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2026-782026-78 Resolution Authorizing Amended And Restated Tenancy Agreement For Connection To The United Wappinger Water District At a Regular Meeting of the Town Board of the Town of Wappinger, Dutchess County, New York, held at Town Hall, 20 Middlebush Road, Wappingers Falls, New York, on February 23, 2026. The meeting was called to order by Joseph D. Cavaccini, Town Supervisor, and upon roll being called, the following was recorded: ✓ Vote Record - Resolution RES -2026-78 Yes/Aye No/Nay Abstain Absent Q Adopted ❑ Adopted as Amended Joseph D. Cavaccini Voter Q ❑ ❑ ❑ ❑ Defeated William H. Beale Voter Q ❑ ❑ ❑ ❑ Tabled Heather O'Dell Voter Q ❑ ❑ ❑ ❑ Withdrawn Christopher Phillips Mover Q ❑ ❑ ❑ Al Casella Seconder Q ❑ ❑ ❑ The following Resolution was introduced by Councilman Phillips and seconded by Casella. WHEREAS, the Town Board previously authorized a tenancy agreement between the United Wappinger Water District and Nature Preserve Homeowners' Association, Inc. to provide potable water service to the Nature Preserve residential community; and WHEREAS, subsequent review confirmed that the property served under the agreement consists of fifty- three (53) residential units, including a duplex located on Old Hopewell Road; and WHEREAS, the Town Board desires to amend and restate the tenancy agreement to incorporate the complete list of parcels served and revise the buy -in fee billing schedule; and WHEREAS, the Town Board has determined that authorizing the Amended and Restated Tenancy Agreement is in the best interests of the Town and the residents served by the United Wappinger Water District; and NOW, THEREFORE, BE IT RESOLVED, that the Town Board hereby approves the Amended and Restated Tenancy Agreement between the Town of Wappinger, on behalf of the United Wappinger Water District, and the Nature Preserve Homeowners'Association, Inc.; and BE IT FURTHER RESOLVED, that Town Supervisor Joseph D. Cavaccini, or in his absence the duly designated Deputy Supervisor, is hereby authorized and directed to execute the above described agreement in the form annexed hereto with such changes as the Town Supervisor may deem advisable in consultation with the Town Attorney. The foregoing was put to a vote which resulted as follows: RESULT: ADOPTED [UNANIMOUS] MOVER: Christopher Phillips, Councilman SECONDER: Al Casella, Councilman AYES: Cavaccini, Beale, O'Dell, Phillips, Casella Dated: Wappingers Falls, New York 2/23/2026 The Resolution is hereby duly declared Adopted. P. PAOLONI, AMENDMENT TO TENANCY AGREEMENT FOR CONNECTION TO THE UNITED WAPPINGER WATER DISTRICT THIS AGREEMENT dated as of the day of , 2026 by and between the Town of Wappinger, acting through its elected Town Board on behalf of the UNITED WAPPINGER WATER DISTRICT, a special improvement district operating under Article 12 of the Town Law hereinafter referred to as "UWWD" having offices at 20 Middlebush Road Wappingers Falls, New York 12590 AND NATURE PRESERVE HOMEOWNERS' ASSOCIATION, INC. having an address oft PO Box 400 Carmel, NY 10512 hereinafter referred to as "HOA" WITNESSETH: WHEREAS, on November 12, 2024, the Town Board adopted Resolution 2024-209 authorizing a Tenancy Agreement between the HOA and UWWD; and WHEREAS, subsequent review confirmed that the HOA includes 53 residential units, including a duplex located on Old Hopewell Road, all of which are to be served under this Agreement; and WHEREAS, the parties desire to amend and restate the Tenancy Agreement to incorporate the full list of parcels and revised billing schedule; NOW, THEREFORE, the parties agree that this Amended and Restated Agreement supersedes and replaces the prior Tenancy Agreement in its entirety. 1. TERM. The term shall commence upon the date of connection to the UWWD and the initial term shall expire forty years from the date hereof unless it is sooner terminated by other provisions set forth herein. Provided the HOA is not in default, the term of this agreement shall be automatically renewed thereafter for subsequent five-year terms until such time as the either party gives notice of the termination of the renewal Agreement, such notice of termination of the renewal Agreement must be given at least six months prior to the expiration of the term unless the Agreement is sooner terminated by other provisions of this Agreement. 