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Home My WebLink About326325 06/14/18 r°��A3 �/ F. CITY OF CARMEL, INDIANA VENDOR: 371270 �\) ONE CIVIC SQUARE ARTISTS DEVELOPMENT COMPANY LLCHECK AMOUNT: $*******600.00* s` a� CARMEL, INDIANA 46032 324 W.MAIN STREET CHECK NUMBER: 326325 oM,��oN�. CARMEL IN 46032 . CHECK DATE: 06/14/18 DEPARTMENT ACCOUNT PO NUMBER INVOICE NUMBER AMOUNT DESCRIPTION 1203 4359003 101251 201807A 600.00 BOOKING ENTERTAINMENT VOUCHER NO. WARRANT NO. Prescribed by State Board of Accounts City Form No.201 (Rev.1995) Vendor# 371270 ALLOWED 20 ACCOUNTS PAYABLE VOUCHER ARTISTS DEVELOPMENT COMPANY IN SUM OF$ 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 $1,200.00 ON ACCOUNT OF APPROPRIATION FOR Purchase Order# 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 101251 201807 43-590.03 $1,200.00 1 hereby certify that the attached invoice(s),or 5/15/18 201807 $1,200.00 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 Tuesday,June 0'5,2018 Heck, Nancy Director I 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. INVOICE Invoice:ID:201.8.0 Issue.Date: May 15, 2018. Artists Development Company . 324 Due Date: June 23; 2018' .w Main St,Carmel,IN 46032 317-539-3131 Subject: Entertainment Bookings for Jazz-ori the-Morton ;nfo@artistdevelopmentcompany.coin . for: The City.of:Carmel_ ITEM DESCRIPTION'-- : Date NAME AMOUNT'-: , ' TYPE . Service. :. Contracted:. 'Saturday, Brenda Williams $600 : :: Entertainment- Juh 23r Jazz on.ahe.Monoh . .6-9. Service Contacted. Saturday . Kenny Phelps. : : $600. : Entertainment- - . .Jun 30tH Jazz on the Morton: 6-9 TOTAL DUE: 200;00 dlc }o pm PD '..I 01 aSl i. 1- 0 r is Aeve opmen 110 Y PERFORMANCE AGREEMENT This Performance Agreement (the."Agreement°),.which shall be effective as. of the date:it is last signed b a ba. :hereto (the "Effective Date"), is now'entered into.by.and between Artist Development Corporation CADC",and : ndo ill an individual:orentity authorized to do.business in the State of Indiana and with offices located 4 K r Ivd r. In,i n i 1: 4 (the address of the"Performer") .1. Performance. The:Performer shall:provide the following-live.entertainment`- - tends '.'i m (the°Performance°) on un 23, 2018 (thee"P.erformance Date");-from 00 WIVI 0 9:0 P. ;:at ► rme rt & esi n WisfriftCarmel, Indiana (the "Venue") The.Performer shall provide:all equipment necessary or desirable for-the Performance, except that ADC shall provide; Non Payment._ADC shall-pay:to the Performer the sum of 00.0 .(the"Payment").upon payment to ADC by the.City . of Carmel,-Indiana-("Cityof-: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 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 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 Performance it,:not provided bythe: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 not the. Performer shall sell:tickets. or.charge admission to the Performance. On the Performance:Date, the: Performer may, in conformance with.the laws,, rules, and. regulations of the:Venue, sell_the Performer's merchandise at the Performance location, and. the Performer shall retain all proceeds-therefrom without contribution to ADC. S. Relationship. The.Perfomier is not, 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; 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, employees, or contractors at or regarding the Performance. 6. License. The hereby-grants to ADC andthe City of Cermeta.-license (the "Licensegraph ')to photo , video•record.; or otherwise-depict, in, on, or through any medium (whether print; digital,--or other.media:format), the Pbrformer.'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 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 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.all 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.allclaims, 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.. 1o: 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-.(hereof ,are .incorporated.herein by this. reference: The: Performer agrees to indemnify and hold harmless ADC from any.loss,.damage and/or:liability fesulting from any such violation of:such laws, orders;.:rules, regulation's and codes. The P,erformerfurther 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.i- the performance of the'Performer's obligations.under this.Agreement with respect to-their.hire,-tenure,-terms,: conditions.'and:privileges of employment and any other matter re'lated'to. their."employment or ubcontracting;.because of race,.religiofi_color, sex,:handicap, national origin, ancestry,:age, disabled vetetan 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 Indiank 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'n an.appropriiate 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 herebycertifiies that.it does not engage in investment- activities within the Country, Iran: 14. EN'rift'. Pursuant to l:C:§ 22-5.1.7, et sen'•;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.accordarice with therewith. . 15. Force Majeure. If performance of.this Agreement-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 of the 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 other.similar 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 2 the circumstances to avoid or remove-such causes of non-performance and shall proceed to perforin with reasonable dispatch whenever such causes are removed or ceased.'An act or omission shall. Lie deemed within the reasonable control of a party if:committed,omitted-orcaused by such party,.or itsemployees;officers,-agents, or affiliates: 16. Miscellaneous. The indemnities set.forth.in this Agreement shall:survive the termination of this Agreement. The 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 'oc 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,samd. This Agreementmay,:only be modified by written amendment executed by both parties hereto. The