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May 2020 — May-12-2020-OCIDA-Board-Packet-5.11.2020-condensed.pdf

2024-05-06 · PDF · 63,063 words · collected 2026-08-07 Official copy↗ Archived PDF Plain text Mentions

Typeset from the PDF of the official document (read by OCR) — headings, motions and recorded votes are detected automatically, so spacing may differ from the original. The official copy governs.

Contents · 10 sections
  1. Section I: Applicant Information
  2. Section II: Project Information
  3. Section III: Construction
  4. Section IV: Estimate of Real Property Tax Abatement Benefits
  5. Section V: Local Access Policy Agreement
  6. Section VI: Agency Fee Schedule
  7. Section VII: Recapture of Tax Abatement/Exemptions
  8. Section VIII: Employment Plan
  9. Section IX: Conflict of Interest
  10. Section X: Representations, Certifications, and Indemnification

ONONDAGA COUNTY INDUSTRIAL DEVELOPMENT AGENCY

333 WEST WASHINGTON STREET, SUITE 130, SYRACUSE, NY 13202

PHONE: 315.435.3770  FAX: 315.435.3669  WWW.ONGOVED.COM Meeting Agenda May 12, 2020 8:00AM Call to Order the Regular Meeting of the Agency A. Approval of Minutes-April 14, 2020 B. Treasurers Report C. Payment of Bills D. Conflict of Interest Action Items:

1. Cicero Energy Storage I, LLC (CES I) 3101-20-05A: Second Meeting

Cicero Energy Storage I, LLC, is proposing the construction of a 5-megawatt solar facility in the Town of Cicero.

Agency Action Requested:

a. SEQR Resolution.

b. A Resolution of the Board authorizing the financial assistance the Agency will provide. Agency benefits requested include a Payment in Lieu of Tax Agreement, Sales Tax Abatement, and Mortgage Recording Tax Abatement.

Representative: Kevin McAuliffe, Barclay Damon, LLC

2. Cicero Energy Storage II (CES II) 3101-20-06A: Second Meeting

Cicero Energy Storage II, LLC, is proposing the construction of a 5-megawatt solar project in the Town of Cicero.

Agency Action Requested:

a. SEQR Resolution.

b. A Resolution of the Board authorizing the financial assistance the Agency will provide. Agency benefits requested include a Payment in Lieu of Tax Agreement, Sales Tax Abatement, and Mortgage Recording Tax Abatement.

Representative: Kevin McAuliffe, Barclay Damon, LLC

3. OYA Solar PILOT A (3101-20-04B): Initial Meeting

OYA Solar is proposing the construction of a 5-megawatt solar project in the Town of Lysander.

Agency Action Requested:

a. A Resolution from the Board to authorize a public hearing.

Representative: Glenn McKay, Project Manager, OYA Solar Page1

4. OYA Solar PILOT B (3101-20-07B): Initial Meeting

OYA Solar is proposing the construction of a 1-megawatt solar project in the Town of Lysander.

Agency Action Requested:

a. A Resolution from the Board to authorize a public hearing.

Representative: Glenn McKay, Project Manager, OYA Solar 5. Green Street Power Partners (GSPP) Caughdenoy Road (3101-20-09A): Initial Meeting GSPP Caughdenoy Road is proposing the construction of a 5-megawatt solar project in the Town of Clay.

Agency Action Requested:

a. A Resolution from the Board to authorize a public hearing.

Representative: Joseph Mendelsohn, Project Manager, Omni-Navitas 6. Green Street Power Partners (GSPP) Sentinel Heights (3101-20-10B): Initial Meeting GSPP Sentinel Heights is proposing the construction of a 3.75-megawatt solar project in the Town of Lafayette.

Agency Action Requested:

a. A Resolution from the Board to authorize a public hearing.

Representative: Joseph Mendelsohn, Project Manager, Omni-Navitas

7. Syracuse Property Partners: (3010-06-15A)

Modification of PILOT agreement Agency Action Requested:

Resolution Modification.

a. A Resolution authorizing extension of a Payment in Lieu of Tax Agreement. Representative: Jeff Davis, Barclay Damon, LLC Adjourn 2 Page2

SUBJECT TO BOARD APPROVAL

Onondaga County Industrial Development Agency Regular Meeting Minutes April 14, 2020 A regular meeting of the Onondaga County Industrial Development Agency was held on Tuesday, April 14, 2020 via Zoom Teleconference.

Patrick Hogan called the meeting to order at 8:00 am with the following:

PRESENT VIA TELECONFERENCE:

Patrick Hogan Janice Herzog Susan Stanczyk Steve Morgan Fanny Villarreal Kevin Ryan Victor Ianno

ALSO PRESENT:

Robert Petrovich, Executive Director Nancy Lowery, Secretary Nate Stevens, Treasurer Karen Doster, Recording Secretary Carolyn Evans-Dean, Economic Development Jeffrey Davis, Barclay Damon Law Firm Amanda Mirabito, Barclay Damon Law Firm George Laigaie, TC Syracuse Development Associates, LLC Paul Reichel, Bond Schoeneck & King Brian Gerling, Bond Schoeneck & King Kevin McAuliffe, Barclay Damon Law Firm Bob Murray, Harris Beach Law Firm Andrew Israelson, Convergent Energy & Power Becky Koze, Convergent Energy & Power Patrick Hogan shared information as to how the meeting will be conducted in light of COVID- 19.

APPROVAL OF REGULAR MEETING MINUTES – MARCH 17, 2020 Upon a motion by Fanny Villarreal, seconded by Kevin Ryan, the OCIDA Board approved the regular meeting minutes of March 17, 2020. Motion was carried.

Page3 TREASURER’S REPORT Nate Stevens gave a brief review of the Treasurer’s Report for the month of March 2020. Upon a motion by Victor Ianno, seconded by Janice Herzog, the OCIDA Board approved the Treasurer’s Report for the month of March 2020. Motion was carried.

PAYMENT OF BILLS

Nate Stevens gave a brief review of the Payment of Bills Schedule #442.

Upon a motion by Victor Ianno, seconded by Janice Herzog, the OCIDA Board approved the Payment of Bills Schedule #442 for $162,506.84 and PILOT payments to City of Syracuse for $8,604.73, Syracuse City School District for $15,358.48 and Onondaga County for $10,813.24. Motion was carried.

CONFLICT OF INTEREST DISCLOSURE

The Conflict of Interest will be emailed to Board Members present to sign off.

TC SYRACUSE DEVELOPMENT ASSOCIATES, LLC-LOCAL ACCESS POLICY

Robert Petrovich stated TC Syracuse submitted a local labor waiver request for the project in Clay, New York. He stated there were a number of conversations on this topic relevant to our local labor policy and the amount of local labor on this project. He stated the project is approximately $350,000,000 in total project costs and of that $67,600,000 in labor. He stated the information he has is there is $47,500,000 in local labor out of the $67,600,000 total and that is about 70.2% local labor and 29.8% non-local labor. He stated there are a number of reasons and factors that go into that. He stated primarily some folks locally have chosen not to bid on the project because the size of its scope; they have other existing business they want to make sure they service and other folks could not meet pricing or schedule constraints. He stated with a project of this size it is not unusual to fall short of the total 100% goal that have. He stated in addition to that there are some specialized services, specialized installations, and specialized engineering because of the nature of the potential end user of the project that requires labor 2 Page4 coming in outside the area. He stated even with the businesses we have locally, because of other commitments, have not provided 100% of their existing labor to the project. He stated as a result of that the cumulative effect of all that gets us to 70.2% local labor and a local labor waiver request of 29.8%. He stated he has been told by Trammel Crow directly via Mr. Laigaie that they agree with setting 70-30 as the minimum amount of local labor and it may get better as they progress.

Susan Stanczyk asked to expand on the specialized labor that is not available locally. Robert Petrovich stated being a highly automated facility there are specialized engineering and installations. He stated a lot of the pick and pull will be done by robotics and those providers that work in this industry are specialists coming from out of the area. He stated his understanding is we don’t have that skill set locally and readily available.

Patrick Hogan stated many of these companies were reluctant to commit their workforce because of the size of the project and preexisting contracts. Robert Petrovich stated that is true. He stated he reached out to local labor both the Carpenters Union, Mitch Latimer, and the Plumber’s & Steamfitters Union, Greg Lancette. He stated his understanding and feedback from those gentlemen is certainly they would like more but they are not unhappy with where we are in the terms of balance of the dollars coming into the economy from local labor on the project. Patrick Hogan stated it is almost $50,000,000 in local labor and certainly an economic boost in this current economic climate. He asked if 90% of the work is union labor. Robert Petrovich stated yes almost 90% is union labor. Patrick Hogan stated that is a good wage.

Jeff Davis stated he thinks it is consistent with a project this size with this schedule. He stated he thinks there were several local companies that responded and their response was they could not dedicate their entire workforce and some of the workforce to support their response would come from outside the local area. He stated it shows the size of the project and the schedule is such that a waiver of the policy was anticipated. He stated the applicants spoke to that early on in the process that there was going to be a need given the schedule and the size that the project would require this.

Patrick Hogan asked if the time frame is 18 months. Jeff Davis stated yes.

3 Page5 Jeff Davis stated from a SEQR standpoint the project was already looked at and any decision here would not change the SEQR determination as presented so that determination would still stand.

Victor Ianno stated they have given it the effort and the publicity has made people aware this opportunity and if they can’t fill it they can’t be a part of it. He stated the Board has done their due.

Upon a motion by Kevin Ryan, seconded by Victor Ianno, the OCIDA Board approved a resolution approving the request for waiver to the Local Access Policy for the TC Syracuse Development Associates, LLC project. Motion was carried.

TC SYRACUSE DEVELOPMENT ASSOCIATES, LLC-INTERIM SALES AND USE TAX

EXEMPTION

Robert Petrovich stated TC Syracuse is requesting interim sales and use tax exemption at sales tax closing projected to be on or about April 27 and a subsequent closing on a PILOT and mortgage recording tax abatement he believes in June. He stated we understand the project is underway and no construction is happening. He stated the applicant has requested that the Agency grant this request so the applicant can receive an ST-60 and take advantage of the benefits that were previously approved for sales and use tax exemption on the materials being purchased. He stated there is a balance of the IDA fee outstanding totaling $875,000 which was to be paid at closing. He stated since we are bifurcating the closing the applicant has agreed when we close for the sales tax they will make a payment of $500,000 to the IDA and the remaining $375,000 will be paid in June when we close on the PILOT and the mortgage recording tax benefits.

Jeff Davis stated this is a Type 2 Action under SEQR so there are no environmental impact statement and no determination procedure required.

Upon a motion by Victor Ianno, seconded Susan Stanczyk, the OCIDA Board approved a resolution granting an interim sales and use tax exemption for the TC Syracuse Development Associates, LLC project. Motion was carried.

4 Page6 George Laigaie stated he would like to take the opportunity to thank the Board and Patrick Hogan for the continued help, cooperation and assistance with the project. He stated it has been very challenging project as you would guess. He stated with the COVID-19 the challenges with that have really stretched their imagination on how to get the project done. He stated they certainly appreciate the help and cooperation of OCIDA and the Board in helping them with the fundamental pieces of the project. He stated he wants to thank Bob. He stated he talks daily with Bob and he is always in assistance and right hand. He stated he is always pushing the project and when required he gets County Executive McMahon involved. He stated the County Executive has helped them get their designation correct. He stated they appreciate the help of Mitch Latimer and Greg Lancette for all the local labor that they were able to incur on the project. He stated they will push to up the numbers but it is a very trying time. He stated many of the good quality contractors in the local area have closed their shop either for the period or forever because of these conditions. He stated several are concerned about being too much of a commitment on a singular job and having to forgo other daily relationships they have incurred over the years. He stated it has been a trying time for all and he wanted to make sure the Board understood with Bob and Ryan that we have a team that is working with them every day trying to help them to do the best they can for local community and for the project.

Patrick Hogan thanked George Laigaie for his decision and investment in this community and that we really appreciate it. He stated he knows Mr. Petrovich and he knows he probably talks to Mr. Laigaie every day and that is a great relationship. He stated welcome to Onondaga County and all they have done for us pushing forward on this.

TESSY PLASTICS CORPORATION – SEQR AND FINAL RESOLUTION RATIFICATION Robert Petrovich stated as the Board recalls at the last meeting Tessy came before the Board and the project was approved. He stated this is a cleanup resolution. He stated we want to make a SEQR approving resolution first and then a final resolution approving the project making sure everything is in the correct order.

Brian Gerling stated the Board went through this the last meeting but we went out of order. He stated the Board has the SEQR resolution which the Town of Elbridge was the lead agency and 5 Page7 also the final approving resolution. He stated it is just a matter of crossing the t’s and dotting the i’s at this juncture. He stated it was prior approved but want to put in proper order. Robert Petrovich stated Kevin McAuliffe from Barclay Damon is representing the applicant so conflict counsel on this has been Bond Schoeneck & King, Brian Gerling and Paul Reichel. He stated any questions should be directed to them.

Upon a motion by Victor Ianno, seconded by Susan Stanczyk, the OCIDA Board approved a resolution ratifying the SEQR Resolution for the Tessy Plastics Corporation project. Motion was

carried.

Upon a motion by Victor Ianno, seconded by Janice Herzog, the OCIDA Board approved a resolution ratifying the Final Approving resolution for the Tessy Plastics Corporation project. Motion was carried.

CICERO ENERGY STORAGE I, LLC (CES I) – PUBLIC HEARING Robert Petrovich stated Barclay and Damon is representing the applicant and staff has reached out to Bond Schoeneck and King to represent the Agency as conflict counsel, He stated Bond Schoeneck and King will be representing the Agency for CES I and CES II.

