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1966-10-20 SPM3 U4 A Special Meeting of the Town Board of the Town of Wappingers was held on Thursday evening, October 20, 1966, at the Town Hall, Mill Street, Wappingers Falls. Present: Joseph H. Fulton - Supervisor Louis C. Clausen - Councilman William J. Bulger - Justice of the Peace Vincent S. Francese - Justice of the Peace (8:30 P.M.) .Louis Diehl - Councilman Elaine H. Snowden - Town Clerk Others Present: Messrs. Quinn & Reilly - Attorneys The meeting was called to order at 7:37 P.M. by Supervisor Fulton. Mr. Fulton: This is a special meeting regarding the proposed con- tract on the Oakwood Knolls Sewer Plant. Mrs. Snowden read the following letter from Mark Ritter: Oct. 20, 1966 Supervisor Joseph Fulton, and Members of the Town Board Town of Wappinger - Town Hall Mill Street Wappinger Falls, New York. Dear Supervisor Fulton and Members of the Town Board: This is to advise you that on or about October 13th, 1966, a proposed ggreemerit was signed in the presence of Mr.; Joseph Quinn and his secretary for the purpose of sale of the water and sewer facilities of Ritter Construction;1Corp. , Oakwood Se4er Corp., and Mark Ritter to the Town of Wappinger. These agreements were given to Mr. Quinn to be held in escrow, upon the following conditions: 1. .That these agreements be executed on the night of October 13th, 1966 by duly authorized members of the Town Board.. 2. That executed copies be returned, by no later than October 14th, 1966, to the offices of Weiner and Loeb, Attorneys for Ritter. Construction Corp., et al, with the understanding that the purpose of the return of these papers was to secure a loan# at a financial institution of my choice. 3. In the event either of the above conditions were not fulfilled, then the agreement was to be considered null and void. First of all, the agreements were never returned in an executed fashion, or otherwise, to Weiner and Loeb,. Attorneys, and, there, fore, by that action the terms and conditions of this escrow offer have not been performed. It is the intent of this letter to serve notice upon the Town Board that the offer contained in the proposed agreement has been and is withdrawn, and the Town Attorney has been so notified by my Attorneys, Weiner and Loeb, and the Town Attorney has refused to return the proposed agreements bearing my signature. So that there can be no misunderstanding, there is no proposal before the Town Board upon which they can act. I find it necessary, as a result of Mr. Quinn's action, to send a copy of this letter to the Dutchess County Bar Association and the Dutchess County District Attorney. Very truly yours, 1 RITTER CONSTRUCTION CORP. and OAKWOOD SEWER CORP. s/ Mark Ritter, President Mr. Fulton: Any comments? I would like a legal interpretation from Counsel. Mr. Quinn: I would like to say that number one, the contents of this letter are not direct, not agreed, not correct. As late as 5:15 this evening, we got this letter from Mr. Loeb of Weiner and Loeb in Newburgh. This is the third time I heard it read today. First time it was read over the telephone in an attempt to coerce me. I received a call from Mr. Loeb indicating that this letter would be read. They completely denied the contents of it, they wanted no part of it. My conscience is clear. I can hold my head high. There has been pressure asserted on me, and officials of this Town. I have the contract documents in this file, signed 1:: by Mr. Ritter, for himself, and the various corporate entities, that are parties to the agreement. I have no fear of the conse- quences of this letter and T wpild hype that you have none. -I hope before the evening is out you will see no more pressure than this letter. It is not true in any fashion whatsoever. Mr. Fulton: We have a contract. This contract has been signed and requires, I understand, the signature of the Supervisor of the Town of Wappinger. Elaine, would you read this contract? All the members have heard and have had copies of it. Mrs. Snowden read the contract. Mr. Fulton: The situation in Oakwood Knolls has been a problem in this Town for some time. This is a contract, as far as I am concerned, it is a legitimate contract. I am presenting this resolution before the Town Board and asking that you empower me to sign it. I would like to have a second on it. Mr. Bulger: I'll second it. Mr. Worona requested suspension of the rules. I