REQUEST FOR PROPOSALS

New York City Economic Development Corporation

Kingsbridge Armory
Release Date: Thursday, January 12, 2012 Submission Date: Thursday, March 22, 2012

TABLE OF CONTENTS INTRODUCTION/OBJECTIVE ................................................................................................ 2 SITE DESCRIPTION AND HISTORY ..................................................................................... 5 SITE CONTEXT........................................................................................................................... 6 DEVELOPMENT CONTROLS .................................................................................................. 9 PROPOSAL REQUIREMENTS ............................................................................................... 10 A. B. C. D. E. F. G. J. K. L. M. PURCHASE PRICE/GROUND LEASE PAYMENTS................................................................10 PROJECT DESCRIPTION ....................................................................................................10 FINANCIAL INFORMATION ...............................................................................................11 RESPONDENT DESCRIPTION ............................................................................................11 SITE PLAN AND ARCHITECTURAL DESIGN ......................................................................12 GREEN BUILDING/SUSTAINABLE DESIGN .......................................................................12 ZONING CALCULATION ...................................................................................................13 M/WBE PLAN ................................................................................................................13 HIRENYC & HIRING PLAN .............................................................................................14 LOCAL LAW 34 ...............................................................................................................14 STATEMENT OF AGREEMENT ..........................................................................................14

SELECTION CRITERIA .......................................................................................................... 14 DEVELOPER DUE DILIGENCE ............................................................................................ 15 DISPOSITION PROCESS ......................................................................................................... 16 INFORMATIONAL MEETING/SITE VISIT......................................................................... 17 SUBMISSIONS ........................................................................................................................... 18 CONDITIONS, TERMS AND LIMITATIONS ...................................................................... 18 FURTHER INFORMATION .................................................................................................... 18 APPENDIX 1: ANTICIPATED PROJECT TIMELINE ....................................................... 19 APPENDIX 2: EDC BACKGROUND INVESTIGATION FORM ...................................... 20 APPENDIX 3: DOING BUSINESS DATA FORM ................................................................ 30 APPENDIX 4: CONDITIONS, TERMS AND LIMITATIONS ............................................ 34 APPENDIX 5: ADMINISTRATIVE FEE SCHEDULE ......................................................... 37 APPENDIX 6: CEQR/ULURP DESCRIPTION AND FEE SCHEDULE ............................ 38 APPENDIX 7: ECONOMIC DEVELOPMENT BENEFITS ................................................ 44 APPENDIX 8: HIRENYC.......................................................................................................... 46 APPENDIX 9: GREEN BUILDING INFORMATION .......................................................... 51 APPENDIX 10: STATEMENT OF AGREEMENT................................................................ 53

INTRODUCTION/OBJECTIVE
Introduction New York City Economic Development Corporation (NYCEDC) is seeking proposals for the redevelopment of the Kingsbridge Armory building (the Armory), located at 29 West Kingsbridge Road in the Bronx (Block 3247, Lot 10 and part of Lot 2, on the tax map of the Bronx the Site) through either a purchase or long-term lease. The Armory presents one of New York Citys most unique and exciting opportunities; the selected developer will be responsible for the redevelopment and reactivation of one of the largest and most architecturally significant buildings in the Bronx. The Site is an approximately 575,000 square foot landmarked building. The Armory boasts an ornate, 35,000 square foot head-house which provides a grand entryway to the buildings centerpiece, a 180,000 square foot, column-free drill hall. The open design of the drill hall and its 110 foot high ceilings allow for a tremendous number of potential uses that might be infeasible in more traditional building designs. Two sublevels, one in excess of 100,000 square feet, the other more than 200,000 square feet, are located below the drill hall.

Aerial view of Kingsbridge Armory

The Armory is also centrally located near important retail and educational hubs. Fordham Road is one of the busiest retail corridors in the Bronx, and Education Mile home of Walton High School, DeWitt Clinton High School, the Bronx High School of Science, and Lehman College is located just north of the Site. The diversity of the surrounding neighborhood, with its mix of retail, residential and educational uses, presents a ready market for any number of redevelopment proposals. Objective Redevelopment and reactivation of the Site is a high priority for New York City (City) and for the local community. The goals (the Goals) of the RFP are as follows: Promote economic growth in Kingsbridge by providing a dynamic use or mix of uses that will anchor the Kingsbridge Heights community and create an exciting destination for people throughout the Bronx and the City; Restore and preserve the Armory's historic faade; Optimize the use of public transit infrastructure to minimize local traffic impacts; Provide a source of quality jobs for area residents; and Incorporate principles of sustainable design.

Each party submitting a proposal in response to this Request for Proposals (RFP) is referred to herein as a Respondent and the Respondent that is ultimately selected for the project through this RFP is referred to herein as the Selected Developer. Respondents should note that this RFP is a new solicitation that differs from the Armory RFP released in 2006. NYCEDC will work closely with the Selected Developer to expedite negotiation, contract/lease signing and closing so that the Armory can be returned to productive use.

Figure 1 Site Location

SITE DESCRIPTION AND HISTORY

Proposals should include plans for redevelopment of the Site as shown in Figure 1. The Site is bounded to the south by West Kingsbridge Road, to the east by Jerome Avenue and the No. 4 elevated train, and to the west by Reservoir Avenue. To the north, the Site is bounded by two non-landmarked auxiliary buildings occupied by the National Guard (the National Guard Site). West 195th Street is located north of the National Guard Site. Reputedly the largest armory in the world, Kingsbridge Armory contains 575,000 square feet of floor area, the heart of which is an 180,000 square foot drill floor. The main drill floor measures 300 feet by 600 feet more than a full New York City block and is spanned freely by pairs of vaulted steel trusses that rise 110 feet above the drill hall floor. Beneath the drill floor, a 105,000 square foot basement level and a 207,000 square foot sub-basement formerly housed offices, a garage, rifle and pistol ranges, a dining room, a gymnasium, and an auditorium. In addition, on the Armorys south faade is a 35,000 square foot head-house, the central feature of which is a double-height entrance foyer with a vaulted ceiling. Built between 1912 and 1917, the Armory was designed by the architecture firm of Pilcher and Tachau and was originally the home of the 258th Field Artillery. A federal, state, and city landmark, it is an outstanding example of military architecture and gives the appearance of a fortress, boasting massive Romanesque arches, vaulted ceilings, decorative brick and terra cotta, and large battlement towers. In the first half of the twentieth century, the Armory was used for military parades and exercises. It has also been used as a site for major exhibitions, bike races, rodeos, motorboat shows and as a set for movies, televisions and commercials. The Armory has not been used for military purposes since 1993. In 2003, EDC completed a $30 million program of capital improvements to the Armory. This work included: 1. Restoration of the building's exterior systems to prevent further deterioration, including: Abatement of the asbestos roofing materials as part of the complete demolition and replacement of the existing 220,000 square foot roof system; Removal of the 1,200 linear feet of fiberglass panel windows over the open drill floor area and replacement with painted aluminum windows; Reconstruction of the 3,600 linear feet of existing gutters and installation of new gutter drains; and Removal of the east and west faade metal panels and wood sheathing system and replacement with new copper panels set on an insulated framing system. 2. Lead abatement and repainting of the steel trusses and roof framing system comprised of over half a million square feet of surface area. 3. Restoration of the building's architectural faade, which included repairing stress relief cracks, repointing the mortar joints, repairing the coping stones, replacing caulked joints and providing new thermal expansion joints.