Kevin McAuliffe stated he would like to address both projects at the same time because of the similarity of the construction and application. He stated these are companion applications from Cicero Energy Storage I, LLC and Cicero Energy Storage II, LLC by Convergent Energy, the parent corporation of each of the LLCs. He stated these projects are a result of an RFP issued by National Grid because of a distribution and energy shortfall in the Town of Cicero in association with the Pine Grove substation. He stated the Public Service Commission has been asking for what they call non wire alternatives. He stated where there is a shortage of power in an area, rather than causing all the rate payers to pay for new lines, substations, upgrades etc., they are looking for developers to bring in an energy source in that immediate area that can supplement that which National Grid can supply in peak times. He stated National Grid identified peak hours, peaks days and volume that they needed. He stated these two projects together provide that response for National Grid. He stated each one of the two projects consists of 5 mw of solar panels together with 20 mw of battery energy storage system (BESS). He stated during the day 6 Page8 these will charge the batteries assuming there is sunlight. He stated when necessary the batteries will be called upon to provide power into the Grid.

Andrew Israelson stated Convergent is an energy storage focused developer and owner/operator of energy facilities around the US and also in Canada. He stated they have been around for approximately a decade and founded in 2011 by the CEO and CFO. He stated over the years they have grown from a two man team to almost 40 people all based in New York City and their control center is also located in New York. He stated they have about 240 megawatt hours of assets which is a little over $150,000,000 worth of assets operating or in construction around the country. He stated some of those incorporate solar as well. He stated the decision to jump into solar was due to the fact that some of their clients be it corporations or other utilities are looking for a green source of generation to basically charge those batteries as well as the investment tax credit which helps offset the cost of the project . He stated the client could be utility or large corporation that has a large power need.

Andrew Israelson stated they developed this project in response to an RFP that was put out by National Grid under the New York State Department of Public Service Program called Non Wires Alternatives. He stated these are projects designed to help defray or completely avoid a large capital investment in traditional infrastructure. He stated that can usually be a new substation which was envisioned at the Pine Grove Substation in Cicero, it could be the rebuilding of a transmission or distribution line or really any sort rate based type expenditure by the utility. He stated the way these projects come about is when the utility submits their capital expenditure plan and distribution system integration planning each year to the Public Service Commission, if it is over a certain threshold, they have to do a study to see whether or not a non- wires alternative or other mechanism would save the ratepayers money. He stated an acceptable alternative would be to defer or completely avoid that capital expenditure. He stated he has worked on these at Conversion and one or two in New York State with his prior company. He stated there is a large roster of experience in working in New York State with these opportunities. He stated they view them as being beneficial both to local economy in saving rate payers’ money but also generate local economic benefit. He stated they tried to partner with local firms in the development process and their engineer of records is Iannuzzi and Roman and interconnection which is the electrical diagrams and forms they fill out for National Grid they are using Green Spark. He stated for some environmental work they are using EDR located in Syracuse. He stated for the archeology studies which are usually required on sites of this size 7 Page9 they are using the Paleontology and Archeology facility at Binghamton University which has been a fantastic experience. He stated they are a not for profit that provides the services. He stated landowner associated with CES I is Rich Ricelli of Ricelli Enterprises and they will be leasing it from him. He stated Tarky Lombardi is the owner of the northern site. He stated they are working with the Department of Public Service and the Joint Utilities of New York. He stated he can’t legally comment on the relationship with National Grid at this juncture until certain disclosures have been filed with the Public Service Commission. He stated these projects will also be participating in the value stack mechanism so the power not utilized from the non- wires alternative will be available to be subscription the same way the Board has seen some of the projects like Abundant Solar. He stated local businesses and residences will be able to subscribe to get credits from this facility to offset their bills. He stated this will lower the cost to the rate payers.

Victor Ianno asked where the property is. Andrew Israelson stated the northern site is on the corner of Island Road and Northern Boulevard and the other site is directly to the South. Andrew Israelson stated there are two separate LLC’s with two separate sites because in the RFP it was requested to provide relief for a transformer bank and in New York State you can only have 5 mw per project and this is a 10 mw solution. He stated they have two separate projects with two separate LLCs per New York State interconnection standards.

Victor Ianno asked if the company has purchased the land. Andrew Israelson stated they are under a long term lease with the landowners.

Victor Ianno asked if it is typical when the lease is over they would tear it down and it goes back to vacant land. Andrew Israelson stated yes and both as a condition of the lease and condition of the site plan approval unlikely there will be a decommissioning bond which was presented as part of their decommissioning plan. He stated the land is restored to how it was when they first got there and seed it.

Victor Ianno asked if they have ever had to take a solar farm down. Andrew Israelson stated since Conversion has only existed for a decade and these usually have 30 year life spans, they personally have not. He stated they have acquired farms where they had to take everything out and put in new equipment. He stated his previous company and as an industry overall it has 8 Page10 occurred mainly from mechanical failures or tornadoes or hurricanes where it doesn’t make since to rebuild.

Upon a motion by Victor Ianno, seconded by Janice Herzog, the OCIDA Board approved a resolution describing the proposed Cicero Energy Storage I, LLC (CES I) project and the financial assistance the Agency may provide and authorizing a public hearing for the project. Kevin Ryan abstained. Motion was carried.

CICERO ENERGY STORAGE I, LLC (CES II) – PUBLIC HEARING Upon a motion by Victor Ianno, seconded by Janice Herzog, the OCIDA Board approved a resolution describing the proposed Cicero Energy Storage II, LLC (CES II) project and the financial assistance the Agency may provide and authorizing a public hearing for the project. Kevin Ryan abstained. Motion was carried.

CENTRAL NEW YORK INTERNATIONAL BUSIENSS ASSOCIATION (CNYIBA

CONTRACT)

Robert Petrovich stated at the last meeting there was discussion from the Board about an interest in looking at the contract and the contract has been distributed to the Board members for their review. He stated it has been discussed at prior meetings in terms of the general business terms between OCIDA and CNYIBA. He stated staff is looking to work through 2020 with the IBA and its executive director to assist us with our FTZ activities and to help enhance the services we offer to the constituency as part of import export activities. He stated the contract has been out there and he is asking the Board if there are any questions to the contract and then asking to execute the agreement.

Victor Ianno asked if this contract is only when we need them. Robert Petrovich stated yes and it is on demand services for activities related to FTZ. He stated it is a part time engagement that will take us through the course of the year.

Victor Ianno asked if no one applies for benefits then there is no work done. Robert Petrovich stated we are looking to expand that activity within the office. He stated it is an area that staff 9 Page11 thinks can enhance the services that we provide to companies like PPC and others that are located within FTZ 90. He stated it is really an activity assessing whether or not we can develop this service or maintain it at its current level.

Upon a motion by Kevin Ryan, seconded by Victor Ianno, the OCIDA Board approved a resolution authorizing the Execution of a Consulting Services Agreement. Motion was carried. BARBAGALLO’S TAVERN, INC.

Jeff Davis stated Barbagallo’s has an existing mortgage and they are getting a second mortgage and consolidating those together. He stated the Agency has a lease with them and the Board has to agree to the existing mortgage consolidation with the second mortgage. He stated there is no mortgage recording tax and really just the Board’s consent because they are in the chain of title. Upon a motion by Janice Herzog, seconded by Kevin Ryan, the OCIDA Board approved a resolution authorizing the execution of lender documents. Motion was carried.

Jeff Davis stated from a SEQR perspective Barbagallo’s is a Type II action and no environmental review determination or environmental impact statement are needed. He stated he was on mute when the previous vote took place and was unable to get that in time before the vote. He asked procedurally if the Board would redo the vote noting that it is a Type II action. Upon a motion by Janice Herzog, seconded by Kevin Ryan, the OCIDA Board approved a resolution authorizing the execution of lender documents for Barbagallo’s and is a Type II action. Motion was carried.

Patrick Hogan thanked everyone and said this is the new norm. He stated he appreciates everyone’s efforts today especially from staff and all the Board members who were able to participate today as well as everyone from the community. He stated as our County Executive says we are part of the County’s government and we continue to act but with a new normal we are acting.

10 Page12 Upon a motion by Victor Ianno, seconded by Susan Stanczyk, the OCIDA Board adjourned the meeting at 8:52 am. Motion was carried.

_________________________________ Nancy Lowery, Secretary 11 Page13

ONONDAGA COUNTY INDUSTRIAL DEVELOPMENT AGENCY

333 WASHINGTON STREET, SUITE 130, SYRACUSE, NY 13202

PHONE: 315.435.3770 • FAX: 315.435.3669 April 30, 2020

2020 Budget Current YTD

Revenue / Expense / Income Current Period Current YTD Amount Change to Budget Operating Revenue 501,586 1,820,394 1,526,000 294,394 Administrative Expense 44,981 168,722 900,000 (731,278) Operating/Program Exp. 43,782 73,793 626,000 (552,207) Net Ordinary Income 412,822 1,577,879 - 1,577,879 Current Assets Current YTD Prior YTD Total Cash 2,652,987 1,851,853 Less Pass Through Received 2,778 73,173 Available Cash 2,650,209 1,778,680 Receivables (less pass through rec.) 1,739,647 970,447 Grant Reimbursements 268,733 268,733 Total 4,658,589 3,017,860 Reserve for Contracts County Operations 2020 731,278 Marketing 14,737 Professional Services 39,416 Website Design (75) 333 W. Washington St 2020 Rent 50,095 WPCP Sewer Design Engineering 108,151 OBG WPCP Engineering - OBG WPCP Drone Flyover - OBG WPCP CO #2 Site Selection - OBG WPCP CO #3 Additional Studies (2,418) OBG WPCP CO #4 Additional Studies 563,498 JMT 800 Hiawatha Engineering 25,000 National Grid WPCP Engineering Gas 200,000 National Grid WPCP Engineering Electric 175,000 CNYIBA Consulting Services Agreement 35,000 Total 1,939,682 Page14 Receivables 0-120 days 1,248,890 > 120 days 490,757 Total 1,739,647 Page15 Onondaga County Industrial Development Agency

PROFIT AND LOSS

April 2020

TOTAL

Income

500 Operating Revenue

2116 Fees

2116.1 Agency Fees 500,000.00 Total 2116 Fees 500,000.00 2410 Lease Income 1,500.00 Total 500 Operating Revenue 501,500.00

501 Non-Operating Revenue

2401 Interest Income 86.03 Total 501 Non-Operating Revenue 86.03

534 Pilot & Pass Thru Revenue

528 Pass thru Income 2,778.21 Total 534 Pilot & Pass Thru Revenue 2,778.21 Total Income $504,364.24 GROSS PROFIT $504,364.24 Expenses

6400 Operating Expense

6401 Insurance D&O Liability 5,664.00 6402 Rent 14,904.56 6406 Other Professional Services 255.00 6407 Administrative Expense 44,981.45 6408 Board Mtg Exp 4.00 6409 Conference Attendence 789.00 6410 Office Expense 985.72 6413 Legal 14,969.42 6415 FTZ 1,250.00 Total 6400 Operating Expense 83,803.15

6500 Agency Program Expenses

6510 White Pine Commerce Park

6510.3 Legal 2,011.00 6510.7 WPCP Marketing 2,949.48 Total 6510 White Pine Commerce Park 4,960.48 Total 6500 Agency Program Expenses 4,960.48

6600 Non-Operating Expenses

6605 Pilot & Pass Thru Expenses

6605.2 PILOT Expense 2,778.21 Total 6605 Pilot & Pass Thru Expenses 2,778.21 Total 6600 Non-Operating Expenses 2,778.21 Total Expenses $91,541.84 NET OPERATING INCOME $412,822.40 NET INCOME $412,822.40 Page16 Accrual Basis Tuesday, May 5, 2020 11:57 AM GMT-04:00 1/1 Onondaga County Industrial Development Agency

BALANCE SHEET

As of April 30, 2020

TOTAL

ASSETS

Current Assets Bank Accounts 200 Cash 0.00 200.1 Cash - M & T Checking 1,771,968.75 200.2 Cash - M & T Money Maker Savings 889,926.44 200.4 Destiny USA Restricted Cash -8,957.82 210 Petty Cash 50.00 Total 200 Cash 2,652,987.37 Total Bank Accounts $2,652,987.37 Accounts Receivable 380 Accounts Rec.