rise to a point of order. Mr. Fulton: You're out of order, would you please be seated. We're not suspending the rules. Mr. Clausen moved to suspend rules, seconded by Mr. Diehl. Roll Call Vote - Mr. Clausen---- aye Mr. Bulger nay Mr. Diehl aye Mr. Fulton nay Motion Failed Mr. Fulton: I feel there are two distinct differences here. I would like to move that we resolve the problems in Oakwood Knolls without carrying on the investigation. Motion still on the floor to authorize -signing of this contract. Resolution authorizing the Supervisor to sign contract was read. Mr. Fulton moved to suspend rules to allow Mr. Ritter to speak, seconded by Mr. Clausen. Motion carried. Mr. Ritter: I would like to know what is in the letter Mr. Quinn refers to as the letter received by him today from Mr. Loeb. Mr. Quinn: I -didn't say there was a letter, I said that Mr. Loeb called me at about 5 after 5 this afternoon and read to me this letter and told me that it is disavowed and that they washed their hands of the matter. They would be very willing, in this proceeding, to give testimony of what they considered to be the facts. They also told me that they had tremendous sympathy for you with the pressure you have been under these past few days. Mr. Ritter: I'm not here to question the contract. But, I did enter into an escrow agreement with you, Joe, and I hope this will be lived up to. Mr. Quinn: When you signed these papers at quarter after 6 on Thursday night, Oct. 13, 1966, they were left with me with the understanding that they would be brought to this Town Board that night for signature of the authorized official of this Town. You were to go to a banking institution the following morning -in an effort to use the agreement as collateral to borrow money. Assistance in the form of assurance that if the Town Board authorized it, that the faith and assurance of the Town Board would be behind the agreement. You indicated that when you got to the institution and talked to the President, you would call for such aid. You asked that these papers be retained; and not even executed, for a period of 4 days from that night. I agreed. I talked with Mr. Loeb in the presence of my secretary. We were all on different phones and talked to Mr. Loeb. He agreed with this agreement. It expired on Monday. I never heard from you except on Friday and on Monday, and on Tuesday you called me and asked if the papers had been signed by the Board. I said they were not. You said you were under great pressure. You said you understood there was to be a special meeting on Tuesday night, Oct. 18, 1966, to consider this matter. I said it would be impossible because of notice requirements of the Town Board. Two or three times today you called me. You read what appears to me to be what essentially is put forth in this letter. You indicated you had prepared it yourself. This morning you indicated that Mr. Weiner and Mr. Loeb would be present to support you and produce affidavits. I called them and found that Mr. Weiner had not been in his office all day. I found that Mr. Weiner had no intention of appearing. I talked to Mr. Loeb twice. He indicated he would not be present to dispute this contract, nor would he send any affidavit or statements, that he would bear out the right of this Board to act on it tonight, and that he disavowed the actions you were taking. He asked me to bear in mind the fact that you have been under terrific pressure. Mr. Ritter: At the time I gave you the agreements, did you not acknowledge they would be returned to my attorneys' office the following morning so that they could be used for financial 8 to arrangement. Mr. Quinn: I called your. attorney and he excused me from this. Mr. Fulton called a 15 minute recess ar 8:18 P.M. Meeting reconvened at 8:36 P.M. (Mr. Francese, unavoidably detained, now present) Mr. Worona: You are still under -suspension of rules and I have a right to speak._ Mr. Fulton: It is quite obvious that what is going to go on now is a "three-ring circus." I'have asked the Board to -be authorized to sign a contract. This contract, to the best of my,knowledge, is a good one. We know what has gone on since the first of the year. (To Mr. Worona) You can have 5 minutes. Mr. Worona: My secretary took minutes when.Mr. Quinn was talking --(to his secretary) read what he said. Secretary: "As late as 5:15 this evening we have a letter from Mr. Loeb." Mr. Worona: The Principal has