HomeMy WebLinkAboutPaperless Packet for BPW 03.16.22Board of Public Works and Safety Meeting
Agenda
Wednesday, March 16th, 2022 – 10:00 a.m.
Council Chambers City Hall, One Civic Square
MEETING CALLED TO ORDER
1. MINUTES
a. Minutes from the March 2nd, 2022, Regular Meeting
2. BID/QUOTE OPENINGS AND AWARDS
a. Bid Opening for Project 18-ENG-05 Richland & Main and Lexington & Main
Intersection Improvements; Jeremy Kashman, Director of the Department of Engineering
3. PERFORMANCE BOND RELEASE / REDUCTION APPROVAL REQUESTS
a. Resolution BPW 03-16-22-02; Napleton Kia; Right of Way; EFN North Indy Properties
4. CONTRACTS (ITEMS A-J)
a. Request for Purchase of Goods and Services; Angel Oak Tree Care - Angel’s Touch
Lawn Care Inc.; ($75,000.00); Tree Removal and Other Landscape Services; Additional
Services Amendment; Mike Hollibaugh, Director of the Department of Community
Services
b. Request for Purchase of Goods and Services; Grand Industrial, LLC; ($238,930.40);
Path Preservation; Lee Higginbotham, Street Commissioner
c. Request for Purchase of Goods and Services; Hanson Professional Services, Inc.;
($4,850.00); 20-ENG-02 – 106th & College RAB – Negotiations (Parcel 1 & 6); 2020 Road
Bond; Additional Services Amendment; Jeremy Kashman, City Engineer
d. Resolution BPW 03-16-22-01; A Resolution of the City of Carmel Board of Public
Works and Safety Acknowledging Agreement Between City and Vendor; Rieth-Riley
Construction Co., Inc.; ($3,465,950.00); 20-ENG-03 - 3rd Avenue SW Reconstruction
from Autumn Drive to 2nd Street SW – Des. 2101354; 2020 Road Bond; Jeremy Kashman,
Director of the Department of Engineering
e. Resolution BPW 03-16-22-04; A Resolution of the City of Carmel Board of Public
Works and Safety Acknowledging Agreement Between City and Vendor; Fifth Third
Bank; Master Lease Agreement; Ann Bingman, Director of the Department of the
Controller
f. Request for Purchase of Goods and Services; Shamrock Mechanical, Inc.; ($6,180.00);
Carmel Data Center – Plumbing; 2021 Data Center Bond; Additional Services
Amendment; James Crider, Director of Administration
g. Request for Purchase of Goods and Services; SJCA, Inc.; ($56,200.00); 20-ENG-12
Multi-Use Paths Along South Side of Main Street – 2020 Road Bond; Additional
Services Amendment; Jeremy Kashman, Director of the Department of Engineering
h. Request for Purchase of Goods and Services; TMT, Inc.; ($100,000.00); Trees;
Additional Services Amendment; Mike Hollibaugh, Director of the Department of
Community Services
i. Request for Purchase of Goods and Services; Volkert, Inc.; ($2,075.00); 20-ENG-01
Parcel 2 – Smoky Row – Buyer’s Agent – 2020 Road Bond; Additional Services
Amendment; Jeremy Kashman, Director of the Department of Engineering
j. Request for Purchase of Goods and Services; Volkert, Inc.; ($8,075.00); 20-ENG-02
Right of Way Services – Parcel 1 & 6 and 2 & 11 – 106th & College RAB –2020 Road
Bond; Additional Services Amendment; Jeremy Kashman, Director of the Department of
Engineering
5. REQUEST TO USE CITY STREETS/PROPERTY (ITEMS A-Q)
a. Request to Use Midtown Plaza; Community Bicycle Events “Slow Roll Dinner Cruise”;
June 14th, 2022; 5:00 PM – 7:00 PM; Matt Tanner, Rollfast
b. Request to Use Midtown Plaza; Community Bicycle Events “Slow Roll Dinner Cruise”;
July 12th, 2022; 5:00 PM – 7:00 PM; Matt Tanner, Rollfast
c. Request to Use Midtown Plaza; Community Bicycle Events “Slow Roll Dinner Cruise”;
August 9th, 2022; 5:00 PM – 7:00 PM; Matt Tanner, Rollfast
d. Request to Use Carmel Elementary School Parking Lot; Community Bicycle Events
“Family Fun Ride”; May 14th, 2022; 7:00 AM – 1:00 PM; Matt Tanner, Rollfast
e. Request to Use Carmel Elementary School Parking Lot; Community Bicycle Events
“Family Fun Ride”; June 11th, 2022; 7:00 AM – 1:00 PM; Matt Tanner, Rollfast
f. Request to Use Carmel Elementary School Parking Lot; Community Bicycle Events
“Family Fun Ride”; July 9th, 2022; 7:00 AM – 12:00 PM; Matt Tanner, Rollfast
g. Request to Use Carmel Elementary School Parking Lot; Community Bicycle Events
“Family Fun Ride”; August 13th, 2022; 7:00 AM – 12:00 PM; Matt Tanner, Rollfast
h. Request to Use Midtown Plaza / Street Closure on Elm Street between Veterans Way
and Monon Boulevard; Community Bicycle Events “Roundabout Ride”; September
17th, 2022; 6:00 AM – 2:00 PM; Matt Tanner, Rollfast
i. Request to Use Civic Square Gazebo; Bike Maintenance Workshop; May 7th, 2022;
12:00 PM – 4:00 PM; Kendall Culbertson; Carmel Clay Public Library
j. Request to Use Civic Square Gazebo / Civic Square Fountain and for Traffic Control;
The Donut Judge Me 5K Run / Walk; August 27th, 2022; 6:00 AM – 11:00 AM; James
Nichols, 131 Event Productions
k. Request to Use / Close City Streets; 2022 Freedom Run / Walk; July 2nd, 2022; 7:00 AM
– 10:00 AM; Donald K. Carr, Tuxedo Brothers, Inc.
l. Request to Use Civic Square Gazebo / Japanese Garden; Wedding Ceremony -
Funkhouser; October 14th, 2022; 9:00 AM – 9:00 PM; Bailey Funkhouser
m. Request to Use Palladium Paver Patio; Wedding Rehearsal and Ceremony - Kiernan;
July 28th, 2022 5:30 PM – 6:30 PM; July 29th, 2022 - 1:30 PM – 6:00 PM; Amanda Ahern,
Hotel Carmichael
n. Request to Use Carter Green / Street Closures; Carmel Pride Festival; June 5th,
2022; 10:00 AM – 11:00 PM; Aanchal A. Agarwal
o. Request to Use Civic Square Gazebo / Japanese Garden; Wedding Ceremony – Seuring;
May 28th, 2022; 12:00 PM – 6:00 PM; Susan Seuring
p. Request to Use / Close Main Street from 2nd Avenue NW to Veterans Way; Shamrock
the District Event; March 17th, 2022 – March 18th, 2022; 10:00 AM – 11:00 PM; Sondra
Schwieterman
q. Request to Use Midtown Plaza; Jeff Worrell Town Hall Meeting; March 19th, 2022;
12:30 PM – 2:30 PM; Jeff Worrell, City of Carmel
6. OTHER (ITEMS A-K)
a. Request for Dedication and Deed of Public Right of Way Vacation; 2nd Street SE;
William & Rebecca Glasscock and John D. Scott
b. Request for Acknowledgement of Conflict of Interest; Gregory A. Webb, Carmel Fire
Department
c. Request for Dedication and Deed of Public Right–of-Way; Carmel Cemetery
Association – 1000 North Range Line; Jeremy Kashman, Director of the Department of
Engineering
d. Resolution BPW 03-16-22-03; A Resolution of the City of Carmel Board of Public
Works Designating and Approving the Placement of No Parking or Stopping Signs on
Certain City Streets Within the Proximity of School Property; In Addition to Previous
List; Jeremy Kashman, Director of the Department of Engineering
e. Request for Dedication and Deed of Public Right–of-Way; Carmel Clay Public
Library; Jeremy Kashman, Director of the Department of Engineering
f. Request for Dedication and Deed of Public Right–of-Way; Carmel Midtown
Community Development Corporation – 16-ENG-21; Jeremy Kashman, Director of the
Department of Engineering
g. Request for New Curb Cut / Curb Cut Vacation; 401 Emerson Road; Custom Living
h. Request for Parking Space / Sidewalk Closure; 571 Monon Boulevard; Don Miller, A
Sign by Design
i. Request for Lane Restrictions / Road Closure / Open Pavement Cut; 815 Pawnee
Road; Dave Berman, Sigma Builders
j. Request for Waiver of Floodplain Management Code 6-198; Faith Apostolic Church -
1212 E 116th Street; Rusty Spiars
k. Request for Secondary Plat; The Grove at the Legacy, Section 5; Ed Fleming, Platinum
Properties Management Co., LLC
7. ADJOURNMENT
^Should read Request for Vacation of Public Right of Way
Board of Public Works and Safety Meeting 1
Minutes 2
Wednesday, March 2nd, 2022 – 10:00 a.m. 3
Council Chambers City Hall, One Civic Square 4
5
MEETING CALLED TO ORDER 6 7
Board Member Mary Ann Burke called the meeting to order at 10:00 AM 8
9
MEMBERS PRESENT 10
11
Board Member Mary Ann Burke, Board Member Lori Watson, and Deputy Clerk Holly Harmeyer were present. 12
Mayor James Brainard was not present. 13
14
MINUTES 15
16
Minutes from the February 16th, 2022 Regular Meeting. Board Member Burke moved to approve. Board Member 17
Watson seconded. Request approved 2-0. 18
19
BID/QUOTE OPENINGS AND AWARDS 20
21
Bid Award 3rd Avenue SW Reconstruction from Autumn Drive to 2nd Street SW (Project # 20-ENG-03); 22
Jeremy Kashman, Director of the Department of Engineering, recommended awarding the bid Rieth-Riley 23
Construction Co., Inc. in the amount of $3,465,950.00, as they were the lowest and most responsive bidder. 24
25
Bid Award for Smoky Row Road from Old Meridian Road to Rangeline Road (Project # 20-ENG-01); Jeremy 26
Kashman, Director of the Department of Engineering, recommended awarding the bid Rieth-Riley Construction 27
Co., Inc. in the amount of $7,198,416.21, as they were the lowest and most responsive bidder. 28
29
PERFORMANCE RELEASE/REDUCTION APPROVAL REQUESTS 30
31
Resolution BPW 03-02-22-03; The Meadows at Legacy; Builder Walks Section 1, 2, 5; Board Member Burke 32
moved to approve. Board Member Watson seconded. Request approved 2-0. 33
34
Resolution BPW 03-02-22-04; The Windward at Legacy; Asphalt Surface, Common Walk, Board Member 35
Burke moved to approve. Board Member Watson seconded. Request approved 2-0. 36
37
Resolution BPW 03-02-22-05; The Prairie at Legacy; Erosion Control; Board Member Burke moved to 38
approve. Board Member Watson seconded. Request approved 2-0. 39
40
Resolution BPW 03-02-22-06; Ashmoor; Builder Sidewalk; Board Member Burke moved to approve. Board 41
Member Watson seconded. Request approved 2-0. 42
43
Resolution BPW 03-02-22-07; Waterfront at West Clay 2C; Street Signs / Erosion Control; Board Member 44
Burke moved to approve. Board Member Watson seconded. Request approved 2-0. 45
46
Resolution BPW 03-02-22-08; 12955 Old Meridian Remodel; Erosion Control; Board Member Burke moved to 47
approve. Board Member Watson seconded. Request approved 2-0. 48
49
CONTRACTS 50
51
Request for Purchase of Goods and Services; American Structurepoint, Inc.; ($10,000.00); 16-ENG-14 - 52
Program Management Services - 2016 COIT Bond; Additional Services Amendment #36a; Board Member 53
Burke moved to approve. Board Member Watson seconded. Request approved 2-0. 54
55
Request for Purchase of Goods and Services; Beam, Longest, & Neff, LLC.; ($606,000.00); 20-ENG-01 – 56
Smoky Row Road - Old Meridian to Range Line RAB – Inspection - 2020 Road Bond; Additional Services 57
Amendment #1; Board Member Burke moved to approve. Board Member Watson seconded. Request approved 58
2-0. 59
60
Request for Purchase of Goods and Services; Butler Fairman & Seufert, Inc.; ($203,400.00); 20-ENG-11 – 61
96th Street Trail Project – Final Design – INDOT Des 2200153 – 2020 Road Bond; Board Member Burke 62
moved to approve. Board Member Watson seconded. Request approved 2-0. 63
64
Request for Purchase of Goods and Services; AllSource Construction Specialties, LLC; ($56.00); 65
Carmel Data Center; CO #1; Board Member Burke moved to approve. Board Member Watson seconded. Request 66
approved 2-0. 67
68
Request for Purchase of Goods and Services; Biancofiori Masonry, Inc.; ($6,750.00); Carmel Data Center; 69
CO #1; Board Member Burke moved to approve. Board Member Watson seconded. Request approved 2-0. 70
71
Request for Purchase of Goods and Services; Frederick’s, Inc.; ($5,511.00); Carmel Data Center; CO #1; 72
Board Member Burke moved to approve. Board Member Watson seconded. Request approved 2-0. 73
74
Request for Purchase of Goods and Services; Gridlock Traffic Systems, Inc.; ($45,000.00); Striping; 75
Additional Services Amendment; Board Member Burke moved to approve. Board Member Watson seconded. 76
Request approved 2-0. 77
78
Request for Purchase of Goods and Services; Hanson Professional Services, Inc.; ($2,425.00); 20-ENG-01 – 79
Buyers Agent (Parcel 3) - 2020 Road Bond; Board Member Burke moved to approve. Board Member Watson 80
seconded. Request approved 2-0. 81
82
Request for Purchase of Goods and Services; Kelley Automotive Group, LLC; ($95,320.00); New Staff Cars – 83
C43, C44, and QM - Three Vehicles Minus Trade-ins; Additional Services Amendment; Board Member Burke 84
moved to approve. Board Member Watson seconded. Request approved 2-0. 85
86
Request for Purchase of Goods and Services; Rieth-Riley Construction Co., Inc.; ($7,198,416.21); 20-ENG-01 87
– Smoky Row from Old Meridian Road to Range Line Road - 2020 Road Bond; Board Member Burke moved 88
to approve. Board Member Watson seconded. Request approved 2-0. 89
90
Resolution BPW 03-02-22-01; A Resolution of the City of Carmel Board of Public Works and Safety 91
Acknowledging Agreement Between City and Vendor; Volkert, Inc.; ($6,650.00); 20-ENG-01 Right of Way 92
Land Acquisitions – 2020 Road Bond; Board Member Burke moved to approve. Board Member Watson 93
seconded. Request approved 2-0. 94
95
Resolution BPW 03-02-22-02; A Resolution of the City of Carmel Board of Public Works and Safety 96
Acknowledging Agreement Between City and Vendor; TPI Utility Construction, LLC; ($71,065.00); Carmel 97
Police Department Headquarters and Court BOT – Fiber Optics; Board Member Burke moved to approve. 98
Board Member Watson seconded. Request approved 2-0. 99
100
Request for Purchase of Goods and Services; Shade Trees Unlimited; ($40,000.00); Trees for 2022 with 5% 101
Increase from 2021; Additional Services Amendment; Board Member Burke moved to approve. Board Member 102
Watson seconded. Request approved 2-0. 103
104
Request for Purchase of Goods and Services; TMT, Inc.; ($74,160.00); Landscaping Services; Additional 105
Services Amendment; Board Member Burke moved to approve. Board Member Watson seconded. Request 106
approved 2-0. 107
108
Request for Purchase of Goods and Services; TPI Utility Construction, LLC; ($37,950.00); I.T. Data Center 109
Project – Fiber Optic Project; Board Member Burke moved to approve. Board Member Watson seconded. 110
Request approved 2-0. 111
112
Request for Purchase of Goods and Services; Virgin Pulse; ($36,000 per year plus additional service charges 113
listed); First Amendment to Application for Renewal Term 02-01-2022 to 01-31-2025; Additional Services 114
Amendment; Board Member Burke moved to approve. Board Member Watson seconded. Request approved 2-0. 115
116
REQUEST TO USE CITY STREETS/PROPERTY 117
118
Request to Use Civic Square Gazebo and Japanese Garden; Clark Wedding; August 13th, 2022; 8:00 AM – 119
3:00 PM; Board Member Burke moved to approve. Board Member Watson seconded. Request approved 2-0. 120
121
Request for Traffic Control / Emergency Medical Services / Barricades at Various Locations; 51st Annual Sam 122
Costa Half Marathon and Quarter Marathon; March 26th, 2022; 7:00 AM – 12:00 PM; Board Member Burke 123
moved to approve. Board Member Watson seconded. Request approved 2-0. 124
125
Request to Use Reflecting Pool / Civic Square Gazebo / Civic Square Fountain Area; Carmel Police Memorial; 126
May 11th, 2022; 4:00 PM – 9:00 PM; Board Member Burke moved to approve. Board Member Watson seconded. 127
Request approved 2-0. 128
129
Request to Use Veteran’s Plaza; Memorial Day Ceremony; May 27th, 2022; 7:00 AM – 11:00 AM; Board 130
Member Burke moved to approve. Board Member Watson seconded. Request approved 2-0. 131
132
Request to Use Civic Square Gazebo / Civic Square Fountain Area and for Road Closure / Barricades / No 133
Parking Signs; National Night Out; August 2nd, 2022; 7:00 AM – 9:00 PM; Board Member Burke moved to 134
approve. Board Member Watson seconded. Request approved 2-0. 135
136
OTHER 137
138
Request for Lane Restrictions / Open Pavement Cut; 275 Veterans Way – Studio M Architecture; 139
Construction of Building; Board Member Burke moved to approve. Board Member Watson seconded. Request 140
approved 2-0. 141
Request for Right of Way Dedication; 275 Veterans Way – Studio M Architecture; Board Member Burke 142
moved to approve. Board Member Watson seconded. Request approved 2-0. 143
144
Request for Consent to Encroach and Variance; 866 North Range Line; Stormwater Infrastructure; Board 145
Member Burke moved to approve. Board Member Watson seconded. Request approved 2-0. 146
147
Request for Consent to Encroach and Variance; 3207 Driftwood Court; Realignment of Stormwater Pipe; 148
Board Member Burke moved to approve. Board Member Watson seconded. Request approved 2-0. 149
150
Request for Lane Restrictions / Pavement Cut; Walden Pond / Grove / Brooks Bend; Fiber Optic 151
Installation; Board Member Burke moved to approve. Board Member Watson seconded. Request approved 2-0. 152
153
ADJOURNMENT 154
155
Board Member Mary Ann Burke adjourned the meeting at 10:02 a.m. 156
157
158
APPROVED: ____________________________________ 159
Sue Wolfgang – City Clerk 160
161
_____________________________________ 162
Mayor James Brainard 163
ATTEST: 164
165
__________________________________ 166
Sue Wolfgang – City Clerk 167
CzTfshfzHsfdivlijobu3;22qn-Nbs18-3133
2/2/2022
ANGEL OAKS TREE SERVICE
CARMEL, IN 46082 -
106256
PO BOX 478
City of Carmel
ONE CIVIC SQUARE
CARMEL, INDIANA 46032-2584
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
INDIANA RETAIL TAX EXEMPT
CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
35-6000972
PURCHASE ORDER NUMBER
THIS NUMBER MUST APPEAR ON INVOICES, A/P
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
VENDOR SHIP
TO
PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT
EXTENSION
Dept of Community Service
1 Civic Square
Carmel, IN 46032-
363273
UNITPRICEDESCRIPTIONUNITOFMEASUREQUANTITY
Page 1 of 1
63163
1192Department:101Fund:General Fund
43-504.00Account:
Tree removal and other landscapeservices1 $75,000.00 $75,000.00Each
75,000.00SubTotal
75,000.00
Send Invoice To:
PLEASE INVOICE IN DUPLICATE
DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT
SHIPPING INSTRUCTIONS
SHIP PREPAID.
