or his designee(s) be, and each of them hereby is, authorized in the name and on behalf of the Corporation to execute and deliver


any and all documents and to take all actions as he or she may in his or her sole discretion consider to be necessary or proper to effectuate the foregoing resolutions.

* * *


May 16, 2019

Alfred (Western New York Region Allegany County) – Village of Alfred Smart Growth Capital – Buffalo Regional Innovation Cluster (Capital Grant) – Determination of No Significant Effect on the Environment

RESOLVED, that based on the material submitted to the Directors with respect to the Village of Alfred Smart Growth Capital Project, the Corporation hereby determines that the proposed action will not have a significant effect on the environment.

* * *


«Project_Name»«Project_Town»«Project_County» County

Village of Alfred Smart Growth CapitalVillage of AlfredAllegany County



TO: The Directors


SUBJECT: Buffalo (Western New York Region – Erie County) – PUSH Buffalo Capital and Working Capital – Buffalo Regional Innovation Cluster (Capital and Working Capital Grant)



I. Project Summary

Grantee: People United for Sustainable Housing, Inc. (“PUSH Buffalo”)

ESD* Investment: A grant of up to $1,200,000 to be used for reimbursement of design and construction, and related working capital and capital expenses


Project Locations: 169 Arkansas Street, Buffalo 298 Hampshire Street, Buffalo

Purpose: Design and construction of PUSH Buffalo’s Community Hiring Hall, and the administration of workforce development programming with related support services for under- and unemployed populations in the renewable energy sector

Project Type: Capital and Working Capital


2

Regional Council: The Western New York (“WNY”) Regional Economic Development Council (“REDC”) has been made aware of this item. The project is consistent with the REDC Plan by providing opportunities for workforce development in one of the region’s target industry sectors of energy.


Financing Uses AmountDesign and Construction $771,650Working Capital (Personnel, Childcare,

Transportation, Marketing) 638,313Equipment, Software 197,525


Financing Sources Amount PercentESD-Grant $1,200,000 75%Grantee Equity 407,488 25%

Total Project Financing $1,607,488 100%


A. Grantee

Industry: Community-Based Organization

Grantee History: Founded in 2005, PUSH Buffalo is a member-based community organization located on Buffalo’s West Side. The mission of PUSH Buffalo is to mobilize residents to create strong neighborhoods and quality, affordable housing; to expand local hiring opportunities; and to advance economic and environmental justice in Buffalo. PUSH Buffalo combines green affordable housing construction, community-based renewable energy projects, housing weatherization, green jobs training, green infrastructure, and vacant land restoration projects toward the goal of creating pathways to employments for neighborhood residents. Established in 2014, PUSH Buffalo’s Community Hiring Hall trains and place’s workers in the renewable energy sector; as well as serves as the employer-of-record and assumes responsibility for workforce recruitment, screening, hiring, management, and administration (e.g. payroll, general liability and worker’s compensation insurance). The Community Hiring Hall plays a critical role in training Buffalo’s low-income residents that are under and unemployed, with an emphasis on marginalized communities of color; subsequently matching its trainees


3

with contractors while building relationships for long term workforce development.

Ownership: PUSH Buffalo is a not-for-profit organization.

Size: PUSH Buffalo has a 12-member Board of Directors and 54 staff members.

ESD Involvement: In January 2017, Governor Andrew M. Cuomo announced a $500 million Phase II expansion of the previously launched “Buffalo Billion” Economic Development Initiative in Western New York, or “BB2”, to continue building on the renewed economic engines and reinvigorated civic spirit throughout Buffalo and the entire Western New York region. While the original Buffalo Billion program created a dramatic shift in the direction of the region's economy, BB2 focuses on ensuring that all Western New Yorkers have an improved quality of life and includes programs at the neighborhood level in some of the areas that need it most in the region.

One such program in BB2 is the Workforce Development Challenge Fund (“WDC”), a $10 million initiative in Phase II. The WDC is designed to promote and invest in innovative approaches to workforce training for underserved populations throughout Western New York. It seeks to help increase the capacity of community-based trainers providing training in the region’s target industry sectors currently experiencing growth (advanced manufacturing, health and life sciences, tourism, energy, and agriculture) who have proven track records, trusted community relationships, and outstanding abilities for outreach and recruitment. It will support programs and wrap-around services that provide workforce training for unemployed, underemployed, and/or career ladder opportunities for entry-level and mid-skill workers. It funds best practice models that maximize collaboration between business and workforce trainers. Currently, PUSH Buffalo does not have dedicated space to conduct trainings and administration of the Community Hiring Hall.

Past ESD Support: This is PUSH Buffalo’s first project with ESD.

B. The Project

Completion: March 2020

Activity: The project includes the design and construction of the 3,000-square-foot Net-Zero Sustainability Training Center, on two adjacent properties that PUSH Buffalo owns, which will expand the training offerings and administration of its Community Hiring Hall. Capital funds will also be used for the purchase of software and equipment to facilitate training


4

and provide support services. Working capital funding will be used to support the addition of new personnel to develop curriculum and implement the workforce training programs.

Results: The newly constructed Community Hiring Hall will provide a mix of flexible classroom space, office, and a meeting space for Community Hiring Hall workers. It will generate as much energy as it uses through an on-site PV solar system and a geothermal heating/cooling system, which will also serve as a learning laboratory for renewable energy trainings. The expanded capacity will allow PUSH Buffalo to provide workers support in the form of personal protective equipment, a 15-passenger van, transportation support, childcare support, and social well-being training. The Community Hiring Hall establishes pathways to work for the under- and unemployed in the renewable energy sector, provides or coordinates access to no-cost training and support services, and offers living wage and benefits packages to its trainees. The project is expected to double the Community Hiring Hall’s employment to 20 workers by 2020. PUSH Buffalo will continue to play an important role in assisting Buffalo with growing jobs in the clean energy sector.

Economic Growth Investment Project: No Benefit-Cost Analysis (“BCA”) is required since this effort would

generate long-term benefits not captured in the short-term period used for the BCA and involves no permanent job commitments.

Grantee Contact: Ms. Rahwa GhirmatzionExecutive Director429 Plymouth Avenue, Suite 1Buffalo, New York 14203Phone: (716) 884-0356, ext. 201E-mail: rahwa@pushbuffalo. org


Project Team: Origination Amanda MaysProject Management Kaitlin McGee Chmura Contractor & Supplier Diversity Geraldine FordDesign & Construction Dennis ConroyFinance Kathleen UckertEnvironmental Soo Kang


1. Upon execution of the grant disbursement agreement, PUSH Buffalo shall pay a


5

commitment fee of 1% of the capital expenditures ($9,692) and reimburse ESD for all out-of-pocket expenses incurred in connection with the project.


3. Up to $1,200,000 will be disbursed to the Grantee as follows:

Design and Construction Costs: Up to $771,650 in grant funds will be disbursed for eligible expenses during the course of design and/or construction no more frequently than quarterly, unless otherwise approved by ESD, in compliance with the Design & Construction Requirements, assuming that all project approvals have been completed and funds are available. The final 10% of the design and construction component of the grant ($77,165) will be disbursed upon completion of the facility, as evidenced by a certificate of occupancy.

Working Capital and Remaining Capital (Equipment/Software) Costs: Up to $428,350 in grant funds will be disbursed for eligible project expenses no more frequently than quarterly, unless otherwise approved by ESD, in proportion to ESD’s funding share (expected to be 67% based on estimated project costs), assuming that all project approvals have been completed and funds are available.

All payments will be made upon presentation to ESD of an invoice and such other documentation as ESD may reasonably require. Project expenditures can be incurred by PUSH Buffalo and Buffalo Neighborhood Stabilization Company, a subsidiary of PUSH Buffalo. Proof of payment will be required before the subsequent invoice. Within 90 days following the final disbursement of funds, ESD will require proof of payment for total project cost of $1,607,488.

ESD may disburse up to $1.2 million with the following limits, unless otherwise approved by ESD: up to $771,650 for design/construction and up to $428,350 for working capital/remaining capital costs.

All disbursements require compliance with program requirements and must be requested by no later than April 1, 2021. Expenditures incurred prior to March 1, 2019 are not eligible project costs and cannot be reimbursed by grant funds.

4. The following reporting on the grant will be required:

a. Annual Report is due to ESD starting on March 30th, 2020 and through March 30, 2022. The Annual Report must include the following information:


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i. Outcomes: Annual goals and job placement outcomes set as outlined in the Outcomes section of the ongoing grant application. Quantifiable longitudinal results are preferred when applicable.

1. Number of Community Hiring Hall Workers2. List of any new curricula developed for the Community Hiring Hall3. Number of workers trained by the Community Hiring Hall

programs4. Number of trainees placed in jobs

ii. Total Leveraged Funding: Additional leveraged funding, including specific sources and dollar values.

5. Grantee shall demonstrate compliance with protocols recommended by Guidepost Solutions which include the following:

a. Grantee shall be required to demonstrate to ESD’s satisfaction, that project costs to be paid for by ESD grant funds are incurred in arms-length transactions;

b. Grantee shall be required to procure materials, contractors and services to be paid for with ESD grant funds in accordance with a competitive procurement process approved by ESD;

c. Grantee shall be required to submit standard AIA documentation and other appropriate documentation supporting construction related costs that are to be paid by ESD grant funds;

d. Grantee and/or its subcontractor and vendors shall be required for each payment to submit certifications confirming the lack of bribery, collusion and the fair price of invoices submitted.

e. Grantee shall be required to submit additional documentation to verify project expenses as may be required by ESD.

6. Grant funds will be subject to pro rata recapture if the property at the Project Locations are sold within five years of disbursement of funds. The Recapture Amount is based on the time that has lapsed between when the Grant funds were disbursed and when the transfer occurred. The Recapture Amount shall be calculated by aggregating the Recapture Amount for each disbursement of the Grant, which in each instance shall be equal to:

(i) 100% of the disbursed amount if the transfer occurred in the calendar year that the disbursement was made, or in the first full calendar year after the disbursement was made;

(ii) 80% of the disbursed amount if the transfer occurred in the second full calendar year after the disbursement was made;

(iii) 60% of the disbursed amount if the transfer occurred in the third full calendar year after the disbursement was made;


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(iv) 40% of the disbursed amount if the transfer occurred in the fourth full calendar year after the disbursement was made;

(v) 20% of the disbursed amount if the transfer occurred in the fifth full calendar year after the disbursement was made.

7. ESD may reallocate the project funds to another form of assistance, at an amount no greater than $1,200,000, for this project if ESD determines that the reallocation of the assistance would better serve the needs of PUSH Buffalo and the State of New York. In no event shall the total amount of any assistance to be so reallocated exceed the total amount of assistance approved by the Directors.

IV. Statutory Basis – Buffalo Regional Innovation Cluster Fund

The funding was authorized in the 2017-2018 New York State budget and re-appropriated in the 2018-2019 and 2019-2020 New York State budgets. No residential relocation is required as there are no families or individuals residing on the site.

V. Design & Construction

Submission of Payment Requisitions to ESD will be made according to the design and construction disbursement terms outlined in the Grant Disbursement Agreement. ESD reserves the right to inspect the project site to insure compliance of these terms and monitor project progress.

