Analyses of Riverhead's Legal Response to Ghermezian Suit

Observation by Andrew Leven

I am a lawyer but I am not talking to you as the lawyer for anyone or for EPCAL Watch.  I am giving my observations at 30K feet, without knowing the facts with any granularity.  Nor do I practice in, or know, these areas of the law with enough certainty to render a legal opinion.  WHICH THIS IS NOT, and should not be considered such or relied upon by anyone as legal advice of any kind for any purpose.  

 Like many lawsuits, this one is operating on two levels: technical and substantive.  The technical level concerns various doctrines of contract law, standing to sue, stating a cognizable claim, and injury.  The Town’s attorneys appear to be working that end.

 Substance matters more, because every decision maker (Judge or jury) wants to be “just,” a/k/a doing the right thing.  For that reason, the primary goal of effective lawyering is to highlight and organize the facts in a way that, if accepted as true, will make a decision maker want to rule in their favor. Otherwise stated, substance (with some exceptions that do not, at first glance, appear to be present here) defines the end of the journey, and technical matters describe (at least in part) the legal pathway to get there.

The substance here is that the “fraud” alleged by CAT, if true, was an agreement entered into by CAT and Riverhead to defraud the public and deliver millions of dollars in tax abatements to CAT under false pretenses (e.g., that the RIDA process was legitimate when, in fact, the Town and CAT agreed in advance that it would not be). Importantly, it does not matter whether RIDA was in fact influenced, or its processes actually corrupted, regarding this application. What matters is that in its Complaint CAT says, in effect, that CAT wanted to corrupt those processes, and is now suing because they were not sufficiently corrupted. I believe that, at least conceptually, the agreement CAT alleges it relied on is unenforceable as a matter of public policy and, without it, CAT’s remaining contentions rest on air.

Unsurprisingly, the Town’s attorneys are not in a position to use this very ugly substance because if the agreement CAT alleges was actually entered into (and who knows with this group) they would be burning down the Town (which is their client) to save it. 

 But not so for EPCAL Watch. I would spend the legal fund EPCAL Watch has on this to file an amicus brief that drives home this critical public policy point.  It should be in the case, you are the only ones who are going to put it there, and the Town can’t punish you for doing so; their position is that it never happened, which also leaves CAT resting on air.

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Comments from an anonymous friend

I am not an attorney. Double check for accuracy if you spot something that bothers you. I

EPCAL Watch Involvement in the Riverhead Lawsuit

Background

EPCAL Watch,  a community or advocacy group with interests in the developments at the Enterprise Park at Calverton (EPCAL), is considering involvement in the ongoing legal dispute between Calverton Aviation & Technology (CAT) and the Town of Riverhead. The key issue revolves around alleged breaches of contract, procedural failures, and claims of tortious interference related to the development agreements and actions taken (or not taken) by the Riverhead Industrial Development Agency (RIDA).

Options for Involvement

EPCAL Watch can consider the following avenues for involvement:

1. Filing an Amicus Curiae Brief (Friend of the Court)
2. Participating as an Intervenor (if legally permissible)
3. Conducting Independent Advocacy Efforts
4. Legal Observation and Reporting

1. Filing an Amicus Curiae Brief

Pros:

• Influence on Proceedings: Provides a platform to influence the court’s understanding from the community perspective, especially on how the outcome can affect local economic and environmental aspects.
• Raise Public Interest Issues: Can highlight broader implications on public interest, which might not be fully represented by the existing parties.
• Legal Credibility: Adds a level of legal endorsement or support for the arguments that might favor one party’s position, potentially swaying the outcome if the brief is well-regarded.

Cons:

• Cost: Preparing a legal brief, especially by competent legal counsel, can be expensive.
• No Direct Influence on Outcome: The amicus curiae does not become a party to the proceedings and thus has no right to appeal or direct influence over the case’s progression.
• Court’s Discretion: The court might not consider the amicus brief if it does not find it pertinent to the resolution of key legal questions.

2. Participating as an Intervenor

Pros:

• Active Participation: Allows EPCAL Watch to become a party to the case (if permitted by the court), giving the group the ability to contribute evidence, arguments, and partake in hearings.
• Appeal Rights: As a party, EPCAL Watch would have the right to appeal the decision if unfavorable.

Cons:

• Legal and Procedural Complexity: Intervention is legally complex and the court might deny the application if EPCAL Watch cannot demonstrate sufficient direct interest in the outcome beyond general public implications.
• Increased Costs and Legal Exposure: As a party, EPCAL Watch would incur higher legal costs and become exposed to potential counterclaims or cross-claims.

3. Conducting Independent Advocacy Efforts

Pros:

• Flexibility and Outreach: Allows the group to use various platforms (social media, public forums, press releases) to influence public opinion and policymakers without the constraints of legal proceedings.
• Lower Costs: Less costly than legal involvement and can be adjusted according to available resources.
• Building Public Support: Can help rally public support that could indirectly influence the proceedings through political or social pressure.

Cons:

• Less Impact on Legal Proceedings: These efforts might have little to no direct impact on the legal outcomes of the case.
• Potential for Public Backlash: If not well-managed, advocacy efforts can lead to public backlash, potentially framing EPCAL Watch as antagonistic or self-serving.

4. Legal Observation and Reporting

Pros:

• Informing the Public: Provides accurate and detailed updates about the proceedings to the community, which can help in maintaining public interest and ensuring transparency.
• Supporting Accountability: Through detailed reporting, EPCAL Watch can help hold the parties accountable for their actions and commitments in a public forum.

Cons:

• Limited Influence: This role does not allow EPCAL Watch to actively influence the proceedings aside from public and media-based pressure.
• Resource Allocation: Requires dedicated resources that might not influence the outcome directly.

