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HomeMy WebLinkAbout207977 04/10/2012 CITY OF CARMEL, INDIANA VENDOR: 361198 Page 1 of 1 �f ONE CIVIC SQUARE NIKE USA INC CARMEL, INDIANA 46032 PO BOX 847648 CHECK AMOUNT: $4,207.61 DALLAS TX 75284 -7648 CHECK NUMBER: 207977 CHECK DATE: 4/10/2012 DEPARTMENT ACCOUNT PO NUMBER INVOICE NUMBER AMOUNT DESCRIPTION 1207 4356006 939908633 1,280.69 GOLF SOFTGOODS 1207 4356006 940079472 1,907.73 GOLF SOFTGOODS 1207 4356006 940146520 336.17 GOLF SOFTGOODS 1207 4356006 940183286 208.97 GOLF SOFTGOODS 1207 4356006 940193692 171.55 GOLF SOFTGOODS 1207 4356007 940207230 302.50 GOLF HARDGOODS NIKEGOLF �6/ Customer Number: 272920 Invoice Number: 939908633 Nike Order Number: 851577526 Invoice Date: 03/20/2012 INVOICE Nike Delivery Number: 469608137 Terms: Net 60 Customer PO No: REWARDS Terms begin as of: 03/20/2012 Ordered by: Due Date: 05/19/2012 DUNS 05- 095 -7364 Ordered on: 10/26/2011 Currency: USD FEDERAL TAX ID 93- 124 -3023 MAIL TO Original Invoice Number: DELIVER GOODS TO 728 01 MB 0.404 CITY OF CARMEL 12120 BROOKSHIRE PKWY CITY OF CARMEL 272920 BROOKSHIRE GOLF CLUB BROOKSHIRE GOLF CLUB 12120 BROOKSHIRE PKWY" CARMEL IN 46033 -3314 CARMEL IN 46033 -3314 Material Customer Product Description Size UOM Quantity Quantity Wholesale Net Unit Total Product Code Ordered Shipped Unit Price Price 416574 -010 1/2 ZIP THERMA -FIT M EA 1 1 30.00 31.50 31.50 L EA 1 1 30.00 31.50 31.50 XL EA 1 1 30.00 31.50 31.50 XXL EA 1 1 30.00 31.50 31.50 *Subtotals 4 4 120.00 126.00 126.00 416574 -100 1/2 ZIP THERMA -FIT M EA 1 1 30.00 31.50 31.50 L EA 2 2 30.00 31.50 63.00 XL EA 1 1 30.00 31.50 31.50 *Subtotals 4 4 120.00 126.00 126.00 416574 -419 1/2 ZIP THERMA -FIT L EA 1 1 30.00 31.50 31.50 XL EA 2 2 30.00 31.50 63.00 XXL EA 1 1 30.00 31.50 31.50 *Subtotals 4 4 120.00 126.00 126.00 416574 -491 1/2 ZIP THERMA -FIT M EA 1 1 30.00 31.50 31.50 L EA 2 2 30.00 31.50 63.00 XL EA 1 1 30.00 31.50 31.50 *Subtotals 4 4 120.00 126.00 126.00 452513 -100 MODERN TECH POLO M EA 1 1 30.00 31.50 31.50 L EA 1 1 30.00 31.50 31.50 XL EA 1 1 30.00 31.50 31.50 2XL EA 1 1 30.00 31.50 31.50 *Subtotals 4 4 120.00 126.00 126.00 452513 -317 MODERN TECH POLO L EA 1 1 30.00 31.50 31.50 XL EA 1 1 30.00 31.50 31.50 *Subtotals 2 2 60.00 63.00 63.00 452513 -336 MODERN TECH POLO L EA 1 1 30.00 31.50 31.50 XL EA 1 1 30.00 31.50 31.50 *Subtotals 2 2 60.00 63.00 63.00 452513 -479 MODERN TECH POLO L EA 1 1 30.00 31.50 31.50 XL EA 1 1 30.00 31.50 31.50 2XL EA 1 1 30.00 31.50 31.50 *Subtotals 3 3 90.00 94.50 94.50 All Nike USA. Inc. products are sold FCA (Free Carrier Shipping Point) and payment terms are calculated from invoice date unless specifically noted otherwise by N ike. A service charge of 1 /z% per month will be charged on all past due invoices. Anticipation discounts are not allowed. No returns without prior authorization from Nike. Shortage claims must be made wi&n 30 days of receipt: All collection fees and costs must be paid by purchaser. Detailed terns and conditions on reverse side of page 1. Please remit to: NIKE USA, Inc. PO Box 847648 Dallas 75284 -7648 US Page 1 of 4 NIKE USA, Inc. TERMS AND CONDITIONS OF SALE NIKE USA. Inc. "NIKE offers certain goods bearing NIKE Trademarks (asdefined below) "Product for sale to retailers that have been authorized by NIKE to make purchases of such Product "Customers. By submitting an order to NIKE (each, an "Order'). Customer agrees that such Order will be governed by the terms and conditions of sale "the Terms and Conditions in effect at the time the Order is submitted. The Terms and Conditions that are current as of .luly 1. 2011 are set froth below. 