VI. Environmental Review

ESD staff has determined that the project constitutes a Type II action as defined by the New York State Environmental Quality Review Act (“SEQRA”) and the implementing regulations of the New York State Department of Environmental Conservation. No further environmental review is required in connection with the project.

VII. Non-Discrimination and Contractor & Supplier Diversity

ESD’s Non-Discrimination and Contractor & Supplier Diversity policies will apply to this Project. The Recipient shall be required to include minorities and women in any job opportunities created, to solicit and utilize Minority and Women Business Enterprise (“MWBEs”) for any contractual opportunities generated in connection with the Project and shall be required to use Good Faith Efforts (pursuant to 5 NYCRR §142.8) to achieve an overall MWBE Participation Goal of 30% related to the eligible categories totaling approximately $671,000. As such, the goal MWBE utilization shall be no less than $201,300.

VIII. ESD Employment Enforcement Policy



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IX. ESD Financial Assistance Subject to Availability of Funds and Additional Approval

The provision of ESD financial assistance is contingent upon the availability of funds and the approval of the State Division of the Budget.

X. Additional Submissions to Directors



May 16, 2019

Buffalo (Western New York Region – Erie County) – PUSH Buffalo Capital and Working Capital – Buffalo Regional Innovation Cluster (Capital and Working Capital Grant) – Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Make a Grant and to Take Related Actions

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation, relating to the PUSH Buffalo Capital and Working Capital – Buffalo Regional Innovation Cluster (Capital and Working Capital Grant) Project (the “Project”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project area; and be it further


RESOLVED, that upon written finding of the President and Chief Executive Officer of the Corporation or his designee(s) that no substantive negative testimony or comment has been received at the public hearing held on the Plan, such Plan shall be effective at the conclusion of such hearing, and that upon such written finding being made, that the President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized to make to the People United for Sustainable Housing, Inc. a grant for a total amount not to exceed One Million Two Hundred Thousand Dollars ($1,200,000) from the Buffalo Regional Innovation Cluster Fund, for the purposes, and substantially on the terms and conditions, set forth in the materials presented to this meeting, with such changes as the President and Chief Executive Officer or his designee(s) may deem appropriate, subject to the availability of funds and the approval of the State Division of the Budget; and be it further






* * *



PUSH Buffalo WDCCity of BuffaloErie County



TO: The Directors


SUBJECT: Regional Council Award – Priority Project – Utica (Mohawk Valley Region – Oneida County) – Compassion Coalition Capital – Regional Council Capital Fund (Capital Grants)

REQUEST FOR: Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make Grants and to Take Related Actions; Determination of No Significant Effect on the Environment

General Project PlanI. Project Summary

Grantee: Compassion Coalition, Inc. (“Compassion Coalition” or “Organization”)

ESD* Investment: Two grants of up to $600,000 to be used for a portion of the cost of land acquisition, construction, renovations and the purchase of furniture, fixtures and equipment


Project Location: 1110 Lincoln Avenue, Utica

Proposed Project: Acquire and equip a new facility for community-based food distribution

Project Type: Land acquisition and construction/renovation for community-based service facility

Regional Council: The project is consistent with the Mohawk Valley Regional Economic Development Council Plan to revitalize downtowns.


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Financing Uses AmountConstruction/Renovation $2,405,398Furniture, Fixtures and Equipment 45,000Production M&E 399,304Land Acquisition 100,000Design A&E 185,000Other 475,336


Financing Sources Amount Percent Rate/Term/LienESD-Grant $440,000 12%ESD-Grant 160,000 5%CDBG 48,326 1%Adirondack Bank 1,600,000 44% 4.375%/20years/1st on REPrivate Grants 235,000 7%Organization Equity 1,126,712 31% Total Project Financing $3,610,038 100%


A. Organization

Industry: Community service based not-for-profit organization

OrganizationHistory: Compassion Coalition was started in December 2000 as a result of seeing

the unmet needs of the less fortunate in the Utica area increasing. With a focus on serving the community, after seeing that local food pantries were running out of food and were unable to purchase more, the Organization thought there would be surplus food from local distribution centers, and created Your Bargain Grocer, a low-cost grocery store that serves the needy, but also allows the Organization to be self-sustaining. In addition to the grocery store, Compassion Coalition runs a teacher free store, so teachers can get classroom supplies for free, and have collaborative community giving initiatives that change annually based on the needs of the community.

Ownership: Compassion Coalition is a not-for-profit organization.

Size: All facilities are located in Utica, NY.


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Market: Compassion Coalition serves low-income and needy individuals in Utica’s inner-city.

ESD Involvement: The Organization originally opened a grocery branch at its main location to address the fact that parts of Utica have been determined a “food desert” by the U.S. Department of Agriculture. However, due to increased demand, Compassion Coalition purchased land and created a brick and mortar retail store that is ten times the size of its original location. However, due to the larger space, there was a gap in funding.

In 2015 Compassion Coalition applied to ESD for assistance under the Capital Regional Economic Development Council’s Consolidated Funding Application; in February 2016, ESD offered the Organization $160,000 capital grant, which the organization accepted the following month. The Organization was then offered an additional $440,000 from ESD due to the total project cost increasing from $925,000 to $3,610,038, for a total of $600,000 in ESD grant funds.

Without ESD funding, the project could not have proceeded at the same magnitude that it did.

Competition: N/A

Past ESD Support: This is the Company’s first project with ESD.

B. The Project

Completion: December 2018

Activity: The Organization has purchased, built and equipped a 12,000-square-foot building in Utica into a state-of-the-art downtown grocery store. The facility will support customer demand for low and at cost food in an underserved area in the city.

On March 1, 2018 the Organization broke ground and constructed a grocery store with a twenty foot by forty-foot full commercial kitchen, parking for 65 cars, and a loading dock.

Results: The project has enabled Compassion Coalition to give more than $19 million in donated goods each year to the community and serve more than 448,000 individuals annually. Compassion Coalition also works closely with Work Solutions “Second Chance” program, as well as the Mohawk Valley Resource Center for Refugees to promote jobs to individuals with a criminal record and newcomers to Utica.


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Grantee Contact: Reverend Charles Sweet, VP of Business Development509 Lafayette StreetUtica, New York 13502Phone: 315-941-0133E-mail: restore55@gmail. com

ESD Project No.: AA646

Project Team: Origination Joseph FalconeProject Management Chelsey WatrobaContractor & Supplier Diversity Danah AlexanderFinance Jonevan Hornsby Environmental Soo Kang


1. Upon execution of the grant disbursement agreement, the Grantee shall pay a commitment fee of 1% of the $600,000 capital grants ($6,000) and reimburse ESD for all out-of-pocket expenses incurred in connection with the project.


3. The Grantee will be required to contribute a minimum of 10% of the total project cost in the form of equity contributed after the Grantee’s acceptance of ESD’s offer. Equity is defined as cash injected into the project by the Grantee or by investors and should be auditable through Grantee financial statements or Grantee accounts, if so requested by ESD. Equity cannot be borrowed money secured by the assets in the project.

4. Up to $600,000 will be disbursed to Grantee upon documentation of construction/renovation, property acquisition, soft costs, and other eligible project costs totaling $3,610,038 as evidenced by a certificate of occupancy, assuming that all project approvals have been completed and funds are available. Payment will be made upon presentation to ESD of an invoice and such other documentation as ESD may reasonably require. Expenses must be incurred on or after December 10, 2015, to be considered eligible project costs. All disbursements must be requested by April 1, 2020.


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5. ESD may reallocate the project funds to another form of assistance, at an amount no greater than $600,000, for this project if ESD determines that the reallocation of the assistance would better serve the needs of the Grantee and the State of New York. In no event shall the total amount of any assistance to be so reallocated exceed the total amount of assistance approved by the Directors.

6. Grant funds will be subject to pro rata recapture if the property at the Project Location is sold within five years of disbursement of funds. The Recapture Amount is based on the time that has lapsed between when the Grant funds were disbursed and when the transfer occurred. The Recapture Amount shall be calculated by aggregating the Recapture Amount for each disbursement of the Grant, which in each instance shall be equal to:






IV. Statutory Basis – Regional Council Capital Fund

The funding was authorized in the 2015-2016 New York State budget and reappropriated in the 2016-2017, 2017-2018, 2018-2019, and 2019-2020 New York State budgets. No residential relocation is required as there are no families or individuals residing on the site.

V. Environmental Review

The City of Utica, as lead agency, has completed an environmental review of the project pursuant to the requirements of the State Environmental Quality Review Act (“SEQRA”) and the implementing regulations of the New York State Department of Environmental Conservation. This review found the project to be an Unlisted Action, which would not have a significant effect on the environment. The lead agency issued a Negative Declaration on March 29, 2017. ESD staff reviewed the Negative Declaration and supporting materials and concurs. It is recommended that the Directors make a Determination of No Significant Effect on the Environment.


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VI. Non-Discrimination and Contractor & Supplier Diversity

ESD’s Non-Discrimination and Contractor & Supplier Diversity policies will apply to this Project. The Grantee shall be required to include minorities and women in any job opportunities created, to solicit and utilize New York State certified Minority-and Women-Owned Business Enterprises (“MWBEs”) for any contractual opportunities generated in connection with the Project and shall be required to use Good Faith Efforts (pursuant to 5 NYCRR §142.8) to achieve an overall MWBE Participation Goal of 30%.

VII. ESD Employment Enforcement Policy


VIII. ESD Financial Assistance Subject to Availability of Funds and Additional Approval


IX. Additional Submissions to Directors

ResolutionsNew York State MapProject Finance MemorandumProject Photographs


May 16, 2019

Regional Council Award – Priority Project – Utica (Mohawk Valley Region – Oneida County) – Compassion Coalition Capital – Regional Council Capital Fund (Capital Grants) – Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make Grants and to Take Related Actions

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation, relating to the Compassion Coalition Capital -- Regional Council Capital Fund(Capital Grant) Project (the “Project”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project area; and be it further


RESOLVED, that upon written finding of the President and Chief Executive Officer of the Corporation or his designee(s) that no substantive negative testimony or comment has been received at the public hearing held on the Plan, such Plan shall be effective at the conclusion of such hearing, and that upon such written finding being made, the President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized to make to Compassion Coalition, Inc. two grants for a total amount not to exceed Six Hundred Thousand Dollars ($600,000) from the Regional Council Capital Fund for the purposes, and substantially on the terms and conditions, set forth in the materials presented to this meeting, with such changes as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, subject to the availability of funds and the approval of the State Division of the Budget; and be it further



RESOLVED, that the President and Chief Executive Officer or his designee(s) be, and each of


them hereby is, authorized in the name and on behalf of the Corporation to execute and deliver any and all documents and to take all actions as he or she may in his or her sole discretion consider to be necessary or proper to effectuate the foregoing resolutions.

* * *


May 16, 2019

Regional Council Award – Priority Project – Utica (Mohawk Valley Region – Oneida County) – Compassion Coalition Capital – Regional Council Capital Fund (Capital Grants) – Determination of No Significant Effect on the Environment

RESOLVED, that based on the material submitted to the Directors with respect to the Compassion Coalition Capital Project, the Corporation hereby determines that the proposed action will not have a significant effect on the environment.

