New York State Empire State Development Incentive Proposal — Village of Red Hook Sewer Infrastructure Project

April 2, 2025

Karen Smythe Mayor Village of Red Hook 7467 S Broadway Red Hook, NY 12571

Dear Mayor Karen Smythe:

On behalf of New York State and Empire State Development, please let me express our enthusiasm for working with you and Village of Red Hook to undertake its business development project in New York State as described in the attached Incentive Proposal.

As we understand the project, the Village of Red Hook will invest $20,000,000 to continue its multi-phased infrastructure project to extend municipal sewage to the entire municipality. This expansion will include construction of new wastewater infrastructure and will unlock the potential for over 100 new housing units for development.

To encourage you to proceed with this project, we are offering the Village of Red Hook incentives valued at $2,000,000.

Please review the attached Incentive Proposal to see how New York State and Empire State Development are proposing to assist Village of Red Hook in the development of its project in New York State. If you choose to proceed under the terms outlined in the Incentive Proposal, please acknowledge your decision by signing the attached Incentive Proposal and returning one copy to me by June 2, 2025. As noted in this Incentive Proposal, funding for this project is subject to the availability of funds, completion of any applicable requirements regarding smart growth, environmental and historic review, non-discrimination and contractor diversity, and other applicable statutes, ESD Directors approval and compliance with program requirements.

Please be advised that your project requires environmental review under the State Environmental Quality Review Act (SEQRA), consultation with the State Historic Preservation Office (SHPO) and a Smart Growth review. Please see requirements found here.

Please send a $250 Application Fee payable to Empire State Development, with the project number listed in the Memo line, directly to: Empire State Development, P.O. BOX 5583, New York, NY 10087-5583.

We look forward to working with you on this exciting project. Please contact Matthew Teglash at (845)-2456804 at your convenience.

Very truly yours,

Linda Malave Regional Director, Mid-Hudson

cc: Glendon McLeary

Attachments

Recipient Name: Village of Red Hook

General Information

Karen Smythe Contact Name Mayor & Mailing Address: 7467 S Broadway Red Hook, NY 12571 Email: mayor@redhooknyvillage.org Telephone No: (845) 758-4715 Type of Business: Municipality Project Location(s): NYS Region: Mid-Hudson 18 Laura Ln Red Hook, NY 12571

Project Description: The Village of Red Hook will invest $20,000,000 to continue its multi-phased infrastructure project to extend municipal sewage to the entire municipality. This expanded sewage system will be able to service 150 new properties. The expansion will include construction of new wastewater infrastructure and will unlock the potential for over 130 new housing units for development, across multiple properties.

Village of Red Hook Incentive Proposal

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|Village of Red Hook Incentive Proposal|Page 2 April 2,2025| |---|---| |Grant Disbursement Schedule:|Funds will be disbursed in lump sum upon project completion, as described in the Project Description and Project Budget listed above and as evidenced by attainment of a certificate of occupancy and/or other documentation verifying project completion as ESD may require, and documentation verifying project expenditures of$20,000,000.| |Non-ESD Assistance (estimate)||

Total Incentive Offer

For ESD[1] Internal Use Only:

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Job Growth Track Investment Track Project # 138,752 CFA # 139381 ----- End of picture text -----

Incentive Proposal – Definitions and Conditions

Good Standing: The recipient is authorized to do business and is in good standing in the State of New York.

Tax Information: Recipient agrees to allow the Department of Taxation and Finance to share Recipient tax information with Empire State Development.

Legal Compliance: Recipient is in substantial compliance with all environmental, worker protection, and local, state and federal tax laws and acknowledges that to remain eligible for these state incentives, the Recipient must continue to be compliant with these laws.

Environmental, Historic and Smart Growth Review:

Recipient must comply with any applicable environmental, historic, and smart growth review that is required due to ESD assistance or any other public approval or action. Until this is completed, work on any ESD funded project may not begin .