1. ORDERS: All Orders submitted by Customer are subject to acceptance by NIKE. The preparation of a purchase order by a sales representative of NIKE, the submission by Customer of a purchase order to NIKE. or the acknowledgement by NIKE of receipt of a purchase order (Order "confirmation shall not constitute NIKE's acceptance of that Order. NIKE may in its sole discretion acccpi all or any part of an Order or substitute comp cable Product for the items that were ordered, in either case by shipping Produce. NIKE may at any time refuse to ship Product for any reason. even if NIKE�has received payment for the applicable Order and /or has confirmed that Order on NIKE.net or otherwise. NIKE will in its sole discreiion determine which of NIKE's products are made available to Customer for Orders. and determine how to allocate Product among Customer and NIKE's other customers. Accordingly. NIKE reserves the right to discontinue product lines and to make changes in goods offered at any time. Unless Customer complies with Section 5 regarding returns. Customer will be deemed to have accepted those substitute goods on the terms outlined in NIKE's invoice. NIKE may cancel an Order at any time because the Order contains an incorrect price. requests Product that Customer is not authorized to sell. or for any other reason. even if NIKE has acknowledged or confirmed that Order or has received payment for that Order. In the latter case. NIKE will. at its election, either refund the payment or credit Customer's account. Customer may not cancel an Order after us acceptance by NIKE. Any Order that conflicts with or that includes provisions (other than item and quantity) in addition to these`ferms and Conditions will have no force or effect to the extent it is inconsistent or includes additional terms. NIKE will be entitled to accept am Order and to rely on any other written or telephonic request or notice given by a person that appears to be an employee or agent of Customer. Each Order will be subject fo and governed in all respects by (a) these Terms and Conditions. and (b) if applicable. Customer's credit application and account agreement. Each Order. together with these Terms and Conditions arid, if applicable Customers credit application and account agreement, may be referred to collectively as the "Agreement 2. PRICES: NIKE may correct t"pographical or other errrors in pricing. may reduce or cancel any discounts previously offered to Customer, and may change its sw prices at any time. Each Order ill be invoiced at the prices prevailing at the time that Order is fulls recorded into NIKE's central ordering system. Nothing contained herein shall obligate Customer to resell the Product at any particular price or on any specific terms and conditions notwithstanding suggested retail prices published by NIKE. if any 3. TE'RNIS OF SALE: Customer will pay for all Product by the date specified on NIKE's invoice. or if none is specified. within 30 days after the date of that invoice. Any sum not paid when due is subject to a service charge of 1.5`/o per month or the maximum rate permitted by law. whichever is lower. The amount reflected in each NIKE invoice will be deeined to be an account stated unless Customer disputes the amount of that invoice in writing within 30 days after the date that invoice is due. Customer will pay the undisputed portion of each invoice. NIKE has the tight to apply payments it receives from Customer Customer to any of Customer's invoices and to disregard Customer s instructions to apply payment to any specific invoice. In the event Customer is indebted to NIKE or to any NIKE affiliate. that debt may be offset against credits otherwise owing to Customer to reduce or eliminate the credit. 4. SHIPPING; RISK OF LOSS; TITLE: NIKE will ship Product FCA, the NIKE Distribution Center or other shipping point. NIKE is not responsible for any loss resulting from any delay in shipping or failure to ship. 5. RETURNS: Product that was shipped in accordance with the specifications in the Order is not returnable. If Customer wishes to return Products based on a claim that they are defective or that they are not comparable to the items that were ordered. Customer may submit to NIKE a request for return: provided, however. that NIKE will not approve of return requests received by NIKE 30 days or more after delivery of those Products to Customer. NIKE will not issue any refunds or apply any credits except for items that were approved by NIKE for return. Customer will ship returns at its own expense and will retain title and risk of loss until receipt by NIKE at the designated return destination. Restocking fees may apply. Any items that are returned without NIKE's approval will be disposed of by NIKE unless Customer prepays shipping costs for their return to Customer. 