Montgomery County Industrial Development Agency Meeting November 10, 2016 Meeting Minutes. Michele Marzullo, Eco. Dev.

Transcription

1 Montgomery County Industrial Development Agency Meeting November 10, 2016 Meeting Minutes MEMBERS PRESENT: Robert Hoefs, Chairman Robert Harris, Treasurer Matthew Beck, Secretary John Macci, John McGlone, STAFF MEMBERS PRESENT: Kenneth F. Rose, Chief Executive Officer Sheila Snell, Chief Financial Officer Danielle Whelly, Economic Dev Specialist Michele Marzullo, Eco. Dev. Program Assistant Christopher Martell, Esq., Agency Counsel ABSENT: Carol Shineman, Vice-Chair Daniel Wilson, OTHERS PRESENT: Robert Purtell, County Legislator I. Call to Order The meeting was called to order by Chairman Robert Hoefs at 4:25 P.M. II. Minutes Motion was made by John Macci, seconded by John McGlone to approve the IDA regular meeting minutes of October 4, All members present were in favor. III. Communications There was no communications to report IV. Public Comments There was no public comment to report. V. Chair s Report There was no Chair s report VI. Director s Report A. Staff Reports Mr. Rose indicated that the staff reports were included in the packet, and to inquire directly with the appropriate staff member if there were any questions. MCIDA Minutes

2 VII. Executive Session Motion was made by John McGlone, seconded by Robert Harris to enter into executive session to discuss financial history of a particular person and/or corporation at 4:36pm. All members present were in favor A motion was made by Matthew Beck, seconded by John McGolne to adjourn executive session at 5:15pm. All members present were in favor. No action was taken in Executive Session. VIII. Financial Report IDA Financial report Ms. Snell stated that the financial report was included in the board packet for review; Ms. Snell presented the financial report for November 2016, stating there was nothing out of the ordinary to report. Ms. Snell indicated that the revolving loan fund report was included in the board packet for review. Ms. Snell stated there was nothing out of the ordinary to report. IX. Unfinished Business Mr. Rose indicated that the marketing efforts and relationship with ABC Creative Group over the past two years has accomplished a tremendous amount. Over the past two years the MCIDA with ABC Creative has developed two new websites with one geared specifically to linking employers with potential employees, the development of two videos, a new marketing brochure and development of a social media campaign through Facebook and LinkedIn. He asked the board to start thinking of what they would like to see accomplished with the Agency s 2017 Marketing campaign and stated that ABC Creative would be at our January board meeting to discuss the program for A motion was made by Matthew Beck and seconded by John Macci to approve an invoice for advertising Montgomery County Works video and website on Youtube s advertising section. all members present were in favor. X. New Business A. Dollar General Mr. Rose stated that in further preparation of the potential decision by Dollar General to construct a Distribution in the Florida Business Park Extension that a resolution approving the land transaction would need to be acted upon. He stated that the proposed resolution No would authorize the IDA to undertake the land transactions involved with the proposed Dollar General Distribution Center project. The following resolution was offered by Robert Harris, seconded by John McGlone, to wit: Resolution No MCIDA Minutes

