‘THE STATE OF NEW YORK ALBANY CITY COURT: COUNTY OF ALBANY (THE PEOPLE OF THE STATE OF NEW YORK against. EELONY COMPLAINT ALAIN KALOYEROS and AAG Christopher Baynes JOSEPH NICOLA, Public Inegrity Bureau Defendants STATE OF NEW YORK ) COUNTY OF ALBANY ss Investigator Mark Spencer, a police officer with the Office ofthe New York State ‘Atterney General 'OAG"), and the Complainant, accuses the following defendants: ALAIN KALOYEROS, with having committed three counts of Combination in Restraint of Trade and CCorspetition in violation of General Business Law $6 340 and 341; and JOSEPH NICOLLA, ‘with having committed one count of Combination in Restraint of Trade and Competition in Violation of General Business Law §§ 340 and 341. ‘COUNT ONE Defendants ALATN KALOYEROS snd JOSEPH NICOLLA committed the erime of COMBINATION IN RESTRAINT OF TRADE AND COMPETITION, in violation of General Business Law §§ 340 and 341 class E felony, ftom on or abou October 30,2014 through on or about November 12,2015, in the City of Albany and elsewhere, County of ‘Albany, State of New Yor acting in concert with oers known and unknown, by knowingly and intentionally entering into or engaging in or continuing to engage in a contract, agreement, arrangement, or combination in unreasonable restraint of competition or the fre exercise of activity in the conduct of business, trade, and commerce, to wit: to restrain competition in thebidaing process of Fuller Road Management Corporation for a student housing project ntenced to be ilized by SUNY Polytechnic Instat inthe vicinity of Loughlin Stree, City of Abary, by means of bid rigging counrrwo Defendant ALAIN KALOYEROS committed th crime of COMBINATION IN RESTRAINT OF TRADE AND COMPETITION, in violation of General Business Law $$ 240) and 341, a class E felony, from on or about November 15,2010 through on or about May 1, 2014,in the City of Albany and elsewhere, County of Albany, State of New York, acting in concert with others known and unknown, by knowingly and intentionally entering into or engaging in or continuing to engage in a contac, agreement, arrangement, of combination i unreasonable restraint of competition othe fee exercise of activity inthe conduct of busines, trade, and commerce to wit to restrain competition in the bidding process of Fuller Road Management Corporation by giving Contactor as defined Below in paragraph 5), in exchange fo $50,000,000 los, a competitive advantage for projects intended to be uized by SUNY Polytechnic Institute, by means of bid rigging. COUNT THREE Defendant ALAIN KALOYEROS committed the crime of COMBINATION IN RESTRAINT OF TRADE AND COMPETITION, in violation of General Business Law §§ 20 and 341, a class E felony, from on oF about November 15,2010 through on cr about May 1, 2014, in the City of Albany and elsewhere, County of Albany, State of New York, acting in concert with others knowa and unknown, by knowingly and intentionally entering into or engazing in or continuing to engage in a contact, agreement, arangement, or conbination in unreasonable restraint of competition or the free exercise of activity in the conduct of business,‘rade, and commerce, to wit: to restrain competition in the bidding process of Fuller Road Management Corporation and its contractors for architectural and design services for buildings intended tobe utilized by SUNY Polytechnic Institute so that Architect (as defined below in paragraph 4) would receive the business, by means of bid rigging, FACTUAL BASIS, ‘This felony complaint is made by me on direct knowledge and/or upon information and belief. The source of my information and the grounds for my belief include but are not limited to the following: (#) my training, experience end participation in an investigation conducted by the COAG; (b) publicly available documents; (c) emails and other documents obtained pursuant to subpoena; (4) evidence obtained by search warrant; () interviews of current and former members o” entities involved in the arrangements described herein, and other witnesses; and (f) conversations with OAG attomeys. Where the actions, statements, and conversations of others are