* * *



Compassion Coalition CapitalUticaOneida County



TO: The Directors


SUBJECT: Regional Council Award – Utica (Mohawk Valley Region – Oneida County) – Doyle Hardware Building Capital – Regional Council Capital Fund (Capital Grant)



I. Project Summary

Grantee: Doyle Hardware Building, LLC (“Doyle” or the “Company”)

ESD* Investment: A grant of up to $1,000,000 to be used for a portion of the cost of construction and renovations

* The New York State Urban Development Corporation doing business as Empire State Development “ESD” or the “Corporation”)

Project Location: 330 Main Street, Utica, Oneida County

Proposed Project: Renovation of a historic building into a mixed-use space, including first-floor commercial space and 55 market-rate apartments on the upper three floors.

Project Type: Real estate redevelopment

Regional Council: The project is consistent with the Mohawk Valley Regional Economic Development Council’s Plan to leverage unique historic character and assets within the Region.


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Financing Uses AmountConstruction/Renovation $12,223,060Property Acquisition 1,166,250Soft Costs 707,518Other Costs 774,516


Financing Sources Amount Percent Rate/Term/LienESD-Grant $1,000,000 7%Bank Loan 9,300,000 62% 5.35%/15 yrs./first lien on RENational Grid Grant 250,000 1%Deferred Development Fee 270,593 2%Company Equity 4,050,751 28% Total Project Financing $14,871,344 100%


A. Company

Industry: Real estate development

Company History: Formed in 2014, Doyle Hardware Building, LLC is a joint venture between Hueber-Breuer Construction and Summit Commercial Real Estate Group. Hueber-Breuer Construction has worked on a variety of projects throughout Central New York including hospitals, medical institutions, sports facilities, universities, and adaptive reuse mixed-use buildings.

Ownership: The Company is privately-owned

Size: All facilities are located in Utica, NY.

ESD Involvement: The City of Utica (“Utica or the “City”) is one of the most distressed areas in the country. According to a recent study from the Economic Innovation Group, Utica ranked as the 6th most distressed area in the nation. Approximately half the adults in Utica are unemployed and more than a quarter of the population lives in poverty. As a result, there are numerous vacant and underutilized properties in Utica, the Doyle Hardware Building being one of the most significant of them. For the City to thrive, redevelopment of these underutilized properties is imperative. The Governor’s Regional Economic Council awarded the Company a


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$1,000,000 capital grant through Round 6 of the Consolidated Funding Application process to assist with the financing of the project.

Past ESD Support: This is the Company’s first project with ESD. B. The Project

Completion: September 2018

Activity: The Company purchased the property in 2016 and completed renovation and redevelopment of the building into a mixed-use property. Fifty-five market-rate apartments were created on the upper three floors. The ground floor includes commercial retail space and a restaurant. Additionally, asbestos abatement and lead-paint removal was completed, the roof was repaired, and energy efficient lighting was installed.

Results: The project will provide a newly renovated restaurant that will employ 30 people, as well as commercial space which is expected to employ an additional 20-30 people. Additionally, the building will bring new residents into the downtown area which will bolster the surrounding businesses.

Economic Growth InvestmentProject: No Benefit-Cost Analysis (“BCA”) is required since these projects generate


Grantee Contact: Charlie Breuer, Managing Member5100 Taft Road, Suite 5CLiverpool, NY 13088Phone: (315) 476-7917E-mail: cbreuer@hueber-breuer. com

ESD Project No.: AB842

Project Team: Origination Joseph FalconeProject Management Arturo RodriguezContractor & Supplier Diversity Danah AlexanderFinance Christina ChoiEnvironmental Soo Kang


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1. Upon execution of the grant disbursement agreement, the Company shall pay a commitment fee of 1% of the $1,000,000 capital grant ($10,000) and reimburse ESD for all out-of-pocket expenses incurred in connection with the project.

2. The Company will demonstrate no materially adverse changes in its financial condition prior to disbursement.

3. The Company will be required to contribute a minimum of 10% of the total project cost in the form of equity contributed. Equity is defined as cash injected into the project by the Company or by investors and should be auditable through Company financial statements or Company accounts, if so requested by ESD. Equity cannot be borrowed money secured by the assets in the project or grants from a government source.

4. Up to $1,000,000 will be disbursed to Grantee upon documentation of construction/renovation, property acquisition, soft costs, and other project costs totaling $14,871,344, as evidenced by a certificate of occupancy, assuming that all project approvals have been completed and funds are available. Payment will be made upon presentation to ESD of an invoice and such other documentation as ESD may reasonably require. Expenses must be incurred on or after December 8, 2016, to be considered eligible project costs. All disbursements must be requested by April 1, 2020.

6. ESD may reallocate the project funds to another form of assistance, at an amount no greater than $1,000,000, for this project if ESD determines that the reallocation of the assistance would better serve the needs of the Company and the State of New York. In no event shall the total amount of any assistance to be so reallocated exceed the total amount of assistance approved by the Directors.

7. Grant funds will be subject to pro rata recapture if the property at the Project Location is sold within five years of disbursement of funds. The Recapture Amount is based on the time that has lapsed between when the Grant funds were disbursed and when the transfer occurred. The Recapture Amount shall be calculated by aggregating the Recapture Amount for each disbursement of the Grant, which in each instance shall be equal to:




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IV. Statutory Basis – Regional Council Capital Fund

The funding was authorized in the 2016-20xx17 New York State budget and reappropriated in the 2017-2018, 2018-2019, and 2019-2020 New York State budget(s)]. No residential relocation is required as there are no families or individuals residing on the site.


The City of Utica Industrial Development Agency, as lead agency, has completed an environmental review of the project pursuant to the requirements of the State Environmental Quality Review Act (“SEQRA”) and the implementing regulations of the New York State Department of Environmental Conservation. This review found the project to be an Unlisted Action, which would not have a significant effect on the environment. The lead agency issued a Negative Declaration on October 19, 2017. ESD staff reviewed the Negative Declaration and supporting materials and concurs. It is recommended that the Directors make a Determination of No Significant Effect on the Environment.

Due to the building's inclusion in the New York State and National Registers of Historic Places, ESD has confirmed that the project sponsor consulted with the New York State Office of Parks, Recreation and Historic Preservation pursuant to the requirements of Section 14.09 of the New York State Parks, Recreation and Historic Preservation Law. No further consultation is required.


ESD’s Non-Discrimination and Contractor & Supplier Diversity policies will apply to this Project. The Grantee shall be required to include minorities and women in any job opportunities created, to solicit and utilize certified Minority-and Women-owned Business Enterprises (“MWBEs”) for any contractual opportunities generated in connection with the Project and shall be required to use Good Faith Efforts (pursuant to 5 NYCRR §142.8) to achieve an overall MWBE Participation Goal of 30% related to the total value of ESD’s funding.




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May 16, 2019

Regional Council Award – Utica (Mohawk Valley Region – Oneida County) – Doyle Hardware Building Capital – Regional Council Capital Fund (Capital Grant) – Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation, relating to the Doyle Hardware Building Capital - Regional Council Capital Fund (Capital Gant) Project (the “Project”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project area; and be it further RESOLVED, that the Corporation does hereby adopt, subject to the requirements of Section 16(2) of the Act, the proposed General Project Plan (the “Plan”) for the Project submitted to this meeting, together with such changes therein as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, a copy of which Plan, together with such changes, is hereby ordered filed with the records of the Corporation; and be it further

RESOLVED, that upon written finding of the President and Chief Executive Officer of the Corporation or his designee(s) that no substantive negative testimony or comment has been received at the public hearing held on the Plan, such Plan shall be effective at the conclusion of such hearing, and that upon such written finding being made, President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized to make to Doyle Hardware, LLC a grant for a total amount not to exceed One Million Dollars ($1,000,000) from the Regional Council Capital Fund, for the purposes, and substantially on the terms and conditions, set forth in the materials presented to this meeting, with such changes as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, subject to the availability of funds and the approval of the State Division of the Budget; and be it further



RESOLVED, that the President and Chief Executive Officer or his designee(s) be, and each of


them hereby is, authorized in the name and on behalf of the Corporation to execute and deliver any and all documents and to take all actions as he or she may in his or her sole discretion consider to be necessary or proper to effectuate the foregoing resolutions.

* * *


May 16, 2019

Regional Council Award – Utica (Mohawk Valley Region – Oneida County) – Doyle Hardware Building Capital – Regional Council Capital Fund (Capital Grant) – Determination of No Significant Effect on the Environment

RESOLVED, that based on the material submitted to the Directors with respect to the Doyle Hardware Building Capital Project, the Corporation hereby determines that the proposed action will not have a significant effect on the environment.

* * *



Doyle Hardware Building CapitalUticaOneida County



TO: The Directors


SUBJECT: Rochester (Finger Lakes Region – Monroe County) – Kodak Alaris Capital – Upstate Revitalization Initiative (Capital Grant)

REQUEST FOR: Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions


I. Project Summary

Grantee: Kodak Alaris, Inc. (“Kodak Alaris” or the “Company”)

ESD* Investment: A grant of up to $1,256,050 be used for a portion of the cost of renovation, construction, purchase of machinery, equipment, furniture and fixtures

Project Location: 336 Initiative Drive, Gates, Monroe

Proposed Project: Renovation and construction of a 250,000-square-foot building and purchase of machinery, equipment, furniture and fixtures to relocate operations.

Project Type: Headquarters relocation involving job retention

Regional Council: The Finger Lakes Regional Economic Development Council (“FLREDC”) has been made aware of this item. The project is consistent with FLREDC’s plan to expand the region’s capabilities and jobs opportunities in the manufacturing industry.

Employment: Initial employment at time of ESD Incentive Proposal: 627 Current employment level: 531

Minimum employment through January 1, 2024: 500**Up to 50 Full-time Contract Employees


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Financing Uses AmountConstruction/Renovation $1,534,444Machinery and equipment 157,136Furniture/Fixtures 2,185,966Soft Costs (architecture/engineering) 832,640


Financing Sources Amount PercentESD-Grant $1,256,050 26%Company Equity 3,454,136 74% Total Project Financing $4,710,186 100%


A. Company

Industry: Manufacturer, Imaging Solutions

Company History: Founded in 2013, Kodak Alaris is a manufacturer and marketer of traditional photographic supplies, hardware and software for digital imaging and information management, and retail printing kiosks.

Ownership: In 2013, the Kodak Pension Plan (the “Plan”), in resolution of debts owed the Plan by Eastman Kodak Company (“EKC”), purchased and received business unit assets from EKC. The Plan formed Kodak Alaris Holdings Ltd which holds those assets and owns the business commonly called Kodak Alaris which includes Kodak Alaris, Inc.

Size: All facilities are located in Gates, Monroe County.

Market: The Company services the worldwide photography and digital imaging industry including film, paper, chemicals, and digital imaging software and hardware. Competitors include Fujitsu, Brothers and Epson.

ESD Involvement: In June 2017, the Company considered several options to relocate its operations from an antiquated 1,000,000-square-foot building to a more efficient space to house its headquarters and research and development. Kodak Alaris considered locations outside of New York State including Massachusetts, California and Colorado. In order to keep the existing jobs


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in Monroe County, ESD offered financial assistance to aid with the costs of construction/renovation and related expenses of the 250,000-square-foot facility. ESD funding was critical in the Company decision to remain in Monroe County, New York retaining 500 jobs through 2024.

Competition: Massachusetts, California and Colorado.