3 RESOLUTION AUTHORIZING THE PURCHASE AND CONVEYANCE OF A CERTAIN APPROXIMATELY 102 ACRE PARCEL OF LAND LOCATED IN THE TOWN OF FLORIDA, MONTGOMERY COUNTY, NEW YORK AND THE EXECUTION BY MONTGOMERY COUNTY INDUSTRIAL DEVELOPMENT AGENCY OF CERTAIN DOCUMENTS IN CONNECTION WITH SUCH CONVEYANCE. The question of the adoption of the foregoing Resolution was duly put to a vote on roll call, which resulted as follows: Robert Hoefs VOTING YES Carol Shineman VOTING ABSENT Robert Harris VOTING YES Matthew Beck VOTING YES John Macci VOTING YES John McGlone Daniel Wilson VOTING VOTING YES ABSENT The foregoing Resolution No was thereupon declared duly adopted. B. RFP Audit Services-Action Item Discussion took place amongst board members regarding the RFP that was issued to provide Annual Financial Audit Services to the IDA. Chairman Hoefs stated that prior to the IDA meeting the Audit committee members met and looked over the two RFP s that were received. The Audit committees recommended accepting the proposal from West and Company. The following resolution was offered by John Macci, seconded by Matthew Beck to wit: Resolution No RESOLUTION AUTHORIZING CHIEF EXECUTIVE OFFICER OF THE MCIDA TO SIGN AGREEMENT WITH WESTON COMPANY CPA'S PC FOR SERVICES TO THE MCIDA The question of the adoption of the foregoing resolution was duly put to a vote upon roll call, which resulted as follows: Robert Hoefs VOTING YES Carol Shineman VOTING ABSENT Robert Harris VOTING YES Matthew Beck VOTING YES John McGlone VOTING YES John Macci VOTING YES Daniel Wilson VOTING ABSENT The foregoing Resolution No was thereupon declared duly adopted MCIDA Minutes

4 C. Florida Park Ext. Engineering Mr. Rose explained to the board that the current contract with Jack McDonald Engineering for work associated with the build out of the Florida Park Extension needs to be amended as additional work associated with the proposed Dollar General Distribution Center project is necessary. Additional, work includes continued environmental (Nationwide Army Corps. Permit, NYSDEC Water Permits) along with design and engineering services for the STHWY 5S road improvements associated with the development of the Park Extension. The following resolution was offered by Matthew Beck, seconded by John McGlone, to wit: Resolution No ESOLUTION AMENDING ENGINEERING SERVICES CONTRACT- MCDONALD ENGINEERING-FLORIDA PARK EXTENSION The question of the adoption of the foregoing Resolution was duly put to a vote on roll call, which resulted as follows: Robert Hoefs VOTING YES Carol Shineman VOTING ABSENT Robert Harris VOTING YES Matthew Beck VOTING YES Daniel Wilson VOTING ABSENT John McGlone VOTING YES John Macci VOTING YES The foregoing Resolution No was thereupon declared duly adopted. D. Glen Park Mowing The following resolution was offered by John Macci, seconded by Matthew Beck, to wit: Resolution No RESOLUTION AUTHORIZING THE ENTERING OF THE MONTGOMERY COUNTY INDUSTRIAL DEVELOPMENT AGENCY INTO AN AGREEMENT FOR PROFESSIONAL SERVICES-MOWING FOR GLEN CANAL VIEW BUSINESS PARK The question of the adoption of the foregoing resolution was duly put to a vote on roll call, which resulted as follows: Robert Hoefs VOTING YES Carol Shineman VOTING ABSENT Robert Harris VOTING YES Matthew Beck VOTING YES Daniel Wilson VOTING ABSENT John McGlone VOTING YES MCIDA Minutes

5 John Macci VOTING YES The foregoing Resolution No was thereupon declared duly adopted. E. StateBook Website Presentation Ms. Michele Marzullo and Ms. Danielle Whelly presented and discussed each section of StateBook and how site selectors would use the site. A discussion took place amongst board members regarding the analytics of StateBook but agreed that we should test the site out and see if it works. XI. Adjournment A motion was made by Robert Harris, seconded John Macci to adjourn the meeting at 5:45pm. All members present were in favor. Respectfully submitted Michele Marzullo Ec. Dev. Program Asst Attachments: Resolution No Resolution No Resolution No Resolution No MCIDA Minutes