C.O.D. SHIPMENT CANNOT BE ACCEPTED.
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABE
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO.
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 194
PAYMENT
A/P VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.O. NUMBER IS MADE A
PART OF THE VOUCHER AND EVERY INVOICE AND VOUCHER HAS THE PROPER SWORN
AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN
THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER.
CONTROL NO. 106256
ORDERED BY
TITLE
CONTROLLER
Dept of Community Service
1 Civic Square
Carmel, IN 46032-
Mike Hollibaugh James Crider
Director Director of Administration
CzTfshfzHsfdivlijobu:;24bn-Nbs1:-3133
Grand Industrial, LLC
Street Department - 2022
Appropriation #2201 2201 43-502.01; P.O. #106066
Contract Not To Exceed $238,930.40
Goods and Services provided to City pursuant to this Agreement have been selected by Vendor based upon
City’s stated use and are fit and sufficient for their particular purpose.
5. TIME AND PERFORMANCE:
This Agreement shall become effective as of the last date on which a party hereto executes same (“Effective
Date”), and both parties shall thereafter perform their obligations hereunder in a timely manner. Time is of the
essence of this Agreement.
6. DISCLOSURE AND WARNINGS:
If requested by City, Vendor shall promptly furnish to City, in such form and detail as City may direct, a list of
all chemicals, materials, substances and items used in or during the provision of the Goods and Services
provided hereunder, including the quantity, quality and concentration thereof and any other information
relating thereto. At the time of the delivery of the Goods and Services provided hereunder, Vendor agrees to
furnish to City sufficient written warning and notice (including appropriate labels on containers and packing)
of any hazardous material utilized in or that is a part of the Goods and Services.
7. LIENS:
Vendor shall not cause or permit the filing of any lien on any of City’s property. In the event any such lien is
filed and Vendor fails to remove such lien within ten (10) days after the filing thereof, by payment or bonding,
City shall have the right to pay such lien or obtain such bond, all at Vendor’s sole cost and expense.
8. DEFAULT:
In the event Vendor: (a) repudiates, breaches or defaults under any of the terms or conditions of this
Agreement, including Vendor’s warranties; (b) fails to provide the Goods and Services as specified herein;
c) fails to make progress so as to endanger timely and proper provision of the Goods and Services and does
not correct such failure or breach within five (5) business days (or such shorter period of time as is
commercially reasonable under the circumstances) after receipt of notice from City specifying such failure or
breach; or (d) becomes insolvent, is placed into receivership, makes a general assignment for the benefit of
creditors or dissolves, each such event constituting an event of default hereunder, City shall have the right to
1) terminate all or any parts of this Agreement, without liability to Vendor; and (2) exercise all other rights
and remedies available to City at law and/or in equity.
9. INSURANCE AND INDEMNIFICATION:
Vendor shall procure and maintain in full force and effect during the term of this Agreement, with an insurer
licensed to do business in the State of Indiana, such insurance as is necessary for the protection of City and
Vendor from all claims for damages under any workers’ compensation, occupational disease and/or
unemployment compensation act; for bodily injuries including, but not limited to, personal injury, sickness,
disease or death of or to any of Vendor’s agents, officers, employees, contractors and subcontractors; and,
for any injury to or destruction of property, including, but not limited to, any loss of use resulting therefrom.
The coverage amounts shall be no less than those amounts set forth in attached Exhibit C. Vendor shall
cause its insurers to name City as an additional insured on all such insurance policies, shall promptly provide
City, upon request, with copies of all such policies, and shall provide that such insurance policies shall not be
canceled without thirty (30) days prior notice to City. Vendor shall indemnify and hold harmless City from and
against any and all liabilities, claims, demands or expenses (including, but not limited to, reasonable attorney
fees) for injury, death and/or damages to any person or property arising from or in connection with Vendor’s
provision of Goods and Services pursuant to or under this Agreement or Vendor’s use of City property.
Vendor further agrees to indemnify, defend and hold harmless City and its officers, officials, agents and
employees from all claims and suits of whatever type, including, but not limited to, all court costs, attorney
fees, and other expenses, caused by any act or omission of Vendor and/or of any of Vendor’s agents,
officers, employees, contractors or subcontractors in the performance of this Agreement. These
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2
Grand Industrial, LLC
Street Department - 2022
Appropriation #2201 2201 43-502.01; P.O. #106066
Contract Not To Exceed $238,930.40
indemnification obligations shall survive the termination of this Agreement.
10. GOVERNMENT COMPLIANCE:
Vendor agrees to comply with all federal, state and local laws, executive orders, rules, regulations and codes
which may be applicable to Vendor’s performance of its obligations under this Agreement, and all relevant
provisions thereof are incorporated herein by this reference. Vendor agrees to indemnify and hold harmless
City from any loss, damage and/or liability resulting from any such violation of such laws, orders, rules,
regulations and codes. This indemnification obligation shall survive the termination of this Agreement.
11. NONDISCRIMINATION:
Vendor represents and warrants that it and all of its officers, employees, agents, contractors and
subcontractors shall comply with all laws of the United States, the State of Indiana and City prohibiting
discrimination against any employee, applicant for employment or other person in the provision of any Goods
and Services provided by this Agreement with respect to their hire, tenure, terms, conditions 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 veteran
status.
12. E-VERIFY:
Pursuant to I.C. § 22-5-1.7 et seq., as the same may be amended from time to time, and as is incorporated
herein by this reference (the “Indiana E-Verify Law”), Vendor is required to enroll in and verify the work
eligibility status of its newly-hired employees using the E-Verify program, and to execute the Affidavit
attached herein as Exhibit D, affirming that it is enrolled and participating in the E-verify program and does
not knowingly employ unauthorized aliens. In support of the Affidavit, Vendor shall provide the City with
documentation indicating that it has enrolled and is participating in the E-Verify program. Should
Vendor subcontract for the performance of any work under and pursuant to this Agreement, it shall fully
comply with the Indiana E-Verify Law as regards each such subcontractor. Should the Vendor or any
subcontractor violate the Indiana E-Verify law, the City may require a cure of such violation and thereafter, if
no timely cure is performed, terminate this Agreement in accordance with either the provisions hereof or
those set forth in the Indiana E-Verify Law. The requirements of this paragraph shall not apply should the E-
Verify program cease to exist.
13. NO IMPLIED WAIVER:
The failure of either party to require performance by the other of any provision of this Agreement shall not
affect the right of such party to require such performance at any time thereafter, nor shall the waiver by any
party of a breach of any provision of this Agreement constitute a waiver of any succeeding breach of the
same or any other provision hereof.
14. NON-ASSIGNMENT:
Vendor shall not assign or pledge this Agreement, whether as collateral for a loan or otherwise, and shall not
delegate its obligations under this Agreement without City’s prior written consent.
15. RELATIONSHIP OF PARTIES:
The relationship of the parties hereto shall be as provided for in this Agreement, and neither Vendor nor any
of its officers, employees, contractors, subcontractors and agents are employees of City. The contract price
set forth herein shall be the full and maximum compensation and monies required of City to be paid to
Vendor under or pursuant to this Agreement
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3
Grand Industrial, LLC
Street Department - 2022
Appropriation #2201 2201 43-502.01; P.O. #106066
Contract Not To Exceed $238,930.40
16. 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 same.
17. SEVERABILITY:
If any term of this Agreement is invalid or unenforceable under any statute, regulation, ordinance, executive
order or other rule of law, such term shall be deemed reformed or deleted, but only to the extent necessary to
comply with same, and the remaining provisions of this Agreement shall remain in full force and effect.
18. NOTICE:
Any notice provided for in this Agreement will be sufficient if it is in writing and is delivered by postage
prepaid U.S. certified mail, return receipt requested, to the party to be notified at the address specified
herein:
If to City: City of Carmel AND City of Carmel
Street Department Office of Corporation Counsel
One Civic Square One Civic Square
Carmel, Indiana 46032 Carmel, Indiana 46032
If to Vendor: Grand Industrial, LLC
PO Box 748
Logansport, Indiana 46947
Notwithstanding the above, notice of termination under paragraph 19 hereinbelow shall be effective if given
orally, as long as written notice is then provided as set forth hereinabove within five (5) business days from
the date of such oral notice.
19. TERMINATION:
19.1 Notwithstanding anything to the contrary contained in this Agreement, City may, upon notice to
Vendor, immediately terminate this Agreement for cause, in the event of a default hereunder by
Vendor and/or if sufficient funds are not appropriated or encumbered to pay for the Goods and
Services to be provided hereunder. In the event of such termination, Vendor shall be entitled to
receive only payment for the undisputed invoice amount representing conforming Goods and
Services delivered as of the date of termination, except that such payment amount shall not exceed
the Estimate amount in effect at the time of termination, unless the parties have previously agreed in
writing to a greater amount.
19.2 City may terminate this Agreement at any time upon thirty (30) days prior notice to Vendor. In the
event of such termination, Vendor shall be entitled to receive only payment for the undisputed
invoice amount of conforming Goods and Services delivered as of the date of termination, except
that such payment amount shall not exceed the Estimate amount in effect at the time of termination,
unless the parties have previously agreed in writing to a greater amount.
19.3 The City may terminate this Agreement pursuant to Paragraph 11 hereof, as appropriate.
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4
Grand Industrial, LLC
Street Department - 2022
Appropriation #2201 2201 43-502.01; P.O. #106066
Contract Not To Exceed $238,930.40
20. REPRESENTATIONS AND WARRANTIES
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.
21. ADDITIONAL GOODS AND SERVICES
Vendor understands and agrees that City may, from time to time, request Vendor to provide additional goods
and services to City. When City desires additional goods and services from Vendor, the City shall notify
Vendor of such additional goods and services desired, as well as the time frame in which same are to be
provided. Only after City has approved Vendor’s time and cost estimate for the provision of such additional
goods and services, has encumbered sufficient monies to pay for same, and has authorized Vendor, in
writing, to provide such additional goods and services, shall such goods and services be provided by Vendor
to City. A copy of the City’s authorization documents for the purchase of additional goods and services shall
be numbered and attached hereto in the order in which they are approved by City.
22. TERM
Unless otherwise terminated in accordance with the termination provisions set forth in Paragraph 19
hereinabove, this Agreement shall be in effect from the Effective Date through December 31, 2022 and shall,
on the first day of each January thereafter, automatically renew for a period of one (1) calendar year, unless
otherwise agreed by the parties hereto.
23. HEADINGS
All heading and sections of this Agreement are inserted for convenience only and do not form a part of this
Agreement nor limit, expand or otherwise alter the meaning of any provision hereof.
24. BINDING EFFECT
The parties, and their respective officers, officials, agents, partners, successors, assigns and legal
representatives, are bound to the other with respect to all of the covenants, terms, warranties and obligations
set forth in Agreement.
25. NO THIRD PARTY BENEFICIARIES
This Agreement gives no rights or benefits to anyone other than City and Vendor.
26. ADVICE OF COUNSEL:
The parties warrant that they have read this Agreement and understand it, have had the opportunity to obtain
legal advice and assistance of counsel throughout the negotiation of this Agreement, and enter into same
freely, voluntarily, and without any duress, undue influence or coercion.
27. IC 5-16-13.
The provisions of IC 5-16-13 are hereby incorporated into this Agreement by reference.
28. DEBARMENT AND SUSPENSION
28.1 The Vendor certifies by entering into this Agreement that neither it nor its principals nor any of its
subcontractors are presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily
excluded from entering into this Agreement by any federal agency or by any department, agency or political
subdivision of the State of Indiana. The term “principal” for purposes of this Agreement means an officer,
director, owner, partner, key employee or other person with primary management or supervisory
responsibilities, or a person who has a critical influence on or substantive control over the operations of the
Vendor.
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5
EXHIBIT B
Invoice
Date:
Name of Company:
Address & Zip:
Telephone No.:
Fax No.:
Project Name:
Invoice No.
Purchase Order No:
Goods Services
Person Providing
Goods/Services
Date
Goods/
Service
Provided
Goods/Services Provided
Describe each good/service
separately and in detail)
Cost Per
Item
Hourly
Rate/
Hours
Worked
Total
GRAND TOTAL
Signature
Printed Name
EXHIBIT C
INSURANCE COVERAGES
Worker’s Compensation & Disability Statutory Limits
Employer’s Liability:
Bodily Injury by Accident/Disease: $1,000,000 each employee
Bodily Injury by Accident/Disease: $1,000,000 each accident
Bodily Injury by Accident/Disease: $1,000,000 policy limit
Commercial General Liability:
General Aggregate Limit (other than
Products/Completed Operations): $6,000,000
Products/Completed Operations: $5,000,000
Personal & Advertising Injury
Each Occurrence Limit: $5,000,000
Comprehensive Auto Liability (owned, hired and non-owned)
Bodily Injury and Property Damage: $5,000,000 each occurrence
Umbrella Excess Liability
If a commercial umbrella liability policy is used to satisfy the minimum limits of liability
requirements, the combined limits must equal these minimum limits of liability.