Past ESD Support: This is the Company’s first project with ESD. B. The Project


Activity: The Company renovated the 250,000-square-foot facility and purchased machinery, equipment, furniture and fixtures. The renovation enabled the Company to create additional office space and improve operations. The project also enabled the Company to locate the labs, office and distribution centers at same facility which streamlined the production to distribution process.

Results: Retain 500 jobs, including up to 50 Full-time contract employees.

Business InvestmentProject: Benefit-Costs Evaluations are used in evaluating projects that are

categorized as Business Investment, Infrastructure Investment, and Economic Growth Investment and that involve 1) job retention and/or creation and/or 2) construction-related activity. For Business Investment projects, benefits typically reflect the impact of both jobs and construction-related activity. For Infrastructure Investment and Economic Growth Investment projects, which generate long-term benefits not captured in the period of analysis and may involve no permanent job commitments, the estimated benefits typically reflect only construction-related activity.

Evaluated over a seven-year period, the following are anticipated project impacts (dollar values are present value): Fiscal benefits to NYS government from the project are estimated at

$27,274,463; Fiscal cost to NYS government is estimated at $1,256,050; Project cost to NYS government per direct job is $5,210; Project cost to NYS government per job (direct plus indirect) is

estimated at $3,150; Ratio of project fiscal benefits to costs to NYS government is 21.71:1;


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Fiscal benefits to all governments (state and local) are estimated at $47,620,715;

Fiscal cost to all governments is $1,256,050; All government cost per direct job is $5,210; All government cost per total job is $3,150; The fiscal benefit to cost ratio for all governments is 37.91:1; Economic benefits (fiscal plus total net resident disposable income

from project employment) are estimated at $351,769,984, or $882,275 per job (direct and indirect);

The economic benefit to cost ratio is 280.06:1; Project construction cost is $1,918,055, which is expected to generate

15 direct job years and 9 indirect job years of employment; For every permanent direct job generated by this project, an

additional 0.66 indirect jobs are anticipated in the state’s economy; The payback period for NYS costs is one year.

See Project Summary Benefit-Cost Evaluation (attached) for detail and definitions.

Grantee Contact: Diane Gardner, Vice President Tax and Treasury 336 Initiative Dr.Rochester 14624Phone: 585-576-4808E-mail: diane.gardner@kodakalaris. com

ESD Project No.: AC100

Project Team: Origination Stephen Golding Project Management Evalyn GleasonContractor & Supplier Diversity Geraldine FordFinance Rob Kwon Environmental Soo Kang


1. Upon execution of the grant disbursement agreement, the Company shall pay a commitment fee of 1% of the $1,256,050 capital grant ($12,560.50) and reimburse ESD for all out-of-pocket expenses incurred in connection with the project.

2. The Company will demonstrate no materially adverse changes in its financial condition prior to disbursement.

3. The Company will be required to contribute a minimum of 10% of the total project cost in the form of equity contributed. Equity is defined as cash injected into the


mailto:diane.gardner@kodakalaris

5

project by the Company or by investors, and should be auditable through Company financial statements or Company accounts, if so requested by ESD. Equity cannot be borrowed money secured by the assets in the project.

4. Prior to disbursement, the Company must employ at least the number of Full-time Permanent Employees set forth as the Baseline Employment in the table below. A Full-time Permanent Employee shall mean (a) a full-time, permanent, private-sector employee on the Grantee’s payroll, who has worked at the Project Location for a minimum of thirty-five hours per week for not less than four consecutive weeks and who is entitled to receive the usual and customary fringe benefits extended by Grantee to other employees with comparable rank and duties; or (b) two part-time, permanent, private-sector employees on Grantee’s payroll, who have worked at the Project Location for a combined minimum of thirty-five hours per week for not less than four consecutive weeks and who are entitled to receive the usual and customary fringe benefits extended by Grantee to other employees with comparable rank and duties.

5. Up to $1,256,050 will be disbursed to Grantee upon documentation of renovation, purchase of machinery and equipment project costs totaling $4,710,187, as evidenced by a certificate of occupancy, and documentation of the employment of at least 500 Full-time Permanent Employees at the Project Location (Up to 50 Full-time Contract Employees), assuming that all project approvals have been completed and funds are available. Payment will be made upon presentation to ESD of an invoice and such other documentation as ESD may reasonably require. Expenses must be incurred on or after June 12th, 2017, to be considered eligible project costs. All disbursements must be requested by April 1, 2020.

6. ESD may reallocate the project funds to another form of assistance, at an amount no greater than $1,256,050, for this project if ESD determines that the reallocation of the assistance would better serve the needs of the Company and the State of New York. In no event shall the total amount of any assistance to be so reallocated exceed the total amount of assistance approved by the Directors.

7. In consideration for the making of the Grant, Grantee will achieve the Employment Goals set forth in Column B of the table below. If the Full-time Permanent Employee Count for the year prior to the reporting date set forth in Column A of the table below is less than eighty-five percent (85%) of the Employment Goal set forth in Column B (an “Employment Shortfall”), then upon demand by ESD, Grantee shall be obligated to repay to ESD a portion of each disbursement of the Grant, as follows:

The Recapture Amount is based on the time that has lapsed between when the Grant funds were disbursed and when the Employment Shortfall occurred. The Recapture Amount shall be calculated by aggregating the Recapture Amount for each disbursement of the Grant, which in each instance shall be equal to:


6

(i) 100% of the disbursed amount if the Employment Shortfall occurred in the calendar year that the disbursement was made, or in the first full calendar year after the disbursement was made;

(ii) 80% of the disbursed amount if the Employment Shortfall occurred in the second full calendar year after the disbursement was made;

(iii) 60% of the disbursed amount if the Employment Shortfall occurred in the third full calendar year after the disbursement was made;

(iv) 40% of the disbursed amount if the Employment Shortfall occurred in the fourth full calendar year after the disbursement was made;

(v) 20% of the disbursed amount if the Employment Shortfall occurred in the fifth full calendar year after the disbursement was made.

The Grantee’s number of Full-time Permanent Employees shall be deemed to be the greater of the number as of the last payroll date in the month of December for such year or the average employment for the 12 month period computed by quarter.

500*

A B

Reporting Date Employment Goals

February 1, 2020 500*February 1, 2021 500*February 1, 2022 500*February 1, 2023 500*February 1, 2024 500*

Baseline Employment

* Up to 50 Full-time Contract Employees

IV. Statutory Basis – Upstate Revitalization Initiative

The funding was authorized in the 2015-2016 New York State budget and reappropriated in the 2016-2017, 2017-2018, 2018-2019, and 2019-2020 New York State budgets. No residential relocation is required as there are no families or individuals residing on the site.


ESD staff has determined that the project constitutes a Type II action as defined by the New York State Environmental Quality Review Act (“SEQRA”) and the implementing regulations of the New York State Department of Environmental Conservation. No further environmental review is required in connection with the project.


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ESD’s Non-Discrimination and Contractor & Supplier Diversity policies will apply to this Project. The Recipient shall be required to include minorities and women in any job opportunities created, to solicit and utilize Minority and Women Business Enterprise (MWBEs) for any contractual opportunities generated in connection with the Project and shall be required to use Good Faith Efforts (pursuant to 5 NYCRR §142.8) to achieve an overall MWBE Participation Goal of 30% related to the total value of ESD’s funding.

VII. ESD Financial Assistance Subject to Availability of Funds and Additional Approval


VIII. Additional Submissions to Directors

ResolutionsNew York State MapBenefit-Cost Analysis Project Finance Memorandum


May 16, 2019

Rochester (Finger Lakes Region – Monroe County) – Kodak Alaris Capital – Upstate Revitalization Initiative (Capital Grant) – Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation, relating to the Kodak Alaris Capital -- Upstate Revitalization Initiative (Capital Grant) Project (the “Project”), the Corporation hereby determines pursuant to Section and 10(g) of the New York State Urban Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project area; and be it further


RESOLVED, that upon written finding of the President and Chief Executive Officer of the Corporation or his designee(s) that no substantive negative testimony or comment has been received at the public hearing held on the Plan, such Plan shall be effective at the conclusion of such hearing, and that upon such written finding being made, President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized to make to Kodak Alaris, Inc. a grant for a total amount not to exceed One Million Two Hundred and Fifty-Six and Fifty ($1,256,050) from the Upstate Revitalization Initiative, for the purposes, and substantially on the terms and conditions, set forth in the materials presented to this meeting, with such changes as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, subject to the availability of funds and the approval of the State Division of the Budget; and be it further






* * *



Kodak Alaris CapitalRochesterMonroe County


Project SummaryBenefit-Cost Evaluation1

Kodak Alaris, Inc. – Business Investment

Benefit-Costs Evaluations are used in evaluating projects that are categorized as Business Investment, Infrastructure Investment, and Economic Growth Investment and that involve 1) job retention and/or creation and/or 2) construction-related activity. For Business Investment projects, benefits reported in the table below typically reflect the impact of both jobs and construction-related activity. For Infrastructure Investment and Economic Growth Investment projects, which generate long-term benefits not captured in the period of analysis and may involve no permanent job commitments, the table typically reflects only construction-related activity. Benchmarks for each type of project are noted in the footnotes.

Initial Jobs: 500 (up to 50 full-time contract employees) Construction Job Years (Direct): 15New Jobs: 0 Construction Job Years (Indirect): 9

Project Results NYS Gov’t. Project Results State & Local Evaluation Statistics NYS Gov’t. Benchmarks2 State & Local Government

Government Benchmarks

Fiscal Costs3 $1,256,050 $794,250 $1,256,050 $1,020,500 Fiscal Benefits4 $27,274,463 $2,085,600 $47,620,715 $4,271,980

Fiscal Cost /Direct Job $5,210 $3,000 $5,210 $4,110 Fiscal Cost/Total Jobs $3,150 $1,424 $3,150 $1,964

Fiscal B/C Ratio 21.71 7.00 37.91 10.60Project BenchmarksResults

Economic Benefits5 $351,769,984 $119,468,000 Econ. Benefits/Total Jobs $882,275 $147,600

Economic B/C Ratio 280.06 75.00

1 Dollar values are present value calculated over a 7-year period. Separate evaluations are made and reported for New York State government assistance alone and for State and Local government.

2 The current project evaluation results (both fiscal and economic) are compared to performance measure benchmarks based on results of a sample of ESD non-retail projects. Business Investment project benchmarks are 7.00 (Fiscal) and 75.00 (Economic). Infrastructure Investment (or Economic Growth Investment) project benchmarks are 3.00 (Fiscal) and 30.00 (Economic).

3 Fiscal cost includes the value of grants, loans and associated default risks, and discretionary subsidies (such as tax exemptions or abatements on sales, property, and interest income).

4 Fiscal benefits are the loan repayments and tax revenues to New York State and Local governments generated by project activity. This includes estimated taxes on personal incomes from project direct and indirect employment, corporate and business incomes, excise and user taxes, property taxes, and other taxes.

5 Economic benefits are estimated project benefits measuring fiscal flows to government plus net resident disposable income from project direct and indirect employment net of transfers, without adjusting for individual income earners’ opportunity cost of employment.



