WEBVTT 1 "" (0) 00:00:00.000 --> 00:00:05.759 Okay. 2 "jspaeth@cityofutica.com" (4073998336) 00:00:05.759 --> 00:00:26.297 It's called meeting to order, get a motion to approve the minutes January 1520 25 s favor? USD grants. Everybody get a chance to look at the USD grant agree disbursement agreement? 3 "Lisa Nagle, EDR" (30816256) 00:00:26.297 --> 00:00:29.182 Okay. 4 "jspaeth@cityofutica.com" (4073998336) 00:00:29.182 --> 00:00:31.235 Which one was that? 5 "Allison Damiano-DeTraglia" (1632975104) 00:00:31.235 --> 00:00:35.517 Yeah, I think it was sent out? I think it was just that it needs to. 6 "jspaeth@cityofutica.com" (4073998336) 00:00:35.517 --> 00:00:36.058 So. 7 "Lisa Nagle, EDR" (30816256) 00:00:36.058 --> 00:00:43.490 Yeah, because this is hot off the presses, so this is a grant that was written in 2022. Oh. 8 "Romano" (1786953216) 00:00:43.490 --> 00:00:50.518 Yeah, I was trying to verify. I think that's right. So I can't match up the reference number, but I think it was 22, yeah. 9 "Lisa Nagle, EDR" (30816256) 00:00:50.518 --> 00:01:11.955 And it, you know, the state moves at their own pace. So we just got the paperwork back. There was a lot of back and forth that Paul pulled together a lot of information and we just got it well, which was sent to Vin I think on Monday. So we need Vin's signature on this to to move forward and, and get the green. 10 "jspaeth@cityofutica.com" (4073998336) 00:01:11.955 --> 00:01:14.417 Is this a 440 grand flow? 11 "Romano" (1786953216) 00:01:14.417 --> 00:01:19.739 Or whatever it is. Yep, it's the 04:40 or around that approximate. Yeah. 444 and 40. 12 "jspaeth@cityofutica.com" (4073998336) 00:01:19.739 --> 00:01:29.698 Talking about from seems like years now and closing out a grant. So second. 13 "Allison Damiano-DeTraglia" (1632975104) 00:01:29.698 --> 00:01:31.682 I'm sorry just who was the 1st. 14 "jspaeth@cityofutica.com" (4073998336) 00:01:31.682 --> 00:01:34.897 Second Bob and Lou. Thank you so much. 15 "jspaeth@cityofutica.com" (4073998336) 00:01:34.897 --> 00:02:06.200 Alright, DSA one, we have some guests here. I'm gonna go through everything then. You know, I was wondering, so I, we're here today we can make a presentation or we can answer your questions of any concerns how however you want to handle it, let us know. Didn't we get something out this afternoon? Did everybody get a chance? We gave our responses. 16 "jspaeth@cityofutica.com" (4073998336) 00:02:06.200 --> 00:02:15.660 One question I raised your time if we gave you up registrations Joe. So, ok. 17 "jspaeth@cityofutica.com" (4073998336) 00:02:15.660 --> 00:02:35.580 So let me let me I'm I'm the one that raised questions to the last meeting and a couple of days later I got a call from somebody that said you're trying to be an obstructionist. And I know sometimes where I sit being obstructionist is a back end compliment, so that's. 18 "jspaeth@cityofutica.com" (4073998336) 00:02:35.580 --> 00:02:53.460 One, the way I want to be fine. My perspective was very simple guys I'm gonna can do it kind of a guy, I don't like wasting time. I don't like people dragging their feet and I I just want to see us get to the closing table. 19 "jspaeth@cityofutica.com" (4073998336) 00:02:53.460 --> 00:03:11.430 Just from for contextual purposes, you know, ten years ago, twelve years ago, the housing authority did absolutely NO development, but over the last ten years we've done $500 million worth of development and infused $500 million into this community, and it's because. 20 "jspaeth@cityofutica.com" (4073998336) 00:03:11.430 --> 00:03:31.430 At at the behest of the chair and others, they challenge us to go out and make a difference in the community. And so I'm not I dragged my feet kind of a guy and over the course of the last couple of meetings when I've heard the updates with regards to what's taking place at the supporter of this initiative, I just saw. 21 "jspaeth@cityofutica.com" (4073998336) 00:03:31.430 --> 00:03:49.740 People dragging their feet. And at the end of the day I don't drag my feet and it kind of ****** me off to be very handy and excuse my language, because the way I see it, every doubt, every day that goes by, the interest that we owe to MBT mbt, right? Goes up. 22 "jspaeth@cityofutica.com" (4073998336) 00:03:49.740 --> 00:04:07.320 And that's less money that we're gonna have in order to allocate to phase two, which is as important as phase one and that's the the recreational piece from from my standpoint. So, you can call me an obstructionist, but this is the 1st time and I've only been on this board ten months. 