2. RIGHT TO CONNECT In consideration of the promises made by the HOA under this Agreement, the UWWD grants unto the HOA (and ratifies the prior action of the Town Board) the right to connect to the water distribution facilities of the UWWD as provided by this Agreement, it being acknowledged that the connection to the UWWD has already been made. 3. CONSTRUCTION OF IMPROVEMENTS — The HOA has, at its sole cost and expense, designed and constructed all water improvements necessary for the connection of the Property to the UWWD water distribution system at the water shutoff valve in the public right of way abutting the Property. To the extent not already in place, (i) HOA shall acquire, at its expense, any and all permits necessary in order to undertake the project provided for herein, included but not limited to: road opening permits, NYS DOT permits, NYS DEC permits, grading permits, plumbing permits, NYS Department of Health, Dutchess County Department of Health permits, and Town of Wappinger Building Permits; (ii) to the extent the Town must obtain any regulatory approvals to implement this Agreement, including but not limited to a water supply permit from NYDEC, the Town shall obtain the same and the HOA shall reimburse the Town for the costs of any such permits; and (iii) if necessary, the HOA shall apply for approval from the Dutchess County Department of Health within 30 days of the execution of this agreement. 4. OPERATION, MAINTENANCE, REPAIR AND REPLACEMENT All water improvements constructed by the HOA shall be property of the HOA and the HOA will be responsible for the operation and maintenance of all aspects of the water improvements from the point of connection with the UWWD water distribution line, onto and throughout the Property. The HOA shall operate and maintain all water improvements necessary to connect the Property to the UWWD water distribution system in good condition without leaks. A. When leakage occurs on pipes and facilities owned by HOA, HOA shall make the necessary repairs immediately when they are discovered. If HOA fails to make said repairs as soon as possible, the Town may take such steps necessary to protect the Town water supply, including, if necessary, the right to discontinue water service, until such time as the leak is repaired. If water service is discontinued, the HOA shall pay the Town the restoration of service charge. B. HOA shall replace or repair such portions of the water improvements that are deemed necessary by the Town Engineer or the Water Department within the time prescribed by the notice to cure. If HOA fails to make said repairs or replacement within the time provided by the notice, the Town may take such steps necessary to protect the Town water supply, including, if necessary, replacement or repair as provided above and/or the right to discontinue water service, until such time as the repairs or replacement is completed. If water service is discontinued, the HOA shall pay the Town the restoration of service charge. 5. WATER RATES While this Agreement is in effect and for the time that water has already been supplied, the HOA, its successors and assigns, will pay on an annual basis or at such intervals that the Town bills its customers the same water charges, benefit assessment charges or other fees and assessments imposed or to be imposed on property owners within the UWWD for water and does consent to said charges being deemed liens on the Property in the same manner as if the Property was located within the boundaries of the District. The Water Charges shall be determined and payable in accordance with Chapter 234 of the Town of Wappinger Code as the same may be amended from time -to -time hereafter. 2 A. The HOA consents that unpaid water charges become liens on the Property and run with the land against the HOA's successors and or assigns. B. Service restoration fees and other miscellaneous charges shall be in accordance with Chapter 234 of the Town of Wappinger Code and the rules and regulations of the UWWD Water System. 6. NO OTHER HOOK-UPS — There shall be no additional permission to serve any property outside of the District other than the one herein described though the water improvements being constructed by HOA, except as set forth in section 31 below. The parties agree that no other parcel shall be allowed to connect to the water service line being constructed by the HOA without the express written approval by the Town. 7. TEMPORARY DISCONTINUANCE OF SERVICE In accordance with the regulations of the Town and New York State Law, including but not limited to Chapter 234 of the Town of Wappinger Code, the Town may, upon reasonable notice, when such notice can reasonably be given, suspend, curtail or discontinue water service on a temporary basis: A. for failure by HOA to comply with any valid governmental order or directive, such discontinuance shall be for the shortest time practicable. B. for any of the following acts or omissions on the part of the HOA; provided however that reasonable arrangements are made for the provision of water service to the residents using the water improvements provided for in this Agreement. 