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HomeMy WebLinkAboutPaperless Packet for BPW 03.15.23Board of Public Works and Safety Meeting Agenda Wednesday, March 15, 2023 – 10:00 a.m. Council Chambers City Hall, One Civic Square MEETING CALLED TO ORDER 1. MINUTES a. Minutes from the March 1, 2023, Regular Meeting 2. BID OPENING AND AWARD a. Quote Opening for 23-STR-02 Reflecting Pool Painting; Matt Higginbotham, Street Commissioner b. Bid Opening for Digester Gas Piping Replacement Project; John Duffy, Director of the Department of Utilities 3. PERFORMANCE BOND RELEASE / REDUCTION APPROVAL REQUESTS a. Resolution BPW 03-15-23-01; Jackson’s Grant 1B; Erosion Control; Jackson’s Grant Real Estate Company, LLC 4. CONTRACTS a. Request for Purchase of Goods and Services; Nelson Alarm, LLC; ($48,551.00); Camera Replacements; Additional Services Amendment; Timothy Renick, Director of Information and Communication Systems b. Request for Purchase of Goods and Services; Engledow, Inc; ($53,797.76); 2023 Flower Maintenance; Matt Higginbotham, Street Commissioner c. Resolution BPW 03-15-23-02; A Resolution of the City of Carmel Board of Public Works and Safety Acknowledging Agreement Between City and Vendor; Traynor & Associates, Inc; ($2,000.00); 560 3rd Ave SW – Appraisal Report; Jeremy Kashman, City Engineer d. Request for Purchase of Goods and Services; American Structurepoint, Inc; ($1,290,998.00); 22-ENG-03 116th & Hoover Rd RAB 116th St Path from Towne to Spring Mill – Pedestrian Bridge Design; Additional Services Amendment #2; Jeremy Kashman, City Engineer e. Request for Purchase of Goods and Services; American Structurepoint, Inc; ($1,151,961.05); 20-ENG-04 College Ave Rd Improvement – 96th to 106th Street – Construction Engineering; Additional Services Amendment #3; Jeremy Kashman, City Engineer f. Request for Purchase of Goods and Services; Convergint Technologies, LLC; ($618,282.07); Genetec Upgrade; Timothy Renick, Director of Information and Communication Systems g. Request for Purchase of Goods and Services; Municipal Emergency Services, Inc; ($1,522,375.14); Cascade System and Self-Contained Breathing Apparatuses; Additional Services Amendment; Chief David Haboush, Carmel Fire Department h. Request for Purchase of Goods and Services; Beard Equipment Company, Inc; ($127,692.00); Equipment; Bob Higgins, Brookshire Golf Course i. Request for Purchase of Goods and Services; Clark Dietz, Inc; ($276,420.00); 22- ENG-05 99th St. Path from Westfield Blvd to Haverstick Road – Design; Agreement for Professional Services; Jeremy Kashman, City Engineer j. Request for Purchase of Goods and Services; AG Productions, LLC; ($52,800.00); Video Marketing, Content Management and Production; Nancy Heck, Director of Community Relations and Economic Development k. Request for Purchase of Goods and Services; CorGroup, LLC; ($22,700.00); 20- ENG-02, College Ave – Garage Replacement; Agreement for Professional Services; Jeremy Kashman, City Engineer 5. REQUEST TO USE CITY STREETS/PROPERTY a. Request to Use Council Chambers; Homeowners Association Meeting; April 20, 2023; 6:45 PM –8:30 PM; Tammy LaMartz, Ardsley Management b. Request to Use Midtown Plaza/Monon Blvd; Brews on the Boulevard; July 29, 2023; 10:00 AM –10:00 PM; Sondra Schwieterman, City of Carmel c. Request to Use Civic Square Gazebo/Lawn and to Use/Close City Streets; Fundraiser; June 3, 2023; 12:00 PM –6:00 PM; Grace Covington, TherAplay Carmel d. Request to Use/Close City Streets; CarmelFest Freedom Run; July 4, 2023; 7:00 AM – 10:00 AM; Don Carr, Tuxedo Brothers e. Request to Use Civic Square Gazebo/Lawn; Spring Woodwind Studio Recital; May 7, 2023; 12:00 PM –5:00 PM; Katherine Peters f. Request to Use Veterans Plaza/Traffic Control; City of Carmel Memorial Day Ceremony; May 26, 2023; 7:00 AM –11:00 AM; Meg Gates Osborne g. Request to Use/Close City Streets; Overbrook Farms HOA Block Party; April 22, 2023; 10:00 AM –4:00 PM; Pooja Garg, Overbrook Farms HOA h. Request to Use Reflecting Pool; Submarine Event; August 12-13, 2023; 7:00 AM –5:00 PM; Chris Campbell, SubCommittee R/C Submarine Club i. Request to Use/Close City Streets; Sam Costa Half and Quarter Marathon Road Race; March 25, 2023; 7:00 AM –12:00 PM; Terry Townsend, Indy Runners and Walkers 6. OTHER a. Request for Additional Arts Grant Program Agreement; ($42,720.00 Increase); Actors Theatre of Indiana, Inc; Mayor James Brainard b. Request for Additional Arts Grant Program Agreement; ($48,950.00 Increase); Carmel Symphony Orchestra, Inc.; Mayor James Brainard c. Request for Additional Arts Grant Program Agreement; ($7,120.00 Increase); Indiana Wind Symphony; Mayor James Brainard d. Request for Additional Arts Grant Program Agreement; ($14,240.00 Increase); Gregory Hancock Dance Theatre, Inc.; Mayor James Brainard e. Request for Additional Arts Grant Program Agreement; ($17,000.00 Increase); Gregory Hancock Dance Theatre, Inc.; Mayor James Brainard f. Request for Additional Arts Grant Program Agreement; ($37,380.00 Increase); Booth Tarkington Civic Theatre; Mayor James Brainard g. Request for Additional Arts Grant Program Agreement; ($16,020.00 Increase); The CAT, Ltd.; Mayor James Brainard h. Resolution BPW 03-15-23-04; A Resolution of the City of Carmel Board of Public Works Acknowledging Arts Grant; ($175,000.00); The Great American Songbook Foundation; Mayor James Brainard i. Resolution BPW 03-15-23-03; A Resolution of the City of Carmel Board of Public Works and Safety Approving the Appointment of the Fire Chief’s Executive Assistants; Chief David Haboush, Carmel Fire Department j. Request for Waiver of BPW Resolution No. 04-28-17-01/ Temporary Construction Entrance; Between Carmel Drive and 111th Street; Duke Energy k. Request for Waiver of BPW Resolution No. 04-28-17-01/ Lane Restriction; 889 Bridle Circle; Duke Energy l. Request for Waiver of BPW Resolution No. 04-28-17-01/ Path Closure; 307 East City Center Drive; Duke Energy m. Request for Waiver of BPW Resolution No. 04-28-17-01/ Lane Restrictions; 1705 W 116th Street; AES, Inc. n. Request for Lane & Road Closure/ Sidewalk Closure/Open Pavement Cuts; 175 S Rangeline Road; Nick Justice, CEC, Inc. o. Request for Waiver of City Code 6-145 (Application of Outdoor Burning Regulations); 4100 W 121st Street; Hillary Peters, Mariami Landscapes p. Request for Stormwater Technical Standards Waiver; Irsay Pond, 116th & Clay Center Road; Brian Brown, Stoeppelwerth q. Request for Consent to Encroach and Variance; 12517 Brompton Road; Daniel and Elizabeth Strader 7. ADJOURNMENT Board of Public Works and Safety Meeting 1 Minutes 2 Wednesday, March 1, 2023 – 10:00 a.m. 3 Council Chambers City Hall, One Civic Square 4 5 6 MEETING CALLED TO ORDER 7 8 Mayor Brainard called the meeting to order at 10:01 AM 9 10 MEMBERS PRESENT 11 12 Mayor James Brainard, Board Members Lori Watson and Mary Ann Burke, and City Clerk Sue 13 Wolfgang were present. 14 15 MINUTES 16 17 Minutes from the February 15, 2023 Regular Meeting. Board Member Burke moved to approve. Board 18 Member Watson seconded. Minutes were approved 3-0. 19 20 BID OPENING AND AWARD 21 22 Bid Award for Project # 20-ENG-04 - Road Improvements College Ave (96th to 106th Street) 23 24 Jeremy Kashman, City Engineer, recommended awarding the bid to Rieth-Riley Construction Co., Inc. 25 as they were the lowest, responsive bidder. Board Member Burke moved to award the bid to Rieth-Riley 26 Construction Co., Inc in the amount of $13,585,815.00. Board Member Watson seconded. Bid Award 27 approved 3-0. 28 29 Bid Award for Project 23-STR-01 - 2023 Paving Program 30 31 Crystal Edmondson, Operations Manager, recommended awarding the bid to Howard Asphalt, LLC as 32 they were the lowest, responsive bidder. Board Member Burke moved to award the bid to Howard 33 Asphalt, LLC in the amount of $3,641,478.16. Board Member Watson seconded. Bid Award approved 34 3-0. 35 36 CONTRACTS 37 38 Request for Purchase of Goods and Services; Yardberry Landscape and Excavating Company; (No Cost 39 Change); 20-ENG-07 106th Street Path Penn to College; CO #1; Board Member Burke moved to 40 approve. Board Member Watson seconded. Request approved 3-0. 41 42 Request for Purchase of Goods and Services; Fredericks, Inc; ($49,667.00); Repair EIFS Over 43 Front entry – Station 42; Additional Services Amendment; Board Member Burke moved to 44 approve. Board Member Watson seconded. Request approved 3-0. 45 46 Request for Purchase of Goods and Services; Pediatric Emergency Standards, Inc; ($7,345.00); 47 Handtevy Mobile Agreement; Board Member Burke moved to approve. Board Member Watson 48 seconded. Request approved 3-0. 49 50 Request for Purchase of Goods and Services; Lithko Restoration Technologies, LLC; (-76,192.00); 51 Sophia Square Waterproofing; CO #2; Board Member Burke moved to approve. Board Member 52 Watson seconded. Request approved 3-0. 53 54 Request for Purchase of Goods and Services; 3D Company, Inc; (99,360.21); 20-ENG-02 106th and 55 College Ave RAB; CO #1; Board Member Burke moved to approve. Board Member Watson 56 seconded. Request approved 3-0. 57 58 Request for Purchase of Goods and Services; Yardberry Landscape and Excavating Company; (-59 $89,075.77); 20-ENG-07 106th Street Path Penn to College; CO #2, Final; Board Member Burke 60 moved to approve. Board Member Watson seconded. Request approved 3-0. 61 62 Resolution BPW 03-01-23-01; A Resolution of the City of Carmel Board of Public Works and Safety 63 Acknowledging Agreement Between City and Vendor; Volkert, Inc; ($76,200.00); 20-ENG-06 64 Haverstick Multi-Use Path (96th St to 99th St)/Appraisal and Negotiation Services; Additional 65 Services Amendment; Board Member Burke moved to approve. Board Member Watson seconded. 66 Request approved 3-0. 67 68 Request for Purchase of Goods and Services; Insight Public Sector, Inc; ($87,850.92); Network 69 Lease and Equipment; Additional Services Amendment #2; Board Member Burke moved to approve. 70 Board Member Watson seconded. Request approved 3-0. 71 72 Request for Purchase of Goods and Services; Midwest Landscape Industries, Inc; ($65,255.00); 2023 73 Flower Installation; Board Member Burke moved to approve. Board Member Watson seconded. 74 Request approved 3-0. 75 76 Request for Purchase of Goods and Services; Rieth-Riley Construction Co., Inc.; 77 ($13,585,815.00); 20-ENG-04 - Road Improvements College Ave (96th to 106th Street) – 78 Construction; Board Member Burke moved to approve. Board Member Watson seconded. Request 79 approved 3-0. 80 81 Request for Purchase of Goods and Services; The Etica Group, Inc; ($171,000.00); 22-ENG-02 82 116th St Path from Michigan Rd to Towne Rd – Design; Professional Services; Board Member 83 Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 84 85 REQUEST TO USE CITY STREETS/PROPERTY 86 87 Request to Use / Close City Streets; Artmobilia – Shift Road Rally; September 10, 2023; 6:00 AM –88 10:00 AM; Board Member Burke moved to approve. Board Member Watson seconded. Request 89 approved 3-0. 90 91 Request to Use / Close City Streets / Monon & Main Plaza / Midtown Plaza; Artomobilia – Lotus – 92 Palooza; September 9, 2023; 6:00 AM – 9:00 PM; Board Member Burke moved to approve. Board 93 Member Watson seconded. Request approved 3-0. 94 95 Request to Use / Close City Streets; Artmobilia – Spring Rally, Keystone 10000; May 6, 2023; 4:00 96 PM – 9:00 PM; Board Member Burke moved to approve. Board Member Watson seconded. Request 97 approved 3-0. 98 99 Request to Use / Close City Streets / Civic Square Fountain Area / Civic Square Gazebo/Lawn; Battle 100 of the Bands Music Festival; April 15, 2023; 12:00 PM – 10:00 PM; Board Member Burke moved to 101 approve. Board Member Watson seconded. Request approved 3-0. 102 103 Request to Use Palladium Paver Patio; Wedding; September 16, 2023; 2:00 PM –8:00 PM; Board 104 Member Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 105 106 Request to Use Midtown Plaza; Movies at Midtown; May 2 – October 31, 2023; Tuesdays: 12:00 PM 107 and 6:00 PM, Thursdays: 6:00 PM; Board Member Burke moved to approve. Board Member Watson 108 seconded. Request approved 3-0. 109 110 Request to Use Midtown Plaza; Midtown Music Mondays; May 1 – October 30, 2023; Every Monday 111 (Except Holidays); 4:30 PM – 7:30 PM; Board Member Burke moved to approve. Board Member 112 Watson seconded. Request approved 3-0. 113 114 Request to Use Carter Green (Civic Square Gazebo as Backup); Religious Procession/Public Prayer 115 (No road or street closures have been requested for the procession, but traffic control is requested at 116 major intersections); June 11, 2023; 9:00 AM –7:00 PM; Board Member Burke moved to approve. 117 Board Member Watson seconded. Request approved 3-0. 118 119 Request to Use Civic Square Gazebo/Lawn and Civic Square Fountain Area; Wedding; June 16, 2023; 120 3:00 PM –6:00 PM; Board Member Burke moved to approve. Board Member Watson seconded. 121 Request approved 3-0. 122 123 Request for Meet Me on Main in the Carmel Arts and Design District; March 11/April 8/May 13/June 124 10/July 8/August 12/September 9/October 14/November 11/December 9, 2023; 3:00 PM – 9:00 PM; 125 Board Member Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 126 127 OTHER 128 129 Request for Waiver of BPW Resolution No. 04-28-17-01/ Lane Restriction; East Main Street; Board 130 Member Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 131 132 Request for Waiver of BPW Resolution No. 04-28-17-01; 11204 Westfield Blvd; Board Member Burke 133 moved to approve. Board Member Watson seconded. Request approved 3-0. 