380.2 PILOTs Rec

380.222 Bank of NY -2.00 Total 380.2 PILOTs Rec -2.00 380.6 A/R Agency Fees 1,334,827.58 Total 380 Accounts Rec. 1,334,825.58 Total Accounts Receivable $1,334,825.58 Other Current Assets 391 Long Tern Receivable 222,024.00

392 Loans Receivable

392.065 Simple Admit Current -0.32 392.066 Aquari current -0.24 Total 392 Loans Receivable -0.56

393 Grant Reimbursements

393.1 ESD WPCP 134,366.66 393.2 Nat Grid WPCP 134,366.66 Total 393 Grant Reimbursements 268,733.32 Total Other Current Assets $490,756.76 Total Current Assets $4,478,569.71 Page17 Accrual Basis Tuesday, May 5, 2020 12:31 PM GMT-04:00 1/4 Onondaga County Industrial Development Agency

BALANCE SHEET

As of April 30, 2020

TOTAL

Fixed Assets

100 Land

101 White Pines Commerce Park 1,520,401.50

101.1 WPCP GEIS

101.101 CHA GEIS 1 267,452.05 101.102 CHA GEIS 2 219,439.36 101.104 GEIS Reg Plan Board Overview 19,797.74 Total 101.1 WPCP GEIS 506,689.15 101.2 WPCP Legal 69,774.25 101.3 Engineering Services 52,675.00 101.301 Temporary Access 4,055.44 101.4 Environmental/Demo Services 10,318.98 Total 101.3 Engineering Services 67,049.42

101.5 Land Acquisition Costs

101.501 Land Purchases 1,160,063.57 101.502 Closing Costs 3,168.14 Total 101.5 Land Acquisition Costs 1,163,231.71 Total 101 White Pines Commerce Park 3,327,146.03 106 North Salina Properties 0.00 106.1 435 North Salina 17,083.55 106.3 435 North Salina Building 634,421.53 Total 106 North Salina Properties 651,505.08 107 800 Hiawatha 604,840.42 Total 100 Land 4,583,491.53

104 Machinery & Equipment

104.1 Office Furniture 1,429.00 104.2 Equipment 1,432.40 Total 104 Machinery & Equipment 2,861.40 211 A/D Office Furniture -2,861.00 213 A/D Buildings -65,068.00 Total Fixed Assets $4,518,423.93 Other Assets 240 Blue Sky Redevelopment 1,641.76 Total Other Assets $1,641.76 TOTAL ASSETS $8,998,635.40 Page18 Accrual Basis Tuesday, May 5, 2020 12:31 PM GMT-04:00 2/4 Onondaga County Industrial Development Agency

BALANCE SHEET

As of April 30, 2020

TOTAL

LIABILITIES AND EQUITY

Liabilities Current Liabilities Other Current Liabilities 600 Accounts Payable 0.00 600.1 Due to Related Party - OED 44,981.45 600.206 Mileage Reimbursement 81.41 600.207 EPP App Deposit 250.00 600.208 BlueRock Energy Agreement Deposit 25,000.00 Total 600 Accounts Payable 70,312.86

601 PILOT and Pass Thru Payable

602 Pass Thru Payable 10,371.00 603 PILOT Pass Thru 74,061.60 Total 601 PILOT and Pass Thru Payable 84,432.60

631 Due to Other Governments

631.1 Towns

631.12 Dewitt 15.93 631.145 Onondaga 3.24 631.17 Van Buren 0.20 Total 631.1 Towns 19.37

631.3 Schools

631.325 Jamesville-Dewitt 104.23 631.335 Liverpool -0.01 631.337 Lyncourt 0.01 631.34 Marcellus 0.01 631.345 North Syracuse -0.01 631.356 Syracuse -0.01 Total 631.3 Schools 104.22 631.4 Onondaga County 1,040.89 631.5 City of Syracuse 1,615.86 Total 631 Due to Other Governments 2,780.34 Total Other Current Liabilities $157,525.80 Total Current Liabilities $157,525.80 Total Liabilities $157,525.80 Equity 3900 Equity Unreserved 4,544,563.05 3901 Equity-Investment Fixed Assets 2,345,838.63 463 Reserve For Contracts 1,939,682.48 465 Equity - Unreserved -1,566,853.48 Page19 Accrual Basis Tuesday, May 5, 2020 12:31 PM GMT-04:00 3/4 Onondaga County Industrial Development Agency

BALANCE SHEET

As of April 30, 2020

TOTAL

Net Income 1,577,878.92 Total Equity $8,841,109.60 TOTAL LIABILITIES AND EQUITY $8,998,635.40 Page20 Accrual Basis Tuesday, May 5, 2020 12:31 PM GMT-04:00 4/4

ONONDAGA COUNTY INDUSTRIAL DEVELOPMENT AGENCY

PAYMENT OF BILL - SCHEDULE #443 May 12, 2020

GENERAL EXPENSES

1. BARCLAY DAMON LLP $ 3,712.50 Inv#5068202, Legal thru 3/31/2020 2. SYRACUSE DESIGN GROUP* $ 255.00 Inv#5662, Website Design Services Jobs Section 3. FEDEX $ 24.70 Inv#7-002-09649, Shipping to Barclay Damon TOTAL $ 3,967.50 * Ratification of Check dated April 24, 2020 1 Page21

ONONDAGA COUNTY INDUSTRIAL DEVELOPMENT AGENCY

PAYMENT OF BILL - SCHEDULE #443 May 12, 2020 PILOT Payments 1. TOWN OF CAMILLUS $ 4,901.42

2020 Finger Lakes Railway PILOT Payment

2. TOWN OF DEWITT $ 15.93 1st Quarter 2020 Syracuse Rail PILOT Payment 3. TOWN OF ELBRIDGE $ 1,997.03

2020 Finger Lakes Railway PILOT Payment

4. TOWN OF GEDDES $ 66.44

2020 Finger Lakes Railway PILOT Payment

5. TOWN OF ONONDAGA $ 3.24 1st Quarter 2020 Syracuse Rail PILOT Payment 6. VILLAGE OF CAMILLUS $ 847.64

2020 Finger Lakes Railway PILOT Payment

7. VILLAGE OF SOLVAY $ 531.04

2020 Finger Lakes Railway PILOT Payment

8. CITY OF SYRACUSE $ 1,615.86 1st Quarter 2020 Syracuse Rail PILOT Payment 9. JAMESVILLE DEWITT CSD $ 104.23 1st Quarter 2020 Syracuse Rail PILOT Payment 10. JORDAN ELBRIDGE CSD $ 16,906.12

2020 Finger Lakes Railway PILOT Payment

11. MARCELLUS CSD $ 253.05

2020 Finger Lakes Railway PILOT Payment

12. SOLVAY FSD $ 3,390.10

2020 Finger Lakes Railway PILOT Payment 1

Page22 Schedule #443 13. WEST GENESEE CSD $ 11,905.16

2020 Finger Lakes Railway PILOT Payment

14. ONONDAGA COUNTY $ 7,915.33 1st Quarter 2020 Syracuse Rail & 2020 Finger Lakes RR PILOT Payment TOTAL $ 45,551.17 2 Page23

ONONDAGA COUNTY INDUSTRIAL DEVELOPMENT AGENCY

RESERVE FOR CONTRACTS

4/30/2020

CONTRACT TOTAL PORTION BALANCE

DESCRIPTION TERM CONTRACT PAID OUTSTANDING ONONDAGA COUNTY OED 2020 1-1-20-12-31-20 $900,000.00 $168,721.92 $731,278.08 MARKETING 1-1-20-12-31-20 $15,000.00 $262.76 $14,737.24 PROFESSIONAL SERVICES 1-1-20-12-31-20 $55,000.00 $15,584.42 $39,415.58 WEBSITE DESIGN 8/31/16-12-31-20 $10,000.00 $10,075.00 -$75.00 333 W. WASHINGTON ST 2020 RENT 1-1-20-12-31-20 $65,000.00 $14,904.56 $50,095.44 WPCP SEWER DESIGN ENGINEERING 1/31/16-1/31/17 $268,628.00 $160,476.55 $108,151.45 OBG WPCP ENGINEERING 2/28/17-2/28/18 $99,370.00 $99,370.00 $0.00 OBG WPCP CO #1 DRONE FLYOVER 4/30/17-4/30/18 $3,300.00 $3,300.00 $0.00 OBG WPCP CO #2 SITE SELECTION 9/30/17-9-30-18 $25,646.02 $25,646.02 $0.00 OBG WPCP CO #3 ADDITIONAL STUDIES 9/30/17-9-30-18 $65,000.00 $67,418.47 -$2,418.47 OBG WPCP CO #4 ADDITIONAL STUDIES 11/30/18-11/30/19 $800,000.00 $236,501.84 $563,498.16 JMT 800 HIAWATHA ENGINEERING 2/13/19-12-31-20 $25,000.00 $0.00 $25,000.00 NATIONAL GRID WPCP ENGINEERING GAS 11/29/18-11/29/19 $403,100.00 $203,100.00 $200,000.00 NATIONAL GRID WPCP ENGINEERING ELECTRIC 11/29/18-11/29/19 $375,000.00 $200,000.00 $175,000.00 CNYIBA CONSULTING SERVICES AGREEMENT 4-14-20-4-14-21 $35,000.00 $0.00 $35,000.00 $3,145,044.02 $1,205,361.54 $1,939,682.48

ACCOUNTS RECEIVABLE

4/30/2020

AGENCY FEES RECEIVABLE $1,248,890.00 ACCOUNTS RECEIVABLE GENERAL $0.00 QUASI-EQUITY LOAN RECEIVABLE $0.00 GRANTS RECEIVABLE $268,733.00 LONG TERM RECEIVABLE $222,024.00 TOTAL $1,739,647.00 Page24 Page25 Page26

ONONDAGA COUNTY INDUSTRIAL DEVELOPMENT AGENCY

APPLICATION FOR BENEFITS

1. Fill in all blanks If you have any questions about the way to respond, please call the Onondaga County Industrial Development Agency at 315-435-3770. 2. If providing an If more space is needed to answer any specific question, attach a separate sheet.

3. If the OCIDA Board approves benefits, it is the compa to obtain and submit all necessary forms and documents. (ST-60, PILOT Agreement) 4. When completed, return this Application by mail or fax to the Agency at the address indicated below. A signed application may also be submitted electronically in PDF format to Nate Stevens at nstevens@ongov.net. An Application will not be considered by the Agency until the Application fee has been received.

5. The Agency will not give final approval for this Application until the Agency receives a completed NYS Full Environmental Assessment Form concerning the Project, which is the subject of this Application. The form is available at http://www.dec.ny.gov/permits/6191.html. 6. Please note the Public Officers Law declares all records in the possession of the OCIDA (with certain limited exceptions) are open to public inspection and copying. If the Applicant is of the opinion that there are elements of the Project which are in the nature of trade secrets which, if disclosed to the public or otherwise widely disseminated, would cause substa

Applicant must identify such elements in writing and request that such elements be kept confidential. In Law, the OCIDA may also redact personal, private, and/or proprietary information from publicly disseminated documents.

7. The Applicant will be required to pay the Agency Application fee and, if accepted as a project of the agency, all administrative and legal fees as stated in Section VI of the Application.

8. A complete application consists of the following 9 items:

This Application Local Access Agreement Employment Plan Conflict of Interest A feasibility statement indicating the need for the requested benefits Description of project, Site Plans/Sketches, and Maps NYS Full Environmental Assessment Form A check payable to the Agency in the amount of $1,000 A check payable to Barclay Damon LLP in the amount of $2,500 9. This Application was adopted by the OCIDA Board on November 19, 2019.

Onondaga County Industrial Development Agency Page 1 Page27 It is the policy of the Agency that any project receiving benefits from the Onondaga County Industrial Development Agency will utilize 100% local contractors and local labor for the construction period of the project unless a waiver is granted in writing by the Agency. Return to:

Onondaga County Industrial Development Agency Attn: Nate Stevens 333 W. Washington Street, Suite 130 Syracuse, NY 13202 Phone: 315-435-3770 | Fax: 315-435-3669 nstevens@ongov.net

Section I: Applicant Information

Please answe where necessary.

A) Applicant information-company receiving benefits:

Applicant Name: Ý·½»®± Û²»®¹§ ͬ±®¿¹» ×ô ÔÔÝ

Applicant Address: é Ì·³»­ ͯ«¿®» ̱©»®ô Í«·¬» íëðì Ò»© DZ®µô ÒÇ ïððíê Phone: øîïë÷ îèéó ìíçè Fax:

Website:

½±²ª»®¹»²¬ò½±³ E-mail: ¾µ±¦»à ½±²ª»®¹»²¬»°ò½±³ Federal ID#: èìóìçéìðíì NAICS:

îðîð ó Ü»´¿©¿®» State and Year of Incorporation/Organization: __________________________________________ Will a Real Estate Holding Company be utilized to own the Project property/ facility? Yes No What is the name of the Real Estate Holding Company:

Federal ID#:

State and Year of Incorporation/Organization:

List of stockholders, members, or partners of Real Estate Holding Company:

________________________________________________________________________________ B) Individual Completing Application:

Name: Þ»½µ§ Õ±¦» Title: Ê·½» Ю»­·¼»²¬ ±º Ü»ª»´±°³»²¬ Address: é Ì·³»­ ͯ«¿®» ̱©»®ô Í«·¬» íëðì Ò»© DZ®µô ÒÇ ïððíê Phone: øîïë÷ îèéó ìíçè Fax:

E-mail: ¾µ±¦»à ½±²ª»®¹»²¬»°ò½±³ Onondaga County Industrial Development Agency Page 2 Page28 C) Company Contact (if different from individual completing application):

Name:

Title:

Address:

Phone: Cell Phone:

E-mail:

D) Company Counsel:

Name of Attorney: Õ»ª·² ӽ߫´·ºº» Firm Name: Þ¿®½´¿§ Ü¿³±² ÔÔÐ Address: ïîë Ûò Ö»ºº»®­±² ͬ®»»¬ ͧ®¿½«­»ô Ò»© DZ®µ Phone: øíïë÷ ìîëóîèéë Cell Phone: øíïë÷ íèîóèéðí E-mail: µ³½¿«´·ºº»à¾¿®½´¿§¼¿³±²ò½±³ E) Business Organization (check appropriate category):

Corporation Partnership Public Corporation Joint Venture Sole Proprietorship Limited Liability Company Others (please specify):

Year Established: îðîð State in which Organization is established: Ü»´¿©¿®» F) List all stockholders, members, or partners with % of ownership greater than 5% : ÍÛÛ ßÌÌßÝØÛÜ ÍØÛÛÌò Name % of ownership Onondaga County Industrial Development Agency Page 3 Page29 G) Applicant Business Description:

Please attach a description of your company background, products, customers, goods and services. Estimated % of sales within Onondaga County: ïððû _______________________________________ Estimated % of sales outside Onondaga County but within New York State: ð Estimated % of sales outside New York State but within the U.S.: ð Estimated % of sales outside the U.S.: ð (*Percentage to equal 100%) H) What percentage of your total annual supplies, raw materials and vendor services are purchased from firms in Onondaga County. Include list of vendors, raw material suppliers and percentages for each. Provide supporting documentation including estimated percentages of local purchases. Please attach this information.

