Loading...
312602 6/15/2017 CITY OF CARMEL, INDIANA VENDOR: 371674 CHECK AMOUNT: S•"220,000.00' ONE CIVIC SQUARE CARMEL CHRISTKINDLMARKT, INC. f ?; CARMEL, INDIANA 46032 ONE CIVIC SQUARE CHECK NUMBER: 312602 CARMEL IN 46032 CHECK DATE: 06/15/17 �irpH DEPARTMENT ACCOUNT PO NUMBER INVOICE NUMBER AMOUNT DESCRIPTION 1160 4355101 220,000.00 SUPPORT FOR THE ARTS 0 0 O 0 $ « k q 0 ¢ A ¢ K ? Ll ƒ ■ 2 0 F. o n 4.M. 0 r < r # m ? / % A g 2 / < 0/ D -i / 0 0 m U) m 4 k 2 § 0 9 v k � � D \ 22 70 2 3 / F o e E m m f © > & w 2 w § _ z 2 2 - j § ( | 7 0 ¥ + _ mi § I / § f = k E g / F J 0 m ( ƒ 2 j e 7 i v @ E 7 E § R f ƒ $ f 2 7 § J 0 7 C -CL C 2@ 4 $ 3 § K % m \ 0 o z 2 ; I § \ % 7 E CL E -4 CLa - 2 , \ & C _ / § % I £ ) o � \ � » - QQ a ƒ %£ - - m - > CL \ ® ) \ / g # E \� _ 0 \ C \ / cc 00 Q \ Fg k 0 m ƒ k C k ) / D ( « } § %k § k £ �< I0 > f- }$ ( \ � -n � 9 k £ 0 > : 7 § f » 2 E \ m n 0 � = 0 E y z \ ) ƒ \ C $ , / % E $ / A p E - CD M \ CL CD 7 \ ] § \ it z \ CD \ > k § m O 2 7 0 2 § 8 ¥ D CARMEL CHRISTKINDLMARKT, INC. Date: May 12, 2017 Carmel Christkindimarkt, Inc. TO City of Carmel One Civic Square One Civic Square Carmel, IN 46032 Carmel, IN 46032 EIN 82-1460659 QUANTITY DESCRIPTION UNIT PRICE AMOUNT Initial funding for program operations of the Carmel Christkindlmarkt $220,000.00 PAYMENT DUE UPON RECEIPT Make check payable to: Caime/Chnstkind/maf*t,/na TOTAL $220,000.00 Thank you for your support! Financial Business Plan-04-06.13.2017-Budget Carmel Christltindlmarkt,Inc. Projected Revenues d Expenditures Revision 04' Revision Date:June 13,2017 Budget Budget Budget Budget Budget Budget Budget Budget Budget Projected Projected Projected May June July August September October November December 2017 2016 2019 2020 Beginning.Or Year Balance $0 $0 $0 $0 $0 $0 $0 $0 $0 $195,879 $204,314 $200,339 Revenue .. ..Gram Funding .. $0 $220,000 $0 $0 9200,000 $0 $0 $0 $420,000 $125,000 $0 $0 Sponsorships $0. ..$0. so $0... $0 so $0 s0.. $0 $50,000_ .$75,000 $75,000 Vendor Contracts Beverage Sales s0 $0. s0 s0. $0 $0 $8,000 $12,000 $20.000 $24,000: $28,000 $28,000 Food Sales $0 $0 s0 $0 $0 so $5,000 $7,000 $12,000 $20,000 $28,000 $35,000 Sale of Goods $0 $0 $0 $0 $0 $0 s0 $0. $0 $0. $0 $0 Subtotal $0 $0 $0 $0 $0 $0 $13,000 $19,000 $32,000 $44,000 $54,000 $63,000 Sale of Goods $0 s0 $0 $0 $0 $0 $120,665 $164,839 $285,504 $329,678 $510,064 $617,987 Total Revenue $0 $220,000 $0 $0 9200,000 $0'.. $133,665 $183,839 9737,504 $548,679 $639,064 $755,987 Expenditures Personnel Benefits 94,685 $9,887 $9,867 $9,867 $9,867 $9,867 $9,867 $9,867 $73,754 $118,404 $118,404 $118,404 Retail Staff Manager 3 Volunteer Coordinator $0 $0 $0 $0 $0 $0 $3,120 $3,360 $8,480 $6.500' $6,500. $8,500 Retail Staff $0 $5 $0 $0 $0 $0' $38,625 $71,250 $109,875 $75,000 $75,000 $75,000 Staff Uniforms/Costumes $0 s0 $3,000 s0 $0 $0 $5 s0'. $3,000 $3,000' $3,000 $3,000 Insurance d Bond s0 $5,000 s0 $0 $0 $0 s0 s0 $5,000 $5,000 $5,000 $5,000 Shipping Logistics s0 $1,000 $1,000 $1,000 $1,000 $1,000 $0 $0' $5,000 $3,000 $3,000 $3,000 Subtotal $4,685 $15,867 $13,867 $10,887 $10,867 $10,867 $51,612 $94,477 $203,109 $210,904 $210,904 $210,904 _..Supplies Communication Equipment 3 Service $1,846 $100 $100 $100', $100 $100 $100 $100' $2,546 $1,200 $1200 $1,200 Software so $600 $0 $0 s0 $0: $0 $0 $600 $0 $0 $0 Subtotal $1,848 $700 $100. $100 $100 $100 $100 $100 $3,146 $0 $0 $0 .. 'Travel .. .. Airfare $1,750 $0... $1,750 $1,750...... $0 s0.' $0 $0.. $5,250 $3,500 $1.750 $1,750 Accommodations $1,000 $0 $1,300 $1,300 $0 $0, $0 $0 $3,800 $2,600 $1,300 $1,300 I Ground Transportation $500 $0 $500 $500 s0 s0. s0 $0 $1,500 $1,000 $500 $500 Miscellaneous Travel Expenses $1,865 $100 $2,195 $2,195 $100 $100. s0 $0 $8,555 $5,190. $3,295 $3,295 Subtotal $5,115 $100 $5,745 $5,745 $100 $100' s0 s0' $18,905 $12,290 $8,845 $6,845 Retail Point of Sale System Lease $0 $0 $0 $5 $1,077 $577 $8,297 $11,137' $19,087 $21,000 $16,500 $16,500 Cost of Goods Sol $0 $25,000 $100,000 $47,378. $0 so $0 $0 $172,378 $206,049 $318,790 $386,242 Miscellaneous Expenses $100 $340 $100 $100 $340 $340 $340 $340 $2,000 $2,000 $2,000 $2,000 Subtotal $100 $25,340 $100,100 $47,478 $1,417 $917: $6,637 $11,477': $193,465 $227,049 $335290 $402,742 -Musk 6 Demonstrations $0 $0 $0 $0 $0 $10,000 $25,000 $35,000 $70,000 $40,000 $40,000 $40,000 Marketing $0 $0 $0 $10,000 $15,000 $10,000. $10,000 $10,000 $55,000 $50,000 $50,000 $50,000 Total Expenditures 911,746 $42,007 $119,812 $74,190 927,484 931,984 $93,349 $141,054 $541,625 $540,243 $643,039 $710,491 Revenues Over Expenditures $195,879 $9,435 43,975 $45,496 End of Year Balance $195,879 $204,314 $200,339 $245,835 g #, �rr � iatel S77Z37df L._ _u.f .,,,. _3.,,:..,... .