Conclusion and Recommendation

Given the complexity and the stakes of the legal dispute, EPCAL Watch should consider the most effective method to achieve its goals with the resources available. Filing an amicus curiae brief might be the most strategically effective way to have a legal influence without the burden of becoming a direct party to the lawsuit. However, this should be complemented with robust public advocacy to ensure that the community's interests and perspectives are well-represented both inside and outside the courtroom.

It is advisable to consult with legal counsel to explore these options thoroughly and choose the best course of action based on legal advisability, resource availability, and strategic importance of the issues at stake.

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Analyzing the counter filed by Riverhead Town and the Riverhead Industrial Development Agency (RIDA) against Calverton Aviation & Technology's (CAT) lawsuit, several legal points and strategies stand out that are pivotal in understanding the potential course and outcome of this legal battle. Here’s a detailed commentary on the town’s motion to dismiss:

Key Points in Riverhead Town’s Motion to Dismiss:

Lack of Factual Disputes:

The town argues that the “documentary evidence” available, which includes contracts, amendments, and resolutions, conclusively supports their defense, leaving no significant disputes of facts for a trial. This assertion implies that based on the written agreements and documented interactions alone, the town's actions were justified under the terms agreed upon with CAT.

Failure to State a Cause of Action:

A fundamental aspect of the motion to dismiss is the claim that CAT’s lawsuit fails to state a cause of action. Legally, this means that even if all allegations by CAT are accepted as true, they do not constitute a legal claim for which relief can be granted. This argument is often based on interpreting the legal standards and terms set within the contract and by relevant laws.

Specific Performance and Notice of Pendency:

CAT’s request for specific performance (a legal remedy that requires the contract to be executed as agreed, rather than paying damages) is challenged by the town. The town contends these claims, even if true, do not hold legal water to compel the enforcement of the contract through court action.

Regarding the notice of pendency, the town seeks its cancellation, arguing that CAT's failure to outline a valid legal claim makes the notice unjustified. This notice currently complicates the town’s ability to use or transact the land, effectively pausing any development until the lawsuit is resolved or the notice is lifted.

Strategic Implications for Riverhead Town:

Documentary Evidence as a Shield:

By leaning heavily on documentary evidence, Riverhead is positioning itself to avoid a prolonged trial by proposing that existing documents alone refute CAT’s claims. This approach not only seeks to expedite the legal process but also to minimize the resources spent in litigation.

Minimizing Legal Exposure:

Dismissing the case on foundational legal grounds—such as the failure to state a cause of action—would prevent CAT from re-filing or adjusting their claims based on the same set of facts. This is a preemptive move to close the door on future litigation regarding this contract.

Public and Economic Considerations:

The motion also subtly addresses the economic and public relations aspects by seeking to cancel the notice of pendency. This action would free up the land for potential development, which is crucial for the town’s economic planning and community development initiatives.

Legal Recommendations for Riverhead Town:

Robust Defense Preparation:

Continue to prepare a robust defense focusing on the contractual obligations and the specific legal standards for dismissing a case. This includes gathering all documentary evidence that supports their motion and preparing to counter possible amendments to CAT’s complaint.

Community Engagement:

Proactively engage with the community to explain the town’s legal strategies and the implications of the lawsuit and the motion to dismiss. Transparency will help maintain public support and manage the community’s expectations regarding the development of EPCAL.

Monitor Legal Developments:

Stay vigilant about any legal maneuvers from CAT, including potential amendments to their complaint or preliminary injunctions that might aim to maintain the notice of pendency.

Strategic Negotiations:

Depending on the court’s response to the motion to dismiss, be prepared to enter into negotiations with CAT, potentially to settle out of court on favorable terms that prevent similar legal challenges in the future.

Conclusion for Town:

Riverhead Town’s motion to dismiss the lawsuit brought by CAT represents a critical juncture in this legal battle. By challenging the sufficiency of CAT’s claims and the applicability of their requested remedies, the town is not only defending its actions but also taking proactive steps to mitigate further disruptions to its developmental plans for EPCAL. This case highlights the intricate balance between legal strategies and community and economic considerations, demanding careful, strategic handling by the town’s legal and executive teams.

Recommendations for CAT: Legal and Strategic Steps

As a corporate attorney representing Calverton Aviation & Technology (CAT), considering Riverhead Town's recent motion to dismiss the lawsuit provides a critical juncture to reassess and strengthen CAT’s legal strategy. Here are detailed recommendations and an expansion on monitoring legal developments:

1. Reevaluate and Strengthen the Complaint:

Amend the Complaint:

Clarify and Strengthen Legal Claims: Review the initial complaint to clarify any ambiguities and strengthen the legal arguments. Ensure that each claim tightly aligns with legal precedents and clearly states a cause of action that warrants relief. If necessary, amend the complaint to address any potential weaknesses highlighted by the town’s dismissal motion.

Substantiate Claims: Enhance the complaint with additional documentary evidence, witness testimony, and expert opinions that support CAT’s claims, particularly focusing on substantiating claims of contractual breaches, unlawful interference, and the legal necessity of a public hearing by RIDA.

Add New Claims:

Depending on the legal review, consider adding new claims that might have arisen from the ongoing dispute or from the town’s actions and statements during the litigation process.

2. Legal Responses and Motions:

Oppose the Motion to Dismiss:

Prepare a Detailed Opposition: Draft a comprehensive opposition to the motion to dismiss, arguing that substantial issues of fact exist which necessitate a trial. Highlight any procedural errors or misinterpretations of the law by the town.

Show Legal Merit: Demonstrate that the claims do indeed state valid causes of action under the law, referencing legal standards and precedents that support CAT’s positions.

