RESOLUTION
The regular meeting of the County of Sullivan Industrial Development Agency (“Agency”) was convened in public session at the Sullivan County Government Center, 100 North Street, Village of Monticello, Sullivan County, New York on February 19, 2013 at 10:00 a.m. local time.
The meeting was called to order by Chairman Ira Steingart, and, upon roll being called, the following members of the Agency were:
PRESENT ABSENT
Ira Steingart [ ] [ ]
Harold Gold [ ] [ ]
Edward T. Sykes [ ] [ ]
Suzanne Loughlin [ ] [ ]
Charles Barbuti, Jr. [ ] [ ]
Harris Alport [ ] [ ]
Steve White [ ] [ ]
Sandy Shaddock [ ] [ ]
Sean Rieber [ ] [ ]
The following persons were also present:
Allan C. Scott, Chief Executive Officer
Jennifer C.S. Brylinski, Agency Executive Director
Elizabeth A. Hunt, Agency Executive Assistant
Walter F. Garigliano, Esq., Agency Counsel
The following resolution was duly offered by _____________________, and seconded by _______________________, to wit:
Resolution No. ____ – 13
RESOLUTION AUTHORIZING AND APPROVING THE EXECUTION AND DELIVERY OF THE FIRST AMENDMENT TO PAYMENT IN LIEU OF TAXATION AGREEMENT WITH RESPECT TO THE PTNY REAL ESTATE LLC (“PTNY REAL ESTATE”) AND PLASTIC TECHNOLOGIES OF NEW YORK, LLC D/B/A SHELBURNE PLASTICS (“PTNY” AND TOGETHER WITH PTNY REAL ESTATE COLLECTIVELY, THE “COMPANY”) PROJECT
WHEREAS, the Agency was created by Chapter 560 of the Laws of 1970 of the State of New York, as amended, pursuant to Title I of Article 18-A of the General Municipal Law of the State of New York (collectively, the “Act”) as a body corporate and politic and as a public benefit corporation of the State of New York; and
WHEREAS, on or about November 10, 2010, the Agency closed a sale/leaseback transaction with the Company consisting of the (i) acquisition, construction, reconstruction, renovation, installation and equipping of a building to consist of approximately 19,800″ square feet (which includes approximately 4,400± square feet of office space and approximately 15,400± square feet of manufacturing and warehouse space) (“Building”) situate on a parcel of real estate consisting of 8.93″ acres located at 196 Bridgeville Road, County of Sullivan, State of New York and identified on the Town of Thompson tax map as Section 31, Block 1, Lot 83 (“Land”) and related facilities to be owned by the Agency; (ii) acquisition and installation thereon and therein certain furniture, fixtures, machinery, equipment and tools (“Equipment”); (iii) construction of an approximately 10,000± square foot addition to the Building (“Addition” collectively, with the Building, the Land, the Equipment the “Facility” or the “Project”); and (iv) lease of the Facility from the Agency to the Company; and
WHEREAS, the Company has not proceeded with the construction of the Addition; and
WHEREAS, the Payment in Lieu of Taxation (“PILOT”) Agreement (“PILOT Agreement”) by and between the Agency and the Company, dated November 10, 2010 contemplated that the Addition would be completed prior to March 1, 2012; and
WHEREAS, unless the PILOT is amended the 2013 PILOT payment that would be payable in 2013 and thereafter (until completion of the Addition) would exceed ad valorem real estate taxes payable by the Project if the Agency were not involved in the Project; and
WHEREAS, it is requested that the Agency authorize its Chairman or Chief Executive Officer to execute and deliver a First Amendment to PILOT Agreement so that the PILOT payment prior to “Year 1” (as defined in the PILOT Agreement) does not exceed the ad valorem real estate taxes payable by the Project if the Agency were not involved in the Project; and
NOW, THEREFORE, BE IT RESOLVED BY THE MEMBERS OF THE AGENCY AS FOLLOWS:
Section 1. The Chief Executive Officer of the Agency, acting individually, is hereby authorized, on behalf of the Agency, to execute and deliver the First Amendment to Payment in Lieu of Taxation Agreement together with and any and all related documents, agreements, certificates and instruments, all in form approved by Counsel to the Agency and with such changes, variations, omissions and insertions as the Chairman or Chief Executive Officer of the Agency shall approve, the execution thereof by the Chief Executive Officer of the Agency to constitute conclusive evidence of such approval.