TO: The Directors


SUBJECT: Albany (Capital Region – Albany County) – Liberty Park Mixed Use Development Capital – Upstate Revitalization Initiative (Capital Grant)



I. Project Summary

Grantee: Capitalize Albany Corporation (“CAC” or the “Organization”)

ESD* Investment: A grant of up to $10,193,720 to be used for the cost of real estate acquisition; property maintenance, operation and stabilization; administration costs; emergency demolition; lease/rent expenses; and design and planning costs


Project Location: Property and adjacent public rights-of-way within the boundaries of South Pearl Street, Madison Avenue, Broadway, and Hudson Avenue (including the 50 parcels currently controlled by the Albany Convention Center Authority), Albany, Albany County, referred to as Liberty Park

Proposed Project: Acquisition of property rights (fee and/or leasehold interests, as needed for the appropriate control of the property related to the Project) by the Grantee (or Grantee’s wholly-owned subsidiary Liberty Square Development, LLC), emergency demolition, property maintenance and operation and stabilization, administration and planning and design by the Grantee, Grantee’s wholly-owned subsidiary Liberty Square Development, LLC, or other investors to redevelop


2

property in downtown Albany

Project Type: Downtown Revitalization

Regional Council: The project is consistent with the Capital Regional Economic Development Council (“CREDC”) Plan‘s metro strategy to build vibrant cities for business and families. The project is also identified in the CREDC’s Upstate Revitalization Initiative as a priority in that it would catalyze economic growth by creating a center of economic vibrancy in a historic, downtown district.


Financing Uses AmountReal Estate Acquisition/Lease Buyouts $8,475,000Emergency Demolition 693,720Administration 525,000Other Project Costs (design, planning, etc.) 500,000


Financing Sources Amount PercentESD Grant $10,193,720 100% Total Project Financing $10,193,720 100%


A. Organization

Industry: Capitalize Albany Corporation is a local agency that serves as the City of Albany’s economic development arm. Its mission is to facilitate strategic economic development and stimulate transformative investment throughout the City of Albany, making New York’s Capital a vibrant place to thrive.

Organization History: The Organization was founded in 1979 as the Albany Local Development Corporation and changed its name in 2009 to better reflect its role as the economic development service provider in New York’s capital city. CAC implements programs and resources to create, retain, and attract business in the City of Albany.


3

Ownership: CAC is a 501(c)(3) not-for-profit corporation and a public authority as defined by section 2(b) of the Public Authorities Law

Size: CAC has a staff of seven professionals and is governed by a 16-member Board of Directors that drives the Organization’s mission.

Market: N/A

ESD Involvement: In 2004, the New York State Legislature created the Albany Convention Center Authority (“ACCA”) after determining that a convention center in the City of Albany would provide significant economic and social benefits to the entire Capital Region. In 2009, the ACCA began acquiring and leasing parcels of land within the boundaries of the Project Location (the “Site”) for the purpose of constructing a convention center. In 2013, the ACCA revised its plans, changed the location and ultimately constructed a $78 million convention center at a different site closer to the New York State Capitol, Empire State Plaza and the Times Union Arena. The convention center, known as the Albany Capital Center, opened in March 2017 and the immediate surrounding area experienced a significant transformation, including over $142 million in new investment.

ACCA’s legislated authority is limited to the construction and operation of convention facilities within downtown Albany. The ACCA no longer requires the 50 parcels that make up the Site and does not have the authority to pursue opportunities for their redevelopment. Efforts undertaken to divest this surplus property including a Request for Proposals were unsuccessful given the lack of private or municipal control of the location, and the lack of incentives to address the public infrastructure needs for the Site’s redevelopment. To mitigate this hurdle, ESD engaged with the ACCA to consider a redevelopment scenario where either ESD or some other qualified development corporation with access to incentives and the authority to raise capital, would gain control of the properties for the purpose of being the master developer.

To facilitate the process, ESD commissioned a Feasibility Study (“Study”) in 2017 to assess the potential for the Site and the surrounding area. The Study took a comprehensive look at prior studies and plans, and existing conditions including the current market. Two similar concepts were developed, each identifying approximately $130 million in potential large-scale mixed-use development focused on residential and entertainment uses.


4

The proposed redevelopment plan presents a unique opportunity to attract the type of investment that will generate economic growth and will also strengthen the linkages to the Hudson River, Pastures Neighborhood, Pearl Street, Broadway, State Street and be a catalyst for improving the condition of adjacent properties. This highly underutilized land is an ideal location for attracting the type of mixed-use development that promotes a live, work and play environment anchored by walkable streets and greenspace.

Following the presentation of the Feasibility Study in the Fall of 2017, CAC expressed interest in serving as the master developer. As the City of Albany’s economic development organization, CAC was determined to be the most appropriate entity to facilitate the development based on its track record of sponsoring real estate redevelopment projects, facilitating large scale grants and having the staffing capacity, but did not have the financial capacity without additional state resources. ESD, ACCA and other interested state agencies supported this concept of CAC acting as master developer, supported by additional state resources.

In December 2017, the ACCA and CAC entered into a purchase agreement for the ACCA’s interest in the Site. The agreement includes the condition that CAC would have to secure additional financial resources. CAC subsequently applied to ESD for funding to support the acquisition of property, demolition, infrastructure and public space improvements, design, planning, and construction and renovation costs.

ESD incentives offered for Site redevelopment total $15,000,000 in grant funding, of which a grant of up to $10,139,720 is being requested at this time for preliminary costs including property acquisition, emergency demolition, property maintenance, operation and stabilization, administration and design, planning, and soft costs associated with the redevelopment of the Site. The balance of the grant awards will be presented to ESD’s Directors for approval at a later time, when Site planning has progressed. Without ESD assistance the project would not have been feasible.

Competition: N/A

Past ESD Support: This is the Organization’s first project with ESD.


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B. The Project


Activity: The proposed project is the first phase of a multi-year, multi-phased approach to re-developing an underutilized site in the heart of Downtown Albany’s Business Improvement District into a vibrant, mixed-use neighborhood. The project includes the acquisition of property, emergency demolition, property maintenance, operation and stabilization; design and planning, and administration costs to enable CAC to obtain site control and facilitate the planning process for public infrastructure improvements and further private redevelopment.

Results: The eight-acre Liberty Park Site presents an unmatched opportunity in a downtown core. With ESD assistance, Liberty Park is poised to attract investment that will generate economic growth beyond the site and strengthen connections to the Hudson River, the downtown core and nearby neighborhoods. Following completion of the Project, the Liberty Park Site is anticipated to leverage more than $100 million in private sector investment leading to a total transformation of the targeted area, activating long-standing and sustainable growth in Downtown Albany and opportunities for the region a whole.



Grantee Contact: Sarah Reginelli, President21 Lodge StreetAlbany, NY 12207Phone: (518) 434-2532E-mail: sreginelli@capitalizealbany. com


Project Team: Origination Mike YevoliProject Management Linda DillonLegal Craig AlfredContractor & Supplier Diversity Denise RossFinance Kathleen UckertEnvironmental Soo Kang


6


1. Upon execution of the grant disbursement agreement, the Grantee shall pay a commitment fee of 1% of the capital grant ($101,937), due either in its entirety after ESD Directors’ approval at the time a Grant Disbursement Agreement is executed, or as follows:

An initial payment of $33,979 after ESD Directors’ approval at the time a Grant Disbursement Agreement is executed;

A second payment of $33,979 no later than January 1, 2021; and

A third payment of $33,979 prior to January 1, 2022 or disbursement of the last 10% of grant funds, whichever is earlier.

In addition, the Grantee shall reimburse ESD for all out-of-pocket expenses incurred in connection with the project.

2. The Grantee will demonstrate no materially adverse changes in its financial condition prior to closing/disbursement.

3. Funds will be disbursed as follows, assuming that all project approvals have been completed and funds are available: Up to $10,193,720 will be deposited, as set forth below, into an account (the “Imprest Account”) at a bank mutually acceptable to ESD (as set forth in writing by ESD). Funds in the Imprest Account, from the time of deposit and until disbursed from such account in accordance with terms to be approved by the ESD Directors, will be invested in accordance with ESD’s Investment Guidelines. ESD shall be provided with copies of all account statements and reports in accordance with the reporting requirement. Interest earned on the funds deposited in the Imprest Account must be returned to ESD quarterly.

ESD may authorize up to $8,475,000 for the acquisition of real property interests for multiple parcels located within the Project Location, and the operation (including lease payments) and maintenance of such parcels. Such drawdowns of grant funds shall be authorized by ESD prior to closing upon presentation of an executed or draft purchase and/or sale agreement(s) or other appropriate evidence of Grantee’s acquisition of property rights necessary for the Project, and such other documentation as ESD may reasonably require, including program reports.

The Recipient may seek authorization to release funds from the Imprest Account to pay for invoices due and payable for eligible reimbursable expenses no more frequently than monthly, in compliance with ESD Requirements, assuming all project


7

approvals have been completed and funds are available. Each subsequent payment requisition will include the current month’s invoices and proof of payment for invoices submitted for the previous month.

All disbursements require compliance with program requirements and must be requested by no later than April 1, 2024. Expenditures incurred prior to August 1, 2018 are not eligible project costs and cannot be reimbursed by grant funds.

4. ESD may reallocate the project funds to another form of assistance, at an amount no greater than $10,193,720 for this project if ESD determines that the reallocation of the assistance would better serve the needs of the Grantee and the State of New York. In no event shall the total amount of any assistance to be so reallocated exceed the total amount of assistance approved by the Directors.

IV. Statutory Basis – Upstate Revitalization Initiative

The funding was authorized in the 2015-2016 New York State budget and reappropriated in the 2016-2017, 2017-2018, 2018-2019 and 2019-2020 New York State budgets. No residential relocation is required as there are no families or individuals residing on the site.


Capitalize Albany Corporation, as lead agency, has completed an environmental review of the proposed real estate acquisition/lease buyouts pursuant to the requirements of the State Environmental Quality Review Act (“SEQRA”) and the implementing regulations of the New York State Department of Environmental Conservation. This review found the proposed real estate transaction to be an Unlisted Action, which would not have a significant effect on the environment. The lead agency issued a Negative Declaration on December 18, 2018. ESD staff reviewed the Negative Declaration and supporting materials and concurs. It is recommended that the Directors make a Determination of No Significant Effect on the Environment.

ESD staff has further determined that the approval of funding to be used for emergency demolition, administration, design and planning costs constitutes a Type II action pursuant to Sections 617.(c)(26), 617.(c)(27) and 617.(c)(33) as defined by SEQRA. Therefore, no further environmental review is required in connection with these activities.

Any future infrastructure improvements, site development or change in use of the site will be subject to further environmental review pursuant to SEQRA.


ESD’s Non-discrimination & Contractor and Supplier Diversity policies will apply to this project. CAC shall be required to use Good Faith Efforts (pursuant to 5 NYCRR §142.8) to achieve an overall Minority and Women-owned Business Enterprise (“MWBEs”) participation goal of 30%


8

related to the total value of the qualifying expenditures totaling $500,000. The MWBE participation in relation to ESD funding shall be no less than $150,000. CAC is required to actively solicit and utilize MWBEs for any contractual opportunities generated in connection with the project.