Photos of Drill Floor and South Faade

SITE CONTEXT
The Site is located in the Kingsbridge Heights neighborhood in Bronx Community Board 7 and City Council District 14. As shown in Figure 2, land uses in the vicinity of the Site include a mix of varying densities of residential, including many one- and two-family houses, commercial, retail, open space and educational uses. Kingsbridge Road serves as the primary neighborhood retail corridor in the immediate area. A number of notable educational, recreational, and major health institutions are in close proximity to the Site. Immediately north of the Site is Education Mile, where several elementary schools, Walton High School, DeWitt Clinton High School, the Bronx High School of Science and Lehman College account for a combined daily attendance of well over 20,000 students. Three blocks west of the Site, on Kingsbridge Road, is the U.S. Veterans Hospital. In addition, Montefiore Medical Center and North Central Bronx Hospital complex, both located nearby, are major employers in the Bronx.

Figure 2 Land Use

Lehman College (CUNY)

Education Mile

Kingsbridge Armory

St. James Park

The Site is easily accessible by transit, as shown below. The No. 4 train stops immediately adjacent to the Armory at the Kingsbridge Road station. The B and D trains stop nearby at the Kingsbridge Road station, and New York City Transit bus lines 1, 2, 3, 9, 22, 28, 32, and 34 all

stop close to the Armory. The Site is also convenient to several major roads, including the Major Deegan Expressway, the Grand Concourse and the Bronx River Parkway. Figure 3 Transportation

DEVELOPMENT CONTROLS
Zoning and Land Use Guidelines Redevelopment of the Armory should strike a balance between addressing the needs of the local community and creating a destination for people from beyond the immediate vicinity. The Armory should be activated during the day and evening hours, and should attract a diverse clientele, including users from different age groups, ethnic and cultural backgrounds and income levels. Redevelopment plans should exhibit strong interior design that creates a clear sense of place and sense of flow through the facility. Respondents must describe how the proposed uses and design address these issues. The Site is currently located in an R6 zoning district, which allows primarily for medium-density housing. However, residential use is not permitted. Additionally, because of the Armorys design and landmark status, limited natural light reaches the drill floor. Any proposed development will require a rezoning to accommodate new uses. Respondents must propose an appropriate zoning district for the redevelopment and include a full zoning analysis as part of their response (for additional information on rezoning, please see the Disposition Process section of the RFP). Appropriate uses can include commercial, retail, entertainment, recreation space and community facilities, all of which are encouraged. Proposed commercial and retail uses must expand and enhance the current mix of retail offerings in the area, and endeavor to not duplicate or directly compete with the existing retail uses. Suburban models of big-box stores are discouraged, due to their significant impacts on traffic and vehicular circulation. National Guard Relocation Currently, two National Guard divisions Battery B of the 258th Field Artillery and the 145th Maintenance Company are housed in the auxiliary buildings on the National Guard Site. Any decision to relocate the National Guard units will be made by the State. NYCEDC is currently not aware of any plans to demolish the buildings or to relocate the National Guard. Design Guidelines Green Building/Sustainable Design NYCEDC supports green building and sustainable design, and seeks proposals that enhance the energy-efficiency of buildings, use fewer raw materials, make the best of natural light where appropriate, improve the indoor air quality, and decrease the total impact on the natural and human environment. The goal of green building also referred to as sustainable design is to reduce the negative impact buildings have on the health of the environment and communities as well as create a healthy indoor environment for occupants through integrated design, best practices and emerging technologies. While green development certainly conveys benefits to the natural and built environment, it is also proven to reduce long term operating costs through increased energy efficiency.

The Selected Developer of the Armory will be encouraged to seek a LEED rating of Silver or better from the US Green Building Council. Please refer to Proposal Requirements Section F for more information on this RFP guideline. Public Open Space The open space on the Site must be landscaped and fully accessible to the public. Public amenities such as kiosks and benches are permitted within the open space. Landmark Designation The Armory was designated as a City and national landmark in 1974, and was placed on both the New York State and National Register of Historic Places in 1982. Any redevelopment must therefore restore and preserve the Armory's historic facade. The Selected Developer will be responsible for obtaining approvals for the proposed reuse plan by the New York City Landmarks Preservation Commission. Redevelopment plans may also qualify for rehabilitation tax credits. More information is available in Appendix 7. Transit Successful proposals will capitalize on the Sites excellent transit connections to minimize vehicular traffic and public health impacts on the local community. Respondents should encourage, through the proposed tenant mix, site plan and other aspects of the proposal, the use of alternate forms of transit walking, biking, and bus and subway transit to access the Site. Parking Parking, if any, should be accommodated in the basement of the Armory. Respondents should include accessory parking only, based on the requirements set forth in the proposed rezoning district of the Site.

PROPOSAL REQUIREMENTS
In order to be deemed competitive, each proposal must contain the following elements:
A. Purchase Price/Ground Lease Payments

The purchase price or ground lease payment structure must be expressed in a fixed, noncontingent dollar amount. Offers must be confirmed by appraisal, and the final purchase price/rent schedule will be the higher of the Selected Developers offer and the appraised value. If the Site is disposed of pursuant to a sale, the Selected Developer shall pay the purchase price in full at closing. The appraised value will be determined through an independent appraisal commissioned by NYCEDC and paid for by the Selected Developer. Respondents financial offer for the Site should assume that it will be disposed of in as-is condition.
B. Project Description

The project description should be a detailed narrative describing relevant aspects of the project, including type and size of development, proposed uses, type and number of

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commercial tenants (or subtenants in the case of a ground lease), and a list of potential tenants for the proposed project along with letters of interest and/or intent from proposed tenants. The project description must address each of the issues detailed in the Development Controls section of this RFP. Employment generation projections (direct and indirect, construction and permanent jobs) must also be supplied. Any phased development assumptions should be clearly noted, with an associated timeline included.
C. Financial Information

Please submit the following: Pro forma cash flows, in hard copy and in Excel format on computer disk, for the development, lease-up, and project operation periods, including details of any as-ofright or discretionary real estate tax, other tax, energy, or other governmental benefits assumed in the model. NOTE: Indicate clearly if the proposed project is contingent on the receipt of assumed governmental benefits. The cash flows should include a section outlining all assumptions on which all calculations were based, including assumptions regarding rents and the number of tenants/subtenants, minimum IRRs sought and assumptions relating to exit strategies. The pro forma should include 20 years of operations from stabilization, all necessary capital improvements over time, capital reserves and debt service payments associated with any financing. Excel files should be submitted with formulas included and should not be hard coded. Construction sources and uses of funds, including details of equity and financing sources and a break out of all soft and hard costs and development and financing fees to be paid on the uses side. Please clearly indicate escalation rates to account for any increase in construction costs in your budget or contingencies. Permanent sources and uses of funds, including details of equity and financing sources and all development fees and financing fees to be paid. Letters of interest and/or intent from equity sources and lenders. Market comps, in the form of a detailed listing of at least three properties/projects with similar operations, as back-up for revenue and cost assumptions.

.
D.

