HomeMy WebLinkAboutD-2729-24 As Amended (2024 Property Tax Bonds - New Money and Refunding) KGR 10.7VERSION A – 10/07/2024
Sponsors: Councilors Worrell, Locke,
Taylor and Snyder
ORDINANCE D-2729-24
AS AMENDED
AN ORDINANCE OF THE COMMON COUNCIL OF THE CITY OF CARMEL,
INDIANA, APPROVING CERTAIN CARMEL REDEVELOPMENT AUTHORITY
LEASE RENTAL BONDS TO FINANCE VARIOUS ROAD IMPROVEMENTS AND
OTHER CAPITAL PROJECTS IN THE CITY AND TO REFINANCE CERTAIN
OUTSTANDING BONDS
Synopsis:
This ordinance approves the issuance of Carmel Redevelopment Authority lease rental bonds in
the maximum principal amount of $110,000,000 for the purpose of financing various local and
arterial road and street system and other capital projects in the City and refinancing certain
outstanding bonds, together with the related financing Leases, which Leases are payable from a
special benefits tax to be levied on all owners of taxable property in the City.
WHEREAS, the City of Carmel Redevelopment Authority (the “Authority”) has been
created pursuant to Indiana Code 36-7-14.5 as a separate body corporate and politic, and as an
instrumentality of the City of Carmel, Indiana (the “City”) to finance local public improvements
for lease to the City of Carmel Redevelopment Commission (the “Commission”), as the
governing body of the City of Carmel Redevelopment District (the “District”); and
WHEREAS, the Authority has adopted, or is expected to adopt, one or more resolutions
indicating its intent to issue one or more series of its lease rental revenue bonds, all or any
portion of which may be taxable or tax-exempt for federal income tax purposes, in the maximum
aggregate principal amount of One Hundred Ten Million Dollars ($110,000,000) (collectively,
the “Bonds”), to provide funds for the purposes of: (a) financing the acquisition by the Authority
from the City of all or any portion of the real property described in Exhibit B to the form of the
New Money Lease (as hereinafter defined) (the “Real Property”), and the use by the City of the
proceeds of such sale to finance or reimburse the cost of the acquisition, design, construction,
renovation, improvement and/or equipping of the local and arterial road and street system
projects and one or more other independent capital projects at facilities owned or operated by or
on behalf of the City or a related party, each of which will not cost the City more than
$6,350,000, all as more particularly identified on Exhibit A hereto and made a part hereof (clause
(a), collectively, the “Projects”); (b) effecting a current refunding of the Authority’s outstanding
County Option Income Tax Lease Rental Revenue Refunding Bonds, Series 2014B, currently
outstanding in the aggregate principal amount of $15,570,000 (the “2014B Bonds”), which
2014B Bonds were previously issued to refund prior bonds that originally financed various local
and arterial road and street system in the City; (c) paying capitalized interest on any series of the
Bonds, if necessary; and (d) paying all costs incurred on account of or in connection with the
issuance and sale of the Bonds, including the premiums for any credit enhancement or credit
facility purchased in connection with the issuance of the Bonds (clauses (a) through and
including (d), collectively, the “Program”); and
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WHEREAS, prior to the issuance of the Bonds, the Common Council, the Mayor, and the
Board of Public Works shall enter into an agreement regarding the scope and funding of the
Projects containing substantially the terms included in Exhibit C; and
WHEREAS, the Authority and the Commission have adopted, or are expected to adopt,
resolutions approving a Second Amendment to Lease Agreement between the Authority, as
lessor, and the Commission, as lessee, related to the series of Bonds to be issued to provide funds
to refund the 2014B Bonds (the “Refunding Lease”), and a Lease Agreement between the
Authority, as lessor, and the Commission, as lessee, related to the series of Bonds to be issued to
provide for funds to pay the costs of the Projects (the “New Money Lease” and, together with the
Refunding Lease, the “Leases”), for the purpose of paying the principal and interest on the
Bonds issued pursuant to Indiana Code 36-7-14.5 to finance the Program; and
WHEREAS, the annual rentals (the “Lease Rentals”) payable by the Commission under
the Leases will be pledged by the Authority to pay debt service on the Bonds; and
WHEREAS, the payment of the Lease Rentals will be secured solely by a pledge of the
revenues derived by the Commission from the levy of a special benefits tax pursuant to Indiana
