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HomeMy WebLinkAbout031815 Commissioner Packet CARMEL REDEVELOPMENT COMMISSION AGENDA WEDNESDAY, MARCH 18, 2015 – 6:30 P.M. COUNCIL CHAMBERS/ CITY HALL/ONE CIVIC SQUARE MEETING CALLED TO ORDER 1. PLEDGE OF ALLEGIANCE 2. APPROVAL OF MINUTES a. February 18, 2015 b. February 26, 2015 3. FINANCIAL MATTERS a. Cash Flow Report b. Update on Outstanding Receivables c. Approval of Claims d. Special Matter 1. Action Item #1: Approval of Change Orders 4. EXECUTIVE DIRECTOR REPORT 5. COMMITTEE REPORTS a. Finance Committee b. Architectural Review Committee 6. UPDATE ON PROPERTIES 7. OLD BUSINESS 8. NEW BUSINESS a. Action Item #2: Resolution 2015-4 Re: Authorizing transfer of property from Redevelopment Authority to Redevelopment Commission and related Lease Amendment b. Action Item #3: Approval of sale for 3rd Avenue site c. Action Item #4: Approval of Park East Inspecting Architect proposal d. Action Item #5: Approval of Midtown Energy Center Feasibility Study proposal e. Action Item #6: Approval of Palladium Dome Engineering proposal f. Action Item #7: Approval of Utility Reimbursement with Duke Energy g. Action Item #8: Resolution 2015-5 Re: Transfer of property from City to Commission 9. OTHER BUSINESS 10. EXECUTION OF DOCUMENTS NEXT REGULAR MEETING: Wednesday, April 15, 2015, 6:30 p.m. 11. ADJOURNMENT 1 CARMEL REDEVELOPMENT COMMISSION March 18, 2015 – 6:30 p.m. Council Chambers, Second Floor, Carmel City Hall Commissioners’ Notes Discussion Matter Call to Order 1. Pledge of Allegiance 2. Approval of Minutes a. February 18, 2015 b. February 26, 2015 3. Financial Matters a. Cash Flow Report  The EOM January balance: o Cash - $4,917,025 o Cash and Restricted Funds - $8,748,059 b. Update on Outstanding Receivables c. Approval of Claims The invoices submitted for approval by category are as follows:  Non- operating Expenses: $25,128.30  PAC Expenses: $4,791.40 d. Special Matter i. Action Item #1: Approval of Change Orders 4. Executive Director Report 5. Committee Reports a. Updates, if applicable, will be presented by the committees at the meeting. Requirements: None at this time. 6. Update on Properties (other than negotiation and litigation matters) a. Please see the attached document for the CRC project updates. 7. Old Business 2 8. New Business a. Action Item #2: Resolution 2015-4 Re: Authorizing transfer of property from Redevelopment Authority to Redevelopment Commission and related Lease Amendment b. Action Item #3: Approval of sale for 3rd Avenue site c. Action Item #4: Approval of Park East Inspecting Architect proposal d. Action Item #5: Approval of Midtown Energy Center Feasibility Study proposal e. Action Item #6: Approval of Palladium Dome Engineering proposal f. Action Item #7: Approval of Utility Reimbursement with Duke Energy g. Action Item #8: Resolution 2015-5 Re: Transfer of property from City to Commission 9. Other Business 10. Execution of Documents a. Next Regular Meeting: Wednesday, April 15, 2015, 6:30 p.m. 11. Adjournment PROJECT UPDATES February 20, 2015 CRC Report for March 2, 2015 City Council Meeting Page | 5 Project Updates CITY CENTER Developer Partner: Pedcor Companies Allocation Area: City Center Project Summary: Use: Mixed-Use Figure 1 City Center Master Plan, provided by Pedcor City Center Development Company Hotel/ Motor Court Wr e n Windsor Park East Holland Playfair Baldwin/ Chambers PROJECT UPDATES February 20, 2015 CRC Report for March 2, 2015 City Council Meeting Page | 6 Phase 1 – complete 1) Apartments – Apartment demand remains strong, which supports the occupancy and rental rates. Current occupancy is at 96%. 2) Retail – Currently, Pedcor leases 95% of the total 79,570 in LSF. The remaining 5% (the old Mangia and Holy Cow) of unleased space have future tenants for them, and are working through the space planning process. A new Irish pub will be locating in the space next to Matt the Millers on the Rangeline side. Pedcor anticipates to be 100% leased in 2015. Nash Building/ Parcel 73 1) Project Status – under construction a) Balcony, masonry, & EFIS work continues on the exterior (about 95% complete). Tenant construction is scheduled to begin prior to Spring. Approximately half of the 9,000 sf of the retail space has been leased with strong prospects for the remaining commercial space. Tenant: Mondana Kitchen 2) Council and/or CRC Action Items ACTION ITEM CITY COUNCIL CRC None 3) CRC Commitments Provide streetscape along Rangeline Road. a) Budget Budget Construction $ 237,179 b) Design Consultant: American Structurepoint c) CRC Commitment Schedule Design % Complete 100% Construction Start Date October 2014 Anticipated Project Completion March 2015 (landscape to be completed in early Spring 2015) Phase 2 1) Project Status – designs are schematic and construction has not started. a) Engineering will begin on the buildings proposed to begin construction in 2015. b) Schematic drawings for Park East, Baldwin/Chambers, Veteran’s Way extension, and the site were approved by the CRC Architectural Review Committee. Provided by Pedcor City Center Dev. Co. 1 PROJECT UPDATES February 20, 2015 CRC Report for March 2, 2015 City Council Meeting Page | 7 c) The CRC Architectural Review Committee will begin schematic drawing review for the Holland and Playfair buildings in March. d) Park East will be a Design-Build project. 2) Proposed Construction/Use Sequence PROJECT USE PROJECT DATES DESIGN RENDERINGS PROVIDED BY PEDCOR Garage Park East A four-story parking structure with no less than 620 parking spaces, which will include up to approximately 28,000 square feet of commercial retail/office space. Design Q1 2015 Construction Q2 2016 Completion Q4 2017 Baldwin/ Chambers A four story building, of approximately 64,000 square feet, which will include luxury apartments and commercial retail/office space. Pedcor is currently working with four commercial businesses who will occupy approximately 14,000 sf of the commercial space. Start: Spring 2015 Completion Q4 2017 Holland A five story building, of approximately 63,000 square feet, which will include luxury apartments and commercial retail/office space. Start: Fall 2015 Completion Q4 2017 Playfair A five story building, of approximately 63,000 square feet, which will include luxury apartments and commercial retail/office space. Start: Fall 2015 Completion Q4 2017 Garage Retail See Garage East note above. Start: Fall 2015 Completion Q4 2017 Pedcor Office 5 A two story building, of approximately 20,000 square feet, which will include office space. Start: Fall 2015 Completion Q4 2017 PROJECT UPDATES February 20, 2015 CRC Report for March 2, 2015 City Council Meeting Page | 8 Kent A three story building, of approximately 111,000 square feet of luxury apartments. Start: Fall 2015 Completion Q4 2017 Wren A seven story building, of approximately 88,000 square feet, which will include luxury apartments and commercial office/retail space. Start: Fall 2016 Completion Q4 2018 Windsor A four story building, of approximately 64,000 square feet, which will include luxury apartments and commercial office/retail space. Start: Fall 2017 Completion Q4 2019 Eastern Motor Court Site A building, of approximately 76,000 to 91,000 square feet, which will include luxury apartments and commercial office/retail space designed so that in the future it could be in whole, or in part, converted to hotel rooms and/or hotel amenities. Start: Fall 2017 Completion Q4 2019 Hotel A four story hotel, of approximately 44,000 square feet, which will include parking. Start: TBD 3) Council and/or CRC Action Items ACTION ITEM CITY COUNCIL CRC None at this time. 4) CRC Commitments An overview of commitments have been uploaded to the CRC website. a) The CRC commits to publicly bid a four-story parking garage with not less than 620 parking spaces. b) The CRC commits to coordinate any significant site plan changes requested by Pedcor with City Council. PROJECT UPDATES February 20, 2015 CRC Report for March 2, 2015 City Council Meeting Page | 9 THE MEZZ/ MONON LOFTS 1) Developer Partner: Anderson Birkla 2) Allocation Area: City Center 3) Project Summary: Use: Primary Residential. 42 residential units with 8,500 square feet of office. Total project budget: $7.7mm Secured Tenants: A fitness company, Anderson Birkla Figure 2 Image provided by Anderson Birkla 4) Anticipated Project Schedule Office Move In March, 2015 Residential Move In March, 2015 Project complete March 31, 2015 PROJECT UPDATES February 20, 2015 CRC Report for March 2, 2015 City Council Meeting Page | 10 5) Construction Milestones a. Manpower count has remained 20-40 men daily. b. Street sweeping is occurring weekly on Fridays or as needed. c. Duke Energy has finished engineering permanent power to both buildings. d. BUILDING 1: Exterior masonry work is in progress on the north, east, and west elevations. Metal framing is complete on the first floor and the wall rough-in work is to be completed early next week. Drywall installation is scheduled to begin late Feb. e. BUILDING 2: Exterior masonry work is in progress on the east elevation. Drywall finishing is nearly complete on Floors 2-5 and painting is in progress. Drywall is currently being installed on the 1st Floor. Overhead MEP rough-in work is also underway on the 1st Floor. 