Respondent Description

Each Respondent must demonstrate sufficient financial resources and professional ability to develop the Site in a manner consistent with its proposal. In addition, each entity must complete and submit an NYCEDC Background Investigation form, a copy of which is attached as Appendix 2. Each proposal must include a description of the management and/or development team, including: An explanation of the intended form and structure of any proposed partnership or joint venture and a chart/diagram of the purchaser/and or development entity, showing structure (percentages) of ownership and investment. Name, address, telephone number and qualifications of the development team,
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including all persons or entities that will design, develop, manage, operate or lease space in the facility, as well as the lawyer and other professionals, as appropriate, who will be involved in this project. Respondents must provide the Federal EIN number of the development entity and the Social Security numbers of its principals. Background information on all members of the Respondents team, including the relevant experience of all principal members thereof and their availability for commitment to the project. This information must be submitted for every participant in a joint venture. If available, the latest credit report for each of the principals and any relevant business entities and the most recent audited financial statements for the Respondent and each of its principals. Certified net worth statements must be submitted for every participant in a partnership or joint venture. Any additional documentation or information evidencing the strength of the Respondents team and its ability to complete the project.

E.

Site Plan and Architectural Design

Respondents should provide schematic drawings for the proposed development, including site use plans, floor plans, renderings of the building, including interior improvements and a summary of the proposed building program with all square footages identified. Drawings must indicate the graphic scale. Respondents may also provide up to 3 24x36 boards that include a site plan, use plan, and interior rendering. Please indicate the Respondents name ONLY in the lower right-hand corner of the boards. Any phased development assumptions should be clearly noted in the drawings.
F. Green Building/Sustainable Design

The Selected Developer of the Armory will be encouraged to seek a LEED rating of Silver or better from the US Green Building Council. Requirements for this rating can be found at www.usgbc.org. Respondents are required to submit a Green Building Plan including the following components: Narrative describing the proposed projects sustainable design goals and declaration of commitment to incorporate the specific criteria into the overall project design. Using the LEED Scorecard, identify each credit your project will seek to achieve at minimum LEED Silver Certification. Describe the specific steps that will be taken and proposed technologies your project will use to achieve each credit and provide an estimate of the total incremental cost for each LEED category (e.g. Water Efficiency), keeping in mind that many strategies and credits are inter-related. Statement of experience of the applicable members of the team who will develop and implement the specific steps that will be taken to achieve LEED Silver Certification or better. The statement should describe the teams specialized experience in the field of sustainable building design and demonstrate an ability to comprehensively integrate the concept of sustainability into the project through experience with the

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LEED certification system. At least one member of this team must be LEED accredited and have demonstrated experience in constructing and monitoring performance in similar projects. To ensure compliance with the requirement of achieving at minimum LEED Silver Certification, regular progress reports will be required throughout the design, due diligence, and pre-development phases. A list of Green Building resources and contact information can be found in Appendix 9.
G. Zoning Calculation

Respondents must provide a preliminary zoning analysis showing all calculations, including proposed use groups, required and proposed parking, and all required permits and authorizations.
H. Vehicular Access, Parking and Circulation Plan

Respondents are required to include a Vehicular Access and Circulation Plan that includes the following components: Analysis of parking need by use and time of day; Proposed areas for drop-off, car-pooling, or other traffic mitigation measures; and Analysis of vehicular circulation to and around the Site including: o Plans for lot access and management, and o Plans for loading area access.

I.

Construction Schedule

Respondents are required to provide a construction schedule for the proposed project.
J. M/WBE Plan

NYCEDC is dedicated to furthering the participation of minority and women-owned businesses (MWBE) in its work. Respondents must submit a plan to address MWBE participation in the project (the MWBE Utilization Plan). The MWBE Utilization Plan must include at a minimum, but shall not be limited to: Establishment of numerical MWBE contracting utilization goals or targets as set forth in Appendix 8 hereof; Strategies and methods that will facilitate participation by MWBE firms such as carve-outs and/or unbundling bid packages; Identification of MWBE firms seeking construction work on the project; Establishment of administrative procedures for implementation, monitoring and reporting of MWBE participation; and Methods for encouraging local hiring during and post construction.

Businesses that have been certified as being women- or minority-owned by the Port Authority of New York and New Jersey may be eligible to receive expedited certification

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from DSBS after completing the DSBS Expedited Certification Affidavit, which may be obtained by calling DSBS at (212) 513-6311.
K. HireNYC & Hiring Plan

NYCEDC recognizes the importance of creating employment opportunities for lowincome persons, thereby enabling them to participate in the Citys economic growth. To this end, NYCEDC has developed the HireNYC program. Participation in this program requires the selected Developer to make good faith efforts to achieve hiring and workforce development goals and to comply with the other programmatic requirements outlined in Appendix 8. Respondents must detail the anticipated number, type, and wage level of postconstruction jobs to be created at the redeveloped Armory. NYCEDC will view favorably development plans that maximize the number of jobs that meet the Citys living wage and health benefits standards (Living Wage Jobs). The living wage is defined by Local Law 38 of 2002 as $10.00 per hour as of July 1, 2006. In addition, Living Wage Jobs require the employer either to provide health benefits, as defined in Local Law 38, or in the alternative, to provide a supplement to the hourly wage of a value equal to or greater than $1.50 per hour as of July 1, 2003. Respondents must explain how their proposed hiring plan maximizes the number of jobs that meet these criteria.
L. Local Law 34

All entities that are doing or seeking to do business with the City, as well as their principal officers, owners and senior managers, must follow the procedures established in Local Law 34 (LL 34). In order to avoid the actual or appearance of a link between governmental decisions and large campaign contributions, lower municipal campaign contribution limits apply to any person listed in the Doing Business Database. Transactions covered by LL 34 include most contracts, concessions, franchises and grants greater than $5,000, economic development agreements, real property transactions, land use actions and pension investment contracts. Respondents that submit proposals for any of these transactions must complete an agency-supplied Doing Business Data Form before their proposals can be considered or awards can be made. Respondents must complete Appendix 3 and submit an original as part of their proposal.
M. Statement of Agreement

A statement signed by an authorized principal or officer of the Respondent that the Respondent has read this RFP and the Appendices fully and agrees to the terms and conditions set forth in this RFP and in the Appendices. A sample statement is included in Appendix 10.

SELECTION CRITERIA
NYCEDC will use the following criteria as a guideline to review submissions: Economic Impact on / Spending in New York City projected expenditures, including purchase price/lease payments, construction costs and annual operating costs; temporary

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(construction) and permanent on-site employment and payroll; and any applicable New York City taxes such as real property, sales, and personal income taxes, reduced by any as-of-right and discretionary incentives and benefits assumed; Land Use and Design thoughtful and innovative architectural and urban design that responds to the Development Controls listed in the RFP, and the extent to which development potential is maximized in a manner consistent with applicable zoning, environmental, and other regulatory controls; Development Team Qualifications experience, development skills, and financial resources necessary to complete a high-quality project on time and within budget; Financial Feasibility Respondents demonstrated financial condition to complete the project; availability of identifiable funding sources to finance the project; and an economically viable use or uses that generate sufficient revenue to support operating expenses, capital costs and debt service; a clear and justifiable intent to pursue as-of-right or discretionary real estate tax incentives or benefits, which would help make the project more economically feasible. If the Selected Developer decides to pursue discretionary benefits through the New York City Industrial Development Agency (IDA), then the Selected Developer must meet IDA eligibility requirements; Local Hiring strength of the MWBE plan, degree to which Respondent demonstrates a willingness to participate in and provide resources for the HireNYC Plan and extent to which Respondent meets other hiring goals described in HireNYC & Hiring Plan (Proposal Requirement K); Relationship to Surrounding Community pedestrian access, vehicular access and circulation, parking availability, landscaping and other aspects of the developments relationship to the surrounding community; and Green Building Plan performance of the development through the integration of high performance measures and sustainable design practices as proposed in the Respondents Green Building Plan.