__ _.-,.�� 6/13/2017 16:43:55 1 A4 ARTICLES OF INCORPORATION OF CARMEL CHRISTKINDLMARKT.INC. The undersigned incorporator,desiring to form a nonprofit corporation(hereinafter referred to as the"Corporation"),pursuant to the provisions of the Indiana Nonprofit Corporation Act of 1991 (hereinafter referred to as the"Act"),executes the following Articles of Incorporation: ARTICLE I Name The name of the Corporation is Carmel Christkindlmarkt,Inc. (hereinafter referred to as the "Corporation"). ARTICLE II Purposes The Corporation is a public benefit corporation organized and operated exclusively for charitable and educational purposes within the meaning of Section 501(c)(3)of the Internal Revenue Code of 1986,as the same may be amended from time to time,or the corresponding provisions of any future United States revenue law. As thus limited, the purposes for which the Corporation is organized and operated are: a. To conduct educational and cultural activities in Germanic culture through lectures, story-telling,discussions,musical performances,cultural presentations,and an annual Christkindlmarkt festival, and in this manner providing instruction to the public on subjects that are useful to individuals and beneficial to the community, with the activities to be generally conducted by teachers, musicians, actors, and other knowledgeable and qualified individuals and open to the public and shall take place in the City of Carmel, Indiana;and b. To transact any and all other lawful business for which a non-profit corporation may be incorporated and operate under the Act and may be necessary,useful,suitable,or proper for the furtherance or accomplishment of the foregoing purposes of the Corporation. 1 rC:%VaoratdAaney%Ddcmvnta%Art(clea of Incorporat[onFJMAL.d=:4/15/70]7 4:IJ FR) Section 6.3. Term of Directors. Directors of the Corporation shall be appointed for terms of one year. Section 6.4. Removal of Directors. Any and all Directors of the Corporation may be summarily removed at any time,with or without cause,by the Mayor of the City of Carmel,Indiana. ARTICLE VII Incorporator The name and address of the incorporator of the Corporation is Douglas C.Haney,One Civic Square,Carmel, Indiana 46032. ARTICLE Vlll Provisions for the Regulation and Conduct of the Affairs of the Corporation Section 8.1. Powers. To carry out the purposes set forth above,the Corporation shall have the powers enumerated in the Act,as the same may be amended from time to time;provided,however, that notwithstanding any other provision of these Articles or any provision of said Act or any other law, the Corporation shall not in any manner or to any extent participate in,or intervene in(including the publishing or distribution of statements), any political campaign on behalf of any candidate for public office; nor shall a substantial part of its activities consist of carrying on propaganda or otherwise attempting to influence legislation;not shall it carry on any other activities not permitted to be carried on by a corporation exempt from federal income tax under Section 501(c)(3)of the Internal Revenue Code of 1986(or the corresponding provision of any future United States revenue law)or by a corporation,contributions to which are deductible under Section 170(c)(2)of the Internal Revenue Code of 1986(or the corresponding provision of any future United Stated revenue law). Section 8.2. Restriction Upon Inurement of Net Earnings. No part of the net earnings of the Corporation shall inure to the benefit of,or be distributed to,its directors,officers,or other private individuals, except that the Corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article II hereof. Section 8.3. Restriction Upon Acceptance of Gifts and Contributions. No gifts or other contributions to the Corporation shall be accepted by the Corporation if the use or expenditure of such gift or other contribution is subject to any condition which is inconsistent with the purposes of the Corporation as stated herein. Section 8.4. Dissolution. Upon dissolution, the net assets of the Corporation shall be