6) Council and/or CRC Action Items ACTION ITEM CITY COUNCIL CRC None at this time 7) CRC Commitments Provide parking spaces on 3rd Ave and streetscape on the west and south side of the building and relocate street utilities. Site Improvements, Monon Connection path, Small pocket park (by developer) a. Budget Site Construction $67,021 (3rd Ave) Invoices are expected to be paid March/April 2015. Calumet Civil Contractors. Utility Relocation $250,000 Invoices are expected to be paid in March/April 2015. Site Construction $ 242,979 (site work) Invoices are expected to be paid March/April 2015. Midwest Constructors. b. Design Consultant: American Structurepoint c. Construction Contractors: Calumet Civil Contractors/ Duke Energy/ Midwest Constructors PROJECT UPDATES February 20, 2015 CRC Report for March 2, 2015 City Council Meeting Page | 11 d. CRC Commitment Schedule Design % Complete 100% Construction Start Date September 2014 Anticipated Project Completion March/April 2015 REFLECTING POOL 1) Contractor: Smock Fansler 2) Project Summary: Replace concrete coping with granite stone and install underdrain 3) Construction Contract: $463,500 4) Anticipated Project Schedule Construction Start March, 2015 Project complete June, 2015 5) Council and/or CRC Action Items ACTION ITEM CITY COUNCIL CRC None at this time. Respectfully submitted, Corrie Meyer, AICP, RLA, LEED AP Director Carmel Redevelopment Commission/Department February 20, 2015 Prepared for David Bowers and Bob Dalzell -End Report- CRC Meeting, February 18, 2015 1 CARMEL REDEVELOPMENT COMMISSION Meeting, Wednesday, February 18, 2015 ATTENDANCE: President Bill Hammer Present Vice President Dave Bowers Present Secretary Jeff Worrell Present Treasurer Diana Cordray Not Present Member Bill Brooks Not Present* Member Robert Dalzell Present Executive Director Corrie Meyer Present Office Manager Michael Lee Present Legal Consultant Karl Haas Present Bond Counsel Bruce Donaldson Present *It is noted that Commissioner Brooks participated in the executive session via phone conference and viewed the live stream of the public meeting. President Bill Hammer called the meeting to order at 6:33 p.m. The Pledge of Allegiance was said. Public Hearing 1: Resolution Establishing New TIF Allocation Areas in Carmel Downtown Economic Development Area Mr. Donaldson, bond counsel with Barnes & Thornburg, stated this item relates to the declaratory resolution the Commission adopted in September. Mr. Donaldson stated this has been approved by the Plan Commission and City Council and that tax impact statements were prepared by Umbaugh & Associates and sent to the taxing units. The public hearing and confirmatory resolution this evening are the final steps in the process. The public hearing was opened at 6:36 p.m. No one was present to speak in favor of or in opposition to this item. The public hearing was closed at 6:37 p.m. Discussion ensued. Public Hearing 2: Resolution Establishing New TIF Allocation Areas in City Center Redevelopment Area Mr. Donaldson stated this action is similar to the matter in the first public hearing but pertains to an area within the existing City Center Redevelopment Area and, thus, requires a separate resolution. The public hearing was opened at 6:38 p.m. No one was present to speak in favor of or in opposition to this item. The public hearing was closed at 6:39 p.m. Discussion ensued. Approval of Minutes January 23, 2015: Mr. Worrell moved to approve, seconded by Mr. Bowers. Approved unanimously. CRC Meeting, February 18, 2015 2 Financial Matters Mr. Lee stated the end of month January balance of the Commission totaled $4,898,231 and $8,728,605 with restricted funds. Mr. Lee noted this is after all the semi-annual bond payments have been made. Mr. Lee gave an update on outstanding receivables. Approval of Claims Mr. Lee requested the Commission approve non-operating claims in the amount of $8,975.00. Mr. Bowers moved to approve payment of non-operating invoices in the amount of $8,975.00, seconded by Mr. Dalzell. Passed unanimously. Approval of Change Orders There were no change orders to come before the Commission. Executive Director Report Mrs. Meyer gave an outline of the CRC annual report that summarizes the 2014 year and stated it will be posted on the website and distributed to City Council members. Discussion ensued, including proposed revisions and updates for the report. Consensus was given to distribute the report with the discussed changes. Mrs. Meyer gave updates on the Duke Energy monthly meeting, CRC Treasurer monthly meeting and the Sophia Square parking garage. Committee Reports Mr. Worrell stated the Architectural Review committee met on February 3, 2015 to discuss City Center Phase II plans. Mr. Bowers gave an update on a Finance Committee meeting held with representatives from London Witte Group and Pedcor relating to Pedcor’s financial commitments associated with the City Center Phase II project. All obligations were met. Update on Properties Mrs. Meyer gave updates regarding City Center, The Mezz and The Nash as well as the status of the reflecting pond reconstruction. Old Business None at this time. New Business Approval of Resolution 2015-1 Re: Confirming establishment of new TIF allocation areas in the Carmel Downtown Economic Development Area Mr. Hammer stated this relates to the first public hearing and is the final step in the process, as outlined earlier in the meeting. Discussion ensued. Mr. Bowers moved to approve Resolution 2015-1 confirming the amendment to the Declaratory Resolution and Economic Development Plan for the Carmel Downtown Economic Development Area. Seconded by Mr. Dalzell and unanimously approved. Approval of Resolution 2015-2 Re: Confirming establishment of new TIF allocation areas in the City Center Redevelopment Area Mr. Hammer stated this relates to the second public hearing held earlier in the meeting. CRC Meeting, February 18, 2015 3 Mr. Worrell moved to approve action item #3 re: the Declaratory Resolution and Redevelopment Plan for the City Center Redevelopment Area. Seconded by Mr. Bowers and passed unanimously. Approval of Final Bond Resolution 2015-3 Re: authorization of Redevelopment District bonds to fund City Center Phase II projects Mr. Donaldson stated this relates to a preliminary bond resolution adopted by the Commission to fund City Center Phase II projects. Mr. Donaldson stated this action has been approved through the City Council Finance Committee and that issuance of the bonds was approved by the City Council at their meeting on December 15, 2014. Mr. Bowers moved to approve Bond Resolution 2015-3 re: the issuance of bonds of the City of Carmel Redevelopment District for various projects associated with City Center Phase II and incidental expenses in connection with the issuance of the bonds. Seconded by Mr. Worrell and unanimously approved. Mr. Bowers asked if all the conditions the City Council discussed in previous meetings relating to this resolution have been taken care of at this point. Mrs. Meyer confirmed they had. Designation of Commissioners to sign City Center Phase II documents Mr. Hammer stated staff has requested the designation of a second signatory (in addition to the President) for City Center Phase II documents. Mr. Worrell nominated the Vice President [Dave Bowers], seconded by Mr. Dalzell. Passed unanimously. Other Business Mrs. Meyer requested creation of a Technical Review Committee to facilitate the design-build process for the Park East Garage, per state statute requirements relating to the design-build process. Mrs. Meyer outlined benefits of the process as well as requirements and responsibilities of the committee. Mrs. Meyer recommended a five member committee with one representative from a City agency, two CRC representatives and two Pedcor representatives, one of which being a licensed contractor to meet the statutory obligation. Discussion ensued. Mr. Haas stated the committee is project specific and this would not be a permanent panel. Mr. Worrell moved for approval, seconded by Mr. Dalzell. Unanimously approved. Adjournment Mr. Bowers moved the meeting be adjourned pending the execution of documents and seconded by Mr. Worrell. The meeting was adjourned at 7:31p.m. The next special meeting is Thursday, February 26, 2015 at 8 a.m. The next regularly scheduled meeting is Wednesday, March 18, 2015 at 6:30 p.m. An executive session was held directly prior to the public meeting in which pending litigation and the purchase or lease of real property were discussed. The Commission hereby certifies that no subject matter was discussed in the executive session other than the subject matter specified in the public notice. CRC Meeting, February 26, 2015 1 CARMEL REDEVELOPMENT COMMISSION Meeting, Thursday, February 26, 2015 ATTENDANCE: President Bill Hammer Present Vice President Dave Bowers Present Secretary Jeff Worrell Not Present Treasurer Diana Cordray Not Present Member Bill Brooks Not Present Member Robert Dalzell Present Executive Director Corrie Meyer Present Office Manager Michael Lee Present Legal Consultant Karl Haas Not Present President Bill Hammer called the meeting to order at 8:02 a.m. The Pledge of Allegiance was said. Public Hearing: Determine that parcels, which were acquired for a redevelopment project by the Commission, are not necessary for the Commission to complete its redevelopment project. Mrs. Meyer stated this is a public hearing to determine that parcels, which were acquired for a redevelopment project by the Commission, are not necessary for the Commission to complete its redevelopment project.[As outlined and described in the public hearing notice and pertaining to parcels 16-09-36-00-00-005.101, 16-09-36-00-00-005.114, 16-09-36-00-00-005.117, and 16-09- 36-00-00-010.101] The Commission acted accordingly at the January 23, 2015 meeting, determining these parcels were not necessary for redevelopment by the CRC. Mrs. Meyer stated this meets state statute and will allow the Commission to work with Pedcor to transfer the properties on City Center that were approved at the January 23, 2015 meeting. The public hearing was opened at 8:03 a.m. No one was present to speak in favor of or in opposition to this matter. The public hearing was closed at 8:04 a.m. Mrs. Meyer outlined the next steps in the process. Adjournment Mr. Bowers moved the meeting be adjourned pending the execution of documents and seconded by Mr. Dalzell. The meeting was adjourned at 8:05 a.m. The next regularly scheduled meeting is Wednesday, March 18, 2015 at 6:30 p.m. OP E R A T I N G I N V O I C E S ( i n f o r m a t i o n a l ) Ma r c h 2 0 1 5 Page 1 Ve n d o r / P r o v i d e r I n v o i c e # D a t e A m o u n t T y p e o f s e r v i c e s r e n d e r e d / P r o p e r t y L o c a t i o n 40 0 O t h e r P r o f e s s i o n a l F e e s In n o v a t i v e P l a n n i n g , L L C 2 0 1 5 0 3 0 3 / 0 1 / 1 5 9 , 3 3 3 . 3 3 $ p r o f e s s i o n a l s e r v i c e s a s C R D D i r e c t o r f o r F e b r u a r y 2 0 1 5 Su b - t o t a l : O t h e r P r o f e s s i o n a l F e e s 9, 3 3 3 . 3 3 $ P u b l i c a t i o n o f L e g a l A d s Sa g a m o r e N e w s M e d i a T L 7 0 8 4 a n d T L 7 0 8 5 0 2 / 1 1 / 1 5 5 6 . 2 6 $ P u b l i c H e a r i n g N o t i c e s St a r M e d i a 6 8 0 7 5 0 3 / 0 1 / 1 5 4 6 3 . 0 2 $ P u b l i c H e a r i n g N o t i c e f o r L a n d T r a n s f e r Th e T i m e s T L 7 1 5 7 0 2 / 1 3 / 1 5 2 1 9 . 6 5 $ P u b l i c H e a r i n g N o t i c e Su b - t o t a l : P u b l i c a t i o n o f L e g a l A d s 73 8 . 9 3 $ E l e c t r i c i t y Du k e E n e r gy 30 5 1 5 - 1 a n d 3 0 5 1 5 - 2 03 / 0 5 / 1 5 29 3 . 7 5 $ e l e c t r i c i t y f o r 3 5 E M a i n S t a n d 2 6 E M a i n S t Su b - t o t a l : E l e c t r i c i t y 29 3 . 7 5 $ W a t e r a n d S e w e r Ca r m e l U t i l i t i e s 4 0 2 1 5 0 4 / 0 2 / 1 5 47 0 . 