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HomeMy WebLinkAbout323086 03/21/18 CITY OF CARMEL, INDIANA VENDOR: 371270 ONE CIVIC SQUARE ARTISTS DEVELOPMENT COMPANY LL(;HECK AMOUNT: $.....1,460.00* CARMEL, INDIANA 46032 324 W.MAIN STREET CHECK NUMBER: 323086 7, CARMEL IN 46032 CHECK DATE: 03/21/18 DEPARTMENT ACCOUNT PO NUMBER INVOICE NUMBER • AMOUNT DESCRIPTION 1203 4359300 101250 201804 1,000.00 BOOKING ENTERTAINMENT 854 4359025 101472 201804 450.00 ENTERTAINMENT BOOKING VOUCHER NO. WARRANT NO. Prescribed by state Board of Accounts City Form No.201(Rev:1995) ALLOWED 20 ACCOUNTS PAYABLE VOUCHER Vendor# 371270 IN SUM OF$ CITY OF. CARMEL ARTISTS DEVELOPMENT COMPANY 324 W. MAIN STREET An invoice or bill to be properly itemized must show:kind of service,where performed,dates'service' rendered,by whom,rates per day,number of hours,rate per hour,number of units,price per unit,etc. .CARMEL, IN 46032 Payee $1,000.00 Purchase Order# ON ACCOUNT OF APPROPRIATION FOR Community Relations Terms Date Due PO# ACCT# DATE INVOICE# DESCRIPTION DEPT.# INVOICE# Fund# AMOUNT Board Members DEPT# FUND# (or note attached invoice(s)or bill(s)) AMOUNT 101250 201804 43-593.00 $1,000.00 I hereby certify that the attached invoice(s),or 3/13/18 201804 $1,000.00 1203 101 1203 101 bill(s)is(are)true and correct and that the materials or services itemized thereon for which charge is made were ordered and received except Thursday, March 15,2018 Heck, Nancy Director hereby.certify that the attached invoice(s),or bill(s),is(are)true and correct and I have audited same in accordance with IC 5-11-10-1.6 20 Cost distribution ledger classification if claim paid motor vehicle highway fund. Clerk-Treasurer INVOICE Invoice-ID:201804 Issue. Date: March. 13-20% e Artists Dev-6iii nt Company . - W Main St,.Carmel,IN 46032 Due Date.: Apri114; 2018 3z4 317-M-"3131 : for April Entertainment Bookings info@artistdevelopmentcompany.com For: The City of.Carmel ITEM DESCRIPTION Date NAME AMOUNT TYPE -Service. Entertainment 'April, 14, Artist'Development $1,000.00 B ookings_April, Company 2018 2018 Subtotal' $1.000.00. : : . ... Service Contracted Saturday, Diana Davis $2 0 Entertainment- . .AP ril 14. . Gallery Walk F2018 Service Contracted Saturday, - Circle City steel. $100 Entertainment- April 14 Steel drum Galle Walk. Case Harshbar er $150 Service :. .Contracted Saturday, Y 9 Entertainment April 14 Gallery Walk:. . . Subtotal: $45000 TOTAL D. . $1,450.00 . 'V_ .. \�1 1 1 VOUCHER NO. WARRANT NO. Prescribed by state Board of Accounts City Form No.201(Rev.1995) Vendor# 371270 ALLOWED 20 ACCOUNTS PAYABLE VOUCHER ARTISTS.DEVELOPMENT COMPANY LLC IN SUM OF$ CITY OF CARMEL 324 W. MAIN STREET An invoice or bill to be properly itemized must show:kind of service,where performed,dates service rendered,by whom,rates per day,number of hours,rate per hour,number of units,price per unit,etc. CARMEL, IN 46032 Payee $450.00 Purchase Order# ON ACCOUNT OF APPROPRIATION FOR Community Relations Terms Date Due PO# ACCT# DATE INVOICE# DESCRIPTION DEPT# INVOICE# Fund# AMOUNT Board Members DEPT# FUND# (or note attached invoice(s)or bill(s)) AMOUNT 101472 201804 43-590.25 $451).00 1 hereby certify that the attached invoice(s),or 3/13/18 201804 $450.00 1203 854 1203 854 bill(s)is(are)true and correct and that the materials or services itemized thereon for which charge is made were ordered and received except Thursday, March 15,2018 Heck, Nancy Director hereby certify that the attached invoice(s),or bill(s),is(are)true and correct and I have audited same in accordance with IC 5-11-10-1.6 20 Cost distribution ledger classification if claim paid motor vehicle highway fund. Clerk-Treasurer INVOICE Invoice:ID:2018.04: Issue:.Date; March13, 2018 Artists Development Company.. Due Date: ApriI1:4; 324.201-8 W Main i 5539 3131IN 46032. 7 Subject: Entertainment Bookin s for-April: ril g p info@artistdeiielopmentcompany.com For: The-City.of:Carmel . -ITEM DESCRIPTION -Date NAME'- AMOUNT TYPE Service. :. Entertainment. April, 14; Artist Development $1,000:00 Bookings April, 2018Company... 