already advised us that he is withdrawing that contract. An attorney cannot bind contract when the principal has withdrawn it. In this contract you refer to, this extension of Oakwood Knolls into the second and third sections, the very question is before the courts in reference to the districts. Mr. Quinn asked me a year ago to hold up a proceeding against this Town involving this issue, so that we could clear up all the problems by the creation of a large district known as L&A. Mr. Quinn was authorized to draw a contract for the purchase of L&A. It wasn't drawn up. Unless this.Oakwood district is tied in, in one way or another, to another district, we would have no alternative but to again engage in litigation. We're not looking for litigation, we do not want litigation.; This matter should be tabled in the interest of creating one large district. .Maybe harmony could be returned to the.Town. What is attempted this evening is to create otherwise. 1 ask Mr. Ritter - are you withdrawing this contract? Mr. Ritter: Absolutely withdrawing the contract. I offered it according to what I stated. Mr. Quinn did not complete it. I am withdrawing it on this basis. Mr. Worona: He is a principal -controller, not the attorney. It has been my experience to find that this Town Board is controlled by any attorney. That is the attempt tonight. No matter what Mr. Loeb staid, and Mr._Quinn said, he produced a letter at 5:15 tonight. Mr. Fulton: I believe that it is an intent of this Board to also form a large district, but I think it will be the Town of'Wappinger that will form this district and not L&A. Mr. Bulger moved to resume the rules, seconded by Mr. Francese. Motion Unanimously Carried. Mr. Fulton: _Mr. Francese, I think we've got to bring you up to date. There is a simple resolution before the Board that the Town Board empower me to sign the contract that was read here. I'm asking for a simple resolution, and the resolution has been seconded. RESOLUTION APPROVING THE TERMS AND CONDITIONS OF AN AMENDED AGREEMENT FOR THE PURCHASE OF THE OAKWOOD KNOLLS SEWER SYSTEM AND THE OAKWOOD KNOLLS WATER SYSTEM, AND AUTHORIZING THE EXECUTION OF SUCH AGREEMENT BY THE SUPERVISOR OF THE TOWN OF WAPPINGER. Proposed by: Supervisor Fulton WHEREAS, Ritter Construction Corp., Oakwood Water Works Corporation and Mark Ritter or some of them, are the owners of a domestic sewage treatment and disposal plant and system and the appurtenances theretopresently constructed and erected on the northerly side of Myers Corners Road, in the Town of Wappinger, Dutchess County, New York, and WHEREAS, the said parties, or some of them, are also the owners of a water supply and distribution system and the appurtenances thereto presently constructed and erected in the same area and location as the aforesaid sewer system, and WHEREAS, the Town of Wappinger did heretofore and on April 2, 1965 enter into an agreement in writing with the aforesaid parites for the acquisition of the sewer system and water system herein before referred to for the purpose of furnishing public domestic sewer service and water supply to certain of the residents of the Town of Wappinger, and WHEREAS, the incumbent Town Board of the Town of Wappinger has made an intensive study of the April 2, 1965 agreement and the underlying facts and circumstances upon which the same was premised, and has recognized the existence of certain deficiencies therein, and has deemed it to be in the best interests of the public to re- negotiate the terms and provisions thereof, and WHEREAS, the aforesaid owners of such sytems have consented to a request for re -negotiation of the 1965 agreement, and WHEREAS, as a result of such re -negotiation a revised agreement has been drafted and prepared and executed by the owners of such system and presented to this Town Board for consideration, and WHEREAS, this Town Board, after due investigation and deliberation, does deem it to be essential and in the best interests of the citizens and residents of the Town of Wappinger to acquire the aforesaid facilities pursuant to the terms and conditions of the re -negotiated and revised agreement, NOW, THEREFORE, BE IT RESOLVED by the Town Board of the Town of Wappinger as follows: 1. That the terms, conditions and provisions of a certain agreement providing for the acquisition of the Oakwood Knolls Sewer system and the Oakwood Knolls Water supply and distribu- tion system be and they hereby are in All respects approved. 