134 135 Request for Road Closure/ Open Pavement Cut; Jackson’s Grant Village, 116th Street; Board Member 136 Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 137 138 Request for Secondary Plat; The Courtyards of Carmel, Section 3; Board Member Burke moved to 139 approve. Board Member Watson seconded. Request approved 3-0. 140 141 ADD-ONS 142 143 Board Member Burke moved to add two add-on items to the agenda. Board Member Watson seconded. 144 Adding of items approved 3-0. 145 146 Request for Purchase of Goods and Services 147 Powers & Sons Construction Company, Inc; ($1,329,000.00); Clay Township Center Addition. 148 Board Member Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 149 150 Request for Proposal Opening 151 Solar Panel Installation Request for Proposal at the Westside Facility. 152 Board Member Watson opened the bids and read the companies aloud: 153 154 Huston Electric, Inc 155 Solar Energy Solutions, LLC 156 Retro Tech Systems 157 158 ADJOURNMENT 159 160 Mayor James Brainard adjourned the meeting at 10:10 a.m. 161 162 163 164 165 166 APPROVED: ____________________________________ 167 Sue Wolfgang – City Clerk 168 169 170 171 _____________________________________ 172 Mayor James Brainard 173 174 175 ATTEST: 176 177 __________________________________ 178 Sue Wolfgang – City Clerk 179 180 CzTfshfzHsfdivlijobu22;28bn-Gfc35-3134 Exhibit A Nelson Alarm City of Carmel Direct Sale Agreement (Revised) Date: February 20, 2023 Project Name: City of Carmel Information and Communication Systems stAddress: 31 1Avenue NW City, State, Zip: Carmel, IN 46063 Contact: Todd Luckoski Phone: 317.571.2590 equipment. This Sales and Installation Agreement is made this 19th day of January 2022 and City of Carmel Customeragrees to purchase the following equipment and services provided by NA. Direct Sale: QTY Parts Description 34 AXIS Q3538-LVE 4K Fixed IR WDR IPDome Camera, 6.2-12.9mm Lens; $41,503 1AXIS P3719-PLE P37 Series 15MP Outdoor Multidirectional Dome IRIPCamera, 3-6mm Varifocal Lens; 1,384 1AXIS Q6078-EQ60 Series Outdoor UHD 4KPTZ IPCamera, 20x Optical Zoom; $2,809 20 AXIS T94M01D Outdoor Pendant Kit for Q3505-VE; $1,124 16 AXIS T91D61 Wall Mount 1.5" NPS Thread for Fixed Dome Pendant Kits; $1,290 1AXIS T91B47 Pole Mount Indoor/Outdoor with Stainless Steel Straps, 50-150mm; $72 6AXIS T94A01D Pendant Kit Mounting on1.5" NPS Threaded Bracket, Aluminum; $288 1AXIS T94N01D Indoor/Outdoor Pendant Kit on1.5" NPS Threaded Brackets; $81 Total Cost - $48,551 plus applicable freight, taxes or fees. Quote Valid for 30 days. STANDARDTERMSANDCONDITIONS: 1.Intheeventthatanypartoftheaforementionedequipmentbecomesdefective, orintheeventthatanyrepairsarerequired, NA agreestomakeallrepairsandreplacementofpartswithoutcoststotheCustomerforaperiodofoneyearfromthedateofinstallation. NA reservestheoptiontoeitherreplaceorrepairthealarmequipment, andreservestherighttosubstitutematerialsofequalqualityattimeof replacement, ortousereconditionedpartsinfulfillmentofthiswarranty. Thiswarrantydoesnotincludebatteries, reprogramming, damage bylightning, electricalsurgeorwirebreaks. 2.Exceptassetforthinthisagreement, NAmakesnoexpresswarrantiesastoanymatterwhatsoever, including, withoutlimitation, theconditionoftheequipment, itsmerchantability, oritsfitnessforanyparticularpurpose. NAdoesnotrepresentnorwarrantthatthe equipmentmaynotbecompromisedorcircumvented, orthattheequipmentwillpreventanylossbyburglary, hold-up, vandalismor otherwise; orthatthesystemwillinallcasesprovidetheprotectionforwhichitisinstalled. NAexpresslydisclaimsanyimpliedwarranties, includingimpliedwarrantiesofmerchantabilityorfitnessforaparticularpurpose. th2602East55Street Indianapolis, Indiana 46220 Phone: 317-255-2125 Fax: 317-253-8802 Nelson Alarm 3. Thewarrantydoesnotcoveranydamagetomaterialorequipmentcausedbyaccident, misuse, attemptedorunauthorizedrepair service, modification, orimproperinstallationbyanyoneotherthanNA. NAshallnotbeliableforconsequentialdamages. Customer acknowledgesthatanyaffirmationoffactorpromisemadebyNAshallnotbedeemedtocreateanexpresswarrantyunlessincludedinthis contractinwriting; thatCustomerisnotrelyingonNA'sskillorjudgmentinselectingorfurnishingasystemsuitableforanyparticularpurpose andthattherearenowarrantieswhichextendbeyondthoseonthefaceofthisagreement.. Customer'sexclusiveremedyforNA'sbreachof thiscontractornegligencetoanydegreeunderthiscontractistorequireNAtorepairorreplace, atNA'soption, anyequipmentwhichisnon- operational. Thiswarrantygivesyouspecificlegalrightsandyoumayalsohaveotherrightswhichvaryfromstatetostate. Ifrequiredbylaw, NAwillprocureallpermitsrequiredbylocallawandwillprovidecertificateofworkman'scompensationpriortostartingwork. 4. DELAYININSTALLATION: NAshallnotbeliableforanydamageorlosssustainedbyCustomerasaresultofdelayininstallationof equipment, equipmentfailure, orforinterruptionofserviceduetoelectricfailure, strikes, walk-outs, war, actsofGod, orothercauses, includingNA'snegligenceintheperformanceofthiscontract. Theestimateddateworkistobesubstantiallycompletedisnotadefinite completiondateandtimeisnotoftheessence. 5. ALTERATIONOFPREMISESFORINSTALLATION: NAisauthorizedtomakepreparationssuchasdrillingholes, drivingNails, making attachmentsordoinganyotherthingnecessaryinNA'ssolediscretionfortheinstallation oftheequipment, andNAshallnotberesponsible foranyconditioncreatedtherebyasaresultofsuchinstallation, service, orremovaloftheequipment, andCustomerrepresentsthatthe ownerofthepremises, ifotherthanCustomer, authorizestheinstallationoftheequipmentunderthetermsofthisagreement. 6. CUSTOMER'SDUTYTOSUPPLYELECTRICANDTELEPHONESERVICE: Customeragreestofurnish, atCustomer'sexpense, all110 VoltACpowerandelectricaloutletsandreceptacles, internetconnection, highspeedbroadbandcableorDSLandIPAddress, telephonehook- ups, RJ31xBlockorequivalent, asdeemednecessarybyNA. 7. LIENLAW: NAoranysubcontractorengagedbyNAtoperformtheworkorfurnishmaterialwhoisnotpaidmayhaveaclaim againstpurchaserortheownerofthepremisesifotherthanthepurchaserwhichmaybeenforcedagainstthepropertyinaccordancewiththe applicablelienlaws. 8. INDEMNITY/WAIVEROFSUBROGATIONRIGHTS/ASSIGNMENTS: CustomeragreestoindemnifyandholdharmlessNA, its employees, agentsandsubcontractors, fromandagainstallclaims, lawsuits, includingthosebroughtbythird-partiesorbyCustomer, including reasonableattorneys' feesandlosses, assertedagainstandallegedtobecausedbyNA'sperformance, negligenceorfailuretoperformany obligationunderthisagreement. Partiesagreethattherearenothirdpartybeneficiariesofthiscontract. Customeronitsbehalfandany insurancecarrierwaivesanyrightofsubrogationCustomer'sinsurancecarriermayotherwisehaveagainstNAorNA's subcontractorsarisingoutofthisagreementortherelationofthepartieshereto. Customershallnotbepermittedtoassignthisagreement withoutwrittenconsentofNA. NAshallhavetherighttoassignthiscontractandshallberelievedofanyobligationshereinuponsuch assignment. 9. EXCULPATORYCLAUSE: NAandCustomeragreethatNAisnotaninsurerandnoinsurancecoverageisofferedherein. NAisnot assumingliability, and, thereforeshallnotbeliabletoCustomerforanyloss, personalinjury, datacorruptionorinabilitytoretrievedata, or propertydamagesustainedbyCustomerasaresultoftheequipmentfailure, oranyothercause, whatsoever, regardlessofwhetherornot such damaity. CustomerreleasesNAfromanyclaimsforcontribution, indemnityorsubrogation. 10. INSURANCE: TheSubscribershallmaintainapolicyofpublicliability, propertydamage, burglaryandtheftinsuranceunderwhich NAisnamedasadditionalinsured. NAshallnotberesponsibleforanyportionofanylossordamagewhichisrecoveredorrecoverablebythe SubscriberfrominsurancecoveringsuchlossordamageorforsuchlossordamageagainstwhichtheSubscriberisindemnifiedorinsured. In ecoverdamages. Subscribershallobtaininsurancetocoveranylossthesecurityservicesareintendedtodetecttoonehundredpercentofthe insurablevalue, andSubscriberandallthoseclaimingrightsunderSubscriberwaiveallrightsagainstNAanditssubcontractorsforlossor damagescausedbyburglary, theft, water, smoke, fireorotherperilsintendedtobedetectedbythesecurityservicesorcoveredbyinsurance tobeobtainedbySubscriber, exceptsuchrightsastheymayhavetotheproceedsofinsurance. 11. LIMITATIONOFLIABILITY: CustomeragreesthatshouldthereariseanyliabilityonthepartofNAasaresultofNA'snegligent performancetoanydegreeoffailureorperformanyofNA'sobligationsorequipmentfailure, orstrictproductsliability, thatNA'sliabilityshall belimitedtothesumof $250.00or5% ofthesalesprice, whicheverisgreater. IfCustomerwishestoincreaseNA'samountoflimitationof liability, Customermay, asamatterofright, atanytime, byenteringintoasupplementalcontract, obtainahigherlimitbypayinganannual paymentconsonantwithNA'sincreasedliability. Thisshallnotbeconstruedasinsurancecoverage. 2) th2602East55Street Indianapolis, Indiana 46220 Phone: 317-255-2125 Fax: 317-253-8802 Nelson Alarm 12. LEGALACTION: IntheeventNArefersthiscontracttoanattorney, torecoveranyamountsowedbyCustomertoNAhereunder, the partiesagreethattheamounttoberecovered, andanyjudgmenttobeentered, shallincludeinterestattherateof11/2% permonthfromthe datepaymentisdueandCustomershallpayNA'slegalfees. InanyactioncommencedbyNAagainstCustomer, Customershallnotbe permittedtointerposeanycounterclaim. ThisagreementshallbegovernedbythelawsoftheStateofIndiana. Thepartiesagreethatthe courtsoftheStateofIndianashallhaveexclusivejurisdictionoverthepartiesheretoregardinganydisputebetweenthemandNAand CustomersubmitstothejurisdictionoftheStateofIndiana. CustomersubmitstothejurisdictionofIndianaandagreesthatanylitigation alplaceof businessislocated. Thepartieswaivetrialbyjuryinanyactionbetween them. AnyactionbyCustomeragainstNAmustbecommencedwithinoneyearoftheaccrualofthecauseofactionorshallbebarred. All actionsorproceedingsagainstNAmustbebasedontheprovisionsofthisagreement. AnyotheractionthatCustomermayhaveorbring againstNAinrespecttootherservicesrenderedinconnectionwiththisagreementshallbedeemedtohavemergedinandberestrictedtothe termsandconditionsofthisagreement. 13. FULLAGREEMENT/SEVERABILITY/ CONFLICTINGDOCUMENTS. Thisagreementconstitutesthefullunderstandingoftheparties andmaynotbeamendedormodifiedorcanceledexceptinwritingsignedbybothparties, exceptNArequirementsregardingitemsof protectionprovidedforinthisagreementimposedbyAuthorityHavingJurisdiction. Shouldthereariseanyconflictbetweenthisagreement andCustomer'spurchaseorderorotherdocument, thisagreementwillgovernwhethersuchpurchaseorderordocumentispriortoor subsequenttothisagreement. Shouldanyprovisionofthisagreementbedeemedvoid, allotherprovisionswillremainineffect. Nelson Alarm: Customer: Signature: _______________________________ Signature: ______________________________ Printed Name: ____________________________ Printed Name: ___________________________ Date: ___________________________________ Date: ___________________________________ 3) th2602East55Street Indianapolis, Indiana 46220 Phone: 317-255-2125 Fax: 317-253-8802 CzTfshfzHsfdivlijobu23;36qn-Gfc39-3134 Exhibit A 2023 Flowers- Installation and Maintenance Engledow Details SPRING FLOWERS LOCATION PLANTSIZE QUANTITY P-Large Stone Urns (45plants)Juncus Twister1 gal45 Sophia Square Courtyard (54 flats) Pansy Cool Wave Pastel 1801 flats 66IDCUrns (12 flats) Mix P-Small Stone Urns (20 flats) Pansy Matrix Citrus Mix 1801 flats 88P-Large Stone Urns (68 flats) P-Iron Urns (64 flats)Pansy Cool Wave White1801 flats 64 Main St Cast Stone (48 flats) Pansy Cool Wave BlueberrySophiaSquareCourtyard (24 flats) 1801 flats 84SwirlIDCUrns (12 flats) Page 1of13 MAIN ST. CAST STONE PLANTERS (32 TOTAL) Plant Name SizeQuantity Pansy Cool Wave Blueberry Swirl 1801 48 flats Each large planter gets approx. 12 plants. Each small planter gets approx. 9 plants. SOPHIA SQUARE COURTYARD 18 RECTANGULAR PLANTERS AND BASE OF 12 TOPIARY PLANTERS) Plant Name SizeQuantity Pansy Cool Wave Blueberry Swirl 1801 24 Pansy Cool Wave Pastel Mix 1801 54 Each 2-ball topiary planter base gets 2 flats of Pansy Blueberry. Each rectangular planter gets 3 flats of Pansy Pastel Mix. Page 2of13 PALLADIUM SMALL STONE URNS (15): PlantSizePer Urn Total Plants Pansy Matrix Citrus Mix 1801 24 plants 20 flats LARGE STONE URNS (15): PlantSizePer Urn Total Plants Juncus Twister 1 gal 5 45 Pansy Matrix Citrus Mix 1801 80 plants 68 flats STONE PLANTERS (15): PlantSizePer Urn Total Plants Empty for Spring IRON URNS (64): PlantSizePer Urn Total Plants Pansy Cool Wave White 1801 18 plants 64 flats INDIANA DESIGN CENTER 5 LARGE URNS & 6 SMALL URNS) Spring Plant Name SizeQuantity Pansy- Cool Wave Blueberry Swirl 1801 12 flats Pansy- Cool Wave Pastel Mix 1801 12 flats Pansies mixed evenly throughout urns. Page 3of13 SUMMER FLOWERS LocationPlant NameSizeQuantity P- Large Stone Urns (15) Canna- Yellow 6” pot 25IDC (10) Sophia Square Courtyard (36) Colocasia Elephant Ear 4.5” pot 36 P- Small Stone Urns (15) Cordyline 6” pot 15 P- Small Stone Urns (225) Geranium- Ivy BlizzardP- Large Stone Urns (180) 4.5” pot 597BlueP- Iron Urns (192) Sophia Square Courtyard (78 flats) Impatiens- Dazzler Tutti 1801 flats 78FruttiMix IDC Urns (44) Impatiens- Sunpatiens 4.5” pot 44White P- Large Stone Urns (150) Lantana Landmark - P- Stone Planters (600) 4.5” pot 878WhiteP- Iron Urns (128) Main St Cast Stone Planters (256) Salvia- Purple Annual 4.5” pot 322IDCUrns (66) Page 4of13 Summer Planting Detail for 2023 Main St Cast Stone Planters (32 total) Plant NameSizeQuantity SalviaPurple Annual 4.5” pot 256 Each large planter (16) gets approx. 10 plants.= 160 Each small planter (16) gets approx. 