2018. . . Subtotal - $.1000.00 . Service Contracted Saturday,: Diana Davis $200 Entertainment April:14. Gallery Walk 201$ Service Contracted . -Saturday Circle City steel $100 Entertainment- April 14 Steel.drudi. Calle. Walk Service Contracted: Saturday,. Case y Harshbarger:. $150 Entertainment April 14 Gallery Walk . o Subtotal . , $450.0 : TOTAL . UE. $1,450.00.. K , ► un �0 1oi 1 ■ or is development company PERFORMANCE AGREEMENT Second Saturday:Gallery Walk':. . .: This Perforinance:Ageeement(the:°Agreement°),which shall be:effective as.of the date it-is.last signed.bya.party hereto. (the"Effective:Date");is now entered into by and between Artist Development Corporation.(°ADC°);and anindividual or entity authorized to do business in the:State:of Indiana and with offices located atre�etl<ffflian'a o sINT'62+1T9� ,(address of.the"Performer°): 1.. Performance..The:Performer shall provide the.following live.entertainment; Fi.c l �'t t on WTH11144PHIM.4 an uaust 11 20,18 (the"Performance Date"),. P. . 0 9 P.M. at, I _rt & i,n R i t 1 1 (the:: "Venue"):The Performer shall provideall:equipment necessary or desirable.for the.Performance;except that ADC shall provide: Non :2. Payment.ADC shall pay to the Performer the total sum of ,10 upon payment to ADC by:the.City of Carmel; Indiana ("City of Carmel°); typidally.within f6rty=five:(45)_:days:of the.Performance. Date,:which payment:shall:constitute all moniesdue and owing.to.the Perforrrier.from ADC for or related to the Perfomiance. .3.. Non-Performance.:lf the Performance.is cancelled.by:ADC, at least thirty(30).days prior to the Performance.Date,.: ADC owes: no amount .to: Perforrher.. If the Performance:is :cancelled less. ,than thirty (3%.days..before the Performance. Date, -then ADC-shall pay to .the.Performer,the full arriounf of the. Payment sum as specified-in Paragraph. 2- hereinabove: If.the: :Perfortnance,:is::not .provided by.the Performer as specified: in Paragraph: 1 . hereinabove;the Performer.shall pay td ADC one-half of.the:Payment sum as specified-in Paragraph 2-hereinabove. .4._ Sales.:.Neither_ADC:not the Performer shall sell tickets or charge admission to the:Performance..On:the Performance: Date, the Performer.may; ,irr conformance.with the laws, rules,. and regulations :of the.Venue; sell the.Performer's - merchandise at the Performance.location, and the-Performer shallretain all:proceeds.therefrorri without contribution toADC. 5. Relationship. The Performer is not, and shall not.be considered.for any:purpose.to be, the employee of ADC or the City of..Carrhel. The:Performer hereby agrees to.indemnify and hold:harmless ADC and:the City.of Carmel,and ADC:. : and the City:of Carmel's officers, officials; employees, agents;:and attorneys,,from, and against all. claims; suits, judgments; liabilities, losses, costs, and expenses.(including;without limitation, reasonable attorneys'fees and.court costs):.that .result'from any.claim for wages, benefits or,otherwise by any agent,:=employee,-or contractor of the: Performer or:from any.actions of the Performer and/or the.Performer's agents; eenployees,-or.contractors:at or regarding the Performance: 6: ,License. The:Performer hereby grants.to ADC and the.City.of_Carmel a license(the"License")to photograph;-video record, or otherwise,.depict, in, on, ,oe through any,:medium (whether:print, digital, or other media:format),jhe Performer and the-Performance, for use by ADC.-and the City of Carmel in advertising or marketing ADC,the Venue;- the City of,Carmel, the Carmel Arts and Design District,and/or ADC-sponsored or ADC- related events:The,License shall suivive the termination.of this Agreement. 7. Indemnity: The Performer hereby agrees to indemnify 'and hold harmless ADC and ADC's officers, officials, employees, agents, and attorneys from and against all claims, suits, judgments,. liabilities, losses;.costs, and expenses (including; without limitation, reasonable attorneys' fees and court costs)that result from the Performance orthe breach:of this Agreement by Performer. 