2. That Joseph H. Fulton, Supervisor of the Town of Wappinger, be and he hereby is authorized, empowered and directed to take all steps necessary to execute and acknowledge the amended and revised agreement for and on behalf of the Town Board of the Town of Wappinger. Seconded by: Justice of the Peace Bulger Co.rr tea 0 Y1 Mr. Fulton: This resolution - I have presented it, and Mr. Bulger has seconded it. I call for a vote. Is there any question? Mr. Diehl: I have discussion on it. Before you bring it to a. point, I would like to state my position. In fact, tonight we have a signed letter by the principal, he withdraws the contract. In my mind, if he withdraws a contract, we have no contract. I would like to go back to an investigation. All the Board wanted an investigation. You called for it not to be a white -wash. In my opion, under the circumstances we have here, we are making a white -wash motion, in fact, we are paying to have it made. In closing this deal, the investigation ends. We will not find out if anything was wrong. Our attorney stated that an official of the Health Department, he had orders to bring ,a contract to Albany. According to a letter I have here, the same official says he did not call for a contract to come to Albany. Mr. Fulton: If, legally, there is no contract, you should have no 3 / 'x • fears because I can't sign it. As it was a legitimate investiga- tion, the signing of a contract does not eliminate the investiga- tion. Mr. Diehl: In my opinion, we are getting ready to close the deal with intent to buy. Mr. Fulton: Weref. you on this Board when the. original contract was signed with Mr. Ritter? Mr, Diehl: Yes, but I abstained from voting on the contract. Mr. Fulton: This is an amendment to the contract we have. Not changing the status. Mr. Diehl: Is the investigation still continuing? Mr. Fulton: To my knowledge it is. Mr. Diehl: Has anyone been here? Mx. Fulton: No. Mr. Clausen: Has it been determined who owns the Oakwood plant? Mr. Fulton: Mr. Quinn, would you answer the questioh? Mr. Quinn: All those, to the best of my knowledge, named in the agreement. An examination of title, the normal procedure, will give a -report on real and personal property involved. If a title cannot be found, the Town of Wappinger is not obliged to go on. Mr. Clausen: Is it not up to the Attorney General to decide who owns property? Mr. Quinn: No sir, you are incorrect. Mr. Clausen: Isn't there a suit against the Town and Mr. Ritter from the County, asking -for payment for something like $600 or $1,000? Mr. Quinn: There is an action with declaratory judgement, seeking pronouncement from the court as to the obligation to maintain and operate this plant. Mr. Clausen: Is the Town of Wappinger named in that suit? -Mr. Quinn: Yes sir. Mr. Clausen: Has the State ever given any rulings as to who owns the plant? Mr. Fulton: It seems to me that Mr. Ritter must think he owns the plant. Mr. Diehl: At the end of the investigation by the State, is it not possible that they could find that there are illegal dealings here, and it could be condemned and turned over to the State. Mr. Fulton: Possible, but very unlikely. Mr. Quinn: That is correct. The two things are not possible coupled together. If the State has found there is illegal construction here, it is not within the States' power to serve as the function of a court and grant eminent domain to any party. Mr. Diehl: Through such a verdict, could we purchase it at a lower rate? Mr. Bulger: It might be higher. Mr. Diehl: Why are you so sure? Mr. Quinn: Because of experience with Eminent Domain. Mr. Fulton: Some time ago, in approaching this problem, I had approached it from the same point of view. I have spoken since to a lot of lawyers and knowledgable people. I think now we have got the solution. We can have a decision to act on this tonight, I think it is the best decision we could make. Mr. Diehl: Seems investigation there has been a great indication to close the fact. Mr. Fulton: Investigation would not wind up in condemnation. If the State were to find a violation of law and come down and fine Mr. Ritter $10,000, this isn't going to help the people involved. Mr. Diehl: To me we are wiping it out. Motion to suspend the rules made by Mr. Diehl. Seconded by Mr. Clausen. Motion Unanimously Carried. George Brannen read a letter, written to Mr. Diehl by Russell Aldrich, then acting as