DEVELOPER DUE DILIGENCE

It is the Respondents responsibility to conduct due diligence on the Site. Site Information File NYCEDCs Site Information File (the File), contains important information regarding the Site. Respondents are encouraged to review the File prior to submitting a proposal. The File may be purchased for $500 or reviewed in NYCEDCs offices at no charge. To review or purchase the File, please contact Anifia Binns at 212-618-5721 or abinns@nycedc.com. Some of the information included within the Site File was prepared for third parties and obtained by NYCEDC. All material contained in the Site File is for informational purposes only. Respondents are expected to conduct their own due diligence on the Site and should not rely on information provided in the Site File. The Site File contains the following information:

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Interior drawings Phase I and Phase 2 site investigation reports Groundwater investigation report Asbestos report Survey Geotech engineering report Structural conditions assessment

NYCEDC retains all rights to the information provided in the Site File.

DISPOSITION PROCESS
Public Review Process/Environmental Review Disposition of City-owned land is generally subject to the City Charters (197-c and 197-d) Uniform Land Use Review Procedure (ULURP) and dispositions accomplished through NYCEDC are also subject to City Charter Section 384(b)4 for public review of the business terms. In addition, dispositions are subject to City Environmental Quality Review (CEQR) process. As described in Zoning and Land Use Guidelines, it is expected that the Selected Respondents redevelopment proposal will require a Site rezoning. The proposed rezoning will be included in a ULURP review for Site disposition. A NYCEDC staff member will reasonably assist the Selected Developer and its consultants in complying with the applicable ULURP and environmental review procedures for the rezoning and disposition, including preparation of an Environmental Assessment Statement (EAS) and, if necessary, an Environmental Impact Statement (EIS). The Selected Developer will be responsible for the preparation of, and all costs associated with, appropriate ULURP and environmental review documents. A summary of ULURP and CEQR fees is included in Appendix 6. Disposition Process After review of submitted proposals, NYCEDC retains the right to enter into negotiations with one or more Respondents. In the event NYCEDC determines it would be in its best interest to continue negotiations with a select group of Respondents, those Respondents may be asked to submit a markup of a contract of sale (the Contract) or a ground lease (the Lease), if a lease is proposed by the Respondent. NYCEDC will view favorably Contracts or Leases with few, if any, changes. Notwithstanding any other provisions contained in the RFP, NYCEDC and the City shall not be under any obligation to select a Respondent, or to dispose of the Site to a Respondent unless and until a Contract or Lease is fully executed by and among all requisite parties and all approvals required for the disposition have been obtained. In addition, upon Contract or Lease signing, the Selected Developer will be required to pay NYCEDC an Administrative Fee (non-refundable and not credited against the purchase price or any future lease payments). The Administrative Fee will be based on the purchase price or, in the

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case of a lease, the present value of proposed ground lease payments (refer to Appendix 5). At Contract/Lease signing, the Selected Developer will also be required to provide, at minimum, a deposit of 10% of the proposed purchase price or value of ground lease payments (the Deposit). The Deposit will be creditable against the purchase price or future rent payments, but will not be refunded if Selected Developer fails to meet its obligations for Contract closing or Lease commencement, as more fully described below. As conditions precedent to closing, the Selected Developer will be expected to complete its due diligence and other obligations, including: conducting a Phase II site investigation preparing an EAS and/or EIS as required successful completion of the Citys Uniform Land Use Review Process (ULURP) and the City Environmental Qualitative Review (CEQR) successful receipt of approvals, in cooperation with NYCEDC, for the disposition pursuant to City Charter Section 384(b)4. 384(b)4 is a required public review of the business terms. The NYCEDC Board of Directors must also approve the disposition.

All due diligence items and any costs related to satisfaction of conditions precedent must be prepared at the sole cost and expense of the Selected Developer. These expenses are nonrefundable and cannot be used to offset the required down payment on the purchase price or future lease payments. Fees related to the ULURP and CEQR processes will also be at the Developers sole cost and expense. Fee schedules are outlined in Appendix 6. All work product submitted by Respondents shall become the property of NYCEDC upon submission.

INFORMATIONAL MEETING/SITE VISIT

A Site visit and question and answer session to discuss the Site will be held at 1:00 PM on Thursday, February 9, 2012 at the Kingsbridge Armory. Those who wish to attend the informational meeting must contact NYCEDC by emailing KingsbridgeArmoryRFP@nycedc.com or calling 212-312-3551 on or before Thursday, February 2, 2012. Interested parties are strongly encouraged to attend the informational meeting and Site visit. In addition to those questions asked during the Site visit, Respondents may also submit questions and/or request clarifications by emailing KingsbridgeArmoryRFP@nycedc.com. No questions will be accepted after 4:00 PM on Thursday, March 1, 2012. Answers to all questions will be posted by Thursday, March 8, 2012 to www.nycedc.com/RFP. For all questions that do not pertain to the subject matter of this RFP, please contact NYCEDCs Contracts Hotline at 212.312.3969.

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SUBMISSIONS
Five (5) copies of the submission and one (1) electronic version of the submission on disc in searchable .pdf and excel format identified by Kingsbridge Armory RFP Submission on the envelope must be received by NYCEDC by Thursday, March 22, 2012 at 4:00 p.m. Such proposals must be delivered to the following address: New York City Economic Development Corporation 110 William Street, 6th Floor New York, NY 10038 Attn: Maryann Catalano, Senior Vice President, Contracts

CONDITIONS, TERMS AND LIMITATIONS

This RFP and any transaction resulting from this RFP are subject to the conditions, terms and limitations set forth in Appendix 4.

FURTHER INFORMATION
For further information regarding the proposal requirements or the Site, please contact: NYC Economic Development Corporation 110 William Street New York, NY 10038 KingsbridgeArmoryRFP@nycedc.com

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APPENDIX 1: ANTICIPATED PROJECT TIMELINE

RFP Release Site Visit & Informational Meeting Final Questions Due NYCEDC responds to Questions RFP Responses Due Tuesday, January 12, 2012 Thursday, February 9, 2012 Thursday, March 1, 2012 Thursday, March 8, 2012 Thursday, March 22, 2012

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APPENDIX 2: EDC BACKGROUND INVESTIGATION FORM

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APPENDIX 3: DOING BUSINESS DATA FORM