6. CUSTOMER'S COVENANTS: A. Tie following applies to Customers that are approved to sell Product at a phvsii al store location (a "brick aid mortar °.store). STORES Except as expressly Permitted in subsection 6.6 and /or 6.0 below. or when otherwise approved by NiKE in writing, Customer will not (a) sell Product under any store name or at any physical store location other than under the store name and at the particular physical store identified in this Credit Application or. in the case of multiple store locations. at the location to which the Product was shipped (assuming it was an approved location): (b) sell Product other than to retail consumers physically present at such store location who are purchasing for their personal use and not for resale: or (c) accept orders or sell Product through the Internet. e-mail or any o electronic channel, except that Customer may advertise Product through those channels to create or enhance consumer awareness of Product performance features and /or indicate the availability of Product at an authorized store location so long as Customer complies with Section 9 below. Customer will at all times provide clean, modern and adequate retail outlet(s) necessary for the proper merchandising and selling of Product. B. The lollowb?q aglies to Customers that are approved to sell Product on a website. INTERNET SALES If NIKE approves Customer for Internet sales. then Customer is authorized to sell Product to retail consumers via the Internet only from the website or websites identified in the Credit Application or otherwise approved by NIKE in writing (the "Authorized Website(s)") and to deliver that Product only to consumers with mailing addresses in the United States. its territories and possessions. (a) The Authorized Website(s) will not be co- branded with the name or other trademarks of any other person or entity. (b) The Authorized Websne(s) will not link to. or provide data feeds to, any transactional websrte, or permit any transactional website to link to the Authorized Website(s). For purposes of this Section 613(b). a "transactional website" means a shopping portal, online marketplace. or other site which either (i) is capable of accepting orders from consumers, or (ii) creates the perception that orders are accepted on the site. even if the consumers are in fact redirected to other websites for order 0acemer,t. The term "transactional website excludes websites which aggregate images and information about merchandise without conducting sales transactions. (c) The Authorized Website(s) will have features and functions that are standard in the industry, including the ability to: (i) confirm availability or unavailability of NIKE Product at the time the retail consumer places his or her order. (ii) accept all major credit cards. (iii) ship within standard time frames with a choice of overni second day air and ground delivery. and (iv) allow retail consumers to search the Authorized Website(s) and to navigate to a NIKE "concept" m shop in the for of a Web page featuring all Product that Customer sells on the Authorized Website(s) (except for discounted goods, which must be presented on a separate discount page). (d) Customer will at all times provide prom t. effective and courteous customer service by telephone for consumers purchasing Product from the Authorized Website(s) and for other visitors to that or those Website(s). Customer will not (i) permit any fulfillment house or any other third party to fill consumer orders placed through the Authorized Website(s): or (ii) (iii) use certain trademarked terms. as designated by NIKE. in metadata: or (iv) purchase certain trademarked terms. as designated by NIKE, as Internet search teens: or (v) use any NIKE trademark in any domain name or URL address. C. The ollowing ap ?lies to Customers that are approved for a non- retail account. If NIKapproves Customer for anon- retail account. Customer will distribute Product at no cost to the teams. players and sports participants. and other groups or individuals specified by NIKE or will sell at no profit (that is. sell at NIKE's invoice price). 