2021-11-15T15:26:24-06:00 2021-06-30 113518842 Marks Paneth LLP 685 Third Avenue New York NY 10017 990 2020-07-01 132898799 Scenic Hudson Inc SCEN 8454734440 One Civic Center Plaza No 200 Poughkeepsie NY 12601 Edward O Sullivan President 8454734440 2021-11-14 1 Edward Sullivan 999009999 Magdalena M Czerniawski P00535099 2125038800 2021-11-14 2 AAL1 IAL1 2020 2022-09-23 18:48:47Z Edward O Sullivan One Civic Center Plaza No 200 Poughkeepsie NY 12601 20120321 0 X www.scenichudson.org X 1975 NY See Schedule O for Scenic Hudson's mission statement and vision for the Hudson Valley region. 35 35 69 110 0 0 7925678 7320356 2217000 2810500 1013235 1398697 20000 0 11175913 11529553 2820660 53639 0 0 7289331 7979477 0 0 1058278 3217114 2321067 13327105 10354183 -2151192 1175370 37305839 41443211 3395290 1976384 33910549 39466827 Scenic Hudson preserves land and farms and creates parks that connect people with the inspirational power of the Hudson River, while fighting threats to the river and natural resources that are the foundation of the valley's prosperity. More details on Schedule O. 0 0 3802186 53639 1486060 PROMOTING REGIONAL IDENTITY - We make the Hudson Valley more attractive to residents and employers by helping to create a shared sense of place and stewardship that is recognized far beyond our borders. We protect world-class scenic beauty; conserve family farms that supply fresh food to local and New York City consumers and drive a growing farm-to-table movement; create parks offering recreation and inviting spaces for people to gather; and mobilize residents to speak out against threats to the Hudson River and other irreplaceable natural assets that make the valley a great place to live and visit. 2138730 687690 BUILDING COMMUNITY - We ensure that our work benefits all of the region's residents, urban and rural, especially as demographic shifts continue. We respond to local concerns in diverse communities by partnering with residents and providing them with the expertise to turn neglected natural areas into safe places to exercise, relax, join with family and friends, and teach children about wildlife. In addition to uniting neighborhoods in a shared purpose, carrying out these initiatives affords much-needed skill-building opportunities for teens and has the potential to attract new investment and jobs - the key for revitalizing our cities. 1980305 636750 STRENGTHENING RESILIENCY - We further climate-change adaptation and resilience in our land conservation and community planning work and develop new climate-mitigation policies consistent with our conservation values. We provide guidance for riverfront communities to adapt to and mitigate rising sea levels and other climate-change impacts, and develop strategies for embracing renewable energy without sacrificing core assets - iconic views, farmland, critical habitat, cultural/historic resources - that residents and visitors cherish. We help wildlife adapt by conserving lands containing irreplaceable (and flood-resistant) habitat and migration pathways. We also create and manage our parks to serve as models of resiliency. 7921221 1 1 0 1 0 0 0 0 0 1 1 1 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 1 1 0 0 1 63 0 1 69 1 0 0 0 0 0 0 0 0 0 0 0 0 X 35 35 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 NY CT PA NJ FL MD RI UT VA IL MA X X Jason Camporese Chief Finance & Operations Officer 8454734440 One Civic Center Plaza Suite 200 Poughkeepsie NY 12601 Alexander Reese Director (Outgoing) 1.00 1.00 X 0 0 0 Andrew Gelb Director 1.00 X 0 0 0 Carl H Loewenson Jr Co-Vice Chair 1.00 X X 0 0 0 Carlos A Gonzalez Secretary 1.00 X X 0 0 0 Cybele Fishman Director 1.00 X 0 0 0 Daniel J Kramer Director 1.00 X 0 0 0 Dawn Watson Director 1.00 X 0 0 0 Deidrea Miller Director 1.00 X 0 0 0 Edward B Whitney Treasurer 1.00 1.00 X X 0 0 0 Elise Arnow Brill Director 1.00 X 0 0 0 Frederic C Rich Director 1.00 1.00 X 0 0 0 JE Hoke Slaughter Director 1.00 X 0 0 0 James C Goodfellow Director 1.00 1.00 X 0 0 0 Jay Saunders Director 1.00 X 0 0 0 Jesse B Clinton Director 1.00 X 0 0 0 Jessica Matthews Director 1.00 X 0 0 0 Judah S Kraushaar Assistant Treasurer 1.00 1.00 X X 0 0 0 Julia Harte Widdowson Director 1.00 X 0 0 0 Kristin Gamble Chair 1.00 1.00 X X 0 0 0 Leslie Richards-Yellen