Page 1 of 1INDIANARETAILTAXEXEMPT
CERTIFICATE NO. 003120155 0020PURCHASE ORDER NUMBERCityofCarmel
FEDERAL EXCISE TAXEXEMPT 106066
35-6000972 THIS NUMBER MUST APPEAR ON INVOICES, A/PONECIVICSQUARE
VOUCHER, DELIVERY MEMO, PACKING SLIPS, CARMEL, INDIANA 46032-2584 SHIPPING LABELS AND ANY CORRESPONDENCE
FORM APPROVED BYSTATE BOARD OFACCOUNTS FOR CITY OFCARMEL - 1997
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
12/15/2021376241
GRAND INDUSTRIAL LLC Street Department
VENDORSHIPPOBOX748 3400 W. 131st Street
TO Carmel, IN 46074-
LOGANSPORT, IN 46947 - Matt Higginbotham(317) 733-2001
PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT
62049
QUANTITYUNIT OF MEASUREDESCRIPTIONUNIT PRICEEXTENSION
Department:Fund: 22012201Motor Vehicle Highway FND
Account: 43-502.01
1EachPath Preservation$238,930.40$238,930.40
Sub Total 238,930.40
Send Invoice To:
Street Department
3400 W. 131st Street
Carmel, IN 46074-
317) 733-2001 PLEASE INVOICE INDUPLICATE
DEPARTMENTACCOUNTPROJECTPROJECT ACCOUNTAMOUNT
238,930.40PAYMENT
A/P VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.O. NUMBER IS MADE ASHIPPINGINSTRUCTIONSPARTOFTHEVOUCHERANDEVERYINVOICEANDVOUCHERHASTHEPROPERSWORN
SHIP PREPAID. AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN
C.O.D. SHIPMENT CANNOT BE ACCEPTED.THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER.
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945
ORDERED BYANDACTSAMENDATORYTHEREOFANDSUPPLEMENTTHERETO.
Lee HigginbothamJames Crider
TITLECommissionerDirector ofAdministration
CONTROL NO. 106066 CONTROLLER
CzTfshfzHsfdivlijobu:;47bn-Gfc39-3133
Scope of Services
th22L0022-2000106& College Roundabout Project: Parcel 1 & 6Negotiation,Hamilton CoEffectiveDate: 2/25/2022
Project Description:
Hanson Professional Services Inc.,and its project team (the Consultant), is the negotiatorConsultant to the City of Carmel(the Owner)
thforthenegotiationofParcel1 & 6for the 106& College RoundaboutProject,106=20-ENG-02inCity of Carmel, Indiana(the
Project). The Projectwillbe further described as:
thPerformanceofrightofwaynegotiationservicesforthe106& College Roundabout Project.
The Consultant will be responsible for explaining the project, the taking, the impact of the residue, the acquisition process, the offer and
will negotiate in an honest and competent manner with the property owner. All contact with the property owner will be documented
and such documentation will be submitted to the City of Carmel.
Services:
The Scope of Services to be provided is limited to the following:
Section Description
Section 1Negotiation
Section 1:Negotiation
Objective
Negotiate with the property owners in a courteous, honest, efficient manner to secure the parcel. Consultant shall make a
prompt offer to acquire the parcel for the full amount, which has been established in the approved appraisal.The offer shall be
made in aUniform Land and Easement Acquisition Offer Letter, which shall be given to the parcel owner in person or sent by
certified mail with return receipt requested.
Deliverables
In person contact to each property owner or his or her designated representative. If that is not possible, due to the
residing out of stateor their schedule,then owner will be contacted certified mail.
A copy of the appraisal shall be provided to the property owner.
Consultant shall provide t
1.Date and place of contact
2.Parties of Interest
3.The offer that was made
4.The counteroffer, if applicable with reasons why the original offer was not accepted.
5.Signature of the consultant, date, and initials of the person contacted.
6.Written secured agreementwhich includes all considerations agreed to by the property owner.
7.A statement that attests that the consultant has no direct or indirect, present or contemplated future personal
interest in the property or inany monetary benefit from the acquisition of the property and that the agreement
was reached without coercion ofany type.
8.Updated title and encumbrance report upon the submission of the secured or condemned parcel.
9.and City of
s report tothe City of Carmel land acquisition manager.
Consultant shall follow the standards set out in Title 49 CFR Part 24, dated March 2, 1989, and all attachments thereto.
Consultant shall follow the accepted principles and techniques in the purchase of real estate in accordance with the existing
State Laws.
PSA Rev. 4 Page 1of4
th22L0022-2000City ofCarmel: 106&College Ave. Carmel, Negotiation Services
When attempts to buy are unsuccessful, the Consultant shall record her recommendations for action and submit to the City of
Carmel:
a. The recommendation shall consider administrative settlement, include the amount of settlement and reasons for
settlement.
b. Otherwise, acondemnation report shall be filled out and submitted with the completed file.
Information Supplied by Owner
1. City ofCarmel Letter Head
2. Project Plans
3. R/W Engineering Plans
4. Title and Encumbrance Report
5. Approved Appraisal of Parcel 3
6. Statement of Basis for Just Compensation form
7.
8. Staking by others for property owner, if needed
PSA Rev. 4 Page 2of 4
th22L0022-2000 City of Carmel: 106 & College Ave. Carmel, Negotiation Services
Charges for Services
th22L0022-2000 106 & College Roundabout Project: Parcel 1 & 6Negotiation, Hamilton Co Effective 2/25/2022
Basis of Charges:
A. The Consultant shall receive as payment for the work performed under this Agreement which follows the January 2022
INDOT Real Estate Services Fee Schedule unless a modification of the Agreement isapproved in writing by the Owner.
See attachment A
B. The Consultant will be paid for the work performed under this Agreement in accordance with the following schedule:
Section Service Fee
Section 1 Negotiation (Parcels 1 & 6) $4,150.00
Buying Review (Parcels 1 & 6) $700.00
Total $4,850
PSA Rev. 4 Page 3of 4
th22L0022-2000 City of Carmel: 106 & College Ave. Carmel, Negotiation Services
Schedule
th22L0022-2000 106 & College Roundabout Project: Parcel 1 & 6Negotiation, Hamilton Co. Effective Date: 2/24/2022
Work by the Consultant under this Agreement shall be completed and delivered to the Owner for review and approval, if required, within the
following time periods, exclusive of the Owner review time:
Schedule Mile Post Date Due Date Complete Comment /
Responsible
Person
2/24/2022ScopeofServicessubmittedtoCityof Marie Jett
Carmel
3/4/2022ContracttoHanson Sergey Grechukhin
5/1/2022Appraisalcompleteandapproved* Chad Roots
5/4/2022SupportingDocumentationsenttoHanson Sergey Grechukhin
5/9/2022OfferPackageAssembledandOwner Marie Jett
Contact Made
Ongoing Marie JettWeeklyReport (to begin one week
after receipt of supporting
documentation)
7/15/2022SecuredParcelPacketSubmittedtothe Marie Jett
City of Carmel
8/1/2022ConstructionStartDate* Sergey Grechukhin
This date is dependent on the approved appraisal date, receipt of supporting documentation and owner availability to meet.
PSA Rev. 4 Page 4of 4
th22L0022-2000 City of Carmel: 106 & College Ave. Carmel, Negotiation Services
RESOLUTION NO. BPW 03-16-22-01
RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY
ACKNOWLEDGING AGREEMENT BETWEEN CITY AND VENDOR
WHEREAS, pursuant to Indiana Code 36-1-4-7, the City of Carmel, Indiana (“City”), is authorized to enter
into contracts; and
WHEREAS, pursuant to Indiana Code 36-4-5-3, the City’smayor may enter into contracts on behalf ofthe
City; and
WHEREAS, pursuant to his authority under Indiana law, the City’smayor, the Honorable James C. Brainard,
has caused to be signed the Agreement attached hereto as Exhibit A (the “Contract”); and
WHEREAS, Mayor Brainard now wishes to present the contract to the City’sBoard of Public Works and
Safety for it to be publicly acknowledged, filed in the Clerk’sOffice, and made available to the public for review.
NOW, THEREFORE, BE IT RESOLVED by the City of Carmel Board of Public Works and Safety as
follows:
1. The foregoing Recitals are incorporated herein by this reference.
2. The receipt of the Contract is hereby acknowledged.
3. The Contract shall be promptly filed in the office of the Clerk and thereafter made available to the public
for review.
SO RESOLVED this day of , 2022.
CITY OF CARMEL, INDIANA
By and through its Board of Public Works and Safety
BY:
James Brainard, Presiding Officer
Date:
Mary Ann Burke, Member
Date:
Lori S. Watson, Member
Date:
ATTEST:
Sue Wolfgang, Clerk
Date:
S:\\EBass\\MyDocuments\\BPW-Resolutions\\2022\\Acknowledge Agreement Rieth-RileyConstruction Co., Inc 20-ENG-01.docx2/25/20229:51AM
16th March
CzTfshfzHsfdivlijobu22;23bn-Gfc34-3133
RESOLUTION NO. BPW 03-16-22-04
RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY
ACKNOWLEDGING AGREEMENT BETWEEN CITY AND VENDOR
WHEREAS, pursuant to Indiana Code 36-1-4-7, the City of Carmel, Indiana (“City”), is authorized to enter
into contracts; and
WHEREAS, pursuant to Indiana Code 36-4-5-3, the City’smayor may enter into contracts on behalf ofthe
City; and
WHEREAS, pursuant to his authority under Indiana law, the City’smayor, the Honorable James C. Brainard,
has caused to be signed the Agreement attached hereto as Exhibit A (the “Contract”); and
WHEREAS, Mayor Brainard now wishes to present the contract to the City’sBoard of Public Works and
Safety for it to be publicly acknowledged, filed in the Clerk’sOffice, and made available to the public for review.
NOW, THEREFORE, BE IT RESOLVED by the City of Carmel Board of Public Works and Safety as
follows:
1. The foregoing Recitals are incorporated herein by this reference.
2. The receipt of the Contract is hereby acknowledged.
3. The Contract shall be promptly filed in the office of the Clerk and thereafter made available to the public
for review.
SO RESOLVED this day of , 2022.
CITY OF CARMEL, INDIANA
By and through its Board of Public Works and Safety
BY:
James Brainard, Presiding Officer
Date:
Mary Ann Burke, Member
Date:
Lori S. Watson, Member
Date:
ATTEST:
Sue Wolfgang, Clerk
Date:
S:\\EBass\\MyDocuments\\BPW-Resolutions\\2022\\Acknowledge Agreement Fifth ThirdMaster Lease Purchase Agreement.docx3/9/20222:56PM
16th March
FIFTH THIRD BANK
MASTER LEASE -PURCHASE AGREEMENT
This Master Lease -Purchase Agreement is made this March 8, 2022 by and between Fifth Third
Bank, National Association (hereinafter called together with its successors and assigns, if any, "Lessor"),
Mail Drop 1090TD, 38 Fountain Square Plaza, Cincinnati, Ohio 45263, and City of Carmel, Indiana
Lessee"), with its principal address at One Civic Square, Carmel, Hamilton County, Indiana 46032, a
political subdivision of the State of Indiana, organized and existing under and by virtue of the laws and
Constitution of the State of Indiana.
RECITALS
WHEREAS, Lessee is authorized by law to acquire equipment and other items of personal property
and to finance such equipment and/or personal property by entering into lease -purchase agreements;
WHEREAS, Lessee has determined that it is necessary for it to acquire under this Agreement
certain items of personal property described herein as Equipment; and
WHEREAS, Lessor is willing to acquire such items of Equipment and to lease and sell them to
Lessee pursuant to this Agreement;
NOW, THEREFORE, in the joint and mutual exercise of their powers, and in consideration of the
mutual covenants herein contained, the parties hereto agree as follows:
Certain Defined Terms and References.
a) In addition to the terms defined elsewhere in this Agreement, the following terms
have the meanings given below unless the context clearly requires otherwise:
Acquisition Fund" means the Acquisition Fund established pursuant to Section 4 of this
Agreement.
Additional Rent" means the payments required to be made pursuant to Section 7 in addition to
the Base Rent.
Agreement" means this Master Lease -Purchase Agreement as the same may be amended or
supplemented from time to time, and all other documents and certificates required to be executed in
connection herewith.
Applicable Rate of Interest" means such rate as shall be determined from each Individual
Payment Schedule.
Authorized Officer" means:
i) With respect to Lessee, any officer of Lessee who is designated in writing
by Lessee as an Authorized Officer for the purposes of this Agreement;
ii) With respect to Lessor, any officer of Lessor who is designated in writing
as an Authorized Officer for purposes of this Agreement; or
THIS INSTRUMENT IS INTENDED BY THE PARTIES TO CONSTITUTE A SECURITY AGREEMENT
UNDER THE OHIO UNIFORM COMMERCIAL CODE.
2008 Fifth Third Bancorp
Classification: Internal Use
iii) With respect to any successor to Lessor as the Lessor, means the officer
of the successor who is designated in writing by the successor's governing body as an
Authorized Officer for purposes of this Agreement.
Base Rent" means the payments, including the principal and interest components thereof,
specified in the Individual Payment Schedules attached hereto.
Bond Fund" means, to the extent an Escrow Agreement is applicable to a particular Lease, the
Bond Fund established pursuant to Section 2 of the Escrow Agreement.
Certificate of Acceptance" means a certificate evidencing Lessee's inspection and acceptance
of the Equipment described on an Individual Payment Schedule, in form and substance satisfactory to
Lessor.
Commencement Date" means the date when the term of the Individual Payment Schedule begins
and Lessee's obligation to make Lease -Purchase Payments accrues, as evidenced by payment by Lessor
to the Vendor of the purchase price (or pertinent portion thereof) for the applicable Equipment.
Contractor" means each of the manufacturers or vendors from whom Lessee has ordered or will
order or with whom Lessee has contracted or will contract for the manufacture, delivery or installation of
the Equipment.
Environmental Law" means any federal, state, local or foreign statute, law, ordinance, rule,
regulation, code, order, writ, judgment, decree or judicial or agency interpretation relating to pollution or
protection of the environment, health, safety or natural resources, including those relating to the use,
handling, treatment, storage, disposal or release of any substance designated, classified or regulated as
hazardous or toxic material, including petroleum and petroleum by-products, asbestos -containing materials,
PCBs, radioactive materials and radon gas.
Escrow Agent" means the Escrow Agent acting under and pursuant to the Escrow Agreement, if
applicable.
Escrow Agreement" means, to the extent required by an Individual Payment Schedule, an
Escrow Agreement by and between the Escrow Agent and Lessee, as the same may be amended and
supplemented from time to time.
Equipment" means the personal property described in the Individual Payment Schedules, which
is being leased and purchased by Lessee pursuant to this Agreement. The property so listed shall be,
collectively, the "Equipment" and individually, a "Unit of Equipment."
Equipment Location" means the location or locations within Lessee's jurisdiction where the
Equipment is installed, used or maintained by Lessee.
Event of Loss" means with respect to any Unit of Equipment if such Unit of Equipment or any
material part thereof has been lost, stolen, requisitioned or condemned by any governmental authority,
damaged beyond repair or damaged in such a manner that results in an insurance settlement on the basis
of an actual or arranged total loss.
Final Renewal Period" or "Final Period" means the last period during which a Lease will be
renewed, commencing on the first day of the Fiscal Period of Lessee specified in the applicable Individual
Payment Schedule with respect to each Unit of Equipment and ending on the date specified in such
Individual Payment Schedule as the last payment date.
Fiscal Period" means the applicable fiscal year of Lessee.
2-
2008 Fifth Third Bancorp
Classification: Internal Use
Implicit Rate of Interest" means the rate used to determine the interest portion of the
Lease -Purchase Payments, as set forth in the Individual Payment Schedules.
Independent Counsel" means any attorney or attorneys duly admitted to practice law before the
highest court of any state and not an officer or full time employee of Lessor or Lessee and who is not
reasonably objected to by Lessee.
Individual Payment Schedules" means the schedules which identify specific Units of Equipment,
the Commencement Date of the individual leases and terms thereof (which are treated as separate lease
obligations) which may become a part of this Agreement from time to time.
Initial Fiscal Period" or "Initial Period" means such period as shall be indicated by the
Commencement Date set forth in each Individual Payment Schedule for the Equipment, which shall
terminate the last day of Lessee's then current Fiscal Period. The term of the Leases will be renewed in
the manner described in Section 6 hereof at the end of the Initial Period or any Renewal Period for one (1)
additional year, upon Lessee's budgeting of sufficient funds for the making of Lease -Purchase Payments
for the next occurring Renewal Period with respect to the Equipment or specific Units of Equipment, as
provided in Section 10 of the Agreement.
Lease -Purchase Payment Account" means the account established by Lessor for receipt and
deposit of the Lease -Purchase Payments of Lessee under the Agreement and for deposit of any insurance
proceeds not used for repair or replacement of Equipment, as provided in Section 19 of this Agreement.
Lease -Purchase Payments" means the sum of the Base Rent and any Additional Rent due at or
during a stated time.
Lease Term" means, collectively, the Initial Period and thereafter, each Renewal Period provided
for in the Agreement.
