HomeMy WebLinkAboutL 12887 P 471 111111111111111111111111111111111111!11111111111111111!
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SUFFOLK COUNTY CLERK
RECORDS OFFICE
RECORDING PAGE
Type of Instrument: AGREEMENT Recorded: 11/10/2016
Number of Pages: 17 At: 09 :57 : 12 AM
Receipt Number : 16-0178513
LIBER: D00012887
PAGE : 471
District: Section: Block: Lot:
1000 048 . 00 02 .00 044 . 003
EXAMINED AND CHARGED AS FOLLOWS
Received the Following Fees For Above Instrument
Exempt Exempt
Page/Filing $85. 00 NO Handling $20 .00 NO
COE $5. 00 NO NYS SRCHG $15.00 NO--
Affidavit $0 .00 NO TP-584 $0 .00 NO
Notation $1 .50 NO Cert.Copies $0 . 00 NO
RPT $200 . 00. NO
Fees Paid $326. 50
THIS PAGE IS A PART OF THE INSTRUMENT
THIS IS NOT A BILL
JUDITH A. PASCALE
County Clerk, Suffolk County
f 7 T
• RECORDED
Number of pages 2016 Note 10 09-57:12 AM
JUDITH A. PASCAL£
CLERK OF
This document will be public
SUFFOLK COUNTY
L D00012687
record. Please remove all P 471
Social Security Numbers
prior to recording.
Deed/Mortgage Instrument Deed/Mortgage Tax Stamp Recording/Filing Stamps
3 1 FEES
Page/Filing Fee Mortgage Amt.
1.Basic Tax
t9andling 20. 00 2. Additional Tax
TP-584 Sub Total
Notation 3n/ Spec./Assn.
EA-52 17(County) Sub Total I D r�� Spew./Add .
EA-5217(State)
TOT.MTG.TAX
^ Dual Town Dual County
R.P.T.S.A. r?� �+YLHeld forAppointment
Comm.of Ed. 5. 00 Transfer Tax
7
Affidavit • �. Mansion Tax
�} "SFT�� The property covered by this mortgage is
CertifiedCopy or will be improved by a one or two
NYS Surcharge 15. 00 family dwelling only.
Sub Total YES orNO
Other / ��/
Grand Total (,fJ (� If NO, see appropriate tax clause on
page# of this instrument.
4 Dist., `03 5 Community Preservation Fund
3265445 1000 04800 0200 044003
Real Propel III«IIIl���IIIIII�II�lII!llllllllll�lIIIII�I Consideration Amount$
Tax Service p T S
Agency R CWH A CPF Tax Due $
Verificati j 07-NOV-1
Improved
Satisfd ,, , o s� ..oicoocoiucrru erryvwners+viainng-Acaress
6 R�CORD&RETURNIO: Vacant Land
Fidelity National Title Insurance Company
485 Lexington Avenue TD
18th Floor
TD
New York, NY 10017
Attn.: Kat Lam TD
Mail to:Judith A. Pascale,Suffolk County Clerk Title Company Information
3.10 Center Drive, Riverhead, NY 11401 Co.Name Fidelity National Title Insurance Company
www.suffolkcountyny.gov/clerk
Titlek 16-37884-Buff
8 Suffolk County Recording & Endorsement Page
This page forms part of the attached Recapture Agreement made
by: (SPECIFY TYPE OF INSTRUMENT) de ed A {�-
Duke&Cane LLC The premises herein is situated in �l c
Matchbook Distilling Company LLC SUFFOLK COUNTY,NEW YORK.