23 "jspaeth@cityofutica.com" (4073998336) 00:04:07.320 --> 00:04:27.320 1st time I've really gotten a comprehensive update as it pertains to where we were what what issues remain outstanding with regards to due diligence. So, call main obstructions, but we ended up with results in terms of understanding where the dynamics stand with regards to this project. So I thank everybody. 24 "jspaeth@cityofutica.com" (4073998336) 00:04:27.320 --> 00:04:50.119 For bringing us up to speed and I will just ask one question. How much longer is this gonna take before we get to a close deal? Well, I can start and then Rob will finish in detail. As you're all aware, we haven't purchased a sale agreement. There are some requirements of the seller in that purchased a sale agreement. Those need to be fulfilled as much as our. 25 "jspaeth@cityofutica.com" (4073998336) 00:04:50.119 --> 00:05:09.179 Due diligence. We've completed our due diligence. Yesterday was our public hearing with the pilot. The pilot probably took three weeks longer than it should have. We had to go back and forth and ended up costing vision's hotels a half a million dollars more over the 20 year period, and we agreed to that. 26 "jspaeth@cityofutica.com" (4073998336) 00:05:09.179 --> 00:05:24.599 We also already sat with the planning board. They welcomed our project, but the next step to getting planning board approval, which I believe will only take one meeting if we can get everything done correctly. 27 "jspaeth@cityofutica.com" (4073998336) 00:05:24.599 --> 00:05:42.449 Is a six figure commitment on architects and engineering, and we've already and I agree with you there, as far as timing, every day it's pricing is going up still. It's costing us time and money every single day as well. I have files going back eight years talking about this project. 28 "jspaeth@cityofutica.com" (4073998336) 00:05:42.449 --> 00:06:01.469 And I brought him here today, so if anyone wanted to see eight years of our time is expensive as well. So we've already spent six figures doing what we needed to do. As far as I saw a lot of emails go back and forth last week and part of this week, Rob can talk to you about. 29 "jspaeth@cityofutica.com" (4073998336) 00:06:01.469 --> 00:06:21.469 I think we need DPW to sign an affidavit. We need corporation council to be involved in this transaction. We're working on a standstill agreement with Bob and Melanie and I'm gonna leave now to to Rob to tell you his perspective on things. Yeah, I mean without getting into all that manutiae, I mean the idea was a critical piece or. 30 "jspaeth@cityofutica.com" (4073998336) 00:06:21.469 --> 00:06:45.419 That's a critical piece, right? Without that, the project doesn't work. So, I mean, we're optimistic that we're gonna get approval in February and once that happens, we're optimistic that the pieces are gonna start falling into place because financing is the next one without the idea, I mean there's NO financing for this project, right? It just doesn't work. So once that's done and we can go to the banks and say. 31 "jspaeth@cityofutica.com" (4073998336) 00:06:45.419 --> 00:07:01.649 You know, we have idea approval, we think it's gonna, we think it's gonna move along quicker than it has. We have had discussions with lenders in good discussions now with the relationship lender. 32 "jspaeth@cityofutica.com" (4073998336) 00:07:01.649 --> 00:07:18.449 Investing money in that. They've hired a council, they've also hired an environmental engineer which we're paying for. So, I mean to answer answer your question directly, you know, we had asked for an extension of the villages period 1 April. The contract provides for closing within 30 days. 33 "jspaeth@cityofutica.com" (4073998336) 00:07:18.449 --> 00:07:35.099 And the development schedule calls for starting the development in May and that's the schedule that we're looking to adhere to stand right now. Is it truly realistic? I mean April closing May. 34 "jspaeth@cityofutica.com" (4073998336) 00:07:35.099 --> 00:07:56.299 We would love that because we have to surcharge that land. So we need to get going right in May. That's a six month. As you sit here today, you truly believe that an additional extension would would not be necessary if everything flows according. 