Seek Preliminary Injunction:

Maintain Notice of Pendency: If the motion to dismiss progresses, consider seeking a preliminary injunction to maintain the notice of pendency, which preserves CAT’s claim on the property during the litigation. This would involve proving the likelihood of success on the merits of the case and the potential for irreparable harm should the notice be lifted.

3. Monitor Legal Developments:

Stay Vigilant:

Legal Maneuvers by Town: Keep a close watch on any further filings or motions from the town, especially those that might attempt to expedite the dismissal or alter the legal landscape of the case.

Changes in Law or Regulation: Monitor any changes in state laws or local regulations that might impact the case, including those related to development projects, environmental regulations, and public hearings.

Prepare for Amendments:

Adjust Strategy Based on Developments: Be prepared to quickly adjust the legal strategy in response to new legal developments, whether these are changes in the law, new legal interpretations by courts, or new evidence introduced by the town.

4. Public and Community Engagement:

Strengthen Public Relations:

Engage with Community: Develop a stronger community outreach program to improve public perception of the project. This might include public meetings, press releases, and community benefits programs that highlight the positive impacts of CAT’s plans for EPCAL.

Transparent Communications: Provide clear and regular updates about the case and CAT’s intentions to reassure the public and mitigate any negative publicity generated by the town’s opposition.

Legal and Public Synergy:

Align Legal and Public Strategies: Ensure that the legal and public relations strategies are well aligned; the public perception can often influence legal outcomes, especially in community-sensitive cases.

5. Prepare for All Outcomes:

Plan for Appeal:

Anticipate Possible Appeal: Prepare for the possibility that the motion to dismiss might be granted, at least in part, necessitating an appeal. This includes preparing the groundwork for an appeal early on by meticulously documenting all proceedings and ensuring all legal arguments are well-articulated and preserved during the trial.

Settlement Considerations:

Evaluate Settlement Options: Continuously evaluate the feasibility of a settlement with the town, particularly if certain claims are dismissed or if the legal and financial landscape changes. Any settlement should strategically benefit CAT both economically and in terms of public relations.

Conclusion and Recommendations for CAT

As CAT’s representing attorney, it is crucial to carefully review and possibly refine the legal claims and factual allegations in the lawsuit. CAT should consider:

Strengthening Factual Basis: Ensuring that all claims are supported by robust and indisputable evidence.

Clarifying Legal Arguments: Clearly distinguishing between what are conditions precedent and what are contractual obligations and ensuring that all legal claims are valid under the specified terms of the contract.

Reassessing Contractual Interpretations: Re-evaluating the interpretations of the contract terms that the town alleges CAT has misconstrued, particularly around the provisions for the subdivision map and water supply issues.

Continuing, CAT should prepare to counter the town’s motion comprehensively, arguing that its claims are both factually substantiated and legally warranted, thereby necessitating a trial to resolve these disputes conclusively.

Navigating this lawsuit effectively requires a proactive, dynamic, and well-rounded strategy that encompasses legal robustness, community engagement, and strategic public relations. CAT’s legal team must be prepared to address both the substantive and procedural elements of the case, leveraging legal acumen and public engagement to secure a favorable outcome. As developments occur, CAT must remain adaptable, vigilant, and strategically ahead of the curve to manage and mitigate the complexities of this high-stakes litigation.

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Detailed Analysis of Riverhead Town’s Motion to Dismiss CAT’s Lawsuit

PART 1

Overview

Riverhead Town and the Riverhead Industrial Development Agency (RIDA) have filed a comprehensive motion to dismiss CAT's Amended Complaint. The motion is grounded in CPLR 3211(a)(1) and (a)(7), targeting the dismissal of the complaint for failing to state a cause of action and arguing that documentary evidence negates CAT’s claims. This motion also seeks to cancel the Notice of Pendency that CAT filed, which affects the title to the property involved in the dispute.

Key Arguments in the Motion to Dismiss

1. Preliminary Statement and Legal Standards

General Argument: The defendants argue that CAT's complaint, which extensively details its grievances and legal claims across 372 paragraphs and seventeen claims, essentially boils down to CAT’s dissatisfaction with the outcomes of its agreement with the town. They contend that CAT, a self-described global conglomerate, cannot credibly claim to have been duped into signing an unfavorable agreement, especially one drafted on its own terms.

Legal Basis for Dismissal: The motion cites CPLR 3211(a)(1) for dismissal based on documentary evidence which purportedly refutes CAT's factual allegations and establishes defenses as a matter of law. Additionally, under CPLR 3211(a)(7), the motion argues that the complaint fails to state a cause of action, which legally means that even if all allegations were true, they wouldn’t constitute a valid claim under the law.

2. Specific Arguments Against CAT’s Claims

Misinterpretation and Misrepresentation: The town argues that CAT has misinterpreted the terms of the contract and misrepresented them in its claims. For instance, CAT’s assertion regarding the subdivision map filing is highlighted as a misinterpretation; it was a condition precedent (an event that must occur before a duty to perform a contract arises) rather than a promise or obligation by the town.

Contractual Misunderstandings: Riverhead points out that CAT’s complaints about the notice and cure provisions and their claims of the town’s failure to perform ministerial acts (like ensuring water supply from the Suffolk County Water Authority) are based on flawed understandings of the contract terms. CAT's failure to provide notice of breach as required by the contract’s notice and cure provision is used to argue that their breach of contract claims are baseless.

Sophisticated Parties and Contractual Freedom: A significant portion of the town’s argument rests on the principle that the contract was negotiated between sophisticated parties, both well-represented by counsel, and thus should be enforced as written without assumptions or implications beyond the explicit terms. This argument is designed to underline the idea that CAT, being sophisticated, had the means to understand and negotiate the contract terms thoroughly and is bound by them.