1 3 $ w a t e r a n d s t o r m w a t e r c o n s o l i d a t e d b i l l i n g for CRC properties Su b - t o t a l : W a t e r a n d S e w e r 47 0 . 1 3 $ To t a l : 4 0 0 10 , 8 3 6 . 1 4 $ 50 0 O t h e r C o n t r a c t e d S e r v i c e s Cr o w n T r o p h y 22 7 1 3 0 2 / 2 5 / 1 5 18 1 . 4 0 $ t w o d i l i gen c e c r yst a l s f o r r e c o gnition of commissioners Ic e M o u n t a i n D i r e c t 0 5 B 0 1 2 1 9 7 5 5 9 3 0 3 / 0 3 / 1 5 6 6 . 8 9 $ w a t e r Su b - t o t a l : O t h e r C o n t r a c t e d S e r v i c e s 24 8 . 2 9 $ R e n t Ca r m e l U t i l i t i e s 2 1 2 1 5 0 2 / 1 2 / 1 5 7 , 3 2 8 . 3 7 $ C R C s h a r e o f r e n t , u t i l i t i e s , C A M f o r J a n u a r y - M a r c h Su b - t o t a l : R e n t 7, 3 2 8 . 3 7 $ To t a l : 5 0 0 7, 5 7 6 . 6 6 $ To t a l E x p e n d i t u r e s : 18 , 4 1 2 . 8 0 $ Pa g e 1 O p e r a t i n g c o v e r s h e e t M a r c h 2 0 1 5 NO N O P E R A T I N G I N V O I C E S Ma r c h 1 8 , 2 0 1 5 Page 1 Ve n d o r / P r o v i d e r I n v o i c e # D a t e A m o u n t T y p e o f s e r v i c e s r e n d e r e d / P r o p e r t y L o c a t i o n Pr o j e c t P r o f e s s i o n a l F e e s L e g a l F e e s Ba r n e s & T h o r n b u r g 1 7 5 7 3 1 6 0 3 / 0 6 / 1 5 3 , 0 8 4 . 3 0 $ l e g a l s e r v i c e s r e g a r d i n g P e d c o r D e v e l o p m e n t Wa l l a c k S o m e r s & H a a s s e e l i s t 0 2 / 1 2 / 1 5 2 0 , 2 9 4 . 0 0 $ N o v e m b e r a n d D e c e m b e r l e gal services regarding various parcels Su b - t o t a l : L e g a l F e e s 23 , 3 7 8 . 3 0 $ A c c o u n t i n g F e e s Lo n d o n W i t t e G r o u p 2 7 8 9 0 0 2 / 2 8 / 1 5 1 , 7 5 0 . 0 0 $ f i n a n c i a l a n d a c c o u n t i n g s e r v i c e s f o r F e b r u a r y 2 0 1 5 Su b - t o t a l : A c c o u n t i n g F e e s 1, 7 5 0 . 0 0 $ To t a l : P r o j e c t P r o f e s s i o n a l F e e s 25 , 1 2 8 . 3 0 $ To t a l E x p e n d i t u r e s : 25 , 1 2 8 . 3 0 $ __ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ B o b D a l z e l l , M e m b e r Ap p r o v e d M a r c h 1 8 , 2 0 1 5 A p p r o v e d M a r c h 1 8 , 2 0 1 5 A p p r o v e d M a r c h 1 8 , 2 0 1 5 A p p r o v e d M a r c h 1 8 , 2 0 1 5 __ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ __ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ W i l l i a m H a m m e r , P r e s i d e n t D a v i d B o w e r s , V i c e P r e s i d e n t J e f f W o r r e l l , M e m b e r W i l l i a m B r o o k s , M e m b e r Ap p r o v e d M a r c h 1 8 , 2 0 1 5 Pa g e 1 N o n O p e r a t i n g S u b m i s s i o n c o v e r s h e e t M a r c h 2 0 1 5 DI S B U R S E M E N T O F P A C F U N D S Ma r c h 2 0 1 5 VEN D O R P U R P O S E AMOUNT Pa l l a d i u m C o n s t r u c t i o n R e t e n t i o n / L e g a l Kr i e g D e V a u l t P A C c l a i m s i n v o i c e 4 0 1 1 3 1 f o r D e c e m b e r 2 0 1 4 4 , 7 9 1 . 4 0 To t a l I n v o i c e s S u b m i t t e d 4,791.40$ Ap p r o v e d M a r c h 1 8 , 2 0 1 5 A p p r o v e d M a r c h 1 8 , 2 0 1 5 A p p ro v e d M a r c h 1 8 , 2 0 1 5 __ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ W i l l i a m H a m m e r , P r e s i d e n t D a v i d B o w e r s , V i c e P r e s i d e n t J e f f W o r r e l l , M e m b e r Ap p r o v e d M a r c h 1 8 , 2 0 1 5 A p p r o v e d M a r c h 1 8 , 2 0 1 5 __ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ W i l l i a m B r o o k s , M e m b e r B o b D a l z e l l , M e m b e r Carmel Redevelopment Commission Annual Budget Summary Update as of 2/28/15 Reference BCDEFGReference 1 ActualActual PROJECTED 1 2 January February March Total % Complete 2015 Budget 2 3 Projections 3 4 BEGINNING BALANCE WITHOUT  RESTRICTED FUNDS $5,030,468$4,898,231 $4,917,025  4 5 5 6 RECEIPTS ‐ TIF  6 7Interest 4                                  8                          12                              7 8Restricted TIF Revenue 8 9Parkwood TIF 00 1,927,820                 1,927,8209 10Unrestricted TIF Revenue 10 11Increment Net of Developer Pass Through9,9080 18,039,818               0%18,029,91011 12Total TIF 9,9080 0 19,967,638               0%19,957,73012 13 13 14Less Transfers to Reserves 14 15Transfer to Supplemental Reserve Fund ‐ Parkwood TIF00 0 1,927,820                 1,927,82015 16Transfer to Supplemental Reserve Fund ‐ Excess TIF per RDA00 0 016 17Total Transfers to Reserves00 0 1,927,820                 1,927,82017 18 18 19Less Debt Service 19 20Certificates of Participation, Series 2010C00 1,363,619                 0%1,363,61920 21Illinois Street Bond 00 913,169                    0%913,16921 222013 Illinois Street Bond00 220,025                    0%220,02522 232005 and 2014 PAC Lease 00 5,653,000                 0%5,653,00023 242012 Lease 00 9,962,000                 0%9,962,00024 25Total Debt Service 00 18,111,813               0%18,111,81325 26 26 27 TOTAL RECEIPTS ‐ TIF 9,9128 0 (71,982)‐12%(81,903)                   27 28 28 29 RECEIPTS ‐ NON TIF  29 30Interest 394839 1,233                         30 31Energy Consumption Payments26,92226,922 26,922323,060                    17%323,06031 32REI Energy Payments (2015)20,9230 20,923125,538                    17%125,53832 334CDC Grants 00 78,193                            400,000                    0%400,00033 34Civic Rent 00 250,000                    0%250,00034 35Keystone Group, LLC Receivable (Bond Enhancement) 201400 190,092                    0%035 36Keystone Group, LLC Receivable (Bond Enhancement) 201500 200,000                    0%200,00036 37Sale of Real Property 00 00%37 38Miscellaneous Receipts15,9630 15,9630%038 39 TOTAL RECEIPTS ‐ NON TIF 64,202                      27,760              126,038                        1,505,886                7%1,298,59839 40 TOTAL RECEIPTS   74,11427,769 126,0381,433,904 1,216,69540 41 41 42 TRANSFERS FROM RESTRICTED FUNDS 42 43Transfer from Energy Center Consumption Reserve00 00%043 44Transfer from Civic Rent Reserve00 00%044 45 Total Transfers From Restricted Funds 00 0 45 46 46 47 EXPENDITURES ‐ TIF 47 48Project Professional Fees 48 49Legal Fees 96,0428,013 28,170588,000                    18%588,00049 50Architecture/Engineering Fees00 10,000                      0%10,00050 51Accounting Fees 6,170963 1,75031,450                      23%31,45051 52Miscellaneous Professional Fees00 30,000                      0%30,00052 53Construction 53 54  Mezz Building Site Construction00 334,306                    0%334,30654 55  Mezz Utility Relocation00 250,000                    0%250,00055 56  Nash Streetscape 00 48,335                      0%48,33556 57Capital Improvement Projects00 1,000,000                 0%1,000,00057 58Bond and Trustee Fees9500 22,922                     4%22,92258 59 TOTAL EXPENDITURES ‐ TIF 103,162                      8,975                  29,920                            2,315,013                 5%2,315,013596060 61 EXPENDITURES ‐ NON TIF 61 62Village Financial Secondary IPC61,3370 141,291                    77%79,95462 632006 COIT Refunding Bond00 959,243                    0%959,24363 64Reimbursement of Actual Expenditures for Redevelopment Department41,8520 566,517                    8%524,66564 65Sophia Square Garage Expenses00 300,000                    0%300,00065 66Miscellaneous Expenditures00 10,000                     0%10,00066 67 TOTAL EXPENDITURES ‐ NON TIF 103,1890 01,977,051                6%1,873,862               67 68 TOTAL EXPENDITURES 206,351                    8,975                29,920                          4,292,064                5%4,188,875               686969 70  ENDING BALANCE WITHOUT RESTRICTED FUNDS$4,898,231$4,917,025 $5,013,143$2,172,308 2,146,190               70 71 RESTRICTED FUNDS 71 72Energy Center Consumption Reserve Beginning Balance501,760501,801 501,888                          501,760100%500,000                    72 73Civic Rent Reserve Beginning Balance801,870801,935 802,073                          801,870100%800,000                    73 74Supplemental Reserve Fund Beginning Balance2,526,433                 2,526,638        2,527,074                     2,526,433                100%2,526,168               74 75 RESTRICTED FUNDS BEGINNING BALANCE 3,830,0633,830,374          3,831,034                       3,830,063 3,826,168                 757676 77 TRANSFERS IN/(OUT) OF RESERVES 77 78Energy Center Consumption Reserve Transfers In/(Out)41                                86                       1270%078 79Civic Rent Reserve Transfers In/(Out)65                                138                     2030%079 80Supplemental Reserve Fund Transfers In/(Out)205                           435                   1,928,4610%1,927,82080 81 TOTAL RESERVE FUNDS TRANSFERS 311                           660                   01,928,7920%1,927,820               818282 83 ENDING BALANCE FOR RESTRICTED FUNDS 3,830,3743,831,034 3,831,034                     5,758,854                5,753,988               83 84 ENDING BALANCE WITH RESTRICTED FUNDS$8,728,605$8,748,059 $8,844,177$7,931,162 $7,900,17884 A ‐1‐ Date Amount Source Description 2/20/2015 26,921.64 City of Carmel Energy payment - Palladium, City Hall, Police Department, Fire Department (February) Total$26,921.64 Carmel Redevelopment Commission 902 Fund Non-TIF Revenue February 2015 4898 Fieldstone Dr. Whitestown, IN 46075 317-769-1900 FAX 317-769-7424 CALUMET CIVIL CONTRACTORS, INC LETTER OF TRANSMITTAL TO: Carmel Redevelopment DATE: 3-12-2015 PROJECT: 3rd Ave. JOB: 14030 ATTN: Corrie Meyer RE: EWA: Cost Escalation Ryan Ream Ryan Ream – Project Manager We Are Sending: Submitted For: Action Taken: Shop Drawings X Approval Approved as Submitted Letter Your Use Approved as Noted Prints/Plans As Requested Returned After Loan X Change Order Review and Comment Resubmit Copies Samples Submit Copies Specifications Sent Via: Hand Delivered to F.O. Returned Other: X Attached Returned for Corrections Separate Cover Via: Due Date: Notes/Remarks: Corrie, Please use the pricing below to assist you in processing a Change Order as described below. Thank you. ITEM DESCRIPTION QTY UNIT UNIT PRICE EXTENSION EWA Cost Escalation Due to Utility Delay 1 LS $ 3,605.11 $ 3,605.11 TOTAL $ 3,605.11 BidItem Bid Description Bid QuantityUnits Bid Total U.P.Labor Unit Cost Labor increase Perm. Material U.C.Material Increase Burner Fuel Total Equipment U.C.Equip Increase Hauling U.C.Haul Increase Labor MU MAT MU FUEL MU EQUIP MU HAUL MU TOTAL U/P Inc Total Increase Original U/P New U/P 1 Construction Engineering 1 LS 960 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $960.00 $960.00 2 MOBILIZATION AND DEMOBILIZATION 1 LS 3400 $1,521.00 $76.05 $0.00 $0.00 $0.00 $868.00 $17.36 $0.00 $0.00 $0.00 $0.00 $0.00 $2.08 $0.00 $95.49 $95.49 $3,400.00 $3,495.49 3 PAVEMENT REMOVAL 122 SYS 8 $1.52 $0.08 $3.71 $0.37 $0.00 $0.62 $0.01 $1.86 $0.26 $0.02 $0.04 $0.00 $0.00 $0.03 $0.81 $98.46 $8.00 $8.81 4 CURB. CONCRETE. REMOVE 53 LFT 5 $1.47 $0.07 $0.72 $0.07 $0.00 $0.50 $0.01 $1.40 $0.20 $0.01 $0.01 $0.00 $0.00 $0.02 $0.40 $20.97 $5.00 $5.40 5 CURB AND GUTTER, REMOVE 133 LFT 5 $1.47 $0.07 $0.72 $0.07 $0.00 $0.50 $0.01 $1.40 $0.20 $0.01 $0.01 $0.00 $0.00 $0.02 $0.40 $52.62 $5.00 $5.40 6 UNDISTRIBUTED OUANTITY FOR UNDERGROUND PIPE /CONDU50LFT 12 $5.74 $0.29 $1.12 $0.11 $0.00 $3.14 $0.06 $2.18 $0.31 $0.06 $0.01 $0.00 $0.01 $0.03 $0.88 $43.79 $12.00 $12.88 7 EXCAVATION, COMMON 1 LS 4400 $1,541.18 $77.06 $554.00 $55.40 $0.00 $574.00 $11.48 $1,381.00 $193.34 $15.41 $6.65 $0.00 $1.38 $19.33 $380.05 $380.05 $4,400.00 $4,780.05 8 DROP-IN INLET PROTECTION 1 EA 500 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $500.00 $500.00 9 MILLING ASPHALT, LAP JOINT 24 SYS 70 $42.02 $2.10 $0.00 $0.00 $0.00 $12.98 $0.26 $0.31 $0.04 $0.42 $0.00 $0.00 $0.03 $0.00 $2.86 $68.63 $70.00 $72.86 10 HEAVY DUTY ASPHALT PAVING 265 SYS 75 $25.97 $1.30 $22.49 $2.25 $0.27 $10.58 $0.21 $6.05 $0.85 $0.26 $0.27 $0.03 $0.03 $0.08 $5.55 $1,470.27 $75.00 $80.55 11 SIDEWALK, CONCRETE 12 SYS 67 $31.49 $1.57 $16.08 $1.61 $0.00 $3.58 $0.07 $2.91 $0.41 $0.31 $0.19 $0.00 $0.01 $0.04 $4.22 $50.62 $67.00 $71.22 12 COMBINED CONCRETE CURB AND GUTTER, TYPE II 80 LFT 55 $28.17 $1.41 $10.15 $1.02 $0.00 $4.82 $0.10 $0.70 $0.10 $0.28 $0.12 $0.00 $0.01 $0.01 $3.04 $243.42 $55.00 $58.04 13 COMBINED CONCRETE CURB AND GUTTER, TYPE III 67 LIFT 55 $29.02 $1.45 $10.54 $1.05 $0.00 $5.19 $0.10 $0.84 $0.12 $0.29 $0.13 $0.00 $0.01 $0.01 $3.17 $212.21 $55.00 $58.17 14 STRAIGHT CONCRETE CURB 15 LFT 39 $20.25 $1.01 $8.17 $0.82 $0.00 $2.71 $0.05 $0.10 $0.01 $0.20 $0.10 $0.00 $0.01 $0.00 $2.21 $33.09 $39.00 $41.21 15 DEPRESSED CURB 119 LFT 45 $24.87 $1.24 $9.48 $0.95 $0.00 $3.31 $0.07 $0.47 $0.07 $0.25 $0.11 $0.00 $0.01 $0.01 $2.70 $321.36 $45.00 $47.70 16 TRENCH EXCAVATION AND BACKFILL 120 LET 23 $6.26 $0.31 $7.95 $0.80 $0.00 $2.88 $0.06 $3.31 $0.46 $0.06 $0.10 $0.00 $0.01 $0.05 $1.84 $220.83 $23.00 $24.84 17 INTERDUCT BANK (2) 4"- CONDUIT 120 LFT 25 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $25.00 $25.00 18 HANDHOLE 2 EA 900 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $900.00 $900.00 19 CORE AND GROUT EXISTING STRUCTURE 1 EA 800 $195.04 $9.75 $129.00 $12.90 $0.00 $74.05 $1.48 $0.00 $0.00 $1.95 $1.55 $0.00 $0.18 $0.00 $27.81 $27.81 $800.00 $827.81 20 6' PAVEMENT UNDERDRAIN 120 LFT 24 $12.52 $0.63 $0.90 $0.09 $0.00 $5.76 $0.12 $4.03 $0.56 $0.13 $0.01 $0.00 $0.01 $0.06 $1.60 $192.20 $24.00 $25.60 21 TOPSOIL 10 CY 50 $12.54 $0.63 $16.00 $1.60 $0.00 $5.26 $0.11 $15.15 $2.12 $0.13 $0.19 $0.00 $0.01 $0.21 $5.00 $49.95 $50.00 $55.00 22 WATER 5 KGAL 100 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $100.00 $100.00 23 TEMPORARY/PERMANENT SEEDING 33 SYS 60 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $60.00 $60.00 24 MANHOLE, ADJUST CASTING TO GRADE 1 EA 525 $272.92 $13.65 $43.00 $4.30 $0.00 $95.43 $1.91 $0.00 $0.00 $2.73 $0.52 $0.00 $0.23 $0.00 $23.33 $23.33 $525.00 $548.33 25 MAINTENANCE OF TRAFFIC 1 LS 2600 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $2,600.00 $2,600.00 26 LINE, PAINT, SOLID, WHITE, 4 IN 23 LFT 2 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $2.00 $2.00 27 LINE, PAINT, SOLID, YELLOW, 4 IN 247 LFT 2 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $2.00 $2.00 28 LINE.,PAINT, SOLID, BLUE, 4 IN 23 LFT 2 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $2.00 $2.00 29 ADA PARKING SYMBOL 2 EA 70 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $70.00 $70.00 30 ADA PARKING SIGN 2 EA 400 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $40.00 $40.00 $3,605.11 RESOLUTION NO. 2015-4 RESOLUTION AUTHORIZING TRANSFER OF PROPERTY FROM THE CITY OF CARMEL REDEVELOPMENT AUTHORITY TO THE CITY OF CARMEL REDEVELOPMENT COMMISSION AND RELATED LEASE AMENDMENT WHEREAS, the City of Carmel Redevelopment Authority (the “Authority”) previously has undertaken the design and construction of a performing arts center project (the “Project”) in the City of Carmel, and issued bonds to finance a portion of the costs of the Project (the “Bonds”); and WHEREAS, the Authority, as lessor, entered into a Lease Agreement for the Project site (the “Leased Premises”) dated as of July 12, 2005 (the “Original Lease”) with the City of Carmel Redevelopment Commission (the “Commission”), as lessee, as amended and supplemented by the Addendum to Lease dated December 6, 2005, and as further amended and supplemented by the First Amendment to Lease Agreement, dated as of January 19, 2010, and by the Second Amendment to Lease Agreement, dated as of May 1, 2014 (the Original Lease, as so amended and supplemented, the “Lease”); and WHEREAS, the Authority and the Commission have determined that the portion of the Project site described in Exhibit A hereto (the “Property”) is not needed for the Project, and the Authority and the Commission now desire to authorize the transfer of the Property from the Authority to the Commission for a nominal consideration, and to further amend the Lease to remove the Property from the Leased Premises under the Lease; NOW, THEREFORE, BE IT RESOLVED by the City of Carmel Redevelopment Commission, as follows: 1. The Commission hereby authorizes and approves of the transfer of the Property as described in Exhibit A hereto from the Authority to the Commission, and the removal of such Property from the Leased Premises under the Lease. The Commission hereby authorizes the officers of the Commission to execute and deliver a Third Amendment to Lease Agreement substantially in the form presented to this meeting. 2. The officers and staff of the Commission are hereby authorized and directed to take such actions and to execute such documents as they deem necessary or appropriate to effectuate the transfer of the Property from the Authority to the Commission. 3. This Resolution shall take effect immediately upon passage. PASSED AND ADOPTED this 18th day of March, 2015. CITY OF CARMEL REDEVELOPMENT COMMISSION __________________________________ President __________________________________ Vice President __________________________________ Secretary __________________________________ Member __________________________________ Member EXHIBIT A MOTOR COURT WEST DESCRIPTION: A part of the Northeast Quarter of Section 36, Township 18 North, Range 3 East located in Clay Township, Hamilton County, Indiana, being further defined from elevation 829.50 feet (NGVD 1929) more particularly described as follows: Commencing at the Northeast Corner of the Northeast Quarter of Section 36, Township 18 North, Range 3 East; thence South 89 degrees 12 minutes 13 seconds West (assumed bearing) 707.40 feet along the North Line of said Northeast Quarter to the eastern boundary of the 1.800- acre tract of land granted to the City of Carmel Redevelopment Commission ("Monon Tract") (recorded as Instrument Number 9909923664 in the Office of the Recorder of Hamilton County, Indiana); thence South 00 degrees 51 minutes 54 seconds East 284.25 feet along the eastern boundary of said Monon Tract to the northwestern corner of the 0.909-acre tract of land granted to the City of Carmel Redevelopment Commission (“Tract 5B.1”) (recorded as Instrument Number 2011053909 in said Recorder’s Office); thence continue South 00 degrees 51 minutes 54 seconds East 150.84 feet along the western line of said Tract 5B.1 to the approximate westerly extension of the southern edge of an existing parking garage, being the POINT OF BEGINNING of this description; thence North 89 degrees 59 minutes 31 seconds East 116.08 feet along said extension and said southern line; thence South 00 degrees 51 minutes 54 seconds East 41.05 feet parallel with the eastern line of said Monon Tract to the southern line of the 0.265-acre tract of land granted to the City of Carmel Redevelopment Commission (“Tract 5B.2”) (recorded as Instrument Number 200600039104 in said Recorder’s Office); thence North 89 degrees 56 minutes 58 seconds West 116.08 feet to the southwestern corner of said Tract 5B.2 and the eastern line of said Monon Tract; thence North 00 degrees 51 minutes 54 seconds West 40.93 feet along said eastern line and the western lines of said tracts 5B.2 and 5B.1 to the POINT OF BEGINNING, containing 4,757.4 square feet (0.109 acres), more or less. EXCEPT: A part of the Northeast Quarter of Section 36, Township 18 North, Range 3 East located in Clay Township, Hamilton County, Indiana being bounded as follows: Commencing at the Northeast Corner of the Northeast Quarter of Section 36, Township 18 North, Range 3 East; thence South 89 degrees 12 minutes 13 seconds West (assumed bearing) 707.40 feet along the North Line of said Northeast Quarter to the eastern boundary of the 1.800- acre tract of land granted to the City of Carmel Redevelopment Commission ("Monon Tract") (recorded as Instrument Number 9909923664 in the Office of the Recorder of Hamilton County, Indiana); thence South 00 degrees 51 minutes 54 seconds East 284.25 feet along the eastern boundary of said Monon Tract to the northwestern corner of the 0.909-acre tract of land granted to the City of Carmel Redevelopment Commission (“Tract 5B.1”) (recorded as Instrument Number 2011053909 in said Recorder’s Office); thence continue South 00 degrees 51 minutes 54 seconds East 156.77 feet along the western line of said Tract 5B.1 to the southwestern corner thereof, being the northern line of the 0.265-acre tract of land granted to the City of Carmel Redevelopment Commission (“Tract 5B.2”) (recorded as Instrument Number 200600039104 in said Recorder’s Office) and the POINT OF BEGINNING of this description; thence South 89 degrees 56 minutes 58 seconds East 36.08 feet along said northern line to a corner thereof; thence North 00 degrees 51 minutes 54 seconds West 5.97 feet along a western line of said Tract 5B.2; thence North 89 degrees 59 minutes 31 seconds East 45.00 feet to a western line of said Tract 5B.2; thence South 00 degrees 51 minutes 54 seconds East 6.01 feet along said western line to a corner thereof; thence South 89 degrees 56 minutes 58 seconds East 35.00 feet along a northern line of said Tract 5B.2; thence South 00 degrees 51 minutes 54 seconds East 35.00 feet parallel with the eastern line of said Monon tract to the southern line of said Tract 5B.2; thence South 89 degrees 56 minutes 58 seconds West 116.08 feet along the southern line of said Tract 5B.2 to the eastern line of said Monon tract; thence North 00 degrees 51 minutes 54 seconds