35 "jspaeth@cityofutica.com" (4073998336) 00:07:56.299 --> 00:08:27.989 To your schedule. We are hopeful, we believe that. And I've been doing business with visions for 20 years. We've never not closed closed the deal that we went under contract for. We're not ones to ask for a lot of extensions, but this deal is different than typically doing a simple closing with, you know, two parties that are not governmental, you know, requirements involved in it. And you have put a deposit down too. Oh, we've put deposits down. We've agreed, I mean throughout this time, we've agreed to an extra hundred thousand dollars to pay your consultants. 36 "jspaeth@cityofutica.com" (4073998336) 00:08:27.989 --> 00:08:47.009 The half a million plus everything that we're, we're all in that same boat and nobody wants to be in that boat. That's not clear. I mean Andy Patel is not a foot dragger either. I mean I've worked for him for 20 years and, you know, he's not dragging his feet. I can't speak to any of these other class, but I can tell you. 37 "jspaeth@cityofutica.com" (4073998336) 00:08:47.009 --> 00:09:07.009 Just in terms of the attorney's fees that's been accrued by visions in this project, you know, they're invested in it. So, I mean nobody's dragging their feet, nobody's looking to screw around or anything else. And quite frankly, I don't think any of us here felt that way. I just think that we approved the the extension, and all we want. 38 "jspaeth@cityofutica.com" (4073998336) 00:09:07.009 --> 00:09:28.619 You know what I mean? It's just explain to us, we all want to move this forward. We don't want it to go any other backwards, but I mean I think it's our duty as a board to ask questions too. We're not offended by the question. Not at all. We're glad to answer, you know, the except we can any questions that you have about where we standards. 39 "jspaeth@cityofutica.com" (4073998336) 00:09:28.619 --> 00:09:51.039 So for those for those due diligence factors that remain within the confines of the ldc's responsibility, where do we stand with regards to, to those items because obviously those items could play a role in in in delays moving forward. 40 "Bob" (2349391360) 00:09:51.039 --> 00:10:20.659 Yeah, do you want to go? Yeah, I'll talk about that. So the standstill agreement, as folks may remember, Bob, you weren't on the board then, but there is an agreement with vision with Canals group that impacts the land that visions currently owns upon which it's was initially gonna build its 1st hotel project and that project is getting merged into this project. There's an agreement that Canal Corp is standing down from its right of reverse. 41 "Bob" (2349391360) 00:10:20.659 --> 00:10:51.559 In the event there's a default or a delay in construction. That agreement is being amended and restated to pick up the additional real property and to cover the, the, the new project now as you're familiar with it. So we're asking Canal Corp to agree that the the new project as proposed is a, is a permissible project, which it is. And then we're asking the Canal Corp to accept the time frames that you, you all are familiar with. 42 "Bob" (2349391360) 00:10:51.559 --> 00:11:16.669 With respect to commencing and completing construction. It also builds in a liquidated damages concept in the event, the project mrs. the timelines about the Canal Corp and this corporation don't necessarily want to pull on the reverter. There's a, there's their ability to collect liquidated damages. We need canal. 