TO In the TOWN of Southold
Suffolk County Industrial Development Agency In the VILLAGE
or HAMLET of Greenport
BOXES 6 THRU 8 MUST BE TYPED OR PRINTED IN BLACK INK ONLY PRIOR TO RECORDING OR FILING.
over
RECAPTURE AGREEMENT
THIS RECAPTURE AGREEMENT, made and entered into as of July 1, 2016 (this
"Recapture Agreement"), is from DUKE & CANE LLC, a limited liability company duly
organized and validly existing under the laws of the State of New York, having its principal
office at 15 Clamshell Avenue, East Hampton, New York 11937 (the "Company") and
MATCHBOOK DISTILLING COMPANY LLC, a limited liability company duly organized
and validly existing under the laws of the State of New York, having an office at 15 Clamshell
Avenue, East Hampton, New York 11937 (the "Sublessee"), to the SUFFOLK COUNTY
INDUSTRIAL DEVELOPMENT AGENCY, an industrial development agency and a public
benefit corporation of the State of New York having its principal office at K. Lee Dennison
Building, 3rd Floor, 100 Veterans Memorial Highway, Hauppauge, New York 11788 (the
"Agency").
WITNESSETH :
WHEREAS, Title 1 of Article 18-A of the General Municipal Law of the State of New
York was duly enacted into law as Chapter 1030 of the Laws of 1969 of the State of New
York; and
WHEREAS, the aforesaid act authorizes the creation of industrial development
agencies for the Public Purposes of the State of New York(the "State"); and
WHEREAS, the aforesaid act further authorizes the creation of industrial development
agencies for the benefit of the several counties, cities, villages and towns in the State and
empowers such agencies, among other things, to acquire, reconstruct, renovate, refurbish,
equip, lease, sell and dispose of land and any building or other improvement, and all real and
personal property, including but not limited to, machinery and equipment deemed necessary in
connection therewith, whether now in existence or under construction, which shall be suitable
for manufacturing, warehousing, research, commercial, recreation or industrial facilities, in
order to advance job opportunities, health, general prosperity and the economic welfare of the
people of the State and to improve their standard of living; and
WHEREAS, pursuant to and in accordance with the provisions of the aforesaid act as
amended, together with Chapter 675 of the Laws of 1975 of the State, as amended
(collectively, the "Act"), the Agency was created and is empowered under the Act to undertake
the providing, financing and leasing of the Facility defined below; and
WHEREAS, the Agency has agreed to assist in (a) the acquisition of a leasehold
interest in four existing buildings totaling approximately 35,000 square feet (the
"Improvements") located on an approximately 3.0 acre parcel of land located at 230 Corwin
Street, Southold, New York 11944 (the "Land") and the acquisition and installation therein of
certain equipment not part of the Equipment (as such term is defined herein) (the "Facility
Equipment"; and, together with the Land and the Improvements, the "Company Facility"),
which Company Facility is to be leased by the Agency to the Company and subleased by the
Company to the Sublessee, and (b) the acquisition and installation of certain equipment and
personal property including, but not limited to, distillation equipment and fixtures, vinegar
48404188-9329.5
equipment and fixtures, lighting, racking and other storage equipment (the "Equipment"; and
together with the Company Facility, the "Facility"), which Equipment is to be leased by the
Agency to the Sublessee and which Facility is to be used by the Sublessee for its primary use
as a distillery of local agricultural products; and
WHEREAS, the Company has agreed to lease the Land and the Improvements to the
Agency pursuant to the terms of a Company Lease Agreement, dated as of July 1, 2016 (the
"Company Lease"), by and between the Company, as lessor and the Agency, as lessee; and
I&& to 110 lrte *-- L: ( e, r 2- Mf P�iC SZ? .
WHEREAS, the Company has agreed to transfer title to the Facility Equipment to the
Agency pursuant to a Bill of Sale, dated the Closing Date (the "Bill of Sale"); and
WHEREAS, the Agency has agreed to lease and sublease the Company Facility to the
Company pursuant to a certain Lease Agreement, dated July 1, 2016 (the "Lease
Agreement"), by and between the Agency, as lessor and sublessor, and the Company, as lessee
and sublessee; and Qe.[p-if 101 y0'1 , b ;,, �; Lt- I 2vktk PA q 5- -F .