6 RESOLUTION AUTHORIZING THE PURCHASE AND SALE OF LAND DOLLAR GENERAL PROJECT A regular meeting of Montgomery County Industrial Development Agency (the Agency ) was convened in public session at the offices of the Agency located at the Old County Courthouse, Fonda, New York on November 10, 2016, at 4:30, p.m., local time. The meeting was called to order by the Chairman and, upon roll being called, the following members of the Agency were: PRESENT: Robert Hoefs Robert Harris Matthew Beck John McGlone John Macci Chairman Treasurer Secretary ABSENT: Carol Shineman Dan Wilson Vice-Chair THE FOLLOWING PERSONS WERE ALSO PRESENT: Kenneth Rose Sheila Snell Danielle Whelly Michele Marzullo Christopher Martell Chief Executive Officer Chief Financial Officer Ec. Dev. Specialist Ec. Dev. Program Assistant Agency Counsel The following resolution was offered by Robert Harris, seconded by John McGlone, to wit: Resolution No RESOLUTION AUTHORIZING THE PURCHASE AND CONVEYANCE OF A CERTAIN APPROXIMATELY 102 ACRE PARCEL OF LAND LOCATED IN THE TOWN OF FLORIDA, MONTGOMERY COUNTY, NEW YORK AND THE EXECUTION BY MONTGOMERY COUNTY INDUSTRIAL DEVELOPMENT AGENCY OF CERTAIN DOCUMENTS IN CONNECTION WITH SUCH CONVEYANCE. WHEREAS, the Agency is authorized and empowered by the provisions of Chapter 1030 of the 1969 Laws of New York, constituting Title 1 of Article 18-A of the General Municipal Law, Chapter 24 of the Consolidated Laws of New York, as amended (the Enabling Act ) and Chapter 666 of the 1970 Laws of New York, as amended, constituting Section 895-d of said General Municipal Law (said Chapter and the Enabling Act being hereinafter collectively referred to as the Act ) to promote, develop, encourage and assist in the acquiring, constructing, reconstructing, improving, maintaining, equipping and furnishing of industrial, manufacturing, warehousing, commercial, research, recreation and civic facilities, among others, for the purpose of promoting, attracting and developing economically sound commerce and industry to advance the job opportunities, health, general prosperity and economic welfare of the people MCIDA Res. No

7 of the State of New York, to improve their prosperity and standard of living, and to prevent unemployment and economic deterioration; and WHEREAS, on May 31, 2013, the Agency entered into an option agreement (the Initial Option Agreement ) with Kurt Gardinier, the Executor of the Gilbert Soodol Estate (the Seller ), which option was amended by first amendment to option agreement dated July 9, 2014 (the Amendment, and together with the Initial Option Agreement, the Option Agreement ) that provides the Agency with the option to purchase an approximately 77 acre parcel of land in the Town of Florida, Montgomery County, New York, which property is more particularly described by reference to tax parcel identification # (the Soodol Parcel ); and WHEREAS, under the Option Agreement, the purchase price for the Soodol Parcel is $6,818 per acre for a total purchase price of $525,000 (the Purchase Price ); and WHEREAS, to date, the Agency has made payments in the amount of approximately $84,000 under the Option Agreement, which payments are non-refundable and applied to reduce the Purchase Price, leaving an outstanding option strike price of $441,000 on the Soodol Parcel; and WHEREAS, to assist the Agency in the development of the Soodol Parcel and other property owned by the Agency in the Town of Florida Business Park Extension (the Park Parcel ), the Agency entered into an option agreement dated April 22, 2015 (the Second Option Agreement ) with Gabelry Development, LLC (the Purchaser ), which Second Option provides the Purchaser with the option to purchase, among other things, all or a portion of the Soodol Parcel and all or a portion of the Park Parcel at a per acre cost of $15,000; and WHEREAS, to facilitate the acquisition, construction and installation of a certain project (the Project ) for Dollar General Corporation ( Dollar ), the Agency, with the permission of the Seller, has taken steps to subdivide/combine a portion of the Soodol Parcel and a portion of the Park Parcel to form an approximately acre parcel of land (the Land ), which Land is more clearly depicted on the map attached hereto as Schedule A and labeled Proposed Lot 2; and WHEREAS, the Purchaser was instrumental in bringing the Project and Dollar General to Montgomery County and will be facilitating the acquisition, construction and installation of the Project; and WHEREAS, the Purchaser has notified the Agency of its intent to exercise its option to purchase the Soodol Parcel and the portion of the Park Parcel comprising the Land under the Second Option Agreement, and the Agency would like to notify the Seller of its intent to purchase the Soodol Parcel pursuant to the Option Agreement; and WHEREAS, the Agency s purchase of the Soodol Parcel and sale of the Land to the Purchaser will facilitate the acquisition, construction, and installation of the Project and will lead to the creation of a significant number of temporary construction jobs and in excess of 400 permanent jobs over the first five years following the completion of the Project; and WHEREAS, in satisfaction of Section 2897 of the New York State Public Authorities Law, the Agency determined, through an appraisal that the value of the Land is in excess of $100,000 and mailed an explanatory statement to the required parties on May 19, 2016; and NOW, THEREFORE, BE IT RESOLVED BY THE MEMBERS OF MONTGOMERY COUNTY INDUSTRIAL DEVELOPMENT AGENCY AS FOLLOWS: MCIDA Res. No