43 "Bob" (2349391360) 00:11:16.669 --> 00:11:39.259 Corp and the harbor, Patel's group to sign that agreement as it's amended and restated. That's being circulated and we did confirm with Canal Corp they have it and they're, they're looking at it and and you know Rob Rob has it as well and you know, we look forward to working with Rob on his comments. Yeah, and and just to add to that, the council for Canal Corp is a. 44 "Bob" (2349391360) 00:11:39.259 --> 00:11:49.049 Same attorney we were dealing with the 1st time around with new parcels, so she is familiar with the agreement and she is familiar with how it worked out last time. 45 "jspaeth@cityofutica.com" (4073998336) 00:11:49.049 --> 00:12:06.272 We all know I'm dealing with state agency, so how how how long do you based upon your dialogue and and previous experience on the original standstill, how long do you feel it's gonna take reasonably to secure their sign off on the standstill? 46 "Bob" (2349391360) 00:12:06.272 --> 00:12:26.009 Well, I think we'll know more, what did she say this week? Next, next month, next week. Yeah, Canal Corporate attorney committed to getting back to us by next week and we will we will ask her that question, you know, what, what's the timing to get can approval to execute this amendment? You know, on one hand it's it's real, it's. 47 "Bob" (2349391360) 00:12:26.009 --> 00:12:42.150 They've seen this already. The 1st time we went through it, it took time because they were grappling with the concept. As a practical matter, Canal Corp does not want to revert on this land, right? They, so, but we do need them to sign this amendment. So we'll we that's one of. 48 "jspaeth@cityofutica.com" (4073998336) 00:12:42.150 --> 00:13:01.897 One of our 1st question will be asking them. Okay. Thank you. Are there any other outstanding issues that potentially create any further delays that are our responsibility to to create or or generate? 49 "Bob" (2349391360) 00:13:01.897 --> 00:13:15.392 In terms of our, our, the ldc's responsibility, we have the responsibility to secure the environmental easement that's been done. The searches, the judgment lean, bankruptcy searches were deli. 50 "jspaeth@cityofutica.com" (4073998336) 00:13:15.392 --> 00:13:16.429 Delivered. 51 "Bob" (2349391360) 00:13:16.429 --> 00:13:23.549 Rob sent around a 1st draft of the Easement agreement which involves. 52 "Bob" (2349391360) 00:13:23.549 --> 00:13:44.817 Patel's group, the LDC and also the city. So Rob, thank you today. You sent back another draft that has been circulated to corporation council with the city and we expect to talk to her next week. So I think we'll move quickly on, on how that agreement is reviewed. 53 "jspaeth@cityofutica.com" (4073998336) 00:13:44.817 --> 00:13:47.449 There's NO further action required. 54 "Bob" (2349391360) 00:13:47.449 --> 00:13:49.431 Right we authorized you. 55 "jspaeth@cityofutica.com" (4073998336) 00:13:49.431 --> 00:14:05.039 To execute the extension subject to us having this meeting. Well I have a question on I on your thing. It says purchaser's approval of letter of resolution dated July 1920 18. It's been pending for seven years. 56 "jspaeth@cityofutica.com" (4073998336) 00:14:05.039 --> 00:14:25.039 Or is that just a mission? No, that's that's the date of the letter. So why is that it's pending, what do you mean by pending though? It hasn't been approved by you? No, that's that's a piece that's been with our bank council or is with our bank council, so the diligence materials that pertain to this and there. 57 "jspaeth@cityofutica.com" (4073998336) 00:14:25.039 --> 00:14:41.909 So you don't foresee that to be a problem. Maybe seven years a long time to approve the letter again. So that's the date of the letter, not the data that they got it. 58 "jspaeth@cityofutica.com" (4073998336) 00:14:41.909 --> 00:15:00.659 Right. Okay. All right. That's better. That now makes more sense. Okay, I'm good time. Assuming we get these cleared up where it goes, you know, our side, I mean if let's say the canal holds itself, does that hold you up? 59 "jspaeth@cityofutica.com" (4073998336) 00:15:00.659 --> 00:15:17.459 The piece is critical I mean, we can't close it until that gets resolved and that's not our but that's Yeah, NO NO, I know, ok. Just looking to make sure we're all kind of coming together at the same time so we can put some pressure on it. 60 "jspaeth@cityofutica.com" (4073998336) 00:15:17.459 --> 00:15:34.349 Can Outcourt tell them you're the ones wholed to set up at your phone. And that's where our struggle is now if we have to commit another hundred thousand dollars to architects and engineers to go forward to get our site plan approval, Andy has to gamble on that. 61 "jspaeth@cityofutica.com" (4073998336) 00:15:34.349 --> 00:15:52.439 Because we really are not sure that we have everything we need. We're trying to convince him to take that next step. We had heading the pilot was more of a concern than committing to the next step because without us knowing where the school district stood. 