Code 36-7-14-27; and
WHEREAS, the Commission scheduled a public hearing regarding the Leases pursuant
to Indiana Code 36-7-14-25.2, as amended, and published a notice of such public hearing on the
respective Leases pursuant to Indiana Code 5-3-1, and said public hearings have been held and
all interested parties were provided the opportunity to be heard at the hearings; and
WHEREAS, pursuant to Indiana Code 36-7-14.5-14 and Indiana Code 36-7-14-25.2, the
Commission has adopted a resolution finding that the lease rental payments to be paid by the
Commission to the Authority pursuant to the Leases are fair and reasonable, and that the terms of
the Leases are based upon the value of the Leased Premises (as defined in the form of Leases)
and the use of the Leased Premises and the Projects throughout the term of the Lease will serve
the public purpose of the City and is in the best interests of its residents; and
WHEREAS, the Common Council desires to approve the forms of the Leases pursuant to
Indiana Code 36-7-14-25.2, which provides that any lease approved by a resolution of the
Commission must be approved by an ordinance or resolution of the fiscal body of the City; and
WHEREAS, the proceeds of the sale of the Real Property to the Authority (the “Sale
Proceeds”) have not been included in the existing budget for the City, and the City now desires
to appropriate the Sale Proceeds for the purpose of being applied to the payment of the costs of
the Program; and
WHEREAS, notice of a hearing on said appropriation has been duly given by publication
as required by law, and the hearing on said appropriation has been held, at which all taxpayers
had an opportunity to appear and express their views as to such appropriation;
NOW, THEREFORE, BE IT ORDAINED BY THE COMMON COUNCIL OF THE
CITY OF CARMEL, INDIANA, as follows:
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Section 1. Approval of Leases, Bonds and Trust Indenture. The Common Council
hereby approves the issuance of the Bonds by the Authority pursuant to Indiana Code 36-7-14.5-
19, the execution and delivery of the Leases, as approved by the Commission, pursuant to
Indiana Code 36-7-14-25.2, including the levy by the Commission of a special benefits tax
pursuant to Indiana Code 36-7-14-27 during the term of the Leases to provide necessary funds
from which to pay the Lease Rentals under the Leases, the execution and delivery of a Trust
Indenture for the Bonds, to be entered into between the Authority and a trustee bank to be chosen
by the CFO/Controller, as trustee, and the pledge of the lease rentals thereunder to the payment
of the Bonds, pursuant to IC 36-7-14.5-21, all subject to the following conditions: (a) the
maximum aggregate original principal amount of the Bonds shall not exceed $110,000,000; (b)
any series of the Bonds issued to refund the 2014B Bonds, together with a portion of the costs of
issuance allocable thereto, shall have a term ending no later than July 15, 2027, and any series of
Bonds issued to finance the costs of the Projects, together with any capitalized interest and a
portion of the costs of issuance allocable thereto, shall have a term not longer than twenty (20)
years, commencing from the date of issuance of such series of bonds; (c) the maximum
aggregate annual lease rental payments during the terms of the Leases shall not exceed Eight
Million Five Hundred Thousand Dollars ($8,500,000); (d) the maximum interest rate on the
Bonds shall not exceed five percent (5.0%) per annum; (e) the Bonds may be subject to
redemption prior to maturity on any date not earlier than eight (8) years following the date of
issuance of the applicable series of Bonds, with such specific dates and redemption terms
determined at the time of the sale of such series of Bonds and approved by the Authority in the
purchase agreement for the applicable series of Bonds, all upon the advice of the financial
advisor to the Authority; (f) the maximum term of any Lease shall not exceed twenty-two (22)
years, provided however, that the lease rental schedule allocable to any given series of the Bonds
may not exceed twenty (20) years following the commencement of such term; and (g) interest on
any series of the Bonds may be capitalized for a period not to exceed three (3) years from the
date of issuance thereof. Notwithstanding anything herein to the contrary, the Common Council
acknowledges and agrees that the Authority and the Commission may execute separate Leases in
order to effectuate the intent of this Ordinance, so long as the terms and conditions of such
Leases, in the aggregate, are consistent with the terms and conditions of this Ordinance.