I) Applicant History below. If necessary, attach additional information.

1. Is the company or management of the Company now a

Yes No plaintiff or defendant in any civil or criminal litigation?

2. Has any person listed above ever been convicted of a

criminal offense (other than a minor traffic violation)? Yes No 3. Has any person listed in Section I ever been in receivership or declared bankruptcy? Yes No Please attach any explanations:

J) Has the Project Beneficiary received assistance from OCIDA, SIDA, New York State or the Onondaga Civic Development Corporation in the past? If yes please attach an explanation and please give year, project name, description of benefits and address of project. Yes No Onondaga County Industrial Development Agency Page 4 Page30

Section II: Project Information

A) Project Location: Location where the investment will take place. If company is moving, the new location should be entered here and the current location should be in Section I. Address: ̱¬³¿² α¿¼ Legal Address (if different):

City: Village/Town: Ý·½»®± Zip Code: ïíðíç School District: Ò±®¬¸ ͧ®¿½«­» Tax Map Parcel ID(s): ðëìóðïóïëòï Current Assessed Value: üííìôçðð Sq. Footage of Existing Building: Òñß Census Tract:

B) Type (Check all that apply):

New construction Purchase of machinery and/or equipment Expansion/Addition to current facilities Brownfield/Remediated Brownfield Renovation of existing facility LEED Certification Acquisition of existing facility/property Other:

Demolition and Construction C) Please attach a summary of how this project will help your business grow. Will it set the company up for revenue growth? Will it mitigate cost? Will it provide more flexibility? D) Description of Project: Please provide a detailed narrative of the proposed Project. This narrative should include, but is not limited to:

(i) the size of the Project in square feet and a breakdown of square footage per each intended use;

(ii) the size of the lot upon which the Project sits or is to be constructed; (iii) the current use of the site and the intended use of the site upon completion of the Project;

(iv) the principal products to be produced and/or the principal activities that will occur on the Project site; and (v) an indication as to why the Applicant is undertaking the Project and the need for the requested benefits. Please separately attach the description and any copies of site plans, sketches or maps.

Onondaga County Industrial Development Agency Page 5 Page31 E) Select Project Type for all end users at Project site (you may check more than one): **Please check any and all end users as identified below Industrial Bank Office Acquisition of Existing Facility Retail Housing Mixed Use Equipment Purchase Facility for Aging Multi-Tenant Civic Facility (not for profit) Commercial Other ëÓÉ Ð¸±¬±ª±´¬¿·½ ­±´¿® º¿½·´·¬§ñïë Óɸ ÞÛÍÍ F) For the Agency to consider this Project, please provide the following information: 1. Does the project consist of new construction or expansion or substantial renovation of an existing facility?

Yes No 2. Will the project create new employment opportunities or retain existing jobs that may otherwise be lost?

Yes No 3. Does the project beneficiary serve a customer base primarily outside of Onondaga County?

Yes No G) Will the completion of the Project result in the removal of an industrial or manufacturing plant of the company from one area of the state to another area of the state OR in the abandonment of one or more plants or facilities of the company located within the state? Please explain if you answer response.

Yes No H) Please attach a description of any compelling circumstances the Agency should be aware of while reviewing this application.

I) Environmental Information 1. Please attach the appropriate Environmental Impact Forms to your application. Here is a link to the SEQR forms:

a. http://www.dec.ny.gov/permits/6191.html

2. Have any environmental issues been identified on the property?

Yes No If yes, please attach an explanation.

Onondaga County Industrial Development Agency Page 6 Page32

Section III: Construction

A) Project Costs and Finances Description of Costs Total % of Total Total Private Expenditure Budget Budget to be (should be less than or Amount Procured in equal to total budget Onondaga amount) County Land Acquisition Òñß Site Work/Demo ü ííêôçéç Building Construction & Renovation Òñß Furniture & Fixtures Òñß Equipment ø­±´¿®÷ üìôîèïôìðî Equipment Subject to NYS Production Sales Tax Engineering/Architect üèðôððð Financial Charges ÌÞÜ Legal ÌÞÜ Other øÞÛÍÍ÷ üéôëððôððð Management/Developer Fees ð Total Project Cost ïîôïçèôíèï Note: Do not include OCIDA fees, OCIDA application fees or OCIDA legal fees as part of the Total Project Cost. You may attach a separate chart if needed.

B) TOTAL Capital Costs $ ïîôïçèôíèï Project refinancing: estimated amount (for refinancing of existing debt only) $ð Sources of Funds for Project Costs:

1. Bank Financing çôïìçôððð $ _______________ 2. Equity (excluding equity that is attributed to grants/tax credits) $ íôðìçôíèï 3. Tax Exempt Bond Issuance (if applicable) ð $ _______________ 4. Taxable Bond Issuance (if applicable) $ ð Onondaga County Industrial Development Agency Page 7 Page33

5. Public Sources (Include sum total of all state and federal grants

and tax credits) $ ð -Identify each state and federal grant/credit:

$ $ $ 6. Total Sources of Funds for Project Costs ïîôïçèôíèï $ _______________ C) Employment and Payroll Information *Full Time Equivalent (FTE) is defined as one employee working no less than 40 hours per week or two or more employees together working a total of 40 hours per week.

1. Are there people currently employed at the project site?

Yes No If yes, provide number of FTE jobs at the facility:

2. Complete the following:

Estimate the number of FTE jobs to be retained as a result of this Project: ð Estimate the number of construction jobs to be created by this Project: ëðóéë Estimate the average length of construction jobs to be created (months):

Current annual payroll at facility:

Average annual growth rate of wages:

Please list, if any, benefits that will be available to either full and/or part time employees:

Average annual benefit paid by the company ($ or % salary) per FTE job:

Average growth rate of benefit cost:

Amount or percent of wage employees pay for benefits:

Provide an estimate of the number of residents in the Economic Development Region (Onondaga, Madison, Cayuga, Oneida, Oswego, and Cortland Counties) to fill new FTE jobs:

Onondaga County Industrial Development Agency Page 8 Page34 D) New Employment Benefits Òñß i. Complete the following chart indicating the number of FTE jobs presently employed at the Project and the number of FTE jobs that will be created at the Project site at the end of the first, second, third, fourth and fifth years after the Project is completed. Jobs should be listed by title of category (see below), including FTE independent contractors or employees of independent contractors that work at the Project location. Do not include construction workers.

ii. Feel free to include additional information or a substitute chart if you think additional material would add clarity.

Current & Planned Full Salary Current Estimated Number of FTE Jobs Time Occupations (Job (Annual or Number of added each year after project Titles) Hourly) FTEs Year 1 Year 2 Year 3 Year 4 Year 5 Job Creation Subtotal For purposes of completing the chart, please list the job titles that will be increasing in number. If possible, please attach a brief description that outlines what each job entails. If you prefer, you may attach a job chart of your own that outlines the job growth projections regarding the project.

E) Financial Assistance sought (estimated values):

Real Property Tax Abatement (PILOT): ÌÞÜ Mortgage Recording Tax Exemption (.75% of amount mortgaged): êèôêïéòëð Sales and Use Tax Exemption (4% Local, 4% State): üéêèôððð Tax Exempt Bond Financing (Amount Requested): Òñß Taxable Bond Financing (Amount Requested): Òñß Onondaga County Industrial Development Agency Page 9 Page35 F) Mortgage Recording Tax Exemption Benefit Calculator: Amount of mortgage that would be subject to mortgage recording tax:

Mortgage Amount (include sum total of construction/permanent/ bridge financing): $ çôïìçôððð Estimated Mortgage Recording Tax Exemption Benefit (product of mortgage amount as indicated above, multiplied by .0075): $ êèôêïéòëð G) Sales and Use Tax Benefit Calculator: Gross amount of costs for goods and services that are subject to State and local Sales and US tax Sales and Use Tax exemption benefit:

$ çôêððôððð Estimated State and local Sales and Use Tax Benefit (product of 8% multiplied by the only exists to help you with your estimate):

$ éêèôððð Onondaga County Industrial Development Agency Page 10 Page36

Section IV: Estimate of Real Property Tax Abatement Benefits

Section IV of this Application will be: (i) completed by IDA Staff based upon information contained within the Application, and (ii) provided to the Applicant for ultimate inclusion as part of this completed Application prior to the completed application being provided to the OCIDA Board.

A) PILOTS Estimate Table Worksheet OCIDA estimate of current value New construction and renovation costs OCIDA estimate of increase in value OCIDA estimated value of completed project OCIDA estimate of taxes that would have been collected if the project did not occur Scheduled PILOT payments PILOT Exemption County Local School Total Full Tax Net Exemption Year % PILOT PILOT PILOT PILOT Payment Amount Amount Amount w/o PILOT

1 100

2 90

3 80

4 70

5 60

6 50

7 40

8 30

9 20

10 10

TOTAL

Estimates provided are based on current property tax rates and assessment value (current as of date of application submission) and have been calculated by IDA staff Onondaga County Industrial Development Agency Page 11 Page37

Section V: Local Access Policy Agreement

In absence of a waiver permitting otherwise, every project seeking the assistance of the Onondaga County Industrial Development Agency (Agency) must use local general contractors, sub- contractors, and labor for one-hundred percent (100%) of the construction of new, expanded, or Noncompliance may result in the revocation and/or recapture of all benefits extended to the project by the Agency. Local Labor is defined as laborers permanently residing in the State of New York counties of Cayuga, Cortland, Herkimer, Jefferson, Madison, Oneida, Onondaga, Oswego, Tompkins, and Wayne. Local (General/Sub) Contractor is defined as a contractor operating a permanent office in the State of New York counties of Cayuga, Cortland, Herkimer, Jefferson, Madison, Oneida, Onondaga, Oswego, Tompkins and Wayne. The Agency may determine on a case-by-case basis to waive the Local Access Policy for a project or for a portion of a project where consideration of warranty issues, necessity of specialized skills, significant cost differentials between local and non-local services or other compelling circumstances exist. The procedure to address a local labor waiver can be found in the OCIDA handbook, which is available upon request.

Prior to issuance of any NYS Tax & Finance ST-60 forms, the Applicant must submit a Contractor Status Report to the Agency.

In consideration of the extension of financial assistance by the Agency Ý·½»®± Û²»®¹§ ͬ±®¿¹» ×ô ÔÔÝ (the Company) understands the Local Access Policy and agrees to complete Appendix C of the the valid date -exempt certificate for the Project. The Company understands that an Agency tax-exempt certificate is typically valid for 12 months from the effective date of the project inducement and extended thereafter upon request by the Company. The Company further understands that any request for a waiver to this policy must be submitted in writing and approved by the Agency.

I agree to the conditions of this agreement and certify all information provided regarding the construction and employment activities for the project as of íñìñîðîð (date). Company: Ý·½»®± Û²»®¹§ ͬ±®¿¹» ×ô ÔÔÝ Representative for Contract: Þ»½µ§ Õ±¦» __ Address: é Ì·³»­ ͯ«¿®» ̱©»®ô Í«·¬» íëðì City: Ò»© DZ®µ State: ÒÇ Zip: ïððíê Phone: øîïë÷ îèéó ìíçè Email: ¾µ±¦»à ½±²ª»®¹»²¬»°ò½±³ Project Address: ̱¬³¿² α¿¼ City: Ý·½»®± State: ÒÇ Zip: ïíðíç General Contractor: ÌÞÜ Contact Person:

Address: City: State: Zip: Phone: Email:

Authorized Representative: Title:

Signature:

Onondaga County Industrial Development Agency Page 12 Page38

Section VI: Agency Fee Schedule

Payment Terms:

Application & Processing Fee (payable at the time of application): $1,000 Legal Deposit (payable at the time of application): $2,500 Agency Fee for Bond Projects: Payable at Closing Agency and Legal Fees for all other projects: Due and Payable at Inducement * A sales tax certificate (ST-60) will not be issued until the Agency Fee is Paid in Full Agency Fees: The project cost is the Total Project Cost from section III A Benefit Sought Fee Charged Mortgage Recording Tax and/or Sales Tax exemptions: 0.01 X the project cost Additional Fee for PILOT Agreement Projects: 0.0025 X the project cost Fee for bond financing, refinancing & refunding: 0.0025 X the project cost Note: For Manufacturing Projects under $10 million the fee is reduced by: 0.0025 X the project cost Agency Legal Fees: The project cost is the Total Project Cost from section III A Fee for first $20 million: 0.0025 of the project cost Fee for expenses above $20 million: 0.00125 of the project cost In addition to the foregoing, Applicants are responsible for payment of all costs and expenses incurred by OCIDA in connection with application or Project including without limitation and consultants. OCIDA reserves the right to require a deposit to cover anticipated costs. Application fees are payable at time application/request is submitted. All fees are non-refundable. Applicants for bond transactions are responsible for payment of a Bond Issuance Charge payable to the State of New York. Applicants are also responsible for payment of post-closing fees and costs associated with the appointment of additional agents.

OCIDA reserves the right to modify this schedule at any time and assess fees and charges in connection with other transactions such as grants of easement or lease or sale of OCIDA-owned property.