62 "jspaeth@cityofutica.com" (4073998336) 00:15:52.439 --> 00:16:11.473 And we were fully expecting the school district to to show up yesterday since they had sent the letter saying that they were snow day and they had a board meeting and they did not. Yeah, there was a board meeting last night that they can't. Tomorrow. 63 "Romano" (1786953216) 00:16:11.473 --> 00:16:33.656 Hey, hey Dominic, Dominic. I think it's really important to convince Sandy to move forward. I mean the you know what you got now is a very conceptual drawing. I mean, it's 5 % com you know, I mean you gotta get the drawing set to 30 % or something to be, you know, that's where you need to be for planning board. 64 "jspaeth@cityofutica.com" (4073998336) 00:16:33.656 --> 00:17:06.115 And I met with Brian yesterday because what I'm trying to do is work both sides of that. Brian explained to Andy that we need to get that next step and I think getting that public hearing completed yesterday gives me some room to talk further with him. Okay. Also, we talked about what we can do with the planning board to at least get a conditional approval that expedited as best we can. We're all for getting it done quickly Paul. I, I wouldn't argue with you, something Andy and I disagree on, but he's the boss. 65 "Romano" (1786953216) 00:17:06.115 --> 00:17:26.293 Yeah, and anything I can do to help convince him, you know, and I I and by the way I reached out to Brian Bushard. There's a lot of coordination things. There's things you I thought he would ask us about to coordinate, you know, as he advances the drawings, yeah, I I I don't, I don't get, he doesn't get back to me on any of that, so I don't I don't know. 66 "jspaeth@cityofutica.com" (4073998336) 00:17:26.293 --> 00:17:34.828 He's been instructed that they're not to charge another dollar until we have a pilot agreement. So he's not, that's probably why he's not getting back to you. 67 "Romano" (1786953216) 00:17:34.828 --> 00:17:39.777 Okay. Well, anything I can do to help me. 68 "jspaeth@cityofutica.com" (4073998336) 00:17:39.777 --> 00:18:13.159 It took us two weeks just to work out the final details of the draft of that pilot agreement. We were not in agreement until a week ago. And we finally all got it done and it was by Andy agreeing to pay a half a million more, but we got it done. So my question to Bob is would it behoove us to have mr. Helpman on a call with the Canal Corporation so that he can understand the dynamics of where they stand and maybe generate a level of confidence as it pertains. 69 "jspaeth@cityofutica.com" (4073998336) 00:18:13.159 --> 00:18:31.019 It's to that that the execution of that stance still is not is in the works and enough, that firewall. 70 "Bob" (2349391360) 00:18:31.019 --> 00:18:47.759 Yeah, we'll we'll know more next week when we talk to Canal Corp's attorney, we will emphasize you know the need to hurry up on this and we will for sure include Rob or or anyone else. 71 "Bob" (2349391360) 00:18:47.759 --> 00:19:15.170 If we need to, if that will facilitate the speed of which the Canal Corp reviews, and we'll also like we have in the past ask the mayor and and and Vin and and and folks to use connections to help the Canal Corps pay better attention, you know, if we feel we need it. But but absolutely this is a lift that's more than I can, I can't push the rock uphill. If I think we need help, you know, Vin will be the 1st to know. 72 "jspaeth@cityofutica.com" (4073998336) 00:19:15.170 --> 00:19:35.629 Yeah, but my my it's not really a facilitation question from my standpoint. It's it's generating confidence in terms of allowing mr. Patel to make a decision as to move forward with regards to some of the design focuses. In fact, he knows that can help corporation is just a matter of time and not necessarily the. 73 "jspaeth@cityofutica.com" (4073998336) 00:19:35.629 --> 00:19:53.314 If there's any substance to to their objections, so it's really not a facilitation question. It's just to to try to assure them that the expenditure of additional money is moving forward at this particular juncture maybe worthy of consideration. 