Attorney for the Town, relative to the $120,000 contract with Oakwood Knolls. He pointed out it seems clear that one party had defaulted on the contract and believed that relieved the other party from the responsibility. He also noted the County Health Department had operated the plant for 3 13 almost a year now, indicating it was a nuisance, possibly subject to condemnation. Mr. Fulton: Condemnation does not necessarily mean that you get something for nothing. Are you implying we get something for nothing? Mr. Brannen: No Motion to resume the rules made by Mr. Bulger. Seconded by Mr. Francese. Motion Unanimously Carried. Mr. Francese: Should this contract be in a legal position to be withdrawn, then any action taken by this Board might become secondary to the fact that this contract is withdrawn? Mr. Quinn: The contract is not withdrawn. It is a part of a great deal of pressure on Mr. Ritter. He is attempting to, or purportedly withdrawing it on, alleged breach of an escrow agree- ment by me. For purposes of this discussion, and for all purposes relating to the contract, we deny the truth of this letter. His own attorneys have denied them. The very fact that they are not here implies that. Mr. Worona: We have a ruling from attorney that this contract cannot be withdrawn? Mr. Fulton: You're out of order. Mr. Francese: Do we have a resolution signed by Mr. Ritter? Motion to suspend rules made by Mr. Francese. Seconded by Mr. Bulger. Motion Unanimously Carried. Frank Versace: Mr. Diehl & Mr. Clausen are asking a lot of questions. It's a pretty late stage to be asking. They should be familiar with it, they souldn't be asking questions. They should have had answers before they came here. Mr. Francese should have been here on time. I would like to know what the attorneys interest is as far as the Oakwood Knolls water works goes. In my own opinion, and this is my own feeling, I am tired of coming down here for the last three years and hearing everything I've heard. You have a chance to pass this resolution, and if this Town Board had any interest in the Town, they should pass this resolution. I want to see the resolution passed. .; 14 Motion to resume the rules made by Mr. Bulger. Seconded by Mr. Clausen. Motion Unanimously Carried. Mr. Clausen: (Comment to Mr. Versace) --I think you are under a misapprehension if you think that I don't know answers to the questions. I'm asking them so everyone will know. I want it to be clear to everyone here. I'm ready to say that I think I understand the problems quite clearly. Mr. Fulton: Ready to vote? Mr. Clausen: One question - in 1963 or at the creation of the Oakwood Plant, I understand that the developer did not get State approval. Has the State given approval of the Oakwood Sewer Plant to date? Mr. Quinn: Not to my knowledge. Vote: Mr, Clausen: I abstain, Mr. Ritter withdrew his contract. I don't know owner of sewer plant and don't know if the state approved it. Mr. Diehl: I would like to have in writing the decision of the State as to whether the buying of this plant is in the best interest of the Oakwood Development and the Town. I abstain. Mr. Clausen ----Abstain Mr. Bulger Aye Mr. FranceseAye Mr. Fulton Aye Mr. Diehl Abstain Resolution duly adopted Mr. Fulton called for a recess to go into executive session. Motion to suspend the rules for three minutes (9:10) made by Mr. Clausen. Seconded by Mr. Bulger. Motion Unanimously Carried. Mr. Worona: May I respectfully ask at this time what the status of pending motions on this floor concerning the L & A district and the purchase under option contract. May I ask if it is the inten- tion of the Town to create a large central municipal didtrict in which the Oakwood Knolls sewer plant is to be incorporated, and if so, when iS it the intent of the Town Board to do so? 5 - Mr. Francese: I think it is the intent of this Board to go into executive session at this time. Mr. Worona: When you come back, I request suspension of the rules so we can have some answers and discussion on it? Mr. Fulton: Going into executive session and discuss it with them. Mr. Bulger moved to resume the rules. Seconded by Mr. Francese. Motion Unanimously Carried Meeting reconvened at 10:15. Mr. Fulton: The subject matter in this part of the meeting includes the Town's intent to form a large sewer district. It was always our intent. Doing it in a way the Town Board wants to do it. Our object here is to form large