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APPENDIX 4: CONDITIONS, TERMS AND LIMITATIONS

NYCEDC, acting on behalf of the City of New York, is issuing this Request for Proposals (RFP). In addition to those stated elsewhere, this RFP and any transaction resulting from this RFP are subject to the conditions, terms and limitations stated below: A. This Site is to be disposed of in its as is condition and is to be conveyed subject to all applicable title matters. The City and NYCEDC, and their respective officers, employees, and agents, make no representation or warranty and assume no responsibility for the accuracy of the information set forth in this RFP, the physical condition of the Site, the status of title thereto, its suitability for any specific use, the absence of hazardous waste, or any other matter. All due diligence is the responsibility of the Respondent and Respondents are urged to satisfy themselves with respect to the physical condition of the Site, the information contained herein, and all limitations or other arrangements affecting the Site. As stated in the RFP, NYCEDC will make available for review, to any respondent so requesting, the File. Neither NYCEDC nor the City will be responsible for any injury or damage arising out of or occurring during any visit to the Site. The proposed development shall conform to, and be subject to, the provisions of the New York City Zoning Resolution, all other applicable laws, regulations, and ordinances of all Federal, State and City authorities having jurisdiction, and any applicable Urban Renewal Plan, design guidelines or similar development limitations, as all of the foregoing may be amended from time to time. Without limiting the foregoing, closing on a proposed transaction shall be subject to successful completion of the Citys Uniform Land Use Review Procedure (ULURP), if not already completed, completion of the City Environmental Quality Review (CEQR), approval by the applicable Community Board, compliance with Section 384(b)(4) of the New York City Charter, and approval by NYCEDCs Board of Directors. ULURP and CEQR compliance shall be solely at the expense of the Selected Developer. NYCEDC will cooperate with the Selected Developer in obtaining necessary approvals. A Respondent submitting a proposal in response to this RFP may be rejected if it or, if the Respondent is a business entity, any of its principal shareholders, principals, partners or members is determined, in NYCEDCs sole discretion, to be within a category of persons or entities with whom or which the City or NYCEDC will not generally do business or otherwise to be a prohibited person as defined by the City. Respondent and all officers and principals thereof must complete a background questionnaire and shall be subject to investigation by NYCEDC and the Citys Department of Investigation. Any designation may be revoked in NYCEDCs sole discretion in the event any derogatory information is revealed by such investigation. Neither NYCEDC nor the City is obligated to pay and shall not pay any costs incurred by any Respondent at any time unless NYCEDC or the City has expressly agreed to do so in writing.

B.

C.

D.

E.

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F.

NYCEDC invites the participation of real estate brokers acting on behalf of and with the authorization of identified principals, provided that the broker arranges for the payment of its commission or other compensations exclusively by the Selected Developer of the premises. It shall be a condition to the designation of a developer of the project that the Selected Developer agrees to pay any commission or other compensation due to any broker in connection with the development of the premises, and to indemnify and hold harmless NYCEDC and the City from any obligation commission or compensation brought by any broker by reason of the project or the development of the premises. NYCEDC warrants and represents that it has not retained any broker in connection with the proposed sale, lease or development of the Site. Only proposals from principals will be considered responsive. Individuals in representative, agency or consultant status may submit proposals only at the direction of identified principals. This is a Request for Proposals not a Request for Bids. NYCEDC shall be the sole judge of each responses conformance with the requirements of this RFP and of the merits of the individual proposals. NYCEDC reserves the right to waive any conditions or modify any provision of this RFP with respect to one or more applicants, to negotiate with one or more of the applicants with respect to all or any portion of the Site, to require supplemental statements and information from any respondents, to establish additional terms and conditions, to encourage applicants to work together, or to reject any or all responses, if in its judgment it is in the best interest of NYCEDC and the City to do so. If all proposals are rejected, this RFP may be withdrawn and the Site may be retained, and re-offered under the same or different terms and conditions, or disposed of by another method, such as auction or negotiated disposition. In all cases, NYCEDC shall be the sole judge of the acceptability of the proposals. NYCEDC will enforce the submission deadline stated in the RFP. The timing of the conditional selection may differ depending upon the degree to which further information on individual proposals must be obtained or due to other factors that NYCEDC may consider pertinent. Once submitted, all proposals shall become the property of NYCEDC. All terms in this RFP related to the permitted use and bulk of the Site shall be as defined in the New York City Zoning Resolution and any applicable Urban Renewal Plan, design guidelines, or similar development limitations and controls. Where any conflict arises in such terms, the most restrictive shall prevail. Except as specifically provided herein, the Selected Developer will pay all applicable taxes payable with respect to the project, including transfer and mortgage recording taxes. Selected Developer will be required to pay the New York City Real Property Transfer Tax and New York State Real Estate Transfer Tax, notwithstanding any exemption on account of the Citys or NYCEDCs involvement in the transaction. This transaction will be structured as a net deal to NYCEDC, with the Selected Developer being responsible for all fees relating to the project and all costs incurred by NYCEDC including, but not limited to, costs for outside legal counsel, if any, studies,

G.

H.

I.

J.

K.

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and outside consultants. L. All proposals and other materials submitted to NYCEDC in response to this RFP may be disclosed in accordance with the standards specified in the Freedom of Information Law, Article 6 of the Public Officers Law (FOIL). The entity submitting a proposal may provide in writing, at the time of submission a detailed description of the specific information contained in its submission, which it has determined is a trade secret and which, if disclosed, would substantially harm such entitys competitive position. This characterization shall not be determinative, but will be considered by NYCEDC when evaluating the applicability of any exemptions in response to a FOIL request. In furtherance of NYCEDCs mission of economic development, the disposition of the Site will be subject to NYCEDCs standard provisions for similar transactions. In the case of a sale, the deed conveying the Site to the Selected Developer shall contain redevelopment obligations as well as restrictions on use and transfer of the Site. Failure to comply with these restrictions will result in a right by NYCEDC or the City to re-enter and re-acquire the Site for no consideration, or such other remedies as NYCEDC deems appropriate. In the case of a Lease, failure to comply with terms of the Lease will result in the right by NYCEDC to terminate the Lease or pursue such other remedies as NYCEDC deems appropriate. The Selected Developer will be required to deliver evidence to NYCEDC of the creation of employment opportunities at the Site for the first eight (8) years after the closing of the project. The Selected Developer must also agree in good faith to consider any proposals made by the City or City-related entities with regard to jobs developer is seeking to fill and to provide the City with the opportunity to make job referrals and create a training program for City residents. Selected Developer will be required to cause commercial tenants to agree to these provisions at the time it enters into leases with such tenants. Upon submission of a proposal to this RFP, Respondents and their representatives and agents, shall treat their proposals and all information obtained from the File or otherwise obtained from NYCEDC in connection with this RFP (the Confidential Information) in a confidential manner, and shall not discuss, publish, divulge, disclose or allow to be disclosed the Confidential Information to any other Respondents or any other person, firm or entity, including press or other media, without NYCEDCs prior written approval. NYCEDC is dedicated to furthering the participation of minority and women-owned businesses in its work. All respondents must include in their proposals methods for facilitating the participation in the project of businesses that have been certified by the New York City Department of Small Business Services (DSBS) as being womenowned or minority-owned. Businesses that have been certified as being women- or minority-owned by the Port Authority of New York and New Jersey may be eligible to receive expedited certification from DSBS after completing the DSBS Expedited Certification Affidavit, which may be obtained by calling DSBS at (212) 513-6311.

M.

N.

O.

P.

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APPENDIX 5: ADMINISTRATIVE FEE SCHEDULE

Purchase Price/Ground Lease Present Value:1 Less than $100,000 $100,001-$500,000 $500,001-$1,000,000 $1,000,001-$5,000,000 More than $5,000,000 Fee: $5,000 $20,000 $40,000 $50,000 1% of purchase price

The present value of the Lease payments will be calculated by discounting annual payments at 6.25%.

