306906 01/06/17 �w..f!.yti
�,,i o CITY OF CARMEL, INDIANA VENDOR: 371409
ONE CIVIC SQUARE TALLYN'S RIDGE DEVELOPER, LLC CHECK AMOUNT: $****40,987.50"
s ,q CARMEL, INDIANA 46032 9757 WESTPOINT DRIVE,STE 600 CHECK NUMBER: 306906
+M.,.__... INDIANAPOLIS IN 46256 CHECK DATE: 01/06/17
ETON
DEPARTMENT ACCOUNT PO NUMBER INVOICE NUMBER AMOUNT DESCRIPTION
610 5023990 122816 40,987.50 OTHER EXPENSES
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Appro-;=.d By
WATER REIMBURSEMENT AGREEMENT BETWEEN THE CITY OF CARMEL, , t,
INDIANA AND TALLYN'S RIDGE DEVELOPER,LLC.
This Agreement is entered into by and between the City of Carmel, Indiana by and
through its Board of Public Works and Safety(hereinafter"City") and Tallyn's Ridge
Developer, LLC on this 117 t`'' day of k Q4(m h C , 20_Lla
WITNESSETH:
WHEREAS, the city has duly adopted and enacted City Code Chapter 9, Division II,
Sections 9-25 through 9-44 (collectively, the"Ordinance") that provides in part for the
reimbursement from the "Water Availability—Mains Fund"of private funds expended to
extend and oversize the water distribution system, as well as the method of reimbursement;
and
WHEREAS,Tallyn's Ridge Developer, LLC desires to extend a portion of the water
distribution system for,Tallyn's Ridge (the "Development") as follows:
A. Construction Materials—SEE ATTACHED EXHIBIT"A"
As per certified Construction Drawings from Stoeppelwerth & Associates,
Inc entitled"Tallyn's Ridge"on file at the Carmel Water Distribution Office
(the "Water Extension")
WHEREAS,Tallyn's Ridge Developer, LLC desires to receive refunding of
reimbursable monies expended on the Water Extension, pursuant to the Ordinance.
NOW THEREFORE,the parties agree as follows:
A. The foregoing recitals are hereby incorporated herein and made part thereof.
B. This written agreement is entered into subsequent to the completion of
construction of the Water Extension.
C. Tallyn's Ridge Developer, LLC shall advance the sum of$ 40,987.50 to or
on behalf of the City to pay for the Water Extension, the description of which
is as follows: Water Main Extension along 146`h Street from station 0+00 to
station 5+90 as described on the plans listed above.
D. The City has determined that the above expenditure is necessary to provide
water to current and future developments and to meet the requirements of the
City.
E. The City and Tallyn's Ridge Developer, LLC agree that Tallyn's Ridge
Developer, LLC shall be entitled to reimbursement of the sum of
$ 40,987.50 pursuant to and in accordance with the terms of the Ordinance,
such monies to be paid solely from the "Water Availability—Mains Fund"
established by acreage availability charges assessed by the Ordinance.
F. The City's sole obligation hereunder shall be to repay the above sum or such
portion of the above sum as may be available for payment from monies
deposited in the "Water Availability—Mains Fund"only, in accordance with
the payment provisions set forth in the Ordinance, and the City does not incur
any liability whatsoever for the repayment of same other than to make such
payments as are properly available under the Ordinance from monies
deposited in the"Water Availability—Mains Fund".
G. Subject to the terms of the Ordinance and this Agreement, payments from the
"Water Availability—Mains Fund"to Tallyn's Ridge Developer, LLC
towards the satisfaction of the sum set forth above shall be made on a
quarterly basis. Such payments to Tallyn's Ridge Developer, LLC shall be
prior to any other payments from the "Water Availability—Mains Fund" to
any other persons pursuant to similar agreements entered into subsequent to
the date of this Agreement.
H. The City does not guarantee Tallyn's Ridge Developer, LLC the advanced
funds referenced herein will be fully reimbursed.
I. Tallyn's Ridge Developer, LLC agrees to comply with all present and future
federal, state and local laws,executive orders, rules, regulations,codes and
ordinances which are applicable to Tallyn's Ridge Developer, LLC's
performance of its obligations under this Agreement, and all relevant
provisions thereof are incorporated herein by this reference.Tallyn's Ridge
Developer, LLC agrees to indemnify and hold harmless City from any all
losses, damages costs, attorney fees and/or liabilities resulting from any
violation by Tallyn's Ridge Developer, LLC and/or its employees of such
law, order, rule,regulation,code or ordinance. This indemnification
obligation shall survive the termination of this Agreement.
J. This Agreement shall be governed by and construed in accordance with the
laws of the State of Indiana,except for its conflict of laws provision, as well
as by all City ordinances and codes.The parties further agree that, in the
event a lawsuit is filed hereunder,they agree to file such lawsuit in an
appropriate court in Hamilton County, Indiana only, and agree that such
court is the appropriate venue for and has jurisdiction over same.