WHEREAS, the Company has agreed to sub-sublease the Company Facility to. the
Sublessee pursuant to the terms of a certain Sublease, dated July 12, 2016 (the "Sublease
Agreement"), by and between the Company, as sub-sublessor, and the Sublessee, as sub-
sublessee; and ��-u � o yn r r ,, L ; lye . -2-9-kt� P9,-&Q 5Z-9,
WHEREAS, the Sublessee has agreed to transfer title to the Equipment to the Agency
pursuant to a certain Equipment Bill of Sale, dated the Closing Date (the "Equipment Bill of
Sale"); and
WHEREAS, the Agency has agreed to lease the Equipment to the Sublessee pursuant to
the terms of a certain Equipment Lease Agreement, dated as of July 1, 2016 (the "Equipment
Lease Agreement"); and
WHEREAS, in order to define the Company's and the Sublessee's obligations
regarding payments-in-lieu of taxes, the Agency, the Company and the Sublessee will enter
into a Payment-in-Lieu-of-Tax Agreement, dated as of July 1, 2016 (the "PILOT
Agreement"), by and among the Agency, the Company and the Sublessee, whereby the
Company and the Sublessee agree to make certain payments-in-lieu-of-taxes to the Taxing
Authorities (as defined therein); and ( P,c c r /4, 4rfrlorN r PA/REto je A 11
WHEREAS, the Agency has conferred on the Company and the Sublessee in
connection with the acquisition, renovation, equipping, financing and leasing of the Facility
certain benefits, tax exemptions and other financial assistance more particularly described in
Section 1(b) hereof, consisting of, among other things, sales and use tax exemptions in
connection with the acquisition, renovation and equipping of the Facility and real property tax
abatements (pursuant to the PILOT Agreement), and, if requested, mortgage recording tax
exemptions; and
WHEREAS, the Agency requires, as a condition for it to enter into the transactions
contemplated by the PILOT Agreement, the Lease Agreement and the Equipment Lease
Agreement, that the Company and the Sublessee provide assurances with respect to the
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48404188-9329.5
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4840-4488-9329.5
recapture of certain benefits granted under the PILOT Agreement, the Lease Agreement, the
Equipment Lease Agreement and the other Agency agreements on the terms herein set forth.
AGREEMENT
1. Recapture of Agency Benefits. (a) It is understood and agreed by the parties
hereto that the Agency is entering into the Lease Agreement, the Equipment Lease Agreement
and the PILOT Agreement in order to provide financial assistance to the Company for the
Facility and to accomplish the public purposes of the Act. In consideration therefor. the
Company hereby agrees as follows:
(i) If there shall occur a Recapture Event after July 12, 2016, but on or before
December 31, 2018 the Company and/or the Sublessee shall pay to the Agency,
or to the State of New York, if so directed by the Agency (except as otherwise
specified below) as a return of public benefits conferred by the Agency, one
hundred percent (100%) of the Recaptured Benefits (as defined below);
(ii) If there shall occur a Recapture Event after January 1, 2019, but on or before
December 31, 2021, the Company and/or the Sublessee shall pay to the Agency,
or to the State of New York, if so directed by the Agency (except as otherwise
specified below) as a return of public benefits conferred by the Agency,
seventy-five percent (75%) of the Recaptured Benefits;
(iii) If there shall occur a Recapture Event after January 1, 2022 but on or before
December 31, 2023, the Company and/or the Sublessee shall pay to the Agency,
or to the State of New York, if so directed by the Agency (except as otherwise
-specified below) as a return of public benefits conferred by the Agency, fifty
percent (50%) of the Recaptured Benefits;
(iv) If there shall occur a Recapture Event after January 1, 2024 but on or before
December 31, 2025, the Company and/or the Sublessee shall pay to the Agency,
or to the State of New York, if so directed by the Agency (except as otherwise
specified below) as a return of public benefits conferred by the Agency, twenty-
five percent (25%) of the Recaptured Benefits; and
(v) If there shall occur a Recapture Event on or after January 1, 2026, the Company
and/or the Sublessee shall not be obligated to pay to the Agency, or to the State
of New York, any of the Recaptured Benefits; and-
(b) The term "Recaptured Benefits" shall mean all direct monetary benefits, tax
exemptions and abatements and other financial assistance, if any, derived solely from the
Agency's participation in the transaction contemplated by the PILOT Agreement, the Lease
Agreement and the Equipment Lease Agreement including, but not limited to, the amount
equal to 100%of-
