It is enacted by the General Assembly as follows:

SECTION 1. Title 42 of the General Laws entitled "State Affairs and Government" is hereby amended by adding thereto the following chapter:

{ADD 42-63.5-1. Definitions. -- ADD} For purposes of this Act, the following terms shall have the meanings ascribed to them herein:

(1) "Providence Place Mall" or the "Mall" means the regional retail shopping facility containing no less than 1,150,000 square feet to be built and developed in Providence.

(2) "Providence Place Garage" means the parking facility currently planned to include a minimum of 4,000 parking spaces to be built on the Project site in connection with the Providence Place Mall.

(3) The "developer" means the developer intending to build and develop the Providence Place Project.

(4) "Providence Place Project" or the "Project" means the facilities comprising the Providence Place Mall and the Providence Place Garage.

(5) "Ground Lease" means the lease of certain interests in the Project Site between the EDC and the developer for a term of 99 years, with four (4) successive options to extend for additional terms of ninety-nine (99) years each.

(6) "Public Investment and HOV Agreement" means the agreement between the EDC and the developer providing for the investment by the developer in the Project and the commitment by the EDC for the investment of a portion of the sales tax revenue from the Providence Place Mall in the Project and the agreement of the developer to lease to the EDC for a term ending upon the expiration of the Ground Lease, 500 parking spaces in the Providence Place Garage which are intended to be used for high occupancy vehicles ("HOV's") in connection with compliance by the State with the Clean Air Act Amendments of

(7) "Agreement Regarding Providence Place Mall" means the agreement between the EDC and the developer pursuant to which the Providence Place Project will be constructed and developed.

(8) "Economic Development Corporation" or "EDC" means the Rhode Island Economic Development Corporation created under Chapter 64 of Title 42 of the General Laws.

(9) "City" or "Providence" means the City of Providence.

(10) "State" means the State of Rhode Island and Providence Plantations.

(11) "Project Site" means all tracts or parcels of land situated in the City of Providence, County of Providence, State of Rhode Island and delineated on that plan entitled "Plan of Land in Providence, Rhode Island, surveyed for Providence Place, surveyed and drawn by Marrier Surveying, Inc. Scale: 1" = 40', May, 1990, revised May 1995";

Beginning at the northwesterly corner of the herein described parcel said corner being sixty-three and 90/100 (63.90) feet westerly, on the extension of the southerly line of said Hayes Street, from the intersection of the southerly line of Hayes Street with the easterly line of Park Street;

thence S 85-20'-00" E, crossing said Park Street, a distance of sixty-three and 90/100 (63.90) feet to the intersection of the southerly line of said Hayes Street with the easterly line of Park Street;

thence S 85-20'-00" E, a distance of four hundred fifty-eight and 71/100 (458.71) feet to a corner bounding northerly on Hayes Street;

thence S 61-24'-44" E, a distance of ninety-five and 52/100 (95.52) feet to a corner bounding northeasterly on Francis Street;

thence S 05-41'-29" W, a distance of one hundred five and 75/100 (105.75) feet to a point of curvature;

thence southerly bearing southeasterly along the arc of a curve having a radius of five hundred eight and 00/100 (508.00) feet, a distance along said arc of forty-one and 86/100 (41.86) feet to a point of tangency;

thence S 00-58'-12" W, a distance of one hundred fifty-three and 25/100 (153.25) feet to a point of curvature;

thence southerly bearing southwesterly along the arc of a curve having a radius of four hundred ninety and 00/100 (490.00) feet, a distance along said arc of forty and 38/100 (40.38) feet to a point of tangency;

thence S 05-41'-29" W, a distance of four hundred ninety-one and 28/100 (491.28) feet to a point of curvature;

thence southerly bearing southeasterly along the arc of a curve having a radius of seven hundred fifty-five and 00/100 (755.00) feet, a distance along said arc of two hundred sixty-one and 37/100 (261.37) feet to a point of reverse curve, the last six (6) courses bounding easterly by said Francis Street;

thence southwesterly bearing westerly along the arc of a curve having a radius of thirty six and 00/100 (36.00) feet, a distance along said arc of fifty-six and 50/100 (56.50) feet to a point of compound curve;

thence southwesterly bearing westerly along the arc of a curve having a radius of four hundred seventy-one and 00/100 (471.00) feet, a distance of two hundred seventy and 25/100 (270.25) feet to a point of compound curve;

thence westerly bearing northwesterly along the arc of a curve having a radius of four hundred seventy-one and 00/100 (471.00) feet, a distance along said arc of two hundred seventy-one and 35/100 (271.35) feet to a point of tangency;

thence N 38-20'-23" W, a distance of twelve and 18/100 (12.18) feet to a point of curvature; thence northwesterly bearing northerly along the arc of a curve having a radius of four hundred seventy-one and 00/100 (471.00) feet, a distance along said arc of sixty seven and 11/100 (67.11) feet to a point of curvature; thence northerly bearing northeasterly along the arc of acurve having a radius of five hundred seventy-two and 00/100 (572.00) feet, a distance along said arc of three hundred fifty-seven and 65/100 (357.65) feet to a point of tangency;

thence N 05-38'-56" E, a distance of three hundred fifty-two and 66/100 (352.66) feet to an angle; thence N 07-31'-50" E, a distance of two hundred ninety-nine and 10/100 (299.10) feet to the point and place of beginning.