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APPENDIX 6: CEQR/ULURP DESCRIPTION AND FEE SCHEDULE

Note: All fees should be independently confirmed by Respondents. Fee information is found in

Subchapter A of Chapter 3 of Title 62 of the Rules of the City of New York and on the Department of City Plannings website: www.nyc.gov/dcp
SCHEDULE OF FEES FOR CEQR APPLICATIONS

3-01 Fee for CEQR Applications (http://www.nyc.gov/html/dcp/html/luproc/ceqrfee.shtml) Except as specifically provided in this section, every application made pursuant to Executive Order 91 and Chapter 5 of these rules shall include a non-refundable fee which shall be submitted to the lead agency for the action or to an agency that could be the lead agency pursuant to 5-03 of the rules of the Commission, and shall be in the form of a check or money order made out to the "City of New York". The fee for an application shall be as prescribed in the following Schedule of Charges, 3-02 of these rules. The fee for modification for an action, which modification is not subject to 197-c of the New York City Charter shall be twenty percent of the amount prescribed in the Schedule of Charges for an initial application. The fee for any modification for an action, which is subject to 197-c of the New York City Charter shall be the amount set forth in the Schedule of Charges (3-02) as if the modification were an initial application for the action. Where the fee for an application is set pursuant to 3-02(a), and the square footage of the proposed modification is different from the square footage of the original action, the fee for an application for the modification shall be based upon the square footage of the modified action or as set forth in 3-02(b), as determined by the lead agency. Agencies of the federal, state or city governments shall not be required to pay fees, nor shall a neighborhood, community or similar association consisting of local residents or homeowners organized on a non-profit basis be required to pay fees, if the proposed action for purposes of CEQR review consists of a zoning map amendment for an area of at least two blocks in size, in which one or more of its members or constituents reside. Fees shall be paid when the application is filed, and these fees may not be combined in one check or money order with fees required pursuant to other land use applications submitted to the Department of City Planning or the City Planning Commission. No application shall be processed by the lead agency until the fee has been paid and twenty-five copies of the application have been filed with the lead agency.

3-02 Schedule of Charges (a) Projects measurable in square feet (Square Footage of Total Project). Less than 10,000 sq. ft. $460 10,000 to 19,999 sq. ft. $1,350 20,000 to 39,999 sq. ft. $2,940 40,000 to 59,999 sq. ft. $5,465

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60,000 to 79,999 sq. ft. 80,000 to 99,999 sq. ft. 100,000 to 149,999 sq. ft. 150,000 to 199,999 sq. ft. 200,000 to 299,999 sq. ft. 300,000 to 499,999 sq. ft. 500,000 to 1,000,000 sq. ft Over 1,000,000 sq. ft.

$8,195 $13,660 $27,325 $47,815 $71,415 $128,545 $192,820 $314,225

(b) Projects not measurable in square feet (Ex. bus franchises) $1,880 Type II Actions $110

(c) Supplemental Fee for Environmental Mitigation In addition to all other applicable fees as set forth above, a supplemental fee of $8,000 shall be required for CEQR applications filed on or after July 1, 2009, for which a restrictive declaration to ensure compliance with project components related to the environment and/or mitigation of significant adverse impacts will be executed.
SCHEDULE OF FEES FOR ULURP APPLICATIONS

3-07 Schedule of Charges (http://www.nyc.gov/html/dcp/html/luproc/ulurpfee.shtml) (a) Applications for Special Permits and Zoning Map amendments pursuant to Section 197-c of the City Charter: (1) Applications for special permits: For special permits, the total amount of floor area, or in the case of open uses, area of the zoning lot: Less than 10,000 square feet 10,000 to 19,999 square feet 20,000 to 39,999 square feet 40,000 to 69,999 square feet 70,000 to 99,999 square feet 100,000 to 239,999 square feet 240,000 to 500,000 square feet over 500,000 square feet $2,040 $3,100 $4,080 $5,215 $6,125 $6,805 $17,765 $29,485

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For this purpose, the amount of floor area shall be calculated based upon the floor area for the entire development or enlargement. (2) Applications for zoning map amendments, the area of all zoning lots in the area to be rezoned: Less than 10,000 square feet 10,000 to 19,999 square feet 20,000 to 39,999 square feet 40,000 to 69,999 square feet 70,000 to 99,999 square feet 100,000 to 239,999 square feet 240,000 to 500,000 square feet over 500,000 square feet $2,190 $3,250 $4,310 $5,445 $6,425 $7,105 $18,445 $30,620

(b) Applications for changes to the City Map, Landfills: Except for applications to eliminate a mapped but unimproved street from the property of an owner-occupied, one- or two-family residence, for which no fee shall be charged, fees are as follows: Elimination of a mapped but unimproved street Establishment of a Landfill Any other change in The City Street Map $1,740 $3,400 $5,445

(c) Applications for franchises and revocable consents: (1) Applications pursuant to 197-c of the City Charter $3,400 (2) Enclosed sidewalk cafes pursuant to New York City Administrative Code section 20-225: $55 per seat/minimum of $1360 (d) Applications for amendments to the text of the Zoning Resolution pursuant to Section 201 of the City Charter $5,445 (e) Applications for zoning certifications and zoning authorizations: (1) For certification for public school space pursuant to Section 107-123 of Article X, Chapter 7 (Special South Richmond Development District) of the Zoning Resolution, the fee shall be $160. (2) Pursuant to Article VI, Chapter 2 (Special Regulations Applying in The Waterfront Area), Article X, Chapter 5 (Natural Area District), Article X, Chapter 7

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(Special South Richmond Development District) and Article XI, Chapter 9 (Special Hillsides Preservation District) of the Zoning Resolution. Certifications For an application for one zoning lot with no more than two existing or proposed dwelling units and no commercial or community facility use. $380 For all other applications the fee for each zoning lot shall be $430. Authorizations For an application for one zoning lot with no more than two existing or proposed dwelling units and no commercial or community facility use .$755 For all other applications with no commercial or community facility use, the fee shall be based upon the number of dwelling units being proposed, in the amount of $830 per dwelling unit, however, in cases of open uses, the fee shall be based upon the area of the zoning lot, and in cases of community facility or commercial uses, the fee shall be based upon the total amount of floor area, as follows: Less than 10,000 square feet 10,000 to 19,999 square feet 20,000 to 39,999 square feet 40,000 to 69,999 square feet 70,000 to 99,999 square feet 100,000 square feet and over $1,060 $1,590 $2,040 $2,645 $3,100 $3,400 $270

(3) Pursuant to 95-04 (Transit Easements) of the Zoning Resolution -(4) Pursuant to all other sections of the Zoning Resolution:

Total amount of floor area, or in the case of open uses, area of the zoning lot: Less than 10,000 square feet 10,000 to 19,999 square feet 20,000 to 39,999 square feet 40,000 to 69,999 square feet 70,000 to 99,999 square feet 100,000 square feet and over $1,060 $1,590 $2,040 $2,645 $3,100 $3,400

In the case of a transfer of development rights or floor area bonus, the fee shall be based upon the amount of floor area associated with such transfer or bonus. (f) Modifications, follow-up actions and renewals

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(1) The fee for an application which requests a modification of a previously approved application, where the new application is subject to 197-c of the New York City Charter, shall be the same as the current fee for an initial application, as set forth in this Schedule of Charges. (2) The fee for an application which requests a modification of a previously approved application, where the new application is not subject to 197 -c of the New York City Charter, shall be one-half of the current fee for an initial application, as set forth in this Schedule of Charges. (3) The fee for a follow up action under the Zoning Resolution, or a restrictive declaration or other legal instrument shall be one-quarter of the amount prescribed in this Schedule of Charges for an initial application. (4) The fee for the renewal of a previously approved enclosed sidewalk cafe shall be one-half of the amount prescribed in this Schedule of Charges for an initial application. (5) The fee for the renewal pursuant to Section 11-43 of the Zoning Resolution of a previously approved special permit or authorization which has not lapsed shall be one-half of the amount prescribed in this Schedule of Charges for an initial application. (g) Supplemental Fee for Large Projects In addition to all applicable fees as set forth above, a supplemental fee shall be required for the following applications: Applications that may result in the development of 500,000 to 999,999 square feet of floor area Applications that may result in the development of 1,000,000 to 2,499,000 square feet of floor area Applications that may result in the development of at least 2,500,000 square feet of floor area

$80,000

$120,000

$160,000

3-08 Natural Feature Restoration Fee In the event that an application, pursuant to 105-45, 107-321, 107-65, and 119-40 of the Zoning Resolution, for the restoration of trees that have been removed or topography that has been altered without the prior approval of the City Planning Commission pursuant to 105-40, 107-60, 119-10, 119-20, or 119-30 of the Zoning Resolution is filed, the fee for such application shall be $.10 per square foot, based upon the total area of the zoning lot, but in no case to exceed $18,900.00.