8. Subject to Paragraph 9 following, the following shall constitute default by HOA: A. Non-payment of any valid bill due for service for the Property, provided that a notice of default has been given which provides a period of ten days to cure the default in payment or file a written notice of objection to the Town. If the HOA files an objection, the Town Board shall hear such objection at its next meeting and determine the validity of such objection. In the event the objection is not sustained then water service may be discontinued. B. Disconnecting the meter or in any way tampering or interfering with the meter or remote meter reading device or tampering with any other facility of the Town without permission. C. Providing water service to others without the approval of the Town. D. Failure to remove any non -conforming temporary or permanent physical connection or interconnection to any unapproved source of supply. E. Maintenance of any water outlet improperly protected against backflow or back - siphonage or connecting or operating any piping or other facility on the HOA's premises in such manner as to adversely affect the safety or adequacy of service provided to other Town water customers present or prospective. F. Willful wasting of water after a notice to cure has been served and a 10 -day cure period has expired, and no cure has been affected. G. Failure to properly construct and maintain meter housings. H. Failure to comply with the terms of orders any Court or governmental authority having jurisdiction concerning the obligations of HOA under this Agreement. I. Refusal to allow reasonable access to the Property for necessary purposes in connection with rendering of service, including meter installation, reading, or testing, or the maintenance or removal of the Town's property 9. ENFORCEMENT OF THIS AGREEMENT BY UWWD SHALL BE EFFECTUATED BY PROCEEDING TO PLACE AND ENFORCE A LIEN FOR FINANCIAL OBLIGATIONS OF HOA UNDER THIS AGREEMENT OR BY SEEKING INJUNCTIVE OR OTHER RELIEF FROM A COURT OF COMPETENT JURISDICTION FOR DEFAULT OTHER THAN DEFAULT OF FINANCIAL OBLIGATIONS PROVIDED THAT UWWD SHALL SEEK IN SUCH ORDER AND PERMIT A REASONABLE CURE PERIOD FOR DEFAULTS WHICH DO NOT PRESENT AN IMMEDIATE HAZARD TO LIFE, PROPERTY OR HEALTH. 10. EARLY TERMINATION OF AGREEMENT Subject to the right of HOA to challenge any governmental order or directive that HOA asserts is invalid or unreasonable, HOA shall comply in good faith with any governmental order or directive concerning the obligations of HOA under the terms of this Agreement. The following shall constitute grounds for early termination of this Agreement: A. The HOA acknowledges that the Town has the right and obligation under this Agreement to discontinue water service to customers outside the District when the UWWD's water supply is insufficient to meet the needs of District residents. In the event that there is no longer surplus water capacity to service the Property, the Town may seek judicial authorization to terminate water service under this Agreement. The Town shall give the HOA sufficient time to obtain an alternative water source and construction of a connection to such alternate source, in accordance with said approval. In no event shall the notice period be less than three months, except in the case of an emergency. B. In the event a water district or water improvement area of the Town of Wappinger is extended to cover the Property, and the Property is approved to obtain water from such water district or improvement area, this Agreement shall terminate (without the need for Court order). The HOA shall have a reasonable amount of time to make connection with Town of Wappinger water service. C. Neither party shall be entitled to damages or penalties if this Agreement is terminated in accordance with this section. 11. TOWN CODE & WATER DISTRICT REGULATIONS The HOA agrees to abide by and be bound by Chapter 234 of the Code of the Town of Wappinger entitled "Water" as well as all rules and regulations adopted by the Town Board for the operation of the UWWD Water system. 4 12. TOWN'S RIGHT TO INSPECT The Town and its employees and agents shall have the right to enter upon the Property at reasonable times to inspect the water improvements in order to determine that the water improvements are functioning properly and are in compliance with this Agreement, the Town of Wappinger Code and other applicable laws. The right to inspect shall not be construed to place the Town in a position of responsibility for maintaining the HOA's water distribution system. The purpose of inspections is to protect the UWWD's water system. Failure to permit access to inspect the water improvements shall be considered a default of this Agreement and the Town shall be authorized to discontinue service until such time suitable access is provided. 13. EMERGENCY REPAIRS The Town and its employees and agents shall have the right to enter upon the Property in the case of an emergency to make such repairs to the water system that are necessary. 14. SEQRA REVIEW This Agreement is contingent upon and shall not take effect unless and until the SEQRA review is completed by the lead agency designated by the Town Board. 