8. Assignment.The Performer shall not assign this Agreement or any of its obligations hereunder: 9. Copyright Permission. The Performer hereby agrees to obtain. all.:necessary permissions from .BMI, .ASCAP, SESAC, or directly from the copyright holder(s).of all songs or other works that-is not in thepublicdomain.and that . - .will-be:part.of the Performance; and hereby agrees to indemnify and: hold harmless ADC, and ADC's:officers, officials, employees, .agents, and attorneys; from and against all claims, suits, judgments; liabilities,.losses;costs, and expenses (including,.without limitation, reasonable.attorneys'- fees and court costs) that-result from .the Performer's failure-to obtain such permissions: 10. Compliance with, Law; .Lawful :Orders. The.Performer agrees. to. comply. with: all federal, state and.local laws, executive orders, rules, regulations and codes applicable to the.Performer's performance of its obligations under.this Agreement, and all relevant provisions.thereof are incorporated herein.by this reference. The:Performer agrees to indemnify and hold harmless ADC from:any loss, damage and/or liability resulting from any suchviolation of such laws, orders, rules, regulations-and codes.The Performer further.agrees to.comply,with all lawful orders of ADC with regards to or.related-to=the Performance: 11.'Nondiscrimination. The Performer represents and warrants that it and all of its.officers;.employees, agents and contractors shall comply with'all laws of the United States, the State of Indiana and Carmel, Indiana prohibiting discrimination against any. employee; applicant for.employment, or other person. in the performance. . of the Performer's obligations under this.Agreement with respect-to their hire, tenure, terms, con ditions.and.privileges'of employment:and,any.other.'matter related'to their-employment-or-subcontracting, because of race; religion; color, sex, handicap, national origin, ancestry, age; disabled veteran status and%or:Vietnam era.veteranstatus. 12. Governing.Law;.Lawsuits. This.Agreement is to be construed in accordance with and governed.by the laws of the State of Indiana, except for its, conflict of.laws.provisions. The parties agree that, in.the.event a lawsuit.is filed hereunder; .they waive their right to a.jury,trial, agree.to file any 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 the same. 13. Iran Certification: Pursuant to I.C. § 5-22-16.5, the Performer hereby certifies that it does notengage:in investment activities within the Country.of Iran. 14. E-Verify. Pursuant to. I.C.. § 22-5-1;7, et sea., as:the same' may: be amended from time to. time, and'asis incorporated:herein by this reference; the Performer hereby certifies that,',to the extent the Performer has any employees,the Performer has enrolled-and is participating'in the E-verify program and':does not knowingly employ any unauthorized aliens. Should.the Performer violate Indiana's E=.Verify law, the.City may terminate this Agreement in accordance with therewith: 15. Force Majeure: If:-performance of:this.Agreemenf or any obligation under this Agreement is.prevented,.restricted; or interfered with by causes beyond`either party's reasonable control("Force Majeure" ), and if the party unable to carry out its-obligations gives the other:party prompt written-notice of such event,:then the obligations ofthe party.invoking this provision shall be suspended to.the extent necessary-by-such event.:The .term.Force Majeure shall include, Without limitation;.acts.of God, fire;explosion, vandalism, storm or.othersimilar occurrences, orders or,acts of military or civil authority,. or by-national emergencies, insurrections; riots, or Wars. The excused party shall use-reasonable efforts under the circumstances to avoid or remove such causes of n.on-performance and shall proceed to.perform with reasonable dispatch whenever such causes are removed or ceased.An'act or omission shall.be deemed within the reasonable control of a party if committed, omitted, or caused by such party, or its employees, officers, agents, or affiliates. 