Section 2. Sale of Right-of-Way; Appropriation of Sale Proceeds. The Common
Council hereby authorizes the sale to the Authority of the existing Real Property which will
comprise or be included in the Leased Premises under the New Money Lease, for a price
sufficient to cover the costs of the Program, but in any event not to exceed $110,000,000. The
Mayor, Clerk, CFO/Controller and other officers of the City are hereby authorized to take such
actions and execute such documents as may be necessary to effectuate such sale and transfer.
There is hereby appropriated a sum of $110,000,000, together with all investment earnings
thereon, to be provided for out of the Sale Proceeds for the purpose of providing funds to be
applied to the costs of the Program. Such appropriation shall be in addition to all appropriations
provided for in the existing budget and shall continue in effect until the completion of the
Program. The Mayor, the CFO/Controller and the Clerk are hereby authorized to take all such
actions and execute all such instruments as are necessary or desirable to effectuate this
appropriation, including the filing of a report of this appropriation with the Indiana Department
of Local Government Finance.
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Section 3. Authorization of Other Actions. Each of the Mayor, any member of the
Common Council, the CFO/Controller and the Clerk, and any other officer, employee or agent of
the City is hereby authorized and directed, for and on behalf of the City, to execute and deliver
any contract, deed, agreement, certificate, instrument or other document and to take any action as
such person determines to be necessary or appropriate to accomplish the purposes of this
Ordinance, such determination to be conclusively evidenced by such person’s execution of such
contract, deed, agreement, certificate, instrument or other document or such person’s taking of
such action.
Section 4. Effectiveness. This Ordinance shall be in full force and effect from and
after its adoption by the Common Council and upon compliance with the procedures required by
law.
[Signature Page Follows]
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PASSED by the Common Council of the City of Carmel, this _____ day of _____________,
2024, by a vote of ______ ayes and _____ nays.
COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA
___________________________________
Anthony Green, President Adam Aasen, Vice-President
___________________________________ ____________________________________
Teresa Ayers Anita Joshi
___________________________________ ____________________________________
Ryan Locke Shannon Minnaar
___________________________________ ___________________________________
Matt Snyder Rich Taylor
___________________________________
Jeff Worrell
ATTEST:
__________________________________
Jacob Quinn, Clerk
Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of
_________________________ 2024, at _______ __.M.
____________________________________
Jacob Quinn, Clerk
Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of
________________________ 2024, at _______ __.M.
_________________________________
Sue Finkam, Mayor
ATTEST:
___________________________________
Jacob Quinn, Clerk
Prepared by: Bradley J. Bingham, Esq.
