Machine-extracted (OCR) from the official document — formatting is approximate; the official copy governs.
RESOLUTION At a regular meeting of the Onondaga County Industrial Development Agency (the “Agency’’) convened in public session, remotely by conference call or similar service pursuant to Executive Order 202.92 on February 9, 2021, at 8:00 a.m., local time, the following members were: PRESENT: Patrick Hogan Janice Herzog Susan Stanezyk Kevin Ryan Victor Janno Fanny Villarreal ABSENT: Steve Morgan ALSO PRESENT: Robert M. Petrovich, Executive Director Jeffrey W. Davis, Esq., Agency Counsel Amanda M. Fitzgerald, Esq., Agency Counsel The following resolution was offered by Victor Ianno, seconded by Susan Stanczyk, to wit:
RESOLUTION AUTHORIZING THE EXECUTION OF AGREEMENTS FOR PURCHASE AND SALE OF REAL PROPERTY. WHEREAS, Onondaga 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”), Chapter 435 of the Laws of 1970 of the State of New York and Chapter 676 of the Laws of 1975 of the State of New York, as amended (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 manufacturing, warehousing, research, commercial and industrial 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, to accomplish its stated purposes, the Agency is authorized and empowered under the Act to acquire, construct, reconstruct and install “projects” (as defined in the Act) or to cause said projects to be acquired, constructed, reconstructed and installed, and to convey said projects or to lease said projects with the obligation to purchase; and 22116122.1 WHEREAS, the Agency believes acquiring property that becomes currently available can spur economic growth by eliminating property acquisition time and costs for developers with the ability to bring various industries to Onondaga County; and WHEREAS, certain persons (each a “Seller” and collectively, the “Sellers”) own certain parcels real property located in the Town of Clay, County of Onondaga, State of New York (each a “Property” and collectively, the “Properties”); and WHEREAS, the Sellers have each submitted to the Agency a real estate purchase agreement (collectively the “Purchase Agreements”) specifying the terms and conditions pursuant to which each Seller would agree to sell each Property to the Agency; and WHEREAS the Executive Director has negotiated the Purchase Agreements with the guidance of Agency counsel and finds the terms to be fair and satisfactory for the Agency; and WHEREAS, the Agency desires to purchase the Properties from the Sellers pursuant to the terms of the Purchase Agreements (together, the “Project’);
WHEREAS, the Agency desires to purchase the Properties from the Sellers pursuant to the terms of the Purchase Agreements.
NOW, THEREFORE, BE IT RESOLVED BY THE MEMBERS OF THE ONONDAGA COUNTY INDUSTRIAL DEVELOPMENT AGENCY AS FOLLOWS: Section 1. It is the policy of the State to promote the economic welfare, recreation opportunities and prosperity of its inhabitants and to actively promote, attract, encourage and develop recreation and economically sound commerce and industry for the purpose of preventing unemployment and economic deterioration. It is among the purposes of the Agency to promote, develop, encourage and assist in the acquiring, constructing, improving, maintaining, equipping and furnishing of certain facilities, including commercial facilities, and thereby advance the job opportunities, health, general prosperity and economic welfare of the people of the State and to improve their recreation opportunities, prosperity and standard of living. Section 2. The form and substance of the Purchase Agreements (in substantially the form presented to this meeting and which, prior to the execution and delivery thereof, may be redated) are hereby approved. Section 3. (A) The Executive Director is hereby authorized, on behalf of the Agency, to execute and deliver the Purchase Agreements in substantially the form thereof presented to this meeting; and (B) the Executive Director is hereby further authorized, on behalf of the Agency, to designate any additional Authorized Representatives of the Agency.
Section 4. The Chairman, Vice Chairman and/or Executive Director of the Agency are hereby authorized and directed to distribute copies of this Resolution and to do such further things or perform such acts as may be necessary or convenient to implement the provisions of this Resolution. 22116122.1 The question of the adoption of the foregoing Resolution was duly put to a vote on roll call, which resulted as follows:
AYE NAY ABSENT Patrick Hogan x Janice Herzog Xx Victor Ianno x Steve Morgan Xx Susan Stanezyk x Kevin Ryan x Fanny Villarreal x The Resolution was thereupon declared duly adopted. 22116122.1
STATE OF NEW YORK ) ) ss.: COUNTY OF ONONDAGA ) I, the undersigned Secretary of the Onondaga County Industrial Development 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 February 9, 2021, 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 matter 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”), as modified by New York State Executive Order 202.92, 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 this 23 day of February 2021. 4 pam Ait (SEAL) ; Secretary q 221161221