6 plants. = 96 Sophia Square Courtyard Planters Plant Name SizeQuantity Impatiens- Dazzler Tutti Frutti Mix 1801 78 Colocasia Elephant Ear 4.5” 36 Each 2-ball topiary planter base (12) gets 2 flats ofImpatiens. Each rectangular planter (18) gets 3 flats ofImpatiens and 2 colocasia Page 5of13 Palladium SMALL STONE URNS (15): PlantSizePer UrnTotal Plants Cordyline 6” 1 15 Ivy Geranium Blizzard Blue 4.5” pot 15 225 LARGE STONEURNS (15): PlantSizePer Urn Total Plants Canna Yellow 6” 1 15 Lantana Landmark White 4.5” pot 10 plants 150 Ivy Geranium Blizzard Blue 4.5” pot 12 plants 180 STONE PLANTERS (15): PlantSizePer Urn Total Plants Lantana Landmark White 4.5” pot 40 plants 600 IRON URNS (64): PlantSizePer Urn Total Plants Lantana Landmark- White 4.5” pot 2 128 Ivy Geranium Blizzard Blue 4.5” pot 3 192 Page 6of13 Indiana Design Center 5 Large Urns & 6 Small urns) Plant NameSizeQuantity SalviaPurple 4.5” pot 66 Canna- Yellow 6” pot 10 Impatiens- Sunpatiens White 4.5” pot 44 Details: Large Urns (5) (West side of property)- Salvia Purple- 24 per urn- 60 plants Canna- 2 pots per urn- 10 total plants Impatiens Sunpatiens White - 20 per urn- 100 plants 2 Cannas in center 12 salvia between canna and impatiens 20 impatiens around border Small Urns (6) (2 on S side, 4 on N side)- Salvia Purple- - 1 per urn- 6 plants White Impatiens - 4 per urn- 24 plants 1 Salvia in center 4 impatiens around border Page 7of13 FALL LOCATIONPLANTSIZE QUANTITY P-Small Stone Urns (90)Chrysanthemum 9” pots 90Yellow P-Large Stone Urns (45)Juncus Twisted 1 gal45 P- Iron Urns (64)Kale- White 6” pots 89IDCUrns (25) Flowering P-Small Stone Urns (60) P- Large Stone Urns (240) Snapdragon- CoolP- Iron Urns (512) 4.5” 1,544BronzeMainStCastStone (192) Sophia Sq Courtyard (540) P- Small Stone Urns (10 flats) P- Large Stone Urns (68 flats) Pansy- Matrix Amber 1801P- Iron Urns (44 flats) 162MixflatsIDCUrns (16 flats) Sophia Sq Courtyard (24 flats) Page 8of13 Fall Flowers Planting Details PALLADIUM SMALL STONE URNS (15): Plant Size Per Urn Total Plants Snapdragon Cool Bronze 4” 4 60 Chrysanthemum Yellow (Pale Yellow if available) 4” 6 90 Pansy Matrix Amber Mix 1801 12 plants 10 flats LARGE STONE URNS (15): Plant Size Per Urn Total Plants Juncus Twisted 1 gal 5 45 Snapdragon Cool Bronze 4” 16 240 Pansy Matrix Amber Mix 1801 80 plants 68 flats STONE PLANTERS (15): Plant Size Per Urn Total Plants Empty for Fall IRON URNS (64): Plant Size Per Urn Total Plants Flowering Kale White 6” 1 64 Snapdragon Cool Bronze 4” 8 512 Pansy Matrix Amber Mix 1801 12 plants 44 flats Page 9of13 INDIANA DESIGN CENTER 5 LARGE URNS & 6 SMALL URNS) Plant Name Size Quantity Pansy- Matrix Amber Mix- 1801 16 flats Flowering Kale White- 4.5” 25 plants Large Urns (5) (West side of property)- Kale- 5 plants near center Pansy- 2 flat per urn Pansies are mixed around edge of urn Small Urns (6) (2 on S side, 4 on N side)- Pansy- 1 flat per urn MAIN ST. CAST STONE PLANTERS (32 TOTAL) Plant Name Size Quantity Snapdragon- Cool Bronze 1801 48 flats Each large planter gets approx.. 6 plants of each Snapdragon. Sophia Square Courtyard Plant Name Size Quantity Pansy- Matrix AmberMix 1801 24 Snapdragon- Cool Bronze 4.5” pots 540 Each 2-ball topiary planter base gets 2flats of Pansies. Each rectangular planter gets 30 Snapdragon. Page 10of13 WINTER PLANTING DETAILS WINTER LOCATIONPLANTSIZEQUANTITY Main St Stone Planters (32) Low growing Juniper 3 gal 32 Sophia Square Courtyard (72)Decorative Winter 12” 200 Palladium Planters/ Urns (64)Décor with insert IDC Urns (64) Ornamentation Palladium Planters/ Urns (30)Decorative Winter 21” 60 IDC (30)Décor with insert Ornamentation Palladium Planters/ Urns (15)Fresh Garland Rolls75’ roll 15 Page 11of13 Main St Stone Planter: Plant Name Size Quantity Low growing Juniper 3 gal 32 Each planter gets one juniper inthe center. Sophia Square Courtyard 18 RECTANGULAR STONE PLANTERS AND BASE OF 12 TOPIARY PLANTERS) Sophiasquare:The topiaries are NOT to have any decorations. Only the 18 rectangular stone planters will have winter décor. Plant Name Size Quantity Winter decorative mix pots 12” insert 72 4- 12” pots per planter: 72 pots total for this area Page 12of13 Palladium Planters & Urns Plant Name Size Quantity Winter decorative mix pots 12” insert 64 Winter decorative mix pots 21” insert 30 Fresh Garland Rolls 75’ roll 15 4- 12” pots per planter: 72 pots total for this area Small Stone Urns (15)- will get 1, 21” insert- 15 total Large Stone Urns (15)- will get 1, 21” insert- 15 total Stone planters (15)- will get 1, 75’ roll fresh garland- 15 rolls total Iron Urns (64) will get 1, 12” insert- 64 total Palladium Annual Bed Terms: 15 – Stone urns approximately 3 ft. wide (referred to as SMALL STONE URNS) 15 – Stone urns approximately 5 ft. wide (referred to as LARGE STONE URNS) 15 – Stone planters connecting the 3 and 5 ft. wide urns: each of these planters is approximately 19” wide and about 23 ft. long (referred to as STONE PLANTERS) 64 – Iron urns approximately 18” planting width (referred to as IRON URNS) Indiana Design Center 5 Large Urns & 6 Small Urns) Plant Name Size Quantity Winter decorative mix pots 12” insert 64 Winter decorative mix pots 21” insert 30 Small Urns (6)- will get 1, 12” insert- 6 total Large Urns (5)- will get 1, 21” insert- 5 total Page 13of13 City of Carmel Street Department 2023 Flower Maintenance- Service Contract The City of Carmel would like to receive quotes for planting and maintaining Spring, Summer, Fall annuals, and Winter décor for four areas in Carmel. Maintaining includes watering and removing weeds from the planted areas. Some areas are irrigated but may still need supplemental watering of the areas. The four areas to be planted with annuals and annuals maintained are: 1. Main St. Cast Stone Planters (32 planters total- each opening approx. 24” wide) 2. Sophia Square Courtyard (18 rectangular planters and the base of 12 topiary planters) 3. Palladium Planters & Urns (15 small stone urns, 15 large stone urns, 15 stone planters, & 64 iron urns) 4. Indiana Design Center (5 large urns & 6 small urns) The Carmel Street Department will be purchasing all annuals/perennials for this contract. The Contractor will be required to install and maintain these plantings for Spring, Summer, Fall, and Winter seasons. A 2” layer of leaf compost is to be applied by the contractor to all planting beds, pots, or urns and incorporated into a depth of 6” prior to planting of any annual or perennial. The contractor is to supply the leaf compost. The Contractor will be required to apply a three-month slow-release application of fertilizer, as to manufacturer’s specifications, to all planting beds, pots, or urns after planting is complete. The Contractor will also water all annuals/perennials immediately after planting and inform the City by text or e-mail as to which areas have been completed. The Contractor will be required to use dark brown dyed hardwood mulch around the annuals after planting occurs if the soil is disturbed to have a completed finished look to each landscape area. No more than 33% of soil or mulch shall be visible after planting any seasonal display. rdSpringplantingistobegininthe3 week of March. thSummerplantingistobegintheweekofMay11. stFallplantingistobegininthe1 week of October. ndWinterdécoristobecompletebeforethe2 Saturday in November. Upon the completion of the growing season, the contractor will be required to pull all dead annuals/ décor, trim all perennials that were planted, and remove and dispose of all plant material from the planting beds. Page 1of6 WinterDécorDetails The Sophia Square topiaries are not to have any decorations. Only the 18 rectangular stone planters will have winter décor. Winter decorations are to include greens covering the entire planter opening to aheight of not less than 1ft. high. All soil in the planters is to be covered with the winter décor. The center of the urn is to be as high as the width of the urn, with the maximum height to be 6 ft tall. The construction of the winter decorations is to be made in such a way so they will withstand winter winds, storms, and snow. The Contractor is to maintain, repair, or replace any decorations that do not withstand winter weather. Some urns contain irrigation systems. If any of these systems are damaged during the installation of decorations, the Contractor is responsible for repairs. The allowable material for each planter should be a mixture of: Branches spray-painted white or gold Cut eucalyptus Dried hydrangea blooms Dried Magnolia grandiflora branches Evergreen boughs Holly branches (both evergreen and deciduous) Ilex verticillata Pinecones Red, Silver, or Gold ornaments Any other festive plant materials approved by the City prior to installation Page 2of6 WinterDecoration Examples Page 3of6 Page 4of6 Page 5of6 End of Specifications Page 6of6 2/2/2023 ENGLEDOW, INC CARMEL, IN 46032 - 108497 1100 E 116TH 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 Street Department 3400 W. 131st Street Carmel, IN 46074- 317) 733-2001 358653 UNITPRICEDESCRIPTIONUNITOFMEASUREQUANTITY Page 1 of 1 Matt Higginbotham 73892 2201Department:2201Fund:Motor Vehicle Highway FND 43-509.00Account: FlowerMaintenance1 $53,797.76 $53,797.76Each 53,797.76SubTotal 53,797.76 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 LABEL AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO. THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945 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. 108497 ORDERED BY TITLE CONTROLLER Street Department 3400 W. 131st Street Carmel, IN 46074- Lee Higginbotham 317) 733-2001 Commissioner RESOLUTION NO. BPW 03-15-23-02 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 (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 , 2023. 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\\2023\\Acknowledge Agreement Traynor & Associates, Inc. - 560 3rd AveSW.docx3/6/2023 3:05PM Exhibit A Traynor&Associates,Inc. RealEstateAppraising &Consulting February 10, 2023 Mr. Sergey Grechukhin City of Carmel 1 Civic Square Carmel, Indiana 46032 RE:Appraisal Report Traynor # 23151 rd5603Ave SW Carmel, Indiana 46032 Parcel # 29-09-25-405-011.000-018 Dear Mr. Grechukhin, Traynor & Associates, Inc. is submitting a Letter of Engagement for a signed agreement to perform an appraisal for the above referenced property. The appraisal report results will be communicated in an appraisal of the market value, as per the Uniform Standards of Professional Appraisal Practice USPAP). The clientand intended useris the City of Carmel.The intended use is to estimate an “As Is” exterior only)market value of the subject, referenced above, in order to provide an estimated market value conclusion for the City of Carmel, the client, to assist in internal decision making. The total fee for the appraisal is $2,000 and payment due upon completion ofthe report. In the event, if it is necessary for you the client to stop work on the appraisal, you agree to pay for time and costs incurred prior to the receipt of written notice of such a stop order. Our appraisal work will start upon receipt of a signed copy of this letter of engagement. The fee for the appraisal is for the service rendered and not necessarily the time spent in preparation of the actual physical report. The above fee does not include $125 per hour for research and deposition. The above fee does not include a charge for court appearances or appearances before government agencies to give testimony, if such should be required. The fee for such services will be Two Hundred Twenty Five Dollars($225.00) per hour,with a minimum of Nine Hundred Dollars($900.00). These rates are subject to change,but will remain valid for a period of six (6) months, from the date of execution of this agreement. One half (½) days’ notice of the cancellation of a scheduled court appearance is required and in lieu of such notice, the minimum appearance fee of Nine Hundred Dollars 900.00), will be charged. The minimum fee is due prior to testimony. TH6750E75Street Indianapolis, IN 46250 317)813-4990 www.traynorassociates.cominfo@traynorassociates.com Traynor&Associates,Inc. RealEstateAppraising &Consulting The findings and conclusions of the appraisal will be reported to our client. The findings will not be reported to any other individuals, unless we are otherwise authorized. It will be necessary for us to disclose the fact that we are undertaking the appraisal as we proceed through the investigation process. The evaluation and analysis of the subject property as it appears in the appraisal review report will be the opinion of Joseph C. Traynor, his associates and staff. The fee for this appraisal is not contingent upon any particular conclusions. The appraiser’s liability to the client is limited to the amount of the fee as liquidated damages. The appraisers hereby limit their liability to the client alone and the use of the appraisal by third parties shall be at the risk of the client and/or the third party. We will have the appraisals completed within 4 weeks, from the execution of this agreement. We thank you for your interest in our firm’s services. If this contract meets with your approval, please so indicate by your signature. Upon receipt, please return a signed copy. Sincerely, Joseph C. Traynor, MRICS Indiana Certified General Appraiser #CG69100233 President Traynor & Associates, Inc. AcceptedBy: Date: TH6750E75Street Indianapolis, IN 46250 317) 813-4990 www.traynorassociates.cominfo@traynorassociates.com Traynor&Associates,Inc. RealEstateAppraising &Consulting ASSUMPTIONS ANDLIMITING CONDITIONS THIS APPRAISAL IS SUBJECT TO THE FOLLOWING UNDERLYING ASSUMPTIONS AND QUALIFYING AND LIMITING CONDITIONS: 1.This is an Appraisal Report, which is intended to comply with the reporting requirements set forth under Standard Rule 2 2(a) of the Uniform Standards of Professional Appraisal Practice for an Appraisal Report. As such, it includes a discussion of the data, reasoning and analyses that were used in the appraisal process to develop the appraiser’s opinion of value. It also includes descriptionsof the subject property, the property's locale, the market for the property type, and the appraiser’s opinion of the highest and best use. 2.The value of the property is expressed in dollars on the date specified and is subject to any changes in the value of the dollar. All existing liens or encumbrances have been disregarded and the property is appraised as though free and clear under responsible ownership and competent management. 