recounted herein, they are related in substance and in part, unless otherwise indicated OVERVIEW 1 Background A. Relevant Entities 1, SUNY Polytechnic Institute (“SUNY Poly"), a public college inthe State University of New York system, isthe product of a March 2014 merger between SUNY College cof Nanoscale Science and Engineering (“CNSE"), located in Albany, and SUNY Institute of ‘Technology (‘SUNYIT"), located in Utica. In addition to its educational function, SUNY Poly has served asa development arm of state government, with billions of dollars of investment in public/private partnerships flowing through projects with its imprimatur. Fundraising for SUNY Poly isthe responsibilty ofthe SUNY Polytechnic Foundation, a not-for-profit entity2. Faller Road Management Corporation *FRMC) isa not-for-profit 501}25) corporation afiliated with SUNY Poly that develops, constucts, owns and leases the Albany CONSE facilites, including the NanoFab West building (*NFW"), NanoFab East building (CNFIE), and Zero Energy Nanotechnology building (“ZEN Building"). FRMC was crated in 1993 as “dual member corporation” by the SUNY Research Foundation andthe SUNY Albany Foundation and drives is authority to spend public money fom those entities, FRMC operates cut of SUNY Poly buildings an its employees lize SUNY CNSE email adresses. 3. Columbia Development (“Columbia”) sa company engaged in realestate development, headquartered at 302 Washington Ave. Ext Albany. Columbia's projects include major nospital, university, office and residential buildings throughout the region, Columbia is both the developer of anda tenant in FRMC’s ZEN Bildng. 4, “Architeet-1" isan Albany-basedarhitesture frm witha national lent is. Achitc-1's offices have been located on CNSE property since 2011, moving to the ZEN Building in 2015, Arcitet-1 has performed architectural and design services on multiple SUNY Poly related projects. ased design, engineering and construction company with oFices in the ZEN Building. Contractot-1 was involved with the construction of SUNY Poly's NEW building, later renamed Nanotechnology Research Facility (*NFX"). B. Defendants 6, ALAIN KALOYEROS, a physics professor, helped found CNSE, which was initially affiliated with SUNY Albany, but became an independent SUNY college in 2013. After the merger of CNSE and SUNYIT in 2014, KALOYEROS was appointed President and(CEO of SUNY Poly. KALOYEROS served onthe FRMC Board of Directors in his capacity as resident of SUNY Poly until his resignation in February 2016. 7 7. JOSEPH NICOLA iste president of Columbia and is a lose associat of KALOYEROS. NICOLLA sts on the board ofthe SUNY Polytechnic Foundation C. The Request for Proposal Process 8, Thave learned during this investigation that FRM used a process designed for compaitve bidding called # Request for Proposal ("RFP") to award certain contac for FRMC projects, neuding projects involving construction of felis for SUNY Poly and the CNSE campus, The RFP process i ypealy used as a mechanism for promoting competition inthe awarding of government projects, 9. AnRFPis a document usd to solicit competion by informing potential vendors ofthe funtion, ecbneal, and contractual requirements sought by company, such as FRMC, fora project. All RFPs issued by FRMC included evaluation eiteria governing the process FFRMC uosd to award the contract 10. New York State, aswell as cites, towns, vilages, schoo dist, hospitals and ‘othe pti instttions in New York, purchases billions of dollars of goods and services yearly under competitive bidding procedures. 11, According to several FRMC and SUNY employees, KALOVEROS sat on the FRMC RFP Review Committee and exerted strong influence over the REP process for major building projects during the period ofthis complaint, sometimes even unilaterally overruling the selection made by a majority of the committee.