ResolutionsNew York State MapProject Finance MemorandumProject Photographs


May 16, 2019

Albany (Capital Region – Albany County) – Liberty Park Mixed Use Development Capital – Upstate Revitalization Initiative (Capital Grant) – Findings and Determinations Pursuant to Sections 10(g) of the Act; Authorization to Adopt the Proposed General Project Plan; Authorization to Make a Grant and to Take Related Actions

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation, relating to the Liberty Park Mixed Use Development Capital -- Upstate Revitalization Initiative (Capital Grant) Project (the “Project”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project area; and be it further


RESOLVED, upon written finding of the President and Chief Executive Officer of the Corporation or his designee(s) that no substantive negative testimony or comment has been received at the public hearing held on the Plan, such Plan shall be effective at the conclusion of such hearing, and that upon such written finding being made, the President and Chief Executive Officer of the Corporation or his designee(s) be, and each of them hereby is, authorized to make to Capitalize Albany Corporation a grant for a total amount not to exceed Ten Million One Hundred Ninety-Three Thousand Seven Hundred and Twenty Dollars ($10,193,720) from the Upstate Revitalization Initiative, for the purposes, and substantially on the terms and conditions, set forth in the materials presented to this meeting, with such changes as the President and Chief Executive Officer of the Corporation or his designee(s) may deem appropriate, subject to the availability of funds and the approval of the State Division of the Budget; and be it further






* * *


May 16, 2019

Albany (Capital Region – Albany County) – Liberty Park Mixed Use Development Capital – Upstate Revitalization Initiative (Capital Grant) – Determination of No Significant Effect on the Environment

RESOLVED, that based on the material submitted to the Directors with respect to the Liberty Park Mixed Use Development Capital Project, the Corporation hereby determines that the proposed action will not have a significant effect on the environment.

* * *



Liberty Park Mixed Use Development CapitalAlbany Albany County



TO: The Directors


SUBJECT: Market NY Grant Program – Market New York (Working Capital Grant)

REQUEST FOR: Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Make a Grant and to Take Related Actions

I. Project Summary



A. Fort Ticonderoga Marketing Working Capital 132,677 Fort Ticonderoga

Association $300,000

TOTAL MARKET NY PROJECTS-1 TOTAL $300,000

ESD* Investment: Up to a total of $300,000 from Market NY Round 8 to be used for tourism working capital project in the North Country region of New York State.


Project Locations: Statewide - See Schedule A attached

Proposed Projects: See Schedule A attached

Regional Council: Each respective Regional Economic Development Council has been made aware of, and has endorsed, the relevant proposed project.


AnticipatedAppropriationSource(s): Market New York Program


See Schedule A attached.


A. Background

Rounds 7 & 8 of the Regional Council Consolidating Funding Application both included up to $15 million for Market New York, Round 6 included $13.5 million, Rounds 4 & 5 up to $12 million and Round 3 had a total available of up to $10 million for a program that will support regionally themed New York focused projects. Market New York will help to bolster tourism growth by promoting tourism destinations, attractions, and special events.

Funding is available for projects intended to increase tourism in a community or region. Grant funding will be allocated among the ten regions, each represented by a Regional Council, based on each Regional Council‘s development and implementation of a five-year strategic plan that sets out a comprehensive vision for economic development and specific strategies to implement that vision. Funding will be allocated to projects, including priority projects identified by the regional councils, identified as significant, regionally supported and capable of stimulating economic investment through attraction of tourists to the dedicated area. B. The Project

ESD will make available $300,000 from Round 8 to fund one working capital project. The grantee has identified and prioritized Regional Marketing and Capital Tourism projects that support the Regional Economic Development Council’s strategic plans for tourism and will coordinate with New York State’s “I LOVE NEW YORK” tourism division to maximize the overall program impact statewide. The Market NY Grantee will carry out its Regional Marketing Tourism project as described in the individual project description as set forth in Schedule A attached.

ESD Project No’s.: See Table Above

Project Team: Project Management See Schedule A attachedProgram Director Kelly BaquerizoContractor & Supplier Diversity Geraldine FordEnvironmental Soo Kang


Financial Terms and Conditions

ESD may reallocate the project funds to another form of assistance, at an amount no greater than $300,000 for the projects, if ESD determines that reallocation of the assistance would better serve the needs of the Grantee and the State of New York. In no event shall the total amount of any assistance to be so reallocated exceed the total amount of assistance approved by the Directors.

IV. Statutory Basis

Market New York Program- DED

The funding was authorized in the 2018-2019 New York State budget and reappropriated in the 2019-2020 New York State budget. No residential relocation is required as there are no families or individuals residing on the site.


Unless otherwise noted on the project summary attached as Schedule A, ESD staff has determined that the project described in Schedule A either constitute Type II actions or do not constitute actions as defined by the New York State Environmental Quality Review Act (“SEQRA”) and the implementing regulations of the New York State Department of Environmental Conservation. No further environmental review is required in connection with the projects.


ESD’s Non-discrimination and Contractor Diversity policies will apply to the projects. Each Grantee shall be required to use good faith efforts to achieve an overall Minority and Women Business Enterprise (“MWBE”) Participation Goal, each project has been assigned an individual goal by the Office of Contractor & Supplier Diversity based on the elements of the individual project and related to the total value of ESD’s funding and to solicit and utilize MWBEs for any contractual opportunities generated in connection with the project.


ESD's Employment Enforcement Policy will not apply since these projects will not directly create or retain jobs.


The provision of ESD financial assistance is contingent upon the availability of funds and the


approval of the State Division of the Budget.

IX. Requested Actions

The Directors are requested to: (1) make the findings and determination required by Section 10(g) of the UDC Act; and (2) authorize the making of the grant which is the subject of these materials.

Recommendation

Based on the foregoing, I recommend approval of the requested actions.

Additional Submissions to Directors

ResolutionsSchedule A


May 16, 2019

Statewide – Market New York Program (Working Capital Grant) – Findings and Determinations Pursuant to Section 10(g) of the Act; Authorization to Make a Grant and to Take Related Actions

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation, relating to the Market New York Program Project identified below (the “Project”), the Corporation hereby determines pursuant to Section 10(g) of the New York State Urban Development Corporation Act of 1968, as amended (the “Act”), that there are no families or individuals to be displaced from the project area; and be it further


RESOLVED, that the provision of ESD financial assistance is expressly contingent upon: (1) the approval of the Public Authorities Control Board, if applicable; (2) receipt of all other necessary approvals; and (3) receipt of funds; and be it further




A. Fort Ticonderoga Marketing Working Capital 132,677 Fort Ticonderoga

Association $300,000

TOTAL $300,000

and be it further


* * *


A. Fort Ticonderoga Marketing Working Capital (132,677)May 16, 2019

Grantee: Fort Ticonderoga Association (“Fort Ticonderoga” or the “Organization”)

ESD Investment: A grant of up to $300,000 to be used for a portion of regional tourism marketing funding

Proposed Project: Promote, develop and implement a marketing plan to showcase Fort Ticonderoga (the “Fort”) as a cultural and historical landmark with both world-class collections and exhibits that will bring tourists from all over to the region

Project Type: Working Capital

Regional Council: The North Country Regional Economic Development Council has been made aware of this project. The Incentive Offer was accepted in March 2019. The project is consistent with the Regional Plan to promote tourism within the North Country Region and across New York State.

Background:

Industry – Museum

Organizational History – Fort Ticonderoga was constructed by the French on the shores of Lake Champlain in 1755 and occupied by French, British, and American troops during the 18th century. During the French & Indian War, Ticonderoga was the site of the bloodiest day in North American history until the American Civil War. During the American Revolution, Fort Ticonderoga was the scene of America's first major victory in its struggle for independence. The Pell family acquired the grounds in 1820, launching one of America’s earliest private preservation efforts. In 1908, Sarah and Stephen Pell began the Fort’s restoration in 1908, and founded the Fort Ticonderoga Association as the earliest of its kind of military museum in America.

Since then, the Organization has amassed one of the largest and most diverse collections of military material culture in North America. Fort Ticonderoga’s current holdings represent over a century of targeted development. It is a major collection of objects related to the military culture of the Atlantic World over the “long 18th century” (roughly 1609-1815). The collection is not limited to one nation, theatre, or battle, but broadly documents the early modern military experience with an emphasis on the campaigns in North America. More than 16 million people have visited this national, historic landmark.

Ownership – Fort Ticonderoga Association is a not-for profit organization.


Fort Ticonderoga Marketing Working Capital (132,677)May 16, 2019

ESD Involvement – A $300,000 grant from the Market NY Grant Program

Past ESD Support –This grantee has received the following ESD funding in the past five

The Project:

Completion date – December 2020

Activity – Fort Ticonderoga will use the grant funds to develop and implement a marketing plan to showcase Fort Ticonderoga as a cultural and historical landmark with both world-class collections and exhibits that will bring tourists from all over to the region.

Results – The Organization will achieve its marketing goals through the development of a new responsive website and increased targeted digital and traditional marketing distribution. The marketing project will transform the region by activating tourism as a driver to diversify the economy, support growth in tourism infrastructure and revenue, promote business investment, generate employment, enhance quality of life, attract more visitors, and contribute to the region’s international image as a recreational destination.

Upon completion of the project, the Grantee will furnish a final report describing the impact and effectiveness of the project.

Program Project # AmountDate Start (ESD

Director’s Approval Date)

Date End (Project Completion

Contract Expiration)

Purpose

Empire State Economic

Development Program

129,844 $110,000 December 20, 2007 December 31, 2012

Capital Grant - Rehabilitation of the

historic fort; construction at the Mars Education Center

on the Fort Complex.

Market NY Program 125,255 $70,554 October 15, 2015 December 31, 2017Capital Grant –

Construction of a dock in Essex North Country

Regional Council Capital Fund 124,281 $57,000 July 21, 2016 May 31, 2016

Working Capital Grant - Conduct a feasibility Study

for a visitor center

Financing Uses Amount Financing Sources Amount PercentMulti-Media Marketing $211,750 ESD Grant $300,000 75%Website Design/Development $47,500 Grantee Equity 100,000 25%Print/TV Media and Brochure $140,750Total Project Costs $400,000 Total Project Financing $400,000 100%



Grantee Contact- Ms. Martha Strum, Development OfficerThe Fort Ticonderoga Association30 Fort Ti RoadTiconderoga, NY 12883Phone: (518) 585-2821E-mail: mstrum@fort-ticonderoga. org

Project Team- Origination Kelly Rabideau-BaquerizoProject Management Jenna KrzyzakContractor & Supplier Diversity Danah AlexanderEnvironmental Soo Kang

Financial Terms and Conditions:

1. Grantee will be obligated to advise ESD of any materially adverse changes in its financial conditions prior to disbursement.

2. The Grantee will be required to contribute a minimum of 25% of the total project cost in the form of a match that can consist of local, federal, foundational or other organizations’ fund. Other State funds (including other funding from ESD), “in-kind” matches/donations and salaries/wages/fringe benefits are not an eligible match for this requirement. The match must be committed and specifically shown in the project budget. Grantee’s affirmation of these Directors’ materials will be considered by ESD as validation of this committed matching requirement.

3. Up to $300,000 will be disbursed, no more frequently than quarterly, and in proportion to ESD’s funding share, to Grantee upon documentation of eligible project expenditures, and presentation to ESD of an invoice and such other documentation as ESD may reasonably require (including the mandatory project measurements/metrics form and documentation included in the Grant Disbursement Agreement).