Lease" or "Leases" means an individual lease or leases of the Units of Equipment, as specified in
the Individual Payment Schedules and the other documents, agreements and instruments executed in
connection therewith, entered into as a part of and pursuant to the Agreement.
Lessee" means as referenced above, a political subdivision of the State.
Lessor" means as referenced above, or its successors or assigns.
Maximum Fiscal Periods" means the total number of Fiscal Periods of Lessee during which the
Leases may be renewed from and including the first Fiscal Period to and including the final Fiscal Period.
Payment Date" means each date of payment during the Lease Term designated as a Payment
Date in the Individual Payment Schedules, commencing as of the Commencement Date.
Purchase Price" means, as of any Purchase Price Date, the amount set forth in the Individual
Payment Schedules which Lessee may pay to purchase the Equipment or specific Units of Equipment.
Purchase Price Date" means any Payment Date referred to in the Individual Payment Schedules,
on which Lessee may purchase the Equipment or specific Units of Equipment by payment of the applicable
Purchase Price after payment of the Lease -Purchase Payment due on such date.
Renewal Period" means any Fiscal Period subsequent to the Initial Period of an individual Lease
during which such Lease is renewed.
State" means the State or Commonwealth where Lessee is located.
3-
2008 Fifth Third Bancorp
Classification: Internal Use
Taxable Rate of Interest" means a rate of interest equal to the Tax Equivalent Yield.
Tax Equivalent Yield" means the Implicit Rate of Interest divided by the remainder resulting from
subtracting the current maximum federal corporate income tax rate from one.
Vendor" means the manufacturer of the Equipment as well as the agents or dealers of the
manufacturer from whom Lessor purchased or will purchase the Equipment.
b) References to sections, exhibits or attachments, unless otherwise indicated, are
to sections of or exhibits or attachments to this Agreement.
2. Assi nment of Warranties. Lessor hereby assigns to Lessee during the Lease Term, all
warranties, if any, express or implied with respect to the Equipment. This assignment includes an
authorization to Lessee to obtain the customary services furnished in connection with those warranties, at
Lessee's expense.
3. Lease of Equipment. Lessor hereby agrees to demise, lease and let to Lessee, and
Lessee hereby agrees to rent, lease and hire from Lessor, the Equipment in accordance with the provisions
of this Agreement, to have and to hold for the Lease Term. Upon and during acquisition of the Equipment,
all leasehold rights granted to Lessee by Lessor under this Agreement shall vest in Lessee, without any
further action on the part of Lessor.
Each Lease of each Unit of Equipment shall be evidenced by an Individual Payment Schedule
executed by Lessor and Lessee describing specific personal property, and setting forth provisions relating
to the rent, term of the Lease, and other details relating to such Equipment. The Lease for each Unit of
Equipment shall become effective on the Commencement Date, and the Individual Payment Schedule for
such Equipment shall specify such date as the effective date of the Lease.
4. Disbursements. Subject to the terms and conditions hereof, Lessor and Lessee agree to
disburse funds directly to the Vendor of Equipment or, to the extent an Escrow Agreement is applicable to
any Individual Payment Schedule, establish an Acquisition Fund for the purposes hereinafter described for
each Individual Payment Schedule through such Escrow Agreement. Lessor is authorized to disburse such
funds directly to the applicable party or from the Acquisition Fund, in accordance with the provisions of the
Escrow Agreement, as applicable, in each case for payment of, or reimbursement to Lessor or Lessee for
payment of, the following:
a) Expenses incurred in connection with the authorization, issuance and delivery of
this Agreement and the preparation and delivery of all agreements, instruments and documents related
thereto, including, but not limited to, all financial, legal, administrative, accounting and printing fees,
expenses and charges and all recording, filing or insurance, and any other fees, expenses or charges
relating to the Equipment or this Agreement;
b) Any other costs, expenses, fees and charges properly chargeable to the cost of
acquisition and installation of the Equipment; and
c) Any other costs relating to the Equipment for which payment may be made under
the terms of this Agreement.
Any such disbursements in respect of the purchase price of the Equipment or related costs from
the Acquisition Fund or otherwise for the payment of costs shall be made upon acceptance of the Equipment
pursuant to Section 5 hereof.
Reimbursements to Lessee for amounts paid on the Equipment (by virtue of a down payment or
payment for the Equipment) from the amounts provided for by this Agreement must be in accordance with
U.S. Treas. Reg. § 1.150-2.
4-
2008 Fifth Third Bancorp
Classification: Internal Use
5. Acceptance of Equipment. Upon the acquisition and installation of each Unit of
Equipment, Lessee shall acknowledge and certify in writing its acceptance of such Equipment by signing a
Certificate of Acceptance.
6. Lease Term. The term of each Lease will be for the Initial Period and will be renewable
upon budgeting by Lessee of sufficient funds to pay Base Rent and Additional Rent on the first day of each
succeeding Fiscal Period for the Maximum Fiscal Periods indicated on the Individual Payment Schedules,
unless Lessee exercises its Purchase Option (as specified in Section 20 hereof) prior to the end of the Final
Renewal Period. The Lease will terminate upon payment of the final Lease -Purchase Payment indicated
on the applicable Individual Payment Schedule (plus any Additional Rent payable under the terms of this
Agreement), or on a sooner Purchase Price Date.
7. Rent.
a) Lessee agrees to pay to Lessor during the Lease Term of each Lease the
Lease -Purchase Payments set forth in the Individual Payment Schedules on the dates and in the amounts
set forth therein, including the interest components thereof, equal to the amounts provided below in this
Section. The Lease -Purchase Payments during the Lease Term will be absolute and unconditional in all
events and will not be subject to any set-off, defense, counterclaim or recoupment for any reason
whatsoever.
b) Lessee agrees to pay as Base Rent directly to Lessor the following amounts:
i) Lessee agrees to pay the Lease -Purchase Payments specified in each
Individual Payment Schedule. Each payment shall be applied first to payment of the
interest component of the respective Lease -Purchase Payment.
ii) To the extent permitted by law, -if any Lease -Purchase Payment shall not
have been received by Lessor ten (10) days after the Payment Date, Lessee agrees to pay
a late payment fee equal to 1 % of the due and owing Lease -Purchase Payment.
c) Lessee agrees to pay to Lessor the following amounts as Additional Rent:
i) Lessee represents that no charges or taxes (local, state or federal) are
currently imposed on the ownership, leasing, rental, sale, purchase, possession or use of
the Equipment, exclusive of taxes on or measured by Lessor's income, and acknowledges
that no provision has been made for the inclusion of any such charges or taxes in the Base
Rent. If during the Lease Term, the ownership, leasing, rental, sale, purchase, possession
or use of the Equipment shall result in the imposition on Lessor of any charges or taxes
local, state or federal), exclusive of taxes on or measured by Lessor's income, Lessee
shall promptly pay to Lessor, upon receipt from Lessor of a statement therefor, as
Additional Rent an amount equal to those charges and taxes imposed on Lessor.
ii) Upon an Event of Default, Lessee will pay to Lessor as Additional Rent all
reasonable costs and expenses incurred or to be paid by Lessor under the Agreement,
including Lessor's out-of-pocket expenses and Lessor's attorney fees, which were not part
of the original cost of the Equipment.
iii) Lessee will pay to Lessor as Additional Rent all supplemental payments
required by Section 8(d) below in the amount necessary to preserve the Tax Equivalent
Yield to Lessor under the terms of the Agreement, in the manner provided therein.
d) If Lessee does not make payment of all or any part of the Additional Rent, Lessor
shall have the right, but shall not be obligated, to pay or advance the amount of such Additional Rent. If
Lessor pays any portion of such Additional Rent, Lessee shall pay Lessor no later than the first Payment
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2008 Fifth Third Bancorp
Classification: Internal Use
Date in the next succeeding Fiscal Period during which the Lease Term is in effect an amount equal to the
sum of such Additional Rent and the costs incurred by Lessor in making such payment or advance, including
the amount Lessor would have earned from investment of the amount paid or advanced before repayment
thereof as determined by the prime rate of Fifth Third Bank as announced from time to time, plus 1'/z%.
Lessor shall notify Lessee in writing of the costs incurred in any case of its paying or advancing such
Additional Rent. If Lessor pays or advances such Additional Rent, and is repaid as provided for in this
paragraph, then such initial failure to pay shall be deemed to be cured and shall not be deemed to be an
Event of Default under Section 22 of this Agreement.
e) Lease -Purchase Payments shall be payable at the principal commercial leasing
office of Lessor or at such other place as Lessor may from time to time designate in writing.
Actions Relating to Tax Exemption of Interest Components.
a) Lessor and Lessee each covenant that it will restrict the use of moneys realized
under this Agreement or otherwise in connection with the acquisition and financing of the Equipment in
such manner and to such extent, if any, as may be necessary, after taking into account reasonable
expectations at the time of entering into this Agreement, so that there will not exist at any time any obligation
in connection with this Agreement or the Equipment that constitutes an obligation the interest on which is
includible in gross income for federal income tax purposes or an "arbitrage bond" under Section 148 of the
Internal Revenue Code of 1986, as amended (the "Code"), and the regulations prescribed under that
Section and any subsequent amendments or modifications thereto. Any officer of Lessor or Lessee having
responsibility with respect to the execution and delivery of this Agreement shall, alone or in conjunction with
any other officer, employee or agent of or consultant to Lessor or Lessee, give an appropriate certificate of
Lessor or Lessee (in form and substance satisfactory to Lessor or Lessee, as applicable) pursuant to
Sections 103 and 148 of the Code and those regulations, setting forth the reasonable expectations of
Lessor or Lessee on the date of entering into each Individual Payment Schedule of this Agreement,
regarding each Lease and -the use of those moneys, which such certificate shall bind the Lessee with
respect to the covenants and undertakings contained therein.
b) Lessee represents and covenants that it will not use the Equipment, or permit the
Equipment to be used, in such a manner as would result in the loss of the exclusion from gross income for
federal income tax purposes of the component of the Lease -Purchase Payments designated as interest on
the Individual Payment Schedules afforded under Section 103(a) of the Code.
c) Lessor and Lessee each covenant to take all action required to maintain exclusion
from gross income for federal income tax purposes afforded under Section 103(a) of the Code, of the
Lease -Purchase Payments designated as the interest component on the Individual Payment Schedules
attached hereto.
d) (i) If at any time the yield to Lessor as to any Lease is decreased by any change
in the limitation in the deductibility of the interest paid on debt incurred by Lessor to carry tax exempt
obligations from that which is presently incurred by Lessor, or if there shall occur any other change in law
which lowers the Tax Equivalent Yield to Lessor, then Lessee shall make a supplemental payment to Lessor
annually, on written demand by Lessor, in an amount which is equal to the amount necessary on an after-tax
basis to preserve the same Tax Equivalent Yield. (ii) If for any reason the interest portion of the
Lease -Purchase Payments of any Lease is determined not to be excludable from gross income for federal
income tax purposes, the Implicit Rate of Interest will increase to a rate equal to a Taxable Rate of Interest.
In addition, Lessee will pay an amount equal to the difference between the portion of the Lease -Purchase
Payments which constituted interest with respect to such Lease which were actually paid and the interest
which would have been paid if the Implicit Rate of Interest had been a Taxable Rate of Interest from the
Commencement Date or, if later, the effective date from which the interest component is determined to be
taxable, plus any penalties, interest, assessments and additions to tax payable by Lessor as a result of the
loss of the tax exempt status of interest on the Lease.
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Classification: Internal Use
9. Authority and Authorization. Lessee represents, covenants and warrants, and will
deliver to Lessor not later than the Commencement Date an opinion of its counsel to the effect that: (i)
Lessee is a political subdivision of the State, duly organized and validly existing under and by virtue of the
laws of the State; (ii) the execution, delivery and performance by Lessee of this Agreement have been duly
authorized by all necessary action on the part of Lessee; and (iii) this Agreement constitutes a legal, valid
and binding obligation of Lessee enforceable in accordance with its terms. Lessee agrees and warrants
that: (i) it will do or cause to be done all things necessary to preserve and keep this Agreement, including
each Individual Payment Schedule hereunder, in full force and effect; (ii) it has complied with all
requirements applicable to it, and has taken all steps for approval and adoption of this Agreement as a valid
obligation on its part; and (iii) sufficient funds are appropriated to pay all amounts due under this Agreement
for the Initial Period.
10. Title; Termination; Nona ro riation.
a) Lessee will obtain title to the Equipment during the Lease Term, subject to Lessor's
rights under this Agreement. Lessor and Lessee agree that this Agreement or any other appropriate
documents may be filed or recorded to evidence the parties' respective interests in the Equipment and the
Agreement.
b) The Equipment shall become the property of Lessee and Lessor's interest therein
shall pass to Lessee without cost upon (i) Lessee's exercise of the Purchase Option granted in Section 20
hereof, or (ii) the complete payment and performance by Lessee of all of its obligations during the Lease
Term; provided, however, that title shall immediately and without any action by Lessee vest in Lessor, and
Lessee shall -immediately surrender possession of the applicable Units of Equipment to Lessor upon (A)
any termination of any Lease under this Agreement without Lessee exercising its Purchase Option to
purchase with respect thereto, or (B) the occurrence of an Event of Default which is not cured in accordance
with the terms of this Agreement. In any of such cases, Lessee agrees to execute such instruments and
do such things as Lessor reasonably requests in order to effectuate transfer of any and all of Lessee's right,
title and interest in such _Equipment, as is, to Lessor. Subject to Lessee's obligations under Section 14
hereof, it is hereby acknowledged by Lessor and Lessee that Lessee will purchase the Equipment on the
terms set forth in the Individual Payment Schedules of this Agreement.
c) It is Lessee's intent to pay Lease -Purchase Payments for the Initial Period and all
Renewal Periods as scheduled on each Individual_ Payment Schedule if funds are legally available to it and
in this regard, Lessee represents that the use of the Equipment is essential to its operations. If Lessee is
not allotted funds for any successive Fiscal Period to continue paying the Lease -Purchase Payments as to
any Individual Payment Schedule for the Units of Equipment relating thereto and it has no funds legally
available for such payment from other sources, Lessee may terminate the applicable Individual Payment
Schedules of this Agreement at the end of the then current Fiscal Period, and Lessee shall not be obligated
to make any payments thereon beyond the end of the then current Fiscal Period. Lessee shall provide
Lessor with ninety (90) days written notice of its intention to terminate this Agreement as a result of an
event of nonappropriation. In such event, Lessor shall have all the rights and remedies to take possession
of the Units of Equipment relating to the Individual Payment Schedules so terminated. Lessee agrees to
transfer all of its right, title and interest and to peaceably surrender possession of the applicable Units of
Equipment to Lessor or its assignee on the effective date of such termination, and to have such Equipment
packaged for shipment in accordance with manufacturer's specifications.
11. Security Interest. In order to secure all of its obligations hereunder, Lessee hereby (a)
grants to Lessor a first and prior security interest in any and all right, title and interest of Lessee in (i) the
Equipment and in all additions, attachments, accessions, and substitutions thereto, and on any proceeds
therefrom, (ii) all general intangibles, software intangibles and other property relating thereto (excluding
accounts receivable), (iii) all warehouse receipts, bills of lading and other documents of title now or hereafter
covering any of the foregoing property, (iv) all securities, funds, moneys, deposits and other property at any
time held in or subject to the Acquisition Fund (if any), (v) all accessions thereto, (vi) all accessories,
attachments, parts, equipment and repairs now or hereafter attached or affixed or used in connection with
any of the foregoing property, (vii) all substitutions for any of the foregoing property and (viii) proceeds of
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2008 Fifth Third Bancorp
Classification: Internal Use
any of the foregoing property (including, without limitation, any property acquired by Lessee with such
proceeds); (b) agrees that this Agreement may be filed as a financing statement evidencing such security
interest and authorizes Lessor to file such other UCC Financing Statements relating to such collateral in
such jurisdictions as Lessor shall determine are necessary or appropriate; and (c) agrees to execute and
deliver all financing statements, certificates of title and other instruments necessary or appropriate to
evidence such security interest and Lessee hereby irrevocably makes, constitutes and appoints Lessor as
Lessee's true and lawful attorney with full power to sign the name of Lessee to any such document.