parties 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 party,'which they.represent. Theparties: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 : . Brenda William -("ADC°) ("Performer") .. By:: By:: -- Blair Clark,.President: Authorized Signature Date: 2=9-18 Printed.Name Brenda.WiIli.ams Title FID/TIN: Last Four of SSN if Sole Proprietor', .3781: Date: 5/7/2018. . If.Minor: I-represent,; as parent or guardian of the Performer,.we:. shall both be bound. by the terms of this .Performance Agreement: 3 Y e e op.nm e n . rom = an Y PERFORmANCE,AGREEMENT'.: This Performance.Agreement(the"Agreement"),which shall.be effective.as:of the.date:itis last.signed by.a party-hereto ((the:"Effective Date"), is now entered.into by and between Artist Development Corporation;("ADC'),'and ,ern, Phel an individual or entity authorized: to do business in. the.: State of.' Indiana and. with offices,,' located the address of the"Performer").. WNWI' Performance.The Performer shall.provide the following live entertainment: Kenn, Phel : (the `Performance")on un. 0. 2018 (the "Performance Date"), from I U-10.0 P.IVI.%t-619-0.01 P. ;at;Carmel Arts & ID sign Distric, Carmel; Indiana (the "Venue"). The Performer shall provide all equipment necessary or desirable for the Performance except that'ADC shall provide:Non . ... 2. Payment. ADC:shall pay to the:Performer the,aum.of. .6.00,A.0:(the."Payment"), at the.close of,:the'Performance. Date (June:30, 2018);which payment shall constitute all monies due and owing toahe Performer from ADC for'or.related to the Performance:. 3. No_n-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 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 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 self tickets or charge.admission to. the Performance. On the.: Performance Date; the. Performer:may, in .conformance with the: laws, rules; and regulations of:the.Venue; :sell the Performer's 'merchandise' at'the:.Performance Iodation, and the;.Performer shall retain .all proceeds.therefrom without. contribution to ADC. 5.. Relationship. The Performer is not;.and'shall not be:considered for:any purpose.to be, the.employee of ADC or. the,Cit' of_Carmel. The'Performe.r 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:claimfor wages, benefits, or.oth.6rWise by any agent; employee,.or contractor of the Performer 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 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 Aq0 and ADC's officers, officials; employees; agents; and attorneys:from and..agairist all claims; suits, judgments; liabilities; Iosses;:bosts; and.expenses (including,without limitation, reasonable.attorneys'.fees_and:co:urt:_costs)ahat result from.the Performance or the breach of this.Agreement'by:Performer.- 8 Assignment.The Performer shall not assign this Agreement or anyof its obligations:hereunder. . 9,-. Copyright Permission. The-Performer hereby agrees to.obtain"all necessary per from B.MI, AS-CAP, SESAC, ordirectlyfrom the copyright holde (s) of ail-songs.or other works thatis'not in the public domain and that will be .partof the Performance,: and'hereby 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 -- 1 . . . (including;without limitation,reasonable attorneys' fees and court costs) that:result from the Performer's failure to obtain such permissions. W.'.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 such violation of such=laws; orders;;rules, regulations:and codes: The:Performer fOrthef agrees to comply.with:all lawful orders:of ADC with regards,to. or,related to the Performance: 1.1. Nondiscrimination.-The Performer:rep.resents',and,Warrants.that it; and all:of its officers, employees,.agents.and. contractors- shall complywith..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,.conditions'and'privileges of-employment and .'any other.matterrelated to.their employment or subcontracting, because of race,-religion,.color,-.sex, handicap, national origin,ancestry,,age,.-disabled veteran status and/or Vietnamera.veteran status. 9 .. 12..Governin Law; Lawsuits:This Ag reis.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 a*propriate:venue.for and has jurisdiction over the,same 13..Irah 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-Veri fy:Pursuant to-I.C:-§ 22-5-11, et seq., as.tfie same.rriay 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 employany unauthorized aliens Should the Performer violate.Indiana's E-Verify-law-the .City.may terminate this Agreement in accordance with therewith. 15: Forte Majeure..If"performance of'this Agreement 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. put. its obligations gives the other party prompt:written:notice of such event,,then,the obligations .of the party invoking this provision shall be suspended: to_the extent_necessary by such .event. The,term Force .Majeure shall include, without 'limitation, acts.6f.God,:fire,:explosion,vandalism,storm:or other.sirnilar 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.bf.non-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 Agreemerit. 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'.6onstrued.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 be:modified by written amendment executed .by both.parties.hereto. The parties represent:and .: warrant that they are authorized to.enter into:this Agreement:and Ghat the persons:executing this Agreement have-.the - authonty 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- ("ADC"):- ORPORATfON(°ADC): - ("Performer" By: :- . . ; . By: agope Blair Clark,.President _: Authorized-Sigmature. Date: :.5-3=18 Printed-Name. - 0/1 Gt1a-r� Title- FID/TM . -Last Four of SSN if Sole Proprietor: to$0 3 . Date: /$ If Minor:. . I represent;-as parent or guardian.of.the Performer; we h s all_both be bound by the .terms of this Performance.: Agreement.- . Signature of Rarent of Guardian Printed Name Date: : 3; .