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48404188-9329.5
(i) any exemption from any applicable mortgage recording tax with respect
to the Facility on mortgages granted by the Agency on the Facility at the request
of the Company (the "Mortgage Recording Tax Exemption"); and
(ii) (a) Sales Tax Exemption savings realized by or for the benefit of the
Company, including any savings realized by any Agent, pursuant to the Lease
Agreement and each Sales Tax Agent Authorization Letter issued in connection
with the Company Facility (the "Company Sales Tax Savings"); and
(b) Sales Tax Exemption savings realized by or for the benefit of the
Sublessee, including any savings realized by any Agent, pursuant to the
Equipment Lease Agreement and each Sales Tax Agent Authorization Letter
issued in connection with the Facility (the "Sublessee Sales Tax Savings"); and
(iii) real property tax abatements granted under the PILOT Agreement (the,
"Real Property Tax Abatements");
which Recaptured Benefits from time to time shall upon the occurrence of a Recapture Event
in accordance with the provisions of Section 1(c) below and the declaration of a Recapture
Event by notice from the Agency to the Company and the Sublessee be payable directly to the
Agency or the State of New York if so directed by the Agency.
(c) The term "Recapture Event" shall mean any of the following events:
(1) A default by the Company and/or the Sublessee under the PILOT
Agreement (other than as described in clauses (d) or (e) below) which remains uncured beyond
any applicable notice and/or grace period, if any, provided thereunder; or
(2) The occurrence and continuation of an Event of Default under the Lease
Agreement or the Agency Compliance Agreement (other than as described in clauses (d) or (e)
below) which remains uncured beyond any applicable notice and/or grace period, if any,
provided thereunder; or
(3) The Facility shall cease to be a "project" within the meaning of the Act,
as in effect on the Closing Date through the act or omission of the Company and/or the
Sublessee; or
(4) The sale of the Facility (excluding any sale provided for in Section 9.3
of the Lease Agreement) or closure of the Facility and/or departure of the Company or the
Sublessee from Suffolk County, except as due to casualty, condemnation or force majeure as
provided below; or
(5) Failure of the Company or the Sublessee to create or cause to be
maintained the number of (FTE) jobs at the Facility as defined in Section 8.13 of the Lease
Agreement, which failure is not reflective of the business conditions of the Company or the
Sublessee or the subtenants of the Company, including without limitation loss of major sales,
revenues. distribution or other adverse business developments and/or local, national or
international economic conditions, trade issues or industry wide conditions; provided, however,
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4940-4188-9329.5
that the Company may not actually provide the FTE jobs at the Facility, but rather shall
sublease the Facility to the Sublessee; or
6) Any significant deviations from the information and data provided to the
Agency in the Company's application for assistance which would constitute a significant
diminution of the Company's or the Sublessee's activities in, or commitment to, Suffolk
County, New York; or
(7) Failure to comply in all material respects with all relevant provisions of
the Labor Law, the Executive Law and the Civil Rights Law of the State which are set forth in
Exhibit C of the Lease Agreement or with the Agency's Long Island First Policy, set forth in
Exhibit D of the Lease Agreement; or
(8) The Company receives Sales Tax Savings in connection with the
acquisition, renovation and equipping of the Company Facility in excess of the Maximum
Company Sales Tax Savings Amount; provided, however, that the foregoing shall constitute a
Recapture Event with respect to the Company Sales Tax Savings in excess of the Maximum
Company Sales Tax Savings Amount only; provided further, that failure to repay the Company
Sales Tax Savings within thirty (30) days shall constitute a Recapture Event with respect to all
Recapture Benefits; or
(9) The Sublessee receives Sales Tax Savings in connection with the
acquisition, renovation and equipping of the Facility in excess of the Maximum Sublessee
Sales Tax Savings Amount; provided, however, that the foregoing shall constitute a Recapture
Event with respect to the Sublessee Sales Tax Savings in excess of the Maximum Sublessee
Sales Tax Savings Amount only; provided further, that failure to repay the Sublessee Sales Tax
Savings within thirty (30) days shall constitute a Recapture Event with respect to all Recapture
Benefits.