3.The legal description furnished is assumed to be correct. No survey was available unless otherwise stated) and the dimensions used are from sources deemed to be reliable. 4.All information and comments concerning the location, neighborhood, trends, construction quality and costs, loss in value from whatever cause, condition, rents, or any other data of the property appraised herein represent the estimates and opinions of the appraiser, formed after an examination and study of the property. 5.All engineering is assumed to be correct. The plot plans and illustrative material in this report are included only to assist the reader in visualizing the property. 6.It is assumed that there are no hidden or unapparent conditions of the property, subsoil, or structures that render it more or less valuable. No responsibility is assumed for such conditions or for arranging for engineering studies that may be required to discover them. 7.It is assumed that there is full compliance with all-applicable federal, state and local environmental regulations and laws unless noncompliance is stated, defined and TH6750E75Street Indianapolis, IN 46250 317) 813-4990 www.traynorassociates.cominfo@traynorassociates.com Traynor&Associates,Inc. RealEstateAppraising &Consulting considered in the appraisal report. 8.It is assumed that all applicable zoning and use regulations and restrictions have been complied with, unless a nonconformity has been stated, defined and considered in the appraisal report. 9.It is assumed thatall required licenses, certificates of occupancy, consents or other legislative or administrative authority from any local, state or national government or private entity or organization have been or can be obtained or renewed for any use on which the value estate contained in this report is based. 10.It is assumed that the utilization of the land and improvements is within the boundaries or property lines of the property described and that there is no encroachment or trespass unless noted in the report. 11.The forecasts, projections or operating estimates contained herein are based upon current market conditions, anticipated short term supply and demand factors and a continued stable economy. These forecasts are, therefore, subject to changes in future conditions. 12.In preparing this appraisal, the appraisers were required to rely on information furnished by other individuals or found in previously existing records and/or documents. While it is believed the information, estimates and analysis given and the opinions and conclusions drawn therefrom are correct, the appraisers do not guarantee them and assumes no liability for any errors in fact, in analysis, or in judgment as a result of the inaccuracy of such information. No attempt has been made to render an opinion of title or status of easements or of any other matter of a legal nature. 13.The distribution of the total valuation in this report between land and improvements apply only under the existing program or utilization. The separate valuations for land and buildings must not be used in conjunction with any other appraisal and are invalid if so used. 14.Possession of this report, or a copy thereof, does not carry with it the right of publication, nor may it be used for any purpose by any but the client for whom it was made without the consent of the appraisers or the client. 15.The fee for this appraisal does not provide compensation for conference or TH6750E75Street Indianapolis, IN 46250 317) 813-4990 www.traynorassociates.cominfo@traynorassociates.com Traynor&Associates,Inc. RealEstateAppraising &Consulting testimony or attendance in court, with reference to the property in question. 16.This appraisal represents the independent opinions of the appraiser’sfree from any commitments and free from any present or contemplated future interest in the property, with the sole compensation for the employment being a fair professional fee. 17.Neither the fee nor the employment to make the appraisal was contingent on the value to be reported. Further, the appraisal was not based on a requested minimum valuation, specific valuation or the approval of a loan. 18.The existence of hazardous material, whichmay or may not be present on the property, was not observed by the appraisers. The appraisers have no knowledge of the existence of such materials on or in the property unless specifically stated within the appraisal report. The appraisers are not qualified to detect such substances and no responsibility is assumed for any such conditions, or for any expertise or engineering knowledge required to discover them. The client is urged to retain an expert in this field, if there is any suspicion of hazardous material. 19.The presence of substances such as asbestos, urea-formaldehyde foam insulation, radon gas, or other potentially hazardous materials may affect the value of the property. The value estimate is predicated on the assumption that there is no such material on or in the property that would cause a loss in value. 20.The Americans with Disabilities Act (“ADA”) became effective January 26, 1992. It is possible that a compliance survey of the property, together with a detailed analysis of the requirements of the ADA, could reveal that the property is not in compliance with one or more of the requirements of the Act. Since we have no direct evidence relating to this issue, we did not consider possible noncompliance with the requirements of ADA in estimating the value of the property. TH6750E75Street Indianapolis, IN 46250 317) 813-4990 www.traynorassociates.cominfo@traynorassociates.com Traynor&Associates,Inc. RealEstateAppraising &Consulting TH6750E75Street Indianapolis, IN 46250 317) 813-4990 www.traynorassociates.cominfo@traynorassociates.com Traynor&Associates,Inc. RealEstateAppraising &Consulting TH6750E75Street Indianapolis, IN 46250 317) 813-4990 www.traynorassociates.cominfo@traynorassociates.com CzTfshfzHsfdivlijobu22;53bn-Nbs18-3134 Exhibit A CzTfshfzHsfdivlijobu:;56bn-Nbs18-3134 Exhibit A CzTfshfzHsfdivlijobu22;57bn-Nbs18-3134 Convergint Technologies, LLC Information Systems Department - 2023 Appropriation #1115 0 44-632.01 Capital Lease Fund; P.O. #108512 Contract Not To Exceed $618,282.07 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: Provided City has paid Vendor for all amounts due under this Agreement, 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, or take substantial steps to start correcting, 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 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 with respect to liability arising out of Services performed by Vendor, but only to the extent of liabilities falling within the indemnity obligations of Vendor, pursuant to the terms of this Agreement, shall promptly provide City, upon request, with copies of insurance certificates evidencing such policies, and shall provide that such insurance policies shall not be canceled without thirty (30) days prior notice to City. 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, reasonable attorney fees, and other expenses, to the extent caused by any negligent 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 indemnification obligations shall survive the termination of this Agreement. S:\\Contracts\\Departments\\IT - Information Systems\\2023\\Converginet Technologies, LLC Goods and Services.docx:2/27/2023 11:51 AM\] 2 Convergint Technologies, LLC Information Systems Department - 2023 Appropriation #1115 0 44-632.01 Capital Lease Fund; P.O. #108512 Contract Not To Exceed $618,282.07 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 this Agreement, and shall not delegate its obligations under this Agreement without City’s prior written consent. Notwithstanding the foregoing, Vendor may assign this Agreement without notice or consent (i) to any of its parents, subsidiaries or affiliated companies or any entity majority owned by Vendor, or (ii) in connection with a merger, acquisition, reorganization, sale of all of the equity interests of Vendor, or a sale of all or substantially all of the assets of Vendor to which this Agreement relates. 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. S:\\Contracts\\Departments\\IT - Information Systems\\2023\\Converginet Technologies, LLC Goods and Services.docx:2/27/2023 11:51 AM\] 3 Convergint Technologies, LLC Information Systems Department - 2023 Appropriation #1115 0 44-632.01 Capital Lease Fund; P.O. #108512 Contract Not To Exceed $618,282.07 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 dispute hereunder, parties shall first attempt to resolve the dispute in the field, but if that is not successful, then in a meeting between authorized officers of each party. If settlement attempts are not successful, unless the dispute required injunctive relief, then the dispute shall be decided exclusively by arbitration. Such arbitration shall be conducted in accordance with the Construction Industry Arbitration Rules of the American Arbitration Association currently in effect by a single arbitrator and shall be a final binding resolution of the issues presented between the parties. The prevailing party shall be entitled to recover its reasonable attorneys’ fees and costs. Any aware by the arbitrator may be entered as a judgment in any court having jurisdiction. All arbitrations will be held in Hamilton County, Indiana only. 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 itis 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 Information Systems Department Office of Corporation Counsel st311 Ave NW One Civic Square Carmel, Indiana 46032 Carmel, Indiana 46032 If to Vendor: Convergint Technologies, LLC One Commerce Drive Schaumburg, Illinois 60173 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 and of non- cancelable commitments made reasonably and prudently prior to receipt of notice of termination provided that Vendor delivers to City anything deliverable pursuant to such non-cancelable commitments and provides reasonable, supporting documentation for such expenses, except that S:\\Contracts\\Departments\\IT - Information Systems\\2023\\Converginet Technologies, LLC Goods and Services.docx:2/27/2023 11:51 AM\] 4 Convergint Technologies, LLC Information Systems Department - 2023 Appropriation #1115 0 44-632.01 Capital Lease Fund; P.O. #108512 Contract Not To Exceed $618,282.07 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 19 hereof, as appropriate. 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. Certain types of goods and services may be subject to additional terms and conditions as set forth or provided subject to a separate agreement. Any and all alarm monitoring services, which may be included in the Services, shall be solely and entirely provided subject to the terms of a separate alarm monitoring services agreement between Vendor and 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, 2023, 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. DEBARMENT AND SUSPENSION 26.1 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. S:\\Contracts\\Departments\\IT - Information Systems\\2023\\Converginet Technologies, LLC Goods and Services.docx:2/27/2023 11:51 AM\] 5 Convergint Technologies, LLC Information Systems Department - 2023 Appropriation #1115 0 44-632.01 Capital Lease Fund; P.O. #108512 Contract Not To Exceed $618,282.07 26.2 The Vendor 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 Vendor 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. 27. IRAN CERTIFICATION Pursuant to I.C. § 5-22-16.5, the Vendor shall certify that, in signing this Agreement, it does not engage in investment activities within the Country of Iran. 28. 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. 29. ENTIRE AGREEMENT: This Agreement, together with any exhibits attached hereto or referenced herein, constitutes the entire agreement between Vendor and City with respect to the subject matter hereof, and supersedes all prior oral or written representations and agreements regarding same. Notwithstanding any other term or condition set forth herein, but subject to paragraph 16 hereof, to the extent any term or condition contained in any exhibit attached to this Agreement or in any document referenced herein conflicts with any term or condition contained in this Agreement, the term or condition contained in this Agreement shall govern and prevail. This Agreement may only be modified by written amendment executed by both parties hereto, or their successors in interest. S:\\Contracts\\Departments\\IT - Information Systems\\2023\\Converginet Technologies, LLC Goods and Services.docx:2/27/2023 11:51 AM\] 6 Convergint Technologies, LLC Information Systems Department - 2023 Appropriation #1115 0 44-632.01 Capital Lease Fund; P.O. #108512 Contract Not To Exceed $618,282.07 IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as follows: CITY OF CARMEL, INDIANA Convergint Technologies, LLC by and through its Board of Public Works and Safety By: By: James Brainard, Presiding Officer Authorized Signature Date: Printed Name Mary Ann Burke, Member Date: Title Lori S. Watson, Member FID/TIN: Date: ATTEST: Date: Sue Wolfgang, Clerk Date: S:\\Contracts\\Departments\\IT - Information Systems\\2023\\Converginet Technologies, LLC Goods and Services.docx:2/27/2023 11:51 AM\] 7 Exhibit A 9750 E150th street, Indianapolis, Indiana 46060 Phone Mobile 765-393-7443 darren.gray@convergint.com December 19, 2022 City of CarmelQuotation:DG00511051P City of Carmel - Information and Communication SystemsRFP#: 31 1st Avenue N.W. Carmel, Indiana 46032License/Cert Attention: Morgan Rinehart Reference: OMNIA Contract #R220702 - Genetec Upgrade OMNIA Contract #R220702 On behalf of Convergint’s global network of colleagues, I would like to personally thank you for providing Convergint with the opportunity to present this proposal addressing your electronic security needs. We are confident that this proven solution is both comprehensive and customized to meet your needs today, and in the future. Convergint’s reputation for service excellence is backed by a foundational commitment to our core value of service, and we have been recognized as the #1 Systems Integrator by SDM Magazine. This recognition reflects the strong relationships Convergint has developed with the industry’s top technology manufacturers, and our history of success with providing exceptional service to our customers. Our guiding principle has always been to be our customers’ best service provider. Our dedicated and certified team of professionals strives to uphold our customer-focused, service-based mission to make a daily difference for our customers. After achieving a successful on-time and on-budget project installation, Convergint will provide you with the industry’s best ongoing service, including our 24/7 customer portal iCare, designed to track service work orders, project progress, and provide you with detailed metric reporting for continuous improvement. The following security proposal is specifically designed to meet your needs. As your single point of contact, please feel free to contact me with any additional questions you may have. Thank you again for trusting Convergint as your partner. Scope of Work Provide Materials LineQtyPartDescriptionManufacturer 1OMNIA Contract Number R220702 GSC- 1Connection to an Intercom Station including240.00SIPELIA-Genetecfailoverandbidirectionalaudioandvideorecording1SIP Streamvault™ 4020EX Series - 2U 26-Bay Appliance 416TB Raw RAID 62xXeon Silver 4216 SV-4020EX-32GB RAM 2x 240GB M.2SSD 26x 16TB NLSAS 2x 311.00R26-416T-1GbE RJ45 2x 10GbE SFP+ 2x 1100W PSU Genetec 16-216Windows Server 2019 Standard 5YR NBD KYHD Warranty - Genetec™ Security Center pre-installed. License sold separately. Streamvault™ 1020E Series - 1U 2-Bay Rackmount Analytics Appliance 1x NVIDIA Quadro 2000 Series GPU (1) Core i9-9900k 16GB 1x 256GB M.2 SSD 1xSVA-1020E- 41.001TB SATA 1x 1GbE RJ45 1x 10GbE RJ45 2x 550W GenetecR2-S2000-I9 PSU Windows 10 Embedded 5YR NBD KYHD Warranty. Genetec Security Center pre-installed. License sold separately. SV-E-ACC- Streamvault™ Server (E) Upgrade - Enterprise 53.00SRV-16TB-16TB 3.5Dual Port 12G NLSAS Drive, Compatible Genetec SASwith R4, R14, R18, R26 Chassis ADV-CAM- Genetec™ Advantage for 1Omnicast™ Enterprise640.00GenetecE-5YCamera 5 years Genetec™ Advantage for 1Sipelia™ Intercom740.00ADV-SIP-5YGenetecconnection - 5Years GSC-Om-E- 8400.001 camera connectionGenetec1C 9Sourced Good LineQtyPartDescriptionManufacturer Genetec Security Center Base Enterprise Package. Synergis Enterprise: Access Manage support, Remote Security Desk, Badge Designer. Omnicast Enterprise: Archiving & Auxiliary Archiving support, Media Router, Audio, Remote Security Desk, Camera Sequences, Camera Blocking, Camera Dewarping, Failover Cameras, Hardware Matrix Support, Time Zone, Edge recording, trickling & archive transfer, Keyboard & Joystick Support. AutoVu Standard. Threat Level, Plan ManagerGSC-Base- 101.00Advanced for GIS Map servers (unlimited entities), GenetecERestrictedSecurityAreaSurveillanceStandard package, Active Directory Integration, 1 authentication role, 1Active Directory Federation services, Failover Directory Role, Intrusion Manager, Sipelia Base, Import Tool, Max Occupancy, Mustering Task, Visitor Management Module, Sipelia Public Address, SIP Trunking. 300 channels of KiwiVision Video Analytics for Privacy Protector, Security Analytics and People Counter. Includes 5 client connections (Security Desk, Web or Mobile) 111.00GSC-5.11Software VersionGenetec Site License for Genetec™ Security Desk clientGSC- 121.00connections (incl. Web Client & Mobile) (Only GenetecLOGIN-SITE available with Security Center Enterprise package). Unified Real-Time Situational Intelligence Platform GSC-JPS-for Law Enforcement. Real-Time Crime Center131.00GenetecCG-BASEbackbone enhancing all response and investigations. Small agencies up to 50 sworn officers Annual Professional Services Project Management bulk upload, System Upgrade & Planning, Health & PS-JPS-CG-Cybersecurity Audits; System Optimization forLaw 145.00SERVICES-Enforcement (1days); System Federation Genetec SMALLConfiguration (5); On-Site Law Enforcement Training 1days); Continuous Genetec Learning Seats (LMS) 10). GSC-JPS- Citigraf LE Add-on Package for CAD and AVL API151.00CG-ADD-ON-Genetecintegration (integration work not included) CAD-AVL 16Labor wasQuoted IAW OMNIA Contract R220702 618,282.07TotalProject Price ClarificationsandExclusion 1.Allworkproposedherein,shallbeperformedduringnormalbusinesshoursMonday throughFriday8:00am-5:00pm. 2.Lowvoltagewiringshallbeinstalledviaopenaircodeapprovedmethods. 3.Provisionorinstallationofconduit,wire,boxes,fittingsorotherelectricalinstallation materialsunlessspecificallylistedunderInclusionsorBillofMaterials. 4.Permitsorassociatedfeesarenotincluded. 5.CustomertoprovidestaticIPaddressesandnetworkconnectionsatpanellocations. 6.Customertoprovideasecuredstaging&storageareaforprojectrelatedmaterials. 7.PricingassumesthatelectronicAutoCADfilesareavailablefromcustomerforour useincreatingsubmittaldrawings. 8.Twenty-Fivepercent(25%)oftheproposedsellpriceshallbepayabletoConvergint forprojectmobilization. Mobilizationshallbeinvoicedanddueuponcustomer acceptanceofthisproposal. 9.Proposaldoesnotincludesalestaxunlessotherwisenoted. 10.AnythingintheContractDocumentsnotwithstanding,innoeventshalleither ContractororSubcontractorbeliableforspecial,indirect,incidentalorconsequential damages,includingcommercialloss,lossofuse,orlostprofits,evenifeitherparty hasbeenadvisedofthepossibilityofsuchdamages. 11.Convergintreservestherighttonegotiatemutuallyacceptablecontracttermsand conditionswithcustomerbymakingmutuallyagreeablechangestotheformal contractincludedintheBidDocuments. 12.Customeracknowledgesthatsupply-chainandshippingdifficultiesmayresultin unavoidabledelaysindeliveriesofmaterialsdespitetimelyplacementofordersand effortsbyConvergintanditssupplierstoavoidsuchdelays.Customeragreesto provideConvergintwithreasonableextensionsoftimetotheextentofanysuch delaysandConvergintagreestomakereasonableeffortstoavoidorminimizesuch delays. Customerfurtheracknowledgesthattheabove-referencedsupply-chain andshippingdifficultiesmayresultinunanticipatedincreasesto Convergint’s proposalpricingonproductscoveredbythisquoteoranyresultingagreementand thatsuchincreasesmayoccurbetweenthetimethisquoteisprovided,orany resultingcontractisexecutedandthetimewhenConvergintactuallypurchasesthe productscoveredbythisquoteoraresultingagreement. Customeragreesthatit willpayanysuchincreasein Convergint’sinitialpricingofobtainingtheproducts abovetheproposalpricinguponwhichthequoteoragreementwasbased,by changeorderorotherwise,andConvergintagreesthatitshallmakecommercially reasonableeffortstominimizeanysuchincrease. PerformanceItems ItemsIncluded ItemsExcluded 120VACPowerandFusedDisconnectSwitch120VACPowerReceptacles AdditionalLightingRequirementsforCamerasApplicableTaxes AttendGeneralContractorProjectMeetingsAttendOwnerProjectMeetings AuthorityhavingJurisdictionpermitdrawingCable requirescustomerCAD) CeilingTilesandCeilingGridRepairsConnectiontoBuildingFireAlarmPanel CorrectionofWiringFaultsCausedbyOthersDoorwiringtypicalconnections ElectricalInstallationPermitElectrifiedDoorLockingHardware EngineeringandDrawingsEquipmentracklayoutdrawing FAPermitandPlanReviewFeesFireStopping(ExcludesExistingPenetrations) FireWatchFloorCoveringsforLifts FloorplanwithdeviceplacementandnumberingFreight(prepaid) requirescustomerCAD) HorizontalCoreDrillingInstallationofBridleRings InstallationofCCTVCamerasInstallationofConduit,BoxesandFittings InstallationofControlEquipmentEnclosuresInstallationofControlPanels InstallationofIntercomSystemsInstallationofIntrusionPanels InstallationofLowVoltageWireInstallationofNetworkCablingtoCardReaders InstallationofNetworkCablingtoIPCamerasInstallationofNetworkCablingtoIPIntercoms InstallationofSpecialtyBackboxesInstallationofTerminalCabinets InstallationofVideoRecorders(DVR/NVR)InstallationofWireandCable InstallationofWireHangarsLifts LoadingSoftwareonCustomerProvidedLowVoltagePermits Computer Material(listedintheBOM)Mounting/TerminationofProposedDevices On-SiteLockableStorageFacilityOne-YearWarrantyonLabor One-YearWarrantyonPartsOperations&MaintenanceManuals OwnertoProvideDHCPLeaseReservationsforOwnertoProvideStaticIPAddresses NetworkConnectedDevices OwnerTrainingPanelWallElevationdrawing(mayrequire customerCAD) PanelwiringwithpointtopointconnectionsPatchandPaint Payment&PerformanceBondsProjectManagement RecordDocumentation(As-Built)Riserdrawingwithhomerunwiring ServersbyConvergintServersbyOthers SpecialtyBackboxesSubmittalDrawings SystemEngineeringSystemisDesign-Build SystemMeetsPlans/DrawingsSystemProgramming TerminalCabinetsTerminationofControlEquipmentEnclosures TestingofallProposedDevicesVerticalCoreDrilling WireWorkstationsbyConvergint WorkstationsbyOthers Total Project Investment:$ 618,282.07 Thank you for considering Convergint for your Security needs. If you have any questions or would like additional information, please don'thesitate to contact me immediately. If you would like toproceed with the scope of work as outlined in this proposal, please sign below and return to my attention. Sincerely, Darren Gray Convergint Darren Gray By signing below, I accept this proposal and agree to the Terms and Conditions contained herein Morgan RinehartDecember 19, 2022 Customer Name (Printed)Date Authorized SignatureTitle Convergint Technologies Install Terms & Conditions Version 2.0 November 2022 Throughout this Installation Proposal, the term, “Convergint” refers to the Convergint Technologies affiliate Convergint shall maintain the following insurance coverages during the term of this Agreement and upon operating in the state/province in which the Work is being performed.request, shall provide certificates of insurance to the Customer: SECTION 1. THE WORK Worker’sCompensationStatutory Limits This Installation Proposal takes precedence over and supersedes any and all prior proposals, correspondence, Employer’sLiability$1,000,000 per occurrence/aggregate and oral agreements or representations relating to the work set forth in the attached scope of work, including Commercial General Liability$1,000,000 peroccurrence without limitation, goods, services, equipment and software, (“Work”). This Installation Proposal commences on 2,000,000 general aggregate the Start Date as specified in the attached scope of work and, subject to any addendums, represents the entire Automobile Liability$1,000,000 per occurrence/aggregateagreementbetweenConvergintandCustomer (the “Agreement”). In the event any provision of this Agreement Excess/Umbrella Liability$5,000,000 peroccurrence/aggregate is held to be invalid or unenforceable, the remaining provisions of this Agreement shall remain infull force. Convergint’sinsurance is limited to the coverages listed above and Convergint will not provide Builder’s Risk Convergint agrees in accordance with the mutually agreed project schedule: Insurance. Commercial General Liability policy shall name the Customer as “additional insured” on aa.To submit shop drawings, product data, samples and similar submittals if required in performing the primary/noncontributory basis with respect to liability arising out of work performed by Convergint, as applicable, Work; but only to the extent of liabilities falling within the indemnity obligations of Convergint pursuant to the terms of this b.To pay for all labor, materials, equipment, tools, supervision, programming, testing, startup and Agreement. Convergint shall provide to the Customer no less than thirty (30) days’ notice prior tothe documentation required to perform the Work inaccordance with the Agreement; termination or cancellation ofany such insurance policy. c.Secure and pay for permits and governmental fees, licenses, and inspections necessary for proper SECTION 8. INDEMNIFICATIONexecutionandcompletionoftheWork, unless local regulations provide otherwise; and To the fullest extent allowed by law, Convergint shall indemnify and hold Customer harmless from and againstd.Hire subcontractors and order material to