Director 1.00 X 0 0 0 Maarten R Van Hengel Director 1.00 X 0 0 0 Mario Johnson Director 1.00 X 0 0 0 Marjorie L Hart Director 1.00 1.00 X 0 0 0 Michael Dowling Director 1.00 X 0 0 0 Omar Kathwari Director 1.00 X 0 0 0 Rebecca R Cohen Director 1.00 X 0 0 0 Richard Elbaum Director 1.00 X 0 0 0 Richard H Klapper Director (Outgoing) 1.00 X 0 0 0 Richard Krupp Co-Vice Chair 1.00 X X 0 0 0 Richard Rieger Director 1.00 X 0 0 0 Robert Lieber Director 1.00 X 0 0 0 Simon Roosevelt Director 1.00 1.00 X 0 0 0 Stephen M Clement III Director 1.00 X 0 0 0 Theodore V Buerger Director 1.00 X 0 0 0 Usha Wright Director 1.00 X 0 0 0 W Patrick McMullan III Director 1.00 1.00 X 0 0 0 Zack McKown Director 1.00 X 0 0 0 Amy Kacala Exec. Dir. HHFT 1.00 39.00 X 133717 0 24935 Edward O Sullivan President 40.00 5.00 X 961276 0 132751 Erin Riley Senior Vice President 43.00 2.00 X 297109 0 56110 Jason Camporese Chief Finance & Operations 40.00 5.00 X 267859 0 55212 Raul Aguirre Exec. Dir. Policy, Adv. 40.00 X 0 0 0 Seth McKee Executive Director, Scenic Hudson Land 30.00 15.00 X 142667 0 48188 Steven Rosenberg Sen. V.P. & Exec. Dir. (Outgoing) 30.00 15.00 X 342959 0 125027 Andrew Bicking Dir. of Government Relations 40.00 X 109637 0 41762 Margaret King Assistant Director of Dev. 40.00 X 111606 0 20653 Riley Johndonnell Director of Communications 40.00 X 142140 0 22771 Rita Shaheen Dir. of Parks & Comm. Engagement 40.00 X 128357 0 14042 Theresa Andersen Human Resources Director 40.00 X 141804 0 25383 2779131 0 566834 17 0 1 0 0 X 499638 6820718 658558 7320356 Fees (see Schedule O) 900099 2810500 2810500 2810500 270950 270950 9718515 8590768 1127747 1127747 1127747 11529553 2810500 0 1398697 X 53639 53639 1842081 1016324 500288 325469 4618321 3869140 342150 407031 298593 255509 18308 24776 719597 558762 75452 85383 500885 381745 62702 56438 36924 5080 31844 22800 22800 72000 72000 103381 103381 910228 853000 57228 259069 211080 29886 18103 340835 277697 39320 23818 29971 17528 12104 339 68275 39930 27574 771 15926 15926 37112 30238 4281 2593 Program/public outreach 395958 243085 39406 113467 Equipment 28588 20538 7960 90 10354183 7921221 1374684 1058278 20107 21966 6031549 5123606 5091137 4152934 56482 42076 175198 104652 86472 70546 17633633 23372102 7464625 7464625 920384 920000 1450 275356 37305839 41443211 1036053 1148976 2320660 0 38577 827408 3395290 1976384 X 22759769 27563290 11150780 11903537 33910549 39466827 37305839 41443211 1175370 4380908 0 X X 0 1 X 1 0 X 7429458 5759006 13573250 7925678 7320356 42007748 7429458 5759006 13573250 7925678 7320356 42007748 12183328 29824420 299581 344024 500921 469541 270950 1885017 137625 180122 176505 20000 514252 44407017 10877327 0.67160 0.70150 X Schedule A, Part II, Line 10, Explanation of Other Income: Miscellaneous - 2016 Amount: $ 14,725. 2017 Amount: $ 32,697. 2019 Amount: $ 20,000. Gross Income from Fundraising Events - 2016 Amount: $ 122,900. 2017 Amount: $ 147,425. 2018 Amount: $ 176,505. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 139113 24549 163662 10190521 10354183 667709 166927 0 0 577115 639837 816355 667709 2701016 4051524 60296 72082 170676 163662 466716 144279 159959 204089 166927 675254 1012881 455 300 145075 139113 284943 25175230 549491 5627290 1164379 30187632 23037120 2130575 1018535 1011000 25175230 22903088 19448 1216992 1102408 23037120 22202558 57197 1552333 909000 22903088 19502395 1239095 2353068 892000 22202558 0.81000 0.19000 0 1 1 23910 23910 0 151288 80742 70546 70546 Pooled Investment Funds - Ex U.S. Commingled Funds 3949824 F Pooled Investment Funds - Alternative Investment Funds 2080317 F Pooled Investment Funds - Global Commingled Funds 1434484 F 7464625 Due to related party 827408 827408 X 73894927 4380908 58087847 62468755 11426172 103381 103381 11529553 20710279 10459477 10459477 10250802 103381 103381 10354183 Part V, Line 4: USE OF ENDOWMENT FUNDS: As articulated in detail in Part VII of Schedule R, Scenic Hudson, Inc. (SH) and The Scenic Hudson Land Trust, Inc. (SHLT) are related, tax-exempt organizations. Neither organization holds a "permanent endowment," that is, a fund intended by the donor to preserve its original principal amount and thus where spending is restricted to income and other investment earnings. SH and SHLT do hold four "quasi-endowment" funds, which had a combined market value of $243,845,4500 as of June 30, 2021, as follows: The Scenic Hudson Board Designated Fund is held by SH for the purpose of supporting the annual operating budget. Spending from the Board Designated Fund is determined annually by the board based on a percentage of the average balance over a rolling twelve-quarter period. As of June 30, 2021, the balance of the Board Designated Fund was $24,453,468. The Kathryn W. Davis Fund for Park Planning and Community Land Use (the "Kathyrn W. Davis Fund") is a donor-restricted fund held by SH. This fund is used to support SH's staff, consultants and other costs for park design, park management and land use planning. Spending from the Kathryn W. Davis Fund is by application of the same spending rate determined by the Board and applied to SH's Board Designated Fund. As of June 30, 2021, the balance of the Kathryn W. Davis Fund was $5,734,164. The combined value of the Board Designated Fund and Kathryn W. Davis Fund ($30,187,632) is reported in Schedule D, Part V of the Scenic Hudson 990. Because of the small size of the Board Designated Fund relative to SH's operations, and the restricted purpose of the Kathryn W. Davis Fund, Scenic Hudson is highly dependent on donor contributions to meet its annual operating needs. The Lila Acheson and Dewitt Wallace Hudson Valley Land Preservation Endowment (the "Wallace Fund") is a donor-restricted fund held by SHLT. It is principally used to support capital and other costs of purchasing land and conservation easements to meet SHLT's land preservation goals. Spending from the Wallace Fund is by application of the same spending rate determined by the Board and applied to SH's Board Designated Fund. Special appropriations are permitted under exceptional circumstances by Board approval, subject to donor restrictions. As of June 30, 2021, the balance of the Wallace Fund was $213,657,818. The Conservation Easement Enforcement Fund (the "Easement Enforcement Fund") is a board-designated fund held by SHLT. Appropriations are made at the discretion of the Board, generally by application of the same spending rate determined by the Board and applied to SH's Board Designated Fund. Spending is used primarily to cover legal and other costs incurred to support the perpetual obligation to monitor and enforce conservation easements and to defend lands held in fee for conservation. As of June 30, 2021, the balance of the Easement Enforcement Fund was $1,077,026. The capital costs of preserving the highest priority conservation lands in the Hudson Valley far exceed appropriations available from the Wallace Fund. Accordingly, Scenic Hudson's land preservation program - which is run primarily through The Scenic Hudson Land Trust - is highly dependent on capital contributions from individuals, foundations and government entities. The combined value of the Wallace Fund and Easement Enforcement Fund ($213,657,818) excluded from this 990 and reported in Schedule D, Part V of The Scenic Hudson Land Trust 990. Part X, Line 2: DISCLOSURE OF UNCERTAIN TAX POSITIONS: The Organization believes it had no uncertain tax positions as of June 30, 2021 and 2020 in accordance with Accounting Standards Codification ("ASC") Topic 740, "Income Taxes," which provides standards for establishing and classifying any tax provisions for uncertain tax positions. Part XI, Line 2d - Other Adjustments: Consolidation Eliminations -11,737,265. Related Entity Revenue 69,825,112. Part XII, Line 2d - Other Adjustments: Consolidation Eliminations -11,737,265. Related Entity Expenses 22,196,742. X X X X X 0 1 0 0 0 0 0 1 0 Edward O Sullivan President 371565 0 80000 0 509711 0 132751 0 0 0 1094027 0 500000 0 Steven Rosenberg Sen. V.P. & Exec. Dir. (Outgoing) 261666 0 60000 0 21293 0 103250 0 21777 0 467986 0 0 0 Erin Riley Senior Vice President 227082 0 50000 0 20027 0 41753 0 14357 0 353219 0 0 0 Jason Camporese Chief Finance & Operations 217680 0 50000 0 179 0 22524 0 32688 0 323071 0 0 0 Seth McKee Executive Director, Scenic Hudson La 131967 0 10000 0 700 0 12478 0 35710 0 190855 0 0 0 Theresa Andersen Human Resources Director 127205 0 14000 0 599 0 11443 0 13940 0 167187 0 0 0 Riley Johndonnell Director of Communications 135185 0 6732 0 223 0 11444 0 