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This section shall not apply to developments for which zoning applications have been approved by the City Planning Commission prior to January 6, 1983 and for which an application for a building permit has been filed prior to January 6, 1983. 3-09 Fee for Zoning Verification The fee for a request that the Department of City Planning verify in writing the zoning district(s) in which a property is located shall be $110 per request. Each zoning verification request shall be made in writing, and shall include the address, borough, tax block and lot(s) of the property. Each separate property shall be a separate request; however, a property comprised of multiple contiguous tax lots shall be treated as a single request. Source: Department of City Planning (www.nyc.gov/dcp)

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APPENDIX 7: ECONOMIC DEVELOPMENT BENEFITS

Certain economic development benefits offered by NYCEDC and other government agencies and entities may be available for the Armory, depending on a Respondents specific proposal. The information is for general informational purposes only. The potential benefits and incentives described herein are subject to approval by the appropriate government agencies. Accordingly, neither the Respondents nor any third party should view the contents of this section as a final offer from, or commitment of, the City, NYCEDC or other agencies. Additional information and programs can be found at www.nycedc.com/FinancingIncentives.
Relocation Employment Assistance Program (REAP)

The Relocation and Employment Assistance Program (REAP) provides a refundable business tax credit for commercial and industrial businesses relocating to designated areas of New York City and making capital improvements to their space. REAP encourages businesses to relocate from Manhattan south of 96th Street, or from outside the city, to eligible premises in Manhattan north of 96th Street and all other boroughs. Qualified businesses are entitled to a credit against a city business income tax liability of up to $3,000 per eligible employee per year for up to 12 years. Businesses must relocate either to a building improved by at least 50% of its assessed value or sign a lease of at least three years and spend a minimum of $25 per square foot on improvements. The city business income taxes against which the credit can be taken include the general corporation tax, unincorporated business tax, banking corporation tax or the utility tax. Credits are refundable for the year of relocation and the succeeding four years. Unused credits from subsequent years may be carried forward for five years. For more information, please visit: http://www.nyc.gov/html/dof/html/property/property_tax_reduc_reap.shtml
Industrial and Commercial Abatement Program (ICAP)

ICAP abates the increase in real estate taxes due to new construction, modernization or rehabilitation for eligible commercial buildings. Certain properties in eligible locations receive additional inflation protection on their assessment base. ICAP provides a partial exemption from or abatement of property taxes for varying periods of up to 25 years. ICAP benefits are granted "as-of-right" to all applicants whose projects qualify under the provisions of the legislation. All applicants must file preliminary applications with the Department of Finance prior to the issuance of a building permit or, if no permit is required, prior to the start of construction. All applicants must meet the minimum required expenditure target, which is a percentage of the assessed value of the property determined in the year the building permit is issued or, if no permit is required, at the start of construction. For more information, please visit: http://www.nyc.gov/html/dof/html/property/property_tax_reduc_incentive.shtml

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Energy Cost Savings Program (ESCP) The ECSP reduces energy costs for businesses that (a) relocate to, (b) make improvements to property in, or (c) lease space in, previously improved buildings in Manhattan above 96th Street or in Brooklyn, Queens, the Bronx, or Staten Island. For more information on ESCP, visit: http://www.nyc.gov/ New Markets Tax Credit Program (NMTC Program) The NMTC Program permits taxpayers to receive a credit against Federal income taxes for making qualified equity investments in designated Community Development Entities (CDEs). Substantially all of the qualified equity investment must in turn be used by the CDE to provide investments in low-income communities. The credit provided to the investor totals 39% of the cost of the investment and is claimed over a seven-year credit allowance period. The NMTC Program is administered by the Community Development Financial Institutions (CDFI) Fund. For more information regarding the programs eligibility requirements and restrictions, as well as a complete listing of CDEs with an allocation of the tax credits that may be used in the financing of projects and businesses located in low-income areas of New York City please visit: http://www.cdfifund.gov Rehabilitation Tax Credit (Historic Tax Credit Program) Depending on the nature and character of a Respondents proposal, its project may qualify for State and Federal historic preservation tax credits. The Federal Historic Preservation Tax Incentives program, administered by the National Park Service in cooperation with the State Historic Preservation Offices, offers a 20% federal income tax credit for the substantial rehabilitation of historic properties. If a project qualifies for federal tax credits, the State also offers an additional state tax credit if the property is located in an eligible census tract. Owners can receive an additional 20% of the qualified rehabilitation expenditures up to $5,000,000. For more information on Historic Tax Credits, please visit: http://www.nysparks.com/shpo/taxcredit-programs/ and http://www.nps.gov/history/hps/tps/tax/ It is possible for a project to receive credits from both the NMTC Program and the Historic Tax Credit Program.

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APPENDIX 8: HireNYC
NYCEDC recognizes the importance of creating employment opportunities for low-income persons, enabling them to participate in the Citys economic growth. To this end, NYCEDC has developed the HireNYC program. Participation in this program requires the selected Developer to make good faith efforts to achieve the hiring and workforce development goals described below. Each Respondent must include within its response a HireNYC program plan (example included below) explaining how it will seek to achieve the goals and other requirements below and describing its experience, if any, conducting similar hiring and workforce development programs or undertaking other efforts to create employment opportunities for low-income persons in order to assist NYCEDC in its assessment of each Respondents capacity in this area. The program should describe all programmatic details, including, as applicable, collaboration with a Designated City Agency, implementation, recordkeeping and monitoring processes and any other relevant information. For the purposes of this RFP, the target population is defined as persons who have an income that is below two hundred percent (200%) of the poverty level as determined by the New York City Center for Economic Opportunity (a description of the income level meeting this threshold for each household size is available upon request). The hiring and workforce development goals to be incorporated into the Program shall include, at a minimum, the following goals or, at each Respondents discretion, higher goals (collectively, the Goals):

Hiring Goal:

50 percent (50%) of all new permanent jobs created in connection with the project (including jobs created by tenants but excluding jobs relocated from other sites) will be filled by members of the target population for a period beginning, for each employer, at commencement of business operations and continuing for eight (8) years thereafter. 40 percent (40%) of all employees whose hiring satisfied the Hiring Goal will be retained for at least nine (9) months from the date of hire.

Retention Goal:

Advancement Goal: 30 percent (30%) of all employees whose hiring satisfied the Hiring Goal will be promoted to a higher paid position within one (1) year. Training Goal: All tenants will cooperate with the Designated City Agency to provide skills-training or higher education opportunities to members of the target population.