The above described parcel contains an area of seven hundred thousand two hundred fifty-nine (700,259) square feet be the same more or less.

{ADD 42-63.5-2. Findings. -- ADD} The General Assembly hereby finds and declares that:

(1) The City is experiencing a general deterioration of its inner core.

(2) There continues to be a chronic state of unemployment and underemployment in the State and especially the City. This condition strains the social support services of the City and State, leads to increased crime and negatively impacts the health of the citizens of the City and State. The Providence Place Project will create significant job opportunities during construction and retail jobs thereafter and will help to alleviate this chronic unemployment and underemployment.

(3) Pursuant to the Agreement Regarding Providence Place Mall, the developer has agreed to invest substantial private funds in the construction of a 1,150,000 square foot retail shopping mall and 4,000 car public parking facility.

(4) In connection with the construction of the Project as contemplated by the Agreement Regarding Providence Place Mall, the developer will utilize $11,100,000 in private funds to purchase a parcel of land owned by the National Railroad Passenger Corporation for part of the Project Site, thereafter conveying the same to the Corporation for the sum of one dollar ($1.00).

(5) In order to construct the Project, the developer will be required to expend substantial private funds to demolish the dilapidated buildings now existing on the so-called URI Parcel owned by the State, and remediate and remove all hazardous wastes and hazardous conditions now existing on or under the Project Site, subject to certain limitations and as more particularly described in the Agreement Regarding Providence Place Mall.

(6) The Project will include 500 parking spaces for high occupancy vehicles to assist the State in achieving its clean air quality goals.

(7) Upon completion of construction of the Garage, the developer will retain all obligations to maintain, repair and operate the Garage for the benefit of the public for a period of ninety-nine (99) years, and will be required to operate the Garage for that period, with any deficits in operating, maintenance and repair expenses being funded solely from the developer.

(8) In order to construct the Project in accordance with the Plans and on the time schedules set forth in the Agreement Regarding Providence Place Mall, it is expected that during the two-year construction phase the Project will create approximately 1,200 new full-time construction jobs per year in all trades.

(9) By agreement between the developer and the Rhode Island Building Trades Council, the construction jobs will be filled by residents of the State.

(10) Once completed, it is expected that operation of the Project will require the employment of up to 2,800 persons and will create a substantial number of permanent and part-time job opportunities for a range of Rhode Island residents with various levels of skills and prior experience.

(11) Pursuant to the Agreement Regarding Providence Place Mall, the developer and the State intend to develop a retail sales training program for prospective employees at the Mall.

(12) During the construction phase of the Project, it is expected that in excess of $1,500,000 per year in income tax revenues which will be new to the State of Rhode Island will be realized as a result of the new construction jobs in connection with the Project.

(13) Once the Project has been completed, it is expected that the State will realize in excess of $500,000 per year in new income tax revenues from the new retail and other jobs expected to be created at the Project.

(14) The availability of new and unique retail shopping opportunities for Rhode Islanders is expected to result in the recapture of a substantial amount of retail purchases now being made by Rhode Islanders outside the State, which out-of-state sales are presently estimated to be approximately $300,000,000 per year. This recapture will result in substantial net new sales tax revenues to the State.

(15) The existence of a significant regional destination retail shopping center such as the Project is expected to attract substantial new purchase transactions at the Mall made by persons from places outside the State, resulting in substantial net new sales tax revenues to the State.

(16) The construction of the Project will be a cornerstone in the continuing revitalization of a blighted portion of the urban core of the City, and will augment and complement the substantial public investments in the Waterplace Park, the Riverwalk and the Memorial Boulevard projects which have been made over the last 15 years in the City.

(17) The Project will include, at the developer's expense, an intermodal transportation facility to serve as the base of a network of shuttlebuses for circulating parkers, shoppers and other inhabitants of and visitors to the City, thereby contributing to the vitality of the central City and the City's financial district.

(18) A private investment, construction project and unique retail shopping center of the size and quality proposed for the Project will have enormous spin-off economic benefits and will multiply each dollar of private investment many times over, resulting in the establishment of new businesses, new jobs and increased sales, income and real estate property taxes to both the State and the City.

(19) Because of the complications imposed by the Project Site, which presents formidable challenges, including the requirements of building over railroad tracks and a river and dealing with substantial changes in grade as well as the extraordinary architectural and urban design features required by the Capital Center Commission, and imposes concomitant extraordinary construction expenses, a public investment to help defray those extraordinary expenses is required in order to induce the substantial private investment and the myriad public benefits described above.