Section 2. 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 and to execute and deliver all such certificates, instruments, documents, and 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 on behalf of the Agency desirable and proper to effect the purposes of the foregoing resolutions and to cause compliance by the Agency with all the terms, covenants and provisions of the documents for and on behalf of the Agency.
Section 3. These resolutions shall take effect immediately.
The question of adoption of the foregoing resolutions were duly put to a vote on roll call, which resulted as follows:
Ira Steingart [ ] Yes [ ] No [ ] Absent [ ] Abstain
Harold Gold [ ] Yes [ ] No [ ] Absent [ ] Abstain
Edward T. Sykes [ ] Yes [ ] No [ ] Absent [ ] Abstain
Suzanne Loughlin [ ] Yes [ ] No [ ] Absent [ ] Abstain
Charles Barbuti, Jr. [ ] Yes [ ] No [ ] Absent [ ] Abstain
Harris Alport [ ] Yes [ ] No [ ] Absent [ ] Abstain
Steve White [ ] Yes [ ] No [ ] Absent [ ] Abstain
Sandy Shaddock [ ] Yes [ ] No [ ] Absent [ ] Abstain
Sean Rieber [ ] Yes [ ] No [ ] Absent [ ] Abstain
The resolutions were thereupon duly adopted.
STATE OF NEW YORK :
:SS
COUNTY OF SULLIVAN :
I, the undersigned (Assistant) Secretary of the Agency DO HEREBY CERTIFY THAT:
1. I have compared the foregoing copy of a resolution of the Agency with the original thereof on file in the office of the Agency, and that the same is a true and correct copy of such resolution and of the proceedings of the Agency in connection with such matter.
2. Such resolution was passed at a meeting of the Agency duly convened in public session on the 19th day of February, 2013 at 10:00 a.m. at the SullivanCountyGovernmentCenter, 100 North Street, Village of Monticello, Sullivan County, New York, at which the following members were present:
PRESENT ABSENT
Ira Steingart [ ] [ ]
Harold Gold [ ] [ ]
Edward T. Sykes [ ] [ ]
Suzanne Loughlin [ ] [ ]
Charles Barbuti, Jr. [ ] [ ]
Harris Alport [ ] [ ]
Steve White [ ] [ ]
Sandy Shaddock [ ] [ ]
Sean Rieber [ ] [ ]
3. The question of the adoption of the foregoing resolution was duly put to a vote on roll call which resulted as follows:
Ira Steingart [ ] Yes [ ] No [ ] Absent [ ] Abstain
Harold Gold [ ] Yes [ ] No [ ] Absent [ ] Abstain
Edward T. Sykes [ ] Yes [ ] No [ ] Absent [ ] Abstain
Suzanne Loughlin [ ] Yes [ ] No [ ] Absent [ ] Abstain
Charles Barbuti, Jr. [ ] Yes [ ] No [ ] Absent [ ] Abstain
Harris Alport [ ] Yes [ ] No [ ] Absent [ ] Abstain
Steve White [ ] Yes [ ] No [ ] Absent [ ] Abstain
Sandy Shaddock [ ] Yes [ ] No [ ] Absent [ ] Abstain
Sean Rieber [ ] Yes [ ] No [ ] Absent [ ] Abstain
and therefore, the resolution was declared duly adopted.
I FURTHER CERTIFY that (i) all members of the Agency had due notice of said meeting, (ii) pursuant to Sections 103a and 104 of the Public Officers Law (Open Meetings Law), said meeting was open to the general public and public notice of the time and place of said meeting was duly given in accordance with such Sections 103a and 104, (iii) the meeting in all respects was duly held, and (iv) there was a quorum present throughout.
IN WITNESS WHEREOF, I have hereunto set my hand and seal on the 19th day of February, 2013. ______________________________
____________________________________
Secretary
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