K. Tallyn's Ridge Developer, LLC shall indemnify and hold harmless City and
its officers, officials,employees, agents, and assigns from any and all losses,
liabilities,claims,judgments and liens including, but not limited to, all
damages, costs,expenses and attorney fees arising out of any intentional or
negligent act or omission of Tallyn's Ridge Developer, LLC and/or any of its
employees and,except for intentional misconduct of its agents,outside
sources,contractors or subcontractors, in the performance of the Water
Extension and/or this Agreement. This indemnification obligation shall
survive the termination of the Agreement.
L. Tallyn's Ridge Developer,LLC represents and warrants that it and each of its
employees agents,contractors, subcontractors, and outside sources shall
comply with all existing and future laws of the United States, the State of
Indiana and city,prohibiting discrimination against any employee, applicant
for employment and/or other person in the subcontracting for work and/or in
the performance of any work on the Water Extension as contemplated by this
Agreement with respect to hire,tenure, terms,conditions or privileges of
employment or any matter directly or indirectly related to employment,
subcontracting or work performance hereunder because of race, religion,
color, sex,handicap,national origin, ancestry, age, disabled veteran status or
Vietnam era veteran status.The City reserves the right to collect a penalty as
provided in IC 5-16-16-1 for any person so discriminated against. This
indemnification obligation shall survive the termination of the Agreement.
M. Tallyn's Ridge Developer, LLC shall not cause or permit the filing of any
lien on any of City's property. In the event such a lien is filed of record and
Tallyn's Ridge Developer, LLC fails to remove it within thirty(30) days
after the date of filing thereof,by payment or bonding, the City shall have the
right to pay such lien or obtain such bond, all at Tallyn's Ridge Developer,
LLC sole cost and expense. Tallyn's Ridge Developer, LLC shall indemnify
and hold harmless the City from any all such liabilities, losses,claims,costs,
attorney fees,expenses and/or damages incurred by the City in connection
with any such lien or the removal thereof.This indemnification obligation
shall survive the termination of this Agreement.
N. If any provision or portion of this Agreement is held to be invalid, illegal or
unenforceable by a court of competent jurisdiction,that provision or portion
thereof shall be stricken, and all other provisions of this Agreement which
can operate independently of such stricken provision shall continue in full
force and effect.
O. The terms,conditions and obligations of this Agreement shall be binding on
the City and Tallyn's Ridge Developer, LLC, and their respective officers,
officials, agents, partners, successors and assigns.
P. This Agreement contains the entire agreement of and between the parties
hereto with respect to the subject matter hereof, and no prior agreement,
understanding or representation pertaining to such subject matter, written or
oral, shall be effective for any purpose. No provision of this Agreement may
be amended, added to or subtracted from except by an agreement in writing
signed by both parties hereto and/or their respective successors in interest.
Q. Each party hereto represents and warrants that it is authorized to enter into
this Agreement and that any person or entity executing This Agreement on
behalf of such party has the authority to bind such party or the party which
they represent, as the case may be.
IN WITNESS WHEREOF, the parties have executed this Agreement on the date
first above written.
TALLYN'S RIDGE DEVELOPER, LLC CITY OF CARMEL, INDIANA
By its manager, Platinum Properties By and through its Board of Public Works
Management Company, LLC And Safety
BY: BY:
1-17
faee�l�
Authorized Signature ayor James Brainard
Timothy J. Walter Date:
Printed Name /l
/t- N A99cmember
Vice President—Development Date:
Date: June 17, 2016
e � J VJ&Ast , Member
9
Date: `� / A. 14,
ATTE
Ch ' tine S. Pauley
Clerk Treasurer
Date: 7L12 /�4
EXHIBIT"A"
TALLYN'S RIDGE
WATER MAIN EXTENSION ALONG 146TH STREET FROM STATION 0+00 TO STATION 5+90
WATER MAINS PER PLAN
Depth Quantity Unit Cost Total Cost
LF
12"Main 590 $48.50 $28,615.00
EA
12"Gate Valve 2 $2,020.00 $4,040.00
EA
Fire H drants 2 $3,695.00 $7,390.00
TON
Granular Backfill 65 $14.50 $942.50
TOTAL >> $40,987.50
I40MOMU0XSM OF'flEIMP ffl MENT���j $40,987.50
Form W=9 Request for Taxpayer Gare Form to the
V%v- Identification Number and Certiflcatlon 'e+uestiti'•Do not
I a ,."188=6`
send to the IRS.