{ADD 42-63.5-3. Property taxes. -- ADD} Notwithstanding the provisions of any other general or special law to the contrary, the EDC and the City are hereby authorized to negotiate, enter into and execute a tax treaty agreement with the developer with respect to all real and personal property taxes or payments in lieu of such taxes which relate to the Providence Place Project, including, without limitation, the real property which constitutes the Project Site, including the real and personal property of owners, tenants and occupants thereof, as well as provisions dealing with the revitalization of the downtown district of the City and the development of the Capital Center District of the City and such other matters and terms, without limitation, as both the EDC and the City shall deem advisable. The tax treaty agreement shall provide, among other things, for (i) the stated term set forth in paragraph (ii) below, (ii) fixing the amount of tax payments or payments in lieu thereof due for each year of the term as set forth in the following Schedule A:

**to be adjusted by the CPI over the prior year and (iii) dedicating one hundred percent (100%) of such payments during the first twenty years in which such payments are required, and ninety percent (90%) during the next ten years in which such payments are required to the amortization of costs incurred to finance or refinance the construction and development of the Providence Place Garage on which the City will hold an option to acquire a one-half (1/2) interest for nominal consideration upon substantially the same terms as the State's option described in Section 5, such payments (together with liens related thereto and the rights to enforce such liens) to be made or assigned directly to the lender or lenders or trustees for such lenders (as designated from time to time by the developer) which are providing the original or subsequent financing or refinancing of the Providence Place Garage (which may be separate or combined with the financing for the Mall portion of the Providence Place Project), for such period during the term of the agreement that the then outstanding amount of principal, interest or other charges remaining due under such financing or refinancing is equal to or greater than the last amount of such payments, and (iv) dedicating ten percent (10%) of such payment during the ten (10) years in which such payments are made to the city of Providence.

The tax treaty agreement described herein is subject to approval of the city council of the city of Providence.

SECTION 2. {ADD General Assembly Approval ADD} . The approval of this Act by the General Assembly constitutes full compliance with the provisions of Chapter 18 of Title 35 of the General Laws.

{ADD 42-63.5-4. Additional provisions of public investment and HOV agreement and ground lease. -- ADD} Notwithstanding the provisions of any other general or special law, and subject to the approval of and upon terms acceptable to the EDC, the Public Investment and HOV Agreement and the Ground Lease shall provide for, among other things, (i) payment to the developer of an annual sum payable in monthly installments, for a period of twenty (20) years, such sum to be calculated in accordance with the following sentence and evidenced by an economic development note of the EDC having a term not exceeding twenty (20) years to be secured by a capital reserve fund under Section 42-64-18(d) of the General Laws, and (ii) an option for the State to acquire a one-half (1/2) interest in the Garage for nominal consideration to be exercised at any time during the last year of the initial ninety-nine (99) year term of the Ground Lease. The annual payment due under the Public Investment and HOV Agreement and the economic development note executed in connection therewith, in addition to parking revenue from the HOV spaces in the Garage, during the initial five (5) year period shall be equal to the lesser of (i) Three Million Six Hundred Eighty Thousand Dollars ($3,680,000) or (ii) two-thirds (2/3) of the actual amount of sales tax generated from retail sale transactions occurring at or within the Mall during such year reduced by any payments required to be made to the Rhode Island Depositors Economic Protection Corporation Special Revenue Fund ("DEPCO") pursuant to Section 44-19-40 of the General Laws, as it may be amended, which currently requires that six tenths of one percent (0.6%) of all sales tax revenues received by the State be devoted to payments to DEPCO. The annual payment due during the second fifteen (15) year period shall be equal to the lesser of (i) Three Million Five Hundred Sixty Thousand Dollars ($3,560,000) or (ii) two-thirds (2/3) of the actual amount of sales tax generated from retail sales transactions occurring at or within the Mall during the year reduced by payments required to be made to DEPCO. In the event the annual payment due in one or more years is less than the maximum applicable amount set forth above, and if the actual sales tax revenues derived from the Mall in any subsequent year as so adjusted for the required DEPCO payments referred to above exceeds the maximum payment amount specified for the applicable years set forth above, then the annual payment due for each such subsequent year during such initial twenty (20) year period shall be equal to such maximum amount applicable for the year plus one-half (1/2) of the amount by which sales tax revenues derived from the Mall in each such subsequent year during such initial twenty (20) year period as so adjusted for the required DEPCO payments referred to above exceed such maximum amounts until the aggregate amount of all underpayments below such maximum amounts for all preceding years has been paid to the developer. No payment under either the Public Investment and HOV Agreement or the economic development note, shall be due after the expiration of the initial twenty (20) year period. Notwithstanding the provisions of any other general or special law, including, without limitation, Section 42-64-11, the Ground Lease shall be for an initial term of ninety-nine (99) years, with four (4) successive options to extend for additional terms of ninety-nine (99) years each, subject to the conditions set forth in the Ground Lease. Subject to annual appropriation by the General Assembly, the State shall pay to the EDC an amount equal to the annual payment which the EDC is required to make to the developer pursuant to the Public Investment and HOV Agreement or economic development note described herein.

Notwithstanding the provisions of any other general or special law to the contrary, including without limitation the provisions of Section 42-64-18(e) of the General Laws, the EDC shall have no obligation to repay to the State any amounts paid to the developer under the Public Investment and HOV Agreement or the economic development note.