Legal Strategies and Objectives

Objective of the Motion

Immediate Dismissal: The primary objective is to have the court dismiss the lawsuit in its entirety without proceeding to trial, based on the arguments that the contractual terms are clear, the complaint does not state a valid legal claim, and the documentary evidence directly contradicts CAT’s allegations.

Cancellation of the Notice of Pendency

Freeing the Property: By seeking to cancel the notice of pendency, the town aims to remove the legal cloud over the property’s title, which currently prevents it from being developed or used for any other agreements. This move is critical for the town to regain control over the property and proceed with its plans without the ongoing litigation casting a shadow over its potential transactions.

Implications If Motion is Granted

If the court agrees with Riverhead’s arguments and dismisses the case:

Legal Relief: It would provide significant relief to the town by ending the litigation without the need for a prolonged trial.

Operational and Developmental Freedom: It would allow the town to proceed with its developmental plans for the EPCAL site without the encumbrances of the lawsuit or the Notice of Pendency.

Part 2 

Detailed Arguments and Legal Reasoning

Riverhead’s filing continues to meticulously dissect CAT’s amended complaint, aiming to establish the grounds for dismissal based on several legal and factual defenses. Here’s a detailed breakdown of the key arguments presented:

1. SCWA Issue and Misrepresentation of Facts

Misrepresentation of Water Provider: Riverhead argues that CAT’s claim regarding the Suffolk County Water Authority (SCWA) as a necessary water provider is a red herring. The contract specified that the Riverhead Water District (RWD) would serve the property, which was acknowledged by CAT. Riverhead asserts that any discussions or implications about SCWA are irrelevant and incorrect based on the contractual terms agreed upon.

Material Misrepresentations to the Court: The town accuses CAT of making material misrepresentations regarding the agreement over water provision and the responsibilities associated with the subdivision map. Specifically, the town contends that CAT’s argument about the SCWA being a barrier to subdivision approval is baseless and distorted because the DEC (Department of Environmental Conservation) permit processes and other requirements were not contingent solely on identifying SCWA as the water provider.

2. Contractual Obligations and Specific Performance

Condition Precedents Misrepresented: Riverhead points out that CAT misconstrues several condition precedents as obligations. For instance, the filing of a subdivision map was a condition precedent, not an obligation, thus CAT’s claim that non-filing equates to a breach is legally unfounded.

Specific Performance Claims: The town argues that CAT’s claim for specific performance fails because it ignores the actual terms of the contract which do not mandate SCWA as the water provider. The contractual terms clearly favored RWD, and any amendments or negotiations did not alter this fundamental aspect, thus making the claim for specific performance based on this point invalid.

3. Good Faith and Fair Dealing

Allegations of Bad Faith Misplaced: CAT’s allegations that the town acted in bad faith by not facilitating SCWA as the water provider contradict the explicit terms of the contract which specify RWD as the provider. The town discusses its multiple good faith efforts to comply with DEC requirements, which further undermines CAT’s claims of bad faith.

Duplicative Claims: Riverhead argues that CAT’s claims are duplicative. The claims regarding the breach of implied covenant of good faith for the same actions that underlie the breach of contract claims should be dismissed as they do not introduce any new legal basis for action beyond what was already claimed under breach of contract.

4. Procedural and Documentary Defenses

Validity of Contract Termination: The town provides a detailed legal basis for the termination of the contract based on CAT’s failure to meet specified conditions, such as the completion of necessary subdivision and environmental approvals. It argues that all procedural steps taken were in line with the legal requirements and contractual terms.

Request for Declaratory Judgment: Riverhead is also seeking a declaratory judgment to affirmatively establish the validity of their actions and the termination of the contract, which would proactively counter CAT’s claims and solidify the town’s legal position.

Strategic Legal Implications

This section of the motion to dismiss highlights several critical strategies:

Clarification and Enforcement of Contract Terms: Riverhead’s approach emphasizes clarifying the contract terms and enforcing them as written, without room for reinterpretation or unwarranted expansion by CAT.

Legal Precision in Argumentation: The town’s legal team meticulously disputes CAT’s claims by aligning their arguments closely with statutory provisions and judicial precedents, aiming to demonstrate that CAT’s claims either misrepresent the legal context or are based on incorrect interpretations.

Preemptive Legal Actions: Seeking a declaratory judgment is a strategic move to prevent ongoing legal ambiguities and potentially limit the scope of the dispute by obtaining a court ruling on the interpretation of contractual and statutory provisions.

Conclusion Part 2

Riverhead’s motion to dismiss is comprehensive, methodically challenging CAT’s amended complaint on both factual and legal grounds. The town’s filing not only seeks dismissal based on these grounds but also attempts to rectify the alleged misconceptions propagated by CAT regarding the contractual terms and their implications. This approach not only addresses the immediate legal challenges but also sets a precedent for handling potential future disputes over the project’s development terms and conditions.

If representing CAT, it would be critical to reassess the bases of their claims, especially focusing on the contractual interpretations and the factual assertions regarding the obligations and conditions precedent. CAT needs to provide compelling evidence and legal arguments that can counter the town’s claims of contractual clarity and adherence to agreed terms. This might involve a more detailed examination of the negotiation history, the exact wording of the contract, and any supplementary documents that could support CAT’s interpretation of the agreement’s terms.

Moreover, CAT should prepare to respond to the town’s request for a

Part3

Further Analysis of Riverhead's Motion to Dismiss CAT's Claims

Objective of the Motion:

Riverhead's motion to dismiss seeks to conclusively terminate the legal claims brought by Calverton Aviation & Technology (CAT) based on the argument that CAT's claims are legally insufficient, lack factual basis, and do not merit judicial relief. The town's motion asserts that CAT's claims either misconstrue the legal terms of the contracts involved or are unsubstantiated by the material facts of the case.