(d) Provided, however, except as provided in clause 1(c)(5) above, if a Recapture
Event has occurred due solely to the failure of the Sublessee and/or the Company to create or
cause to be maintained the number of FTEs at the Facility as provided in Section 8.13 of the
Lease Agreement in any Tax Year but the Sublessee and/or the Company has created or caused
to be maintained at least 90% of such required number of FTEs for such Tax Year, then in lieu
of recovering the Recaptured Benefits provided above, the Agency may, in its sole discretion,
adjust the payments due under the PILOT Agreement on a pro rata basis so that the amount
payable under the PILOT Agreement will be adjusted upward retroactively for such Tax Year
by the same percentage as the percentage of FTEs that are below the required FTE level for
such Tax Year. Such adjustments to the payments due under the PILOT Agreement may be
made each Tax Year until such time as the Sublessee and/or the Company has complied with
the required number of FTEs pursuant to Section 8.13 of the Lease Agreement.
(e) Furthermore, notwithstanding the foregoing, a Recapture Event shall not be
deemed to have occurred if the Recapture Event shall have arisen as a result of (i) a "force
majeure" event (as more particularly defined in the Lease Agreement), (ii) a taking or
condemnation by governmental authority of all or part of the Facility, or (iii) the inability or
failure of the Company and/or the Sublessee after the Facility shall have been destroyed or
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48404188-9329.5
damaged in whole or in part (such occurrence a "Loss Event") to rebuild, repair, restore or
replace the Facility to substantially its condition prior to such Loss Event, which inability or
failure shall have arisen in good faith on the part of the Company and/or the Sublessee or any
of their respective affiliates so long as the Company and/or the Sublessee or any of their
respective affiliates have diligently and in good faith using commercially reasonable efforts
pursued the rebuilding, repair, restoration or replacement of the Facility or part thereof.
(f) The Company and the Sublessee covenant and agree to furnish the Agency with
written notification (i) within sixty (60) days of the end of each Tax .Year the number of the
FTEs located at the Facility for such Tax Year, and (ii) within thirty (30) days of actual notice
of any facts or circumstances which would likely lead to a Recapture Event or constitute a
Recapture Event hereunder. The Agency shall notify the Company and the Sublessee of the
occurrence of a Recapture Event hereunder, which notification shall set forth the terms of such
Recapture Event.
(g) In the event any payment owing by the Company and the Sublessee under this
Section shall not be paid on demand by the Agency, such payment shall bear interest from the
date of such demand at a rate equal to one percent (1%) plus the Prime Rate, but in no event at
a rate higher than the maximum lawful prevailing rate, until the Company and/or the Sublessee
shall have made such payment in full, together with such accrued interest to the date of
payment, to the Agency (except as otherwise specified above).
(h) The Agency shall be entitled to deduct all reasonable out of pocket expenses of
the Agency, including without limitation, reasonable legal fees, incurred with the recovery of
all amounts due under this Recapture Agreement, from amounts received by the Agency
pursuant to this Recapture Agreement.