16. Miscellaneous. The indemnities set-forth.in this Agreement shall survive:the termination of this Agreement. The 2 inValidity-or unenforceability. of .any term .or condition of this Agreement.shall not .affect.the .other terms and conditions; and this Agreement shall-be construed in all respects as if such invalid oe unenforceable termor condition had not been contained-herein:This Agreement constitutes the entire agreement between the Performer and ADC with respect to the.:subject matter hereof,.and supersedes all prior,oral or written representations and agreements regarding same. This Agreement:may only be modified.by amendment executed by both parties.hereto.The part!as:represent,and warrant that.they.are:authorized to enter into this-Agreement-and that-the.persons executing this Agreement have the authority to bind the parry,which they represent.The parties warrant that they have read this: Agreement.-and understand it, have .had the, opportunity'to obtain legal.-advice and the assistance of counsel throughout the negotiation of this Agreement,,and enter into the same-freely, voluntarily,:and without any duress, undue influence or coercion. IN WITNESS:WHEREOF,the parties hereto have:made and executed this Agreement as follows: ARTIST DEVELOPMENT CORPORATION - : . Circle tity.Steel-- Moore ("Performer):. By: By: Blair Clark;President Authorized Signa e Dater. 2-6=2018 Aw Printed Name Title FID/TIN: Last Four of SSN if"Sole Proprietor. y Date: If Minor: represent,as parent or'guardian'of the Perfbrmer,.we, shall both be bound:by the terms of this:Performarice Agreement.: Signature of Parent of Guardian Printed Name Date: 3 artist . . ... . : . . .. develo. . . .. . . . . . ilment: .. company PERFORMANCE AGREEMENT. Second Saturday:Gallery.WWk This Performance Agreement(the"Agreement°),which shall be:effectiVe as.of date it-is-.last sighed.by a.party hereto. (the"Effective:Date');isnow entered into by and between Artist Development'Cor oration."ADC° ;and an individual or . . entity-authorized to do business in the State:of Indiana and with offices located at 3i7,0 ilford Ave. Indiana olis I, 6--2 .(address of the:"Performer"):. :1._ Performance..The:Performer shall provide_the.following IiVe entertainment:ffisi m D v.' .on M a rch 10 A ril 12 June 9 and he"Performance Date°), F.M.#0 9 F.M. at; •ar elf D i n Di t.i t .- l Indi m '(the:."Venue°).:The P..erfortner shall provide.all equipment necessary or desirable for the Perforinance,'except . that ADC shall.provide: Non -2. Payment.ADC shall pay:to-.the Performer the total turn:of 20 per peiforrhance.upon payment to ADC by the City. Pfw Carmel,Indiana:("City-of Carmel°),:.typically within forty-five--(45):days of.the.Performance Date;which payment. shall constitute all monies due.and owing to the Performer from ADC foe.or related to the.Performance. 3.-'-Non-Performance::If the Performance.is cancelled byADC at least thirty (30).days prior to,the Performance Date,:: _ADC owes: no amount to. Performer.. If the Performance :is :cancelled.:less than thirty (30):.days.before the Performance.. Date, then ADC shall pay to the .Performer.the full amount of the Payment sum as specified in. Paragraph 2 hereinabove:.If.the e:Performance:is: not .provided by the Performer as specified in Paragraph: 1: .. hereinabove;the Performer:shall pay to ADC one=half of the'Payment sum as specified in Paragraph 2.hereinabove. .4. Sales..Neither.ADC=nor the Performer shall selftickets or charge admission.to.the.Performance..On'the Performance.: Date, the Performer ' may -inconformancd.with the laws, rules,. and.regulations :of the.Venue, sell the Performer's rnercharidise at the Performance location, and the Performer shallretain all proceeds therefrom without contribution . . toADC. S. Relationship. The Performer.isnot, and:shall not.be_considered for'any:purpose.to be,the employee of-ADC or the. City:of Carmel The Performer-hereby agrees to indemnify and hold:harmless ADC and.the City.of Carmel, and ADC: and the City of Carmel's officers, officials, employees, agents; :and.attorneys, frorn. and against all. claims; suits, judgments, liabilities,losses, costs, and expenses(including,without limitation, reasonable attorneys'fees and court . costs):that .result from- any--claim:for Wages, benefits;.or otherwise by.any agent,::employee, or-contractor of