Detailed Analysis of more Key Points in the Motion:

1. Tortious Interference (Count 17)

Claim by CAT: CAT accuses the town of improperly interfering with its financial assessment process conducted by the Riverhead Industrial Development Agency (RIDA), alleging premature actions influenced by the town.

Defense Argument: Riverhead argues that RIDA's actions were in accordance with the terms set out in the preliminary agreements and that CAT failed to provide necessary documentation, nullifying claims of undue interference.

2. Claims Against RIDA as Smoke Screens (Counts 10, 11, 12)

Claim by CAT: CAT alleges procedural errors and breaches concerning public hearings and RIDA's resolutions which negatively impacted CAT's project approvals.

Defense Argument: The town contends these claims are strategic distractions meant to avoid the fallout from the lawful termination of their contract based on the amendments agreed upon by CAT, which allowed such termination under specific conditions not met by CAT.

3. No Breach to Cure (Counts 2 and 9)

Claim by CAT: CAT argues it cured an alleged breach regarding financial assurances required under the contract terms, which the town failed to acknowledge.

Defense Argument: The town explains that CAT's notion of a "cure" is baseless because the contract did not confer a right to cure the type of breach alleged. CAT's actions (the "Cure Notice") were irrelevant as they did not align with the contractual obligations and terms.

4. The Town's Proper Termination of the Contract (Counts 7 and 8)

Claim by CAT: CAT contends that the town breached the contract by relying on RIDA's determinations, which CAT argues were unfounded, and by not acting in furtherance of the contract's purposes.

Defense Argument: Riverhead maintains that its termination of the contract was justified based on CAT's failure to meet the conditions precedent for performance. The town acted within its rights under the contractual terms, which were clearly stipulated and agreed upon by both parties.

5. Fraud Claims Should Be Dismissed (Counts 13-16)

Claim by CAT: CAT alleges it was induced into the contract by fraud, based on assurances from the town that it would not exercise its right to terminate the contract under the agreed conditions.

Defense Argument: The town argues these claims should be dismissed as CAT has not adequately demonstrated that any alleged assurances constituted a fraud, nor has CAT shown justifiable reliance or incurred a specific injury due to such assurances.

Intentions Behind the Motion:

The town's primary intentions with this motion include:

Clarify Contractual Terms: To affirm the legal interpretations of contractual terms which were clearly stipulated and to counteract CAT's alleged misinterpretations.

Avoid Unwarranted Litigation: To prevent potentially prolonged and unnecessary legal proceedings which would not only burden the judicial system but also expend municipal resources.

Uphold Contractual Termination Rights: To reinforce the town's right to terminate the contract lawfully under conditions that were contractually agreed upon and subsequently not met by CAT.

Demonstrate Procedural Compliance: To show that the town and RIDA acted within the bounds of legal and procedural requirements, contrary to CAT’s assertions of breaches and procedural failings.

Conclusion Part 3

Riverhead’s motion to dismiss effectively challenges the legal foundation and factual assertions of CAT’s claims. By systematically addressing and refuting each claim, the town seeks to demonstrate the legal sufficiency of its actions and the contractual and procedural propriety followed in its dealings with CAT. This motion not only seeks dismissal based on deficiencies in CAT's claims but also aims to prevent what it views as an abuse of the legal process through unsubstantiated allegations. If the court is persuaded by Riverhead's arguments, it will likely result in a dismissal of CAT’s lawsuit, thus affirming the town’s contractual and procedural actions as lawful and justified under the circumstances described.

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OVERALL SUMMATION OF  of Riverhead Town’s Motion to Dismiss CAT’s Lawsuit

Overview of the Motion

Riverhead Town, including its Community Development Agency (CDA) and Industrial Development Agency (RIDA), has filed a motion to dismiss the lawsuit brought by Calverton Aviation & Technology (CAT). The motion is extensive, methodically addressing each of CAT’s claims and arguing predominantly that CAT's lawsuit fails to establish valid legal claims based on the factual circumstances and contractual agreements involved.

Key Legal Arguments Presented

1. Dismissal on Documentary Evidence (CPLR 3211(a)(1))

Riverhead asserts that the existing documentary evidence, which includes contracts, amendments, resolutions, and correspondence, conclusively refutes CAT’s claims. This evidence demonstrates that CAT’s allegations either misinterpret the factual conditions or are contradicted by the terms to which they agreed. Specifically:

CAT's interpretation of the conditions and requirements for RIDA's assistance and the obligations related to the water service by the Riverhead Water District (RWD) are contradicted by the contract and public record.

The town argues that CAT’s legal contentions about public hearings and procedural requirements are unfounded based on the specific stipulations of General Municipal Law.

2. Failure to State a Cause of Action (CPLR 3211(a)(7))

The motion argues that CAT's complaint fails to articulate a valid cause of action. Key points include:

Misrepresentation of Contract Terms: CAT’s claims often rely on a mischaracterization of the terms related to the filing of subdivision maps and the provision of water service, which were clearly outlined as responsibilities and conditions in the contract, not breaches.

Lack of Specific Allegations: Riverhead contends that CAT’s accusations about procedural breaches (like the failure to hold a public hearing) lack specificity and are not supported by the actual terms of their agreement or applicable law.

3. Contractual Interpretations and Obligations

The motion extensively discusses the contractual obligations and the interpretations that should be applied based on standard legal principles of contract interpretation:

Conditions Precedent: Riverhead points out that many of CAT’s claims fail to recognize the distinction between conditions precedent (which must occur before a contractual obligation exists) and the contractual obligations themselves.