• For further information about Environmental Review under the State Environmental Quality Review Act (SEQRA), please visit the New York State Department of Environmental Conservation’s web site at https://www.dec.ny.gov/permits/357.html.

• For further information about Historic Review (consultation process), please visit the New York State Historic Preservation Office’s web site at https://parks.ny.gov/shpo/.

• For further information about Smart Growth review under the Smart Growth Public Infrastructure Policy Act, please visit the New York State Department of State’ web site at: https://dos.ny.gov/nys-smart-growthprogram.

1 The New York State Department of Economic Development and the New York State Urban Development Corporation, d/b/a Empire State Development, are collectively referred to as ESD.

Village of Red Hook Incentive Proposal

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Grant Program Notces and Conditons/Requirements

This Incentive Proposal is subject to the availability of funds; completion of any applicable requirements regarding (1) smart growth, environmental and historic review, (2) non-discrimination and contractor diversity, and other applicable statutes, ESD Directors approval and compliance with applicable statutes and program requirements.

Financial Disclosure:

Financial disclosure, consisting of three years of audited financials or three years of tax returns plus interim financials if the most recent financial report is older than six months, on Recipient and all corporate and personal guarantors deemed acceptable to ESD must be provided prior to ESD Directors’ approval.

Disbursements:

All disbursements require compliance with program requirements and must be requested by no later than April 1, 2032. Expenditures incurred prior January 28, 2024, are not eligible project costs and cannot be reimbursed by grant funds. The Grant is being provided in connection with the project as described in the CFA (or ESD application) and that funds will only be made available for projects that are undertaken as described in the CFA (or ESD application), except as expressly authorized by ESD.

Equity:

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

Fees:

The Recipient will provide a $250 Application Fee, due when this Incentive Proposal is returned and a 1% commitment fee ($20,000), due after ESD Directors’ approval at the time a Grant Disbursement Agreement is executed. In addition, the Recipient will reimburse ESD for any direct expenses incurred in connection with this project, including costs related to holding a public hearing, attorney fees, appraisals, surveys, title insurance, credit searches, filing fees, and other requirements deemed appropriate by ESD.

Non-discrimination and Contractor Diversity:

ESD’s Non-discrimination & Contractor and Supplier Diversity policy will apply to this project. The Recipient shall be required to use “Good Faith Efforts,” pursuant to 5 NYCRR §142.8, to achieve an overall Minority and Women-owned Business Enterprise (“MWBE”) participation goal of 30% ($600,000). The overall MWBE participation goals shall consist of a Minorityowned Business Enterprise (“MBE”) participation goal of 15% ($300,000) and a Women-owned Business Enterprise (“WBE”) participation goal of 15% ($300,000) related to the total value of ESD’s funding and to solicit and utilize MWBEs for any contractual opportunities generated in connection with the project. MBE participation may not be substituted for WBE participation, or the reverse. Additional information can be found here.

The Recipient shall also use “Good Faith Efforts,” pursuant to 9 NYCRR §252.2(n), to achieve an overall participation goal of 6% ($120,000) NYS-certified Service-Disabled-Veteran-owned Business Enterprises (“SDVOBs”), in the execution of the grant, for any contractual opportunities generated in connection with the project. Any utilization of SDVOBs would be in addition to goals established pursuant to Article 15-A of the Executive Law with respect to MWBEs. A further explanation of the SDVOB reporting requirements is found here.

Environmental, Historic and Smart Growth Review:

Please note in particular the Environmental, Historic and Smart Growth Review requirements found here which, if applicable, must be satisfied prior to starting work on any ESD funded project and ESD Directors’ approval of funding. The ESD Planning & Environmental Review office may contact your office for further information regarding status of the environmental, historic and smart growth review for your project.

Village of Red Hook Incentive Proposal

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Environmental Sustainability:

ESD encourages the environmentally sustainable practice of recycling construction and demolition debris rather than disposition in a landfill.