The Program must include the following elements: 1. Designation of a workforce development liaison to interact with NYCEDC and the Designated City Agency during the course of the Program. 2. Commitment by the selected Developer (or its successors and assigns, as applicable) to do the following (and provide in each tenant lease, if any, that the tenant will do the following):

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a. make good faith efforts to achieve the Goals with respect to its operations; b. provide the Designated City Agency with the approximate number and type of jobs that will become available, and for each job type, a description of the basic job qualifications, at least three (3) months before commencing hiring; c. notify Designated City Agency six (6) weeks prior to commencing business operations; d. during initial hiring for any new permanent jobs, consider only applicants referred by the Designated City Agency for the first ten (10) business days, until the Hiring Goal is achieved or until all open positions are filled, whichever occurs first; e. during ongoing hiring for any new permanent jobs, consider only applicants referred by the Designated City Agency for the first five (5) business days, until the Hiring Goal is achieved or until all open positions are filled, whichever occurs first (unless the Designated City Agency reaches a different agreement with the tenant regarding ongoing hiring practices); f. submit to NYCEDC and the Designated City Agency, for eight (8) years following the date of the commencement of business operations, an annual employment and benefits survey that will include, but not be limited to: targeted hiring statistics, wages and job retention, training and advancement data; g. cooperate with annual site visits and satisfaction survey following the date of the commencement of business operations; and h. allow information collected by the Designated City Agency and NYCEDC to be included in public communications, including press releases and other media events. 3. Commitment by the selected Developer (or its successors and assigns, as applicable) to facilitate targeted hiring by (a) arranging meetings and other events at which HireNYC and the Designated City Agency staff can introduce potential or actual tenants to the menu of services available from the Designated City Agency and (b) assisting with information sharing, providing space for hiring activities and transmitting feedback from tenants regarding results of hiring initiatives. NYCEDC strongly encourages Respondents to include one or more of the following elements in each such Respondents Program: 1. Commitment by the selected Developer (or its successors and assigns, as applicable) of resources for training efforts, such as making financial investments in employee training and creating a website or other technology-based tools and supports to: i. promote and track workforce development efforts; j. notify tenants of potential grant opportunities; and k. provide assistance to tenants to apply for grants, and share other opportunities or information as may be relevant. 2. Commitment by the selected Developer (or its successors and assigns, as applicable) to provide temporary space and personnel for a satellite outreach or workforce development

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site to provide outreach and screening of local jobseekers, including, but not limited to, distributing job applications and informing the public of available job opportunities leading up to the commencement of business operations. 3. Commitment by the selected Developer (or its successors and assigns, as applicable) to support connections to education and training. The workforce development liaison will work in partnership with HireNYC staff to connect individuals interested and in need of education and training to training programs and further education, at Designated City Agency service provider locations, or through relationships with other accredited training providers.
HireNYC Program Information:

HireNYC is a free program that connects the City's workforce development services to economic development projects. For more information about HireNYC contact: Dalsie Andrade Senior Project Manager, Workforce Development NYCEDC 110 William Street New York, NY 10038 Phone: 212-312-3876 E-mail: DAndrade@nycedc.com Program website: http://www.nycedc.com/BusinessInNYC/WorkforceDevelopment/Pages/HireNYC.aspx

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Sample HireNYC Program Plan HireNYC Program Description Project Name: _________________________________________________________________________ Respondent Name: _____________________________________________________________________ Date: ________________________________________________________________________________ Please explicitly explain how you will address the HireNYC goals stated in Appendix 8. In your response, describe what in-house resources are available to meet the program goals or how you will utilize the services available through a Designated City Agency. Description of efforts to meet program goals, please include as much detail as possible: 1. New Jobs and Skill Level: Number of new hires:

Number and type of skilled/semi-skilled jobs:

Number and type of unskilled jobs:

2. Training and Certifications: Training required for skilled/semi-skilled jobs:

3. Workforce Development Liaison: Contact information for liaison (include company title):

1) Discuss how you will facilitate targeted hiring such as (a) arranging meetings and other events at which the Designated City Agency staff can introduce potential or actual tenants to the menu of services available from the Designated City Agency and (b) assisting with information sharing, providing space for hiring activities, and transmitting feedback from tenants regarding results of hiring initiatives. 2) Discuss how you will support connections to education and training either in partnership with the Designated City Agency or through relationships with other accredited training providers (in your

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response please reference resources available for training efforts, such as financial investments in employee training and creating a website or other technology-based tools and support). 3) Discuss how the workforce development liaison will promote and track workforce development efforts. 4) Discuss options for providing temporary space and personnel for a satellite outreach or workforce development site to provide outreach and screening of local jobseekers. 5) Discuss career advancement opportunities, which may include opportunities to be promoted, to obtain a wage increase, etc. 6) Discuss experience with the implementation of workforce development programs and/or history of collaboration with NYC Government Agencies (if applicable). Job Type Examples (including, but not limited to): Skilled/Semi-skilled: All jobs requiring a Commercial Drivers License (CDL), Commercial Vehicle Operators, Bookkeepers, Accountants, and Supervisors; Unskilled: Warehouse Clerks, Office Clerks, Laborers, Packers, Assemblers, Cashiers, and Customer Service Representatives.

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APPENDIX 9: GREEN BUILDING INFORMATION

Background Information for High Performance/Green Building Development: Please refer to the following list of Internet resource sites to facilitate with high performance/green building research. In addition, please refer to LEED and the New York State Green Building Tax Credit guidelines. Green Building Funding Sources: New York State Green Building Tax Credit New York State Department of Taxation and Finance Business Tax Hotline: 1-800-972-1233 General Tax Information Hotline: 1-800-225-5829 New York State Energy Research and Development Authority Craig Kneeland, Project Manager (518) 862-1090 ext. 3311 e-mail: cek@nyserda.org New York State Department of Environmental Conservation James Austin, Assistant Commissioner Phone: (518) 485-8437 e-mail: jdaustin@gw.dec.state.ny.us web site: http://www.dec.state.ny.us Green Building Program Information: New York State Energy and Research Development Authority For more information about NYSERDAs building Programs, contact: NYSERDA Technical Communications Unit Corporate Plaza West 286 Washington Avenue Extension Albany, NY 12203-6399 Phone: (518) 862-1090 ext 3250 web-site: http://www.nyserda.org United States Department of Energy For more information about USDOE building programs, contact: Dru Crawley 1000 Independence Avenue, SW

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Washington, DC 20585 Phone: (202) 586-2344 Fax: (202) 586-1628 e-mail: drury.crawley@ee.doe.gov web-site: http://www.doe.gov Green Building Resources: American Council for an Energy-Efficient Economy http://www.aceee.org Energy Efficiency and Renewable Energy Network (EREN) http://www.eren.doe.gov Energy Star Program (U.S. EPA) http://www.energystar.gov Environmental Building News http://www.ebuild.com Environmental Defense Fund http://www.edf.org National Resources Defense Council http://www.nrdc.org New York State Energy and Research Development Authority http://www.nyserda.org Rocky Mountain Institute http://www.rmi.org Southface Energy Institute http://www.southface.org US Department of Energy http://www.doe.gov US Environmental Protection Agency http://www.epa.gov US Green Building Council http://www.usgbc.org

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APPENDIX 10: STATEMENT OF AGREEMENT

SAMPLE

(On company letterhead) Date: New York City Economic Development Corporation 110 William Street, 6th Floor New York, NY 10038 Attn: Maryann Catalano, Agency Chief Contracting Officer Dear Ms. Maryann Catalano: This letter hereby certifies that [Respondent] has read this RFP and the Appendices fully and agrees to the terms and conditions set forth in this RFP and Appendices. Sincerely,

Respondent Respondent Title [must be authorized principle or officer of the respondent]

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