8 Section 1. The Agency hereby finds and determines that: (A) By virtue of the Act, the Agency has been vested with all powers necessary and convenient to carry out and effectuate the purposes and provisions of the Act and to exercise all powers granted to it under the Act. (B) The Agency exercising its option to purchase the Soodol Parcel under the Option Agreement, and selling the Soodol Parcel and a portion of the Park Parcel to the Seller will result in (i) the expansion of the real property tax base in Montgomery County, and (ii) the creation of a significant number of temporary and permanent jobs in Montgomery County. (C) The appraised value of the Land is $1,545,000 and the purchase price for the Land is $1,545,000. (D) The purpose for which the Agency is exercising its option to purchase the Soodol Parcel under the Option Agreement, and its sale of the Soodol Parcel and a portion of the Park Parcel to the Seller under the Second Option Agreement is to increase the tax base and maximize employment, both explicit purposes of the Agency. (E) No other offers for the Land were received by the Agency. Section 2. In consequence of the foregoing, the Agency hereby determines to: (A) exercise its option to purchase the Soodol Parcel under the Option Agreement, (B) sell the Soodol Parcel and a portion of the Park Parcel to the Seller, and (C) execute all documents required to complete the purchase of the Soodol Parcel under the Option Agreement and sell the Soodol Parcel and a portion of the Park Parcel to the Seller pursuant to the Second Option Agreement (all such documents being referred to as the Conveyance Documents ). Section 3. The form and substance of the Conveyance Documents are hereby approved. Section 4. The Chairman (or Vice Chairman or Chief Executive Officer) of the Agency is hereby authorized, on behalf of the Agency, to execute and deliver the Conveyance Documents and the other documents related thereto, and, where appropriate, the Secretary (or Assistant Secretary) of the Agency is hereby authorized to affix the seal of the Agency thereto and to attest the same, with such changes, variations, omissions and insertions as the Chairman (or Vice Chairman) shall approve, the execution thereof by the Chairman (or Vice Chairman or Chief Executive Officer) to constitute conclusive evidence of such approval. Section 5. The officers, employees and agents of the Agency are hereby authorized and directed for and in the name and on behalf of the Agency to do all acts and things required or provided for by the provisions of the Conveyance Documents, and to execute and deliver all such additional certificates, instruments and documents, to pay all such fees, charges and expenses and to do all such further acts and things as may be necessary or, in the opinion of the officer, employee or agent acting, desirable and proper to effect the purposes of this Resolution and to cause compliance by the Agency with all of the terms, covenants and provisions of the Conveyance Documents binding upon the Agency. Section 6. This Resolution shall take effect immediately. MCIDA Res. No

9 The question of the adoption of the foregoing Resolution was duly put to a vote on roll call, which resulted as follows: Robert Hoefs VOTING YES Carol Shineman VOTING ABSENT Robert Harris VOTING YES Matthew Beck VOTING YES John Macci VOTING YES John McGlone Daniel Wilson VOTING VOTING YES ABSENT The foregoing Resolution No was thereupon declared duly adopted. MCIDA Res. No