{ADD 42-63.5-5. Consent to condemnation: real property requirements. -- ADD} The State hereby gives its consent, as required pursuant to Section 42-64-9(a) of the General Laws, to the condemnation by the EDC of any interest in any parcels of land within the Project Site which are owned by the State or any State agency, subject, in the case of parcels under the control of the Department of Transportation, to (i) approval by the Department to protect the integrity of highways or other related structures and the public safety relating thereto and (ii) receipt by the Department of the value of any such interest so condemned. The transactions and conveyances contemplated by this Act need not otherwise comply with any particular provisions of any other general or special law which may be applicable thereto, including but not limited to Chapters 6, 7 and 7.1 of Title 37 of the General Laws; provided, however, that the authority of any officials of the State or the EDC who act affirmatively to carry out the purposes of this Act and implementation of the development of the Providence Place Project, shall not be diminished by the provisions of this Section 6, including for example and without limitation, such officers as the Director of Administration and the Executive Director of the EDC, and actions such as execution and delivery of (1) a deed or deeds to the EDC for all or any portion of the Project Site, (2) the Public Investment and HOV Agreement, (3) the Ground Lease and (4) the Agreement Regarding Providence Place Mall, as well as any other documents or certificates necessary or desirable to effect and carry out the development and construction of the Providence Place Project.

SECTION 3. {ADD Amendment to Chapter 7.1 of Title 37 ADD} . Section 37-7.1-1 of the General Laws in Chapter 37-7.1 entitled "Rhode Island Economic Development Corporation -- Sale of Property" is hereby amended to read as follows:

{ADD 37-7.1-1. ADD} {DEL Director of department of economic development -- Authorization. DEL} {ADD Executive director of economic development corporation -- Authorization. -- ADD} (a) The {ADD executive ADD} director of the {DEL department of DEL} economic development {ADD corporation ADD} , with the approval of the state properties committee, is hereby authorized and empowered to sell, transfer, and convey in fee simple or otherwise in the name of and for the state of Rhode Island to the greater Providence chamber of commerce, a nonprofit corporation, certain real estate and improvements thereon belonging to the state of Rhode Island situated in the city of Providence and known as the west building of the union station complex in such manner and upon such terms and conditions as may in the judgment of the state properties committee be most advantageous to the public interest.

(b) The {ADD executive ADD} director, with the approval of the state properties committee, is hereby authorized and empowered to sell, transfer, and convey in fee simple or otherwise, in the name of and for the state of Rhode Island, to the Rhode Island {DEL port authority and DEL} economic development corporation any or all right, title, and interest now held or later acquired by the state in and to any real property, together with improvements thereon, situated within the capital center special development district in the city of Providence as provided by ordinance of the city council of the city of Providence, in such manner and upon such terms and conditions as may in the judgment of the state properties committee be most advantageous to the public interest.

(c) The {DEL executive DEL} director, with the approval of the state properties committee, is hereby authorized and empowered to sell, transfer, and convey in fee simple or otherwise, in the name of and for the state of Rhode Island, to the Rhode Island {DEL port authority and DEL} economic development corporation, {DEL the following three (3) DEL} {ADD those certain ADD} parcels of real estate, or any portions thereof, and improvements thereon belonging to the state of Rhode Island for the purposes hereinafter set forth:

{DEL Parcel (1) situated in the city of Providence, bounded by Park Street, Hayes Street, Francis Street and Gaspee Street, and consisting of six and six tenths (6.6) acres of land, more or less, now occupied by the URI extension division building and by the Roger Williams building. DEL}

Parcel {DEL (2) DEL} {ADD (1) ADD} situated in the city of Cranston at the southeasterly corner of Route 37 and Pontiac Avenue consisting of twelve and fifty-two hundredths (12.52) acres of land, more or less, now occupied by the department of transportation maintenance garage; and

Parcel {DEL (3) DEL} {ADD (2) ADD} situated in the city of Cranston at the southeasterly corner of New London Avenue and Sockanosset Cross Road being a portion of state owned property identified in the tax assessors' records in the city of Cranston as Assessor's Plat 14, Assessor's Lot 1 and when subdivided as proposed would contain eight hundred and seventy-eight thousand three hundred twenty-three (878,323) + /-square feet of land, more or less (20.164 acres). The northern terminus of the site would be at the intersection of New London Avenue and Sockanosset Cross Road extending along its easterly boundary on Sockanosett Cross Road and on its westerly boundary along New London Avenue. The southerly boundary would be drawn from an easterly point on Sockanosett Cross Road along the access road to state owned property on the south and then in an irregular line in a westerly/northwesterly direction to the New London Avenue junction more particularly bounded and described as follows:

Beginning at a point in the southerly street line of Sockanosett Cross Road, said point being the northwesterly corner of land now or formerly of the Rhode Island Public Buildings Authority and the northeasterly corner of the parcel herein described;

Thence proceeding westerly along the said southerly street line of Sockanosett Cross Road a distance of six hundred eighty-eight and 50/100 feet (688.50 feet) to a Rhode Island Highway bound in the easterly highway line of New London Avenue (R.I. Route No. 37) as defined by Rhode Island highway plat No. 1361;

Thence turning an interior angle of one hundred thirty-three degrees, twenty-one minutes and twenty-seven seconds (133 degrees--21 minutes--27 seconds) and proceeding westerly a distance of one hundred twenty and 09/100 feet (120.09 feet) to a Rhode Island highway bound;

Thence turning an interior angle of one hundred thirty-eight degrees, forty-nine minutes and thirty seconds (138 degrees--49 minutes--30 seconds) and proceeding southwesterly a distance of two hundred forty-four and 11/100 feet (244.11 feet) to a Rhode Island highway bound;