‘The Fraudulent Scheme 12, KALOYEROS, a government official who also served onthe FRMC board asa representative of SUNY Poly, and his co-conspirators, executives at private businesses including NICOLLA, along with others participants engaged in an ongoing scheme trig the bids for goverrment financed projets 13. By colluding to rig bids, participants in the scheme were able to funnel contracts to favered entities on predetermined basis, resulting inthe restrain of competion 14, Although FRMC purportedly used a competitive RFP process to award certain contracts, in actuality the awards of those contracts were manipulated by insider to secretly direct the contract to favored businesses, In paniculr, the insiders, including the defendants and others 4+ met to discuss ides for future FRMC and SUNY Poly projects + developed the language in the REPS for those projects to give a competitive sdivantage to the favored corporations + transmitted confidential information canceming RFPS for projects with he gosl of providing the favored corporations with advance knowledge and inside informat n, enabling the favored corporations to tailor ther bid responses + discussed their response to mea inguiies involving the scheme + based award decisions on eritera tat only the favored corporations could meet + planned forthe selection of specific subcontractors, who would participate in the scheme 15. Asaresult ofthis collusion, FRMC avarded the SUNY Poly domitory contract to Columbia.16. Asaresultof this collusion, FRMC agreed to award, or influence the award by. third parties, contracts to Architect 17, Asa result ofthis collusion, FRMC awarded favorable treatment inthe bid process to Contractor 1. Count t+ The Loughlin Street Student Housing Project 18, Loughlin Sretis residential dead-end street in the ity of Albany abuting the SUNY. Polyempuso the south, In March 2015, FRMC issued an RFP forthe development of stdent housing inanareto include Loughlin See. In June 2015, FRMC preliminarily awarded he RFP o Columbia 19, Columbia began its development of series of parcels on Loughlin and Mercer Strets adjacent to SUNY Poly in April 2014, Columbia eventually bought every home on Loughlin Street through an LLC it controlled called Meteer Rs Properties. The frst home went under eanteact an April 14, 2014. An internal Columbia email dated April 16, 2014, relating to the purchase of the: Loughlin Street properties sent by an executive at Columbia, which was oblained pursuant to subpoena, states “this is for CNSE assemblage 20, Ihave examined the contents of # mania folder, obtained from Columbia pursuant 1 subpoena, titled "FRMC Student Housing Preferred Developer.” That manila folder contained. documents dated August 2014, One hand-wtten document contained therein laysout thre options for Loushin Steet 1) to develop own and operate; 2) to develop and "sell to college"; and3) to develop and sell on the market. The writer noted tha the second option would “require RFP + Public Bid ng/labor” 21, Also contained in the folders a Cokumbiasite-drawing dated August 15,2014, showing the Laughlin Street development with three dormitories and a parking lot, The three dormitories in thedrawing ar designed to house 96,128 and 92 students respectively. Of ote, FRMC's eventual March 2015 REP called for three dormitories of 100, 150 and 250 beds. 22, Ih an October 30, 2014 email fom NICOLLA to KALOVEROS, obtained from Columbia pursuant to subpoena, sent to KALOYEROS's SUNY email address, NICOLA notified KALOYEROS conceming the progress of the purchase of one ofthe Loughlin Sweet residences. 23, InaNovember 1, 2014 email, obtained from SUNY Poly pursuant to subpoena, «fll sx months before the RFP was issued, KALOYEROS forwarded a solicitation froma competing development company interested in SUNY Poly student housing to NICOLLA, as well as a labbyst and the president of FRMC. 24, Since NICOLLA is the President of Columbia, which was a company that was simuttaneausy planning student housing for SUNY Poly, his email is evidence that KALOYEROS, through SUNY Poly and FRMC, colluded with Columbia, a private company, give tan unfair competitive advantage 25. _Thave been informed by multiple witnesses that KALOYEROS contols the conduct ofthe RFP process fr major SUNY Poly building projects, including the 2015 permanent student housing project RFP 26. Ialsoreviewed a digital meeting request obtained fom Columbia pursuant to subpoen, in which an FRMC secretary sent a meeting notice withthe subject ine: “Student Housing” for February, 2015, using SUNY email address, tothe president and an officer of FRMC, NICOLA, a Columbia employee, and an employee of an investment bank 27. Ina February 20, 2015 email, included in an email chain obtained from Columbia pursuant t subpoena, KALOYEROS, again using his SUNY email account, emailed FRMC ‘management (see portion below).