Insurance Requirements:

The Recipient shall maintain Commercial General Liability Insurance providing both bodily injury (including death) and property damage insurance in a limit not less than One Million Dollars ($1,000,000) per occurrence, Two Million Dollars ($2,000,000) aggregate and Three Million Dollars ($3,000,000) umbrella. In addition, if the grant contemplates the purchase, construction or renovation of any buildings or equipment, the Recipient shall keep the buildings at the Project Location and the building equipment insured against: (i) loss by fire, (ii) additional perils customarily covered under an all-risk policy and (iii) flood hazard, if the Project Location is located in an area identified by the Secretary of Housing and Urban Development as an area having special flood hazards and in which flood insurance has been made available under the National Flood Insurance Act of 1968, as amended.

ESD shall be named as additional insureds for ongoing and completed operations under Commercial General Liability and Umbrella Insurance policies. Coverage afforded to these additional insureds will be primary and non-contributory with any other insurance available to such additional insureds, whether such insurance is on a primary, excess, umbrella, or contingent basis. Additional insured coverage for ongoing and completed operations and shall be provided on ISO endorsement forms CG 20 10 and CG 20 37. Recipient will provide additional insured coverage to the fullest extent permitted by applicable law. This insurance shall contain an endorsement waiving all rights of subrogation against ESD.

Modification:

ESD reserves the right to review and reconsider the terms of this Incentive Proposal and/or funding for the project in the event of any material changes in the plans, circumstances, grantee or project.

Reservations of Rights Concerning ESD Funding:

It is expected the project will proceed as described and within the time frame set forth by the Applicant. If the project or its implementation fails to proceed as planned or is delayed for a significant period of time and there is, in the exclusive judgment of ESD, material change in the project or doubt as to its viability, ESD reserves the right to cancel its Incentive Proposal for such project.

Next Steps After Accepting this Incentive Proposal:

Within approximately 30 days of your acceptance of this Incentive Proposal, your Project Manager will acknowledge receipt of the signed Incentive Proposal and will provide a guide to the ESD Approval and Disbursement Process and relevant contact information. Prior to ESD Directors’ approval, ESD will require updated project information and Declarations and Certifications. Please note that ESD Directors’ approval typically occurs at project completion.

Village of Red Hook Incentive Proposal

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By signing recipient understands and acknowledges the following

This Incentive Proposal expires June 2, 2025, unless endorsed below and received by ESD prior to the expiration date. The accepted Incentive Proposal expires two years from the date of acceptance by the Recipient. ESD reserves the right to require Recipient to provide any additional information and/or documentation ESD deems necessary.

Recipient has read and knows the contents of the Incentive Proposal prepared by ESD.

Recipient reviewed all of the information provided by the Recipient to ESD to assist in ESD’s preparation of the Incentive Proposal, including information provided on Recipient’s behalf by third-party consultants.

Recipient knows all of the information provided by Recipient or its third-party consultants to be true and complete in all material respects. To the extent such information involves projections about future performance, these projections have been prepared in good faith, based upon reasonable assumptions.

Receipt of the Incentive Proposal was a material factor in Recipient’s decision to undertake the above-referenced project. Recipient hereby accepts the Incentive Proposal in its entirety.

Recipient did not finalize the decision to undertake the project described in the Incentive Proposal prior to January 28, 2025.

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I have read and understand the contents of this incentive proposal and accept it, including the attached terms, conditions and program requirements. I certify that the information provided to ESD for the purposes of obtaining such assistance is true and any financial and employment projections were prepared in good faith based on reasonable assumptions. Further I certify that the recipient, to the ACCEPTED BY: best of my knowledge, is compliant with all environmental, worker Mayor Karen Smythe protection and tax laws and authorize ESD to verify such compliance Village of Red Hook with relevant government agencies. I acknowledge that to remain 7467 S Broadway eligible for these state incentives, the Recipient must continue to be Red Hook, NY 12571 compliant with these laws. 518-452-1290

ACCEPTED BY OR ON BEHALF OF: ___________________________ Date Signed: