AGREEMENT AMONG THE WEBSTER ECONOMIC DEVELOPMENT ALLIANCE, THE TOWN OF WEBSTER, AND THE VILLAGE OF WEBSTER, CONCERNING THE ADMINISTRATION OF THE $9.8 MILLION FAST NY GRANT AWARDED BY THE NEW YORK EMPIRE STATE DEVELOPMENT CORPORATION.
WHEREAS, the State of New York, through the Empire State Development Corporation (“ESD”) has awarded the Webster Economic Development Alliance (““WEDA”) a $9,828,800 grant under Track C of its Focused Attraction of Shovel-Ready Tracts (FAST NY) Grant Program; and
WHEREAS, the purpose of the grant is to:
a. improve Orchard Street, Panama Road, and Mitcheldean Drive and construct a multimodal connection path or trail on the westem side of Phillips Road from Chiyoda Drive to the trail along NY Route 104, all within the Village of Webster (“the Village”);
b. extend Chiyoda Drive from its current terminus to NY Route 250 and extend Boutter Industrial Parkway from its current terminus to Salt Road, all located within the Town of Webster (“the Town’);
c. provide electrical engineering master planning for future or eventual electric power upgrades to the Xerox campus;
WHEREAS, the grant application requires a local match of at least ten percent (10%) of the total project cost, which will be satisfied by the $7,008,588 in improvements the Town has already made to its sanitary sewer system;
WHEREAS, certain expenses under the grant will be reimbursable, but grant administration fees will not be reimbursable;
WHEREAS, to implement the grant it is necessary that WEDA, the Town, and the Village enter into a development agreement to allow WEDA to administer the grant on behalf of the Town and the Village, which agreement must be approved by ESD;
NOW THEREFORE, in consideration of the mutual promises and covenants made herein, it is agreed as follows.
|. The Village is responsible for the up-front financing of the cost of the design, engineering, and construction of all improvements located, or to be located, within the Village boundaries, which include the milling and paving of Orchard Street, Panama Road, and Mitcheldean Drive and the construction of a multimodal connection path or trail along the westem side of Phillips Road from Chiyoda Drive to the trail along NY Route 104. The estimated cost of these improvements is $3,879,600, which will be rermbursable under the grant.
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The Town is responsible for the up-front financing of the cost of the design, engineering, and construction of all improvements located within the Town outside of the Village which include the extension of Chiyoda Drive from its
current terminus to NY Route 250 and the extension of Boulter Industrial Parkway from its current terminus to Salt Road. The estimated cost of these improvements is $5,449,000, which will be reimbursable under the grant.
Both the Town and the Village are responsible for the up-front financing of the cost to deliver an electrical engineering master plan for future electrical power upgrades to the entire Xerox campus. The estimated cost for this master plan is $500,000.
WEDA will engage a qualifted firm or firms to complete all work elements funded by the grant. Town and Village representatives will be included on the review committees for all procurement processes associated with the grant. Contracts will be held by WEDA, with Town and Village specified as beneficiaries of the grant. Costs associated with design work and electrical enginecring master planning will be allocated on a percentage basis, with the Town agreeing to pay 64% and the Village agreeing to pay 36% of the up-front financing of the total cost. Costs associated with construction will be allocated based on the actual costs of the roadway improvements within Town and Village jurisdictions, respectively. All work completed by hired firms will be reimbursable under the grant.
The Town and the Village agree to use the same firm or firms, hired by WEDA, to design the project’s improvements and to produce all documents to comply with the State Environmental Quality Review Act (SEQRA) and State Historic Preservation Office (SHPO) review.
As grant administration costs are not reimbursable under the grant, the Town and the Village shall each be responsible for their owns fees related to the administration of the grant. The Town and Village will each enter into an agreement with Colliers Engineering and Design (CED), who serves as the Interim Executive Director of WEDA, to perform these services. WEDA shall keep track of the time devoted to grant administration for the Town and the Village. CED will invoice each municipality for their respective fees monthly based on the WEDA Executive Director’s hourly rate, which will be specified in CED’s respective agreements with the Town and Village.
WEDA, as part of its grant administration, shall be responsible for complying with all grant reporting requirements, including but not limited to MWBE and EEOC compliance and reporting. The Town and Village will provide WEDA with necessary documentation of costs incurred that are reimbursable by the grant.
This agreement is subject to the terms and conditions of the Master Road Dedication and Land Transfer Agreement previously signed by Xerox, the Town, and the Village.
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This Agrcement contains the complete expression of the agreement between the Parties with respect to the matters addressed herein and there are no promises, representations, or inducements except as herein provided. The terms and provisions of this Agreement may not be modified, supplemented or amended, and no provision hereof shall be waived, except in writing executed by the Parties.
This agreement is only subject to termination for cause,
[fa dispute arises from or relates to this agreement or the breach thereof, and if the dispute cannot be settled through direct discussions, the parties agree to endeavor first to settle the dispute by mediation administered by the American Arbitration Association under its Commercial Mediation Procedures before resorting to arbitration. The parties further agree that any unresolved controversy or claim arising out of or relating to this agreement, or breach thereof, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.
. This agreement shall be governed by and under the laws of the State of New York.
[f a dispute arises between the parties, venue for the resolution of such dispute shall be the County of Monroe, New York.
IN WITNESS WHEREOF, this Agreement has been duly executed by the parties hereto.
Webster Economic Development Alliance
President
Town of Webster
Supervisor Village of Webster
Dam Bynes [4
Mayor
3