2. Obligations Unconditional.
(a) The obligations of the Company and the Sublessee under this Recapture
Agreement shall be absolute and unconditional and shall remain in full force and effect until
the PILOT Agreement and the Lease Agreement have expired or been terminated and such
obligations shall not be affected, modified or impaired by any state of facts or the happening
from time to time of any event, whether or not with notice to or the consent of the Company or
the Sublessee.
(b) It is hereby expressly agreed that the Company's and the Sublessee's respective
obligations under this Recapture Agreement are not limited in any manner, and the Company
and the Sublessee shall be liable for the payment of all recapture amounts with respect to the
entire Facility.
(c) Reserved.
(d) The Company, the Sublessee and the Agency hereby agree that the obligations
and liabilities of the Company and the Sublessee hereunder are the absolute and unconditional
obligations and liabilities of the Company and the Sublessee.
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4840-3188-9329.5
3. Condition to Reconveyance of Facility. The parties hereto agree that the
Agency shall have no obligations to surrender its leasehold interest in the Facility to the
Company pursuant to the Lease Agreement until all payments to the Agency and the
Suffolk County Industrial Development Agency under Sections 5.3, 11.2 and 11.3 of the Lease
Agreement, under the PILOT Agreement and hereunder have been paid in full. if such
payments are not paid in full by the Company within sixty (60) days of the date when due and
owing, then the Agency shall offer its interest in the Facility for sale pursuant to the Agency's
Real Property Disposition Policy adopted pursuant to the Public Authorities Accountability
Act, as amended.
4. Recordation of Recapture Agreement. The parties hereto agree that this
Recapture Agreement shall be recorded as a lien against the Facility and as a covenant and
restriction running with the Land until this Recapture Agreement has been discharged by the
Agency.
5. Terms Defined. All of the capitalized terms used in this Recapture Agreement
and not otherwise defined herein shall have the meanings assigned thereto in the Schedule of
Definitions attached to the Lease Agreement as Schedule A.
6. Directly or Indirectly. Where any provision in this Recapture Agreement refers
to action to be taken by any Person, or which such Person is prohibited from taking, such
provision shall be applicable whether such action is taken directly or indirectly by such Person.
7. Survival. All warranties, representations, and covenants made by the Company
and the Sublessee herein shall be deemed to have been relied upon by the Agency and shall
survive the delivery of this Recapture Agreement to the Agency regardless of any investigation
made by the Agency.
8. Binding Effect. This Recapture Agreement shall inure to the benefit of and be
binding upon the successors and assigns of each of the parties.
9. Notices. All notices, certificates and other communications hereunder shall be
in writing and shall be either delivered personally or sent by certified mail, return receipt
requested, or delivered by any national overnight express delivery service (in each case,
postage or delivery charges paid by the party giving such communication) addressed as follows
or to such other address as any party may specify in writing to the other:
The Agency:
Suffolk County Industrial
Development Agency
H. Lee Dennison Building, 3rd Floor
100 Veterans Memorial Highway
Hauppauge, New York 11788
Attention: Anthony J. Catapano, Executive Director
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4840-4188-9329.5
With a copy to:
William D. Wexler, Esq.
816 Deer Park Avenue
North Babylon, New York 11703-3805
Attention: William D. Wexler, Esq.
To the Company and Sublessee:
Duke & Cane LLC ("Company")
Matchbook Distilling Company LLC ("Sublessee)
15 Clamshell Avenue
East Hampton, New York 1193 7
Attention: Leslie Merinoff, President
With a copy to:
Danow, McMullam & Panoff, P.C.
275 Madiscin Avenue, Suite 1711
New York, New York 10016
Attention: Arthur J. Panoff, Esq.
Notice by mail shall be effective when delivered but if not yet delivered shall be deemed
effective at 12:00 p.m. on the third Business Day after mailing with respect to certified mail
and one Business Day after mailing with respect to overnight mail.
10. Entire Understanding, Counterparts. This Recapture Agreement constitutes the
entire agreement and supersedes all prior agreements and understandings, both written and
oral, among the parties with respect to the subject matter hereof and may be executed
simultaneously in several counterparts, each of which shall be deemed an original, but all of
which together shall constitute one and the same instrument.