Expenses must be incurred on or after December 18, 2018, to be considered eligible project costs. The project must be complete by December 31, 2020. All disbursements require compliance with program requirements and must be requested by no later than April 1, 2021. As stated, it is expected that reimbursement shall be in proportion to ESD’s funding share. Thus, for each payment request, a match should be shown in proportion to Grantee’s overall share of project costs.

4. ESD may reallocate the project funds to another form of assistance, at an amount no greater than $300,000 for this project if ESD determines that the reallocation of the assistance would better serve the needs of the Grantee and the State of New York. In no event shall the total amount of any assistance to be so reallocated exceed the total amount of assistance approved by ESD.



5. All projects should align with I Love NY marketing. It is required that all projects use the I LOVE NY logo with all marketing and promotion elements paid with Market NY Funds for the awarded project. Any use of the I LOVE NEW YORK logo must be approved by ESD and conform to ESD guidelines. Additionally, In the event I LOVE NY/NYS Division of Tourism chooses to have a presence at events in connection with this grant, no further funds shall be exchanged for a sponsorship or space fee.

Non-Discrimination and Contractor & Supplier Diversity:ESD’s Non-discrimination & Contractor and Supplier Diversity policies will apply to this project. The Recipient shall be required to use “Good Faith Efforts,” pursuant to 5 NYCRR §142.8, to achieve an overall Minority-and Women-owned Business Enterprise (“MWBE”) participation goal of 30% ($90,000) related to the total value of ESD’s funding and to solicit and utilize MWBEs for any contractual opportunities generated in connection with the project. A further explanation of the MWBE requirements is attached hereto.

Pursuant to New York State Executive Law Article 17-B, ESD recognizes its obligation under the law to promote opportunities for maximum feasible participation of certified Service Disabled Veteran-Owned Businesses (SDVOBs) in the performance of ESD contracts. ESD’s Office of Contractor and Supplier Diversity has reviewed the project and has determined that there exists no potential for SDVOB participation. As such, participation goals will not be established or required for this project.

Statutory Basis – Market New York Program:The funding was authorized in the 2018-2019 New York State budget and reappropriated in the 2019-2020 New York State budget. No residential relocation is required as there are no families or individuals residing on the site.

Disclosure and Accountability Certifications: The Grantee has provided ESD with the required Disclosure and Accountability Certifications. Grantee’s certifications indicate that Grantee has no conflict of interest or good standing violations and, therefore, staff recommends that the Corporation authorize the grant to the Grantee as described in these materials.



TO: The Directors


SUBJECT: New York State Innovation Venture Capital Fund (“NYSIVCF")

REQUEST FOR: Authorization of an Investment of NYSIVCF Funds in Loliware, Inc.

I. Project Summary

Awardees: Loliware, Inc. (the “Company”)

Amount: Up to $750,000 in Series Seed 2 financing

Project Location: Beacon, NY

AnticipatedFunding Source: The liquid assets held by ESD for NYSIVCF.

ESD Project No.: TBD

Project Team: Origination Brian KeilProject Management Momo BiLegal Richard DoradoContractor & Supplier Diversity Jazmin ThomasEnvironmental Soo Kang

II. Background

Pursuant to the Authorizing Legislation, the New York State Innovation Venture Capital Fund may invest up to $100 million in eligible seed and early stage small businesses located in, or that in writing agree to be located in, New York State that (i) have the potential to generate additional economic activity in the State and (ii) are working in emerging technology fields or are achieving, or have the potential to achieve, technological advances, innovation, transformation or development. The target portfolio companies demonstrate a potential for substantial growth and job development, and have the potential to generate additional economic activity in the State.


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NYSIVCF also provides funding for the Technology Commercialization fund of funds supporting the pre-seed investment opportunities throughout the State. The NYSIVCF is part of a larger equity investment strategy that includes the Innovate NY Fund, a $45 million fund of funds that invests in seed stage equity opportunities.

Past State Support for Loliware

To date, Loliware has received $367,333 from the New York State Innovation Venture Capital Fund as part of a $917,000M convertible debt financing with $6M valuation cap.

Company Background

LOLIWARE, a women-led company based in Beacon, NY, manufactures straws and tableware products that are designed to replace traditional plastics with hyper-compostable, sustainable, and environmentally friendly materials.

Each year, 33 billion plastic cups and 6 billion plastic straws enter landfills and waterways globally. Local municipalities have begun enacting composting mandates and bans on plastic disposables to address this problem, but the global plastic crisis requires new solutions above and beyond legislation.

Loliware’s bio-based, hyper-compostable cups and straws break down in the organics bin alongside food waste. LOLIWARE is positioned to help businesses reduce the operational costs associated with plastic waste contamination in their organic streams and increase compliance with new composting and plastic disposal mandates. The Company’s initial product was a line of edible cups, which were featured on Shark Tank and are sold on a direct-to-consumer basis. The company is currently focusing on developing and scaling up edible bioplastic straws made from algae to address the immediate plastic straw pollution problem.

Loliware is at the tail end of the proof of concept stage and poised to begin product sales. The Company has made significant progress including finalizing product design, scaling up its production process, capturing LOIs and market interest. Over the next 3 years, the Company is expecting to bring in millions in revenue and eradicating billions of straws.

In order to fund its activities over the next 18-24 months, Loliware is raising up to $4M in Series Seed 2 Preferred Equity based on a fully-diluted pre-money valuation of $19 million. The NYSIVCF will invest up to $750,000 into this investment round with the balance being provided by private sector investors led by H/L, a New York based venture firm that has been investing in high growth companies with a social impact since 2009.

As part of the due diligence process, NYSIVCF staff and an external Investment Review Committee (IRC) evaluated the Company’s business plan and growth prospects as well as the terms of the investment. As a result of that analysis, NYSIVCF and the IRC both agree that the


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market opportunity and growth potential offered by this New York State Company warrants an investment by the Fund and recommend its approval.

III. Statutory Basis

In order to attract private sector investment in new research, translate research into marketable products, strengthen university-industry connections, and prepare New York businesses to compete for private-sector venture investment, Part JJ of Chapter 59 of the Laws of 2013 authorized ESD to establish and administer NYSIVCF in order to provide critical seed-stage and early-stage funding to incentivize new business formation and growth in the State of New York and facilitate the transition from ideas and research to marketable products.

IV. Environmental Review

ESD staff has determined that the requested authorization constitutes a Type II action as defined by the New York State Environmental Quality Review Act (“SEQRA”) and the implementing regulations of the New York State Department of Environmental Conservation. No further environmental review is required in connection with the authorization.

V. Non-Discrimination and Contractor & Supplier Diversity

Pursuant to New York State Executive Law Article 15-A, ESD recognizes its obligation under the law to promote opportunities for maximum feasible participation of certified minority and women-owned businesses (“MWBEs”) in the performance of ESD contracts. The ESD Office of Contractor and Supplier Diversity (“OCSD”) has determined that it is not practical or feasible to assign MWBE contract goals to expenditures made under this program. As such, participation goals will not be established or required.

VI. Service-Disabled Veteran-Owned Businesses

Pursuant to New York State Executive Law Article 17-B, ESD recognizes its obligation under the law to promote opportunities for maximum feasible participation of certified service-disabled veteran-owned businesses (“SDVOBs”) in the performance of ESD contracts. OCSD has determined that it is not practical or feasible to assign SDVOB contract goals to expenditures made under this program. As such, participation goals will not be established or required.


ResolutionsSchedule A – Summary of the Investment Terms


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May 16, 2019

NEW YORK STATE URBAN DEVELOPMENT CORPORATION d/b/a EMPIRE STATE DEVELOPMENT - New York State Innovation Venture Capital Fund - Authorization of an Investment of NYSIVCF Funds in Loliware, Inc.

RESOLVED, that on the basis of the materials presented to this meeting, a copy of which is hereby ordered filed with the records of the Corporation (the “Materials”), relating to the New York State Innovation Venture Capital Fund (the “Fund”), the Corporation is authorized to make an investment, in an amount not to exceed $750,000 in Loliware (the “Company”) and to enter into agreements and related documentation with the Company and the investment entities named in the Materials in order to effect such investment; and be it further




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Schedule A

New York State Innovation Venture Capital Fund:Loliware, Inc. (the “Company”)

Summary of Convertible Debt Financing TermsESD Board of Directors’ Meeting

May 16, 2019

Type of Security: Series A Preferred Stock

Size of Round: Up to a total of $4,000,000

Investment Amount:

The New York State Innovation Venture Capital Fund (“NYSIVC Fund”) will invest up to $750,000.

Valuation $19 million pre-money – does not include the impact of the conversion of the outstanding convertible notes

Principal Terms of the Series Seed 2 Preferred:

Liquidation Preference: In the event of a liquidation of the Company, The Series Seed-2 Stock shall have a non-participating liquidation preference equal to the Original Issue Price, payable pari passu with the liquidation preference on the existing Series Seed Preferred Stock (the “Existing Preferred”, and together with the Series Seed-2 Stock, the “Preferred Stock”).

Protective Provisions:

The Preferred Stock shall have protective provisions substantially similar to those provided to the Existing Preferred in existing documentation.

Co-Investment Syndicate:

H/L (Lead/existing) – New York based venture firm that has been investing in high growth companies with a social impact since 2009.

Softmatter Ventures (new) – Jake Sargent, founding partner of Softmatter and seeks out investments in fashion and food with a focus on advanced materials, supply chain innovation, and values-based brands. Softmatter Ventures specializes in sustainable design, supply chain strategy, branding, and marketing.

Mark Cuban Companies (existing) – Invested via Shark Tank, Mark Cuban Companies has been providing Loliware strategic advisory and support.

Use of Proceeds: Funds will be used solely for working capital requirements of the Company.



TO: The Directors


SUBJECT: New York State Innovation Venture Capital Fund (NYSIVCF)

REQUEST FOR: Authorization of an Investment of NYSIVCF Funds in SomaDetect, Inc.

I. Project Summary

Awardees: SomaDetect, Inc. (the “Company”)

Amount: Up to $500,000 in convertible notes

Project Location: Buffalo, NY

AnticipatedFunding Source: The liquid assets held by ESD for NYSIVCF.


Project Team: Origination Clayton BeschProject Management Clayton BeschLegal Craig AlfredContractor & Supplier Diversity NAEnvironmental Soo Kang

II. Background

Pursuant to the Authorizing Legislation, the New York State Innovation Venture Capital Fund (“NYSIVCF”) may invest up to $100 million in eligible seed and early stage small businesses located in, or that in writing agree to be located in, New York State that (i) have the potential to generate additional economic activity in the State and (ii) are working in an emerging technology fields or are achieving, or have the potential to achieve, technological advances, innovation, transformation or development. The target portfolio companies demonstrate a potential for substantial growth and job development, and have the potential to generate additional economic activity in the State.


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NYSIVCF also provides funding for the Technology Commercialization fund of funds supporting pre-seed investment opportunities throughout the State. The NYSIVCF is part of a larger equity investment strategy that includes the Innovate NY Fund, a $45 million fund of funds that invests in seed stage equity opportunities.

Past State Support for SomaDetect, Inc.

The Company was the 2017 43North grand prize winner of $1M.

Project Status

SomaDetect is a Buffalo-based start-up focusing on providing live-stock analytics to dairy farmers. SomaDetect is targeting the challenge to regularly test cow health and milk-quality indicators in real time. These indicators, such as somatic cell counts, fat, and protein content, identify the quality of milk, as well as the health of the farmers’ livestock (identifying various health conditions like mastitis, ketosis, and excessive heat) in real time rather than wait for the monthly samples to be taken, evaluated and reported back to the farmer.