11327 0 164911 0 0 0 Amy Kacala Exec. Dir. HHFT 126473 0 7136 0 108 0 11368 0 13567 0 158652 0 0 0 Andrew Bicking Dir. of Government Relations 102708 0 6776 0 153 0 9340 0 32422 0 151399 0 0 0 Part I, Line 7 Bonuses are approved by the Board of Directors and Executive Compensation Committee as part of the overall compensation review and approval process, which includes review of peer compensation data and analysis prepared by an independent third-party compensation consultant. See Schedule O, reference to Form 990, Part VI, Section B, Line 15 for more details. PART I, LINE 4B: NOTE ON SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN: During the year ended June 30, 2015, Scenic Hudson, Inc. ("SH") and Edward Sullivan, President of SH, entered into a long-term employment agreement under IRC Section 457(f). The terms of the agreement were satisfied in January 2020, which resulted in a one-time lump sum payment of $500,000 (the "payment") to Mr. Sullivan. This payment is reported on part II, column B(III) and F. Subsequent to the aforementioned payment, SH and Mr. Sullivan entered into a new long-term employment agreement under IRC Section 457(f). The terms of the agreement run through January 31, 2025 at which time Mr. Sullivan will complete his commitment and receive a one-time lump sum payment of $400,000. Since Mr. Sullivan provides essential services to The Scenic Hudson Land Trust, Inc. ("SHLT"), which has no employees, SHLT has agreed to provide SH with funds sufficient to enable SH to make payments due under each of the aforementioned plans. Accordingly, SHLT has and will recognize this obligation over the term of the agreements. During the year ended June 30, 2021, SHLT recognized $80,000 of expense related to these agreements. During the year ended June 30, 2016, SH and Steven Rosenberg, Senior Vice President of SH, entered into a long-term employment agreement under IRC Section 457(f). The terms of the agreement run through June 14, 2021 at which time Mr. Rosenberg completed his commitment and received a one-time lump sum payment of $230,000. The terms of the agreement were satisfied in June 2021, which resulted in a one-time lump sum payment of $230,000 to Mr. Rosenberg. Since Mr. Rosenberg also provides essential services to SHLT, which has no employees, SHLT has agreed to provide SH with funds sufficient to enable SH to make payments due under the plan. Accordingly, SHLT will recognize this obligation over the term of the agreement. During the year ended June 30, 2021, SHLT recognized $50,185 of expense related to this agreement. Part II, Column B(III): The amount in this column for certain individuals represents contributions to 457(b) retirement plan, group term life insurance and auto allowance. X 28 658558 Fair Market Value 0 1 0 Part I, Column (b): The number in column (b) represents the number of contributions received. FORM 990, PART I, LINE 1: DESCRIPTION OF ORGANIZATION'S MISSION AND SIGNIFICANT ACTIVITIES: Scenic Hudson preserves land and farms and creates parks that connect people with the inspirational power of the Hudson River, while fighting threats to the river and natural resources that are the foundation of the valley's prosperity. Our work is guided by our vision for the region: The Hudson Valley is a community of informed and engaged residents working to make the region a model of vibrant riverfront cities and towns linked by inviting parks and trails, beautiful and resilient landscapes, and productive farms. FORM 990, PART III, LINE 1: FURTHER CONTEXT FOR ORGANIZATION'S MISSION (CONTINUED): Scenic Hudson helps people and communities preserve land and farms and create parks where people experience the outdoors and enjoy the Hudson River. We also bring together people, businesses and government to protect the river and natural resources that are the engines of the valley's local economies. Today, in the face of new challenges and the effects of climate change, we are dedicated to making the Hudson Valley a great place to live, work and play. Our focus is on strengthening and maximizing benefits all can enjoy from the region's great assets - beautiful open spaces, working farms, and vibrant cities and town centers. Form 990, Part VI, Section B, line 11b 990 REVIEW AND OVERSIGHT PROCESS: The Audit Committee first reviews the 990 in draft form for Scenic Hudson and The Scenic Hudson Land Trust. Once the Audit Committee has satisfactorily completed its review, they will recommend distribution of the drafts to the full Board of Directors for review and acceptance at its next meeting. Electronic copies of the draft 990s are distributed to the full board in preparation for the meeting. The board is encouraged to review the draft and provide comments or seek clarification, where necessary, before their acceptance. The return is filed upon acceptance by the board. Public inspection copies of the 990 are available on the Organization's board extranet and on the Organization's website (https://www.scenichudson.org/about-us/financial-and-governance/). Form 990, Part VI, Section B, line 12c MONITORING OF THE CONFLICT OF INTEREST POLICY: All board members and staff are required to review and sign the organization's conflict of interest policy annually. Board members who may have any real or perceived conflict of interest must abstain from discussion and voting around such issues. The Board of Directors reviews conflicts of interest that may arise (real or perceived) involving the staff. The Executive Committee (or the Board Membership and Governance Committee in some cases) reviews conflicts of interest (real or perceived) involving the executive team and board, however they may seek input from the full Board of Directors and/or legal counsel. Finally, all reported conflicts are summarized and reviewed by the independent auditor during the annual audit. A list is provided to the Audit Committee that specifies which, if any, board members reported a conflict. Form 990, Part VI, Section B, line 15 PROCESS FOR DETERMINING EXECUTIVE COMPENSATION: Executive compensation is determined by the Executive Compensation Committee, who engages a third-party consultant who provides a market analysis with recommendations, in consultation with the Board of Directors. The Executive Compensation Committee also incorporates first hand research data on comparable organizations in Scenic Hudson's staff and/or budget size in their recommendations. Form 990, Part VI, Section C, line 19 PUBLIC AVAILABLILITY OF GOVERNING DOCUMENTS: The following corporate governance documents are available to the public on Scenic Hudson's website (: https://www.scenichudson.org/about-us/financial-and-governance/): * Form 1023 * Form 990 * Audited financial statements * Certificate of Incorporation * Corporate by-laws * Whistleblower policy * Conflict of interest policy FORM 990, PART VIII, LINE 2A: DESCRIPTION OF PROGRAM SERVICE REVENUE: As detailed in Schedule R, Part VII, Scenic Hudson provides The Scenic Hudson Land Trust and Hudson Highland Fjord Trail Inc., related organizations who have no employees of their own, with the services of its employees, office space and general administrative support through a service agreement. Program service revenue, which totaled $2,810,500 during fiscal year 2021 represents the fees collected under these agreements. FORM 990, PART IX: STATEMENT OF FUNCTIONAL EXPENSES (PROGRAM EXPENSE RATIO): Activities that occur in The Scenic Hudson Land Trust, Inc. and Hudson Highlands Fjord Trail, Inc., each a supporting organization of Scenic Hudson, directly impact the expenses of Scenic Hudson. Such activities include the purchase of conservation easements and land in fee title and construction of a linear park. With this in mind, the only meaningful calculation of the Program Expense Ratio is to consider the expenses of all entities on a consolidated basis as reported in the consolidated financial statements. On a consolidated basis, the Program Expense Ratio for Scenic Hudson and The Scenic Hudson Land Trust was 88.2% and 86.5%, respectively, for the fiscal years ended June 30, 2021 and 2020. The Scenic Hudson Land Trust Inc 1 Civic Center Plaza Suite 200 Poughkeepsie NY 12601 237148333 Land Conservation NY 501(C)(3) Line 12a, I Scenic Hudson Inc 1 Hudson Highlands Fjord Trail 1 Civic Center Plaza Suite 200 poughkeepsie NY 12601 846261224 Trail Development NY 501(c)(3) Line 12a, I Scenic Hudson Inc 1 Northside Junction LLC 1 Civic Center Plaza Suite 200 Poughkeepsie NY 12601 851529685 Own Property NY N/A 0 0 Fall Kill