15. BUY -IN FEE AND BILLING SCHEDULE — Each residential unit is subject to a capital buy -in fee pursuant to Town Code §236-6(B)(2)(c). A. Two -Bedroom Units Fifty-two (52) two-bedroom units shall pay a capital buy -in fee of $2,000 per unit. B. Three -Bedroom Unit One (1) three-bedroom unit shall pay a capital buy -in fee of $3,200. C. Billing Structure Buy -in fees shall be billed by the Town in twenty-four (24) monthly installments per unit as follows: Berry Lane and Doe Trail Units • First Bill Date: November 1, 2025 • Last Bill Date: October 1, 2027 2. Old Hopewell Road Duplex Units • First Bill Date: February 1, 2026 • Last Bill Date: January 1, 2028 D. The individual unit owners shall be responsible for payment. The Town reserves the right to collect unpaid charges from the HOA in the event of a default exceeding ninety (90) days. E. All parcels subject to buy -in fees are listed in Exhibit "A", attached hereto and incorporated by reference. 16. WATER PRESSURE The continuing adequacy of the Town's water pressure is in no way guaranteed by the Town. A. The HOA shall be allowed to conduct any tests it deems appropriate to determine that the water pressure of the UWWD Water System is sufficient for its needs. All such tests must be completed before the buy -in fee is due. In the event that these tests determine that the water pressure of the UWWD Water System is not sufficient, the HOA may terminate this Agreement. Once the incentive fee has been paid, the HOA may not terminate this Agreement pursuant to this section. B. The HOA acknowledges that they have the opportunity to become fully familiar with the water pressure supplied to the Property by the UWWD water system and any limitations said pressure may have on any firefighting apparatus. With this knowledge the Corporation accepts the water pressure "as is". 17. PROHIBITED USES Units on the Property may only be used as a single-family residence. 18. COSTS & ATTORNEYS FEES — The HOA is liable for all costs, charges, duties and responsibilities imposed upon the HOA by this Agreement. The parties may enforce this Agreement by judicial action and the prevailing party shall be entitled to recover its reasonable costs and attorney's fees in any action to enforce this Agreement. 19. COOPERATION — It is expressly understood that the parties' good faith efforts and due diligence in proceeding with the approvals, planning and construction of the proposed project are expressly made terms and conditions of this Agreement. The parties acknowledge that, although they have attempted to incorporate and resolve all matters relative to the proposed improvements, certain matters will likely arise hereafter which were not addressed in whole or in part by this Agreement. Accordingly, the parties hereto shall, in good faith, cooperate to do all things, which may become necessary in the future to effectuate the purpose and intent of this Agreement. 20. AUTHORITY — It is expressly understood and acknowledged that the signatories to this Agreement have the power to bind their respective parties to all of the terms and conditions contained herein. All resolutions of the respective governing bodies of the Town have been adopted by the appropriate legislative authority. 21. APPLICABLE LAW This Agreement shall be governed under the laws of the State of New York. 22. VENUE Venue for any dispute arising from this Agreement shall be placed in a New York State Court of competent jurisdiction located within the County of Dutchess, State of New York. 23. ENTIRE AGREEMENT This Agreement and any attachments hereto constitute the entire agreement and understanding of the parties with respect to the subject matter hereof and supersede all prior agreements and understandings, whether oral or written. No modification or claimed waiver of any of the provisions hereof shall be valid unless in writing and signed by the duly authorized representative against whom such modification or waiver is sought to be enforced. 24. WAIVER None of the terms of this Agreement can be waived or modified except by an express Agreement in writing signed by both parties. There are no representations, promises, warranties, covenants, or undertakings other than those contained in this Agreement, which represents the entire understanding of the parties. The failure of either party hereto to enforce, or the delay by either party in enforcing, any of its rights under this Agreement shall not be deemed a continuing waiver or a modification thereof and either party may, within the time provided by applicable law, commence appropriate legal proceedings to enforce any or all of such rights. 6 25. SEVERABILITY All rights, powers and remedies provided herein may be exercised only to the extent that the exercise thereof does not violate any applicable law, and are intended to be limited to the extent necessary so that they will not render this Agreement invalid, unenforceable or not entitled to be recorded under any applicable law. If any term, covenant or condition of this Agreement shall be held to be invalid, illegal or unenforceable, the validity of the other terms, covenants and conditions of this Agreement shall in no way be affected thereby. 