[Few Waa | Siete Fed co wt Coan 1 you with nina fuss fom the Phone 6 pls From: Dates Feiday, February 20,2015 87:52 | subject eno subjece Time to prepare an RF for student Roving [A phase lan th 100 beds, then 280 be, then $00 beds Ned to bein clove prosty prterably walking Gtancs to SUNY Poly CNSE | Need a13 phase bling tobe acjacet to each ther 28, ‘Twenty-cight minutes ltr, at 8:20 PM, KALOYEROS, sing his Gmail email address, forwarded the same email to NICOLLA, effectively notifying him and Columbia ofthe content of FRNC’s new REP, 29, FRMCissued the RFP publ the allowing month, on March 19,2015 The RP called forttvee dormitories for 100,150 nd 250 students each, which hd tobe adjacent to cach other andthe winning bidder had to be headquartered in the “Greater Albany Area”. The RFP described the requiements for the location ofthe dorm complex as “adjacent to” and “within 10 minutes walking distance of the SUNY Poly Albany Nanotech Campus". According to an FRMC executive, the draft RFP was writen to require the dorm complex be “approximate to” the campus, but KALOYEROS insisted on the change to “adjacent. 30. The ids were due on May 1,2015, Though twenty companies showed inital intrestin the RFP, only one company responded with a formal proposal: Columbia, Columb was preliminarily awarded the contract to develop the SUNY Poly permanent student housing on June 4, 2015. In adocument dated September, 2015, obtained from Columbia pursuant to subpoena, Columbia projected its profit on the project to be $3,832,483. Columbia estimated the dormitory project to cost FRMC $27,000,000, any necessary bond tobe pa for with the revenue from “room fees” paid by SUNY Poly studens, 31. InMarch 2016, T interviewed an executive from a major Albany construction company ‘who stated that despite being one of the twenty builders who showed inital interest in the project his firm would not bd on t because the RFP was geared toward one company. He! went on to explain that the one company in question was Columbia 32. After a series of media reports questioning the propriety ofthe Loughlin Street project, and a September 21, 2015, subpoena from the OAG, FRMC withdrew the award to Columbia and reissued the RFP on Novernber 12,2015. The Loughlin Sueet parcels have since been sold by Columbia te another developer 33. also reviewed a chain of emails obtained fiom Columbia pursuant to subpoena thet, revesled the following, As firtherevidenee of collusion in thi scheme, KAT OYEROS an NICOLA coordinated Columbia's response to media inquiries with regard tothe Loughlin Sweet transactions. On April 30, 2015, prior to the deadline for submitting bids, in reply to questions from a Times Union reporter concerning Columbia's assemblage ofthe Loughlin Street properties, KALOYEROS drafted a ‘one-paragraph response and forwarded it via his Gmail account to NICOLLA. The response was vetted by pubic relations advisors and Columbia personnel before it was sent, verbatim, tothe reporter. ‘34. respectfully submit that there is probable cause to believe that KALOYEROS and NICOLLA rigged the RFP process to insure that Columbia would win approval to build the FRMC'SUNY Poly student housing project in the vicinity of Loughlin Street "Forth reader's convenience the masculine pronouns “e" and “him” have been used universally inthis document. 