10 STATE OF NEW YORK ) ) SS.: COUNTY OF MONTGOMERY ) I, the undersigned Authorized Officer of Montgomery County Industrial Development Agency (the Agency ), do hereby certify that I have compared the foregoing extract of the minutes of the meeting of the members of the Agency, including the Resolution contained therein, held on November 10, 2016 with the original thereof on file in my office, and that the same is a true and correct copy of said original and of the whole of such proceedings of the Agency and of such Resolution set forth therein so far as the same relates to the subject matters therein referred to. I FURTHER CERTIFY that (A) all members of the Agency had due notice of said meeting; (B) said meeting was in all respects duly held; (C) pursuant to Article 7 of the Public Officers Law (the Open Meetings Law ), said meeting was open to the general public, and due notice of the time and place of said meeting was duly given in accordance with such Open Meetings Law; and (D) there was a quorum of the members of the Agency present throughout said meeting. I FURTHER CERTIFY that, as of the date hereof, the attached Resolution is in full force and effect and has not been amended, repealed or rescinded. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of the Agency this 10 th day of November, Authorized Officer MCIDA Res. No

11 SCHEDULE A MAP OF THE LAND MCIDA Res. No

12 RESOLUTION AUTHORIZING CHIEF EXECUTIVE OFFICER OF THE MCIDA TO SIGN AGREEMENT AN AGREEMENT FOR AUDIT SERVICES A meeting of Montgomery County Industrial Development Agency (the Agency ) was convened in public session at the offices of the Montgomery County Industrial Development Agency located at the Old County Courthouse, 9 Park Street, Fonda, New York on November 10, The meeting was called to order by the Chairman and, upon roll being called, the following members of the Agency were: PRESENT: Robert Hoefs Robert Harris Matthew Beck John McGlone John Macci Chairman Treasurer Secretary ABSENT: Carol Shineman Daniel Wilson Vice-Chair THE FOLLOWING PERSONS WERE ALSO PRESENT: Kenneth F. Rose Sheila Snell Danielle Whelly Michele Marzullo Christopher Martell, Esq. Chief Executive Officer Chief Financial Officer Economic Dev. Specialist Ec. Dev. Program Assistant Agency Counsel to wit: The following resolution was offered by John Macci, seconded by Matthew Beck Resolution No RESOLUTION AUTHORIZING CHIEF EXECUTIVE OFFICER OF THE MCIDA TO SIGN AGREEMENT WITH WESTON COMPANY CPA'S PC FOR SERVICES TO THE MCIDA WHEREAS, Montgomery County Industrial Development Agency (the Agency ) is authorized and empowered by the provisions of chapter 1030 of Laws of 1969 of New York, constituting Title 1 of Article 18-A of the General Municipal law, Chapter 24 of the Consolidated Laws of New York, as amended (the Enabling Act ) and Chapter 666 of the 1970 Laws of New York, as amended, constituting Section 895-b of said General Municipal Law (said Chapter and the Enabling Act being hereinafter collectively referred to as the Act ) to promote, develop, encourage and assist in the acquiring, constructing, reconstructing, improving, maintaining, equipping and furnishing of industrial, manufacturing, warehouse, commercial, research, recreation and civic facilities, among others, for the purpose of promoting, attracting and developing economically sound MCIDA Res

13 commerce and industry to advance the job opportunities, health, general prosperity and economic welfare of the people of the State of New York, to improve their prosperity and standard of living, and to prevent unemployment and economic deterioration; and WHEREAS, it is required that the Montgomery County Industrial Development Agency contract with an accounting firm for annual audit services, and WHEREAS, the Montgomery County Industrial Development Agency issues an RFP for Professional Auditing Services on September 12, 2016 and two proposals were received, and WHEREAS, the Audit Committee met to review and discuss the RFP s and recommends to the full board to contract with Weston Company CPA'S PC to provide Audit services for the IDA s Annual 2016, 2017 and 2018 Independent Financial Audit; RESOLVED, the Montgomery County Industrial Development Agency, upon review and approval of the Agency Attorney, authorizes the Chief Executive Officer to sign an agreement with Weston Company CPA'S PC The question of the adoption of the foregoing resolution was duly put to a vote upon roll call, which resulted as follows: Robert Hoefs VOTING YES Carol Shineman VOTING ABSENT Robert Harris VOTING YES Matthew Beck VOTING YES John McGlone VOTING YES John Macci VOTING YES Daniel Wilson VOTING ABSENT The foregoing Resolution No was thereupon declared duly adopted MCIDA Res