11. Amendments. No amendment, change, modification, alteration or termination
of this Recapture Agreement shall be made except in writing upon the written consent of the
Company, the Sublessee and the Agency.
12. Severability. The invalidity or unenforceability of any one or more phrases,
sentences, clauses or sections in this Recapture Agreement or the application thereof shall not
affect the validity or enforceability of the remaining portions of this Recapture Agreement or
any part thereof.
13. Governing-Law. This Recapture Agreement shall be governed by, and
construed in accordance with, the laws of the State, without regard or reference to its conflict
of laws principles.
14. Section Headings. The headings of the several Sections in this Recapture
Agreement have been prepared for convenience of reference only and shall not control, or
affect the meaning of or be taken as an interpretation of any provision of this Recapture
Agreement.
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4840-°19&9329.5
15. Waiver of Trial by Jury. The parties do hereby expressly waive all rights to trial
by jury on any cause of action directly or indirectly involving the terms, covenants or
conditions of the Recapture Agreement or any matters whatsoever arising out of or in any way
connected with the Recapture Agreement.
(Remainder of Page Intentionally Left Blank— Signature Page Follows)
�y - f
1�
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4840-7188-9329.5
IN WITNESS WHEREOF, the Company has caused this Recapture Agreement to be
duly executed and delivered as of the day and year first above written.
DUKE & CANE LLC
By:
Name: Leslie Merinoff
Title: Member
MATCHBOOK DISTILLING COMPANY
LLC
By:
Name: Leslie Merinoff
Title: Member
ACCEPTED:
SUFFOLK COUNTY INDUSTRIAL
DEVELOPMENT AGENCY
By:
Name: Anthony J. Catapano
Title: Executive Director
Recapture Agreement
Signature Page I of 2
48-:0-1199-9329.5
IN WITNESS WHEREOF, the Company has caused this Recapture Agreement to be
duly executed and delivered as of the day and year first above written.
DUKE & CANE LLC
By:
Name: Leslie Merinoff
Title: Member
MATCHBOOK DISTILLING COMPANY
LLC
By:
Name: Leslie Merinoff
Title: Member
ACCEPTED:
SUFFOLK COUNTY INDUSTRIAL
DEVELOPMENT AGENCY
By:
Name: AnSony J. CaXpano
Title: Executive Director
Recapture Agreement
Signature Page 1 of 2
484014188-9329.2
STATE OF NEW YORK )
SS.:
COUNTY OF
NY }
On the , day of July in the year 2016, before me, the undersigned, personally
appeared Leslie Merinoff, personally known to me or proved to me on the basis of
satisfactory evidence to be the individual whose name is subscribed to the within instrument,
and acknowledged to me that she executed the same in her capacity, and that by her signature
on the instrument, the individual, or the person or entity on behalf of which the individual
acted, executed the instrument.
otary Public
LAWRENCE R.PRIOLA
TARY PUBLIC,State of New York
STATE OF NEW YORK } No.4841047
Qualified in Suffolk County
SS: Commission Expires March 30,20A°1
COUNTY OF SUFFOLK }
On the _ day of July in the year 2016, before me, the undersigned, personally
appeared Anthony .I. Catapano, personally known to me or proved to me on the basis of
satisfactory evidence to be the individual whose name is subscribed to the within instrument
and acknowledged to me that he executed the same in his capacity, and that by his signature
on the within instrun1ent, the individual, or the person or entity on behalf of which the
individual acted, csccuted the instrument.
Notary Public
Recapture Agreement
Signature Page 2 of 2
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4840-4184-9321).5
STATE OF NEW YORK )
SS..