Thence turning an interior angle of one hundred seventy-three degrees, eight minutes and seventeen seconds (173 degrees--08 minutes 17 seconds) and proceeding southeasterly a distance of one hundred sixty-three and 36/100 feet (163.36 feet) to a Rhode Island highway bound at the intersection of Rhode Island highway plats No. 1361 & 201, the last three herein described courses run by and with the said easterly highway line of Plat No. 1361;

Thence turning an interior angle of one hundred sixty-three degrees, thirty-four minutes and fifty-one seconds (163 degrees--34 minutes--51 seconds) and proceeding southerly a distance of seven hundred eighteen and 90/100 feet ( 718.90 feet) along the easterly highway line of New London Avenue (R.I. Route No. 37) as defined by plat No. 201 to the northeasterly freeway line of New London Avenue (R.I. Route No. 37) as defined by Rhode Island freeway plat No. 1186;

Thence turning an interior angle of one hundred twenty-four degrees, thirty-one minutes and thirty-six seconds (124 degrees--31 minutes--36 seconds) and proceeding along the said freeway line of plat No. 1186 a distance of three hundred forty-three and 40/100 feet (343.40 feet) to the southwesterly corner of the parcel herein described;

Thence turning an interior angle of one hundred seven degrees, twenty-six minutes and thirty seconds (107 degrees--26 minutes--30 seconds) and proceeding easterly parallel to and fifty feet (50 feet) southerly of an existing brick building, bounded southerly by land now or formerly of the state of Rhode Island a distance of five hundred thirty-eight and 62/100 feet (538.62 feet) to a corner at land now or formerly of the Rhode Island Public Buildings Authority;

Thence turning an interior angle of ninety-eight degrees, thirty-eight minutes and twenty-six seconds (98 degrees--38 minutes--26 seconds) and proceeding northerly a distance of eighty-four and 59/100 feet (84.59 feet) to a corner;

Thence turning an interior angle of two hundred seventy degrees, zero minutes and zero seconds (270 degrees--00 minutes--00 seconds) and proceeding easterly a distance of two hundred thirty-four and 22/100 feet (234.22 feet) to a corner;

Thence turning an interior angle of one hundred fourteen degrees, fifty-eight minutes and six seconds (114 degrees--58 minutes--6 seconds) and proceeding northerly a distance of three hundred five and 46/100 feet (305.46 feet) to a point of curvature;

Thence proceeding northeasterly along the arc of a curve tangent to the previous described course deflecting to the right having a central angle of twenty-five degrees, thirty-one minutes and eighteen seconds (25 degrees--31 minutes--18 seconds) and a radius of five hundred fifty-seven and 37/100 (557.37 feet) a distance of two hundred forty-eight and 27/100 feet (248.27 feet) to a point of tangency;

Thence proceeding tangent to the previously described curve a distance of thirty-one and 87/100 feet (31.87 feet) to the point and place of beginning, the last five herein described courses are bounded southerly and easterly by the said land now or formerly of the Rhode Island Public Buildings Authority. The first herein described course forms an interior angle of ninety degrees, zero minutes and zero seconds (90 degrees--00 minutes--00 seconds) with the last herein described course.

Parcel {DEL 3 DEL} {ADD 2 ADD} may be conveyed together with (A) a non-exclusive easement for access by foot and by vehicles of all kinds on, over and across a certain parcel of land situated on the easterly side of parcel {DEL 3 DEL} {ADD 2 ADD} , which parcel includes the existing access road, shall be approximately one hundred feet (100 feet) more or less in width, and shall be situated southerly of Sockanosett Cross Road extending from Sockanosett Cross Road to the road which begins at the parking area situated at the terminus of said access road and then extends under Rhode Island Route 37, a non-exclusive easement to place, construct, locate, alter, maintain and repair underground utilities and drains in said easement area to serve the improvements situated or to be situated on parcel {DEL 3 DEL} {ADD 2 ADD} , and a non-exclusive easement to place, construct, locate, alter, maintain and repair signs and landscaping and other improvements for buffering on the portions of said easement area not utilized for roads, sidewalks, improvements or other purposes, all as approved by the director, (B) a non-exclusive easement for access by foot and by vehicles of all kinds on, over and across approximately two hundred feet (200 feet) of the northerly portion of the road which begins at the parking area situated at the terminus of said access road and then extends under Rhode Island Route 37, as approved by the director, (C) a non-exclusive easement for access to parcel {DEL 3 DEL} {ADD 2 ADD} , by foot and by vehicles of all kinds on, over and across a certain parcel of land situated southerly of parcel {DEL 3 DEL} {ADD 2 ADD} , which parcel of land shall be approximately one hundred fifty feet (150 feet) more or less in width and which parcel shall extend from the easement areas described in (A) and (B) above to the Freeway Line of the exit ramp to New London Avenue, all as approved by the director, (D) and a non-exclusive easement to place, construct, locate, alter, maintain and repair a detention pond of a size approved by the director on such portion on the parcel of land situated southerly of the parcel of land described in (C) above, westerly of the road which begins at the parking area situated at the terminus of said access road and then extends under Rhode Island Route 37, easterly of the Freeway Line of the exit ramp to New London Avenue and northeasterly of Rhode Island Route 37, all as approved by the director. The state of Rhode Island shall retain all rights to the easement areas which may be exercised in a manner not inconsistent with the foregoing easement rights. The Rhode Island public buildings authority shall join in any instruments necessary to carry out the foregoing conveyances and grants at the direction of the director of the department of children, youth and families. Such easements shall encompass such specific areas as shall be approved by the state properties committee.