12. Disclaimer of Warranties. LESSOR MAKES NO WARRANTY OR REPRESENTATION,
EITHER EXPRESS OR IMPLIED, AS TO THE VALUE, DESIGN, CONDITION, COMPLIANCE WITH
SPECIFICATIONS, QUALITY OF MATERIALS OR WORKMANSHIP, MERCHANTABILITY, FITNESS
FOR A PARTICULAR PURPOSE, USE OR OPERATION, SAFETY, PATENT, TRADEMARK OR
COPYRIGHT INFRINGEMENT, SUBJECT TO LESSEE'S OBLIGATIONS UNDER SECTION 14 HEREOF,
OF ANY OF THE EQUIPMENT OR AS TO ITS TITLE THERETO OR ANY OTHER REPRESENTATION
OR WARRANTY WITH RESPECT TO THE EQUIPMENT. Lessor hereby assigns to Lessee for and during
the Lease Term all manufacturer's warranties or guaranties, express or implied, issued on or applicable to
the Equipment and Lessor authorizes Lessee to obtain the customary services furnished in connection with
such warranties or guaranties at Lessee's expense. Lessee acknowledges that the Equipment shall be
purchased by Lessor in accordance with Lessee's specifications and from a vendor selected by Lessee;
that Lessor is not a manufacturer of or dealer of such Equipment and takes no part in or responsibility for
the installation of the Equipment, and that Lessor has made no representation or warranty and assumes
no obligation with respect to the merchantability, condition, quality or fitness of the Equipment or the
enforcement of the manufacturer's warranties or guaranties.
All such risks, as between Lessor and Lessee, are to be borne by Lessee. Without limiting the
foregoing Lessor shall have no responsibility or liability to Lessee or any other.person with respect to any
of the following: (i) any -liability, loss or damage caused or alleged to be caused directly or indirectly by the
Equipment;.any inadequacy thereof, any deficiency or defect (latent or otherwise) therein, or any other
circumstances in _connection therewith; (ii) the use, operation or performance of the Equipment or any risks
relating thereto; (iii) any interruption of service, loss of business or anticipated profits or consequential
damages; or (iv) the delivery, operation, servicing, maintenance, repair, improvement or replacement of the
Equipment.
13. Personal Property. The Equipment is and shall at all times be and remain personal
property notwithstanding that the Equipment or any part thereof may be or hereafter become in any manner
affixed or attached to or embedded in or permanently rested upon real property or any building or fixtures
thereon or otherwise attached in any manner to what is permanent by means of cement, plaster, nails,
bolts, screws or otherwise.
14. Use; Maintenance and Repair; Indemnification.
a) Lessee will: (i) use the Equipment in a careful manner for the use contemplated by
this Agreement and the laws of the State with respect to equipment of this type; (ii) comply with all laws,
insurance policies and regulations relating to the use, maintenance and operation of the Equipment; and
iii) pay all costs, claims, damages, fees and charges arising out of its possession, use or maintenance of
the Equipment.
b) Lessee, at its expense, will: (i) keep the Equipment in good repair and furnish all
parts, mechanisms and devices required therefor, and (ii) obtain and maintain any governmental licenses
and permits required for ownership and operation of the Equipment.
c) Lessee will repair and maintain, or by contract provide for the proper repair and
maintenance of, the Equipment during the Lease Term.
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Classification: Internal Use
d) Lessor agrees that so long as no Event of Default has occurred and is continuing
during the Lease Term it will not impair Lessee's abilities to operate or maintain the Equipment in sound
operating condition so that the Equipment will be able to carry out its intended functions.
e) Lessee releases Lessor from, agrees that Lessor shall not be liable for, and to the
extent permitted by law, Lessee shall indemnify Lessor against causes of action, costs and expenses
including, without limitation, reasonable attorneys' fees and expenses except as may be limited by law or
judicial order or decision entered in any action brought to recover moneys under this Section) imposed
upon, incurred by or asserted against either Lessor on account of (a) ownership of any interest in the
Equipment or any part thereof, (b) any accident, injury or death to persons or damage to property occurring
on or about the Equipment or any part thereof or the adjoining sidewalks, curbs, streets or ways, (c) any
use, disuse or condition of the Equipment or any part thereof, or the adjoining sidewalks, curbs, streets or
ways, (d) any failure on the part of Lessee to perform or comply with any of the terms hereof or (e) the
performance of any labor or services or the furnishing of any materials or other property in respect of the
Equipment or any part thereof. In case any action, suit or proceeding is brought against Lessor for any
such reason, Lessee, upon the request of Lessor, will, to the extent permitted by law, at Lessee's expense,
cause such action, suit or proceeding to be resisted and defended by Independent Counsel.
f) Lessor agrees to indemnify and save harmless Lessee against and from any and
all cost, liability, expenses and claims arising from any breach or default on the part of Lessor in the
performance of any covenant or agreement on the part of Lessor to be performed pursuant to the terms of
this Agreement, or arising from any act or gross negligence of or failure to act by Lessor, or any of its
agents, contractors, servants, employees, or licensees, and from and against all cost, liability and expenses
incurred in or in connection with any such claim or action or proceeding brought thereon; and in case any
action or proceeding be brought against Lessee by reason of any such claim, Lessor, upon notice from
Lessee, covenants to resist or defend such action (using counsel acceptable to Lessee, as the case may
be) or proceedings at Lessor's expense.
15. Alterations. Following completion of the acquisition of the Equipment, Lessee will not
make any alterations, additions, substitutions, subtractions or replacements to the Equipment which would
have an adverse effect on either the nature of the Equipment or the function or value of the Equipment,
unless such alterations, additions, substitutions, subtractions, replacements or improvements may be
readily removed or re -added without damage to the Equipment. Any alterations, additions or improvements
to the Equipment which may not be readily removed without damage to the Equipment, and any
substitutions or replacements, shall be considered to constitute a part of the Equipment.
16. Location; Inspection. Lessee shall not remove the Equipment from the Equipment
Location without the consent of Lessor, which consent shall not be unreasonably withheld. Lessor will be
entitled to enter upon the Equipment Location or elsewhere during reasonable business hours to inspect or
observe the use, operation and maintenance of the Equipment.
17. Liens and Encumbrances. Lessee and Lessor shall keep the Equipment free and clear
of all liens and encumbrances except those created or permitted under this Agreement.
18. Risk of Loss; Darnacte,• Destruction. Lessee assumes all risk of loss or damage to the
Equipment from any cause whatsoever. No loss of or damage to, or appropriation by governmental
authorities of, or defect in or unfitness or obsolescence of, the Equipment will relieve Lessee of its obligation
under this Agreement or the Individual Payment Schedules hereunder. Lessee will promptly repair or
replace any portions of Equipment lost, destroyed, damaged or appropriated necessary to maintain the
Equipment in sound operating condition so that at all times during the Lease Term the Equipment will be
able to carry out its intended functions. If an Event of Loss to any Equipment has occurred, Lessee shall
immediately notify Lessor of same, and at the option of Lessor, Lessee shall: (a) repair or replace such
Equipment in accordance with the immediately preceding sentence and the other terms and conditions
hereof or (b) pay to Lessor on the next succeeding Payment Date the sum of (i) all Base Rent and Additional
Rent due on such Payment Date and all other amounts then due and owing hereunder plus (ii) the
Purchase Price as of such Payment Date with respect to the Equipment. Upon Lessor's receipt of the
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2008 Fifth Third Bancorp
Classification: Internal Use
payment required under subsection (b) above, Lessee shall be entitled to Lessor's interest in such
Equipment, in its then condition and location, "as is" and "where is", without any representations or
warranties, express or implied.
19. Insurance. Lessee during the Lease Term of this Agreement shall maintain:
a) property insurance, with any loss deductible commonly used by Lessee, covering
the Equipment, naming Lessor as loss payee and otherwise on the terms and in the amounts specified in
the Insurance Coverage Certificate executed by Lessee;
b) liability insurance covering the use of the Equipment, which may be a combination
of self-insurance and an excess liability policy, naming Lessor as an additional insured and otherwise on
the terms and in the amounts specified in the Insurance Coverage Certificate executed by Lessee;
c) the proceeds of any personal injury insurance, casualty insurance, or appropriation
awards, to the extent they are not promptly used or encumbered for the purposes stated in 18 hereof, shall
be paid to Lessor for deposit in the Lease -Purchase Payment Account; and
d) in the event of total destruction of any Units of Equipment, Lessee shall apply
insurance proceeds, self-insurance and any other moneys available and appropriated for the purpose, to
the acquisition of replacement Equipment.
20. Purchase O tion. Lessee, upon ninety (90) days prior written notice to Lessor and after
the Commencement Date, shall have the right to purchase the Equipment or any Unit -of Equipment thereof
on any Purchase Price Date by paying to Lessor the Lease -Purchase Payment then due on the applicable
Individual Payment Schedule, together with the Purchase Price -relating to that date. Any purchase of
Equipment hereunder shall be on an "as -is, where -is" basis without representation or warranty of any kind
from Lessor except that Lessor shall warrant that the Equipment is free, clear and unencumbered of all
liens arising by, through or under Lessor except for such liens as Lessee is required to remove pursuant to
the terms hereof.
21. Assignments.
a) Lessee may not, without the prior written consent of Lessor: (i) assign, transfer,
pledge, hypothecate or grant any security interest in or otherwise dispose of this Agreement or any
Individual Payment Schedule under this Agreement or any Unit of Equipment (without replacement or
substitution) or any interest in this Agreement or any Individual Payment Schedule under this Agreement
or Unit of Equipment, or (ii) sublease the Equipment or permit it to be operated by anyone other than
Lessee, Lessee's employees or persons authorized by Lessee in connection with Lessee's operation and
maintenance of the Equipment.
b) This Agreement and each Individual Payment Schedule and the obligations of
Lessee to make payments under each Individual Payment Schedule, may be sold, assigned or otherwise
disposed of in whole or in part to one or more successors, grantees, holders, assignees or subassignee by
Lessor, whereupon such successors, grantees, holders, assignees or subassignee shall succeed to all of
Lessor's rights and (except to the extent of any servicing obligations retained by Lessor) obligations. Upon
any sale, disposition, assignment or reassignment, Lessee shall be provided with a notice of the same by
Lessor or its grantees, holders, assignees or subassignee; provided, however, that failure to provide such
notice to Lessee shall not invalidate, void or render ineffective such assignment. Such sale, disposition,
assignment or reassignment shall be effective upon receipt of such notice by Lessee.
c) Lessee agrees to make all payments to the assignee designated in the
assignment, notwithstanding any claim, defense, setoff or counterclaim whatsoever (except arising from
Lessor's breach of this Agreement) that Lessee may from time to time have against Lessor or Vendor.
Lessee agrees to execute all documents, including registering of assignments, notices of assignment and
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2008 Fifth Third Bancorp
Classification: Internal Use
chattel mortgages or financing statements, which may be reasonably requested by Lessor or assignee to
protect its interest in the Equipment, in this Agreement and in each Individual Payment Schedule.
d) Lessee hereby agrees that Lessor may sell or offer to sell this Agreement (i)
through a certificate of participation program, whereby one or more interests are created in the Agreement
under each Individual Payment Schedule, the Equipment or the Rental Payments under this Agreement
and each Individual Payment Schedule or (ii) with other similar instruments, agreements and obligations
through a pool, trust, limited partnership, or other entity.
22. Events of Default. The occurrence of any one or more of the following events constitutes
an "Event of Default" under this Agreement:
a) Lessee's failure to make during the then current Fiscal Period any Lease -Purchase
Payment (or any other payment) as it becomes due in accordance with the terms of any Individual Payment
Schedule of this Agreement, and the failure continues for fifteen (15) days after the due date; or
b) Lessee's failure to perform or observe any other covenant, condition or agreement
to be performed or observed by it under this Agreement, and the failure is not cured or steps satisfactory
to Lessor taken to cure the failure, within ten (10) days after written notice of the failure to Lessee by Lessor;
or
c) The discovery by Lessor that any material statement, representation or warranty
made by Lessee in this Agreement or in any writing delivered by Lessee pursuant to or in connection with
this Agreement is false, misleading or erroneous in any material respect; or-
d) The initiation by Lessee of a proceeding under any federal or state bankruptcy or
insolvency law seeking relief under such laws concerning the indebtedness of Sub -Lessee or Lessee; or
e) Lessee shall be or become insolvent, or admit in writing its inability to pay its or his
debts as they mature, or make an assignment for the benefit of creditors; or Lessee shall apply for or
consent to the appointment of any receiver, trustee or similar officer for it or for all or any substantial part
of its property; or such receiver, trustee or similar officer shall be appointed without the application or
consent of Lessee; or Lessee shall institute (by petition, application, answer, consent or otherwise) any
bankruptcy, insolvency, reorganization, arrangement, readjustment of debt, dissolution, liquidation or
similar proceeding relating to it under the laws of any jurisdiction; or any such proceeding shall be instituted
by petition, application or otherwise) against Lessee, or any judgment, writ, warrant of attachment or
execution or similar process shall be issued or levied against a substantial part of the property of Lessee.
23. Remedies. Upon the occurrence of an Event of Default, and as long as the Event of
Default is continuing, Lessor may, at its option, exercise any one or more of the following remedies as to
the Equipment:
a) By written notice to Lessee, declare an amount equal to all amounts then due
under all Individual Payment Schedules and all remaining Lease -Purchase Payments due thereon during
the then applicable Fiscal Period, whereupon that amount shall become immediately due and payable;
b) Within fifteen (15) days after written demand or notice to Lessee, enter and take
immediate possession of the Equipment wherever situated, without any court order or process of law and
without liability for entering the premises;
c) Sell or lease the Equipment or sublease the Equipment for the account of Lessee,
holding Lessee liable for all Lease -Purchase Payments and other payments due during the then applicable
Fiscal Period to the effective date of such selling, leasing or subleasing and for the difference between the
purchase price, rental and other amounts paid by the purchaser, lessee or sublessee pursuant to such sale,
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2008 Fifth Third Bancorp
Classification: Internal Use
lease or sublease and the amounts payable during such Fiscal Period by Lessee under all Individual
Payment Schedules of this Agreement; and
d) Exercise any other right, remedy or privilege which may be available to it under the
applicable laws of the State or any other applicable law or proceed by appropriate court action to enforce
the terms of this Agreement or to recover damages for the breach of this Agreement or to rescind this
Agreement as to any or all of the Equipment.
Lessee will remain liable for all covenants and obligations under this Agreement, and for all legal
fees and other costs and expenses, including court costs awarded by a court of competent jurisdiction,
incurred by Lessor with respect to the enforcement of any of the remedies under this Agreement, when a
court of competent jurisdiction has finally adjudicated that an Event of Default has occurred.
Upon an Event of Default or as otherwise required herein or in any Agreement, Lessee shall within
ten (10) calendar days after notice from Lessor, at its own cost and expense: (a) if deinstallation,
disassembly or crating is required, cause the Equipment to be deinstalled, disassembled and crated by an
authorized manufacturer's representative or such other service person as is satisfactory to Lessor; and
b) deliver the Equipment to a location specified by Lessor, freight and insurance prepaid by Lessee. If
Lessee refuses to deliver the Equipment in the manner designated, Lessor may enter upon Lessee's
premises where the Equipment is kept and take possession of the Equipment and charge to Lessee the
costs of such taking. To the extent permitted by applicable law, Lessee hereby expressly waives any
damages occasioned by such taking, unless caused solely and directly by Lessor's failure to comply with
the UCC. If Lessee makes modifications to a site after any Equipment has been installed therein and such
modifications impede the removal of the Equipment, the cost of removing the impediments and restoring
the site shall be the sole expense of Lessee. Lessee agrees that if Lessee is required to deliver any item
of Equipment to Lessor or Lessor's agent, -the -Equipment shall be delivered free of all substances which,.
are regulated by or form a basis for liability under any Environmental Law (other than items necessary for
the use or operation of the Equipment for the purposes for, which it was intended so long as such items
have been hauled, conveyed, stored, treated, transported and disposed of in accordance with
Environmental Laws). All of Lessee's right, title and interest in any Equipment the possession of which is
taken by Lessor upon the occurrence of an Event of Default (including, without limitation, construction
contracts, warranties, guaranties or completion assurances applicable to such Equipment) shall pass to
Lessor, and Lessee's rights in such Equipment shall terminate immediately upon such repossession.
24. No Remedy Exclusive. No remedy herein conferred upon or reserved to Lessor is
intended to be exclusive and every such remedy shall be cumulative and shall be in addition to every other
remedy given under this Agreement or now or hereafter existing at law or in equity. No delay or omission
to exercise any right or power accruing upon any Event of Default shall impair any such right or power or
shall be construed to be a waiver thereof, but any such right or power may be exercised from time to time
and as often as may be deemed expedient. All remedies herein conferred upon or reserved to Lessor shall
survive the termination of this Agreement.
25. Notices. All notices to be given under this Agreement shall be made in writing and mailed
by certified or registered mail, return receipt requested, to the parties at the addresses set forth herein or
at such other address as the party may provide in writing from time to time.
26. Heading. All section headings contained in this Agreement are for convenience of
reference only and are not intended to define or limit the scope of any provision of this Agreement.
27. Governing Law. This Agreement shall be construed in accordance with and governed by
the laws of the State.
