ST. LAWRENCE COUNTY INDUSTRIAL DEVELOPMENT AGENCY Resolution No. IDA-15-06-16 June 25, 2015 AUTHORIZING AN AGREEMENT WITH THE DEVELOPMENT AUTHORITY OF THE NORTH COUNTRY FOR TECHNICAL ASSISTANCE WITH THE NEWTON FALLS RAILROAD REHABILITATION PROJECT WHEREAS, the St. Lawrence County Industrial Development Agency (the “SLCIDA”) obtained a $9.972 Million funding commitment from Empire State Development for the rehabilitation of the 46.25 mile branch of the Newton Falls Railroad, located in St. Lawrence, Lewis and Jefferson counties, and WHEREAS, the project was divided into two (2) phases: Phase I of the project entailed preconstruction activities at an estimated cost of $1.3 Million, and Phase II of the project entails railroad construction and renovation at an estimated cost of $8.672 Million, and WHEREAS, the SLCIDA, having completed Phase I of the project is transitioning into Phase II, and recognizes that Phase II of the project would be best served by utilizing the services of an agency that has the engineering and planning expertise to undertake the project, and WHEREAS, the SLCIDA has determined that the Development Authority of the North Country (“DANC”) has such expertise, and WHEREAS, the service to be provided by DANC, a unit of State government, is within the definition of professional services and pursuant to SLCIDA’s Procurement Policy, is not considered a purchase contract and is not subject to competitive bidding, NOW, THEREFORE, BE IT RESOLVED that the St. Lawrence County Industrial Development Agency desires to enter into an agreement with the Development Authority of the North Country for an amount not to exceed $60,000, and BE IT FURTHER RESOLVED that the St. Lawrence County Industrial Development Agency’s Chief Executive Officer, pending review by SLCIDA Legal Counsel, is hereby designated, authorized, empowered and directed to negotiate, execute and deliver any and all agreements and other documents required to effect the transactions contemplated by this resolution. Move: Second: VOTE Blevins Burke Hall LaBaff McMahon Staples Weekes Hall Blevins AYE X NAY ABSTAIN ABSENT 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. X X X X X X /s/ Natalie A. Sweatland June 25, 2015