The conveyance of such parcel of land and the grant of such easements shall be in such manner and upon such terms and conditions as may in the judgment of the state properties committee be most advantageous to the public interest.

The Rhode Island {DEL port authority and DEL} economic development corporation {DEL (the "authority") DEL} shall offer these parcels to the highest responsible bidder which in the judgment of the {DEL authority DEL} {ADD corporation ADD} will use or develop the same in a manner most advantageous to the public interest subject to local and state ordinances and laws.

(d) The {ADD executive ADD} director, with the approval of the state properties committee, is hereby authorized and empowered to sell, transfer, and convey in fee simple or otherwise in the name of and for the state of Rhode Island to the convention center authority, certain real estate, or any portion thereof, and improvements thereon, presently leased and occupied by the department of employment security and on which the state has an option to purchase, situated on West Exchange Street in the city of Providence, in the event the state acquires the real property, in such manner and upon such terms and conditions as may in the judgment of the state properties committee be most advantageous to the public interest.

(e) The {ADD executive ADD} director, with the approval of the state properties committee, is hereby authorized and empowered to sell, transfer and convey in fee simple or otherwise in the name of and for the state of Rhode Island to the Rhode Island {DEL Port Authority and DEL} Economic Development Corporation that certain real estate, or any portion thereof, and improvements thereon, located in the town of Exeter and known as Ladd Center, in such manner and upon such terms and conditions as may in the judgment of the state properties committee be most advantageous to the public interest.

{ADD (f) The executive director is hereby authorized and empowered to sell, transfer, and convey in fee simple, in the name of and for the state of Rhode Island, to the Rhode Island economic development corporation, that certain real estate and improvements thereon belonging to the State of Rhode Island situated in the City of Providence, set forth and delineated as Parcels 1, 1A, 2 and 3 on the survey entitled "Plan of Land in Providence, Rhode Island surveyed for Providence Place surveyed and drawn by Marrier Surveying, Inc. Scale 1" = 40' May 1990, revised May 1995" recorded or to be recorded in the Providence Recorder of Deeds Office, which land is now occupied by the URI extension division building and by the Roger Williams Building. The foregoing authorization is intended to authorize and empower the executive director to execute and deliver a confirmatory deed to the Rhode Island economic development corporation to confirm the conveyance and correct the description in the deed from the State of Rhode Island to the Rhode Island port authority and economic development corporation dated October 21, 1994 recorded or to be recorded in said Providence Recorder of Deeds Office.

Any conveyance pursuant to this subsection shall be for the purpose of providing a portion of the site of the Providence Place Project, so-called, and may be for such consideration, or without consideration, as the executive director shall deem appropriate. Notwithstanding the provisions of any general or special law to the contrary, no restriction shall apply to and no further approval, determination or action of any kind shall be required to effect such conveyance or any conveyance by the Rhode Island economic development corporation of any interest therein in connection with the Providence Place Project. ADD}

{DEL (f) DEL} {ADD (g) ADD} The provisions of section 37-7-3 and section 37-7-5 shall not be applicable to the conveyances which have been or hereafter may be effected by the director of the department of economic development under the provisions of this section.

SECTION 4. {ADD Amendments to Chapter 64 of Title 42 ADD} . Sections 42-64-7 and 42-64-20 of the General Laws in Chapter 42-64 entitled "Rhode Island Economic Development Corporation" are hereby amended to read as follows:

{ADD 42-64-7. Additional general powers. -- ADD} In addition to the powers hereinbefore enumerated, except to the extent inconsistent with any specific provision of this chapter, the corporation shall have power:

(a) To undertake the planning, development, construction, financing, management, operation of any project, and all activities in relation thereto.

(b) To sell, mortgage, lease, exchange, transfer, or otherwise dispose of or encumber any port project, (or in the case of a sale, to accept a purchase money mortgage in connection therewith) or to grant options for any purposes with respect to any real or personal property or interest therein, all of the foregoing for such consideration as the corporation shall determine.

Any lease by the corporation to another party may be for such part of the corporation's property, real or personal, for such period, upon such terms or conditions, with or without an option on the part of the lessee to purchase any or all of the leased property for such consideration, at or after the retirement of all indebtedness incurred by the corporation on account thereof, as the corporation shall determine.

Without limiting the generality of the foregoing, the corporation is expressly empowered to lease or sell any part of the real or personal property owned or controlled by the corporation to the state, or any department thereof or to any municipality. The provisions of this section or of any other laws of this state (other than this chapter) restricting the power of the state, its departments or any municipality, to lease or sell property, or requiring or prescribing publication of notice of intention to lease or sell, advertising for bids, the terms of contracts of lease or sale, that would in any manner interfere with the purpose of this section which is to provide for the mutual cooperation by and between the corporation and the state, its departments or any municipality, to the fullest extent possible, are not applicable to leases and sales made pursuant to this section.

(c) To prepare or cause to be prepared plans, specifications, designs, and estimates of costs for the construction, reconstruction, rehabilitation, improvement, alteration, or repair of any project, and from time to time to modify such plans, specifications, designs, or estimates.