10Count 2: Contractor-1 Given Future Consideration on Bidding In Exchange For Loan 35, An executive with a Boston-based construction management firm (“Developer- 1”) deseribed the events surrounding the construction of an FRMC/SUNY Poly research building to be ca led NanoFab West ('NEW").? In August 2010, Developer-1 submitted a response to an RFP fora developer qualified to build a cleanroom chip fabrication building, On November 15, 2010, twas awarded the contract for the fist stage of the build. Developer-1 had previously selected an architect (“Architect-2"), an engineering fim and a construction company to be the ‘other members ofits team. The executive informed me that in a contract of this nature it is ‘customaily the prerogative ofthe developer to select its own design and construction team, 36, Inautumn 2010, prior tothe project beginning, KALOYEROS met with the ‘executive and repeatedly urged Developer-I to take some risk and “have some skin in the game”, ‘The executive understood that to mean that KALOYEROS wanted Developer to provide its ‘vm financing forthe NEW building, KALOYEROS also asked the executive to have Developer lease space in one ofthe SUNY Poly buildings, which he declined. 37. Infact, the eventual RFP forthe NFW projet, obtained ftom FRMC pursuant to subpoera states that socessfil bidder “is expected to lease and occupy a portion of space inthe “Albany Nanotech Complex as its local base of operations after Project award.” 38, A“commencement meeting” was scheduled for November 15, 2010. The attendees were to be representatives of FRMC and Developer "steam. Wi in two weeks ofthe scheduled meeting, an ERMC project coordinator (“project coordinator”) called to request that Architect be added to the team. Hinteviewed the project coordinator who told me that this was one pursuant to KALOYEROS's orders. The Developer-1 executive aeceded tothe request, though he believed it was “unnecessary” and would create extra costs. The president of 2 NW ws later named NanoFab Xtenson(°NEX")“Architect-I and a partner in Architect-2 were both in attendance atthe November 15® meeting, According to the FRMC project coordinator, during the meeting the president of Architect-1 ccalleé KALOYEROS, demanding that Architect-2 be throw out ofthe meeting and ofthe Project, Moments later, KALOYEROS called the project coordinator and, using an expletive, demanded that Archie leave the mesting immediately. According to both parties the project -coontnator took the Developer-1 executive out in the hall and demanded he fre Architet-2 immeiately, The Developer-1 executive believed he had litle ehoice but to comply, Archtect-1 became the sole architect on the project 39, In May 2011, before the conchision ofthe rst stage ofthe NFW projec, the project coordinator notified Developer-1 that it was being taken off the project at KALOYEROS's request. Subsequently, Contractor was named the developer, FRMC and CContictor-1 executed a Notice to Proceed (“NTP") on March 18, 2011, which memorialized their contractual relationship. The NTP states that it was purportedly ewarded “asa result of the competitive process." In the NTP, Contractor-1 agreed to lend $50,000,000 to FRMC to cover the early construction costs for the NFW project, Developer-1 had declined to provideits own, financing in this manner. The second stage of the NFW project was not subject toa new RFP; insted, the loser of the original REP process, the Contractor-1 team, was awarded the second stage based on their losing submission tothe original RFP,40. The NTP contains an atachment ted “Loan Term Sheet” (se portion below), exiipin'e LOAN TERM SHEET 1. CONIIUCIOR nest oleae ing om sano FFTY Ana ‘dtr 289960980 cre bene a fe Poet one hai Fae weap Wesel puna be ret 1201 aeateno ad dane nyo pls pet eae 12, CONTACTO fing le inte at a hes ons 4 The te Ywety ge to an 0.9 Un (25,00900000 a | Eat M202 (Ye seond Yet Five Millon 40 Del (625 6020000) et be | failn equa attr Fever Hoa re | ‘ari00 Dir (1,300,080) each. Payments sl bed ew the sk fy of2012 20 Tebondl eineet fsa bese 50M woth 308em | se ern le ire sna dese ele reer rey [ev blfo UNG ead ated te CNS Bee 2. tram fhe ahve lan enn WHER ne: © OWN tad te cenaton ofthe RF bug and mites Smtocow 9 CONTRAGTON. CONTRACTOM tl be exes rte ‘ling lon fay var at tn i ey ae ‘leis mania pein ter. > Pols mt woktpierin goed eerie eet alo a an + OWNIN wi mak etfs weed eit tl inn oto feveihe NEW eng, 4 OWA ae eto pet CORTRACYOK incablsing ‘te Pcie