Sophisticated Parties and Arm’s Length Transactions: Riverhead emphasizes that the agreements were negotiated between sophisticated parties at arm’s length, suggesting that the terms should be interpreted as they are without assuming any party was misled or could not understand the terms.

4. Specific Performance and Remedial Actions

Riverhead argues against CAT’s request for specific performance (a court order to fulfill the contract as agreed), stating:

Conditions Not Met: The conditions precedent for the contract’s obligations were not met, hence specific performance is not applicable.

Lack of Substantial Performance by CAT: They argue that CAT did not substantially perform their part of the contract, which is a prerequisite for specific performance.

5. Fraud and Misrepresentation Claims

The town defends against claims of fraud and misrepresentation by stating:

No Deceptive Intent: Assertions that the town or its agencies engaged in fraudulent practices are unsupported by evidence of deceptive intent or factual misrepresentations.

Reliance and Injury: Riverhead argues that CAT did not justifiably rely on any supposed misrepresentations and that any alleged injuries were not directly caused by the town’s actions.

6. Procedural and Administrative Defenses

Riverhead’s motion includes procedural defenses such as the timeliness of CAT’s claims, particularly regarding the public hearing processes and RIDA’s decision-making, which were conducted within the scope of legal and procedural standards.

Intention Behind Filing the Motion

The primary intention behind Riverhead’s motion to dismiss is to clarify the legal and factual inaccuracies presented in CAT’s claims and to prevent the continuation of a lawsuit they view as baseless. By dissecting each claim through legal scrutiny, Riverhead aims to:

Prevent Unwarranted Legal Costs and Distractions: Dismissing the case early in the process avoids prolonged litigation that can drain resources and focus from community development efforts.

Uphold Contractual Agreements: Riverhead seeks to affirm the integrity of their contractual processes and the conditions agreed upon, setting a precedent for how discrepancies in such large-scale agreements are handled.

Mitigate Risks and Reinforce Legal Standards: By challenging CAT’s claims rigorously, Riverhead intends to mitigate risks to public resources and reinforce standards of legal accountability in developmental agreements.

OVERALL Conclusion

Riverhead’s comprehensive motion to dismiss CAT’s lawsuit is built on a strong foundation of contractual law principles, clear interpretation of agreed terms, and procedural correctness. It aims not only to dismiss the unfounded claims but also to protect the legal and procedural integrity of municipal and developmental agreements. If successful, this motion will significantly weaken CAT's position, potentially leading to a resolution in favor of Riverhead.

Brainstorming re EPCAL

Whither EPCAL???

As Riverhead mobilizes to defeat  the Ghermezians' legal effort to regain their discredited contract to take over EPCAL, we have an opportunity to think creatively about the best use of  our shared resource of 1600+ acres of land.    One thousand acres need to be permanently protected because of their unique environmental characteristics.  The remaining 600 acres of developable land is available for job creating expansion of the industrial core, new sustainable companies, not-for-profit institutions, cultural and sports centers, recreational activities, green energy production, etc.

EPCAL Watch believes the Supervisor and Town Board need to create a transparent public process to develop a comprehensive integrated plan for EPCAL, issue requests for proposals, and evaluate prospective projects.    In the near future a broadly representative EPCAL's Future commission should be named to become the focal point for open discussion and recommendations.

The role of EPCAL Watch at this stage is to provide a forum for community groups and inspired individuals to make public their dreams and goals, formulate concepts, and compare what each other wants to happen at EPCAL.  A  grass roots process will involve the whole community in a creative process to feed ideas for projects and priorities into an EPCAL's Future Commission and responsible town authorities.

Following are unvetted ideas that have already emerged.  Add your own in the comment box at the bottom of this page or by sending them to jmcauliff@gmail.com.  Inclusion means only that an idea seems worthy of consideration and discussion.  It does not mean it is endorsed by EPCAL Watch. Hopefully the list will stimulate individual or group creativity.  Civic associations, HOAs, social organizations, religious institutions, fraternal groups, etc. all have a role to play.

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Robert Gass-EPCAL ideas-2023

 

The future of EPCAL presents a monumental opportunity to lift up Riverhead as a beacon of sustainability and community-focused development. The potential exists to create an innovative hub of green technology, agriculture, eco-living, conservation, recreation, and transportation that sets a new standard for responsible growth. This is a chance to take a historic step forward in building a cleaner, locally-powered, more connected future that benefits all residents. By embracing bold and inclusive visions that maximize quality of life, environmental health, and prosperity for generations  to come, Riverhead can become a model for sustainable community building that inspires far beyond its borders. The decisions made today will resonate for decades. With courage, creativity and care for this place we call home, a brighter dawn awaits.

1.    Sustainable agriculture research campus and urban farming plots - Could include greenhouse facilities, organic farming, aquaponics, renewable energy powered vertical farms, and agriculture tech startups. Provides jobs and healthy local food. This campus would serve as an innovative hub for urban agriculture research and demonstration. The acreage provides ample space for greenhouses, vertical farming operations, aquaponic facilities, livestock grazing areas, and more.

Researchers and entrepreneurs could test and showcase emerging technologies like renewable energy powered vertical farms, autonomous agricultural robots, hydroponic crops grown with precision nutrition monitoring, and advanced greenhouse automation.

There would also be community garden plots and training programs to give residents hands-on urban farming skills. The campus could partner with schools on STEM education programs focused on sustainable food production.

On-site farm-to-table restaurants and weekly farmers markets would provide healthy local food access while minimizing transportation miles. Composting operations would recycle organic waste for renewable fertilizer.