Barnes & Thornburg LLP
11 South Meridian Street
Indianapolis, IN 46204
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EXHIBIT A 1
2
DESCRIPTION OF PROJECTS 3
4
All or any portion of (a) engineering, land and right-of-way acquisition, construction, 5
resurfacing, maintenance, restoration, and rehabilitation exclusively for, or of, (i) the City’s local 6
road and street systems, including bridges that are designated as being in the local road and street 7
system, (ii) the City’s arterial road and street systems, including bridges that are designated as being 8
in an arterial road and street system, or (iii) any combination of the City’s local and arterial road and 9
street systems, including designated bridges (each, an “LRS Non-Controlled Project”), and (b) land 10
and right-of-way acquisition, design, engineering, inspection, construction, renovation, replacement, 11
improvement and/or equipping of one or more projects or purposes, each with an independently 12
desirable end in itself without reference to another capital project, at facilities owned or operated by 13
or on behalf of the City or a related party, each of which will not cost the City more than $6,350,000 14
(excluding any expenditures permitted to be excluded from the project cost pursuant to Indiana 15
Code 6-1.1-20-0.7) (each, an “Other Non-Controlled Project”), including the following projects in 16
the following order of priority: 17
Level 1 Priority Projects 18
1. Roundabout with enhanced crosswalks and related improvements at the 136th Street 19
and Ironwood Drive intersection, together with land acquisition for the roundabout 20
and related improvements and an adjacent public park, so long as the cost of land 21
acquisition allocable to park purposes constitutes an Other Non-Controlled Project; 22
2. Roundabout and related improvements at the 106th Street and Lakeshore Drive East 23
intersection together with land acquisition for the roundabout and related 24
improvements; 25
3. Thoroughfare study for potential local road and street systems projects along 116th 26
Street between Keystone Avenue and Gray Road; 27
4. Various thoroughfare improvements to Carmel Drive from Keystone Avenue to 28
Range Line Road, including roundabouts, multi-use paths, related utility system 29
upgrades and other related improvements; 30
5. Design, engineering, construction, land acquisition and all other related 31
improvements of a new multi-use trail (Autumn Greenway Trail) from at or about 32
Rotary Plaza on the Monon Greenway Trail to at or about Carmel Drive and Old 33
Meridian Street and at or about the SW property corner of 300 S. Guilford 34
(commonly known as the Organic Gardens); 35
6. Design, engineering, construction, land acquisition and all other related 36
improvements of a new multi-use trail (Memorial Greenway Trail) from at or about 37
Grand Boulevard between Old Meridian and Guilford to at or about Fairfax Manor 38
Drive and Old Meridian and Old Meridian and Main Street, so long as the cost of 39
land acquisition allocable to non-multi-use trail purposes constitutes an Other Non-40
Controlled Project; 41
7. Design, engineering, construction, land acquisition and any related improvements of 42
one or more LRS Non-Controlled Project or Other Non-Controlled Projects at Bear 43
Creek Park, including inter-park trails in conformance with the comprehensive plan, 44
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multi-use paths along Shelborne Road and within adjacent neighborhoods, 45
Pedestrian Crossing Improvements along Shelborne Road, Extension of the Bear 46
Creek Greenway, vehicular roads, parking areas, restroom facilities, playground 47
amenities, building structures, fire tower, storm water improvements, creek bank 48
stabilization, naturalization of land, and overall site development as laid out in the 49
master plan; 50
8. Roundabout and related improvements at the 116th Street and River Road 51
intersection, together with land acquisition for the roundabout and related 52
improvements; 53
9. Procurement and installation of a man lift and technology upgrades to include 54
hardware and software within the Koorsen S.A.F.E House and Community Room 55
inside the Carmel Clay Building at 210 Veterans Way; 56
10. Design, engineering, construction and/or installation of pedestrian crossing 57
improvements and enhancements at the Monon Greenway Trail and 106th Street and 58
111th Street intersections; 59
11. Design, engineering, construction, procurement and/or equipping projects of a new 60