28. Delivery of Related Documents. Lessee will execute or provide, as requested by Lessor,
such other documents and information as are reasonably necessary with respect to the transactions
contemplated by this Agreement, including the Individual Payment Schedules which are or become a part
of this Agreement.
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Classification: Internal Use
Lessor and Lessee agree that this Agreement or any other appropriate documents may be filed or
recorded to evidence the parties' respective interests in the Equipment and this Agreement or the individual
Leases hereunder.
29. Special Representations and Covenants of Lessor. Lessor represents that:
a) Lessor is a nationally chartered Bank duly organized, existing and in good
standing; has full and complete power to enter into this Agreement and to enter into and carry out the
transactions contemplated hereby, and to carry out its obligations under this Agreement; is possessed of
full power to own and hold real and personal property, and to lease the same; and has duly authorized the
execution and delivery of this Agreement;
b) neither the execution and delivery of this Agreement or any Lease, nor the
fulfillment of or compliance with the terms and conditions hereof and thereof, nor the consummation of the
transactions contemplated hereby and thereby, conflicts with or results in a breach of the terms, conditions
or provisions of any restriction or any agreement or instrument to which Lessor is now a party or by which
Lessor or its property is bound, or constitutes a default under any of the foregoing, or results in the creation
or imposition of any lien, charge, or encumbrance whatsoever upon any of the property or assets of Lessor,
or upon the Equipment, as defined in any Lease except encumbrances permitted by the Lease; and
c) upon exercise by Lessee of its option to purchase the Equipment pursuant to any
Lease, Lessor will deliver to Lessee all documents which are or may be necessary to vest all of Lessor's
right, title and interest in and to the Equipment in Lessee, and will release all liens and encumbrances
created under the Lease with respect to the Equipment.
30. Special Representations and Covenants of Lessee. Lessee represents that:
a) it is•a political subdivision of the State responsible for managing the City of Carmel,
Indiana and that acquiring, owning- and financing of the Equipment and the leasing of the Equipment will
advance such purposes. Lessee further represents that it intends, to the fullest extent possible, to support
and maintain the Equipment to assure performance of its essential function;
b) the laws -of the State authorize Lessee to acquire, operate and maintain the
equipment to be leased pursuant to the Lease, to enter into the Lease and the transactions contemplated
thereby, and carry out its obligations under the Lease;
c) the officers of Lessee executing the Lease have been duly authorized to execute
and deliver the Lease under the terms and provisions of a resolution of Lessee's governing body or by other
appropriate official action;
d) Lessee has complied with all open meeting laws, all public bidding laws and all
other laws of the State and the United States applicable to the Lease and the acquisition of the Equipment
by Lessee;
e) except as provided under the terms of the Lease, Lessee will not transfer, lease,
assign, mortgage or encumber the Equipment;
f) the Equipment constitutes public property to be used solely for public purposes
and Lessee will use the Equipment during the term of the Lease only to perform essential governmental
functions;
g) Lessee will execute and file with the Internal Revenue Service the information
reporting statement required by Section 149(e) of the Code, (Form 8038G or 8038GC);
13-
2008 Fifth Third Bancorp
Classification: Internal Use
h) Lessee does not reasonably anticipate that less than ninety-five percent (95%) of
the proceeds of the Lease will be used for "local government activities" of Lessee; and
i) all representations, warranties, covenants and statements contained in this Lease
are true and correct.
Upon the execution of each Individual Payment Schedule, Lessee will provide Lessor a completed and
executed copy of the opinion of the legal counsel to Lessee, in form and substance satisfactory to Lessor.
The opinion of legal counsel to Lessee will be dated the date that funding for the Individual Payment
Schedule is provided by Lessor. In addition, Lessor's obligation to fund the purchase price for the
Equipment referred to in any Individual Equipment Schedule executed pursuant hereto is conditioned upon
Prior receipt of the following documents, in each case, duly executed by Lessee and in form and substance
satisfactory to Lessor: (i) Arbitrage and Tax Certificate, (ii) Certificate of Fiscal Officer, (iii) Bank Eligibility
Certificate, (iv) Insurance Coverage Letter, (v) Municipal Certificate and (vi) Essential Use/Source of Funds
Certificate.
31. Escrow Agreement, To the extent required by any Individual Payment Schedule executed
pursuant hereto, at the time of the execution and delivery of such Individual Payment Schedule, Lessor and
Lessee agree to execute and deliver and to cause Escrow Agent to execute and deliver the Escrow
Agreement. Such Individual Payment Schedule shall take effect only upon execution and delivery of theEscrowAgreementbythepartiesthereto. Upon receipt of each properly completed Payment Request
Form, in the form prescribed by the Escrow Agreement, Lessor shall deposit or cause to be deposited with
Escrow Agent for credit to the Acquisition Fund the sum designated therein, which shall be held, invested
and disbursed in accordance with the Escrow Agreement.
32. Entire Agreement. This Agreement, together with all- Individual Payment Schedules and
attachments and exhibits, and other documents or instruments executed by Lessee and Lessor in
connection with this Agreement, constitute the entire agreement between the parties with respect to the
lease of the Equipment.
33. Amendments. This Agreement may not be modified, amended, altered or changed except
with the written consent of Lessee and Lessor and except as contemplated by the addition of Individual
Payment Schedules.
34. Severability. In any provision of, or any covenant, obligation or agreement contained in
this Agreement is determined by a court to be invalid or unenforceable, that determination shall not affect
any other provision, covenant, obligation or agreement, each of which shall be construed and enforced as
if the invalid or unenforceable portion were not contained in this Agreement. The invalidity or
unenforceability shall not affect any valid or enforceable application thereof, and each such provision,
covenant, obligation or agreement shall be deemed to be effective, operative, made, entered into or taken
in the manner and to the full extent permitted by law.
35. Counterparts. This Agreement may be simultaneously executed in several counterparts,
each of which shall be an original and all of which shall constitute but one and the same Agreement.
14-
2008 Fifth Third Bancorp
Classification: Internal Use
IN WITNESS WHEREOF, the parties have executed this Master Lease -Purchase Agreement bytheirauthorizedofficersasofthedatesetforthabove.
LESSOR:
Fifth Third Bank, National Association
By:_ ' L
Name: Laurel Sebree
Title: Vice President
LESSEE:
City of Carmel, Indiana
Name: Jim Brainard
Title: Mayor
2008 Fifth Third Bancorp -
15 -
Classification: Internal Use
CzTfshfzHsfdivlijobu3;53qn-Gfc39-3133
CzTfshfzHsfdivlijobu22;69bn-Nbs1:-3133
SJCA, Inc.
Engineering Department - 2022
Appropriation # 2200 0 44-628.71 2020 Road Bond Fund; P.O.#106329
Contract Not To Exceed $56,200.00
2.3 The Client and Consultant are aware that many factors outside the Consultant’s control may affect the
Consultant’s ability to complete the services to be provided under this Agreement. The Consultant will
perform these services with reasonable diligence and expediency consistent with sound professional
practices. The Consultant shall prepare and submit for Client approval a schedule for the performance of the
Consultant’s services. This schedule shall include reasonable allowances for review and approval times
required by the Client, performance of services by the Client’s consultants, and review and approval times
required by public authorities having jurisdiction over the Project. This schedule shall be equitably adjusted
as the Project progresses, allowing for changes in scope, character or size of the Project requested by the
Client, or for delays or other causes beyond the Consultant’s reasonable control.
SECTION 3 CITY'S RESPONSIBILITIES
3.1 City shall provide such information as is reasonably necessary for Professional to understand the Services
requested.
3.2 City shall provide all data required for provision of Services. Professional may assume that all data so
provided is correct and complete.
3.3. City shall arrange for Professional to enter upon public and private property as reasonably required for
Professional to perform the Services.
3.4 City shall designate payment of the Services from City budget appropriation number 2200 0 44-628.71 2020
Road Bond funds.
3.5 City shall designate the Mayor or his duly authorized representative to act on City’s behalf on all matters
regarding the Services.
SECTION 4 PROFESSIONAL'S RESPONSIBILITIES
4.1 Professional shall perform the Services pursuant to the terms of this Agreement and within any applicable
time and cost estimate.
4.2 Professional shall coordinate with City its performance of the Services.
4.3 Professional shall provide the Services by following and applying at all times reasonable and lawful
standards as accepted in the industry.
S:\\Contracts\\Departments\\ENG\\2022\\SJCA, Inc. Professional Services.doc:3/9/2022 8:57 AM\]
2
SJCA, Inc.
Engineering Department - 2022
Appropriation # 2200 0 44-628.71 2020 Road Bond Fund; P.O.#106329
Contract Not To Exceed $56,200.00
SECTION 5 COMPENSATION
5.1 Professional estimates that the total price for the Services to be provided to City hereunder shall be no more
than Fifty Six Thousand Two Hundred Dollars ($56,200.00) (the “Estimate”). Professional shall submit an
invoice to City no more than once every thirty (30) days for Services provided City during the time period
encompassed by such invoice. Invoices shall be submitted on a form containing the same information as that
contained on the Professional Services Invoice attached hereto as Exhibit B, incorporated herein by this
reference. City shall pay Professional for all undisputed Services rendered and stated on such invoice within
thirty five (35) days from the date of City’s receipt of same.
5.2 Professional agrees not to provide any Services to City that would cause the total cost of same to exceed the
Estimate, without City’s prior written consent.
SECTION 6 TERM
Unless otherwise terminated in accordance with the termination provisions set forth in Section 7.1
hereinbelow, this Agreement shall be in effect from the Effective Date through December 31, 2022, and shall,
on the first day of each January thereafter, automatically renew for a period of one (1) calendar year, unless
otherwise agreed by the parties hereto.
SECTION 7 MISCELLANEOUS
7.1 Termination
7.1.1 The obligation to provide all or any portion of the Services under this Agreement may be terminated
by City or Professional, without cause, upon thirty (30) days’ notice.
7.1.2 The obligation to provide all or any portion of the Services under this Agreement may be terminated
by City, for cause, immediately upon Professional’s receipt of City’s “Notice to Cease Services.”
7.1.3 In the event of full or partial Agreement termination, and as full and complete compensation
hereunder, Professional shall be paid for all such Services rendered and expenses incurred as of
the date of termination that are not in dispute, except that such payment amount shall not exceed
the Estimate. Disputed compensation amounts shall be resolved as allowed by law.
7.2 Binding Effect
City and Professional, and their respective officers, officials, agents, partners and successors in interest are
bound to the other as to all Agreement terms, conditions and obligations.
7.3 No Third Party Beneficiaries
Nothing contained herein shall be construed to give rights or benefits to anyone other than the parties
hereto.
S:\\Contracts\\Departments\\ENG\\2022\\SJCA, Inc. Professional Services.doc:3/9/2022 8:57 AM\]
3
SJCA, Inc.
Engineering Department - 2022
Appropriation # 2200 0 44-628.71 2020 Road Bond Fund; P.O.#106329
Contract Not To Exceed $56,200.00
7.4 Relationship
The relationship of the parties hereto shall be as provided for in this Agreement, and neither Professional nor
any of its agents, employees or contractors are City employees. Professional shall have the sole
responsibility to pay to or for its agents, employees and contractors all statutory, contractual and other
benefits and/or obligations as they become due. Professional hereby warrants and indemnifies City for and
from any and all costs, fees, expenses and/or damages incurred by City as a result of any claim for wages,
benefits or otherwise by any agent, employee or contractor of Professional regarding or related to the subject
matter of this Agreement. This indemnification obligation shall survive the termination of this Agreement.
7.5 Insurance
7.5.1 Professional shall, as a condition precedent to this Agreement, purchase and thereafter maintain
such insurance as will protect it and City from the claims set forth below which may arise out of or result from
Professional's operations under this Agreement, whether such operations be by Professional or by its
subcontractors or by anyone directly or indirectly employed by any of them, or by anyone directly for whose
acts any of them may be liable:
1) Claims under Worker's Compensation and Occupational Disease Acts, and any other
employee benefits acts applicable to the performance of the work;
2) Claims for damages because of bodily injury and personal injury, including death, and;
3) Claims for damages to property.
Professional's insurance shall be not less than the amounts shown below:
A. Commercial General Liability (Occurrence Basis)
Bodily Injury, personal injury, property damage,
Contractual liability, product/completed operations
Each Occurrence Limit $1,000,000.00
Damage to Rented Premises $100,000.00
each
occurrence)
Medical Expense Limit $5,000.00
Personal and Advertising Injury Limit $500,000.00
General Aggregate Limit $2,000,000.00 (Other
than Products Completed
Operations)
NOTE: GENERAL AGGREGATE TO APPLY PER PROJECT
S:\\Contracts\\Departments\\ENG\\2022\\SJCA, Inc. Professional Services.doc:3/9/2022 8:57 AM\]
4
SJCA, Inc.
Engineering Department - 2022
Appropriation # 2200 0 44-628.71 2020 Road Bond Fund; P.O.#106329
Contract Not To Exceed $56,200.00
Products/Completed Operations $1,000,000.00
B. Auto Liability $1,000,000.00 (combined
single limit) (owned, hired & non-owned)
Bodily injury & property damage $1,000,000.00
each accident
C. Excess/Umbrella Liability $2,000,000 (each occurrence
and aggregate)
D. Worker's Compensation & Disability Statutory
E. Employer’s Liability:
Bodily Injury by Accident/Disease: $100,000 each employee
Bodily Injury by Accident/Disease: $250,000 each accident
Bodily Injury by Accident/Disease: $500,000 policy limit
F. Professional Liability Insurance. The Professional shall carry and maintain during
the continuance of this Agreement, professional liability insurance in the amount of
2,000,000 for single limit claims and $3,000,000 in the aggregate. The
Professional's policy of insurance shall contain prior acts coverage sufficient to
cover all Services performed by the Professional for this Project. Upon City's
request, Professional shall give prompt written notice to City of any and all claims
made against this policy during the period in which this policy is required to be
maintained pursuant to this Agreement. If the insurance is written on a claims-made
basis and coverage is cancelled at any time, the Professional will obtain, at its cost,
an extended reporting endorsement which provides continuing coverage for claims
based upon alleged acts or omissions during the term of the Agreement until all
applicable statute of limitation periods have expired.
7.5.2 Professional shall provide the City with a certificate of insurance, naming the City as an
additional insured," showing such coverage then in force (but not less than the amount shown
above) shall be filed with City prior to commencement of any work. These certificates shall contain a
provision that the policies and the coverage afforded will not be canceled until at least thirty (30)
days after written notice has been given to City. Additional Insured status is not required for
professional liability insurance.
7.5.3 Professional may, with the prior approval of the City, substitute different types of coverage for
those specified if the total amount of required protection is not reduced. Professional shall be
responsible for all deductibles.
S:\\Contracts\\Departments\\ENG\\2022\\SJCA, Inc. Professional Services.doc:3/9/2022 8:57 AM\]
5
SJCA, Inc.
Engineering Department - 2022
Appropriation # 2200 0 44-628.71 2020 Road Bond Fund; P.O.#106329
Contract Not To Exceed $56,200.00
7.5.4 Nothing in the above provisions shall operate as or be construed as limiting the amount of
liability of Professional to the above enumerated amounts.
7.6 Liens
Professional shall not cause or permit the filing of any lien on any of City’s property. In the event such a lien
is filed and Professional fails to remove it within ten (10) days after the date of filing, City shall have the right
to pay or bond over such lien at Professional’s sole cost and expense.
7.7 Default
In the event Professional: (a) repudiates, breaches or defaults under any of the terms or conditions of this
Agreement, including Professional’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 City 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, City shall
have the right to terminate all or any part of this Agreement, without liability to Professional and to exercise
any other rights or remedies available to it at law or in equity.
7.8 Government Compliance
Professional agrees to comply with all laws, executive orders, rules and regulations applicable to
Professional’s performance of its obligations under this Agreement, all relevant provisions of which being
hereby incorporated herein by this reference, to keep all of Professionals’ required professional licenses and
certifications valid and current, and to indemnify and hold harmless City from any and all losses, damages,
costs, liabilities, damages, costs and attorney fees resulting from any failure by Professional to do so. This
indemnification obligation shall survive the termination of this Agreement.
7.9 Indemnification
Professional shall indemnify and hold harmless City and its officers, officials, employees and agents from all
losses, liabilities, claims, judgments and liens, including, but not limited to, all damages, costs, expenses and
attorney fees arising directly from intentional or negligent act or omission of Professional and/or any of its
employees, agents or contractors in the performance of this Agreement. This indemnification obligation shall
survive the termination of this Agreement.
S:\\Contracts\\Departments\\ENG\\2022\\SJCA, Inc. Professional Services.doc:3/9/2022 8:57 AM\]
6
SJCA, Inc.