transferred to such nonprofit corporation or corporations which are in existence at such time,and which are organized at such time for purposes substantially the same as those of the Corporation,and 3 IC:%Us*rs%dhan*Y%Doeuoanta%ArtIC1as or IncorporatlonFZNA6.doO:11)51)017 1:17 PMJ (ii) had no reasonable cause to believe the individual's conduct was unlawful. The terms used in this Section 8.7 shall have the same meaning as set forth in IC 23-17 et seq. Nothing contained in this Section shall limit or preclude the ability of the Corporation to otherwise indemnify or to advance expenses to any director,officer,employee or agent. The rights of indemnification, reimbursement and advance payments set forth above shall not be deemed exclusive of any other rights to which such individual may be entitled apart from the provisions of this Section,and shall inure to the benefit of the heirs and legal representatives of such individual. This Section shall be construed in a manner consistent with the proscriptions of these Articles against the Corporation's use or application of its funds for private benefits. Section 8.8. Code of By-Laws. The Board of Directors of the Corporation shall have the power to make,alter,amend or repeal a Code of By-Laws providing for the internal regulation and conduct of the affairs of the Corporation, provided the majority of the Board of Directors votes affirmatively for such action. IN WITNESS WHEREOF, the undersigned does hereby execute these Articles of Incorporation as of this TEV day of April,2017. Douglas C. Haney, Incorporator 5 (c:%Uaora%dhaney%Docua t&%ArticJea of JncoryoratlonFJUAL.do A125120J7 4:42 PM) e i AGREEMENT FOR PROFESSIONAL SERVICES 6 THIS AGREEMENT FOR PROFESSIONAL SERVICES ("Agreement") is hereby made and entered into by and between the Carmel Christkindlmarkt, Inc., an Indiana not-for-profit ( Corporation (hereinafter"Markt"),and Maria Murphy(hereinafter"Murphy"). g RECITALS WHEREAS Markt, in conjunction with the City of Carmel, Indiana, an Indiana municipal corporation (hereinafter "City"), wishes to create and operate an authentic Christkindlmarkt to provide cultural awareness,education and economic development and tourism in the City;and WHEREAS, Markt desires to engage Murphy as an independent contractor to be the Carmel G Christkindlmarkt Market Master & Chief Executive Officer (hereinafter "CEO") of the Markt for Services as described in Exhibit"A"; and E NOW, THEREFORE, in consideration of the foregoing recitals and the covenants and conditions set forth herein,Markt and Murphy mutually agree as follows: r SECTION 1 INCORPORATION OF RECITALS The foregoing Recitals are hereby incorporated into this Agreement and made a part hereof. SECTION 2 SCOPE OF SERVICES 2.1 Markt desires to engage Murphy as an independent contractor for the services set forth in attached Exhibit"A".incorporated herein by this reference(hereinafter"Services"). 2.2 Time is of the essence of this Agreement. SECTION MARKT'S RESPONSIBILITIES 3.1 Markt shall provide such financial support as is reasonably necessary for Murphy to perform the Services requested and work with the City of Carmel to provide staff support. SECTION 4 MURPHY'S RESPONSIBILITIES 4.1 Murphy shall perform the Services pursuant to the terms of this Agreement and within any applicable time and cost estimate. ,S:tErrnulChrtutm akaV.}vtel Absw DrA Commadm:312/2017 1:11 PAJ claims under workers' compensation, occupational disease and/or unemployment compensation acts,because of errors and omissions, because of bodily injury,including,but not limited to,the personal injury, sickness, disease,or death of any of Murphys employees, agents or contractors and/or because of any injury to or destruction of property, including, but not limited to, any loss of use resulting therefrom. Such insurance policies shall not be t canceled without thirty(30)days' prior written notice to Murphy. 7.4 Indemnification 3 Markt shall defend and hold harmless Murphy and her employees from and against all allegations, claims, actions, suits, demands, damages and liability, including attorney fees and costs,incurred within the scope of her employment. 7.5 Liens Markt shall not cause or permit the filing of any lien on any of Markt's property. In the event such a lien is filed and Murphy fails to remove it within ten (10) days after the date of filing, Markt shall have the right to pay or bond over such lien at Murphy's sole cost and expense. 