West 35.00 feet along said eastern line to the POINT OF BEGINNING, containing 4,331.8 square feet (0.099 acres), more or less. MOTOR COURT EAST DESCRIPTION: A part of the Northeast Quarter of Section 36, Township 18 North, Range 3 East located in Clay Township, Hamilton County, Indiana, being further defined from elevation 829.50 feet (NGVD 1929) more particularly described as follows: Commencing at the Northeast Corner of the Northeast Quarter of Section 36, Township 18 North, Range 3 East; thence South 89 degrees 12 minutes 13 seconds West (assumed bearing) 707.40 feet along the North Line of said Northeast Quarter to the eastern boundary of the 1.800- acre tract of land granted to the City of Carmel Redevelopment Commission ("Monon Tract") (recorded as Instrument Number 9909923664 in the Office of the Recorder of Hamilton County, Indiana); thence South 00 degrees 51 minutes 54 seconds East 284.25 feet along the eastern boundary of said Monon Tract to the northwestern corner of the 0.909-acre tract of land granted to the City of Carmel Redevelopment Commission (“Tract 5B.1”) (recorded as Instrument Number 2011053909 in said Recorder’s Office); thence continue South 00 degrees 51 minutes 54 seconds East 191.77 feet along the western line of said Tract 5B.1 and the eastern line of said Monon Tract to the southern line of the 0.265-acre tract of land granted to the City of Carmel Redevelopment Commission (“Tract 5B.2”) (recorded as Instrument Number 200600039104 in said Recorder’s Office); thence South 89 degree 56 minutes 58 seconds East 116.08 feet along said southern line to the POINT OF BEGINNING of this description; thence North 00 degrees 51 minutes 54 seconds West 41.05 feet parallel with the eastern line of said Monon Tract to the approximate southern edge of an existing parking garage; thence North 89 degrees 59 minutes 31 seconds East 112.27 feet along said southern edge to the eastern line of said Tract 5B.2; thence South 00 degrees 51 minutes 54 seconds East 41.16 feet along said eastern line to the southeastern corner thereof; thence North 89 degrees 56 minutes 58 seconds West 112.27 feet along the southern line of said Tract B.2 to the POINT OF BEGINNING, containing 4,614.3 square feet (0.106 acres), more or less. EXCEPT: A part of the Northeast Quarter of Section 36, Township 18 North, Range 3 East located in Clay Township, Hamilton County, Indiana being bounded as follows: Commencing at the Northeast Corner of the Northeast Quarter of Section 36, Township 18 North, Range 3 East; thence South 89 degrees 12 minutes 13 seconds West (assumed bearing) 707.40 feet along the North Line of said Northeast Quarter to the eastern boundary of the 1.800- acre tract of land granted to the City of Carmel Redevelopment Commission ("Monon Tract") (recorded as Instrument Number 9909923664 in the Office of the Recorder of Hamilton County, Indiana); thence South 00 degrees 51 minutes 54 seconds East 284.25 feet along the eastern boundary of said Monon Tract to the northwestern corner of the 0.909-acre tract of land granted to the City of Carmel Redevelopment Commission (“Tract 5B.1”) (recorded as Instrument Number 2011053909 in said Recorder’s Office); thence continue South 00 degrees 51 minutes 54 seconds East 191.77 feet along the western line of said Tract 5B.1 to the southern line of the 0.265-acre tract of land granted to the City of Carmel Redevelopment Commission (“Tract 5B.2”) (recorded as Instrument Number 200600039104 in said Recorder’s Office); thence South 89 degrees 56 minutes 58 seconds East 116.08 feet along said southern line to the southerly projection of a western line of said Tract 5B.2; thence North 00 degrees 51 minutes 54 seconds West 41.05 feet along said projection and said western line; thence North 89 degrees 59 minutes 31 seconds East 45.00 feet to a western line of said Tract 5B.2; and the POINT OF BEGINNING of this description; thence continue North 89 degrees 59 minutes 31 seconds East 35.00 feet to a western line of said Tract 5B.2 (all of the remaining courses are along the boundary of said Tract 5B.2); thence South 00 degrees 51 minutes 54 seconds East 6.13 feet; thence North 89 degrees 56 minutes 58 seconds West 35.00 feet; thence North 00 degrees 51 minutes 54 seconds West 6.09 feet to the POINT OF BEGINNING, containing 213.9 square feet (0.005 acres), more or less. INDS01 BDD 1501644v2 1 March 6, 2015 Corrie Meyer Executive Director Carmel Redevelopment Commission (CRC) 30 W. Main, Suite 220 Carmel, IN 46032 RE: Proposal Letter – Owner’s Design-Build Advisor Pedcor Parking Garage Dear Corrie, Thanks for the opportunity to provide Design-Build Advisory Services for the $10-13 million dollar new Carmel parking garage. We understand the Design-Build Public Works process (IC 5-30) will be utilized to procure the design and construction services. We further understand the parking garage will ultimately be owned by Pedcor and maintained by the Redevelopment Commission. As an advisor to the Redevelopment Commission and staff, we will perform the following ACTIVITIES  Review and provide recommendations on the CRC’s development of the RFQ and RFP.  Meet with CRC staff to discuss RFQ and RFP modifications.  Advise on interpretation of the Design-Build Public Works process (IC 5-30).  Develop structural design criteria for inclusion in the Design-Build RFP.  Participate in all Technical Review Committee meetings (assumes 5 meetings – 2 for RFQ and 3 for RFP).  Participate in 1-2 interviews by at least three potential Design-Build teams.  Review RFQ responses and provide input (assumes 7-8 proposers).  Review RFP responses and provide input (assumes 2-3 proposers).  Participate in bi-weekly construction observation walk-throughs and advise on compliance with the selected final proposal. DELIVERABLES  Structural design criteria  Review report on each the RFQ and RFP  Monthly construction walk-through report SCHEDULE: Our work will align with the Design/Build process. Assumptions for the phased durations are: RFQ (preparation, issuance, response time, review, and selection) 1 ½ - 2 months RFP (preparation, issuance, design/response time, review, and selection) 2 - 3 months Construction Duration 10 months It is assumed the CRC is already proceeding with a site survey and deep geotechnical boring testing, including site classification. These must be completed and ready to include with the RFP release. 2 FEE: The proposed fee is $31,300. Reimbursables are included. Deb Kunce, AIA and Jenell Fairman, PE will be advisors on this project. Of the 235 projected hours, 75% of the hours will be performed by Jenell. Payments are due and payable thirty (30) days from date of the invoice. It is agreed that any liability of the Consultant is limited to the amount of the fee, and information furnished by others is assumed to be true and reliable. If the Owner cancels this Agreement, the Owner agrees to pay for any time or costs incurred before receipt of the cancellation. Please indicate your acceptance of the terms and conditions of this Letter by signing and returning one copy of this Agreement. Sincerely, Debra S. Kunce, FAIA, LEED AP CORE Planning Strategies, LLC Please sign and return to CORE Planning Strategies: Accepted this ________________________________day of __________________, 2015 _________________________________________________________________________ (Signature) (Name, Title) 8250 Haverstick Road, Suite 285 l Indianapolis, IN 46240 l t: 317.638.8383 www.rossbar.com February 20, 2015 – revised February 27, 2015 Ms. Corrie Meyer, Executive Director Carmel Redevelopment Commission 30 W. Main Street, Suite 220 Carmel, IN 46032 Re: Midtown District Energy System Proposal for Professional Engineering Services Dear Corrie: We are pleased to submit our Proposal for providing the professional engineering services to plan a district energy system (DES) in the Midtown area of Carmel. SUMMARY OF SERVICES Ross & Baruzzini’s scope of services to be included in this proposal are: 1. Meet with Carmel representatives, including the City’s financial and legal consultants, to identify goals and objectives of a potential DES in the Midtown area. (1 meeting) 2. Meet with Carmel representatives regarding utility rates, types of systems, potential locations for a DES plan and conceptual design including system types and distribution/routing. (approximately 2 meetings) 3. Meet with potential developer(s) to discuss DES system types. (1 meeting) 4. Review the February 2012 master plan developed by Speck & Associates regarding the potential building types and density within the Midtown area. 5. Model approximate utility loads to establish probable load profiles for heating, cooling and electrical usage based on the master plan for Midtown. 6. Identify major system components that are compatible with the goals, objectives and capacity of the proposed DES, as required to recommend design concepts including overall plant size and scalability. Though the primary area of interest for the DES study will be Midtown, consideration will be given to interconnection with the existing Carmel Energy Center and/or expansion to additional surrounding areas. The goal of the study will be to determine and document: 1. Advantages of a DES for the City and for developers. 2. Design concept for DES, including the system type(s) and potential location(s). Corrie Meyer Carmel Redevelopment Commission February 20, 2015 – revised February 27, 2015 Page 2 G:\Fee Proposals\Utilities\2015\Carmel Midtown DES\2015-02-27 Carmel Midtown DES proposal - rev1.doc 3. Estimated construction cost for the central DES plant. 4. Estimated footprint of a central DES plant. 5. Basic financial model which compares cost of construction, utilities and maintenance to potential revenue. The intent of this study is to provide adequate information for the City of Carmel to make decisions regarding a potential DES to serve the midtown area. Information compiled during the study and results of the analysis will determine the final content of the report. Preliminarily it is anticipated that the content of the report will assist the City in the following manner: 1. Provide input to help determine viability of the City’s ownership of a DES. 2. Indicate approximate size of plant so that the City may consider real estate procurement or negotiate with developer(s) to allocate space for a DES. 3. Identify potential issues to engage legal counsel and financial consultants as required to proceed with a City-owned DES. 4. Establish the basis so that the City can solicit a proposal for an engineering consultant to proceed with the actual design of the DES. Ross & Baruzzini expects to meet with various representatives of the City and their consultants to convey the necessary information which will also be documented in a written report. DELIVERABLES Ross & Baruzzini will produce a report which includes: 1. Summary of information collected from City representatives, developers and other relevant resources. 