Sreopts amt CNS compre ie ety aly sotenes hes tne pg ‘OWNER wil ake et ar ssi CONTRACTOR propo fr Zon eigen comely aie Sage nyt abe Sng OWNER mae hese cote anata Saae iy6 (CONTRACTOR ntie ohne rope creo FW oe, 41, The Term Sheet, which was obtained ftom FRMC pursuant to subpoena, ‘explicitly states that “In ret for the above [$50,000,000] loan term OWNER [FRMC) agrees” to “award the construction ofthe NFW building and associated infrastructure to CONTRACTOR[Contractor 1." Among other items of collusion contained therein, paragraph 3) states thatthe “OWNER will make bes effors to extend existing tool installation contact to cover the NFW buildirg” ‘The Developer-1 executive informed me that the tol installation isthe most lucrative step inthe construction ofa chp fabrication facility, with the tools themselves costing over ahundred milion doles, The FRMC tool installation contract granted Contactor the installition ofall major equipment on the eampus fora set numberof years. According othe Develeper-1 executive, an extension of Contracto-I's contract to caver the NFW tool per instalation eprsents a major windfall. 42, An executive at FRMC who was involved withthe Contractor contact process for NFW informed me that KALOYEROS was the primary author of the Loan Term Sheet. The project coordinator confirmed ths account, stating that KALOYEROS dictated the terms ofthe Loan Term Shes othe FRMC Counsel 43. Based on my review ofthe evidence gathered thus far, there is probable cause to believe that PRMC, which isa state-related and state-controlled entity under the dret influence ‘of KALOYEROS, improperly agreed to provide favorable consideration for future purportedly ‘compaitively bid projects toa pr ate company (Contractor in exchange fo a $50,000,000 loan ona previous project. 44, According tothe terms ofthe NTP Loan Term Sheet, in aditon to being awarded the NFW contract andthe fo! installation extension, Conrator-{ was given consideration on thee future project. 445, Additionally, in Contractor-1°s October 2010 response tothe REP forthe NFW building, obtained from FRMC pursuant to subpoena, Contractor committed io give a $3,006,000 research grant to CNSE if't was awarded the NFW contract.46, According to documents obtained from SUNY Poly pursuant to subpoena, KALOYEROS's compensation package for the years 2010 through 2015 included & “bonus” ‘payment of up to $500,000 a year from the Research Foundation ofthe State of New York RD”) for his “stewardship of SUNY Polytechnic Institutes portfolio of externally sponsored rants”, That portflio of grants would include the $3,000,000 grant from Contractor. 47, ‘The NEW project was completed by Contractor-1 in May 2014 at an approximate cost of $336,000,000. NFW was financed, in part, by 8 $150,000,000 disbursement from New ‘York State, administered by the Empire State Development Corporation. 48, FRMC’s agreement to give future consideration on publicly bid contracts in exchange fora $50,000,000 loan from Contractor is evidence that they engaged in an illegal restraintof trade Count 3: The Lease Agreement with Architect 49, OnMay 29,2015 the president of Architect signed a lease with FRMC for on ull floor of office space in FRMC and SUNY Poly’s ZEN Building. Prior to signing the ZEN Building tease, Architec-1 was a tenant in SUNY Poty's NFE building, having moved frm downtown Albany offices in 2010. 50, According toa former FRMC project coordinator, as well as a former Architect ‘employee, and another former executive with FRMC, Architect-I's initial rent of $30 per square foot forthe ZEN Building was above market rate for Upstate New York office space. The Developer-1 ‘executive, a eareer-long developer of commercial realestate, informed me that in his opinion the ‘construction price ofthe ZEN Building was roughly twice the amount of what atypical office building would cost forthe Capital District, The high cost of construction created the need for hishrental rates, which appears o have led ta strong push by KALOYEROS for FRMC contactors to rentspace inthe ZEN Building 51, The FRMC project coordinator informed me that KALOYEROS contels virtually