This campus would create agricultural and research jobs, engage students, produce fresh local food sustainably, demonstrate viability of emerging ag-tech, and enhance community education.

 

2.    Eco-village mixed use development - Highly energy efficient homes, offices, shops powered by geothermal, solar, etc. Showcase green building practices and low-impact living. Surrounded by nature trails and preserves. This would be a model community focused on sustainable living and minimal environmental impact. It could combine residential areas, offices, shops, and amenities for a walkable mixed-use village.

Homes and buildings would utilize the latest high-efficiency designs, renewable energy like geothermal and solar, EV charging stations, eco-friendly materials, and smart resource metering.

Nature trails, gardens, and green recreation spaces would surround the village. Preserved wetlands and forests would also buffer development.

With work and entertainment in the same community, this minimizes transportation needs and emissions. It also fosters local community building.

The eco-village would be a globally recognized demonstration site for green building and low-impact living techniques. It would provide sustainable housing and promote small community revitalization.

 

3.    Green energy production - Solar farms, wind turbines, biofuel facilities, etc. Help power surrounding areas through renewable sources produced right in town. The open acreage is ideal for building substantial solar farms to generate emissions-free electricity. This could help power Riverhead sustainably for years to come.

Wind turbines could also harness plentiful wind resources. And the site could support production of biofuels from purpose-grown crops, agricultural waste biomass, and other renewable organic feedstocks.

In addition to the environmental benefits, these facilities would create green energy jobs for construction and ongoing operations. They offer revenue opportunities by selling power to utilities and neighboring communities.

The renewable energy infrastructure complements sustainable development onsite and helps pave the way for a fossil fuel free future, while positioning Riverhead as a leader in the green economy.

 

4.    Eco-industrial park - Businesses located together cooperate to reduce waste and share resources. Closed-loop systems drastically cut environmental impact. This park would cluster manufacturers, businesses, and facilities in a layout designed to maximize resource efficiency and dramatically cut waste.

Neighbors would share resources, byproducts, and infrastructure. For example, one facility's waste heat gets piped to another's building. Or a manufacturer takes another's byproduct as a raw material input.

Renewable energy like solar and geothermal could power the whole park. A microgrid optimizes energy distribution.

Companies jointly invest in reclamation systems. Water gets reused multiple times. No wasting resources or pollution externalities.

The close proximity and resource sharing means far less energy and emissions for transportation. Overall environmental footprint plummets.

This park fosters innovation in closed-loop processes. It provides locational efficiency and collaboration benefits. The model showcases viability of eco-industrial principles.

 

5.    Conservation research center - Scientists study local ecosystems and species. Wildlife rehabilitation facilities care for injured animals. Nature education programs. This center would provide facilities for scientists to study the area's natural assets, ecosystems, and species. Lab space, wildlife habitats, and nature reserves offer plenty of access.

Experts can analyze regional impacts of climate change, urbanization, invasive species, and other pressures. Findings inform sustainable policies and practices.

There could be a wildlife rehabilitation clinic to care for injured animals and prepare them to return to native habitats when healthy.

Nature education programs, interactive exhibits, and observation areas engage the public on conservation. Trails let people experience habitats firsthand.

The center would create research jobs, support environmental science education, provide wildlife rehabilitation services, and deepen understanding of local ecology for better decision-making.

 

6.    Sustainable recreation complex - Hiking and biking trails, kayaking, indoor rock climbing walls, etc. Get people active outdoors while protecting ecosystems. This complex meets recreation demand through facilities like hiking and biking trails, kayak/canoe launch points, rock climbing walls, ziplines, and more - all with minimal environmental impact.

By offering recreation onsite, people have less need to drive elsewhere. Trails and water access get people appreciating nature.

Environmentally sensitive design would protect habitats, by using permeable surfaces, avoiding light pollution, redirecting trails away from nesting areas if needed, etc.

Indoor rock climbing walls give people, especially youth, exciting physical activity without substantial land footprint. Guided eco-tours teach recreation ethics.

The complex promotes healthy lifestyles and showcases recreation harmony with conservation. It also caters to eco-tourists and boosts sustainable economic activity.

 

7.    Green tech accelerator hub - Support early-stage startups focused on renewable energy, clean transportation, recycling innovations, etc. This facility would provide lab, prototype fabrication, and office space for early-stage startups focused on renewable energy, clean transportation, recycling innovations, and other green tech.

Shared access to equipment, infrastructure, and collaborative spaces fosters innovation. Mentorship from scientists, business veterans, and investors helps firms thrive.

Startups receive training on bringing clean technologies to market. Regular demo days to investors, local officials, and potential strategic partners.

The accelerator fosters the green economy through supporting promising companies in areas like solar materials, battery storage, smart grid software, electric vehicles, and carbon capture tech.

As firms grow, they create skilled green jobs. Successful startups continue operations locally wherever feasible, ultimately yielding tax revenues.

 

8.    Eco-tourism attractions - Zip lines through forest canopy, interpretive nature walks, conservation exhibits, etc. Draw visitors to sustainably experience natural assets. Nature trails, conservation exhibits, and activities like zip lines through the forest canopy would draw eco-conscious visitors to the site.

Interpretive hiking tours could showcase local ecosystems and habitats. Kayak eco-tours access wetlands or see birds along the riverfront by sustainable means.

Responsible design like elevated paths through sensitive marsh areas and limitations on visitor numbers protect habitats while allowing access.

Indoor exhibits educate on regional natural assets, wildlife, sustainable practices, and the site's cultural history. Wildlife observation areas give safe proximate animal viewing.

Attractions provide revenue opportunities while promoting appreciation of natural resources and conservation. They enhance sustainable tourism rather than mass tourism.