7.6 Default In the event Murphy: (a) repudiates, breaches or defaults under any of the terms or conditions of this Agreement, including Murphy's warranties; (b) fails to perform the Services as specified; (c) fails to make progress so as to endanger timely and proper completion of the Services and does not correct such failure or breach within five (5) business days after receipt of notice from Markt specifying same; or (d) becomes insolvent, files, or has filed against it, a petition for receivership, makes a general assignment for the benefit of creditors or dissolves, each such event constituting an event of default hereunder, k Markt shall have the right to terminate all or any part of this Agreement,without liability to Murphy and to exercise any other rights or remedies available to it at law or in equity. k 7.7 Government Compliance } Murphy agrees to comply with all laws,executive orders, rules and regulations applicable to Murphy's performance of her obligations under this Agreement. i 7.8 Discrimination Prohibition Murphy represents and warrants that she and each of her employees and agents shall comply with all existing and future laws prohibiting discrimination against any employee, applicant for employment and/or other person in the subcontracting of work and/or in the performance of any Services 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. This indemnification obligation shall survive the termination of this Agreement. Js E%vnt1 nabndbn&*d.1&*A%WW Dort conwxtAw:92M171:11 ran 3 Carmel,Indiana 46032 One Civic Square Carmel, Indiana 46032 Maria Murphy: i Maria Murphy 7109 Westhaven Circle,Apt. 208 Zionsville,IN 46077 Notwithstanding the above, Markt may orally provide to Murphy any notice required or permitted by this Agreement,provided that such notice shall also then be sent as required by this paragraph within ten (10)business days from the date of such oral notice. 7.12 Effective Date The effective date ("Effective Date") of this Agreement shall be the date on which the last of the parties hereto executes same. 7.13 Governing Law: Lawsuits i This Agreement shall be governed by and construed in accordance with the laws of the State ! of Indiana,except for its conflict of laws provisions,as well as by all ordinances and codes of the City of Carmel, Indiana. The parties agree that, in the event a lawsuit is filed hereunder, they waive any right to a jury trial they may have, agree to file such lawsuit in an appropriate d court in Hamilton County, Indiana only, and agree that such court is the appropriate venue for and has jurisdiction over same. i 7.14 Waiver Any delay or inaction on the part of either party in exercising or pursuing its rights and/or remedies hereunder or under law shall not operate to waive any such rights and/or remedies nor in any way affect the rights of such party to require such performance at any time thereafter. E f 7.15 Non-Assignment i Murphy shall not assign or pledge this Agreement nor delegate its obligations hereunder E without Markt's prior written consent. 7.16 Entire Agreement 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 (5:1EadlchrisduseDmmlcH'ltfbkel t""Dull cowaadw:512wl7 1:11 r�+1 s IN WITNESS WHEREOF,the parties hereto have made and executed this Agreement as follows: Chair,C tkindlmarkl,Inc. Maria Murphy BY. BY: Printed Name bAN PkrC SSN: 3D - t?f- 7h< Date: Date: 0,5 loa �W ) 7 ICI.IljimW3'bbe\AppD&t&\Locat%tiaosoffiVwAu%kTaripotay Inkmd FilulConunt.O,11mkWGDIBU14'*Iukd Mater[kaft Cma d—OM017154 PAiJ 7 i o Marketing and Communication o Other tasks as necessary • Create and enforce Market rules and regulations. • Schedule adequate weekly volunteer staff to help operate the Market. • Serves as the key contact person for weekly programming-prepares weekly communication ' with vendors/staff/volunteers and weekly newsletter to the general public. • Coordinate a minimum of six annual events focused on German history,culture and politics. • Develop emergency plans for the Market and coordinate with local public safety agency on issues of emergency management. • Be familiar with State and local food regulations and other legal requirements. • Research information,prepare presentations,and make presentations to various educational,civic,business,government and service