With a New York Farm Viability Fund grant SomaDetect has been working with Cornell Ag to evaluate their sensors and collect milking parlor data. The current version of the sensor, manufactured in Victor, NY, will also be used on paid pilot evaluations on Upstate farms to do the field study needed for the next investment round. Milk data from these sensors each time the cow passes through the milking parlor, will be uploaded to the Cloud, run through AI algorithms and shared with the farmer and milk processor to better insure safe milk and heathy cows.

Besides co-funding this round, the Dairy Farms of America, a national milk marketing cooperative representing more than 8,500 dairy farms, has been introducing the SomaDetect to its members. It has also offered services of DairyOne, its Dairy Herd Improvement lab based in Ithaca, to advise the Company and improve their data.

The Company is raising $2.5 million in convertible notes as a bridge to a priced equity round in 2019. The NYSIVCF will invest up to $500,000 into the round resulting a 4% post-financing ownership, with the balance being provided by private sector investors.

As part of the due diligence process, NYSIVCF staff and the external Investment Review Committee (“IRC”) evaluated the Company’s business plan, growth prospects as well as the terms of the investment. As a result of that analysis, NYSIVCF and the IRC both agree that the market opportunity and growth potential offered by this upstate New York company warrants an investment by the Fund and recommend its approval.

III. Statutory Basis

In order to attract private sector investment in new research, translate research into marketable products, strengthen university/industry connections, and prepare New York


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businesses to compete for private-sector venture investment, Laws of New York 2013 Chapter 59 Part JJ (the “Authorizing Legislation”) authorized ESD to establish and administer the NYSIVCF in order to provide critical seed-stage and early-stage funding to incentivize new business formation and growth in the State of New York and facilitate the transition from ideas and research to marketable products.

IV. Environmental Review

ESD staff has determined that the requested authorization constitutes a Type II action as defined by the New York State Environmental Quality Review Act (“SEQRA”) and the implementing regulations of the New York State Department of Environmental Conservation. No further environmental review is required in connection with the authorization.

V. Non- Discrimination and Contractor & Supplier Diversity

Pursuant to New York State Executive Law Articles 15-A and 17-B, ESD recognizes its obligation under the law to promote opportunities for maximum feasible participation of certified minority-and women-owned businesses (MWBEs) and service-disabled veteran-owned businesses (SDVOBs) in the performance of ESD projects. The Office of Contractor and Supplier Diversity has reviewed the project and has determined that there exists no potential for MWBE or SDVOB participation. As such, participation goals will not be established or required.


ResolutionsSchedule A – Summary of the Investment Terms


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May 16, 2019

NEW YORK STATE URBAN DEVELOPMENT CORPORATION D/B/A EMPIRE STATE DEVELOPMENT - New York State Innovation Venture Capital Fund - Authorization of an Investment of NYSIVCF Funds in SomaDetect, Inc.

RESOLVED, that on the basis of the materials presented to this meeting (the “Materials), a copy of which is hereby ordered filed with the records of the Corporation, relating to the New York State Innovation Venture Capital Fund (the “Fund”), the Corporation is authorized to make an investment, in an amount not to exceed $500,000, in SomaDetect, Inc. (the “Company”) and to enter into agreements and related documentation with the Company and the investment entities named in the Materials in order to effect such investment; and be it further

RESOLVED, that the President and Chief Executive Officer of the Corporation or his or her designee(s) be, subsequent to the making of the investment, and each of them hereby is, authorized to take such actions, including modifying the terms of the investment and entering into additional agreements with the Company and others, as he or she may deem necessary or appropriate in the administration of the Corporation’s investments in the Company; and be it further


RESOLVED, that the President and Chief Executive Officer of the Corporation or his or her designee(s) be, and each of them hereby is, authorized in the name and on behalf of the Corporation to execute and deliver any and all documents and to take all actions as he or she may in his or her sole discretion consider to be necessary or proper to effectuate the foregoing resolutions.

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Schedule A

New York State Innovation Venture Capital Fund:SomaDetect, Inc. Investment

Summary of Convertible Note TermsESD Board of Directors’ Meeting

May 16, 2019

Company: SomaDetect, Inc. (the “Company”).

Founders: Bethany Deshpande, Nicholas Clermont

Existing Investors: 43North and other individual angel investors

Amount of Investment: Convertible Promissory Notes in the aggregate principal amount of up to $2,500,000, of which ESD will invest $500,000.

Co-Investment Syndicate: iGan Partners – A Toronto based venture capital firm that invests in medical devices and SAAS platforms.Dairy Farmers of America – a national milk marketing cooperative representing more than 8,500 dairy farms.

Use of Proceeds: Working capital

Form of Investment: Convertible note

Maturity: Each Note shall be due and payable on the earlier of (i) Twenty-four (24) months form the Issue Date or (ii) election by the holders of the Requisite Note Holders (as defined below) to accelerate upon the occurrence of an Event of Default (as defined below).

Interest: The principal balance of the Notes will bear simple interest at a rate of five percent (5%) per annum.

Payments: Any payments on the Notes will be made in proportion to the outstanding principal amount each such Note represents relative to the aggregate outstanding principal amount of all Notes. The Company shall not prepay any portion of the Notes without the prior written consent of the holders of Notes representing a majority of the principal amount then outstanding on the Notes, which majority must include Phoenix Venture Partners L.P. (collectively, the “Requisite Note Holders”).

Conversion: Provided that the Debenture has not been previously converted in to equity of the Company or matured:


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Automatic Conversion of the principal and unpaid accrued interest on the Debenture, at a Qualified Financing, into the same class of the equity securities as issued pursuant to the Qualified Financing (the "Qualified Financing Security") at a conversion price which is the lower of (a) a 10% discount to the price per Qualified Financing Security; or (b) a fully diluted valuation cap of $12,000,000 (the "Valuation Cap").

Information Rights: The Company shall provide the Note holder complete access to all contracts, financial information, records and other material as requested.

Confidentiality: The Company agrees to keep the existence of the terms and conditions of this Term Sheet strictly confidential, except as it may be disclosed to bona fide potential investors.


FOR CONSIDERATIONMay 16, 2019

TO: The Directors


SUBJECT: Contract for Consulting Services

REQUEST FOR: Authorization to Enter into an Amended Contract for Consultant Services Relating to the Norsk Titanium Project; and Authorization to Take Related Actions

CONTRACT NEED AND JUSTIFICATION

I. Contract Summary

Contractor: Aubertine and Currier Architects Engineers & Land Surveyors (the “Consultant”)

Scope of Services: Consultant to review and monitor construction of Norsk Titanium project being built by Fort Schuyler Management Corporation (“FSMC”) in Plattsburg, New York

Contract Term: Original Term: June 4, 2018 – June 4, 2019Amended Term: June 4, 2018 – June 4, 2020

Contract Amount: Contract amount $200,000

Funding Source(s):

II. Background

The ESD Directors have approved grants totaling $125 million to FSMC to be used for real estate acquisition, planning and design, construction, machinery and equipment costs for the Norsk Titanium project in Plattsburgh. This project involves the construction and fit-out of manufacturing space for the world’s first industrial scale 3D printing manufacturing facility. Construction by FSMC of a new facility in Plattsburgh to house Norsk’s operations is on-going and expected to be completed in first quarter 2020. Currently, Norsk is operating at a separate facility that is leased by them in Plattsburgh.


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In June of 2018, ESD retained the Consultant’s services to provide construction monitoring services for ESD grant funds being provided to FSMC for construction of Norsk’s manufacturing facility. As the current construction schedule extends to the first quarter of 2020, the Consultant’s services are needed until such time as construction is completed and the project is closed-out. Considering the services of the Consultant will be needed beyond the initial one-year contract term, Board approval of the contract is required pursuant to ESD’s procurement guidelines. No additional funds are being added to the contract.

III. Contractor Selection Process

In March of 2018, ESD completed a mini-solicitation from ESD’s pre-approved consultant list for construction/engineering services. After review of proposals received pursuant to the solicitation, the Consultant was selected based on its experience in providing construction management services and cost for such services.

Pursuant to State Finance Law Section 139-j and 139-k and the Corporation’s policy related thereto, staff has: a) considered proposed consultant’s ability to perform the services provided for in the proposed contract; and b) consulted the list of offerers determined to be non-responsible bidders and debarred offerers maintained by the New York State Office of General Services. Based on the foregoing, staff considers the proposed consultant to be responsible.

IV. Scope of Work

The Consultant will continue to provide construction monitoring services including conducting site visits, reviewing payment applications, monitoring project schedules and reporting to ESD as needed for construction of the Norsk project

V. Contract Term, Price and Funding

The amended contract term is expected to be increased from twelve months to twenty-four months for an amount not to exceed $200,000. The source of funding for the contract will be Special SUNY Poly CNSE Clinton County Appropriation. The funds will be provided out of the $250 million appropriated for the project.


ESD’s Non-Discrimination and Contractor & Supplier Diversity policies will apply to this Project. The Consultant shall be required to include minorities and women in any job opportunities created, to solicit and utilize MWBEs for any contractual opportunities generated in connection with the Project and shall be required to use Good Faith Efforts (pursuant to 5 NYCRR §142.8) to achieve an overall MWBE Participation Goal of 30% related to the total value of ESD’s funding.


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The Consultant is a Women-Owned Business Enterprise certified by the State of New York and may utilize its certification to satisfy the above requirement.

VII. Environmental Review

ESD staff has determined that the authorization to amend a contract for consultant services constitutes a Type II action as defined by the New York State Environmental Quality Review Act ("SEQRA") and the implementing regulations for the New York State Department of Environmental Conservation. No further environmental review is required in connection with the authorization.

VIII. Requested Action

The Directors are requested to (1) make a determination of responsibility with respect to the proposed Consultant; (2) authorize the Corporation to enter into an amended contract with the Consultant for a term of two-years at an amount not to exceed $200,000; and (3) take all related actions.

IX. Recommendation

Based on the foregoing, I recommend approval of the requested actions.

AttachmentResolution


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May 16, 2019

NEW YORK STATE URBAN DEVELOPMENT CORPORATION – Contract for Consulting Services - Authorization to Enter into an Amended Contract for Consultant Services Relating to the Norsk Titanium Project; and Authorization to Take Related Actions

BE IT RESOLVED, that upon the basis of the materials presented to this meeting (the “Materials”), a copy of which is hereby ordered filed with the records of the Corporation, the Corporation hereby finds Aubertine and Currier Architects Engineers & Land Surveyors (the “Consultant”) to be responsible; and be it further

RESOLVED, that the Corporation is hereby authorized to enter into an amended contract with the Consultant for a total amended contract amount not to exceed Two Hundred Thousand Dollars ($200,000) for a term of twenty-four months unless extended by the President of the Corporation for the purposes and services, and substantially on the terms and conditions, set forth in the Materials; and be it further

RESOLVED, that the Chief Executive Officer, or other officer of the Corporation, or his or her designee be, and each of them hereby is, authorized to take such action and execute such documents as may be necessary or appropriate to carry out the foregoing resolution.

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nys urban development corporation meeting 37th floor ...department of financial services present for...

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