26. EXTENSION OF SPECIAL DISTRICT This Tenancy Agreement is intended as an interim procedure and the Property is intended to be included in a future extension of the UWWC. UWWD and the Town of Wappinger reserve the right to extend the boundaries of UWWD to include HOA's Property. If petitioned by the HOA pursuant to Article 12 of the Town Law, the Town will use best efforts to extend the District. The HOA agrees to irrevocably execute any Petition pursuant to Article 12 of the Town Law to extend the boundaries of the UWWD to include the Property, or for any other Water District formed by the Town to include the Property. If the Town Board on its own motion, pursuant to Article 12A of the Town Law, determines to extend the boundaries of the UWWD to include the Property or to create a new District the boundaries of which will encompass the Property, HOA will not take any action to oppose the Town Board's actions. 27. SUCCESSORS AND ASSIGNS This Agreement is binding upon the heirs, successors and assigns of HOA and it shall run with the land comprising the Property and the HOA shall record this Agreement or a Memorandum of this Agreement with the Clerk of Dutchess County, indexed to the Property. 28. RE -LEVY OF UNPAID AMOUNTS If, at the expiration or earlier termination of this Agreement, any amounts identified herein remain unpaid with respect to the parcels described in Exhibit A, such amounts shall be re -levied against the corresponding parcels listed in Exhibit A. The parties agree that any such unpaid balances shall remain a continuing obligation associated with the applicable parcel(s) until paid in full, and may be assessed, billed, or collected in the same manner as the original charges, together with any applicable interest, penalties, or collection costs permitted under this Agreement or applicable law. 29. ADDITIONAL DOCUMENTS Each party will, at any time and from time to time, at the request of any other party make, execute, acknowledge and deliver, or cause to be done, all such further acts, deeds or other documents as may reasonably be necessary or appropriate to complete the transactions contemplated by this Agreement. IN WITNESS WHEREOF, the parties have set their hand and seals by their duly authorized officers as IN WITNESS WHEREOF, the parties have set their hand and seals by their duly authorized officers as of the date first above written. Signatures on Following Page Nature Preserve Homeowners' Association, Inc. By: STATE OF NEW YORK ) COUNTY OF DUTCHESS ) ss. On the day of 2026, before me, the undersigned, a Notary Public in and for said State, personally appeared 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 instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument. Notary Public TOWN OF WAPPINGER TOWN BOARD ON BEHALF OF UNITED WAPPINGER WATER DISTRICT Town Supervisor Joseph D. Cavaccini Councilmember Heather O'Dell Councilmember Alfred J. Casella STATE OF NEW YORK ) COUNTY OF DUTCHESS ) ss. Councilmember William H. Beale Councilmember J. Christopher Phillips ACKNOWLEDGEMENTS On the day of , 2026, before me, the undersigned, a Notary Public in and for said State, personally appeared Joseph D. Cavaccini, William H. Beale, Heather O'Dell, J. Christopher Phillips, and Alfred J. Casella 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 instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument. Notary Public EXHIBIT A PARCELS SUBJECT TO TENANCY AGREEMENT AND BUY -IN FEES The following parcels comprise the Property served under this Agreement. Berry Lane Units (All $2,000 Buy -In; Nov 2025 — Oct 2027) Tax Map Nos.: 6157-01-225648 6157-01-226639 6157-01-226641 6157-01-226650 6157-01-227633 6157-01-227635 6157-01-227637 6157-01-227651 6157-01-228631 6157-01-228653 6157-01-230630 6157-01-230655 6157-01-231625 6157-01-231628 6157-01-231656 6157-01-232658 6157-01-233660 6157-01-237588 6157-01-237591 6157-01-237593 6157-01-237642 6157-01-238595 6157-01-238597 6157-01-238648 6157-01-239599 6157-01-239602 6157-01-239638 6157-01-239641 6157-01-239645 6157-01-240605 6157-01-240607 6157-01-240609 6157-01-240637 6157-01-241611 6157-01-241635 6157-01-242633 6157-01-243631 6157-01-244629 10 Doe Trail Units (All $2,000 Buy -In; Nov 2025 — Oct 2027) Tax Map Nos.: 6157-01-248709 6157-01-249712 6157-01-249716 6157-01-249718 6157-01-249720 6157-01-249723 6157-01-250728 6157-01-250729 6157-01-250732 6157-01-250736 6157-01-249725 6157-01-250734 6157-01-249714 Old Hopewell Road Duplex 109 Old Hopewell Road Tax Map No. 6157-01-254619 • Buy -In: $2,000 • Billing: Feb 2026 — Jan 2028 111 Old Hopewell Road Tax Map No. 6157-01-263617 • Buy -In: $3,200 • Billing: Feb 2026 — Jan 2028 11