74 "Bob" (2349391360) 00:19:53.314 --> 00:20:04.892 Yeah, well, understood. We don't we'll be communicating in real time with Rob if there's subset of issues, procedural issues and and we'll be working hands in hand Bob. 75 "jspaeth@cityofutica.com" (4073998336) 00:20:04.892 --> 00:20:13.220 Thank you so know on the getting him on the phone, is that what that means. 76 "Bob" (2349391360) 00:20:13.220 --> 00:20:19.877 No, I I get him on the phone if we think we need them, but yeah, anything to get it done, Dominic, yeah. 77 "jspaeth@cityofutica.com" (4073998336) 00:20:19.877 --> 00:20:40.049 No, that wasn't, but that was Bob. That was actually all the Italians below everybody all the Italians well stated and Jack and and. 78 "jspaeth@cityofutica.com" (4073998336) 00:20:40.049 --> 00:21:00.049 We're afraid not to. I'm good from I'm good from an obstructionist standpoint, so I'm ok. Rp's the only one who uses that word, by the way. Rp's the only one that uses that. Oh I didn't get it from I'm a big. 79 "jspaeth@cityofutica.com" (4073998336) 00:21:00.049 --> 00:21:13.253 Believer in that in that term, so hear him say that. Anybody else got questions? Sure. 80 "Bob" (2349391360) 00:21:13.253 --> 00:21:43.303 Well, just to read it mr. chairman, just to read into the record so we get it right, I would I would suggest the motion B and Allison, you can, you can get it down again. It's to ratify and confirm the execution of the 3rd amendment to purchase and sale agreement, extending purchaser's feasibility period, that it shall commence on the effective date and end on April 12025. 81 "jspaeth@cityofutica.com" (4073998336) 00:21:43.303 --> 00:21:51.715 Okay. So all papers. 82 "Allison Damiano-DeTraglia" (1632975104) 00:21:51.715 --> 00:21:55.168 I'm sorry just so if you could confirm who was the 1st in the. 83 "jspaeth@cityofutica.com" (4073998336) 00:21:55.168 --> 00:21:57.793 Made the motional. 84 "Allison Damiano-DeTraglia" (1632975104) 00:21:57.793 --> 00:22:00.951 When Phil again. All right, thank you. 85 "jspaeth@cityofutica.com" (4073998336) 00:22:00.951 --> 00:22:28.457 Just let me know. I appreciate Hopefully we won't need it. Where's my tour falls? Yeah alright ok for the idea, but I don't think Sounds good. Thank you. Thank you guys. 86 "Alicia" (3142858496) 00:22:28.457 --> 00:22:33.218 Thank you. Yeah. 87 "jspaeth@cityofutica.com" (4073998336) 00:22:33.218 --> 00:22:40.934 Alright, any old business? You got anything we need to talk about? Yeah. 88 "Lisa Nagle, EDR" (30816256) 00:22:40.934 --> 00:22:45.855 Now we just wanted to cover that grant. 89 "Lisa Nagle, EDR" (30816256) 00:22:46.535 --> 00:22:54.533 What's that? And oh we do we are confirmed for the 19 February meeting to have Rob Ashcom in, and maybe. 90 "Romano" (1786953216) 00:22:54.533 --> 00:22:59.527 I think, yeah, yeah. I think they both the great salads a little bit. 91 "jspaeth@cityofutica.com" (4073998336) 00:22:59.527 --> 00:23:01.275 Yeah. 92 "Romano" (1786953216) 00:23:01.275 --> 00:23:14.290 Good. No, he was just, he just was wanting to understand better why he was being called in, that's all. But I think I've forwarded the meeting invite to both and I think Rob for sure, and I'm pretty sure sales. 93 "jspaeth@cityofutica.com" (4073998336) 00:23:14.290 --> 00:23:25.148 Okay, yeah. Al called me. I haven't had a chance to call back, but I will I will yeah ok if nothing else, we'll see everybody on the 19th of. 94 "Allison Damiano-DeTraglia" (1632975104) 00:23:25.148 --> 00:23:26.587 Okay. 95 "jspaeth@cityofutica.com" (4073998336) 00:23:26.587 --> 00:23:29.850 Okay, so move back again well again. 96 "Allison Damiano-DeTraglia" (1632975104) 00:23:29.850 --> 00:23:31.871 Are. 97 "Lisa Nagle, EDR" (30816256) 00:23:31.871 --> 00:23:35.087 Right. Okay. 98 "jspaeth@cityofutica.com" (4073998336) 00:23:35.087 --> 00:23:39.876 Thank you, everyone.