all portant aspects wih egard 10 major negotiations, A former FRMC executive also informed me be was on the FRMC seletion commite for RFPs until his departure in 2013 and that, KALOYEROS would often unilaterally overrule the recommendation by the majority ofthe committee and select a favored company. Of not, the Architect! president sat onthe FRMC board fiom 2011 102014, 52, KALOYEROS has asked several potential SUNY Poly contractors o be partners or “have skin in the game”, A former employee of Architect and other architecture firms doing business with SUNY Poly informed me tat he heard KALOYEROS sy in the context of Architect- 1's pending lease with SUNY Poly that he takes care of his partners. ‘The former FRMC project coortinatr stated that KALOYEROS ties awards to leasing space atthe ZEN Building. A former cmmployee of an FRMC vendor observed that he was avare that companies working with SUNY Poly, including his own, were highly encouraged to lease space there. The Developer-I executive lsonoted that his company was pressured to lease space at SUNY Poly inorder to foster a suonger relationship, but it declined 53. KALOYEROS als told the former Architect empeyee in fron of two other witesss, that he could write an RFP in such a way that only one company could win it. The two other witnesses to KALOYEROS's clam each confimes for me the sum and substance of KALOYEROS's boss. ‘4. also interviewed a former Columbia employes, who fom July 2014 to February 2016 worked on the Loughlin Steet project and olher FRMC deals. The former Columbia employee told me that he believed, based on Architect-I's involvement in virtually every SUNY Poly building 16projec, that Architect-1 was their “in-house architect” and would work on FRMC projects by faut, 55, Significantly, Architect-1's lease forthe ZEN Building, signed by its president on May 28, 2015, contains the following provision: 3.1 On each anniversary of the Dato of Commencement beginning withthe second anniversary. Tenant shall pay to Landlovd as Additional Rent for access to Albany Nandtech Compl failities three perecat (3%) of the Net Revenue (as dotined below) a the business generated hy Landlord and its ailiatd entities snd granted toTenant an its filiated ome fr the imisdiately prior lease year thal sin exeess ofthe business generated and granted during the base period of 12 months prior tothe Dateof Commencement to he paid by Tenant to Landlord as Additional Renin accordance with Seton I.1.2. Such amount shall nt exceed Five Dolla (55.00) per square fot ofthe Premises in any yenr. Net Revenue micans tal usiness |gencratod by Landlord and its afiiated entities and granted to Tenant less fees paid by Tenant to its (consultants, contractors and direct expenses on the business granted by Landlord andi aliiatod entities (Tena 56. Inthe above excerpt, FRMC is formalizng its intent to “generate and grant” increased business to Architect-1, in exchange for an inerease in rent Architect-1 would pay FRMC. ‘isagreement places Architect- ata competitive advantage in receiving work on these public projets, According toa former FRMC executive familiar with the RFP courting process the architecture frm fora given projet is typically seleted and hie by the developer, not by SUNY Poly or ERMC, 57. The 2014 FRMC Annual Repor, covering the period July 1, 2013 to June 30,2014, lists Architect as having paid $762,901 in en to FRMC ad having received 89,864,768 in payments from FRMC for architectural services during the period covered by the report 758. I respectfully submit that there is probable cause to believe that KALOYEROS ‘established a relationship with Architect-I that insured it would perform design and architectural work ‘on FRMC projects in restraint of trade Notice: Any person who knowingly makes a false statement in a written instrument sich as this Felory Complaint and which such person does not believe to be true has committed aerime under the laws of the State of New York punishable as a class A misdemeanor (Penal Law § 210.45) Duted: September 22,2016 RIC T, SCHNEIDERMAN New York State Attorney Generat wr TN & Tvestigator Mark Spencer 18