groups. • Monitor federal,state and local legislation dealing with markets of this type and ensure Market is in compliance. • Fulfill other duties as assigned by the Mayor. F "t DESIRED MINIMUM QUALIFICATIONS Necessary Knowledge.Skills and Abilities: (A) Skill in negotiating contracts; (B)Ability to communicate effectively,orally and in writing,with employees,volunteers,vendors, other governmental agency representatives,city officials and the general public; (C)Ability to conduct necessary research and compile comprehensive reports. SPECIAL REQUIREMENTS (A) Must possess a valid driver's license. (B) Must be fluent in German and English. (C) City of Carmel will assist foreign citizen candidates in securing any legal documents necessary to work in Carmel, Indiana. TOOLS AND EQUIPMENT USED Candidate must be able to use the following: Personal computer, including word processing,spreadsheet,presentation,publications,database. Must have social media experience. PHYSICAL DEMANDS The physical demands described here are representative of those that must be met by an employee to successfully perform the essential functions of this job.Work is performed both in office settings and outside in an outdoor venue during winter weather. Hand-eye coordination is necessary to operate computers and various pieces of office equipment. While performing the duties of this job,the employee is required to stand;walk;use hands to operate objects,tools,or controls; and reach with hands and arms.The employee is occasionally IS:FE\xwrChrnddsdkwkd%1a&ffl 1,a D"Cuu adx:snnm7 1:11 Mq 9 i EXHIBIT B yg( 8 AFFIDAVIT 6 being first duly sworn,deposes and says that he/she is ? familiar with and has pdrso6al knowledge of the facts herein and,if called as a witness in this matter,could testify as follows: I 1. I am over eighteen (18) years of age and am competent to testify to the facts contained herein. 2. I am now and at all times relevant herein have been employed by Car'ALI Olt; /i;n mar (the"Employer") in the position of / lwhee 7 ,gks�e/' 4-CE0. 3. I am familiar with the employment policies,practices,and procedures of the Employer and have the authority to act on behalf of the Employer. 4. The Employer is enrolled and participates in the federal E-Verify program and has provided documentation of such enrollment and participation to the City of Carmel, Indiana. S. The Company does not knowingly employ any unauthorized aliens. Q FURTHER AFFIANT SAYETH NOT. EXECUTED on the a n� day of Ing 20JI x Printed: '` ) y I certify under the penalties for perjury under the laws of the United States of America and the State of Indiana that the foregoing factual statements and representations are true and correct. Printed:-Kr-Aya Js:WvcMMkiNmdlmaft\W kn Atmia DmA CorArwL4000/:0171:11 MI Pauley, Christine From: Brainard,James C Sent: Tuesday,June 06, 2017 5:36 PM To: Pauley, Christine My assistant, Sharon Kibbe, indicated you believe that city employees who are asked to aid not-for-profits do so on their own time and you wondered how their time is tracked. The criminal statute on ghost employment excepts city employees who work at the direction of the city executive for not for profits organizations. The department head is responsible for tracking the time. They are not on "their own time." There would be no exception needed if they were volunteering their own time. I want to reiterate that the Chriskindlmarkt is a city sponsored cultural festival intended to promote Carmel and its economic development. A not for profit corporation has been formed to help produce this event. It is thus a partnership of the city and the not-for-profit corporation. City employees can be used without limitation to work on the event because it is a city event. Hypothetically, if it were not a city sponsored event but being put on solely by the not-for-profit corporation city employees are allowed to help on city time without running afoul of the ghost employment statute if the executive approves, all according to state law. Limitations include events that promote political candidates or religion. Examples of events that are produced by not-for-profits in partnership with the city are Carmelfest and the International Arts Festival. Sent from my Wad 1 CITY OF CARMEL, INDIANA EXECUTIVE ORDER-2067_Z WHEREAS, it is in the City's best interest to assist other governmental entitles and tax exempt