ST. LAWRENCE COUNTY INDUSTRIAL DEVELOPMENT AGENCY Resolution No. IDA-15-01-01 January 22, 2015 ADOPTING PAYCHEX EMPLOYEE BENEFIT PLAN By action of the St. Lawrence County Industrial Development Agency, a public benefit corporation created under New York State General Municipal Law, Title 2, Section 914, the following resolution was duly adopted: WHEREAS, the St. Lawrence County Industrial Development Agency has considered the salient features of the “Premium Only Plan” which, when executed and carried out, will provide benefits to its employees and their beneficiaries, and WHEREAS, it is believed that the adoption of the above-designated plan will encourage continuous employment and employee loyalty, in the mutual interest of the St. Lawrence County Industrial Development Agency and its employees, NOW, THEREFORE BE IT RESOLVED that the St. Lawrence County Industrial Development Agency hereby adopts the Plan designated above, and does hereby authorize its Chief Executive Officer to execute an Adoption Agreement setting forth the terms and conditions of the selected plan, and BE IT FURTHER RESOLVED that Paychex is hereby appointed as the Plan Service Provider to serve for such term(s) and to have such powers and duties set forth in the Plan and the applicable administrative service agreement, and BE IT FURTHER RESOLVED that the Plan shall be effective for the Plan Year ending 2015, and BE IT FURTHER RESOLVED that for the Plan adopted pursuant to this resolution, the St. Lawrence County Industrial Development Agency is hereby designated as Plan Administrator, and the Chief Executive Officer, Patrick J. Kelly is hereby designated as Trustee. Move: Second: VOTE Blevins Hall LaBaff McMahon Staples Timmerman Weekes Weekes LaBaff AYE X X X X X NAY ABSTAIN ABSENT /s/ X X Office Number: 0016-1400-1699 FEIN: 16-0991238 I HEREBY CERTIFY that I have compared this copy of this Resolution with the original record in this office, and that the same is a correct transcript thereof and of the whole of said original record. Natalie A. Sweatland January 22, 2015