14 STATE OF NEW YORK ) ) SS.: COUNTY OF MONTGOMERY ) I, the undersigned (Assistant) Secretary of Montgomery County Industrial Development Agency (the Agency ), DO HEREBY CERTIFY that I have compared the foregoing extract of the minutes of the meeting of the members of the Agency, including the resolution contained therein, held on November 10, 2016, with the original thereof on file in my office, and that the same is a true and correct copy of such proceedings of the Agency and of such resolution set forth therein and of the whole of said original so far as the same relates to the subject matters therein referred to. I FURTHER CERTIFY that (A) all members of the Agency had due notice of said meeting; (B) said meeting was in all respects duly held; (C) pursuant to Article 7 of the Public Officers Law (the Open Meetings Law ), said meeting was open to the general public, and due notice of the time and place of said meeting was given in accordance with such Open Meetings Law; and (D) there was a quorum of the members of the Agency present throughout said meeting. I FURTHER CERTIFY that, as of the date hereof, the attached resolution is in full force and effect and has not been amended, repealed or rescinded. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of the Agency this 10 h day of November, (Assistant) Secretary (SEAL) MCIDA Res

15 RESOLUTION AMENDING ENGINEERING SERVICES CONTRACT- MCDONALD ENGINEERING-FLORIDA PARK EXTENSION A regular meeting of Montgomery County Industrial Development Agency (the Agency ) was convened in public session at the offices of the Agency located at the Old County Courthouse, 9 Park Street, Fonda, New York on November 10, 2016 at 4:30, p.m., local time. The meeting was called to order by the Chairman and, upon roll being called, the following members of the Agency were: PRESENT: Robert Hoefs Robert Harris Matthew Beck John McGlone John Macci Chairman Treasurer Secretary ABSENT: Carol Shineman Daniel Wilson Vice-Chair THE FOLLOWING PERSONS WERE ALSO PRESENT: Kenneth Rose Sheila Snell Danielle Whelly Michele Marzullo Christopher Martell, Esq. Chief Executive Officer Chief Financial Officer Economic Development Specialist Ec. Dev. Program Assistant Agency Counsel wit: The following resolution was offered by Matthew Beck, seconded by John McGlone, to Resolution No RESOLUTION AMENDING ENGINEERING SERVICES CONTRACT- MCDONALD ENGINEERING-FLORIDA PARK EXTENSION WHEREAS, the Agency is authorized and empowered by the provisions of Chapter 1030 of the 1969 Laws of New York, constituting Title 1 of Article 18-A of the General Municipal Law, Chapter 24 of the Consolidated Laws of New York, as amended (the "Enabling Act") and Chapter 666 of the 1970 Laws of New York, as amended, constituting Section 895-d of said General Municipal Law (said Chapter and the Enabling Act being hereinafter collectively referred to as the "Act") to promote, develop, encourage and assist in the acquiring, MCIDA Res 16-24

16 constructing, reconstructing, improving, maintaining, equipping and furnishing of industrial, warehousing, commercial, research and manufacturing facilities, among others, for the purpose of promoting, attracting and developing economically sound commerce and industry to advance the job opportunities, health, general prosperity and economic welfare of the people of the State of New York, to improve their prosperity and standard of living, and to prevent unemployment and economic deterioration; and WHEREAS, the Montgomery County Industrial Development Agency is in the process of developing an industrial in the Town of Florida, and WHEREAS, in order to continue with the development of the park certain infrastructure and industrial facility improvements, and environmental studies are necessary, and WHEREAS, said Industrial Park has been short listed by a Company as a possible location for their project and additional work is required to continue the process of developing the park which also includes STHWY 5S road widening and improvements, and WHEREAS, per Resolution the MCIDA has a contract with John M. McDonald Engineering, P.C. in relation to the aforementioned work, RESOLVED, the Agency hereby approves a fourth amendment to the contract with John M. McDonald Engineering, P.C. for and amount not to exceed $255,000, and FURTHER RESOLVED, The officers, employees and agents of the Agency are hereby authorized and directed for and in the name and on behalf of the Agency to do all acts and things required or provided to carry out the terms of this Resolution, and to execute and deliver any additional certificates, instruments and documents, to pay all such fees, charges and expenses and to do all such further acts and things as may be necessary or, in the opinion of the officer, employee or agent acting, desirable and proper to effect the purposes of the foregoing Resolution and to cause compliance by the Agency with all of the terms, covenants and provisions of this Resolutions, and FURTHER RESOLVED, this Resolution shall take effect immediately. The question of the adoption of the foregoing Resolution was duly put to a vote on roll call, which resulted as follows: Robert Hoefs VOTING YES Carol Shineman VOTING ABSENT Robert Harris VOTING YES Matthew Beck VOTING YES Daniel Wilson VOTING ABSENT John McGlone VOTING YES John Macci VOTING YES The foregoing Resolution No was thereupon declared duly adopted. MCIDA Res 16-24

17 STATE OF NEW YORK ) ) SS.: COUNTY OF MONTGOMERY ) I, the undersigned (Assistant) Secretary of Montgomery County Industrial Development Agency (the Agency ), DO HEREBY CERTIFY that I have compared the foregoing extract of the minutes of the meeting of the members of the Agency, including the resolution contained therein, held on November 10, 2016, with the original thereof on file in my office, and that the same is a true and correct copy of such proceedings of the Agency and of such resolution set forth therein and of the whole of said original so far as the same relates to the subject matters therein referred to. I FURTHER CERTIFY that (A) all members of the Agency had due notice of said meeting; (B) said meeting was in all respects duly held; (C) pursuant to Article 7 of the Public Officers Law (the Open Meetings Law ), said meeting was open to the general public, and due notice of the time and place of said meeting was given in accordance with such Open Meetings Law; and (D) there was a quorum of the members of the Agency present throughout said meeting. I FURTHER CERTIFY that, as of the date hereof, the attached resolution is in full force and effect and has not been amended, repealed or rescinded. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of the Agency this 10 h day of November, (Assistant) Secretary (SEAL) MCIDA Res 16-24

18 RESOLUTION AUTHORIZING THE ENTERING OF THE MONTGOMERY COUNTY INDUSTRIAL DEVELOPMENT AGENCY INTO AN AGREEMENT FOR PROFESSIONAL SERVICES-MOWING FOR GLEN CANAL VIEW BUSINESS PARK A meeting of Montgomery County Industrial Development Agency (the Agency ) was convened in public session at the offices of the Montgomery County Industrial Development Agency located at the Old County Courthouse, 9 Park Street, Fonda, New York on November 10, 2016 at 4:30 P.M. The meeting was called to order by the Chairman and, upon roll being called, the following members of the Agency were: PRESENT: Robert Hoefs Robert Harris Matthew Beck John McGlone John Macci ABSENT: Carol Shineman Daniel Wilson Chairman Treasurer Secretary Vice-Chair THE FOLLOWING PERSONS WERE ALSO PRESENT: Kenneth Rose Chief Executive Officer Sheila Snell Chief Financial Officer Danielle Whelly Economic Development Specialist Michele Marzullo Economic Development Program Assistant Christopher Martell, Esq. Agency Counsel The following resolution was offered by John Macci, seconded by Matthew Beck, to wit: Resolution No RESOLUTION AUTHORIZING THE ENTERING OF THE MONTGOMERY COUNTY INDUSTRIAL DEVELOPMENT AGENCY INTO AN AGREEMENT FOR PROFESSIONAL SERVICES-MOWING FOR GLEN CANAL VIEW BUSINESS PARK WHEREAS, Montgomery County Industrial Development Agency (the Agency ) is authorized and empowered by the provisions of Chapter 1030 of the 1969 Laws of New York, constituting Title 1 of Article 18-A of the General Municipal Law, Chapter 24 of the Consolidated Laws of New York, as amended (the Enabling Act ) and Chapter 666 of the 1970 Laws of New York, as amended, constituting Section 895-d of said General Municipal Law (said Chapter and the Enabling Act being hereinafter collectively referred to as the Act ) to promote, develop, encourage and assist in the acquiring, constructing, reconstructing, improving, maintaining, equipping and furnishing of industrial, manufacturing, warehousing, commercial, research, recreation and civic facilities, among others, for the purpose of promoting, attracting and developing MCIDA Res

19 economically sound commerce and industry to advance the job opportunities, health, general prosperity and economic welfare of the people of the State of New York, to improve their prosperity and standard of living, and to prevent unemployment and economic deterioration; and WHEREAS, the Montgomery County Industrial Development Agency owns and maintains the Glen Canal View Business Park, and WHEREAS, the Agency distributed a Request for Quotations for mowing services for the Glen Canal View Business Park on May 26, 2015, and WHEREAS, the Agency contracted with M&J s Lawn Care per Resolution 15-18, for a two year term, and WHEREAS, the Agency has adopted a Procurement Policy to guide the Agency in contracting for goods and services, and WHEREAS, the Procurement Policy permits the Agency, in its sole discretion, to exempt entering into of a contract from the Procurement Policy based on the circumstances of the contract and needs of the Agency, NOW, THEREFORE, BE IT RESOLVED BY THE MEMBERS OF MONTGOMERY COUNTY INDUSTRIAL DEVELOPMENT AGENCY AS FOLLOWS: Section 1. The Agency hereby determines to (A) enter into a contract with M&J Lawn Care (the Contractor ) to provide mowing services to the Agency in the Glen Canal View Business Park for the following reasons: (1) The Contractor submitted a new two year proposal for the same costs under their existing contract, (2) the Contractor has rendered all services in a professional and timely manner under the existing contract with the Agency Section 2. The Agency hereby determines to enter into a contract with the Contractor for a maximum cost not to exceed $800 per mowing, with mowing occurring on a bi-weekly basis. The Contractor shall also be paid a one-time d landscaping fee of $ on in the Spring of each year to provide trimming and new mulch. Section 3. The officers, employees and agents of the Agency are hereby authorized and directed for and in the name and on behalf of the Agency to do all acts and things required or provided for by the provisions of this Resolution, and to execute and deliver all such additional certificates, instruments and documents, to pay all such fees, charges and expenses and to do all such further acts and things as may be necessary or, in the opinion of the officer, employee or agent acting, desirable and proper to effect the purposes of this Resolution and to cause compliance by the Agency with all of the terms, covenants and provisions of this Resolution. Section 4. This Resolution shall take effect immediately. The question of the adoption of the foregoing resolution was duly put to a vote on roll call, which resulted as follows: MCIDA Res

20 Robert Hoefs VOTING YES Carol Shineman VOTING ABSENT Robert Harris VOTING YES Matthew Beck VOTING YES Daniel Wilson VOTING ABSENT John McGlone VOTING YES John Macci VOTING YES The foregoing Resolution No was thereupon declared duly adopted. MCIDA Res

21 STATE OF NEW YORK ) ) SS.: COUNTY OF MONTGOMERY ) I, the undersigned (Assistant) Secretary of Montgomery County Industrial Development Agency (the "Agency"), do hereby certify that I have compared the foregoing extract of the minutes of the meeting of the members of the Agency held on November 10, 2016, with the original thereof on file in my office, and that the same is a true and correct copy of said original and of the whole of said original so far as the same relates to the subject matters therein referred to. I FURTHER CERTIFY that (A) all members of the Agency had due notice of said meeting; (B) said meeting was in all respects duly held; (C) pursuant to Article 7 of the Public Officers Law (the "Open Meetings Law"), said meeting was open to the general public, and due notice of the time and place of said meeting was given in accordance with such Open Meetings Law; and (D) there was a quorum of the members of the Agency present throughout said meeting. I FURTHER CERTIFY that, as of the date hereof, the attached Resolution is in full force and effect and has not been amended, repealed or rescinded. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of the Agency this 10th day of November, (SEAL) (Assistant) Secretary MCIDA Res