(d) To manage any project, whether then owned or leased by the corporation, and to enter into agreements with the state or any municipality or any agency or instrumentality thereof, or with any person, firm, partnership, or corporation, either public or private, for the purpose of causing any project to be managed.

(e) To provide advisory, consultative, training, and educational services, technical assistance, and advice to any person, firm partnership, or corporation, whether the same be public or private, in order to carry out the purposes of this chapter.

(f) Subject to the provisions of any contract with note holders or bond holders to consent to the modification, with respect to rate of interest, time of payments of any installment of principal or interest, security or any other term of any mortgage, mortgage loan, mortgage loan commitment, contract, or agreement of any kind to which the corporation is a party.

(g) In connection with any property on which it has made a mortgage loan, to foreclose on that property or commence an action to protect or enforce any right conferred upon it by law, mortgage, contract, or other agreement and to bid for and purchase the property at any foreclosure or any other sale, or to acquire or take possession of the property; and in that event the corporation may complete, administer, pay the principal of, or interest on any obligations incurred in connection with such property, dispose of, and otherwise deal with such property in a manner as may be necessary or desirable to protect the interest of the corporation therein.

(h) As security for the payment of principal and interest on any bonds or notes or any agreements made in connection therewith, to mortgage and pledge any or all of its projects and property, whether then owned or thereafter acquired, and to pledge the revenues and receipts from all or part thereof, and to assign or pledge the leases, sales contracts or loan agreements or other agreements on any portion or all of its projects and property and to assign or pledge the income received by virtue of the lease, sales contract, loan agreements or other agreements.

(i) To invest any funds of the corporation including funds held in reserve or sinking funds, or any moneys not required for immediate use or disbursement at the discretion of the corporation, in (1) obligations of the state or the United States, (2) obligations of the principal and interest of which are guaranteed by the state of the United States, (3) obligations of agencies and instrumentalities of the state or the United States, or (4) certificates of deposits of banks and trust companies or shares of building loan associations organized under the laws of the state or doing business in the state or (5) such obligations, securities, and other investments as shall be specified in resolutions of the corporation.

(j) To engage the services of consultants on a contract basis for rendering professional and technical assistance and advice, and to employ architects, engineers, attorneys, accountants, construction, and financial experts and such other advisors, consultants and agents may be necessary in his judgment, and to fix their compensation.

(k) To contract for and to accept any gifts or grants or loans or funds or property or financial or other assistance in any form from the United States or any agency or instrumentality thereof or from the state or any agency or instrumentality thereof or from any other source and to comply, subject to the provisions of this chapter, with the terms and conditions thereof.

(l) To enter into agreements {DEL to DEL} {ADD with any municipality or political subdivision, either directly or on behalf of any other party which holds legal title to all or any portion of a project as the lessee from the corporation designated pursuant to paragraph (c) of Section 20 of this Chapter, providing that the corporation or such lessee shall ADD} pay annual sums in lieu of taxes to {DEL any DEL} {ADD such ADD} municipality or political subdivision of the state in respect of any real {ADD or personal ADD} property which is owned by the corporation {ADD or such lessee ADD} and located in the municipality or political subdivision.

(m) To borrow money and to issue negotiable bonds and notes, and to provide for the rights of the holders thereof, for the purpose of providing funds to pay all or any part of the cost of any port project or for the purpose of refunding any bonds therefore issued.

(n) To construct, acquire, own, repair, develop, operate, maintain, extend, and improve, rehabilitate, renovate, furnish, and equip one or more port projects and to pay all or any part of the costs thereof from the proceeds of bonds of the corporation or from any contribution, gift, or donation or other funds made available to the corporation for those purposes.

(o) To fix, charge and collect rents, fees, tolls, and charges for the use of any port project and to alter and investigate rates, and practices of charging, which affect port projects so as to increase commerce in the state.

(p) To prescribe rules and regulations deemed necessary or desirable to carry out the purposes of this chapter including rules and regulations to insure maximum use and proper operation of port projects.

(q) To establish penalties for violations of any order, rule, or regulation of the corporation, and a method of enforcing the same.

(r) To develop, maintain, and operate foreign trade zones under such terms and conditions as may be prescribed by law.

(s) To create subsidiaries as provided in section 42-64-7.1.

{ADD 42-64-20. Exemption from taxation. -- ADD} (a) The exercise of the powers granted by this chapter will be in all respects for the benefit of the people of this state, the increase of their commerce, welfare, and prosperity and for the improvement of their health and living conditions and will constitute the performance of an essential governmental function and the corporation shall not be required to pay any taxes or assessments upon or in respect of any project or of any property or moneys of the corporation, levied by any municipality or political subdivision of the state, provided, that the corporation shall make payments in lieu of real property taxes and assessments to municipalities and political subdivisions with respect to projects of the corporation located in the municipalities and political subdivisions during such times as the corporation derives revenue from the lease or operation of the projects. Such payments in lieu of taxes shall be in such amounts as shall be agreed upon by the corporation and the affected municipalities and political subdivisions. Failing the agreement, the amounts of payments in lieu of taxes shall be determined by the corporation using a formula that shall reasonably ensure that the amounts approximate the average amount of real property taxes due throughout the state with respect to facilities of a similar nature and size. Any municipality or political subdivision is hereby empowered to accept at its option an amount of payments in lieu of taxes less than that determined by the corporation. If, pursuant to section 42-64-13(f), the corporation shall have agreed with a municipality or political subdivision that it shall not provide all of the services therein specified, the payments in lieu of taxes shall be reduced by the cost incurred by the corporation or any other person in providing the services not provided by the municipality or political subdivision.