2. Description of the DES analysis. 3. Preliminary recommendations for DES type, size and location. The report will be submitted electronically in PDF format. Subsequent to completion of the report, Ross & Baruzzini will meet with City representatives as necessary to present and discuss the study and recommendations. (approximately 2 meetings) Corrie Meyer Carmel Redevelopment Commission February 20, 2015 – revised February 27, 2015 Page 3 G:\Fee Proposals\Utilities\2015\Carmel Midtown DES\2015-02-27 Carmel Midtown DES proposal - rev1.doc ADDITIONAL SERVICES The following services are not included in Ross & Baruzzini's scope of work for the project unless otherwise indicated: 1. Meetings and presentations exceeding those described within this proposal. 2. Preparation of presentation materials beyond those included within the report. 3. Travel for meetings that are not held locally in Carmel or Indianapolis. 4. DES design beyond the conceptual plan as a basis for overall decisions. The attached Hourly Rate Schedule is submitted for work exceeding the scope of this proposal. SCHEDULE Contingent upon availability of City representatives to meet and discuss the DES study in a timely manner, Ross & Baruzzini will complete the study and report within 5 weeks after being notified of acceptance of this proposal. LIMIT OF LIABILITY By accepting this proposal, all parties agree that Ross & Baruzzini’s liability and exposure shall be limited to the lesser of applicable insurance coverage carried by Ross & Baruzzini or our fees. FEES AND PAYMENT Ross & Baruzzini proposes to provide the above noted services for a lump-sum fee of Twenty-Four Thousand Five Hundred Dollars ($24,500). REIMBURSABLE EXPENSES Reimbursable expenses are not anticipated, but will be invoiced at cost if incurred. Reimbursable expenses would include the following: 1. Travel expenses except local (mileage, meals, and lodging) 2. Printing and reproduction costs 3. Postage and delivery costs Corrie Meyer Carmel Redevelopment Commission February 20, 2015 – revised February 27, 2015 Page 4 G:\Fee Proposals\Utilities\2015\Carmel Midtown DES\2015-02-27 Carmel Midtown DES proposal - rev1.doc ATTACHMENTS 1. Ross & Baruzzini’s Hourly Rate Schedule. We appreciate the opportunity to provide this proposal and look forward to working with you toward the successful completion of the project. Respectfully, Andre J. Maue, P.E., LEED AP Director of MEP Operations – Indianapolis Office Attachments APPROVED BY: ROSS & BARUZZINI, INC. William H. Overturf, III, P.E., LEED AP Chief Operating Officer STANDARD HOURLY RATES As of January 1, 2015 Good through December 31, 2015 Classification Rates Project Principal $230.00 Senior Design Consultant $198.00 Senior Project Manager $172.00 Design Consultant $162.00 Project Manager $152.00 Commissioning Authority $148.00 Senior Engineer/Architect $138.00 Construction Engineer/Architect $125.00 Project Engineer/Architect $120.00 Commissioning Agent $120.00 Engineer $110.00 Architect $105.00 Senior Designer $92.00 Commissioning Field Engineer $80.00 Senior Project Coordinator $78.00 Designer $78.00 Interior Designer $65.00 Technician $56.00 Project Coordinator $54.00 Intern $45.00 Palladium – Truss T2 Repair Proposal 2/27/2015 www.mccomaseng.com 317-580-0402 1717 East 116th Street, Suite 200, Carmel, Indiana 46032 1 of 5 PROPOSAL AGREEMENT FOR SPECIALTY STRUCTURAL ENGINEERING SERVICES February 27, 2015 William Hammer Carmel Redevelopment Commission 30 Main Street, Suite 220 Carmel, Indiana 46032 Reference: Palladium – Truss T2 Repair Carmel, Indiana Dear William, We propose to render professional specialty structural engineering services in connection with the Palladium – Truss T2 Repair in Carmel, Indiana (hereinafter called "the project"). This proposal represents a legal agreement between McComas Engineering, the specialty structural engineer of record (SSR), and Carmel Redevelopment Commission (Client). We will provide the Basic Services as described in the attached Scope of Basic Services. Terms and Conditions shall be as provided in this proposal. Scope of Basic Services The Specialty Structural Engineering Basic Services to be provided are as follows: 1. Provide engineering and documentation for the possible enhancement of the connection capacity of Truss T2. The specific connections are the (4) stub column (post) connections to the top chord of Truss T2. Truss T2 is on both the east and west sides of the building. There are (2) trusses, therefore, (8) connections are in the scope of basic services. 2. Review of the following documents for determination of truss/post connection retrofit. a. Construction documents dated 2/15/08: i. Sheet S2.07 Technical Attic Intermediate Plan ii. Sheet S3.07 Technical Attic Dimension Plan iii. Sheet S5.01 Truss Elevations. b. Lynch, Harrison & Brumleve ASI #103 dated 10/6/09: i. Details S-01, S-05, S-06, S-07, S-08 and S-08a. c. Walter P. Moore “Pricing Only” sketches, date unknown: i. (2) Sketches. 3. Provide certified sketches of retrofit of connections. a. Analysis of the entire building structure will not be done. b. Connection design will be accomplished using the maximum capacity of the truss members. 4. (1) On-site meeting with Client and Contractor to discuss retrofit construction. 5. Review of submittals for items designed by McComas Engineering. 6. (4) On-site observation visits during construction of retrofit. 7. (1) On-site observation at completion of retrofit construction. 8. Provide final project documentation to the Client. 9. Terms and Conditions as listed below. Fee for Basic Services 1. Based on the stipulations in this letter, the lump sum fee (LSF) for Basic Services will be: $45,000.00, (forty five thousand dollars.) 2. Reimbursable expenses will be billed to the Client as stated in Reimbursable Expenses listed below. Reimbursable expenses are not part of the Basic Service fee. Palladium – Truss T2 Repair Proposal 2/27/2015 www.mccomaseng.com 317-580-0402 1717 East 116th Street, Suite 200, Carmel, Indiana 46032 2 of 5 Fee for Additional Services 1. Fees for additional services will be billed to the client at an agreed upon price, or at the stated hourly rates. A letter authorizing McComas Engineering to proceed with additional services must be received before any work will be done. Hourly rates are as follows: Principal $220.00 QC Engineer $180.00 Engineering Manager $180.00 BIM Manager $130.00 Project Manager $160.00 BIM Designer $110.00 Design Engineer $140.00 Administration $ 40.00 2. Changes to the Scope of Basic Services shall be subject to additional fees based on the hourly rates or as negotiated. Billing 1. The cost of specialty structural engineering services will be billed to the Client, based on percentage complete, as outlined in Fee for Basic Services. 2. In the event of the project being stopped or delayed, Client shall pay McComas Engineering for all work completed up to the notice to stop work. Items Not In Scope Of Work McComas Engineering assumes no responsibility, neither stated nor implied, for the adequacy of the following: 1. Architectural layout, design, programming, function, aesthetics, compatibility, dimensions, etc. 2. Mechanical, Electrical, Plumbing layout, design, function, compatibility, dimensions, etc. 3. Site and civil layout, design, function, compatibility, dimensions, grading, etc. 4. Fire protection layout, design, function, compatibility, dimensions, etc. 5. Landscape layout, design, function, compatibility, dimensions, etc. 6. Services relating to Special Inspections, as outlined in IBC. 7. Hazardous materials. 8. The following is required for this project. Required firms and services will be under direct contract with the Owner. 1) Special Inspection Firm: Providing on-site special inspections as outlined in IBC. 2) Testing Agency: Providing on-site testing services. 3) Firms will be under the direction of McComas and the Owner. This proposal, consisting of five pages, represents the entire understanding between the Client and McComas Engineering with respect to the project and can only be modified in writing signed by both firms. If it satisfactorily sets forth your understanding of our agreement, please sign this proposal and return it to McComas Engineering. Thank you very much for considering McComas Engineering for this project. Sincerely, McCOMAS ENGINEERING, INC. Accepted: By:____________________________ Title:___________________________ Rod McComas, P.E., S.E. President Date:___________________________ Palladium – Truss T2 Repair Proposal 2/27/2015 www.mccomaseng.com 317-580-0402 1717 East 116th Street, Suite 200, Carmel, Indiana 46032 3 of 5 An Agreement Between Client and Specialty Structural Engineer for Professional Services TERMS AND CONDITIONS McComas Engineering, Inc., the Specialty Structural Engineer (SSE), shall perform the services outlined in this agreement for the stated fee agreement. Section 1 - General 1.1 This Agreement 1.1.1 These Terms and Conditions, along with the Letter of Agreement, form the Agreement as if they were part of one and the same document. Unless otherwise specified, this Agreement shall be governed by the laws of the principal place of business of McComas Engineering, Inc.. 1.1.2 The Letter Agreement may limit or negate the applicability of these Terms and Conditions. Such limitation shall take precedence over provisions of this Exhibit. 1.2 General Obligations of MCCOMAS ENGINEERING, INC. and the Client 1.2.1 McComas Engineering, Inc., shall perform those Professional services as specified in the Letter Agreement and detailed in these Terms and Conditions. In rendering these services, McCOMAS ENGINEERING, INC. shall apply the skill and standard of care ordinarily exercised by structural engineers at the time and place the services are rendered. 1.2.2 The Client shall provide McCOMAS ENGINEERING, INC. with one copy of all drawings, specifications, and reports, as well as all updated drawings, relating to this part of the work. 1.2.3 The Client shall provide all criteria and full information with regard to his or her requirements for the Project, and shall designate a person to act with authority on his or her behalf with respect to all aspects of the Project. 