the:. P.erformer_Or:from any actions of the Performer and/or the:Performer's agents, employees, or contractors at or regarding the Performance: & License. The:Performer hereby grants to ADC and the City.of Carmel a-license(the"License"):to photograph;video record, or otherwise,:depict, in, .on, oe:through any.medium (whether:print, digiital,.:or'other media format), the Performer.and.the Performance, forr use.by ADC,and the City of Carmel in advertising or marketing ADC,the Venue, the City.of.Carmel, the Carmel Arts and Design District,and/or ADC=sponsored or ADC-related events.The License shall survive the termination of this Agreement. 7.: .Indemnity: The Performer hereby agrees to indemnify .and hold harmless ADC and ADC's_officersofficials; , employees, agents; and attorneys from and against all claims, suits, judgments,. liabilities, .losses; -costs,- and expenses (including, without'limitation, reasonable attorneys' fees and-court costs),that result from the Performance or the breach of this Agreement by Performer. 8. .Assignment.The Performer shall not assign this Agreement or any of its obligations hereunder: 9. Copyright Permission: The Performer hereby agrees to obtain aIC necessary permissions from .BMI; .ASCAP, SESAC; or-directly from the copyright'holder(s) of all.songs or other works.that.is not in the public domain.and that will-be part of the Performance; and hereby agrees to- indemnify and hold harmless ADC, and ADC's:officers, officials, employees, agents; and attorneys; from and against all claims,.suits, judgments;-liabilities,. osses;costs, and .expenses .'(including;.without limitation,:-reasonable_ attorneys'. fees and courtcosts) that, result from .the Performees.failure to obtain such permissions. 10. Compliance with. Law; :Lawful :Orders. The.Performer agrees:to, comply-with. all federal, state and:local laws, - executive orders,rules, regulations and codes applicable to the.Performer's performance of its obligations under-this Agreement, and all relevant provisions.thereof are incorporated lierein.by this reference:.The:Performer agrees . . indemnify'and-hold harmless ADC from:any loss, damage and/o.r.liability resulting from any such violation of such laws,:order6,-rules, regulations and codes.The Performer further agrees to.comply,with all lawful orders of ADC with- regards to&:related tothe Performance: 11. Nondiscrimination. The Performer represents-and warrants that,it and alt of its..offcers,,employees, agents and contractors.shall.comply with all laws'of the United.States; the.State of Indiana and Carmel,:Indiana prohibiting" discrimination against any. employee; applicant for "employment, or other persona in the' performance. of the Performer's obligations under this Agreement with respect to their hire, tenure; terms,conditions.and.privileges of employment and.any othermatter related to their employment:or subcontracting; because of race, religion;._color, sex, handicap, national origin, ancestry, age, disabled veteran status and/or Vietnam era.veteran status. 12. Governing.Law;.Lawsuits:This.Agreement is to be construed in accordance with and governed.by the laws-of the State .of Indiana; except for its..conflict of.laws.provisions. The. parties agree that, in.the.event a lawsuit.is filed hereunder;..they .waive their-rightto' a.jury.trial, agree.t0 file any such lawsuit in.an:appropriate court in,Hamilton County, Indiana only, and agree that such court is.the approphate'.venue for and has jurisdiction over the same; - 13. Iran Certification. Pursuant to I.C. §-5-22=16.5; the Performer hereby certifies that it does not engage.in investment activities within the Country.of Iran. 14. E-Verify. Pursuant to. LC..'§ 22-5-1:.7, et.-sea., as:the same .may: be .amended from time to. time, and as.is incorporated.herein by this'reference; the.Performer'hereby certifies that, to the extent .the Performer has any .,employees,.the Performer has enrolled and.is participating: in the m E-verify program and.does not,knowingly.emp.loy any unauthorized aliens. Should.the Performer violate Indiana's E=Verify law;the.City may terminate this Agreement in accordance with therewith.. 