 

9.    Light rail public transit hub - Connects EPCAL to surrounding areas while minimizing traffic and emissions. Also bike share rentals. A light rail station connecting EPCAL to downtown Riverhead, nearby towns, LIRR stations and beyond would maximize transportation access while minimizing traffic and emissions.

The hub integrates rail, bus transfer, rideshare pickup, bike share rentals, EV charging - enabling seamless low-impact connectivity.

Dense onsite development with a mix of offices, housing, shops by the station makes the transit highly convenient and utilized. This also fosters walkability.

The hub anchors a regional rail network to reduce automobile dependence, congestion, and pollution as the area grows. The environmental and quality of life benefits are substantial.

 

10.  Airship transport docking station - Zero-emission airships moving people and cargo with small ground footprint and far less noise than jets. Riverhead could become a hub for a new generation of innovative airships - shaped like planes but operating more like ships.

Modern airships utilize advanced aerodynamic hull design and hybrid gas/electric propulsion for much greater efficiency and control than blimps of the past.

They offer big advantages in point-to-point cargo and passenger transport with minimal infrastructure needs - able to land and takeoff from open flat spaces like runways or fields.

Airships have a very small noise footprint compared to jets or helicopters, reducing noise pollution. They also have minimal local emissions.

The large but light vessels cause little ground impact or disruption if properly designed mobile mooring structures are utilized rather than fixed terminal buildings.

Riverhead could partner with an airship startup to build docking/mooring facilities. This offers a unique transportation link for cargo and passengers with far lower impact than alternatives.

As the technology matures, airships may become a viable and sustainable mode of regional transportation - especially for bulkier or time-insensitive cargo. With its long runways, EPCAL is ideally suited to pioneer this vision.

The airship facilities would create logistics jobs and tax revenue. The novel service would also draw interest and visitors to the town, while catalyzing development of a promising clean transportation technology.

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Creation of a Village for Dementia Victims

According to the World Health Organization, there are over 55 million people worldwide living with dementia in 2020. This number will almost double every 20 years, reaching 78 million in 2030 and 139 million in 2050. Much of the increase will be in developing countries.

As we have seen during the Covid pandemic, our seniors were not treated well and deserve better than ending up in nursing homes which are dehumanizing, and where they are cut off from society.
In Europe (The Netherlands, France and England) a new way to approach the problem of caring for dementia has been the creation of villages that cater specifically to the needs of these patients, allowing them to live a life as close to normal as possible.

I attach three articles describing these places.

https://www.nytimes.com/2023/07/03/realestate/dementia-villages-senior-living.html

https://www.theguardian.com/society/2022/dec/30/dementia-village-in-warwick-is-a-pioneer-in-person-centred-care

https://www.theguardian.com/artanddesign/2024/jan/28/landais-village-alzheimers-dax-france-john-morden-centre-london-appleby-blue-elderly

I think that could be a wonderful way of using some of the EPCAL space. It would serve a social purpose, bring jobs to the town and could be conceived as environmentally friendly (solar powered houses, facilities).

You can easily imagine a beautifully designed walkable village with a town square, with shops (grocery store, cafes, hairdresser, restaurant, and other essential shops), with communal spaces for events (concerts, parties...), spaces for workshops (choir, handiwork of all kinds, music and singing lessons), park space for nature walks, an indoor pool (solar heated) for exercise and fun, an outdoor pool for the summer (also solar heated), a gym, a day care center (some people with dementia do very well with young children).

The entire village is staffed with people who get trained to handle dementia patients whether he/she is a waiter at the cafe, a cleaning person, a gardener or a physical therapist.

The sky's the limit when it comes to imagining what such a place could be.

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Wind Power or Solar?

The best collection of sources comparing sources of energy is a wikipedia page that has a couple of very useful lifecycle charts.  (click here) 

    https://en.wikipedia.org/wiki/Life-cycle_greenhouse_gas_emissions_of_energy_sources

Land based wind has the virtue of preserving most of the natural ground cover as can be seen from these videos from Ireland.  

https://youtu.be/w4MVSP3Ugh0

https://thetalesoftinyboots.com/galway-wind-way-in-galway-wind-park-walks-in-galway/

Potential noise levels and effects on migrating birds must be evaluated.

                                                                                                                                                          

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A Shinnecock Nation Casino

It is worth discussion with the Shinnecock Nation about the parameters of a potential casino project at EPCAL.   The historic obligation to displaced indiginous populations does not fall only on Southampton and the limited space available on the reservation.

A possible example if a tribal based facility is Mohegan Sun in Connecticut: 

Mohegan Sun is an American casino, owned and operated by the Mohegan Tribe on 240 acres of their reservation, along the banks of the Thames River in Uncasville, Connecticut. It has 364,000 square feet (33,800 square meters) of gambling space.  

It is in the foothills of southeastern Connecticut, where 60 percent of the state's tourism is concentrated. It features the 12,000-seat capacity Mohegan Sun Arena, home of the Women's National Basketball Association's Connecticut Sun. It houses a 350-seat Cabaret Theatre, the 300-seat Wolf Den, and 100,000 sq ft (9,300 m2) of meeting and function room space, including the Northeast’s largest ballroom and 130,000 sq ft (12,000 m2) of retail shopping. ...

Mohegan Sun employs around 8,000 local employees, bringing in $1.07 billion in revenues in 2018.  Concerts and boxing events bring further temporary employment and revenues. The casino also submits about 25% of its revenues from slot machines to the State of Connecticut. However, this impact has not been without costs to the tribe and local communities. The Mohegan Tribe is $1.6 billion in debt while local communities have complained about increased local costs for services associated with casino-related traffic, crime and social welfare service demands.

 https://en.wikipedia.org/wiki/Mohegan_Sun