1.2.4 The Client shall arrange for McCOMAS ENGINEERING, INC. to have access to the proposed site, if McCOMAS ENGINEERING, INC. recommends that such visits are appropriate or desirable. 1.2.5 McCOMAS ENGINEERING, INC. shall designate a person to act with authority on his or her behalf with respect to all aspects of the Project. 1.2.6 MCCOMAS ENGINEERING, INC. shall be allowed to communicate directly with the Structural Engineer of Record (SER). 1.3 Definitions 1.3.1 Structural Engineer of Record (SER) is the engineer legally eligible to seal the Structural Documents for the Project. This seal acknowledges that he or she has performed or supervised the analysis, design and document preparation for the building structure and has knowledge of the requirements for the load carrying structural system. The SER is responsible for the design of the Primary Structural System. 1.3.2 Primary Structural System is the completed combination of elements which serve to support the building's self weight, the applicable live load (which is based upon the occupancy and use of the spaces), the environmental loads such as wind and thermal, plus the seismic loading. Curtain wall members, non-load bearing walls or exterior facade, are examples of items which are not part of the Primary Structural System. 1.3.3 Specialty Structural Engineer McComas Engineering, Inc. is the licensed professional engineer providing structural engineering for a component of the building, not the Structural Engineer of Record, who performs structural engineering functions necessary for the structure to be completed. McComas Engineering, Inc. assumes no responsibility for the function of the building. 1.3.4 Secondary Structural Elements are elements that are structurally significant for the function they serve but do not contribute to the strength or stability of the primary structure. Examples may include but are not be limited to: support beams above the primary roof structure which carry a chiller; elevator support rails and beams; retaining walls independent of the primary building; and flagpole or light pole foundations. 1.3.5 Non-Structural Elements are elements of a structure that are not Primary or Secondary Structural Elements. Items in this category could be exterior curtain walls and cladding, non-bearing partitions, stair railings, etc. 1.3.6 Reimbursable Expenses are expenses incurred directly or indirectly in connection with the project such as, but not limited to, transportation, meals and lodging for travel, long distance telephone calls and facsimile transmissions, deliveries, courier services, professional services sales taxes, and the cost of reproductions. See Reimbursable Expenses table below. Section 2 -- Basic Services 2.1 General 2.1.1 The Basic Services of McCOMAS ENGINEERING, INC. shall include the Professional Services designated in Letter Proposal. Section 3 -- Exclusions 3.1 General Palladium – Truss T2 Repair Proposal 2/27/2015 www.mccomaseng.com 317-580-0402 1717 East 116th Street, Suite 200, Carmel, Indiana 46032 4 of 5 3.3.1 McCOMAS ENGINEERING, INC. shall not be responsible for errors or omissions in the design criteria provided by the Client. 3.3.2 McCOMAS ENGINEERING, INC. shall not be responsible for the design or adequacy of any portion of the structure other than that designed under this contract 3.3.3 McCOMAS ENGINEERING, INC. shall not be responsible for dimensional coordination between his or her work and the primary structure. The coordination shall be the responsibility of the Client or Contractor. Section 4 -- Additional Services 4.1 General 4.1.1 Services beyond those outlined under Basic Services may be requested. These may be provided by McCOMAS ENGINEERING, INC. under terms mutually agreed upon by the Client and McCOMAS ENGINEERING, INC.. Section 5 -- Fees and Payments 5.1 Fees and Other Compensation 5.1.1 Fees for Basic Services, Additional Services, and Compensation for Reimbursable Expenses are set forth in the Letter Agreement. 5.2 Payments on Account 5.2.1 Invoices for McCOMAS ENGINEERING, INC.'s services shall be submitted, at McCOMAS ENGINEERING, INC.'s option, either upon completion of any phase of the service or on a monthly basis. Invoices are payable when rendered and shall be considered PAST DUE if not paid within 30 days of the invoice date. 5.2.2 Any inquiry or questions concerning the substance or content of any invoice shall be made to McCOMAS ENGINEERING, INC. in writing within 10 days of receipt of the invoice. A failure to notify McCOMAS ENGINEERING, INC. within this period shall constitute an acknowledgment that the service has been provided. 5.3 Late Payments 5.3.1 A service charge will be charged at the rate of 1.5% (18% true annual rate) per month or the maximum allowable by law on the then outstanding balance of PAST DUE accounts. In the event any portion of the account remains unpaid 90 days after billing, the Client will pay all costs of collection, including reasonable attorney's fees. Section 6 -- Insurance, Indemnification and Risk Allocation 6.1 Insurance 6.1.1 McCOMAS ENGINEERING, INC. shall secure and endeavor to maintain professional liability insurance, commercial general liability insurance, and automobile liability insurance to protect McCOMAS ENGINEERING, INC. from claims for negligence, bodily injury, death, or property damage which may arise out of the performance of McCOMAS ENGINEERING, INC.'s services under this Agreement, and from claims under the Workers' Compensation Acts. McCOMAS ENGINEERING, INC. shall, if requested in writing, issue a certificate confirming such issuance to the Client. 6.2 Indemnifications 6.2.1 The Client shall indemnify and hold harmless McCOMAS ENGINEERING, INC. and all of its personnel, from and against any and all claims, damage, loses and expenses (including reasonable attorney's fees) arising out of or resulting from the performance of the services, provided that any such claims, damage, loss or expenses are caused in whole or in part by the negligent act or omission and/or strict liability of the Client, anyone directly or indirectly employed by the Client (except McCOMAS ENGINEERING, INC.) or anyone for whose acts any of them may be liable. 6.2.2 The Client shall obtain agreement from the Owner or the Client's client to indemnify the Client and all of its personnel, including McCOMAS ENGINEERING, INC., from and against any and all claims, damage, loss or expenses (including reasonable attorney's fees) arising out of or resulting from the performance of the services, provided that any such claims, damage, loss or expenses are caused in whole or in part by the negligent act or omission and/or strict liability of the Owner or Client's client, anyone directly employed by the Owner or Client's client (except the Client or anyone employed directly or indirectly by the Client) or anyone for whose acts any of them may be liable. 6.3 Risk Allocation 6.3.1 In recognition of the relative risks, rewards and benefits of the Project to both the Client and McCOMAS ENGINEERING, INC., the risks have been allocated such that the Client agrees that, to the fullest extent permitted by law, McCOMAS ENGINEERING, INC.'s total liability to the Client for any and all injuries, claims, loses, expenses, damages or claim expenses arising out of this Agreement, from any cause or causes, shall not exceed the amount of $50,000, the amount of McCOMAS ENGINEERING, INC.'s fee (whichever is less). Such causes include, but are not limited to, McCOMAS ENGINEERING, INC.'s negligence, errors, omissions, strict liability, breach of contract or breach of warranty. Palladium – Truss T2 Repair Proposal 2/27/2015 www.mccomaseng.com 317-580-0402 1717 East 116th Street, Suite 200, Carmel, Indiana 46032 5 of 5 Section 7 -- Miscellaneous Provisions 7.1 Reuse of Documents 7.1.1 All documents including calculations, computer files, drawings and sketches prepared by McCOMAS ENGINEERING, INC. pursuant to this Agreement are instruments of professional service intended for one- time use in connection with this Project. They are and shall remain the property of McCOMAS ENGINEERING, INC.. Any reuse without written approval or adaptation by McCOMAS ENGINEERING, INC. is prohibited. 7.2 Termination, Successors and Assigns 7.2.1 This Agreement may be terminated upon 10 days written notice by either party should the other fail to perform its obligations hereunder. In the event of termination, the Client shall pay McCOMAS ENGINEERING, INC. for all services rendered to the date of termination, all accrued reimbursable expenses, and reasonable termination expenses. 7.2.2 The Client and McCOMAS ENGINEERING, INC. each binds himself or herself, partners, successors, executors, administrators, assigns and legal representative to the other party of this Agreement and to the partners, successors, executors, administrators, assigns, and legal representative of such other party in respect to all covenants, agreements, and obligations of this Agreement. 7.2.3 Neither the Client nor McCOMAS ENGINEERING, INC. shall assign, sublet or transfer any rights under or interest in (including but without limitations, monies that may be due or monies that are due) this Agreement, without the written consent of the other, except as stated in the paragraph above, and except to the extent that the effect of this limitation may be restricted by law. Unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assigner from any duty or responsibility under this Agreement. Nothing contained in this paragraph shall prevent McCOMAS ENGINEERING, INC. from employing such independent consultants, associates and subcontractors as he or she may deem appropriate to assist in the performance of services hereunder. 7.2.4 McCOMAS ENGINEERING, INC. and Client agree that the services performed by McCOMAS ENGINEERING, INC. to this Agreement are solely for the benefit of the Client and are not intended by either McCOMAS ENGINEERING, INC. or the Client to benefit any other person or entity. To the extent that any other person or entity, including but not limited to the Owner and/or any of its Clients and other Design Professionals, is benefited by the services performed by McCOMAS ENGINEERING, INC. pursuant to this Agreement, such benefit is purely incidental and such other person or entity shall not be deemed a third party beneficiary to this contract. 