15. Force-Majeure. If:performance'of.this.Agreemenf.or any obligation under this Agreement is.prevented, restricted, or interfered with by causes beyond either party's reasonable control(``Force Majeure"), and if the party unable to carry out its obligations gives the.other party prompt written:notice of such event,,thenthe obligations of the party invoking this provision shall be-suspended to.the extent.necessary,by such event..The .term Force Majeure;shall.include, With out limitation,.acts of God,fire;explosion,mandalism, storm or.othersimilar occurrences, orders or acts of.military or civil-.authority,_'or by-national emergencies,insurrections, riots,'or wars. The excused party shall use,reasonable -effortsunder the circumstances to avoid or remove such causes of non-performance:and-shall proceed to.perform with reasonableAispatch whenever such causes"are removed or ceased.An actor omission shall be deemed-within' the reasonable control of a patty if committed,"omitted, or caused.by such party, or its-employees; officers, agents;.or affiliates: 16. Miscellaneous. The indemnities set forth in this Agreement shall survive the termination:of this Agreement. The 2 invalidity or unenforceability of any term. or condition of _this. Agreement- shall not affect. the other terms and conditions, and this Agreement shall be construed in all respects as if such invalid or unenforceable terrri or condition had not been contained herein. This Agreement constitutes the entire agreement between the Performer.and ADC . With respect to,the subject matter.hereof, and.supersedes all prior oral:or written.rep resentations:and agreements, regarding same.:This Agreement may only be modified by written amendment executed by both parties hereto:The parties represent and warrant that theyare authorized to enter into this Agreement and that the.persons executing this Agreementhave the authority to.bind the party:which theyrepresent.The parties warrant that they have read this. Agreement and understand it, :have had the opportunity to obtain legal advice and the assistance of counsel throughout:the. negotiation of this Agreement, and enter into the same freely,.Voluntarily,:and.without any duress, undue influence or coercion. IN WITNESS WHEREOF,the,parties hereto have made and executed this Agreement as follows: ARTIST DEVELOPMENT CORPORATION. Dianna Davis ("ADC") ('Performer"). By: By: . .Blair Clark,. resident Authorized:Signature. Date: 2-14-201.8 Dianna Davis: Printed Name Musician. Title FID/TIN: S Proprietor: Last Four of S N-if Sole: ropr' tor: 4470 . Dat e: ..2/15/18 . If Minor: I_represent,:as parent or:guardian.of the Performer,we shall'both be bound by the terms:of this Performance Agreement: Signature of Parent of Guardian Printed Name Date: 3 - adist develop -men. , company PERFORMANCE AGREEMENT. Second Saturday:Gallery.Walk This Performance Agreement(the:"Agreement"),which shall be:effective as.of-the date it is.lastsigned.by pi party hereto- (the"Effective Date°);is now entered.into.by and between Artist Development Co oration. °ADC" ;arid an.individual or entity authorized.to do business in the State:of Indiana and with officesaocated at 55 Gun owder r. Indiana olis I. . .(address of.the"Performer"): 4.- Performance.The:Performer shall provide the following live entertainment:;Casey Harshbacae on _ ril 1.4 Ma 1 un 01 he"Performance Date");. P.M_t P.M. at, F m I _rt D si n i tri t ,- I Ind1 n .(the: "Venue").The Performer:shall provide.all:equipment necessary ordesirable for.the.Perforrhance,6(cept that ADC shall provide: No 2. _Payment.ADC shall pay:to the Performer the total sum of1150 each erfa rman upon payment to ADC by the City ofCarmel, Indiana:'("City of.Carmel"),:typically within forty-five(45):days'of.the Performance Date;:which-payment: shall constitute all monies due:and owing to the Performer fromADC for or related to the,Performance: 3.. Non-Performance: If the Performance.is cancelled.by ADC.at least thirty(30) days prior to the Performance Date;:: ADC owes: no amount to. Performer. If the P.erforrriance'.is .cancelled.:less :than thirty (30)- days..before the Performance.. Date, then ADC shall pay,to .the Performer.