COUNTY OF NEW YORK )
On the 161h day of June in the year 2016, before me, the undersigned, personally
appeared Leslie Merinoff, personally known to me or proved to me on the basis of
satisfactory evidence to be the individual whose name is subscribed to the within instrument,
and acknowledged to me that she executed the same in her capacity, and that by her signature
on the instrument, the individual, or the person or entity on behalf of which the individual
acted, executed the instrument.
Notary Public
STATE OF NEW YORK )
SS:
COUNTY OF SUFFOLK }
On the 13 day of June in the year 2016, before me, the undersigned, personally
appeared Anthony J. Catapano, personally known to me or proved to me on the basis of
satisfactory evidence to be the individual whose name is subscribed to the within instrument
and acknowledged to me that he executed the same in his capacity, and that by his signature
on the within instrument, the individual, or the person or entity on behalf of which the
individual acted, executed the instrument.
Not Pub
KAREN KELLY MORRIS
Notary Public,State of New York
No,01 M06186451
ouaimed in Nassau County
Commission Expires April 28,20 to
Recapture Agreement
Signature Page 2 of 2
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4840-4199-9329.2
EXHIBIT A
REAL PROPERTY DESCRIPTION
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/
c.
4840.4188-9329.5
• Schedule A
. Legal Description
PARCEL I:
ALL that certain plot, piece or parcel of land, with the buildings and improvements thereon erected, situate, lying and being in the
Village of Greenport, Town of Southold, County of Suffolk and State of New York known and designated as parts of Lots 18, 19
and 20 on a certain map entitled, "Map of the S. Buel Corwin Estate" and filed in the Office of the Clerk of the County of Suffolk
on 12/23/30 as Map #538, which parts of lots, when taken together as one parcel being more particularly bounded and described
as follows:
BEGINNING at the corner formed by the intersection of the southerly side of Corwin Street with the easterly side of Ninth Street
{Browns Lane), running thence South 88 degrees, 38 minutes,20 seconds East along the southerly side of Corwin Street; 120 feet;
thence South 6 degrees, 36 minutes,40 seconds West 130.66 feet to the northerly side of land of the L.I.R.R. Co.; thence South 84
degrees, I 1 minutes, 40 seconds West along said last mentioned land 137.32 feet to the easterly side of Ninth Street; thence North
12 degrees, 12 minutes, 10 seconds East along the easterly side of Ninth_Street 149.92 feet to the corner aforesaid at the point or
place of BEGINNING.
PARCEL II:
ALL that certain plot, piece or parcel of land, with the buildings and improvements thereon erected, situate, lying and being at the
Village of Greenport,Town of Southold, County of Suffolk and State of New York, bounded and described as follows:
BEGINNING at a point on the southerly side of Corwin Street and the easterly line of the Land of Mills and from said
point of beginning;
RUNNING THENCE along the southerly side of Corwin Street South 88°38' 20"east; 505.84 feet;
RUNNING THENCE South 7°9' 00" West; 66.24 feet to land of the Long Island Railroad Company;
RUNNING THENCE South 840 11' 40" West; 515.00 feet to the easterly line of the Land of Mills and;
RUNNING THENCE North 6° 36' 40" East along the easterly line of the Land of Mills 130.66 feet to the point or place of
BEGINNING.
Transcript Document No. 6
DUKE & CANE LLC
and
MATCHBOOK DISTILLING COMPANY LLC
to
SUFFOLK COUNTY INDUSTRIAL DEVELOPMENT AGENCY
(SUFFOLK COUNTY, NEW YORK)
RECAPTURE AGREEMENT
Dated as of July 1, 2016
Suffolk County Industrial Development Agency
(Duke & Cane LLC/Matchbook Distilling Company LLC 2016 Facility)
f Property Address: 230 Corwin Street, Town of Southold, Suffolk County, New York
District: 1000 Section: 048.00 Block: 02.00 Lot: 044.003
Record and return to:
Nixon Peabody LLP
1300 Clinton Square
Rochester, New York 14604
Attention: Barry Carrigan, Esq.
.1840-1188-9329.5