perform part of the Work, ifnecessary, while remaining claims, damages, losses and expenses (excluding loss of use) attributable to bodily injury, sickness, disease orresponsibleforthecompletionoftheWork. death, or to destruction of tangible property, but only to the extent caused by the negligent acts or omissions of Customer agrees in accordance with the mutually agreed project schedule, and at no cost to Convergint: Convergint or Convergint’semployees or subcontractors while on Customer’s site. a.To promptly approve submittals provided byConvergint; Itis understood and agreed by the parties that Convergint is or may be providing intrusion products whichb.To provide access to allareas ofthe facility which are necessary tocomplete the Work; are designed to provide notification of certain events but are not intended to be guarantees or insurersc.To supply suitable electrical service as required by Convergint; and against any acts for which they are supposed to monitor or inform. Convergint’s indemnification obligationd.That in the event of any emergency or systems failure, reasonable safety precautions will be taken by pursuant to Section 8herein, does not apply to the extent the loss indemnified against is caused by any Customer to protect life and property during the period from when Convergint is first notified ofthe intrusion product or software provided by but not manufactured by Convergint. Convergint shall have no emergency or failure and until such time that Convergint notifies the Customer that the systems are liability to Customer for any losses to the extent such losses are caused by the intrusion product or operational or that the emergency has cleared. software. Customer shall indemnify, defend, and hold harmless Convergint, from and against all claims, lawsuits, damages, losses and expenses by persons not a party to this Agreement, but only to the extentNomonitoringservicesorsoftwarecapableofobtainingwhatmaybecharacterizedasbiometric caused by such intrusion product or software provided by but not manufactured by Convergint. information are included in the Work. Any such services shall be governed by aseparate agreement. SECTION 9 LIMITATION OF LIABILITYTitletotheWork, including any materials comprising the Work, shall pass to Customer as the Work is TO THE FULLEST EXTENT ALLOWED BY LAW: (A) IN NO EVENT SHALL EITHER CONVERGINT ORcompletedandthematerialsareincorporatedintotheWorkatCustomer'ssite subject to any license CUSTOMER BE LIABLE TO THE OTHER PARTY HERETO FOR SPECIAL, INDIRECT, INCIDENTAL ORagreements. Ifmaterials are earlier stored on Customer's site pursuant to agreement between Customer CONSEQUENTIAL DAMAGES, INCLUDING COMMERCIAL LOSS, LOSS OF USE OR LOST PROFITS, and Convergint, title with respect to such materials shall pass to Customer upon delivery to Customer EVEN IF THAT PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THEsite. LIMITATION SET FORTH IN THIS SECTION SHALL APPLY WHETHER THE CLAIM IS BASED ON SECTION 2. PRICING CONTRACT, TORT OR OTHER THEORY AND (B). IN NO EVENT WILL CONVERGINT BE LIABLE TOPricingandamountsproposedshallremainvalidfor30daysunlessotherwisespecified. Price includes only the CUSTOMER FOR ANY AMOUNTS IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TOmateriallistedbasedonConvergint’sinterpretation of plans and specifications unless noted otherwise. Additional CONVERGINT UNDER THIS AGREEMENT. equipment, unless negotiated prior to order placement, will be billed accordingly. Sales taxes, (and in Canada SECTION 10. COMPLIANCE WITH LAW, SAFETY, & HAZARDOUS MATERIALSGST/PST) and any other taxes assessed on Customer shall be added to the price upon invoice toCustomer. Convergint will comply with all laws and regulations applicable toits provision of the Work. Customer will comply SECTION 3. INVOICE REMITTANCE AND PAYMENT with all applicable laws and agreements applicable to its use and operation of the Work. Convergint shall comply Customer agrees to pay Convergint twenty-five (25%) percent of the total price as a mobilization fee at the time with all safety related laws and regulations and with the safety program ofthe Customer, provided such programofexecutingthisAgreement. issupplied to Convergint prior to beginning Work. If the Work is performed over more than one month, Convergint will invoice Customer each month for the Work In the event that Convergint discovers or suspects the presence of hazardous materials, or unsafe workingperformedduringthepreviousmonth. Customer agrees to pay the amount due to Convergint as invoiced, conditions at Customer’s facility where the Work is to be performed, Convergint is entitled to stop the Work atwithinthirty (30) days of the date of such invoice. If the Work is completed in less than one month, Customer that facility if such hazardous materials, or unsafe working conditions were not provided by or caused byagreestopayConvergintinfullaftertheWorkhasbeencompletedwithinthirty (30) days of the date of invoice. Convergint. Convergint in its sole discretion shall determine when it is “safe” to return to perform the Work at Invoices shall not include or be subject to aproject retention percentage. If Customer is overdue in any payment, Customer’s facility. Convergint shall have no responsibility for the discovery, presence, handling, removing orConvergintshallbeentitledtosuspendtheWorkuntilpaid, and charge Customer an interest rate 1 and 1/2% disposal of or exposure of persons to hazardous materials in any form at the Customer’s facility. To the fullestpercentpermonth, (or the maximum rate permitted by law, whichever is less), and may avail itself of any other extent allowed by law, Customer shall indemnify and hold harmless Convergint from and against claims, legal or equitable remedy. Customer shall reimburse Convergint costs incurred in collecting any amounts that damages, losses and expenses, including but not limited to, reasonable attorney’s fees, arising out of or become overdue, including attorney fees, court costs and any other reasonable expenditure. resulting from undisclosed hazardous materials, or unsafe working conditions at Customer’sfacility. SECTION 4. WARRANTY SECTION 11. PERSONAL DATA For the period of one (1) year, commencing at the earlier of substantial completion of the Work or first beneficial This Agreement does not authorize Convergint to access, collect, store or process any biometric informationuse, (“Warranty Period”), the: although the equipment or products included in the Work (including embedded software) installed by a.Work performed under this Agreement will be ofgood quality; Convergint are capable of collecting biometric information. Customer agrees and will comply with any and b.Equipment will be new unless otherwise required or permitted by this Agreement; all applicable local, state or federal laws, ordinances, rules or regulations (collectively, “Laws”) with respect c.Work will be free from defects not inherent inthe quality required or permitted; and to collecting biometric information using the equipment or products provided under this Agreement. Notwithstanding the foregoing, to the extent Customer uses the Work to collect biometric information ord.Work will conform to the requirements ofthis Agreement. provides Convergint with access to biometric information, Customer acknowledges that Laws may limitTheCustomer’ssole and exclusive remedy for any breach of this warranty is that Convergint shall remove, Customer’s rights and impose obligations with respect to use of software capable of collecting biometricreplaceand/or repair at its own discretion and expense any defective or improper Work discovered within the information, including any hardware or other software and services associated with the biometricWarrantyPeriod, provided Convergint is notified in writing of any defect within the Warranty Period. information, and agrees that Customer is solely responsible to ensure its own compliance with such Laws. Any software, equipment or products included in the Work and installed by Convergint shall only carry such To the fullest extent allowed by law, Customer will defend, indemnify and hold Convergint harmless fromwarrantyasisprovidedbythemanufacturerthereof, which Convergint hereby assigns to Customer without and against any and all claims, suits, actions, legal proceedings, liabilities, damages, fines, fees, penalties, recourse to Convergint or which is exclusively granted to customer in the software documentation. Upon request costs and expenses arising out of or relating to Customer’suse or collection of biometric information. of Customer, Convergint will use commercially reasonable efforts to assist Customer in enforcing any such SECTION 12. PRICE ADJUSTMENTthird-party warranties. This warranty excludes remedy for damage or defect caused by abuse, theft, neglect, Convergint may automatically adjust the price, with five (5) days prior written notice, if based on: (a) modifications not executed by Convergint, improper or insufficient maintenance, improper use or operation; fire, changes by its vendors to the cost of equipment and/or products to be delivered and/or labor costs relatedexplosion, water exposure, corrosion, rust, adverse environmental conditions or resulting from accidents, or any to personnel responsible for performing the Work, (b) macroeconomic conditions, such as taxes, tariffs orotherActsofGod; fluctuations in the building power supply, failure to provide a power supply, or operating an duties, natural disasters, labor shortages/strikes, etc., (c) applicable market trends, or (d) other events notenvironmentthatdoesnotconformtothemanufacturer’sspecifications; repair, service, adjustment, tampering or within Convergint’scontrol that impact the cost of performing the Work. The variation in the cost of themodificationoftheequipmentbyanyoneotherthanConvergintservicepersonnel; negligence or acts or omissions equipment, products and/or labor shall be consistent with applicable market indexes, where available, of Customer or any third party (excluding aConvergint service personnel); or normal wear and tear under normal third-party sources or other evidence. Convergint reserves the right to add periodic surcharges to thisusage. EXCEPT FOR THE EXPRESS WARRANTIES PROVIDED IN THIS SECTION 4, NO FURTHER order, including without limitation, adjustments for the then current price of fuel, such surcharges to beWARRANTIESORGUARANTIES, EXPRESS OR IMPLIED, ARE MADE WITH RESPECT TO ANY GOODS specified and invoiced by Convergint. OR SERVICES PROVIDED UNDER THIS AGREEMENT, AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE EXPRESSLY DISCLAIMED. SECTION 13. DISPUTES In the event of any dispute between Convergint and Customer, Convergint and Customer shall first attempt toSECTION5. CHANGES resolve the dispute in the field, but if that is not successful, then in a meeting between authorized officers ofWithoutinvalidatingthisAgreementoranybondgivenhereunder, Customer or Convergint may request changes each company. If settlement attempts are not successful, unless the dispute requires injunctive relief, then theintheWork. Any changes to the Agreement shall be in writing signed by both Customer and Convergint. If dispute shall be decided exclusively by arbitration. Such arbitration shall be conducted in accordance with theCustomerordersanyadditionalWorkorcausesanymaterialinterferencewithConvergint’sperformance ofthe Construction Industry Arbitration Rules of the American Arbitration Association currently in effect by a singleWork, Convergint shall be entitled to an equitable adjustment in the time for performance and in the Agreement arbitrator and shall be a final binding resolution of the issues presented between the parties. The prevailingPrice, including a reasonable allowance for overhead andprofit. party shall be entitled to recover its reasonable attorneys’ fees and costs. Any award by the arbitrator may beSECTION6. FORCE MAJEURE entered as a judgment in any court having jurisdiction. Neither Customer nor Convergint shall be responsible or liable for or be deemed in breach of this Agreement SECTION 14. MISCELLANEOUSbecauseofanydelayorfailureintheperformanceoftheirrespectiveobligationspursuanttothisAgreement This Agreement shall be governed and construed inaccordance with the laws of the state/province in which theduetocircumstancesbeyondtheirreasonablecontrol (“Force Majeure”) and without the fault or negligence of Work isbeing performed. Neither party to this Agreement shall assign this Agreement without the prior writtenthepartyexperiencingsuchdelay. A Force Majeure event shall include, but not be limited to: acts of God, consent of the other party hereto. Notwithstanding the foregoing, Convergint may assign this Agreement withoutpandemicorepidemic, diseases, quarantines, unavoidable casualties, concealed conditions, acts of any notice or consent (i) to any of its parents, subsidiaries or affiliated companies or any entity majority owned bycivilormilitaryauthority; riot, insurrections, and civil disturbances; war, invasion, act of foreign enemies, Convergint; or (ii) in connection with a merger, acquisition, reorganization, sale of all of the equity interests ofhostilities (regardless of whether or not war is declared), rebellion, revolution, terrorist activities; strikes, Convergint, or asale of all or substantially all of the assets of Convergint to which this Agreement relates. lockouts or other labor disputes; embargoes; shortage or unavailability of labor, supplies, materials, equipment