Onondaga County Industrial Development Agency Page 13 Page39

Section VII: Recapture of Tax Abatement/Exemptions

Information to be Provided by Companies: Each Company agrees that to receive benefits from the Agency it must, whenever requested by the Agency or required under applicable statutes or project documents, provide and certify or cause to be provided and certified such information concerning the Company, its finances, its employees and other topics which shall, from time to time, be necessary or appropriate, including but not limited to, such information as to enable the Agency to make any reports required by law or governmental regulation.

Recapture of Benefits: It is the policy of the Agency to recapture the value of a PILOT, any sales and use tax exemption, and mortgage recording tax exemption in accordance with the Laws of the State and the provisions contained herein. Before receiving benefits, the Company must attest in writing to its understanding of, and agreement to, the recapture provisions contained in State Law and herein. To the extent permitted by State law, the recapture provisions contained herein may be modified from time to time by the Agency at its sole discretion.

Recapture of a PILOT, Sales Tax and the Mortgage Recording Tax Exemptions: If the number of full time equivalent jobs to be maintained or created in connection with a project falls below 75% of the number projected in the application to the Agency, or if there are material violations of the project agreements, then the value of the property tax, sales and use tax and mortgage recording tax benefits extended to the project by the Agency may be subject to recapture. When deciding whether or not to recapture benefits and the amount of such recapture, the Agency may consider the potential future benefit of the business to the community.

Recapture Payment: The recapture payment paid by the Company to the Agency shall be determined (1) by the difference between any PILOT payments made by the Company and the property taxes that would have been paid by the Company if the property were not under the supervision, jurisdiction or control of the Agency, (2) the value of any mortgage recording tax exemption, if awarded to the Company and (3) the amount of sales and use tax that would have been paid if an exemption was not granted.

Recapture of the PILOT, Sales Tax or Mortgage Recording Tax: The Recapture Schedule for a Payment in Lieu of Tax Agreement, Sales Tax or the Mortgage Recording Tax is as follows: Time from Project Completion Tax Savings Recaptured

1 Year 80%

2 Years 60%

3 Years 40%

4 Years 20%

5 Years 10%

Distribution of the Recapture Payment: Any funds recaptured as a result of the recapture payment shall be distributed to the affected taxing jurisdictions in the same proportion as if the payments were paid or owed by the Company on the date of recapture.

Onondaga County Industrial Development Agency Page 14 Page40 Additional Conditions for the Recapture of Sales and Use Tax: As of April 1, 2013, New York State law requires Industrial Development Agencies to recapture sales tax benefits where: A project is not entitled to receive the benefits:

Exemptions received exceed the amount authorized by the Agency;

Exemptions are claimed by the Project for unauthorized property or services; or A project fails to use property in the manner required by its IDA agreements. 1. Distribution of Sales and Use Tax. Project operators must cooperate with the Agency in its effort to recapture all sales and use tax benefits received by the Company by promptly paying the recapture amount as determined by the Agency. The amount to be recaptured will be dictated by State Law or this UTEP Policy, which ever may be applicable. The Agency shall remit the recaptured sales and use tax benefits to the State within 30 days of receipt.

2. Compliance Report. Annually, the Agency will file an annual compliance report with the State of New York detailing its recapture terms and its activities to recapture benefits, including any attempt to recapture benefits from an Agency project.

1. A full time, permanent, private sector

payroll, who has worked at the project location for a minimum of thirty hours per week for not less than four consecutive weeks and who is entitled to receive the usual and customary fringe benefits extended by Company to other employees with comparable rank, duties and hours; or

2. Up to three part time, permanent, private-sector employees on

minimum of thirty hours per week for not less than four consecutive weeks and who are entitled to receive the usual and customary fringe benefits extended by Company to other employees with comparable rank, duties and hours. I have read the foregoing and agree to comply with all the terms and conditions contained therein as well as policies of the Onondaga County Industrial Agency.

Name of Applicant Company Ý·½»®± Û²»®¹§ ͬ±®¿¹» ×ô ÔÔÝ _________________________________ Signature of Officer or Authorized Representative: _________________________________ Name & Title of Officer or Authorized Representative: _________________________________ Date: ______________ Onondaga County Industrial Development Agency Page 15 Page41

Section VIII: Employment Plan

Jobs Listings: In accordance with §858-b(2) of the New York General Municipal Law, the

Applicant understands and agrees that if the Project receives any Financial Assistance from the Agency, except as otherwise provided by collective bargaining agreements, new employment opportunities created as a result of the Project will be listed with the New York State Department of Labor Business Services and with the administrative entity of the service delivery area created by the Workforce Innovation and Opportunity Act of 2014 in which the Project is located. In Onondaga County, please contact CNY Works. Additionally, the applicant is encouraged to review the services provided by JOBSPlus! for candidate matching services.

Are the employees of your company currently covered by a collective bargaining agreement? Yes No If yes, name and location:

Is the labor pool in Onondaga County and/or the CNY Economic Development Region adequate to fill new positions?

Yes No Enter Company Name in three (3) places below and sign by an authorized company officer: In consideration of the benefits provided by the Onondaga County Industrial Development Agency (OCIDA), Ý·½»®± Û²»®¹§ ͬ±®¿¹» ×ô ÔÔÝ , project beneficiary, also agrees to report to OCIDA on the number of new employment opportunities created in connection with industrial or commercial projects financed by the proceeds of such benefits to be listed with the New York State Department of Labor Business Services and CNY Works.

Ý·½»®± Û²»®¹§ ͬ±®¿¹» ×ô ÔÔÝ , project beneficiary, also agrees to report to OCIDA on or before March 1 of each year the status of employment opportunities filed with the New York State Department of Labor Business Services, including the number of new employment opportunities created, the number listed, and the number filled for the year ending the prior December 31. Ý·½»®± Û²»®¹§ ͬ±®¿¹» ×ô ÔÔÝ , project beneficiary, further agrees that, to the extent practicable and feasible, and subject to the requirements of any existing collective bargaining agreement, the project beneficiary shall fill at least 10% of new employment opportunities with persons eligible for service under the Workforce Innovation and Opportunity Act of 2014.

Name of Applicant Company: Ý·½»®± Û²»®¹§ ͬ±®¿¹» ×ô ÔÔÝ ______________________________________________________ Signature of Officer or Authorized Representative: ______________________________________ Name & Title of Officer or Authorized Representative: ___________________________________ Date: ______________ Onondaga County Industrial Development Agency Page 16 Page42 NYS Department of Labor:

Roy Jewell Associate Business Service Representative

450 South Salina Street, Syracuse, NY 13202 315-479-3362

roy.jewell@labor.ny.gov www.labor.ny.gov CNY Works Chris Kennedy Business Development Specialist

960 James Street, Syracuse, NY 13203

315-477-6974

ckennedy@cnyworks.com www.cnyworks.com Onondaga County Industrial Development Agency Page 17 Page43

Section IX: Conflict of Interest

Agency Board Members

1. Patrick Hogan

2. Steve Morgan

3. Victor Ianno

4. Sue Stanczyk

5. Kevin Ryan

6. Janice Herzog

7. Fanny Villarreal

Agency Officers/Staff 1. Robert M. Petrovich

2. Nathaniel Stevens

3. Nancy Lowery

4. Karen Doster

5. Chris Cox

Agency Legal Counsel & Auditor 1. Jeffrey Davis, Esq., Barclay Damon LLP 2. Amanda Mirabito, Esq., Barclay Damon LLP 3. Michael G. Lisson, CPA, Grossman St. Amour Certified Public Accountants PLLC The Applicant has received from the Agency a list of members, officers and staff of the Agency. To the best of my knowledge, no member, officer or employee of the Agency has an interest, whether direct or indirect, in any transaction contemplated by this Application, except as hereinafter described:

Name of Applicant Company Ý·½»®± Û²»®¹§ ͬ±®¿¹» ×ô ÔÔÝ _________________________________ Signature of Officer or Authorized Representative: _________________________________ Name & Title of Officer or Authorized Representative: _________________________________ Date: ______________ Onondaga County Industrial Development Agency Page 18 Page44

Section X: Representations, Certifications, and Indemnification

Þ»½µ§ Õ±¦» (Name of CEO or other authorized representative of ÊÐ Ü»ª»´±°³»²¬

Applicant) confirms and says that he/she is the ____________________ (title) of Ý·½»®± Û²»®¹§ ͬ±®¿¹» ____________________ ×ô ÔÔÝ (name of corporation or other entity) named in the attached contents thereof, and hereby represents, understands, and otherwise agrees with the Agency and as follows:

A. First Consideration for Employment: In accordance with §858-b (2) of the New York General Municipal Law, the Applicant understands and agrees that if the Project receives any Financial Assistance from the Agency, except as otherwise provided by collective bargaining agreements, where practicable, the Applicant will first consider persons eligible to participate in WIA programs who shall be referred by the CNY Works for new employment opportunities created as a result of the Project.

B. Other NYS Facilities: In accordance with §862 (1) of the New York General Municipal Law, the Applicant understands and agrees that projects which will result in the removal of an industrial or manufacturing plant of the project occupant from one area of the state to another area of the state or in the abandonment of one or more plants or facilities of the project occupant within the state is ineligible for Agency Financial Assistance, unless otherwise approved by the Agency as reasonably necessary to preserve the competitive position of the project in its respective industry or is reasonably necessary. C. Annual Sales Tax Filings: In accordance with §874(8) of the New York General Municipal Law, the Applicant understands and agrees that if the Project receives any sales tax exemptions as part of the Financial Assistance from the Agency, the Applicant agrees to file, or cause to be filed, with the New York State Department of Taxation and Finance, the annual form prescribed by the Department of Taxation and Finance, describing the value of all sales tax exemptions claimed by the Applicant and all consultants or subcontractors retained by the Applicant.

D. Outstanding Bonds: The Applicant understands and agrees to provide on an annual basis any information regarding bonds, if any, issued by the Agency for the project that is requested by the Comptroller of the State of New York.

E. Employment Reports: The Applicant understands and agrees that, if the Project receives any financial assistance from the Agency, the Applicant agrees to file with the Agency, at least annually or as otherwise required by the Agency, reports regarding the number of people employed at the project site, salary levels, contractor utilization and such other on such appropriate forms as designated by the Agency. Failure to provide Employment Reports within 30 days of an Agency request shall be an Event of Default under the PILOT Agreement between the Agency and Applicant and, if applicable, an Event of Default under the Agent Agreement between the Agency and Applicant. In addition, a Notice of Failure to provide the Agency with an Employment Report may be reported to Agency board members, with said report being an agenda item subject to the open Onondaga County Industrial Development Agency Page 19 Page45 meetings law.

F. Absence of Conflicts of Interest: The Applicant has received from the Agency a list of the members, officers and employees of the Agency. No member, officer or employee of the Agency has an interest, whether direct or indirect in any transaction contemplated by this Application, except as hereinafter described in Section X.

G. Compliance: The Applicant understands and agrees that it is in substantial compliance with applicable local, state, and federal tax, worker protection, and environmental laws, rules, and regulations.

H. The Applicant understands and agrees that the provisions of Section 862(1) of the New York General Municipal Law, as provided below, will not be violated if financial assistance is provided for the proposed Project:

§ 862. Restrictions on funds of the Agency. (1) No funds of the Agency shall be used in respect of any project if the completion thereof would result in the removal of an industrial or manufacturing plant of the project occupant from one area of the state to another area of the state or in the abandonment of one or more plants or facilities of the project occupant located within the state, provided, however, that neither restriction shall apply if the agency shall determine on the basis of the application before it that the project is reasonably necessary to discourage the project occupant from removing such other plant or facility to a

location outside the state or is reasonably necessary to preserve the competitive position of the project occupant in its respective industry.

I. The Applicant confirms and acknowledges that the owner, occupant or operator receiving financial assistance for the proposed Project is in substantial compliance with applicable local, state, and federal tax, worker protection and environmental laws, rules and regulations.

J. The Applicant confirms and acknowledges that the submission of any knowingly false or knowingly misleading information may lead to the immediate termination of any financial assistance and the reimbursement of an amount equal to all or part of any tax exemption in the Project.

K. The Applicant confirms and hereby acknowledges that as of the date of this Application, the Applicant is in substantial compliance with all provisions of Article 18-A of the New York General Municipal Law, including, but not limited to, the provision of Section 859- a and Section 862(1) of the New York General Municipal Law.

L. The Applicant and the individual executing this Application on behalf of Applicant acknowledge that the Agency and its counsel will rely on the representations and covenants made in this Application when acting hereon and hereby represents that the statements made herein do not contain any untrue statement of a material fact and do not omit to state a material fact necessary to make the statement contained herein not misleading.

Onondaga County Industrial Development Agency Page 20 Page46 M. The OCIDA has the right to request and inspect supporting documentation regarding attestations made on this application.

N. Hold Harmless Agreement: Applicant hereby releases Onondaga County Industrial Development Agency and the members, officers, servants, agents and employees thereof (the "Agency") from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency harmless from and against any and all liability arising from or expense incurred by: (A) the Agency's examination and processing of, and action pursuant to or upon, the attached Application, regardless of whether or not the Application or the Project described therein or the tax-exemptions and other assistance requested therein are favorably acted upon by the Agency; (B) the Agency's acquisition, construction, and/or installation of the Project described therein and (C) any further action taken by the Agency with respect to the Project, including without limiting the generality of the foregoing, all cause of action and attorney's fees and any other expenses incurred in defending any suits or action which may arise as a result of any of the foregoing. If, for any reason, the Applicant fails to conclude or consummate necessary negotiations, or fails, within a reasonable or specified period of time, to take reasonable, proper or requested action, or withdraws, abandons, cancels or neglects the Application, or if the Agency or the Applicant are unable to reach final agreement with respect to the Project, then, and in the event, upon presentation of an invoice itemizing the same, the

Applicant shall pay to the Agency, its agents or assigns, all costs incurred by the Agency in the process of the Application, including attorney's fees, if any.

