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AGREEMENTS\\Escrow Agreement – Montcalm Apartments – Sewer -5-17-2021
RESOLUTION AUTHORIZING ESCROW AGREEMENT BETWEEN
TOWN OF QUEENSBURY AND MONTCALM APARTMENTS, LLC
RELATING TO ESTABLISHMENT OF PUBLIC SEWER
CONNECTION TO SERVE THE MONTCALM APARTMENTS
RESOLUTION NO.: __________________________________________________, 2021
INTRODUCED BY: __________________________________________________
WHO MOVED FOR ITS ADOPTION
SECONDED BY: __________________________________________________
WHEREAS, Montcalm Apartments, LLC (Montcalm Apartments) has offered to pay
for engineering and grant writing services to support establishment of a public sewer
connection to serve the Montcalm Apartments in the Town of Queensbury, and
WHEREAS, the Queensbury Town Board has received and authorized proposals from
The Chazen Companies (Chazen) for such engineering and grant writing services in the
,
amount of Twenty Five Thousand Five Hundred Forty Dollars ($25,540.00), and
WHEREAS, Montcalm Apartments has informed the Town that it has no objection to
,
providing the Town with a Twenty Five Thousand Five Hundred Forty Dollars ($25,540.00)
cash escrow and entering into an Escrow Agreement to ensure completion of and payment for
Chazen’s services, and
WHEREAS, a proposed Escrow Agreement in form drafted by and acceptable to Town
Legal Counsel is presented at this meeting and the Town's Senior Planner has recommended that
the Town Board authorize the Agreement,
NOW, THEREFORE, BE IT
RESOLVED, that the Queensbury Town Board hereby authorizes the Escrow
Agreement with Montcalm Apartments, LLC, contingent upon Montcalm Apartments, LLC
providing the Town with a Twenty Five Thousand Five Hundred Forty Dollars ($25,540.00)
cash escrow and entering into the Escrow Agreement, and
BE IT FURTHER,
RESOLVED, that the Town Board further authorizes and directs the Town Supervisor
to execute the Escrow Agreement substantially in the form presented at this meeting as well
as any other needed documentation and the Town Supervisor, Town Senior Planner and/or Town
Budget Officer to take such other and further actions necessary to effectuate the terms of this
Resolution.
th
Duly adopted this 17 day of May, 2021, by the following vote:
AYES :
NOES :
ABSENT:
ESCROW AGREEMENT
AGREEMENT, made as of the day of May, 2021, between the TOWN OF
QUEENSBURY, County of Warren, State of New York (hereinafter referred to as the
"TOWN,") a municipal corporation having its principal place of business at 742 Bay Road,
Queensbury, New York 12804 and MONTCALM APARTMENTS, LLC., having their
principal business address at 220 Burke Drive, Queensbury, New York 12804 (hereinafter
referred to as "Montcalm Apartments").
WITNESSETH:
WHEREAS, the Town is working with MONTCALM APARTMENTS to establish a
public sewer connection that will involve a force main break running through personal property
and under a major highway, requiring engineering and Community Development Block Grant
writing services, contingent upon Montcalm Apartments providing the TOWN with a cash
escrow in the amount of Twenty Five Thousand Five Hundred Forty Dollars ($25,540.00) for
engineering and grant writing services, and
WHEREAS, the TOWN and MONTCALM APARTMENTS wish to enter into an
Escrow Agreement to provide for escrow funds, and
WHEREAS, MONTCALM APARTMENTS agrees to pay for the engineering and grant
writing in the manner set forth in this Agreement,
NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL PROMISES AND
COVENANTS HEREIN CONTAINED, AND FOR OTHER GOOD AND VALUABLE
CONSIDERATION, THE PARTIES AGREE AS FOLLOWS:
1. MONTCALM APARTMENTS agrees to reimburse the TOWN for the cost of the
engineering and grant writing services necessary to complete the public sewer connection needed
at the Montcalm Apartments.
2. For the purpose of such reimbursement, MONTCALM APARTMENTS shall deliver an
initial amount of Twenty Five Thousand Five Hundred Forty Dollars ($25,540.00) to.the Town
Budget Officer as Escrow Agent to be held in escrow in a non-interest bearing Town account
("Escrow Account") with the Town of Queensbury having sole signatory authority on the
account.
3. The Escrow Agent shall release monies in the escrow account in accordance with the
following procedure:
A. Upon receipt by the Town of Queensbury, of invoices for professional work
described above, the Town of Queensbury will pay these invoices, within the
required time, through the use of the funds placed in escrow pursuant to this
Agreement.
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B. If the professional services contemplated by this Agreement are not fully provided
or if there is money remaining in the Escrow Account after services are complete,
the TOWN shall, after reimbursing the entity providing professional services for
the services provided, return the balance of the Escrow Account to MONTCALM
APARTMENTS.
4. The terms and conditions set forth in paragraph 3 set forth all duties and responsibilities
of the Escrow Agent in connection with the release of funds from the Escrow Account and in the
event that the Escrow Agent complies with the terms of paragraph 3, the Escrow Agent's duties
and responsibilities under this Agreement shall be deemed complete.
5. Any funds remaining in the escrow account upon termination of this Agreement shall be
returned within thirty (30) days of such termination by the Escrow Agent to MONTCALM
APARTMENTS.
6. The terms of this Agreement shall not create any right in any person, firm, corporation, or
entity other than the parties of this Agreement and their respective successors and permitted
assigns and no third party shall have the right to enforce or benefit from these terms.
7. It is agreed by the parties to this Agreement that no representations are made by the
TOWN that completion of the grant writing services will be equal to or cost less than Twenty
Five Thousand Five Hundred Forty Dollars ($25,540.00). In the event that the cost of these
services is over Twenty Five Thousand Five Hundred Forty Dollars ($25,540.00) or the
engineering and/or grant writing services are unacceptable to the TOWN, the TOWN and
Escrow Agent shall bear no responsibility or liability.
8. This Agreement contains the full understandings of the parties. If any clause or paragraph
in this Agreement is declared illegal or unenforceable by a Court of Law then the remainder of
the Agreement shall be read as if such illegal or unenforceable clause or paragraph has been
omitted.
TOWN OF QUEENSBURY MONTCALM APARTMENTS,
LLC.
By: BY:
JOHN F. STROUGH,III PHILIP M. CURRIERE
TOWN SUPERVISOR INTERIM PRESIDENT
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