-the-full -amount of the.Payment sum as specified .in. Paragraph_ 2. hereinabove: If.the'Performance.-is.'not .provided -by.the Performer.as specified'in Paragraph: 1:. hereinabove;the:Peiformer:shall pay tb.ADC one=half of the Payment sum as specified in Paragraph 2 hereinabove.. 4.. Sales..Neither.ADC'noe the Performer shall sell tickets or charge admission-to.the:Performance..On:tfhe Performance: Date, the Performer may; in'conformance.with.the laws, rules, and regulations :of the-Venue; sell the-Performers merchandise at the.Performance.location, and the Performer shall.retain all proceeds therefrom without contribution toADC. . 5. Relationship. The Performer is not, and ahall not.be considered.for any.purpose.to be,the employee ofADC or the. City of.Carmel.-The:Performer hereby'agrees to indemnify and hold:harmless ADC and:.the City.of Carmel, and ADC:: and the City :of Carmel's officers,. officials, employees, agents, :and attorneys,.from. and against all claims; suits, judgments; liabilities;-losses,costs, and expenses (including;without limitation, 'reasonable attorneys'fees andcourt costs):that .result from any.'.claim for wages, benefits;,or otherwise by any,agent,:*nployee, or contractor.of the: P.erforrrier.or:from any actions of the Performer and/or the Performer's agents, employees,:or contractors at or regarding the Performance: 6:_ License. The:Performer hereby grants to ADC and the City.of Carmel a•license(the°License"):to photograph;video record, -or otherwise.depict; in, -on;.or through any medium (whether print, digital,-or other media.format),-the Performer,and the Performance,.for use by ADC and the City of-Carmel in advertising or marketing ADC,the Venue, the Cityof.Carmel, the.Carmel Arts and Design District,and/or ADC-sponsored or ADC-related events.The License shall-survive-the termination of this Agreement. 7. Indemnity. The Performer hereby agrees:to indemnify .and hold harmless ADC and ADC's officers,.officials, employees, agents, and attorneys from" and against all claims; suits, judgments, liabilities, .losses;.costs, and expenses (including; .without'limitation, reasonable attorneys'fees and court costs),that result from the Performance orthe breach.of this Agreement by Performer. - 8. Assignment.The Performershall not assign this Agreement.or any of its obligations hereunder: 9. Copyright Permission: The Performer hereby agrees to obtain all- necessary, permissions from .13MI;.ASCAP, SESAC; or directly from the copyright holder(s) of.all.songs or other,works.that.is not in the public domain.and that .will be part:of the Performance;-and hereby agrees_ to indemnify and hold harmless ADC, and ADC's.officers, officials, employees, .agents;-and attorneys; from'and against all claims, suits, judgments,-liabilities,.losses,costs, and expenses .(including;.without limitation, reasonable.attorneys'. fees and court costs):that, result- from .the Performer's failure to obtain such permissions. 10. Compliance With.'Law; .Lawful Orders: The.Performer agrees: to. comply with: all federal; state and:local laws, executive.orders, rules,regulations and codes applicable to the Performer's_performance of its obligations under.this. Agreement, and all relevant provisions.thereof are-incorporated herein-by this re ference..The:Performer agrees to . indemnify and hold harmless ADC from:any loss,-damage and/or liability resulting from any such_violation of such laws, orders, rules, regulationsand codes:The Performer,further.agrees to complywith all lawful orders of ADC with regards to or.related to the Performance: 11. Nondiscrimination. The Performer represents and warrants that it and all of-its.officers;-employees,-agents and contractors."shall.comply with all laws of the United States, the.State of Indiana and Carmel,:Indiana prohibiting discrimination" against any'..employee, applicant for.employment, or.-other" person in- the performance.