Onondaga County Industrial Development Agency Page 21 Page47 Name of Applicant Company Ý·½»®± Û²»®¹§ ͬ±®¿¹» ×ô ÔÔÝ _______________________________________ Signature of Officer or Authorized Representative: _________________________________ Name & Title of Officer or Authorized Representative: _________________________________ Date: ______________

STATE OF NEW YORK )

COUNTY OF ONONDAGA )ss.;

, being first duly sworn, deposes and says:

1. That I am the (Corporate Officer) of

(Applicant) and that I am duly authorized on behalf of the Applicant to bind the

Applicant. 2. That I have read and attached Application, I Know the contents thereof, and that to the best of my knowledge and belief, this Application and the contents of this Application are true, accurate and complete (Signature of Officer) Subscribed and affirmed to me under penalties of perjury this day of , 20 .

(Notary Public) End of Application Rev 1-9-20 Onondaga County Industrial Development Agency Page 22 Page48 Page49 Page50 Page51 Page52 Page53 Page54 Project Narrative Cicero Energy Storage 1 LLC Cicero Energy Storage 1 LLC proposes to construct a 5-megawatt (MW) photovoltaic solar facility with a 20 MWh battery energy storage system on lands located at Totman Road and Northern Boulevard in the Town of Cicero . The Project will be constructed on approximately 23 acres of a 90.4-acre parcel, which is situated in the Industrial zoning district. CES1 LLC will lease approximately 91 acres from the landowner, Riccelli Enterprises, LLC. The proposed installation is permitted subject to site plan review and approval by the Town of Cicero Planning Board. CES1 LLC received site plan approval on December 18, 2019.

The solar facility will consist of two (2) 3,200 kW DC photovoltaic arrays including all panels and single axis tracking. Each DC will be coupled with its associated power conversion unit. Other project components will include various electrical appurtenances, such as transformers and inverters. In addition to the photovoltaic system this Project also proposes the construction of a rechargeable lithium-ion battery energy storage facility consisting of six (6) 8-ft x 20-ft containers which house the batteries. The purpose of the battery system is to manage peak load situations where peak solar energy generation and peak demand in the National Grid electric distribution lines do not match. The battery enclosures are equipped with a fully integrated thermal management system, fire suppression systems, and control systems. These containers accompanied by external transformers and other associated equipment, are placed on concrete foundations within a gravel pad and connected to this facility or stored in the batteries is conveyed to the Point of Interconnection (POI) to National Grid electric distribution lines.

Generally, minor cuts and fills will be required to develop this P access road, posts, and battery equipment pads. The Project proposes to access the solar facility location off of Northern Boulevard. At the entrance to the solar facility, the Project will construct a new 15-ft wide gravel access road. The solar facility will be enclosed with an industrial grade, weatherproof chain link fence, approximately 6 feet in height.

This Grid for Non-Wires Alternative Solutions to relieve an area of electrical stress served by the Pine Grove Substation. The loading at the Pine Grove Substation serving the Town of Cicero has increased to a level at which it is projected to be overloaded to 100% or higher of its emergency rating in the event of an outage of one of the station transformer banks. In accordance with the RFP, National Grid sought NWA solutions that could provide delivery infrastructure avoidance value or other reliability and operational benefits. A NWA Solution is any strategy that addresses an electrical system need, such as peak demand management or reliability, with a solution that does not involve building new transmission and distribution lines or substation infrastructure. NWA solutions can be any one type or combination of distributed energy resources including, Page55 energy efficiency, demand response, energy storage systems, or distributed generation that can be deployed individually or as a portfolio. The implementation of NWA solutions also aligns with principles set forth by the Public Service Commission in regard to reforming the Energy Vision. As such, the Project benefits the immediate community by reducing electrical stress on the Pine Groves Substation and offers a NWA Solution to ensure system reliability and operational benefits, ultimately saving energy costs to ratepayers.

Page56 Page57 Page58 Page59 Page60

ONONDAGA COUNTY INDUSTRIAL DEVELOPMENT AGENCY

APPLICATION FOR BENEFITS

1. Fill in all blanks If you have any questions about the way to respond, please call the Onondaga County Industrial Development Agency at 315-435-3770. 2. If providing an If more space is needed to answer any specific question, attach a separate sheet.

3. If the OCIDA Board approves benefits, it is the compa to obtain and submit all necessary forms and documents. (ST-60, PILOT Agreement) 4. When completed, return this Application by mail or fax to the Agency at the address indicated below. A signed application may also be submitted electronically in PDF format to Nate Stevens at nstevens@ongov.net. An Application will not be considered by the Agency until the Application fee has been received.

5. The Agency will not give final approval for this Application until the Agency receives a completed NYS Full Environmental Assessment Form concerning the Project, which is the subject of this Application. The form is available at http://www.dec.ny.gov/permits/6191.html. 6. Please note the Public Officers Law declares all records in the possession of the OCIDA (with certain limited exceptions) are open to public inspection and copying. If the Applicant is of the opinion that there are elements of the Project which are in the nature of trade secrets which, if disclosed to the public or otherwise widely disseminated, would cause substa

Applicant must identify such elements in writing and request that such elements be kept confidential. In Law, the OCIDA may also redact personal, private, and/or proprietary information from publicly disseminated documents.

7. The Applicant will be required to pay the Agency Application fee and, if accepted as a project of the agency, all administrative and legal fees as stated in Section VI of the Application.

8. A complete application consists of the following 9 items:

This Application Local Access Agreement Employment Plan Conflict of Interest A feasibility statement indicating the need for the requested benefits Description of project, Site Plans/Sketches, and Maps NYS Full Environmental Assessment Form A check payable to the Agency in the amount of $1,000 A check payable to Barclay Damon LLP in the amount of $2,500 9. This Application was adopted by the OCIDA Board on November 19, 2019.

Onondaga County Industrial Development Agency Page 1 Page61 It is the policy of the Agency that any project receiving benefits from the Onondaga County Industrial Development Agency will utilize 100% local contractors and local labor for the construction period of the project unless a waiver is granted in writing by the Agency. Return to:

Onondaga County Industrial Development Agency Attn: Nate Stevens 333 W. Washington Street, Suite 130 Syracuse, NY 13202 Phone: 315-435-3770 | Fax: 315-435-3669 nstevens@ongov.net

Section I: Applicant Information

Please answe where necessary.

A) Applicant information-company receiving benefits:

Applicant Name: Ý·½»®± Û²»®¹§ ͬ±®¿¹» ××ô ÔÔÝ

Applicant Address: é Ì·³»­ ͯ«¿®» ̱©»®ô Í«·¬» íëðì Ò»© DZ®µô ÒÇ ïððíê Phone: øîïë÷ îèéó ìíçè Fax:

Website:

½±²ª»®¹»²¬»°ò½±³ E-mail: ¾µ±¦»à½±²ª»®¹»²¬»°ò½±³ Federal ID#: èìóìçéìçðç NAICS:

îðîð ó Ü»´¿©¿®» State and Year of Incorporation/Organization: __________________________________________ Will a Real Estate Holding Company be utilized to own the Project property/ facility? Yes No What is the name of the Real Estate Holding Company:

Federal ID#:

State and Year of Incorporation/Organization:

List of stockholders, members, or partners of Real Estate Holding Company:

________________________________________________________________________________ B) Individual Completing Application:

Name: Þ»½µ§ Õ±¦» Title: Ê·½» Ю»­·¼»²¬ ±º Ü»ª»´±°³»²¬ Address: é Ì·³»­ ͯ«¿®» ̱©»®ô Í«·¬» íëðì Ò»© DZ®µô ÒÇ ïððíê Phone: øîïë÷ îèéó ìíçè Fax:

E-mail: ¾µ±¦»à½±²ª»®¹»²¬»°ò½±³ Onondaga County Industrial Development Agency Page 2 Page62 C) Company Contact (if different from individual completing application):

Name:

Title:

Address:

Phone: Cell Phone:

E-mail:

D) Company Counsel:

Name of Attorney: Õ»ª·² ӽ߫´·ºº» Firm Name: Þ¿®½´¿§ Ü¿³±² ÔÔÐ Address: ïîë Ûò Ö»ºº»®­±² ͬ®»»¬ ͧ®¿½«­»ô Ò»© DZ®µ Phone: øíïë÷ ìîëóîèéë Cell Phone: øíïë÷ íèîóèéðí E-mail: µ³½¿«´·ºº»à¾¿®½´¿§¼¿³±²ò½±³ E) Business Organization (check appropriate category):

Corporation Partnership Public Corporation Joint Venture Sole Proprietorship Limited Liability Company Others (please specify):

Year Established: îðîð State in which Organization is established: Ü»´¿©¿®» F) List all stockholders, members, or partners with % of ownership greater than 5% : ÍÛÛ ßÌÌßÝØÛÜ ÍØÛÛÌò Name % of ownership Onondaga County Industrial Development Agency Page 3 Page63 G) Applicant Business Description:

Please attach a description of your company background, products, customers, goods and services. Estimated % of sales within Onondaga County: ïððû _______________________________________ Estimated % of sales outside Onondaga County but within New York State: ð Estimated % of sales outside New York State but within the U.S.: ð Estimated % of sales outside the U.S.: ð (*Percentage to equal 100%) H) What percentage of your total annual supplies, raw materials and vendor services are purchased from firms in Onondaga County. Include list of vendors, raw material suppliers and percentages for each. Provide supporting documentation including estimated percentages of local purchases. Please attach this information.

I) Applicant History below. If necessary, attach additional information.

1. Is the company or management of the Company now a

Yes No plaintiff or defendant in any civil or criminal litigation?

2. Has any person listed above ever been convicted of a

criminal offense (other than a minor traffic violation)? Yes No 3. Has any person listed in Section I ever been in receivership or declared bankruptcy? Yes No Please attach any explanations:

J) Has the Project Beneficiary received assistance from OCIDA, SIDA, New York State or the Onondaga Civic Development Corporation in the past? If yes please attach an explanation and please give year, project name, description of benefits and address of project. Yes No Onondaga County Industrial Development Agency Page 4 Page64

Section II: Project Information

A) Project Location: Location where the investment will take place. If company is moving, the new location should be entered here and the current location should be in Section I. Address: êîëê ×­´¿²¼ α¿¼ Legal Address (if different):

City: Village/Town: Ý·½»®± Zip Code: ïíðíç School District: Ò±®¬¸ ͧ®¿½«­» Tax Map Parcel ID(s): ðëìóðïóðîòð Current Assessed Value: üîðìôððð Sq. Footage of Existing Building: Òñß Census Tract:

B) Type (Check all that apply):

New construction Purchase of machinery and/or equipment Expansion/Addition to current facilities Brownfield/Remediated Brownfield Renovation of existing facility LEED Certification Acquisition of existing facility/property Other:

Demolition and Construction C) Please attach a summary of how this project will help your business grow. Will it set the company up for revenue growth? Will it mitigate cost? Will it provide more flexibility? D) Description of Project: Please provide a detailed narrative of the proposed Project. This narrative should include, but is not limited to:

(i) the size of the Project in square feet and a breakdown of square footage per each intended use;

(ii) the size of the lot upon which the Project sits or is to be constructed; (iii) the current use of the site and the intended use of the site upon completion of the Project;

(iv) the principal products to be produced and/or the principal activities that will occur on the Project site; and (v) an indication as to why the Applicant is undertaking the Project and the need for the requested benefits. Please separately attach the description and any copies of site plans, sketches or maps.

Onondaga County Industrial Development Agency Page 5 Page65 E) Select Project Type for all end users at Project site (you may check more than one): **Please check any and all end users as identified below Industrial Bank Office Acquisition of Existing Facility Retail Housing Mixed Use Equipment Purchase Facility for Aging Multi-Tenant Civic Facility (not for profit) Commercial Other ëÓÉ Ð¸±¬±ª±´¬¿·½ ­±´¿® º¿½·´·¬§ñïë Óɸ ÞÛÍÍ F) For the Agency to consider this Project, please provide the following information: 1. Does the project consist of new construction or expansion or substantial renovation of an existing facility?

Yes No 2. Will the project create new employment opportunities or retain existing jobs that may otherwise be lost?

Yes No 3. Does the project beneficiary serve a customer base primarily outside of Onondaga County?

Yes No G) Will the completion of the Project result in the removal of an industrial or manufacturing plant of the company from one area of the state to another area of the state OR in the abandonment of one or more plants or facilities of the company located within the state? Please explain if you answer response.

Yes No H) Please attach a description of any compelling circumstances the Agency should be aware of while reviewing this application.

I) Environmental Information 1. Please attach the appropriate Environmental Impact Forms to your application. Here is a link to the SEQR forms:

a. http://www.dec.ny.gov/permits/6191.html

2. Have any environmental issues been identified on the property?

Yes No If yes, please attach an explanation.

Onondaga County Industrial Development Agency Page 6 Page66

Section III: Construction

A) Project Costs and Finances Description of Costs Total % of Total Total Private Expenditure Budget Budget to be (should be less than or Amount Procured in equal to total budget Onondaga amount) County Land Acquisition Òñß Site Work/Demo íçìôïéç Building Construction & Renovation Òñß Furniture & Fixtures Òñß Equipment øÍ±´¿®÷ ìôîèïôìðî Equipment Subject to NYS Production Sales Tax Engineering/Architect èðôððð Financial Charges ÌÞÜ Legal ÌÞÜ Other øÞÛÍÍ÷ éôëððôððð Management/Developer Fees ð Total Project Cost ïîôîëëôëèï Note: Do not include OCIDA fees, OCIDA application fees or OCIDA legal fees as part of the Total Project Cost. You may attach a separate chart if needed.