sewer districts which will be economically suitable for the people in the Town. With that in mind, the Board recessed for this resolution and will recess afterwards for about a period of 10 minutes. RESOLUTION AUTHORIZING THE ACQUISITION OF_ THE DOMESTIC SEWAGE SYSTEM OWNED BY L & A FILTRATION CORPORATION, AND THE PREPARATION OF CONTRACT DOCUMENTS FOR SUCH PURPOSE Proposed by: Supervosor Fulton WHEREAS, the Town Board of the Town of Wappinger did on the 3rd day of February, 1966, adopt a resolution establishing a policy relating to the treatment and disposal of domestic sanitary sewage within its territorial limits, and WHEREAS, in establishing such policy the Town Board has determined that sewage treatment and disposal plants and systems shall be owned and operated by the municipality, wherever and whenever economically feasible, and WHEREAS, such policy contemplates the formation of sewer districts and sewerage disposal districts to serve areas of the Town of Wappinger as the need for service arises, and WHEREAS, the implimentation of such policy requires that sewage treatment and disposal plants and collection systems shall be acquired and/or constructed by the Town of Wappinger in accordance with good engineering practice, sound financial planning and the public interest as determined by the Town Board after careful investigation, and WHEREAS, L & A Filtration Corporation is the owner of a domestic sewage treatment and disposal plant and collection system and the appurtenances thereto presently constructed and erected upon certain real property situate in the Town of Wappinger, and WHEREAS, this Town Board has previously expressed an interest in acquiring the said facilities owned by L.&A Filtration Corp. 8 6 for the purpose of using the same to provide public sewer service to residents of the Town of Wappinger and to that end has previous- ly authorized and directed the Supervisor of the Town of Wappinger and counsel to the Town of Wappinger toenter into negotiations for the acquisition of such facilities, and WHEREAS, such negotiations have been conducted by represen- tatives of L&A Filtration Corporation and representatives of this municipality, and as a result thereof it has been ascertained that the Town of Wappinger may acquire and purchase the aforesaid facilities for the sum of $300,000.00 and WHEREAS, the feasibility of such acquisition and purchase has been investigated by professional engineers employed by the Town of Wappinger, which engineers have recommended the proposed acquisition and purchase, and WHEREAS, this Town Board has deemed it to be essential to and in the best interests of the residents of the Town of Wappinger to proceed to acquire and purchase such facilities for the purchase price hereinbefore set forth. NOW, THEREFORE, BE IT RESOLVED by the Town. Board of the Town of Wappinger as follows: 1. That the Supervisor of the Town of Wappinger, with the assistance of counsel and engineers to the Town of Wappinger, be and he hereby is authorized, empowered and directed to take all steps necessary to complete the purchase and acquisition by the Town of Wappinger of the sewage treatment and disposal plant and collection system and the,appurtenances thereto presently owned by L&A Filtration Corporation and situate in the Town of Wappinger, Dutchess County, New York, upon the terms and conditions herein- after set forth. That counsel to the Town of Wappinger be and he hereby is authorized, empowered and directed to draft, prepare and submit to this Board a written agreement providing for the purchase of the subject sewer facilities from L&A Filtration Corporation. That such contract shall contain, among other things, a description of all real and personal property to be acquired, provision or the time and place of closing, provision for interim operation_of the facilities until,time of closing, provision that the facilities are to be purchased in an "AS IS" condition at the time of execution of the agreement, provision fixing risk of loss or damage to the subject premises by fire or other -casualty during the executory stage of the agreement, provision regarding the assignability of the contract by the vendor, provision incorporating the terms of the agreement by reference in any contract, undertaking and/or obliga- tion which the vendor may enter into with any other party with rela- tion to the subject sewer system, and/or the assets or