-of the Performer's:obligations under this.Agreement with respect."to their hire,'te.riure, terms, conditions.and.privileges of employment.and.a' y.other:matter"related to their employment:or subcontracting, because'of race, religion; color, sex, handicap; national origin,-ancestry, age, disabled veteran status and/or-Vietnam era.veteranstatus. . 12. Governing.Law;.Lawsuits:This.Agreement.is to be construed in accordance with and governed.by the laws of the State .of Indiana,:except for its. conflict of laws provisions. The, parties agree that, "in.the event a lawsuit.is'filed hereunder;,they waive their right to a.jury trial, agree to file any:such lawsuit in'.an appropriate"court in Hamilton Count , Indiana onl , and agree ree that such court is.theappropriate venue for and has jurisdiction over the same. y' Y 9. . . : . j. � " ILI Iran Certification. Pursuant to I.C. §-5-22=T6.5; the Performer hereby certifies that it does not engage:in investment activities within the"Country of Iran. 14. E-Verify: Pursuant to. 1'.C..':§ 22-5-1.7, et-sea.,'',as the same .'may: be amended. from time to. time,'and as,is incorporated,herein-by this reference; the:Performer.hereby certifies that; -to the extent .the Performer has any employees,.the'Performer has enrolled and.is participating in the E-verify program and does not.knowingly.employ any unauthorized aliens. Should the Performer violate Indiana's E=Verify law;the.City may terminate this Agreement in accordance with therewith:. .15. Force.Majeure: If,performance of.this.Adreement-or any obligation under this Agreement is.prevented;.restricted,or interfered with by causes beyond either party's reasonable control ('`Force Majeure"), and if the party u ible to carry out its obligations gives the.Other party,prompt written notice of such event,:thenthe obligations of-the party invoking this provision shall_be, suspended to:the extent necessary"by such event.,The term: Force Majelure:shall include, - . without limitation,.acts.of God, fre;explosion;, van dalism;"storm or other similar occurrences, orders or acts of military of civil.authority,."or by national emergencies,insurrections;.riots, or wars. The excused party shall use"reasonable efforts under the circumstances to avoid or remove such causes of n;On-performance,and shall proceed to,perform with reasonable dispatch whenever such causes are removed orceased.An act or omission shall.be deemed,within' the reasonable control of a"party if committed, omitted, or caused by such party, or its employees,officers, agents, or affiliates. 16. Miscellaneous. The indemnities set forth in this Agreement shall survive the termination"of this Agreement. The 2 invalidity or unenforceability,of any term or condition_ of this Agreement shall not affect, the other terms and conditions, and this Agreement shall be construed in all respects as if such invalid or unenforceable term or condition_ had not been contained herein. This Agreement constitutes the entire agreement:between the Performer,and ADC With respect to,the subject matter, hereof,and.supersedes all prior,oral or written representations;and agreements :. regarding same.. This.Agreement may,only tie modified by written amentlment executed by both;parties hereto:The parties represent and warrant that they are authorized t0:enter into this'Agreeinent and that the,persons executing this Agreement have the,authority to bind the party:which,they,represent:The parties warrant that they have read this- Agreement-and understand it, have had the opportunity to obtain legal advice and the assistance of counsel throughout the negotiation.of this Agreement, and enter into,the same freely,.Voluntarily,:and.without any duress', Undue influence or coercion. IN WITNESS WHEREOF,.the.parties-hereto have made and executed this Agreement as follows: ARTIST DEVELOPMENT CORPORATION Casey Harshbarger. ("ADC") (°Performer"). By.. 13y: oZ CaseyHarshbarger Blair.Clark,:President Authorized_Signature Date:: 2-9-201.8. :Casey Harshbarger Printed Name musician Ti FID/TIN: Last Four of SSN if Sole:Proprietor. 1:97 ate: .. 3-3-.18 If Minor: represent,.as parent or:guardian of the Performer;we shall.both be bound by the.'terms of this Performance Agreement: = Signature of Parent of:Guardian Printed Name Date:- . _ 3