B) TOTAL Capital Costs $ ïîôîëëôëèï Project refinancing: estimated amount (for refinancing of existing debt only) $ð Sources of Funds for Project Costs:

1. Bank Financing çôïçïôéðð $ _______________ 2. Equity (excluding equity that is attributed to grants/tax credits) $ íôðêíôèèï 3. Tax Exempt Bond Issuance (if applicable) ð $ _______________ 4. Taxable Bond Issuance (if applicable) $ ð Onondaga County Industrial Development Agency Page 7 Page67

5. Public Sources (Include sum total of all state and federal grants

and tax credits) $ ð -Identify each state and federal grant/credit:

$ $ $ 6. Total Sources of Funds for Project Costs ïîôîëëôëèï $ _______________ C) Employment and Payroll Information *Full Time Equivalent (FTE) is defined as one employee working no less than 40 hours per week or two or more employees together working a total of 40 hours per week.

1. Are there people currently employed at the project site?

Yes No If yes, provide number of FTE jobs at the facility:

2. Complete the following:

Estimate the number of FTE jobs to be retained as a result of this Project: ð Estimate the number of construction jobs to be created by this Project:

Estimate the average length of construction jobs to be created (months):

Current annual payroll at facility:

Average annual growth rate of wages:

Please list, if any, benefits that will be available to either full and/or part time employees:

Average annual benefit paid by the company ($ or % salary) per FTE job:

Average growth rate of benefit cost:

Amount or percent of wage employees pay for benefits:

Provide an estimate of the number of residents in the Economic Development Region (Onondaga, Madison, Cayuga, Oneida, Oswego, and Cortland Counties) to fill new FTE jobs:

Onondaga County Industrial Development Agency Page 8 Page68 D) New Employment Benefits Òñß i. Complete the following chart indicating the number of FTE jobs presently employed at the Project and the number of FTE jobs that will be created at the Project site at the end of the first, second, third, fourth and fifth years after the Project is completed. Jobs should be listed by title of category (see below), including FTE independent contractors or employees of independent contractors that work at the Project location. Do not include construction workers.

ii. Feel free to include additional information or a substitute chart if you think additional material would add clarity.

Current & Planned Full Salary Current Estimated Number of FTE Jobs Time Occupations (Job (Annual or Number of added each year after project Titles) Hourly) FTEs Year 1 Year 2 Year 3 Year 4 Year 5 Job Creation Subtotal For purposes of completing the chart, please list the job titles that will be increasing in number. If possible, please attach a brief description that outlines what each job entails. If you prefer, you may attach a job chart of your own that outlines the job growth projections regarding the project.

E) Financial Assistance sought (estimated values):

Real Property Tax Abatement (PILOT): ÌÞÜ Mortgage Recording Tax Exemption (.75% of amount mortgaged): êèôçíéòéë Sales and Use Tax Exemption (4% Local, 4% State): éêèôððð Tax Exempt Bond Financing (Amount Requested): Òñß Taxable Bond Financing (Amount Requested): Òñß Onondaga County Industrial Development Agency Page 9 Page69 F) Mortgage Recording Tax Exemption Benefit Calculator: Amount of mortgage that would be subject to mortgage recording tax:

Mortgage Amount (include sum total of construction/permanent/ bridge financing): $ çôïçïôéðð Estimated Mortgage Recording Tax Exemption Benefit (product of mortgage amount as indicated above, multiplied by .0075): $ êèôçíéòéë G) Sales and Use Tax Benefit Calculator: Gross amount of costs for goods and services that are subject to State and local Sales and US tax Sales and Use Tax exemption benefit:

$ çôêððôððð Estimated State and local Sales and Use Tax Benefit (product of 8% multiplied by the only exists to help you with your estimate):

$ éêèôððð Onondaga County Industrial Development Agency Page 10 Page70

Section IV: Estimate of Real Property Tax Abatement Benefits

Section IV of this Application will be: (i) completed by IDA Staff based upon information contained within the Application, and (ii) provided to the Applicant for ultimate inclusion as part of this completed Application prior to the completed application being provided to the OCIDA Board.

A) PILOTS Estimate Table Worksheet OCIDA estimate of current value New construction and renovation costs OCIDA estimate of increase in value OCIDA estimated value of completed project OCIDA estimate of taxes that would have been collected if the project did not occur Scheduled PILOT payments PILOT Exemption County Local School Total Full Tax Net Exemption Year % PILOT PILOT PILOT PILOT Payment Amount Amount Amount w/o PILOT

1 100

2 90

3 80

4 70

5 60

6 50

7 40

8 30

9 20

10 10

TOTAL

Estimates provided are based on current property tax rates and assessment value (current as of date of application submission) and have been calculated by IDA staff Onondaga County Industrial Development Agency Page 11 Page71

Section V: Local Access Policy Agreement

In absence of a waiver permitting otherwise, every project seeking the assistance of the Onondaga County Industrial Development Agency (Agency) must use local general contractors, sub- contractors, and labor for one-hundred percent (100%) of the construction of new, expanded, or Noncompliance may result in the revocation and/or recapture of all benefits extended to the project by the Agency. Local Labor is defined as laborers permanently residing in the State of New York counties of Cayuga, Cortland, Herkimer, Jefferson, Madison, Oneida, Onondaga, Oswego, Tompkins, and Wayne. Local (General/Sub) Contractor is defined as a contractor operating a permanent office in the State of New York counties of Cayuga, Cortland, Herkimer, Jefferson, Madison, Oneida, Onondaga, Oswego, Tompkins and Wayne. The Agency may determine on a case-by-case basis to waive the Local Access Policy for a project or for a portion of a project where consideration of warranty issues, necessity of specialized skills, significant cost differentials between local and non-local services or other compelling circumstances exist. The procedure to address a local labor waiver can be found in the OCIDA handbook, which is available upon request.

Prior to issuance of any NYS Tax & Finance ST-60 forms, the Applicant must submit a Contractor Status Report to the Agency.

In consideration of the extension of financial assistance by the Agency Ý·½»®± Û²»®¹§ ͬ±®¿¹» ××ô ÔÔÝ (the Company) understands the Local Access Policy and agrees to complete Appendix C of the the valid date -exempt certificate for the Project. The Company understands that an Agency tax-exempt certificate is typically valid for 12 months from the effective date of the project inducement and extended thereafter upon request by the Company. The Company further understands that any request for a waiver to this policy must be submitted in writing and approved by the Agency.

I agree to the conditions of this agreement and certify all information provided regarding the construction and employment activities for the project as of íñìñîðîð (date). Company: Ý·½»®± Û²»®¹§ ͬ±®¿¹» ××ô ÔÔÝ Representative for Contract: Þ»½µ§ Õ±¦» __ Address: é Ì·³»­ ͯ«¿®» ̱©»®ô Í«·¬» íëðì City: Ò»© DZ®µ State: ÒÇ Zip: ïððíê Phone: øîïë÷ îèéó ìíçè Email: ¾µ±¦»à½±²ª»®¹»²¬»°ò½±³ Project Address: êîëê ×­´¿²¼ α¿¼ City: Ý·½»®± State: ÒÇ Zip: ïíðíç General Contractor: ÌÞÜ Contact Person:

Address: City: State: Zip: Phone: Email:

Authorized Representative: Title:

Signature:

Onondaga County Industrial Development Agency Page 12 Page72

Section VI: Agency Fee Schedule

Payment Terms:

Application & Processing Fee (payable at the time of application): $1,000 Legal Deposit (payable at the time of application): $2,500 Agency Fee for Bond Projects: Payable at Closing Agency and Legal Fees for all other projects: Due and Payable at Inducement * A sales tax certificate (ST-60) will not be issued until the Agency Fee is Paid in Full Agency Fees: The project cost is the Total Project Cost from section III A Benefit Sought Fee Charged Mortgage Recording Tax and/or Sales Tax exemptions: 0.01 X the project cost Additional Fee for PILOT Agreement Projects: 0.0025 X the project cost Fee for bond financing, refinancing & refunding: 0.0025 X the project cost Note: For Manufacturing Projects under $10 million the fee is reduced by: 0.0025 X the project cost Agency Legal Fees: The project cost is the Total Project Cost from section III A Fee for first $20 million: 0.0025 of the project cost Fee for expenses above $20 million: 0.00125 of the project cost In addition to the foregoing, Applicants are responsible for payment of all costs and expenses incurred by OCIDA in connection with application or Project including without limitation and consultants. OCIDA reserves the right to require a deposit to cover anticipated costs. Application fees are payable at time application/request is submitted. All fees are non-refundable. Applicants for bond transactions are responsible for payment of a Bond Issuance Charge payable to the State of New York. Applicants are also responsible for payment of post-closing fees and costs associated with the appointment of additional agents.

OCIDA reserves the right to modify this schedule at any time and assess fees and charges in connection with other transactions such as grants of easement or lease or sale of OCIDA-owned property.

Onondaga County Industrial Development Agency Page 13 Page73

Section VII: Recapture of Tax Abatement/Exemptions

Information to be Provided by Companies: Each Company agrees that to receive benefits from the Agency it must, whenever requested by the Agency or required under applicable statutes or project documents, provide and certify or cause to be provided and certified such information concerning the Company, its finances, its employees and other topics which shall, from time to time, be necessary or appropriate, including but not limited to, such information as to enable the Agency to make any reports required by law or governmental regulation.

Recapture of Benefits: It is the policy of the Agency to recapture the value of a PILOT, any sales and use tax exemption, and mortgage recording tax exemption in accordance with the Laws of the State and the provisions contained herein. Before receiving benefits, the Company must attest in writing to its understanding of, and agreement to, the recapture provisions contained in State Law and herein. To the extent permitted by State law, the recapture provisions contained herein may be modified from time to time by the Agency at its sole discretion.

Recapture of a PILOT, Sales Tax and the Mortgage Recording Tax Exemptions: If the number of full time equivalent jobs to be maintained or created in connection with a project falls below 75% of the number projected in the application to the Agency, or if there are material violations of the project agreements, then the value of the property tax, sales and use tax and mortgage recording tax benefits extended to the project by the Agency may be subject to recapture. When deciding whether or not to recapture benefits and the amount of such recapture, the Agency may consider the potential future benefit of the business to the community.

Recapture Payment: The recapture payment paid by the Company to the Agency shall be determined (1) by the difference between any PILOT payments made by the Company and the property taxes that would have been paid by the Company if the property were not under the supervision, jurisdiction or control of the Agency, (2) the value of any mortgage recording tax exemption, if awarded to the Company and (3) the amount of sales and use tax that would have been paid if an exemption was not granted.

Recapture of the PILOT, Sales Tax or Mortgage Recording Tax: The Recapture Schedule for a Payment in Lieu of Tax Agreement, Sales Tax or the Mortgage Recording Tax is as follows: Time from Project Completion Tax Savings Recaptured

1 Year 80%

2 Years 60%

3 Years 40%

4 Years 20%

5 Years 10%

Distribution of the Recapture Payment: Any funds recaptured as a result of the recapture payment shall be distributed to the affected taxing jurisdictions in the same proportion as if the payments were paid or owed by the Company on the date of recapture.

Onondaga County Industrial Development Agency Page 14 Page74 Additional Conditions for the Recapture of Sales and Use Tax: As of April 1, 2013, New York State law requires Industrial Development Agencies to recapture sales tax benefits where: A project is not entitled to receive the benefits:

Exemptions received exceed the amount authorized by the Agency;

Exemptions are claimed by the Project for unauthorized property or services; or A project fails to use property in the manner required by its IDA agreements. 1. Distribution of Sales and Use Tax. Project operators must cooperate with the Agency in its effort to recapture all sales and use tax benefits received by the Company by promptly paying the recapture amount as determined by the Agency. The amount to be recaptured will be dictated by State Law or this UTEP Policy, which ever may be applicable. The Agency shall remit the recaptured sales and use tax benefits to the State within 30 days of receipt.

2. Compliance Report. Annually, the Agency will file an annual compliance report with the State of New York detailing its recapture terms and its activities to recapture benefits, including any attempt to recapture benefits from an Agency project.

1. A full time, permanent, private sector

payroll, who has worked at the project location for a minimum of thirty hours per week for not less than four consecutive weeks and who is entitled to receive the usual and customary fringe benefits extended by Company to other employees with comparable rank, duties and hours; or

2. Up to three part time, permanent, private-sector employees on

minimum of thirty hours per week for not less than four consecutive weeks and who are entitled to receive the usual and customary fringe benefits extended by Company to other employees with comparable rank, duties and hours. I have read the foregoing and agree to comply with all the terms and conditions contained therein as well as policies of the Onondaga County Industrial Agency.

Name of Applicant Company Ý·½»®± Û²»®¹§ ͬ±®¿¹» ××ô ÔÔÝ _________________________________ Signature of Officer or Authorized Representative: _________________________________ Name & Title of Officer or Authorized Representative: _________________________________ Date: ______________ Onondaga County Industrial Development Agency Page 15 Page75

Section VIII: Employment Plan

Jobs Listings: In accordance with §858-b(2) of the New York General Municipal Law, the

Applicant understands and agrees that if the Project receives any Financial Assistance from the Agency, except as otherwise provided by collective bargaining agreements, new employment opportunities created as a result of the Project will be listed with the New York State Department of Labor Business Services and with the administrative entity of the service delivery area created by the Workforce Innovation and Opportunity Act of 2014 in which the Project is located. In Onondaga County, please contact CNY Works. Additionally, the applicant is encouraged to review the services provided by JOBSPlus! for candidate matching services.