1 Name(as shown an your income tax return).Name is required on this Me:do not leave this line blank.
Tallyn's Ridge Developer,LLC
2 Business name/c isregarded entity name,If different from above
m
a 9 Check appropriate box for federal tax classification;check only one of the following seven boxes: 4 Exemptions(codes appy only to
00 ❑Indsin ividual/sole proprietor le member M or ❑ C Corporation ❑3 Corporation ❑ Partnershi h 't k �sea
Partnership ❑ TnfsVeetate instructions on
❑✓ Umlted liability company.Enter the tax classification(C--C corporation,SwS corporation.P=tartnership)► P code(If any)
o` Nots.For a eingle-member LLC that is disregarded,do not check LLC;check the appropriate box in the line above for F_xemptton from FATCA reporting
the tax dasefta ton of the single-member owner. c
pZ, ❑Other(rise instructions)P.
numtter,atreet,and Nr<'vr.a•aa.�an�aeo•aa
S Addreas( .s,OtraJ
apt.or suite no.) Requester's name and address(opft*
4757 Westpoint Drive,Ste 600
0 8 CRY.state,and ZIP code
Indianapolis,IN 46256
7 List account numberW here(optlonao
• T yeW71 Z HiCation Number MM
Enter your TIN In the appropriate box.The TIN provided must match the name given on Una 1 to avoid social security number
backup withholding.For individuals,this is generally your social security number(SSN).However,for a
resident alien,sole proprietor,or disregarded entity,see the Part I instnictions.on page 3.For other FM --U1 m _
entities,It Is your employer identification number(EIN).If you do not have a number,see How to get a
77N on page 3.
or
Note.If the account Is in more than one name,see the Instructions for line 1 and the chart on page 4 for Err'Pknw IdentMostion number
guidelines on whose number to enter.
M47 —15
3 5141419 9
Certification
Under penalties of perjury,I certify that:
1. The number shown on this form Is my correct taxpayer identification number(or I am waking for a number to be issued to me);and
2. 1 am not subject to backup withholding because:(a)I am exempt from backup withholding,or(b)I have not been notified by the Internal Revenue
Service(IRS)that i am subject to backup withholding as a result of a failure to report all interest or dividends,or(c)the IRS has notified me that i am
no longer subject to backup withholding;and
3. 1 am a U.S.citizen or other U.S.person(defined below);and
4.The FATCA cods(a)entered on this form(d arty)indicating that I am exempt from FATCA reporting Is correct.
Certification inetructloraL You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding
because you have failed to report all interest and dividends on your tax return.For real Mate transactions,Rem 2 does not apply.For mortgage
Interest paid,acquisition or abandonment of secured property,cancellation of debt,contributions to an Individual retirement arrangement ORA),and
generally,payments other than interest and dividends,you are not required to sign the certification,but you must provide your correct TIN.See the
Instructions on page 3.
Sign I gigntwe of
Here U.S.parew► Dees► /o� ' ��' •-
General Ins#ruc#lons •1099(borne mortgage Interest),1098-E(student loan interest),1098-T
Section references are to the Internal Revenue Code unless otherwise noted. •Fpm 1099-C(canceled debt)
Future devda inentenacted tier we e e about developments affecting Form W-9(such .Form 1099-A(acqulak(on or abandonment of secured property)
as legislation enacted alter we release N k at tvww.Na.gov/AvB.
PUrpO88 Form Use Form W-9 only if you are a U.S.person onciuding a resident alien),to
provide your correct TIN.
An Individual or entity(Form W-9 requester)who is required to file an information If you do not return Fpm W-9 to the requester with a TIN,you might be subject
return with the IRS must obtain your correct taxpayer identification number(Tint to bacMAo wNfhofdW.See Whet Is backup wNdtokft?on page 2.
which may be your social security number(SSN),individual taxpayer identification By signing the filled-out form,you:
n� CEtaxpayer ktownnumber etrn
numberIM,to report on an Ifomadw Mum themployer
to 1.Certify that the TIN you are giving is correct(or you are waiting for a number
you.or other amount reportable on an Information return.Examples of information to be Issuad),
returns include,but are not limited to,the following: 2.Certify that you are not subject to backup withholding,or
•Form 10N4NT¢nterest earned or paid) 3.Claim exemption from backup withholding if you are a U.S.exempt payee.If
•Form 1099-0N(dividends,including those from stocks or mutual funds) applicable,you are also certifying that as a U.S.person,your allocable share of
•FonT11089-INISC(various types of Income.prizes,awards,p gnus proceeds) any withholding partnership Income from a U.S.trade or business Is not subject to the
ng foreign partnere'share of effectively connected Income,and
�
�?089-8(stock p mutual turd sales and certab other transections by
4.Certify that FATCA codes)entered on this form(If arty)Indicating that you are
exempt from the FATCA reporting,is correct.See 144wt is FATCA reportfng7 on
•Form 1098-5(prateeds from feel estate transactions) page 2 for further information.
•Form 1089-K(rnarchart card and third party network transactions)
Cat.No.10231X Form W-9(Rev.12-2014)