Engineering Department - 2022
Appropriation # 2200 0 44-628.71 2020 Road Bond Fund; P.O.#106329
Contract Not To Exceed $56,200.00
7.10 Discrimination Prohibition
Professional represents and warrants that it and each of its employees, agents and contractors 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.
7.11 E-Verify
Pursuant to I.C. § 22-5-1.7 et seq., Professional shall enroll in and verify the work eligibility status of all of its
newly-hired employees using the E-Verify program, if it has not already done so as of the date of this
Agreement. Professional is further required to execute the attached Affidavit, herein referred to as Exhibit C,
which is an Affidavit affirming that: (i) Professional is enrolled and is participating in the E-verify program, and
ii) Professional does not knowingly employ any unauthorized aliens. This Addendum incorporates by
reference, and in its entirety, attached Exhibit C. In support of the Affidavit, Professional shall provide the City
with documentation that it has enrolled and is participating in the E-Verify program. This Agreement shall not
take effect until said Affidavit is signed by Professional and delivered to the City’s authorized representative.
Should Professional subcontract for the performance of any work under this Addendum, the
Professional shall require any subcontractor(s) to certify by affidavit that: (i) the subcontractor does not
knowingly employ or contract with any unauthorized aliens, and (ii) the subcontractor has enrolled and is
participating in the E-verify program. Professional shall maintain a copy of such certification for the duration
of the term of any subcontract. Professional shall also deliver a copy of the certification to the City within
seven (7) days of the effective date of the subcontract.
If Professional, or any subcontractor of Professional, knowingly employs or contracts with any
unauthorized aliens, or retains an employee or contract with a person that the Professional or subcontractor
subsequently learns is an unauthorized alien, Professional shall terminate the employment of or contract with
the unauthorized alien within thirty (30) days (“Cure Period”). Should the Professional or any subcontractor of
Professional fail to cure within the Cure Period, the City has the right to terminate this Agreement without
consequence.
The E-Verify requirements of this Agreement will not apply, should the E-Verify program cease to exist.
7.12 Severability
If any provision of this Agreement is held to be invalid, illegal or unenforceable by a court of competent
jurisdiction, that provision shall be stricken, and all other provisions of this Agreement that can operate
independently of same shall continue in full force and effect.
S:\\Contracts\\Departments\\ENG\\2022\\SJCA, Inc. Professional Services.doc:3/9/2022 8:57 AM\]
7
SJCA, Inc.
Engineering Department - 2022
Appropriation # 2200 0 44-628.71 2020 Road Bond Fund; P.O.#106329
Contract Not To Exceed $56,200.00
7.13 Notice
Any notice, invoice, order or other correspondence required or allowed to be sent pursuant to this Agreement
shall be written and either hand-delivered or sent by prepaid U.S. certified mail, return receipt requested,
addressed to the parties as follows:
CITY:
City of Carmel City of Carmel
Department of Engineering Office of Corporation Counsel
One Civic Square One Civic Square
Carmel, Indiana 46032 Carmel, Indiana 46032
PROFESSIONAL:
SJCA, Inc.
9102 North Meridian Street
Suite 200
Indianapolis, Indiana 46260
Notwithstanding the above, City may orally provide to Professional 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.
7.14 Effective Date
The effective date (“Effective Date”) of this Agreement shall be the date on which the last of the parties
hereto executes same.
7.15 Governing Law; Lawsuits
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 court in Hamilton County, Indiana only, and agree
that such court is the appropriate venue for and has jurisdiction over same.
7.16 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.
S:\\Contracts\\Departments\\ENG\\2022\\SJCA, Inc. Professional Services.doc:3/9/2022 8:57 AM\]
8
SJCA, Inc.
Engineering Department - 2022
Appropriation # 2200 0 44-628.71 2020 Road Bond Fund; P.O.#106329
Contract Not To Exceed $56,200.00
7.17 Non-Assignment
Professional shall not assign or pledge this Agreement nor delegate its obligations hereunder without City’s
prior written consent.
7.18 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
successors in interest. To the extent any provision contained in this Agreement conflicts with any provision
contained in any exhibit attached hereto, the provision contained in this Agreement shall prevail.
7.19 Representation and Warranties
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.
7.20 Headings
All headings and sections of this Agreement are inserted for convenience only and do not form a part of this
Agreement nor limit, expand or otherwise alter the meaning of any provision hereof.
7.21 Advice of Counsel
The parties warrant that they have read this Agreement and fully understand it, have had an opportunity to
obtain the advice and assistance of counsel throughout the negotiation of same, and enter into same freely,
voluntarily, and without any duress, undue influence or coercion.
7.22 Copyright
City acknowledges that various materials which may be used and/or generated by Professional in
performance of Services, including forms, job description formats, comprehensive position questionnaire,
compensation and classification plan and reports are copyrighted. City agrees that all ownership rights and
copyrights thereto lie with Professional, and City will use them solely for and on behalf of its own operations.
City agrees that it will take appropriate action with its employees to satisfy its obligations with respect to use,
copying, protection and security of Professional’s property.
7.23 Personnel
Professional represents that it has, or will secure at its own expense, all personnel required in performing the
services under this agreement. Such personnel shall not be employees of or have any contractual
S:\\Contracts\\Departments\\ENG\\2022\\SJCA, Inc. Professional Services.doc:3/9/2022 8:57 AM\]
9
SJCA, Inc.
Engineering Department - 2022
Appropriation # 2200 0 44-628.71 2020 Road Bond Fund; P.O.#106329
Contract Not To Exceed $56,200.00
relationship with City. All of the services required hereunder will be performed by Professional or under his
supervision and all personnel engaged in the work shall be fully qualified to perform such services.
7.24 Records and Inspections
Professional shall maintain full and accurate records with respect to all matters covered under this
agreement for three (3) years after the expiration or early termination of this Agreement. City shall have free
access at all proper times to such records and the right to examine and audit the same and to make
transcripts there from, and to inspect all program data, documents, proceedings and activities.
7.25 Accomplishment of Project
Professional shall commence, carry on, and complete the project with all practicable dispatch, in a sound
economical and efficient manner, in accordance with the provisions thereof and all applicable laws. In
accomplishing the project, Professional shall take such steps as are appropriate to ensure that the work
involved is properly coordinated with related work being carried on within City’s organization.
7.26 Debarment And Suspension
7.26.1 The Professional certifies by entering into this Agreement that neither it nor its principals nor any of
its subcontractors are presently debarred, suspended, proposed for debarment, declared ineligible or
voluntarily excluded from entering into this Agreement by any federal agency or by any department, agency
or political subdivision of the State of Indiana. The term “principal” for purposes of this Agreement means an
officer, director, owner, partner, key employee or other person with primary management or supervisory
responsibilities, or a person who has a critical influence on or substantive control over the operations of the
Professional.
7.26.2 The Professional certifies that it has verified the state and federal suspension and debarment status
for all subcontractors receiving funds under this Agreement and shall be solely responsible for any
recoupment, penalties or costs that might arise from use of a suspended or debarred subcontractor. The
Professional shall immediately notify the City if any subcontractor becomes debarred or suspended, and
shall, at the City’s request, take all steps required by the City to terminate its contractual relationship with the
subcontractor for work to be performed under this Agreement.
7.27 Access to Public Records Act
Professional understands and agrees that any “public record”, as that term is defined in Indiana Code 5-14-3-
2(m), as amended, that is related to the subject matter of this Agreement, whether the same is in the
possession or control of the Professional or the City, shall be subject to release under and pursuant to the
provisions of Indiana’s Access to Public Records Act, as codified in Indiana Code 5-14-3-1, et seq., as
amended.
7.28 Iran Certification
Pursuant to I.C. § 5-22-16.5, the Professional shall certify that, in signing this Agreement, it does not engage
in investment activities within the Country of Iran.
S:\\Contracts\\Departments\\ENG\\2022\\SJCA, Inc. Professional Services.doc:3/9/2022 8:57 AM\]
10
Sherly George
Chief Operations Officer
35-2068920
03/09/2022
EXHIBIT B
Invoice
Date:
Name of Company:
Address & Zip:
Telephone No.:
Fax No.:
Project Name:
Invoice No.
Purchase Order No:
Goods Services
Person Providing Date Goods/Services Provided Cost Per Hourly Total
Goods/Services Goods/ (Describe each good/service Item Rate/
Service separately and in detail) Hours
Provided Worked
GRAND TOTAL
Signature
Printed Name
Sherly George
SJCA Inc.
Chief Operations Officer
0822February
Sherly George
Sherly George
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2/2/2022
T M T INC
WESTFIELD, IN 46074 -
106257
1719 W 161ST ST
City of Carmel
ONE CIVIC SQUARE
CARMEL, INDIANA 46032-2584
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
INDIANA RETAIL TAX EXEMPT
CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
35-6000972
PURCHASE ORDER NUMBER
THIS NUMBER MUST APPEAR ON INVOICES, A/P
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
VENDOR SHIP
TO
PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT
EXTENSION
Dept of Community Service
1 Civic Square
Carmel, IN 46032-
00352696
UNITPRICEDESCRIPTIONUNITOFMEASUREQUANTITY
Page 1 of 1
63166
1192Department:101Fund:General Fund
44-624.00Account:
Trees1 $100,000.00 $100,000.00Each
100,000.00SubTotal
100,000.00
Send Invoice To:
PLEASE INVOICE IN DUPLICATE
DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT
SHIPPING INSTRUCTIONS
SHIP PREPAID.
C.O.D. SHIPMENT CANNOT BE ACCEPTED.
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABE
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO.
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 194
PAYMENT
A/P VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.O. NUMBER IS MADE A
PART OF THE VOUCHER AND EVERY INVOICE AND VOUCHER HAS THE PROPER SWORN
AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN
THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER.
CONTROL NO. 106257
ORDERED BY
TITLE
CONTROLLER
Dept of Community Service
1 Civic Square
Carmel, IN 46032-
Mike Hollibaugh James Crider
Director Director of Administration
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Exhibit A
FEEJUSTIFICATION
ESTIMATED FEEPERPARCEL
RIGHT-OF-WAY SERVICES
OWNER:City of Carmel, Indiana
PROJECT:Smoky Row Road Parcel 2Negotitations - Additional Services
DESCRIPTION:1Parcels
Number ofPer Parcel
TaskParcelsAmountTotalNotes/Comments
Appraisals
Waiver Valuations0$665.00$0
Value Findings0$0.00$0
Short Forms0$2,770.00$0
Residential Long Forms0$4,425.00$0
Commercial Long Forms0$10,760.00$0
Review Appraisals
Appraisal Problem Analysis0$235.00$0
Waiver Valuations0$370.00$0
Value Findings0$920.00$0
Short Forms0$1,290.00$0
Residential Long Forms0$2,000.00$0
Commercial Long Forms0$4,950.00$0
Negotiations1$2,075.00$2,075Quinet Parcel 2
Document Preparation0$150.00$0
Recording 0$150.00$0
R/W Management0$1,075.00$0
Relocation 0$3,865.00$0
Total fees$2,075
I:\\Projects\\1139381 Carmel Smokey Row Rd Appraisals\\Administration\\Volkert Inc. ASA - Smoky Row Parcel 2 Buyer's Agent.doc:3/8/2022 3:42 PM\]
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Page 1 of 2
Exhibit A
Scope of Services
VOLKERT, INC.
This Scope of Services (“Scope”) combined with the attached agreement describe the relationship between
Volkert, Inc. (“Professional”) and the City of Carmel, Indiana (“City”) (collectively ”Parties”). This Scope
hereby incorporates and includes the terms of the attached Agreement (the “Terms”) which describe and
set forth the general legal terms governing the relationship between the Parties (collectively the
Agreement"). The Agreement will be effective when executed by both Parties.
Scope of Services:
Professional shall provide general appraisal professional services and general land acquisition professional
services, consisting of the task items found on the following page, all in accordance with the terms and
conditions contained in the Agreement provided by Professional to the City which is fully incorporated
herein.
Initial Fee and Additional Services:
The City agrees to compensate Professional in the total amount not to exceed the amount shown on the
following page.
When the City desires additional Services from Professional, including additional appraisal services and/or
buyer’s agent services, the City shall notify Professional of such additional Services desired, as well as the
time frame in which same are to be provided. Only after the City has approved Professional’s time and cost
estimate for the provision of such additional Services, has encumbered sufficient monies to pay for same,
and has authorized Professional, in writing, to provide such additional Services, shall such Services be
provided by Professional to the City. A copy of the City’s authorization documents for the purchase of
additional Services shall be numbered and attached hereto in the order in which they are approved by the
City.
FEE JUSTIFICATION
ESTIMATED FEE PER PARCEL
RIGHT-OF-WAY SERVICES
OWNER: City of Carmel, Indiana
PROJECT: 106th & College Roundabout
DESCRIPTION: 4 Parcels
Number of Per Parcel
Task Parcels Amount Total Notes/Comments
Appraisals
Waiver Valuations 0 $0
Value Findings 3 $2,000.00 $6,000 Parcels 1, 2, 6
Short Forms 0 $0
Residential Long Forms 0 $0
Commercial Long Forms 0 $0
Review Appraisals
Appraisal Problem Analysis 0 $0
Waiver Valuations 0 $0
Value Findings 0 $0
Short Forms 0 $0
Residential Long Forms 0 $0
Commercial Long Forms 0 $0
Negotiations 1 $2,075.00 $2,075 Parcel 2
Document Preparation 0 $0
Recording 0 $0
R/W Management 0 $0
Relocation 0 $0
Total fees $8,075
Page 2 of2
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fir CarmelCity
INDIANA RETAIL TAX EXEMPT
CERTIFICATE NO. 0031201550020
Page 1 of 1
PURCHASE ORDER NUMBER
JJjl
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fl, (,f1
FEDERAL EXCISE TAX EXEMPT 106308
ONE CIVIC SQUARE 35-6000972 THIS NUMBER MUST APPEAR ON INVOICES, AIP
CARMEL, INDIANA 46032-2584
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
VOUCHER, DELIVERY MEMO, PACKING SUPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. I DESCRIPTION
2/21/2022 376272 20-ENG-02 - Right -of -Way Services -106th & College - Parcel 1
6and 2&11 VOLKERT
INC City Engineering's Office VENDOR
PO BOX 7434 SHIP 1 Civic Square TO
Carmel, IN 46032- MOBILE,
AL 36670 - Laurie Slick PURCHASEID
BLANKET CONTRACT PAYMENTTERMS FREIGHT 63616
QUANTITY
UNIT OF MEASURE DESCRIPTION UNIT PRICE EXTENSION Department:
2200 Fund: 0 2020 Road Bond Account:
44-628.71 1
Each 20-ENG-02 - Parcel 1 & 6 and 2 & 11 - 106th & College - Right - of -
Way Services Send
Invoice To: Jill
Newport CrossRoad
Engineers, PC 115
N. 171h Avenue Beech
Grove, IN 46107 PLEASE
INVOICE IN DUPLICATE 8,
150.00 $8,150.00 Sub
Total $8,150.00 DEPARTMENT
I ACCOUNT PROJECT I PROJECTACCOUNT I AMOUNT PAYMENT $
8,160.00 SNIPPING
INSTRUCTIONS A/
P VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.O. NUMBER IS MADE A PART
OF THE VOUCHER AND EVERY INVOICE AND VOUCHER HAS THE PROPER SWORN SHIP
PREPAID. AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBUGATED BALANCE IN C.