HVAC, dumpster and generator corral at Fire Station 341 and upgrades, associated 61
infrastructure and gear replacement for the Fire Training Facility; 62
12. Design, engineering, construction and/or installation of pedestrian safety 63
improvements and enhancements at the 106th Street and Town Road Intersection; 64
13. Design, engineering, construction and/or installation of pedestrian safety 65
improvements and enhancements at the Town Road and Glebe Street Intersection; 66
14. Design, engineering, construction, land acquisition, equipping and all other related 67
improvements of new multi-use paths to increase connectivity throughout the area of 68
the City bounded by the Carmel city limits to the south, Carmel city limits to the 69
west, actual and theoretical Ditch Road Alignment to the east, and the actual and 70
theoretical alignment of Clay Center Road to the west; 71
15. Design, engineering, construction, land acquisition, equipping and all other related 72
improvements of new multi-use paths to increase connectivity throughout the area of 73
the City bounded by Shelborne Road to the west, Carmel City Limits to the north, 74
Main Street to the south, and the actual and theoretical north/south alignment of 75
Roher Road to the east; 76
16. Design, engineering, construction, procurement and/or installation of Fiber Ring 77
enhancements (as defined by IT Department); 78
17. Roundabout and related improvements at the Hazel Dell Road and Canton Drive 79
intersection; 80
18. Streetscaping improvements and enhancements along River Road between Haverton 81
Way and 146th Street; 82
19. Design, engineering, construction and/or installation of pedestrian crosswalk safety 83
improvements and enhancements at select roundabouts and mid-block crossings 84
throughout the City from the list set forth on Exhibit B hereto, as determined by City 85
Engineering with deviations approved by the Council; 86
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20. Roundabout and related improvements at the 141st Street and Shelborne Road 87
intersection; 88
21. Design, engineering, construction and/or installation of a tunnel and/or bridge at the 89
intersection of the Monon Greenway Trail and 106th Street; 90
22. Design, engineering, construction and/or installation of bunk conversions to 91
individual quarters at Fire Station 345, and the design of bunk conversations at Fire 92
Stations 342 and 346; 93
23. Design, engineering, construction and/or installation of a tunnel and/or bridge at the 94
intersection of the Monon Greenway Trail and 111th Street; 95
24. Design, engineering, construction and/or installation of a facilities workshop at City 96
Hall; 97
25. Site selection, feasibility, and need study for potential Fire Station 347 enhancing 98
fire service coverage on the west side and potential Fire Station 348 enhancing fire 99
service coverage on the East side of Carmel; 100
26. Facilities use study for 30 acre parcel of land with the parcel identification number of 101
17-09-29-00-00-005.000, currently addressed as 3562 W. 131st Street, commonly 102
known as the “Street Department”; 103
27. Urban Core comprehensive traffic study for the area of the City bounded by 116th 104
Street to the south, U.S. 31 to the west, Smokey Row to the north, and Keystone 105
Avenue to the east; 106
28. Urban Core comprehensive parking and study for the area of the City bounded by 107
116th Street to the south, U.S. 31 to the west, Smokey Row to the north, and 108
Keystone Avenue to the east; 109
29. Design, engineering, construction and/or installation of upgrades for public gathering 110
spaces within the Brookshire neighborhood on the east side; 111
30. Land and right-of-way acquisition exclusively for road and street system 112
improvements and related infrastructure within the area of the City bounded by City 113
Center Drive, Congressional Blvd, and Pennsylvania Street; 114
31. Design, engineering, construction and/or installation of ADA and other pedestrian 115
safety improvements and enhancements along Main Street from 4th Avenue to 116
Richland Avenue; and 117
32. Roundabout and pedestrian improvements at the Main Street and Old Meridian 118
intersection and at the Old Meridian and Grand Boulevard intersection. 119
Level 2 Priority Projects 120
In the event that there are any proceeds of the Bonds remaining after the completion of the 121
Level 1 Priority Projects, or if there are any savings in the expected cost of the Level 1 Priority 122
Projects as a result of bids coming in lower than estimated or alternative sources of funds being 123