Are the employees of your company currently covered by a collective bargaining agreement? Yes No If yes, name and location:

Is the labor pool in Onondaga County and/or the CNY Economic Development Region adequate to fill new positions?

Yes No Enter Company Name in three (3) places below and sign by an authorized company officer: In consideration of the benefits provided by the Onondaga County Industrial Development Agency (OCIDA), Ý·½»®± Û²»®¹§ ͬ±®¿¹» ××ô ÔÔÝ , project beneficiary, also agrees to report to OCIDA on the number of new employment opportunities created in connection with industrial or commercial projects financed by the proceeds of such benefits to be listed with the New York State Department of Labor Business Services and CNY Works.

Ý·½»®± Û²»®¹§ ͬ±®¿¹» ××ô ÔÔÝ , project beneficiary, also agrees to report to OCIDA on or before March 1 of each year the status of employment opportunities filed with the New York State Department of Labor Business Services, including the number of new employment opportunities created, the number listed, and the number filled for the year ending the prior December 31. Ý·½»®± Û²»®¹§ ͬ±®¿¹» ××ô ÔÔÝ , project beneficiary, further agrees that, to the extent practicable and feasible, and subject to the requirements of any existing collective bargaining agreement, the project beneficiary shall fill at least 10% of new employment opportunities with persons eligible for service under the Workforce Innovation and Opportunity Act of 2014.

Name of Applicant Company: Ý·½»®± Û²»®¹§ ͬ±®¿¹» ××ô ÔÔÝ ______________________________________________________ Signature of Officer or Authorized Representative: ______________________________________ Name & Title of Officer or Authorized Representative: ___________________________________ Date: ______________ Onondaga County Industrial Development Agency Page 16 Page76 NYS Department of Labor:

Roy Jewell Associate Business Service Representative

450 South Salina Street, Syracuse, NY 13202 315-479-3362

roy.jewell@labor.ny.gov www.labor.ny.gov CNY Works Chris Kennedy Business Development Specialist

960 James Street, Syracuse, NY 13203

315-477-6974

ckennedy@cnyworks.com www.cnyworks.com Onondaga County Industrial Development Agency Page 17 Page77

Section IX: Conflict of Interest

Agency Board Members

1. Patrick Hogan

2. Steve Morgan

3. Victor Ianno

4. Sue Stanczyk

5. Kevin Ryan

6. Janice Herzog

7. Fanny Villarreal

Agency Officers/Staff 1. Robert M. Petrovich

2. Nathaniel Stevens

3. Nancy Lowery

4. Karen Doster

5. Chris Cox

Agency Legal Counsel & Auditor 1. Jeffrey Davis, Esq., Barclay Damon LLP 2. Amanda Mirabito, Esq., Barclay Damon LLP 3. Michael G. Lisson, CPA, Grossman St. Amour Certified Public Accountants PLLC The Applicant has received from the Agency a list of members, officers and staff of the Agency. To the best of my knowledge, no member, officer or employee of the Agency has an interest, whether direct or indirect, in any transaction contemplated by this Application, except as hereinafter described:

Name of Applicant Company Ý·½»®± Û²»®¹§ ͬ±®¿¹» ××ô ÔÔÝ _________________________________ Signature of Officer or Authorized Representative: _________________________________ Name & Title of Officer or Authorized Representative: _________________________________ Date: ______________ Onondaga County Industrial Development Agency Page 18 Page78

Section X: Representations, Certifications, and Indemnification

Þ»½µ§ Õ±¦» (Name of CEO or other authorized representative of ÊÐ Ü»ª»´±°³»²¬

Applicant) confirms and says that he/she is the ____________________ (title) of Ý·½»®± Û²»®¹§ ͬ±®¿¹» ____________________ ××ô ÔÔÝ (name of corporation or other entity) named in the attached contents thereof, and hereby represents, understands, and otherwise agrees with the Agency and as follows:

A. First Consideration for Employment: In accordance with §858-b (2) of the New York General Municipal Law, the Applicant understands and agrees that if the Project receives any Financial Assistance from the Agency, except as otherwise provided by collective bargaining agreements, where practicable, the Applicant will first consider persons eligible to participate in WIA programs who shall be referred by the CNY Works for new employment opportunities created as a result of the Project.

B. Other NYS Facilities: In accordance with §862 (1) of the New York General Municipal Law, the Applicant understands and agrees that projects which will result in the removal of an industrial or manufacturing plant of the project occupant from one area of the state to another area of the state or in the abandonment of one or more plants or facilities of the project occupant within the state is ineligible for Agency Financial Assistance, unless otherwise approved by the Agency as reasonably necessary to preserve the competitive position of the project in its respective industry or is reasonably necessary. C. Annual Sales Tax Filings: In accordance with §874(8) of the New York General Municipal Law, the Applicant understands and agrees that if the Project receives any sales tax exemptions as part of the Financial Assistance from the Agency, the Applicant agrees to file, or cause to be filed, with the New York State Department of Taxation and Finance, the annual form prescribed by the Department of Taxation and Finance, describing the value of all sales tax exemptions claimed by the Applicant and all consultants or subcontractors retained by the Applicant.

D. Outstanding Bonds: The Applicant understands and agrees to provide on an annual basis any information regarding bonds, if any, issued by the Agency for the project that is requested by the Comptroller of the State of New York.

E. Employment Reports: The Applicant understands and agrees that, if the Project receives any financial assistance from the Agency, the Applicant agrees to file with the Agency, at least annually or as otherwise required by the Agency, reports regarding the number of people employed at the project site, salary levels, contractor utilization and such other on such appropriate forms as designated by the Agency. Failure to provide Employment Reports within 30 days of an Agency request shall be an Event of Default under the PILOT Agreement between the Agency and Applicant and, if applicable, an Event of Default under the Agent Agreement between the Agency and Applicant. In addition, a Notice of Failure to provide the Agency with an Employment Report may be reported to Agency board members, with said report being an agenda item subject to the open Onondaga County Industrial Development Agency Page 19 Page79 meetings law.

F. Absence of Conflicts of Interest: The Applicant has received from the Agency a list of the members, officers and employees of the Agency. No member, officer or employee of the Agency has an interest, whether direct or indirect in any transaction contemplated by this Application, except as hereinafter described in Section X.

G. Compliance: The Applicant understands and agrees that it is in substantial compliance with applicable local, state, and federal tax, worker protection, and environmental laws, rules, and regulations.

H. The Applicant understands and agrees that the provisions of Section 862(1) of the New York General Municipal Law, as provided below, will not be violated if financial assistance is provided for the proposed Project:

§ 862. Restrictions on funds of the Agency. (1) No funds of the Agency shall be used in respect of any project if the completion thereof would result in the removal of an industrial or manufacturing plant of the project occupant from one area of the state to another area of the state or in the abandonment of one or more plants or facilities of the project occupant located within the state, provided, however, that neither restriction shall apply if the agency shall determine on the basis of the application before it that the project is reasonably necessary to discourage the project occupant from removing such other plant or facility to a

location outside the state or is reasonably necessary to preserve the competitive position of the project occupant in its respective industry.

I. The Applicant confirms and acknowledges that the owner, occupant or operator receiving financial assistance for the proposed Project is in substantial compliance with applicable local, state, and federal tax, worker protection and environmental laws, rules and regulations.

J. The Applicant confirms and acknowledges that the submission of any knowingly false or knowingly misleading information may lead to the immediate termination of any financial assistance and the reimbursement of an amount equal to all or part of any tax exemption in the Project.

K. The Applicant confirms and hereby acknowledges that as of the date of this Application, the Applicant is in substantial compliance with all provisions of Article 18-A of the New York General Municipal Law, including, but not limited to, the provision of Section 859- a and Section 862(1) of the New York General Municipal Law.

L. The Applicant and the individual executing this Application on behalf of Applicant acknowledge that the Agency and its counsel will rely on the representations and covenants made in this Application when acting hereon and hereby represents that the statements made herein do not contain any untrue statement of a material fact and do not omit to state a material fact necessary to make the statement contained herein not misleading.

Onondaga County Industrial Development Agency Page 20 Page80 M. The OCIDA has the right to request and inspect supporting documentation regarding attestations made on this application.

N. Hold Harmless Agreement: Applicant hereby releases Onondaga County Industrial Development Agency and the members, officers, servants, agents and employees thereof (the "Agency") from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency harmless from and against any and all liability arising from or expense incurred by: (A) the Agency's examination and processing of, and action pursuant to or upon, the attached Application, regardless of whether or not the Application or the Project described therein or the tax-exemptions and other assistance requested therein are favorably acted upon by the Agency; (B) the Agency's acquisition, construction, and/or installation of the Project described therein and (C) any further action taken by the Agency with respect to the Project, including without limiting the generality of the foregoing, all cause of action and attorney's fees and any other expenses incurred in defending any suits or action which may arise as a result of any of the foregoing. If, for any reason, the Applicant fails to conclude or consummate necessary negotiations, or fails, within a reasonable or specified period of time, to take reasonable, proper or requested action, or withdraws, abandons, cancels or neglects the Application, or if the Agency or the Applicant are unable to reach final agreement with respect to the Project, then, and in the event, upon presentation of an invoice itemizing the same, the

Applicant shall pay to the Agency, its agents or assigns, all costs incurred by the Agency in the process of the Application, including attorney's fees, if any.

Onondaga County Industrial Development Agency Page 21 Page81 Name of Applicant Company Ý·½»®± Û²»®¹§ ͬ±®¿¹» ××ô ÔÔÝ _______________________________________ Signature of Officer or Authorized Representative: _________________________________ Name & Title of Officer or Authorized Representative: _________________________________ Date: ______________

STATE OF NEW YORK )

COUNTY OF ONONDAGA )ss.;

, being first duly sworn, deposes and says:

1. That I am the (Corporate Officer) of

(Applicant) and that I am duly authorized on behalf of the Applicant to bind the

Applicant. 2. That I have read and attached Application, I Know the contents thereof, and that to the best of my knowledge and belief, this Application and the contents of this Application are true, accurate and complete (Signature of Officer) Subscribed and affirmed to me under penalties of perjury this day of , 20 .

(Notary Public) End of Application Rev 1-9-20 Onondaga County Industrial Development Agency Page 22 Page82 Page83 Page84 Page85 Page86 Page87 Page88 Project Narrative Cicero Energy Storage 2 LLC Cicero Energy Storage 2 2 5-megawatt (MW) photovoltaic solar facility with a 15 MWh battery energy storage system on lands located at 6256 Island Road in the Town of Cicero . The Project will be constructed on approximately 21 acres of a 39.5-acre parcel, which is situated in the Industrial zoning district. CES2 LLC will lease approximately 41.7 acres from the landowner, Lombardi Family Properties Inc.

The proposed installation is permitted subject to site plan review and approval by the Town of Cicero Planning Board. CES2 LLC received site plan approval on December 18, 2019.

The solar facility will consist of two (2) 3,200 kW DC photovoltaic arrays including all panels and single axis tracking. Each DC will be coupled with its associated power conversion unit. Other project components will include various electrical appurtenances, such as transformers and inverters. In addition to the photovoltaic system this Project also proposes the construction of a rechargeable lithium-ion battery energy storage facility consisting of six (6) 8-ft x 20-ft containers which house the batteries. The purpose of the battery system is to manage peak load situations where peak solar energy generation and peak demand in the National Grid electric distribution lines do not match. The battery enclosures are equipped with a fully integrated thermal management system, fire suppression systems, and control systems. These containers accompanied by external transformers and other associated equipment, are placed on concrete foundations within a gravel pad and connected to this . From the inverters all electricity generated by the solar facility or stored in the batteries is conveyed to the Point of Interconnection (POI) to National Grid electric distribution lines.

Generally, minor cuts and fills will be required to develop this P access road, posts, and battery equipment pads. The Project proposes to access the solar facility location off of Island Road. At the entrance to the solar facility, the Project will construct a new 15-ft wide gravel access road. The solar facility will be enclosed with an industrial grade, weatherproof chain link fence, approximately 6 feet in height.

Grid for Non- relieve an area of electrical stress served by the Pine Grove Substation. The loading at the Pine Grove Substation serving the Town of Cicero has increased to a level at which it is projected to be overloaded to 100% or higher of its emergency rating in the event of an outage of one of the station transformer banks. In accordance with the RFP, National Grid sought NWA solutions that could provide delivery infrastructure avoidance value or other reliability and operational benefits. A NWA Solution is any strategy that addresses an electrical system need, such as peak demand management or reliability, with a solution that does not involve building new transmission and distribution lines or substation infrastructure. NWA solutions can be any one type or combination of distributed energy resources including, Page89 energy efficiency, demand response, energy storage systems, or distributed generation that can be deployed individually or as a portfolio. The implementation of NWA solutions also aligns with principles set forth by the Public Service Commission in regard to reforming the Energy Vision. As such, the Project benefits the immediate community by reducing electrical stress on the Pine Groves Substation and offers a NWA Solution to ensure system reliability and operational benefits, ultimately saving energy costs to ratepayers.

Page90 Page91 Page92 Page93 Onondaga County Industrial Development Agency Project Summary 5/1/2020 1. Project OYA Church Road A LLC 2. Project Number 3101-20-04A 3. Location Lysander 4. School District Baldwinsville Central School District

6. Project Type New Construction: Solar Development

5. Tax Parcel(s) 030.-01-09.0 Village -

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