or systems; accident, fire, storm, water, flooding, negligence of others, vandalism, power failure, Notices shall be in writing and addressed to the other party, in accordance with the names and addresses of installation of incompatible equipment, improper operating procedures, source current fluctuations or lighting, the parties as shown above. All notices shall be effective upon receipt by the party to whom the notice was transportation contingencies; laws, statutes, regulations, and other legal requirements, orders or judgements; acts sent. In no event will Convergint be obligated to comply with any project labor agreements or other or order of any government or agency or official thereof, other catastrophes or any other similar occurrences. If collective bargaining agreements performance by either party is delayed due to Force Majeure, the time for performance shall be extended fora A waiver ofthe terms hereunder by one party tothe other party shall not beeffective unless inwriting and signedperiodoftimereasonablynecessarytoovercometheeffectofthedelay. Any services required by Convergint by aperson with authority to commit the Customer and Convergint. No waiver by Customer or Convergint shall due toreasons set forth inthis Force Majeure Section shall be charged to Customer in addition toany amounts operate as a continuous waiver, unless the written waiver specifically states that itisa continuous waiver ofthedueunderthisAgreement. terms stated in that waiver. The Sections regarding invoicing, warranty, indemnity, and disputes shall survive the termination ofthis Agreement. SECTION 7. INSURANCE 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: $100,000 each employee Bodily Injury by Accident/Disease: $250,000 each accident Bodily Injury by Accident/Disease: $500,000 policy limit Property damage, contractual liability, products-completed operations: General Aggregate Limit (other than Products/Completed Operations): $500,000 Products/Completed Operations: $500,000 Personal & Advertising Injury Policy Limit: $500,000 Each Occurrence Limit: $250,000 Fire Damage (any one fire): $250,000 Medical Expense Limit (any one person): $ 50,000 Comprehensive Auto Liability (owned, hired and non-owned) Bodily Single Limit: $500,000 each accident Injury and property damage: $500,000 each accident Policy Limit: $500,000 Umbrella Excess Liability Each occurrence and aggregate: $500,000 Maximum deductible: $ 10,000 INDIANA RETAIL TAX EXEMPT City ®f Carmel CERTIFICATE NO. 003120155 002 0 FEDERAL EXCISE TAX EXEMPT ONE CIVIC SQUARE 35-6000972 CARMEL, INDIANA 46032-2584 FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997 PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. 2/7/2023 377026 Page 1 of 1 PURCHASE ORDER NUMBER 108512 THIS NUMBER MUST APPEAR ON INVOICES, A/P VOUCHER, DELIVERY MEMO, PACKING SLIPS, SHIPPING LABELS AND ANY CORRESPONDENCE DESCRIPTION Genetec Upgrade CONVERGINT TECHNOLOGIES LLC ICS VENDOR ONE COMMERCE DRIVE SHIP 31 1st Ave N.W. TO Carmel, IN 46032- SCHAUMBURG, IL 60173 - Timothy Renick (317) 571-2576 PURCHASE ID BLANKET CONTRACT PAYMENTTERMS FREIGHT 73979 QUANTITY UNIT OF MEASURE DESCRIPTION UNIT PRICE EXTENSION Department: 1115 Fund: 0 Capital Lease Fund Account: 44-632.01 1 Each Genetec upgrade $618,282.07 $618,282.07 Sub Total $618,282.07 Send Invoice To: ICS Quote No. DG00511051 P - OMNIA PRICING - # R220702 Timothy Renick 311stAve N.W. Carmel, IN 46032- 317) 571-2576 PLEASE INVOICE IN DUPLICATE DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT PAYMENT $ 618,282.07 SHIPPING 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 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 J ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945 AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO. ORDERED BY Timothy Renick James Crider TITLE Director Director of Administration CONTROL NO. 108512 CONTROLLER CzTfshfzHsfdivlijobu2;23qn-Nbs18-3134 Exhibit A INDIANA RETAIL TAX EXEMPT Page 1 of 1 City ®f Carme CERTIFICATE NO.003120155 002 0 PURCHASE ORDER NUMBER FEDERAL EXCISE TAX EXEMPT 108580 ONE CIVIC SQUARE 35-6000972 THIS NUMBER MUST APPEAR ON INVOICES, A/P CARMEL, INDIANA 46032-2584 VOUCHER, DELIVERY MEMO, PACKING SLIPS, ORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997 SHIPPING LABELS AND ANY CORRESPONDENCE PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION 3/6/2023 358990 Airpacks and Cascade System MUNICIPAL EMERGENCY SERVICES Carmel Fire Department VENDOR PO BOX 856892 SHIP 210 Veterans Way TO Carmel, IN 46032- MINNEAPOLIS, MN 55485--6892 PURCHASE ID BLANKET CONTRACT PAYMENTTERMS FREIGHT 74704 QUANTITY UNIT OF MEASURE DESCRIPTION UNIT PRICE EXTENSION Department: 1120 Fund: 0 Capital Lease Fund Account: 44-670.99 1 Each Cascade System per Quote QT1652814 - GPO M-5699506 - $92,826.41 $92,826.41 SOURCEWELL 46434 1 Each SCBA's per Quote #QT1667425 - GPO Pricing - GPO #M- 1,429,548.73 $1,429,548.73 5699506 Sub Total $1,522,375.14 ill Send Invoice To: Carmel Fire Department 2 Civic Square Carmel, IN 46032- PLEASE INVOICE IN DUPLICATE DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT PAYMENT $1,522,375.14 SHIPPING 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 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 AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO. ORDERED BY — Denise Snyder James Crider TITLE Accreditation/Budget Administrator Director of Administration CONTROL NO. 108580 CONTROLLER CzTfshfzHsfdivlijobu3;67qn-Nbs18-3134 Beard Equipment Company, Inc. Brookshire Golf Course - 2023 Appropriation #1207 0 44-635.00 Capital Lease Fund; P.O. #108578 Contract Not To Exceed $127,692.00 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 indemnification obligations shall survive the termination of this Agreement. S:\\Contracts\\Departments\\Golf Course\\2023\\Beard Equipment Company, Inc. Goods and Services.docx:3/7/2023 11:29 AM\] 2 Beard Equipment Company, Inc. Brookshire Golf Course - 2023 Appropriation #1207 0 44-635.00 Capital Lease Fund; P.O. #108578 Contract Not To Exceed $127,692.00 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. 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. S:\\Contracts\\Departments\\Golf Course\\2023\\Beard Equipment Company, Inc. Goods and Services.docx:3/7/2023 11:29 AM\] 3 Beard Equipment Company, Inc. Brookshire Golf Course - 2023 Appropriation #1207 0 44-635.00 Capital Lease Fund; P.O. #108578 Contract Not To Exceed $127,692.00 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 itis 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 Brookshire Golf Course Office of Corporation Counsel 12120 Brookshire Pkwy One Civic Square Carmel, Indiana 46033 Carmel, Indiana 46032 If to Vendor: Beard Equipment Company, Inc. 331 South Cooper Ave Cincinnati, Ohio 45215 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. 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 S:\\Contracts\\Departments\\Golf Course\\2023\\Beard Equipment Company, Inc. Goods and Services.docx:3/7/2023 11:29 AM\] 4 Beard Equipment Company, Inc. Brookshire Golf Course - 2023 Appropriation #1207 0 44-635.00 Capital Lease Fund; P.O. #108578 Contract Not To Exceed $127,692.00 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, 2023 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. DEBARMENT AND SUSPENSION 26.1 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. 26.2 The Vendor 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 Vendor 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. 27. IRAN CERTIFICATION Pursuant to I.C. § 5-22-16.5, the Vendor shall certify that, in signing this Agreement, it does not engage in investment activities within the Country of Iran. 28. 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. S:\\Contracts\\Departments\\Golf Course\\2023\\Beard Equipment Company, Inc. Goods and Services.docx:3/7/2023 11:29 AM\] 5 Exhibit A Quote Id: 28040742 Prepared For: CITYOFCARMEL DBABROOKSHIRE GOLF CLUB Prepared By:GarthKovener Beard Equipment Company 331 South Cooper Avenue Cincinnati,OH45215 Tel: 937-372-7746 Fax: 937-372-4390 Email:gkovener@beardequipment.com Date:10 January 2023Offer Expires:28February 2023 Confidential Quote Summary Prepared For:Prepared By: CITY OFCARMEL DBA BROOKSHIRE GOLF CLUB Garth Kovener 12120 BROOKSHIRE PKWY Beard Equipment Company CARMEL, IN46033 331 South Cooper Avenue Business: 317-846-7431 Cincinnati, OH45215 937-372-7746Phone: gkovener@beardequipment.com Quote Id:28040742 Created On:10January 2023 Last Modified On:23February 2023 Expiration Date:28February 2023 Equipment SummarySelling PriceExtendedQty 2023 LASTEC WZ1000$ 66,725.00X1=$ 66,725.00 2023LASTEC WZ800$ 60,967.00X1=$ 60,967.00 Equipment Total$ 127,692.00 Quote Summary Equipment Total$ 127,692.00 0.00DELIVERY SubTotal$ 127,692.00 0.00Est. Service Agreement Tax Total$ 127,692.00 Down Payment(0.00) Rental Applied(0.00) Balance Due$ 127,692.00 Salesperson : X ______________Accepted By : X ______________ Confidential SellingEquipment Quote Id: 28040742Customer:CITY OFCARMEL DBA BROOKSHIRE GOLF CLUB 2023LASTECWZ1000 Hours:0 Stock Number: CodeDescriptionQty WZ1000Commercial ArticulatingZTRMower 1 with 120" (10') CuttingWidth, 49.6HP Tier4KubotaTurboDiesel Dealer Attachments P848GatorMulching Blades5 P706Belt1 048722Belt1 063879Belt1 072698Belt1 2023LASTECWZ800 Equipment Notes: Hours:0 Stock Number: CodeDescriptionQty WZ800CommercialArticulatingZTRMower 1 with 100" (8') CuttingWidth, 37.6HP Tier4KubotaTurboDiesel Dealer Attachments P322GatorMulching Blades5 041630Belt1 049855Belt1 041630Belt1 124531Belt1 Confidential 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: $100,000 each employee Bodily Injury by Accident/Disease: $250,000 each accident Bodily Injury by Accident/Disease: $500,000 policy limit Property damage, contractual liability, products-completed operations: General Aggregate Limit (other than Products/Completed Operations): $500,000 Products/Completed Operations: $500,000 Personal & Advertising Injury Policy Limit: $500,000 Each Occurrence Limit: $250,000 Fire Damage (any one fire): $250,000 Medical Expense Limit (any one person): $ 50,000 Comprehensive Auto Liability (owned, hired and non-owned) Bodily Single Limit: $500,000 each accident Injury and property damage: $500,000 each accident Policy Limit: $500,000 Umbrella Excess Liability Each occurrence and aggregate: $500,000 Maximum deductible: $ 10,000 CzTfshfzHsfdivlijobu21;57bn-Nbs19-3134 Clark Dietz, Inc. Engineering Department - 2023 Appropriation #2200 0 44-628.71 2022 Bond Fund; P.O.#108581 Contract Not To Exceed $276,420.00 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 2022 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. 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 Two Hundred Seventy Six Thousand Four Hundred Twenty Dollars ($276,420.00) (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. S:\\Contracts\\Departments\\ENG\\2023\\Clark Dietz, Inc. Professional Services.docx:3/7/2023 11:52 AM\] 2 Clark Dietz, Inc. Engineering Department - 2023 Appropriation #2200 0 44-628.71 2022 Bond Fund; P.O.#108581 Contract Not To Exceed $276,420.00 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, 2023, 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. 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. S:\\Contracts\\Departments\\ENG\\2023\\Clark Dietz, Inc. Professional Services.docx:3/7/2023 11:52 AM\] 3 Clark Dietz, Inc. Engineering Department - 2023 Appropriation #2200 0 44-628.71 2022 Bond Fund; P.O.#108581 Contract Not To Exceed $276,420.00 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 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 S:\\Contracts\\Departments\\ENG\\2023\\Clark Dietz, Inc. Professional Services.docx:3/7/2023 11:52 AM\] 4 Clark Dietz, Inc. Engineering Department - 2023 Appropriation #2200 0 44-628.71 2022 Bond Fund; P.O.#108581 Contract Not To Exceed $276,420.00 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. 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. 7.5.4Nothing 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. S:\\Contracts\\Departments\\ENG\\2023\\Clark Dietz, Inc. Professional Services.docx:3/7/2023 11:52 AM\] 5 Clark Dietz, Inc. Engineering Department - 2023 Appropriation #2200 0 44-628.71 2022 Bond Fund; P.O.#108581 Contract Not To Exceed $276,420.00 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 out of any 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. 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. S:\\Contracts\\Departments\\ENG\\2023\\Clark Dietz, Inc. Professional Services.docx:3/7/2023 11:52 AM\] 6 Clark Dietz, Inc. Engineering Department - 2023 Appropriation #2200 0 44-628.71 2022 Bond Fund; P.O.#108581 Contract Not To Exceed $276,420.00 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. 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 Engineering Department Office of Corporation Counsel One Civic Square One Civic Square Carmel, Indiana 46032 Carmel, Indiana 46032 S:\\Contracts\\Departments\\ENG\\2023\\Clark Dietz, Inc. Professional Services.docx:3/7/2023 11:52 AM\] 7 Clark Dietz, Inc. Engineering Department - 2023 Appropriation #2200 0 44-628.71 2022 Bond Fund; P.O.#108581 Contract Not To Exceed $276,420.00 PROFESSIONAL: Clark Dietz, Inc. 125 W Church Street Champaign, Illinois 61820 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 ofIndiana, 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. 