used to pay costs of the Level 1 Priority Projects, the remaining Bond proceeds shall be used for the 124
following projects in the following order of priority: 125
1. Design, engineering, land acquisition, construction and/or installation of new multi-126
use paths to enhance connectivity by extending the system and filling gaps; 127
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2. Roundabout and related improvements at the 106th Street and Haverstick Road 128
intersection; 129
3. Design, engineering, construction and/or installation of bunk conversions to 130
individual quarters at Fire Station 342; 131
4. Drainage and pedestrian improvements along 3rd Avenue between American Way 132
and Carmel Drive; 133
5. Design, engineering, construction and/or installation of bunk conversions to 134
individual quarters at Fire Station 346; 135
6. Connectivity and infrastructure improvements related to improving ingress and 136
traffic flow on Autumn Drive, Wilson Drive and City Center Drive; 137
7. Design, engineering, construction and/or installation of pedestrian safety 138
improvements and enhancements at roundabouts along Hazel Dell road from 146th 139
Street to 96th Street; 140
8. Design, engineering, construction and/or installation of pedestrian crosswalk safety 141
improvements and enhancements at select roundabouts and mid-block crossings 142
throughout the City from the list set forth on Exhibit B hereto, as determined by City 143
Engineering with deviations approved by the Council; 144
9. Various thoroughfare improvements along 116th Street from Keystone Avenue to 145
Gray Road, including roundabouts, multi-use paths, related utility system upgrades 146
and other related improvements; 147
10. Roundabout and related improvements at the 106th and Haverstick Road 148
intersection; 149
11. Roundabout and related improvements at the Illinois Street and Zotec Way 150
intersection; 151
12. Design, engineering, construction and/or reconstruction of outdoor dining and 152
gathering space at Fire Station 341 to enhance the living conditions for members of 153
the fire department as well as enhance the public interaction experience with CFD 154
throughout the year, especially during public events; 155
13. Design, engineering, construction and/or installation of pedestrian and storm water 156
improvements along 3rd Avenue from City Center Drive to Carmel Drive; 157
14. Various thoroughfare improvements along 96th Street from Meridian Street to Spring 158
Mill Road, including roundabouts, multi-use paths, related utility system upgrades 159
and other related improvements; and 160
(the Level 1 Priority Projects and the Level 2 Priority Projects, collectively, the “Projects”); 161
provided, however, that any proceeds of the Bonds remaining after the completion of the Projects 162
and in the priority described above may only be used for additional projects specifically approved 163
by a majority of the members of the Common Council, or to pay debt service on the Bonds. 164
165
Except for any LRS Non-Controlled Project identified above, the total cost to the City of 166
any single Project from the foregoing list (including an allocable portion of any capitalized interest 167
and the costs of issuing the Bonds, but excluding any costs permitted to be excluded therefrom 168
pursuant to Indiana Code 6-1.1-20-0.7), whether financed with proceeds of the Bonds or other 169
legally available revenues of the City, shall not exceed $6,350,000. 170
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EXHIBIT B 171
172
LIST OF PRIORITY ROUNDABOUTS AND PEDESTRIAN CROSSINGS 173
174
Pedestrian Crosswalk improvements to include rapid flashing beacons and/or raised walking 175
surfaces and/or additional technology as deemed appropriate by City Engineering at the following 176
intersections: 177
178
Hazel Dell Parkway 179
106th 180
116th 181
126th 182
Main Street 183
Cherry Creek Boulevard 184
185
Towne Road 186
106th 187
116th 188
126th 189
136th 190
141st 191
192
Gray Road 193
116th 194
126th 195
Main Street 196
197
Old Meridian 198
Main Street 199
200
Range Line Road 201
Smoky Row 202
203
116th Street 204
Range Line Road 205
206
Main Street 207
Crosswalk from neighborhood to Dad’s Club 208
209
Grand Blvd 210
Autumn Greenway crossing 211
212
Old Meridian 213
Autumn Greenway crossing 214
Memorial Trail Crossing 215
216
136th Street 217
Oak Ridge Road 218
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EXHIBIT C 219
MATTERS RELATING TO PROJECT CHANGES 220
Prior to the issuance of the Bonds, the Common Council, the Mayor and the Board of Public 221