Brookside LLC 1 Civic Center Plaza Suite 200 Poughkeepsie NY 12061 851504526 Own Property NY Scenic Hudson Inc C 1.00000 1 Parker Fall Kill LLC 1 Civic Center Plaza Suite 200 Poughkeepsie NY 12601 852325226 Own Property NY N/A C 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 0 The Scenic Hudson Land Trust Inc O 2547000 Board resolution/Svcs. Agreement Hudson Highlands Fjord Trail O 263500 Board resolution/Svcs. Agreement PART II AND PART V, LINE 1O: EXPLANATION OF RELATIONSHIP WITH OTHER TAX-EXEMPT ORGANIZATION: Scenic Hudson, Inc. (SH) and The Scenic Hudson Land Trust, Inc. (SHLT) are related, tax-exempt organizations. SHLT is supported and controlled by SH, and SH is the sole member of SHLT. Each organization has its own governing board, however, the board of SHLT is appointed by that of SH. General operations, including expenses related to staff and benefits, are carried on by SH while SHLT was founded exclusively for the benefit of and to serve the purposes of Scenic Hudson, to the extent that those purposes relate to acquiring and holding land in the Hudson River Valley, in order to preserve and protect such land for the benefit of the public, including transferring lands to federal, state and local governments and other not-for-profit organizations. Accordingly, the Land Trust acquires conservation easements and normally holds title to program related investments in land and parks owned by the Organization. As SHLT does not have any employees, SH provides SHLT with the services of its employees, office space and general administrative support through a services agreement. Under this agreement, SHLT provides payment to SH of an amount approved annually via Board resolution for such services on a quarterly basis, which in fiscal year 2021 totaled $2,547,000. SH and Hudson Highlands Fjord Trail, Inc. (HHFT) are related, tax-exempt organizations. HHFT is supported and controlled by SH, and SH is the sole member of HHFT. Each organization has its own governing board; however, a majority of the board of HHFT is appointed by that of SH. HHFT was founded exclusively for the benefit of and to serve the purposes of SH, to the extent that those purposes relate to developing and operating an accessible linear public park located between Cold Spring, New York and Beacon, New York, currently known as "the Fjord Trail." As HHFT does not have any employees, SH provides HHFT with the services of its employees, office space and general administrative support through a services agreement. Under this agreement, HHFT provides payment to SH of an amount approved annually by the Board of Directors which in fiscal year 2021 totaled $263,500. Part III and Part IV: Northside Junction, LLC ("Northside Junction"), a New York Limited Liability Company, was formed on June 17, 2020 and organized as a partnership for the purpose of acquiring, rehabilitating, maintaining, leasing, and selling or otherwise disposing of its interest in real property located in Poughkeepsie, NY (the "Property"). The Property will be renovated as a historic rehabilitation project to generate federal historic tax credits ("HTCs") and State of New York historic tax credits ("NY HTCs and collectively with the HTCs, the "Tax Credits") in accordance with Sections 47 and 50 of the IRC and Section 210-B-26 of the Laws of New York, respectively. Northside Junction is further intended to enter into one or more Brownfield Site Cleanup Agreement(s) and to be a Volunteer, as defined in Section 27-1405(1)(b) of the State of New York Environmental Conservation Law (the "ECL"), under the New York State Department of Environmental Conservation Brownfield Cleanup Program ("BCP") in accordance with Title 14 of Article 27 of the ECL. Fall Kill Brookside, LLC ("Fall Kill"), a New York Limited Liability Company which has elected to be treated as a corporation for tax purposes, was formed on June 17, 2020 and organized with Scenic Hudson as its sole member. Fall Kill holds a 0.01% interest in Northside Junction. Parker Fall Kill, LLC ("Parker"), a New York Limited Liability Company which has elected to be treated as a corporation for tax purposes, was formed on June 17, 2020 and organized with the Land Trust as its sole member. Parker holds a 99.99% interest in Northside Junction.