corporate stock of L&A Filtration Corporation, provision that the agreement shall be binding upon the respective successors and assigne of the parties, and provision that performance of the contract by the Town of Wappinger shall be contingent upon its ability to secure the following approvals and consents: (A) That the_seller shall be albe to convey a good and marketable title to all real and personal property involved free from liens and encumbrances. (B) Instruments of conveyance shall meet with the approval of counsel to the Town as to form, content and manner of execution. • (C) •Permission from appropriate governmental agencies to form the necessary special district or districts required to provide sewer service to the public by means of the system described herein. (D) Permission of the Comptroller of the State of New York to market long term obligations, of at least thirty 3 17 • (30) years duration, to finance the subject purchase. (E) Receipt of favorable opinion of national bonding counsel as to the marketability of such obligations. (F) Permission from the New York State Health Depart- ment to provide public sewer service by means of the system herein described. 2. The contract relating to acquisition and purchase of the subject sewer system shall contain a provision that the Town of Wappinger shall make diligent application for the approvals and consents referred to in the foregoing paragraph immediately after execution of such agreement. Such contract shall further contain a provision whereby the vendor specifically and expressly waives any and all right which it or its successors and assigns or any of them shall ever have to object to and oppose the forma- tion of any public sewer district or public sewage disposal district or any other special improvement district intended to be formed and established by the Town of Wappinger to provide sewer service with facilities which shall include the subject system. Such provision shall include a consent in advance to the formation and establishment of improvement districts of such type and an agreement that the area of service of such new districts may be determined in the sole discretion of the Town Board of the Town of Wappinger. Such provisions relating to consent to formation of special improvement districts may be enforced by the Town of Wappinger in an action or actions for specific performance. 3. The purchase contract contemplated by this resolution shall be examined and reviewed at a public hearing to be held by the Town Board of the Town of Wappinger on the 22nd day of November, 1966, at 8:00 o'clock in the evening of such day in the Town of Wappinger Town Hall. Appropriate notice of such public hearing shall be given by the Town Clerk of the Town of Wappinger in the manner prescribed by statute. After such public hearing has been concluded, the Town Board of the Town of Wappinger shall take all steps necessary to approve the purchase contract contemplated hereby and to authorize the Supervisor of the Town of Wappinger to execute and acknowledge the same. 4. This resolution and the acquisition and purchase contem- plated hereby are predicated upon the fact that L&A Filtration Corporation, at the time of execution of the purchase contract referred to herein, shall execute and deliver to counsel for the Town of Wappinger a stipulation of discontinuance of all actions presently maintained by L&A Filtration Corporation against the Town of Wappinger, its agencies and all other entities joined as parties defendant therein. Seconded by: Justice of the Peace - Vincent Francese By Roll Call Vote Resolution Unanimously Adopted Motion to recess made by Mr. Clausen, seconded by Mr. Bulger and carried. Recess at 10:25. Meeting called back to order at 10:37 P.M. Mr. Fulton: What is the pleasure of the Board at this point? Would you like to hear from L&A? Motion made by Mr. Bulger, seconded by Mr. Clausen, to suspend the rules. Motion carried. 3 , Mr. Worona: We have no objection this time, and in the spirit of cooperation, ask you to adopt this resolution. We hope we can reach an agreement that will benefit all. We hope we will never have a recurrence of some of the things said tongiht. Motion to resume rules made by Mr. Bulger seconded by Mr. Clausen and carried. Mr. Bulger made motion to adjourn, seconded by Mr. Clausen. Motion Unanimously Carried. Meeting adjourned at 10:40 P.M. nck_LL, Elaine H. Snowden Town Clerk