Works shall enter into an agreement memorandum of understanding containing substantially the 222
following terms: 223
224
Section 1. Contract Approvals and Bidding. 225
226
The Board of Works (hereinafter “BPW”) shall conduct all bid proceedings for the 227
expenditures of the proceeds of this bond issue in accordance with applicable law and subject to the 228
provisions of Sections Two (2), Three (3), Four (4) and Five (5) hereinafter. 229
230
The BPW shall also approve all agreements, contracts and change orders for the expenditure 231
of the proceeds of this bond issue in accordance with applicable law and subject to the provisions of 232
Sections Two (2), Three (3), Four (4) and Five (5) hereinafter. All agreements, contracts and change 233
orders shall clearly state that they are not binding upon the BPW or the City of Carmel until passage 234
of the seven (7) business day review period or approval by the Council as outlined hereinafter. 235
236
Section 2. Council Approval for Bids and Change Orders, and Contracts 237
238
Estimated project costs are the individual project estimated costs listed herein on Exhibit A 239
(hereinafter “EPC”). Soft costs such as right-of-way cost, legal and engineering fees and other soft 240
costs (hereinafter “soft costs') that are paid from these bond proceeds shall be included when 241
calculating EPC. Soft costs to be paid from other previously appropriated monies shall not be 242
included when calculating EPC. 243
244
After the BPW approves any bids, change orders or contracts that: (1) exceed the EPC, (2) 245
reduce the EPC on any of the Parks Projects (defined below), or (3) are related to Level 2 Priority 246
Projects, the Council shall have the right to approve or disapprove said bid, change order or contract 247
in accordance with Sections Three (3), Four (4) and Five (5) herein below. The parties agree that, 248
except for any LRS Non-Controlled Project (as defined in the Ordinance), each of the other 249
individual Projects will be an independently desirable end in itself without reference to another 250
project and the total cost to the City of any individual Project (including an allocable portion of any 251
capitalized interest and the costs of issuing the Bonds, but excluding any costs permitted to be 252
excluded therefrom pursuant to Indiana Code 6-1.1-20-0.7), whether financed with proceeds of the 253
Bonds or other legally available revenues of the City, shall not exceed $6,350,000. 254
255
Section 3. Process for Approving Bids that Exceed the EPC. 256
By the close of business within three (3) business days after the day the BPW approves any 257
Change Order that exceeds the EPC, the Clerk of the City of Carmel shall deliver copies of said 258
Change Order to each member of the Council, along with any explanation requested to be 259
transmitted to the Council by the City Engineer, or his designee, at the time of the BPW approval. 260
Thereafter, the Council shall have deemed to have agreed to the proposed Change Order at 261
the close of business on the seventh (7th) day after the date of the BPW approval (hereinafter 262
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“Effective Date”), unless: (a) by the close of business on the Effective Date, any member of the 263
Council who disputes in writing such proposed Change Order requests in writing that the Clerk 264
place such issue on the agenda for the next meeting of the Council; and (b) at such meeting, Council 265
disapproves such Change Order by a vote of a majority of the elected members of the Council. 266
Section 4. Parks Projects and Change Orders. 267
The management of all Parks Projects, from design to completion, including the scope, 268
timing, and acceptance of bids, shall be directed by the Carmel Clay Parks Department (“Parks 269
Department”), and the Director of the Parks Department shall serve as the owner’s representative on 270
all Parks Projects. Upon request from the Parks Department, BPW shall initiate the bid proceedings 271
for the Parks Projects. By the close of business, within three (3) business days after the day the 272
BPW approves any bids, change orders or contracts, or makes any determination that reduces the 273
EPC on any of the Parks Project (“Parks Change Orders”), the Clerk of the City of Carmel shall 274
deliver copies of said Change Order to each member of the Council and the Carmel Clay Board of 275
Parks and Recreation (“Parks Board”), along with any explanation requested to be transmitted to the 276