(b) The corporation shall not be required to pay state taxes of any kind, and the corporation, its projects, property, and moneys and, except for estate, inheritance, and gift taxes, any bonds or notes issued under the provisions of this chapter and the income (including gain from sale or exchange) therefrom shall at all times be free from taxation of every kind by the state and by the municipalities and all political subdivisions of the state. The corporation shall not be required to pay any transfer tax of any kind on account of instruments recorded by it or on its behalf.

{ADD (c) For purposes of the exemption from taxes and assessments upon or in respect of any project under subsections (a) or (b) of this section, the corporation shall not be required to hold legal title to any real or personal property, including any fixtures, furnishings or equipment which are acquired and used in the construction and development of such project, but such legal title may be held in the name of a lessee (including sublessees) from the corporation. Such property, which shall not include any goods or inventory used in such project after completion of construction, shall be exempt from taxation to the same extent as if legal title of such property were in the name of the corporation, provided that the board of directors of the corporation adopts a resolution confirming use of such tax exemption for such project by such lessee. Such resolution shall include findings that (1) the project is a project of the corporation under R.I. Gen. Laws 42-64-3(p) and (2) it is in the interest of the corporation and of the project that legal title be held by the lessee from the corporation. In adopting any such resolution, the board of directors may consider any factors it deems relevant to the interests of the corporation or the project including, for example, but without limitation, reduction in potential liability or cost to the corporation or designation of the project as a "Project of Critical Economic Concern" pursuant to Chapter 117 of Title 42 of the General Laws. ADD}

{ADD 42-63.5-6. Convention center garage parking. -- ADD} Notwithstanding the provisions of any other general or special law, the Rhode Island Convention Center Authority is authorized and directed to make available for the use of validated retail shoppers, one thousand (1,000) parking spaces in the Convention Center North Garage during the months of November, December and January of each year of the term of the Ground Lease as it may be extended, provided that said Convention Center North Garage continues to be open for parking. The rates payable to the Convention Center Authority for such parking by Mall shoppers with the shopping validation required for parking in the Providence Place Garage shall be (a) during the first ten (10) years of the term of the Parking Garage Lease, One Dollar ($1.00) for the first three (3) hours and after three hours at the market rate charged in the Convention Center North Garage, and (b) after ten years, for the first three hours at the same rate then applicable in the Providence Place Garage for Mall shoppers with applicable validation, but in no event less than One Dollar as adjusted by any increase in the Consumer Price Index, and after three hours at the market rate charged in the Convention Center North Garage.

{ADD 42-63.5-7. Additional agreements of the state. -- ADD} Notwithstanding the provisions of any other general or special law or any rules or regulation of any department, agency, public corporation or instrumentality of the State, in order to induce the developer and its lenders to invest or finance the necessary funds for the Providence Place Project, the State makes the following additional agreements:

(a) {ADD State Fees. ADD} To cap the fees for the Project payable to the State and any agency thereof by the developer, including without limitation, fees to the Coastal Resources Management Council, the Narragansett Bay Water Quality Management District Commission, the State Building Code Commission, the State Fire Marshall and the Division of Elevator Inspectors of the Department of Labor, to a maximum combined payment for all such permits of Seven Hundred Ten Thousand Dollars ($710,000), to be payable to the Department of Administration and allocated by the Director of Administration among the departments, agencies, public corporations and instrumentalities of the State as the Director of Administration shall designate for the payment of such State Fees relating to the Project.

(b) {ADD Pedestrian Infrastructure Improvements ADD} . To design, permit and construct, or at its option exercised by written notice to the developer by the Director of Administration on or before the date which is one (1) year from the effective date hereof, to pay to the developer, Two Million Dollars ($2,000,000) payable on or before the date eighteen (18) months from the date the developer commences construction of the Project, and require the developer to design, permit and construct the pedestrian infrastructure improvements, consisting of (1) the pedestrian skybridge which will connect the Mall with the Westin Hotel, (2) the sidewalks surrounding the Mall including, without limitation, plantings, light poles, benches, railings and kiosks, and (3) the extension of the Riverwalk over or under Francis Street on both sides of the river into the Project Site, all as more particularly described in the Public Investment and HOV Agreement. If the Director of Administration shall elect to pay the developer to design, permit and construct the Pedestrian Infrastructure Improvements, such determination shall be conclusive, and notwithstanding the provisions of any other general or special law to the contrary, such design, permitting and construction of the Public Infrastructure Improvements by the developer or any contractor or other agent of the developer shall not be subject to any State purchasing, State construction or State public works statute applicable solely to public construction projects, but shall be subject to all design and construction reviews and approvals applicable to private construction projects, including, without limitation, the design approval of the Capital Center Commission which shall be applicable in any event.

{ADD 42-63.5-8. Severability. -- ADD} If any provision of this chapter or the application thereof to any person or circumstances is held invalid, such invalidity shall not affect other provisions or applications of this Act, which can be given effect without the invalid provision or application, and to this end the provisions of this act are declared to be severable.