O.D. SHIPMENT CANNOT BE ACCEPTED. THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER. PURCHASE
ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABE THIS
ORDER ISSUED IN COMPUANCE WITH CHAPTER 99, ACTS 194 r -
0'
iAND
ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO. ORDERED BY Jeremy
Kashman James Crider TITLE
Director Director of Administration CONTROL
NO. 106308 CONTROLLER
CLERK 3-9
BPW 3-16
REVIEWED VIA EMAIL
CPD KEITH 2-21-22
CFD SUTTON 3-1-22
CRED HECK 3-9-22
16th March 22
CLERK 3-9
BPW 3-16
REVIEWED VIA EMAIL
CPD KEITH 2-21-22
CFD SUTTON 3-1-22
CRED HECK 3-9-22
16th March 22
CLERK 3-9
BPW 3-16
REVIEWED VIA EMAIL
CPD KEITH 2-21-22
CFD SUTTON 3-1-22
CRED HECK 3-9-22
16th March 22
CLERK 3-9
BPW 3-16
REVIEWED VIA EMAIL
CPD KEITH 2-21-22
CFD SUTTON 3-1-22
CRED HECK 3-9-22
16th March 2022
CLERK 3-9
BPW 3-16
REVIEWED VIA EMAIL
CPD KEITH 2-21-22
CFD SUTTON 3-1-22
CRED HECK 3-9-22
16th March 22
CLERK 3-9
BPW 3-16
REVIEWED VIA EMAIL
CPD KEITH 2-21-22
CFD SUTTON 3-1-22
CRED HECK 3-9-22
16th March 22
CLERK 3-9
BPW 3-16
REVIEWED VIA EMAIL
CPD KEITH 2-21-22
CFD SUTTON 3-1-22
CRED HECK 3-9-22
16th March 22
CLERK 3-9
BPW 3-16
REVIEWED VIA EMAIL
CPD KEITH 2-21-22
CFD SUTTON 3-1-22
CRED HECK 3-9-22
16th March 22
CLERK 3-9BPW 3-16
REVIEWED VIA EMAIL
CPD KEITH 2-22-22
CFD SUTTON 3-1-22
CRED HECK 3-9-22
xxxxxxxx
xxxxxxxx
xxxxxxxxx
16th March
--------------
---------
CLERK 3-9
BPW 3-16
REVIEWED VIA EMAIL
CPD KEITH 2-21-22
CFD SUTTON 3-1-22
CRED HECK 3-9-22
16th March 22
CITY OF CARMEL, INDIANA
INFORMATION
SPECIAL EVENT / FACILITY USE REQUEST FORM
Contact Person
Email
Phone Number:
Cell Number:
Address
Name/Organization:
Organization Type:
Residency/Location:
Event/Use Purpose:
Event Date End Date
Number of People Expected:
Set-Up Start time
Tear Down End Time
CONTACT INFORMATION:
Donald K. Carr
don@tuxbro.com
City
Carmel
State / Province / Region
IN
Postal / Zip Code
46074
Country
United States
Street Address
Address Line 2
Tuxedo Brothers, Inc.
For-Profit Organization
Do you reside or are you located within the Carmel city limits?
Yes
No
Freedom Run/Walk - 5 Mile Run and 1.5 mile family walk.
7/2/2022 7/2/2022
500
07:00:00 AM
10:00:00 AM
CLERK 3-9
BPW 3-16
REVIEWED VIA EMAIL
CPD KEITH 2-21-22
CFD SUTTON 3-1-22
CRED HECK 3-9-22
Event Start time:Event end time:
Rehearsal
Rehearsal Date:
Rehearsal
Start Time:
Rehearsal
End Time:
Fees?
Description of Event:
FACILITY (S)
REQUESTS:
VENDORS:
08:00:00 AM 09:00:00 AM
NA
Will a Fee be charged for this event? If yes please describe in narrative below.
YES
NO
Provide a brief description of event
Entry fee is charged for participation. People may enter from website tuxbro.com
Attach additional pages if needed-SEE BELOW
ADDITIONAL PAGES OF DESCRIPTION OF THE EVENT
CITY FACILITY (S) REQUESTED: Mark all that apply
CARTER GREEN
CIVIC SQUARE FOUNTAIN AREA
CIVIC SQUARE GAZEBO
JAPANESE GARDEN
MONON & MAIN PLAZA
MIDTOWN PLAZA - Events must be free and open to the public.
REFLECTING POOL - Please note that Veteran's Plaza is NOT available for rent.
Other City Streets will be used
SPECIAL REQUESTS: Mark all that apply
ELECTRICITY
FOUNTAIN RESTROOM - FOUNTAIN/GAZEBO
JAMES BUILDING RESTROOMS (CARTER GREEN) *Extra fees apply
N/A
Other
VENDORS: Mark all that apply
SEE CITY OF CARMEL FACILITY USE POLICY
VENDORS PRESENT
FOOD SERVED
ALCOHOL SERVED - Please see Section M under “General Terms and
Conditions” in the special event policy handbook.
N/A
CITY SERVICES NEEDED: Mark all that apply
SEE CITY OF CARMEL FACILITY USE POLICY
CITY SERVICES
NEEDED:
Neighborhood
Name/Streets to be closed
UPLOAD MAP
Type of Closure:
Further Info for type of
closure
EMERGENCY MEDICAL SERVICES (EMS)
TRAFFIC CONTROL
ONSITE SECURITY
BARRICADES
NO PARKING SIGNS (PICK UP AT CARMEL POLICE DEPARTMENT)
N/A
Please note the number of NO PARKING SIGNS needed
EVENT SET UP: Mark all that apply
SEE CITY OF CARMEL FACILITY USE POLICY
Stage
Size of Stage
Tent(s) – If you are requesting Midtown Plaza, the exclusive vendor for tent rental
is A-Classic Party Rentals (317-251-7368).
Size of Tent (s)
Bounce House
N/A
Other
Name of Merchants(s) doing the setup
Phone Number of Merchant(s) doing set up:
STREET(S) REQUESTED:
SEE CITY OF CARMEL FACILITY USE POLICY
Various streets / Monon path. see map.
Include addresses as appropriate
An easy to read, color map of the area is required with submission.
2022 Freedom Run Course.pdf 132.23KB
Rolling closure
Total closure
Lane restrictions - explain below
Other - explain below
N/A
Explain lane restrictions needed and other needed below:
same course as last year.
SECURITY DEPOSIT AND FEE:
Start/Finish
FREEDOM RUN
Saturday, July 2, 2022
8 AM Start Time
5 Mile Course
1.5 Mile Family Walk
1
1
2
3
4
1.5 Mile Walk
CarmelFest
PP
P
P
P
PMo
n
o
n
P
a
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Greyhound Trail
A refundable Security Deposit in the amount of $100 for any applicant located or residing within Carmel city limits or a
non-refundable event fee in the amount of $150 for any applicant located or residing outside of Carmel city limits must
be received prior to application review or processing.
Payment may be made online using a credit or debit card at https://www.govpaynow.com . PLC #A0026j, calling the
Govpay call center at 1-888-604-7888 (give them PLC#) or in the form of a certified check or money order made payable
to the City of Carmel. (Mail to: Carmel City hall, Attn: Lobby Desk, 1 Civic Square, Carmel, IN 46032)
The Carmel Board of Public Works and Safety reserves the right, in its sole discretion, to deny any facility use
request and/or revoke any previsously granted request to use a City facility for any lawful reason.
DISCLAIMER:
ACKNOWLEDGEMENT AND AGREEMENT
Mayor's Office
ACKNOWLEDGEMENT AND AGREEMENT
TO COMPLY WITH CITY FACILITY USE POLICY
I have read and understand the City of Carmel, Indiana ("City") Facility Use Policy and agree to be bound by all the terms
and conditions set forth therein.
I will leave the City facility I use in the same condition that it was immediately prior to my use thereof. I agree to pay for
any damage, repair or clean-up costs incurred by the City as a result of my use of a City facility.
I hereby certify that I, and the organization I represent, if applicable, agree to be bound by the City's Facility Use Policy and
by any addition conditions or restrictions placed upon my/our use of a City facility by the Board. I understand that the
Board has the right to deny, alter or revoke my request for the use of a City facility for any lawful reason. I and/or my
organization also agree to indemnify and hold harmless the City of Carmel and all of its directors, officers, employees,
agents and affiliates from any claims of whatever nature (whether foreseeable or not) arising from or in connection with this
Application for any damages, costs or expenses incurred directly or indirectly as a result of my/our use of the City-owned
facility and/or property.
*
GO TO SUBMIT TAB AND CLICK ON SUBMIT
Tuxedo Brothers, Inc.
Name of Organization/Applicant
Signature of Authorized Agent/Applicant
Donald Carr
Printed Name and Title (If applicable)
2664 Hadley Grove S. Dr, Carmel, IN 46074
Address of Organization/Applicant
2/24/2022
Date
CITY OF CARMEL USE ONLY
Approved this ______day of _______________, 20
CITY OF CARMEL, INDIANA
By and Through its Board of Public Works and Safety
___________________________________
James Brainard, Presiding Officer
Date: ______________________________
___________________________________
Mary Ann Burke, Member
Date: ______________________________
___________________________________
Lori Watson, Member
Date: ______________________________
ATTEST:
_____________________
Sue Wolfgang, City Clerk
________________
Date
Special Conditions:__________________________________________________________________
16th March 22
APPLICATION CHECKLIST (for use by City of Carmel)
Checklist
Applicable permit or
approval copies received
Application completed in full
Event narrative description included
Maps attached, if applicable
Vendor list attached, if applicable
Security deposit or event fee received
Certificate of Insurance received
Communication plan to residents and/or businesses and/or copy of email
correspondence to affected parties received
HOA approval received
Hamilton County Health Department
Hamilton County Sheriff
City of Carmel Fire Marshal
City of Carmel Police Department
Carmel Clay Parks & Recreation
SUBMIT
CLERK 3-9
BPW 3-16
REVIEWED VIA EMAIL
CPD KEITH 2-21-22
CFD SUTTON 3-1-22
CRED HECK 3-9-22
16th March
3-9 CLERK
3-16 BPW
REVIEWED VIA EMAIL
CPD KEITH 2-21-22
CFD SUTTON 3-1-22
CRED HECK 3-9-22
16th March 22
------------ Sunday, 6-5-2022 Sunday, 6-5-2022
6-5-22 approved by Center for Performing Arts & REI CRED Heck
CPD Keith
CFD Sutton
APPROVED BY EACH
DEPARTMENT
Electricity for sound system - arrange with Ben Donaldson, Utilities
Plus, 3 parking spots on 3rd Ave SW next to Tarkington for vendor loading/unloading or other Pride Fest needs.
16th March 22
3-9 CLERK3-16 BPW
REVIEWED VIA EMAIL
CPD KEITH 2-21-22
CFD SUTTON SUTTON 3-1-22
CRED HECK 3-9-22
16th March 22
xxxxxx
3/18/2022
- 40
March 202216th
CITY OF CARMEL, INDIANA
INFORMATION
SPECIAL EVENT / FACILITY USE REQUEST FORM
Contact Person
Email
Phone Number:
Cell Number:
Address
Name/Organization:
Organization Type:
Residency/Location:
Event/Use Purpose:
Event Date End Date
Number of People Expected:
Set-Up Start time
Tear Down End Time
CONTACT INFORMATION:
Jeff Worrell
jworrell@carmel.in.gov
City
Carmel
State / Province / Region
IN
Postal / Zip Code
46033
Country
USA
Address Line 2
City Council - Jeff Worrell
Individual
Do you reside or are you located within the Carmel city limits?
Yes
No
Town Hall Meeting
3/19/2022 3/19/2022
50
12:30:00 PM
02:30:00 PM
REVIEWED VIA EMAIL
CPD KEITH 2-21-22
CFD SUTTON 3-1-22
CRED HECK 3-9-22
3-9 CLERK3-16 BPW
Event Start time:Event end time:
Rehearsal
Rehearsal Date:
Rehearsal
Start Time:
Rehearsal
End Time:
Fees?
Description of Event:
FACILITY (S)
REQUESTS:
VENDORS:
01:00:00 PM 02:30:00 PM
NA
Will a Fee be charged for this event? If yes please describe in narrative below.
YES
NO
Provide a brief description of event
Quarterly Town Hall hosted by City Councilman Jeff Worrell.
Attach additional pages if needed-SEE BELOW
ADDITIONAL PAGES OF DESCRIPTION OF THE EVENT
CITY FACILITY (S) REQUESTED: Mark all that apply
CARTER GREEN
CIVIC SQUARE FOUNTAIN AREA
CIVIC SQUARE GAZEBO
JAPANESE GARDEN
MONON & MAIN PLAZA
MIDTOWN PLAZA - Events must be free and open to the public.
REFLECTING POOL - Please note that Veteran's Plaza is NOT available for rent.
Other
SPECIAL REQUESTS: Mark all that apply
ELECTRICITY
FOUNTAIN RESTROOM - FOUNTAIN/GAZEBO
JAMES BUILDING RESTROOMS (CARTER GREEN) *Extra fees apply
N/A
Other
VENDORS: Mark all that apply
SEE CITY OF CARMEL FACILITY USE POLICY
VENDORS PRESENT
FOOD SERVED
ALCOHOL SERVED - Please see Section M under “General Terms and
Conditions” in the special event policy handbook.
N/A
CITY SERVICES NEEDED: Mark all that apply
SEE CITY OF CARMEL FACILITY USE POLICY
CITY SERVICES
NEEDED:
Neighborhood
Name/Streets to be closed
UPLOAD MAP
Type of Closure:
Further Info for type of
closure
A refundable Security Deposit in the amount of $100 for any applicant located or residing within Carmel city limits or a
non-refundable event fee in the amount of $150 for any applicant located or residing outside of Carmel city limits must
EMERGENCY MEDICAL SERVICES (EMS)
TRAFFIC CONTROL
ONSITE SECURITY
BARRICADES
NO PARKING SIGNS (PICK UP AT CARMEL POLICE DEPARTMENT)
N/A
Please note the number of NO PARKING SIGNS needed
EVENT SET UP: Mark all that apply
SEE CITY OF CARMEL FACILITY USE POLICY
Stage
Size of Stage
Tent(s) – If you are requesting Midtown Plaza, the exclusive vendor for tent rental
is A-Classic Party Rentals (317-251-7368).
Size of Tent (s)
Bounce House
N/A
Other
Name of Merchants(s) doing the setup
Phone Number of Merchant(s) doing set up:
STREET(S) REQUESTED:
SEE CITY OF CARMEL FACILITY USE POLICY
Include addresses as appropriate
An easy to read, color map of the area is required with submission.
Rolling closure
Total closure
Lane restrictions - explain below
Other - explain below
N/A
Explain lane restrictions needed and other needed below:
SECURITY DEPOSIT AND FEE:
be received prior to application review or processing.
Payment may be made online using a credit or debit card at https://www.govpaynow.com . PLC #A0026j, calling the
Govpay call center at 1-888-604-7888 (give them PLC#) or in the form of a certified check or money order made payable
to the City of Carmel. (Mail to: Carmel City hall, Attn: Lobby Desk, 1 Civic Square, Carmel, IN 46032)
The Carmel Board of Public Works and Safety reserves the right, in its sole discretion, to deny any facility use
request and/or revoke any previsously granted request to use a City facility for any lawful reason.
DISCLAIMER:
ACKNOWLEDGEMENT AND AGREEMENT
Mayor's Office
ACKNOWLEDGEMENT AND AGREEMENT
TO COMPLY WITH CITY FACILITY USE POLICY
I have read and understand the City of Carmel, Indiana ("City") Facility Use Policy and agree to be bound by all the terms
and conditions set forth therein.
I will leave the City facility I use in the same condition that it was immediately prior to my use thereof. I agree to pay for
any damage, repair or clean-up costs incurred by the City as a result of my use of a City facility.
I hereby certify that I, and the organization I represent, if applicable, agree to be bound by the City's Facility Use Policy and
by any addition conditions or restrictions placed upon my/our use of a City facility by the Board. I understand that the
Board has the right to deny, alter or revoke my request for the use of a City facility for any lawful reason. I and/or my
organization also agree to indemnify and hold harmless the City of Carmel and all of its directors, officers, employees,
agents and affiliates from any claims of whatever nature (whether foreseeable or not) arising from or in connection with this
Application for any damages, costs or expenses incurred directly or indirectly as a result of my/our use of the City-owned
facility and/or property.
*
GO TO SUBMIT TAB AND CLICK ON SUBMIT
Jeff Worrell
Name of Organization/Applicant
Signature of Authorized Agent/Applicant
Jeff Worrell
Printed Name and Title (If applicable)
12550 Scottish Bend, Carmel, IN 46033
Address of Organization/Applicant
2/23/2022
Date
CITY OF CARMEL USE ONLY
Approved this ______day of _______________, 20
CITY OF CARMEL, INDIANA
By and Through its Board of Public Works and Safety
___________________________________
James Brainard, Presiding Officer
Date: ______________________________
___________________________________
Mary Ann Burke, Member
Date: ______________________________
___________________________________
Lori Watson, Member
Date: ______________________________
ATTEST:
_____________________
Sue Wolfgang, City Clerk
________________
Date
Special Conditions:__________________________________________________________________
16th March 22
APPLICATION CHECKLIST (for use by City of Carmel)
Checklist
Applicable permit or
approval copies received
Application completed in full
Event narrative description included
Maps attached, if applicable
Vendor list attached, if applicable
Security deposit or event fee received
Certificate of Insurance received
Communication plan to residents and/or businesses and/or copy of email
correspondence to affected parties received
HOA approval received
Hamilton County Health Department
Hamilton County Sheriff
City of Carmel Fire Marshal
City of Carmel Police Department
Carmel Clay Parks & Recreation
SUBMIT
16 March 22
Board of Public Works
the City of Carmel
Mary Ann Burke, Member BPW
Lori Watson, Member BPW
James Brainard, Mayor
on-going
16th March xxx 2022
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16th March
CzKpoPcfsmboefsbu23;14qn-Nbs15-3133
02/07/2029
Hamilton
March 4th 22
16th March 22
Holly J. Harmeyer
Hamilton
12/15/2029