7.3 Disputes Resolution 7.3.1 All claims, counterclaims, disputes and other matters in question between the parties hereto arising out of or relating to this Agreement or the breach thereof will be presented to non-binding mediation, subject to the parties agreeing to a mediator(s). REIMBURSABLE EXPENSES Description Rate Courier Cost x 1.10 UPS Cost x 1.10 Reproduction $0.50 per square foot Copying Cost x 1.10 UTILITY REIMBURSEMENT AGREEMENT Carmel Redevelopment Commission – 881 3rd Avenue SW (Mezz Building Relocation ) THIS AGREEMENT, made and effective this 10th day of October, 2014, is by and between Duke Energy Indiana, Inc., an Indiana electric public utility corporation (hereinafter referred to as “DEI"), and the Carmel Redevelopment Commission, in Indiana (hereinafter referred to as “the Local Government”). WITNESSETH: WHEREAS, as an Indiana public utility, DEI has the right under Indiana law to construct, operate and maintain its utility facilities upon Indiana public road right of way and within private utility easements, including but not limited to, the Local Government’s 881 3rd Avenue SW (Mezz Building Relocation) in Hamilton County, Clay Township, City of Carmel, Indiana; and WHEREAS, DEI has constructed and now operates and maintains certain electric line facilities upon and/or along 881 3rd Avenue SW (Mezz Building Relocation), Carmel, all of which are more particularly described on the attached Exhibit “A” (hereinafter referred to as “the Utility Facilities”); and WHEREAS, the Local Government needs to make certain improvements to 881 3rd Avenue SW (Mezz Building Relocation), Carmel, and the Local Government and DEI have determined that the Utility Facilities will need to be relocated before this improvement can be made by the Local Government; and 2 WHEREAS, the Local Government has acquired or will acquire at the expense of the Local Government, a relocation area on the public road right of way of 881 3rd Avenue SW (Mezz Building Relocation), Carmel for the Utility Facilities, which area DEI has determined is suitable and is hereinafter referred to as “said relocation area”; and WHEREAS, the Local Government has requested DEI to relocate the Utility Facilities to said relocation area, as described on Exhibit “A;” and WHEREAS, DEI is willing to relocate the Utility Facilities to said relocation area; provided that the Local Government reimburses DEI for the costs actually incurred by DEI so to do (with preliminary established cost as hereinafter described, being paid to DEI by the Local Government before DEI commences “the Work” as such term is hereinafter defined); and WHEREAS, the Local Government is willing to reimburse DEI for such costs subject to the terms and conditions contained herein. NOW, THEREFORE, for and in consideration of the mutual promises from, to and between DEI and the Local Government, hereinafter contained, DEI and the Local Government do hereby agree to and with each other, as follows: SECTION I. DEI with its regular construction or maintenance crew and personnel, at its standard schedule of wages and working hours, or by an approved contractor, will relocate the Utility Facilities to said relocation area, as described on Exhibit "A" 3 (hereinafter referred to as “the Work”). The preliminary estimated cost thereof is $235,343.98 as shown on the attched Exhibit “B”. SECTION II. The Local Government shall reimburse DEI for said actual costs incurred by DEI to perform the work within sixty (60) days after receiving a written, itemized statement from DEI. Statement shall include supporting documentation to substantiate claim. Such supporting documentation shall include, but shall not be limited to, copies of material invoices, time sheets, vendor and/or contractor invoices and other such documents as may be deemed necessary by the Local Government to support such invoice. DEI shall have the right to submit such statements for progress payments as the Work proceeds. When the work is completed, the actual costs incurred by DEI to perform the Work are less than said preliminary estimated cost, DEI shall remit the difference to the Local Government. SECTION III. DEI shall not start the Work until the following has occurred: (a) written notice has been given to DEI by the Local Government that the Work has been authorized and funds are available to reimburse DEI, (b) the Local Government has denoted the public road right-of-way line by staked survey at not more than 100 foot intervals with station markings, (c) the Local Government has trimmed/removed all vegetation away from the public road right-of-way as reasonably determined by DEI for the entire length of the project, (d) the Local Government and DEI have executed this agreement and the Local Governement has paid DEI the aforestated preliminary estimated cost of $235,343.98. Delivery of said written notice by the Local Government to DEI shall also constitute the Local Government’s affirmation that any necessary public road right-of-way area has been arranged for the relocation area and the Work, and 4 (e) written notice has been given to DEI by the Local Government that it has acquired the necessary public road right-of-way area for the relocation area and the Work. SECTION IV. DEI, and its contractor and subcontractors, if any, shall not discriminate against any employee or applicant for employment, to be employed in the performance of this Agreement, with respect to her/his hire, tenure, terms, conditions or Privileges of employment or any matter directly or indirectly related to employment because of her / his race, color, religion, national origin or ancestry. Breach of this covenant may be regarded as a material breach of this Agreement. SECTION V. DEI shall indemnify and hold harmless the Local Government from and against any and all legal liabilities and other expenses, claims, costs, losses, suits or judgments for damages, or injuries to or death of persons or damage to or destruction of property arising out of the Work (hereafter "Claim"); provided, however, that where the Local Government is negligent or engages in intentional misconduct with respect to the occurrence or occurrences giving rise to the Claim, DEI shall have no duty to indemnify and hold harmless the Local Government. 5 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by through their duly authorized representatives, effective the date first above written. DUKE ENERGY INDIANA, INC. (Signature) Jeremy K. Lewis ( Name, Printed or Typed) Manager Dist Design Engineering ( Position) CRC (Carmel Redevelopment Commision) By: __________________________________ Printed Name: Printed Title: Dated:___________________________ CRC (Carmel Redevelopment Commision) By: __________________________________ Printed Name: Printed Title: Dated:___________________________ This Resolution was prepared by Jon Oberlander, Carmel Assistant City Attorney, on February 26, 2015 at 2:30 p.m. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise. RESOLUTION 2015-5 A RESOLUTION OF THE CITY OF CARMEL REDEVELOPMENT COMMISSION REGARDING AN INTERGOVERNMENTAL TRANSFER OF REAL PROPERTY INTEREST WHEREAS, the Common Council of the City of Carmel, Indiana (the “Council”) is the fiscal body for the City of Carmel, Indiana (the “City”); and WHEREAS, the City of Carmel Redevelopment Commission (the “CRC”) is a governmental entity created and authorized to administer certain redevelopment activities within the City; and WHEREAS, the City owns certain property known as Tax Parcel Number: 16-09-25-16-05- 004.000, located at 130 First Avenue SW, and further described on Exhibit A attached hereto (the “Property”); and WHEREAS, the City has determined that it is now in the best interests of the CRC and the City to transfer the Property to the CRC under the terms and conditions set forth herein, as authorized by Indiana Code 36-7-14-12.2 and other applicable law; and WHEREAS, the CRC has determined that it is now in the best interests of the CRC to acquire the Property under the terms and conditions set forth herein, as authorized by Indiana Code 36-7-14- 12.2 and other applicable law; and WHEREAS, Indiana Code Section 36-1-11-8 authorizes the transfer of property between governmental entities upon terms and conditions agreed upon by the entities, as evidenced by the adoption of a substantially identical resolution by each entity. NOW, THEREFORE, BE IT HEREBY RESOLVED AND AGREED BY THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA, AS FOLLOWS: 1. The foregoing Recitals are fully incorporated herein by this reference. 2. The City will transfer the Property to the CRC subject to the following provisions: a. The transfer of the Property shall be by warranty deed and the City shall execute all other usual and customary conveyance documents; and Version A – 2/24/15 – Land Use, Annexation, and Economic Development Committee b. The purchase price of the Property shall be mutually agreed upon by the City and CRC upon approval of the Common Council. This Resolution was prepared by Jon Oberlander, Carmel Assistant City Attorney, on February 26, 2015 at 2:30 p.m. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise. 3. The parties shall take all steps necessary to effect the transfer of the Property from the City to the CRC as provided herein. Such transfer shall take place at a time and date mutually agreed upon by the City and the CRC. 4. The CRC will inform potential buyers that the Fireman’s Museum building located on the property is not to be altered in any way, and at the time of closing will revert to City ownership. 5. The Commission hereby designates Steve Engelking, Director of the Department of Administration for the City of Carmel, Indiana, as its agent for purposes of completing the transfer of the Property. Steve Engelking is hereby authorized to execute all documents required in connection with the transfer of the Property pursuant to this Resolution and to take all other lawful actions necessary to complete the transfer of the Property as contemplated herein subject to the terms of Paragraph 2.b. Adopted this _____ day of ____________, 2015 CITY OF CARMEL REDEVELOPMENT COMMISSION ___________________________________ President ___________________________________ Vice President ___________________________________ Secretary ___________________________________ Member ___________________________________ Member This Resolution was prepared by Jon Oberlander, Carmel Assistant City Attorney, on February 26, 2015 at 2:30 p.m. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise. EXHIBIT A Begin 32 rods 7 feet 1 inch south and 24 rods 1 feet 6 inches west of the northeast corner of the southeast quarter of section 25 township 18 north range 3 east in Hamilton County, Indiana and run south 218 feet, thence west 165 feet, thence north 218 feet, thence east 165 feet to the place of beginning.