organizations engaged in activities that benefit our community; and WHEREAS, the City has traditionally permitted Police Department, Fire Department, Street Department and other City employees to assist other governmental entities and tax exempt organizations, such as Carmelfest, Inc., and the Carmel Farmers Market, Inc., in providing educational, cultural and other events to, and for the enjoyment and benefit of its residents and guests; and WHEREAS, such services have long been provided as part of the city's regular governmental activities; and WHEREAS,in an abundance of caution and to prevent even the suggestion of any impropriety as regarding the performance of such services by City employees,the Executive now wishes to establish a written policy regarding the provision of same. NOW,THEREFORE, I, James Brainard, the duly elected Mayor of the City of Carmel, Indiana,pursuant to Indiana Code 35-44-2-4 (f), do hereby establish the following policy which shall, on and after January 1, 2004,be applicable to all City employees who voluntarily perform services for the benefit of another governmental entity or an organization exempt from federal income taxation under Section 501(c)'3 of the Internal Revenue Code., to wit: Any City employee may voluntarily perform no more than seventy-five (75) hours of services during his or her normal hours of employment within any calendar year for the benefit of another Governmental entity or an organization exempt from federal income taxation under Section 501 (c) 3 of the Internal Revenue Code. Such services must not promote religion, attempt to influence legislature or governmental policy, or .attempt to influence elections to public office, and may be performed only with the approval of the employee's supervisor. This Executive Order shall be in effect from and after January 1, 2004 until terminated by separate Executive Order SO ORDERED THIS DAY OF ' 2007 R J es Brainard,Mayor A est: las C. Haney, C ty Attorn i . .A i l►t AGREEMENT This Grant Agreement(herein referred to as"Agreement") entered into by and between the City of Carmel (the "City") and Carmel Christkindimarkt, Inc. (the "Grantee"), is executed pursuant to the terms and conditions set forth herein. In consideration of those mutual undertakings and covenants,the parties agree as follows: 1 1. That Grantee is an Indiana not-for-profit corporation formed at the behest of the City to work in partnership with the City to provide an authentic German/Austrian j Christkindlmarkt or Weihnachtsmarkt,including cultural education. 2. Tourism and Economic Development. The City believes the opportunity to provide a winter festival for its citizens will attract tourists from other cities and states and encourage economic development and tourism. 3. Design and Implementation of Project. The Grantee agrees to use any and all grant funds to accomplish the stated purpose in Sections 1 and 2 hereinabove. 4. Warranty of non-profit status. Grantee and City hereby mutually represent and warrant that Grantee is a not-for-profit corporation formed in Indiana and does not now and will not have shareholders and will not issue dividends. Grantee represents it is applying to the Internal Revenue Service for 501(c)3 designation which it may or may not receive. 5. Grantor's right to request audit or review. Grantee shall submit to an audit or review by an independent Certified Public Accountant of funds at the City's request, and shall make all books, accounting records and other documents available at all reasonable times during the term of this Grant Agreement, and for a period of three i 12. Grantee agrees any grants awarded in any year shall be subject to the terms of this Agreement. 13. Partnership. City agrees to work with Grantee to present the Christkindlmarkt and will provide City employees as reasonably to produce the Christkindlmarkt event. 14. Insurance. Grantee agrees to purchase liability insurance with standard terms and City agrees that its insurance provides certain coverage for events held on City property. IN WITNESS WHHEROF,the parties hereto have made and executed this Agreement as follows: i Carmel Christkindlmarkt,Inc. ("Grantee") By: Printed Name of Officer:-Dan McFeely Title:President of the Board of Directors Date: Junes 2017 I CITY OF CARMEL("Grantor" i By: kj(i James Brainard,Mayor Date: June Y,2017 i ATTEST: 1 i Date: (1? 3