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. S:\\Contracts\\Departments\\ENG\\2023\\Clark Dietz, Inc. Professional Services.docx:3/7/2023 11:52 AM\] 8 Clark Dietz, Inc. Engineering Department - 2023 Appropriation #2200 0 44-628.71 2022 Bond Fund; P.O.#108581 Contract Not To Exceed $276,420.00 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 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. S:\\Contracts\\Departments\\ENG\\2023\\Clark Dietz, Inc. Professional Services.docx:3/7/2023 11:52 AM\] 9 Clark Dietz, Inc. Engineering Department - 2023 Appropriation #2200 0 44-628.71 2022 Bond Fund; P.O.#108581 Contract Not To Exceed $276,420.00 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\\2023\\Clark Dietz, Inc. Professional Services.docx:3/7/2023 11:52 AM\] 10 Exhibit A 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 CzTfshfzHsfdivlijobu22;56bn-Nbs19-3134 Exhibit A 2/28/2023 AG PRODUCTIONS, LLC NOBLESVILLE, IN 46060 - 108570 85 ASHBOURNE CIRCLE 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 VIDEO MARKETING, CONTENT MANAGEMENT AND PRODUCTION COMMUNITY RELATIONS 1 CIVIC SQ Carmel, IN 46032- 372634 UNITPRICEDESCRIPTIONUNITOFMEASUREQUANTITY Page 1 of 1 74570 1203Department:101Fund:General Fund 43-419.70Account: VIDEO MARKETING, CONTENT MANAGEMENT AND PRODUCTION 1 $52,800.00 $52,800.00Each 52,800.00SubTotal 52,800.00 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 LABEL AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO. THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945 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. 108570 ORDERED BY TITLE CONTROLLER COMMUNITY RELATIONS 1 Civic Square Carmel, IN 46032- Nancy Heck James Crider Director Director of Administration CzTfshfzHsfdivlijobu3;56qn-Nbs19-3134 CorGroup, LLC Engineering Department - 2023 Appropriation #2200 0 44-628.71 2020 Road Bond Fund; P.O. #108571 Contract Not To Exceed $22,700.00 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 indemnification obligations shall survive the termination of this Agreement. S:\\Contracts\\Departments\\ENG\\2023\\CorGroup, LLC Goods and Services.docx:3/2/2023 11:24 AM\] 2 CorGroup, LLC Engineering Department - 2023 Appropriation #2200 0 44-628.71 2020 Road Bond Fund; P.O. #108571 Contract Not To Exceed $22,700.00 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. 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. S:\\Contracts\\Departments\\ENG\\2023\\CorGroup, LLC Goods and Services.docx:3/2/2023 11:24 AM\] 3 CorGroup, LLC Engineering Department - 2023 Appropriation #2200 0 44-628.71 2020 Road Bond Fund; P.O. #108571 Contract Not To Exceed $22,700.00 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 itis 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 Engineering Department Office of Corporation Counsel One Civic Square One Civic Square Carmel, Indiana 46032 Carmel, Indiana 46032 If to Vendor: CorGroup, LLC 8760 Castle Park Drive Indianapolis, Indiana 46256 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. 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 S:\\Contracts\\Departments\\ENG\\2023\\CorGroup, LLC Goods and Services.docx:3/2/2023 11:24 AM\] 4 CorGroup, LLC Engineering Department - 2023 Appropriation #2200 0 44-628.71 2020 Road Bond Fund; P.O. #108571 Contract Not To Exceed $22,700.00 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, 2023 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. DEBARMENT AND SUSPENSION 26.1 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. 26.2 The Vendor 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 Vendor 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. 27. IRAN CERTIFICATION Pursuant to I.C. § 5-22-16.5, the Vendor shall certify that, in signing this Agreement, it does not engage in investment activities within the Country of Iran. 28. 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. S:\\Contracts\\Departments\\ENG\\2023\\CorGroup, LLC Goods and Services.docx:3/2/2023 11:24 AM\] 5 Exhibit A CONSTRUCTION MANAGERS | UNDERGROUND UTILITIES | GENERAL CONTRACTORS PROPOSAL Drew Federau January 17, 2023 10620 NCollege Ave Carmel, IN46280 Dear Drew, Thank you very much for allowing CorGroup the opportunity topropose our construction services for your project at the address above. That said, our proposal and work outline isbelow. SCOPE: Remove existing garage door Frame infor exterior 3X7 door Frame windows onboth side ofexterior door Match allexisting siding inthe work area Drywall interior side Frame infor additional office space Frame in for interior 3X 7door Drywall interior walls This proposal includes allthe following costs o Permits o Dumpsters o Demolition o Framing o Drywall o Paint o Misc. Materials Total Cost: $22,700 (Twenty-Two Thousand, Seven Hundred Dollars) CorGroup requires a30% deposit of $6,800 with the balance upon completion ofthe final walk through. We look forward toworking together. Brian Brian L. Andreatta VPofFinance and Business Development CorGroup, LLC 630-546-5852 Jotvsfe;Esfx!Gfefsbv F.nbjm;esfxAesfxgfe/dpn Qspqfsuz;21731!O!Dpmmfhf!Bwf Dbsnfm-!JO!57391 Dmbjn!Sfq/;Dibsmjf!GfisnboF.nbjm;dibsmjfAnxsfnfejbujpo/dpn Qptjujpo;Ejsfdups!pg!Dpotusvdujpo Dpnqboz;Njexftu!Sfnfejbujpo!Jod/ Cvtjoftt;6969!Uivoefscjse!Se Joejbobqpmjt-!JO!57347 Ftujnbups;Dibsmjf!GfisnboF.nbjm;dibsmjfAnxsfnfejbujpo/dpn Qptjujpo;Ejsfdups!pg!Dpotusvdujpo Dpnqboz;Njexftu!Sfnfejbujpo!Jod/ Cvtjoftt;6969!Uivoefscjse!Se Joejbobqpmjt-!JO!57347 Dmbjn!Ovncfs;Qpmjdz!Ovncfs;Uzqf!pg!Mptt; DpwfsbhfEfevdujcmfQpmjdz!Mjnju Exfmmjoh%1/11%1/11 Puifs!Tusvduvsft%1/11%1/11 Dpoufout%1/11%1/11 Ebuf!pg!Mptt;Ebuf!Sfdfjwfe;210503133!3;23!QN Ebuf!Jotqfdufe;210703133!3;23!QNEbuf!Foufsfe;2102103133!3;1:!QN Qsjdf!Mjtu;JOJO9`PDU33Efqsfdjbuf!Nbufsjbm;ZftEfqsfdjbuf!P'Q;Op Sftupsbujpo0Tfswjdf0SfnpefmEfqsfdjbuf!Opo.nbufsjbm;ZftEfqsfdjbuf!Ubyft;Zft Ftujnbuf;33.4967.TUS.BJ.2Efqsfdjbuf!Sfnpwbm;Op 33.4967.TUS.BJ.2 Nbjo!Mfwfm Nbjo!Mfwfm 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33.4967.TUS.BJ.2 Nbjo!Mfwfm 24 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: $100,000 each employee Bodily Injury by Accident/Disease: $250,000 each accident Bodily Injury by Accident/Disease: $500,000 policy limit Property damage, contractual liability, products-completed operations: General Aggregate Limit (other than Products/Completed Operations): $500,000 Products/Completed Operations: $500,000 Personal & Advertising Injury Policy Limit: $500,000 Each Occurrence Limit: $250,000 Fire Damage (any one fire): $250,000 Medical Expense Limit (any one person): $ 50,000 Comprehensive Auto Liability (owned, hired and non-owned) Bodily Single Limit: $500,000 each accident Injury and property damage: $500,000 each accident Policy Limit: $500,000 Umbrella Excess Liability Each occurrence and aggregate: $500,000 Maximum deductible: $ 10,000 A I'1City ®f Carmel INDIANA RETAIL TAX EXEMPT CERTIFICATE N0. 0031201550020 Page 1 0f 1 PURCHASE ORDER FEDERAL EXCISE TAX EXEMPT 0 V J ONE CIVIC SQUARE 35-6000972 THIS NUMBER MUST APPEAR ON INVOICES,A)P CARMEL, INDIANA 46032-2584 VOUCHER, DELIVERY MEMO, PACKING SLIPS, SHIPPING LABELS AND ANY CORRESPONDENCE FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997 PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO I VENDOR N0. DESCRIPTION 2/27/2023 377068 20-ENG-02 - College Ave - Garage Replacement CORGROUP LLC City Engineering's Office VENDOR 8760 CASTLE PARK DR SHIP 1 Civic Square TO Carmel, IN 46032- INDIANAPOLIS, IN 46256 - Laurie Slick PURCHASEID BLANKET CONTRACT PAYMENT TERMS FREIGHT 74524 QUANTITY UNIT OF MEASURE DESCRIPTION UNIT PRICE EXTENSION Department., 2200 Fund: 0 2020 Road Bond Account: 44-628.71 1 Each 20-ENG-02 - College Ave - Garage Replacement Send Invoice To: Jill Newport CrossRoad Engineers, PC 115 N. 171h Avenue Beech Grove, IN 46107 k i pk PLEASE INVOICE IN DUPLICATE 22,700.00 $22,700.00 Sub Total $22,700.00 DEPARTMENT ACCOUNTI ACCOUNT PROJECT I PROJECT ACCOUNT AMOUNTPROJECTACCOUNT AMOUNTT PAYMENT $22,700.00 SHIPPING 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 O.OD. SHIPMENT CANNOT BEACCEPTED. 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 AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO ORDERED BY James Crider Director of Administration CONTROL NO. 108571 TITLE CONTROLLER Jeremy Kashman Director Clerk 3-8-23 BPW 3-15-23 Reviewed/Approved via Email CFD Heavner 3-6-23 CPD Horner 3-6-23 CRED Brewer 3-7-23 Clerk 3-8-23 BPW 3-15-23 Reviewed/Approved vial Email CFD Heavner 3-1-28 CPD Horner 2-28-23 CRED Brewer 3-8-23 --Close the part of Veterans Way that runs beside the City Hall lawn. --Close Gradle in between City Hall lawn and the fountain. Gradle going West will be open. Clerk 3-8-23 BPW 3-15-23 Reviewed/Approved via Email CFD Heavner 3-3-23 CPD Horner 3-3-23 CRED Brewer 3-8-23 Engineering & Parks Approved route. Clerk 3-8-23 BPW 3-15-23 Reviewed/Approved via Email CFD Heavner 3-1-23 CPD Horner 2-28-23 CRED Brewer 3-8-23 Clerk 3-8-23 BPW 3-15-23 Reviewed/Approved via Email CFD Heavner 3-1-23 CPD Horner 2-28-23 CRED Brewer 3-8-23 Clerk 3-8-23 BPW 3-15-23 Reviewed/Approved via Email CFD Heavner 3-1-23 CPD Horner 3-1-23 CRED Brewer 3-8-23 14328, 14340, 14352 Pemberton Lane and 3920 Pelham Rd. Closing street in front of these addresses. Clerk 3-8-23 BPW 3-15-23 Reviewed/Approved via Email CPD Horner 2-9-23 CFD Heavner 2-10-12 CRED Brewer 2-28-23 ---------------------------------------------- Clerk 3-9-23 BPW 3-15-23 Reviewed/Approved via Email CPD Horner 3-9-23 CFD Heavner 3-9-23 CRED Brewer 3-9-23 CzTfshfzHsfdivlijobu2;66qn-Nbs12-3134 CzTfshfzHsfdivlijobu2;66qn-Nbs12-3134 CzTfshfzHsfdivlijobu23;48qn-Nbs13-3134 CzTfshfzHsfdivlijobu2;67qn-Nbs12-3134 CzTfshfzHsfdivlijobu23;48qn-Nbs13-3134 CzTfshfzHsfdivlijobu:;18bn-Nbs14-3134 Julia Bonnett Director of Development & Administration March 2, 2023 CzTfshfzHsfdivlijobu:;6:bn-Nbs17-3134 RESOLUTION NO. BPW 03-15-23-04 RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY ACKNOWLEDGING ARTS GRANT PROGRAM AGREEMENT 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 Arts Grant 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 , 2023. 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\\2023\\Acknowledge ArtsGrantTheGreat American Songbook Foundation.docx3/9/202311:25AM 1 RESOLUTION NO. BPW 03-15-23-03 A RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY APPROVING THE APPOINTMENT OF THE FIRE CHIEF’S EXECUTIVE ASSISTANTS WHEREAS, the City of Carmel (“City”), under Carmel City Code § 2-3 and pursuant to Indiana Code § 36-8-2-3, has established the City of Carmel Fire Department; and WHEREAS, the Fire Chief has been appointed by the Mayor under Indiana Code § 36-4-9-6 and Carmel City Code § 6-33; and WHEREAS, Carmel City Code § 6-33(b) provides the Fire Chief with exclusive control over and charge of the operations of the Carmel Fire Department, subject to lawful rules and orders, and, allows the Chief, with the approval of the City of Carmel Board of Public Works and Safety, to appoint any number of executive assistants the Chief deems necessary to efficiently discharge the Chief’s executive duties; and WHEREAS, the Fire Chief now requests approval from the City of Carmel Board of Public Works and Safety, subject to Carmel City Code § 6-33(b), to appoint executive assistants necessary to efficiently discharge the Chief’s executive duties, as set forth below. IT IS THEREFORE RESOLVED THAT: 1. The foregoing Recitals are fully incorporated herein by this reference. 2. The City of Carmel Board of Public Works and Safety has reviewed the Fire Chief’s request and hereby approves the appointment of the Fire Chief’s executive assistants, as set forth below: Deputy Chief of Administration Lucas Ray Deputy Chief of Operations Jason Wendzel Battalion Chief (A-shift) Jeff Capshaw Battalion Chief (B-shift) James (“JC”) Mitchell Battalion Chief (C-shift) Marc Deitsch Executive Officer (A-shift) Eric Frenzel Executive Officer (B-shift) Jeremy Maners Executive Officer (C-shift) Kevin Stindle EMS Chief Andrew Young Logistics Chief Scott Osborne Planning Chief Joel Heavner Safety & Training Chief Sean Sutton Resolution No. BPW 03-15-23-03 Page One of Two 2 SO RESOLVED. CITY OF CARMEL, INDIANA By and through its Board of Public Works and Safety BY: James Brainard, Mayor Date: Mary Ann Burke, Member Date: Lori S. Watson, Member Date: ATTEST: Sue Wolfgang, City Clerk Resolution No. BPW 03-15-23-03 Page Two of Two E-154 9 3-HOOVER RD116TH ST      VU 50 C C C A AB C AB C   65 T 65 T 100 T 65 T 1612 17148111515 153 46P:15/102-B AES TO RPL 40/45'1 @1/2 BILL TO AT&T C421.02 February 2, 2023 Mr. Caleb Warner City of Carmel - Board of Public Works One Civic Square Carmel, IN 46032 Dear Mr. Warner: Subject: Rangeline Mixed-Use Development: 175 S. Rangeline Road Carmel, IN 46032 CEC Project 325-748 Civil & Environment Consultants, Inc., on the behalf of Studio M Architecture, respectfully request the following to be presented to the Board of Public Works for the 1.95 acre project located at 175 S. Rangeline Road. 1. Request for lane closure/restrictions on Rangeline Road, 1st Street SE, 1st Avenue SE, and Supply Street Way for utility connections and roadway repair. 2. Request for sidewalk closure/restrictions on Rangeline Road, 1st Street SE, 1st Avenue SE, and Supply Street Way for utility connections and new sidewalk construction. At this time, we ask to be placed on the agenda for the next available Board of Public Works meeting. We appreciate your time and consideration of our request. Please call our office at (317) 655-7777 if you have any questions. Sincerely, CIVIL & ENVIRONMENTAL CONSULTANTS, INC. Nicholas Justice, PE Project Manager