Council and the Parks Board by the City Engineer, or his designee, at the time of the BPW 277
approval. 278
Thereafter, the Council and the Parks Board shall have deemed to have agreed to the 279
proposed Parks Change Order at the close of business on the seventh (7th) day after the date of the 280
BPW approval (the “Effective Date”), unless: (a) by the close of business on the Effective Date, any 281
member of the Council or Parks Board who disputes in writing such proposed Parks Change Order 282
requests in writing that the Clerk place such issue on the agenda for the next meeting of the 283
Council; and (b) at such meeting, the Council disapproves such Change Order by a vote of a 284
majority of the elected members of the Council. 285
Section 5. Process for Approval of Level 2 Priority Projects. 286
By the close of business within three (3) business days after the day the BPW approves any 287
bids, change orders or contracts on Level 2 Priority Projects (“Level 2 Agreements”), the Clerk of 288
the City of Carmel shall deliver copies of said Level 2 Agreements to each member of the Council, 289
along with any explanation requested to be transmitted to the Council by the City Engineer, or his 290
designee, at the time of the BPW approval. 291
Thereafter, the Council shall have deemed to have agreed to the proposed Level 2 292
Agreements at the close of business on the seventh (7th) day after the date of the BPW approval (the 293
“Effective Date”), unless: (a) by the close of business on the Effective Date, any member of the 294
Council who disputes in writing such proposed Level 2 Agreement requests in writing that the Clerk 295
place such issue on the agenda for the next meeting of the Council; and (b) at such meeting, Council 296
disapproves such Level 2 Agreement by a vote of a majority of the elected members of the Council. 297
Section 6. Definitions. For purposes of this Agreement, each of the· following terms 298
shall have the meaning assigned to it by this Section 6: 299
(a) “Parks Projects” means those Level 1 Priority Projects numbered 5, 6, and 7 on 300
Exhibit A to the Ordinance. 301
(b) “Expenditure” means any payment or other disposition of any Proceeds, excluding: 302
(i) any payment of principal of or premium, if any, or interest on the Bonds, including use of 303
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Proceeds to pay capitalized interest, (ii) any payment of any costs of issuance of the Bonds, (iii) any 304
investment of any Proceeds in any interest-bearing instruments, or (iv) any payment(s) or other 305
disposition(s), in the aggregate if the contracted matter for which payment(s) or disposition(s) is/are 306
being made is completed in one or more steps or is part of a set or series of related contracted 307
matters with a single person or vendor, on each project listed on Exhibit A of any Proceeds in an 308
amount less than $250,000. 309
(c) “Ordinance” means Ordinance D-2729-24, As Amended. 310
(d) “Proceeds” means any amounts received on behalf of the Authority and the City 311
from the original issuance and sale of the Bonds, and any interest earnings thereon. 312
Section 7. Amendments. This Agreement may be amended or terminated only by the written 313
agreement of all the parties hereto. 314
Section 8. Governing Law. This Agreement and the rights and obligations hereunder shall be 315
governed by and construed and enforced in accordance with the internal laws of the State of 316
Indiana, without reference to any choice of law principles. 317
Section 9. Severability. If any portion of this Agreement is held or deemed to be, or is, 318
invalid, illegal, inoperable or unenforceable, the validity, legality, operability and enforceability of 319
the remaining portions of this Agreement shall not be affected, and this Agreement shall be 320
construed as of it did not contain such invalid, illegal, inoperable or unenforceable portion. 321
Section 10. Interpretation. The use herein of the singular shall be construed to include the 322
plural, and vice versa. Unless otherwise indicated, the words 'hereof herein,” “hereby and 323
“hereunder,” and words of similar import, refer to this Agreement as a whole and not to any 324
particular section, subsection, clause or other portion of this Agreement. 325
Section 11. Captions. The captions appearing in this Agreement are included herein for 326
convenience of reference only, and shall not be deemed to define, limit or extend the scope or intent 327
of any rights or obligations under this Agreement. 328
329
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