7. GENERAL RESTRICTIONS: Customer will not directly or indirectly or (a) sell, consign or otherwise transfer Product (i) outside the United States (and. if a "brick and mortar" store. other than at the approved physical store location or locations): (ii) to another retailer, or to an e- tailer. distributor. or broker: or (iii) under circumstances where it knows or should know, based on the circumstances of the transaction, that the Product is intended for resale or will likely be resold: or (b) purchase or sell. offer to sell. or distribute (including at no cost). counterfeit NI KE goods: or (c) purchase authentic NIKE goods from any third parry: or (d) purchase any NIKE Product from. or sell or offer to sell Product on behalf of or for the account of. any other third party; o (e) if NIKE sets a launch date for a particular NiKE Product, sell that product prior to the date and time stated by NIKE; or (f) collect or use any sensitive personal data about consumers other than in compliance with industry best practices for security standards, and applicable law. S. CUSTOMER'S GENERAL REPRESENTATIONS, WARRANTIES AND OBLIGATIONS: (a) Customer will at all times: (i) use security measures to protect credit card and other personally identifiable information from unauthorized access or use in a manner consistent with industry best practices and applicable law: (ii) render full. prompt, effective and courteous service before, during and after the retail sale of Product: (iii) vigorousIv encour mm age the retail sale of Product: (iv) meet or exceed any miniu sales volume established by NIKE from time to time: (v) establish and maintain. independently and in con unction with NiKE. advenising and marketing policies and methods that emphasize the quality and performance of the Product: and (vi) comply with applicable law in connection with performance of its obligations under the Agreement. (b) Customer represents and warrants. and each time Customer submits an Order. Customer will be deemed to have represented and warranted. that (i) it wishes to purchase Product solely for business purposes and not for personal, family or household purposes: and (ii) the most recent financial information provided by ustoer is true, accurate and complete as of the dates indicated in that infor mation and that there has been no material adverse change in Customer's business. m prospects or financial condition since those dates. Page 2 of 4 NIKEGOLF Customer Number: 272920 Invoice Number: 939908633 Nike Order Number: 851577526 Invoice Date: 03/20/2012 I Nike Delivery Number: 469608137 Terms: Net 60 Customer PO No: REWARDS Terms begin as of: 03/20/2012 Ordered by: Due Date: 05/19/2012 DUNS 05- 095 -7364 Ordered on: 10/26/2011 Currency: USD FEDERAL TAX ID 93- 124 -3023 Original Invoice Number: Material Customer Product Description Size UOM Quantity Ouantity Wholesale Net Unit Total Product Code Ordered Shipped Unit Price Price 452513 -607 MODERN TECH POLO L EA 1 1 30.00 31.50 31.50 XL EA 1 1 30.00 31.50 31.50 2XL EA 1 1 30.00 31.50 31.50 "Subtotals 3 3 90.00 94.50 94.50 452513 -641 MODERN TECH POLO M EA 1 1 30.00 31.50 31.50 L EA 1 1 30.00 31.50 31.50 XL EA 1 1 30.00 31.50 31.50 "Subtotals 3 3 90.00 94.50 94.50 452514 -017 MODERN COLORBLOCK M EA 1 1 30.00 31.50 31.50 L EA 1 1 30.00 31.50 31.50 XL EA 1 1 30.00 31.50 31.50 2XL EA 1 1 30.00 31.50 31.50 "Subtotals 4 4 120.00 126.00 126.00 400769 -471 BODY MAPPING POLO M EA 1 1 30.00 31.50 31.50 L EA 1 1 30.00 31.50 31.50 XL EA 1 1 30.00 31.50 31.50 "Subtotals 3 3 90.00 94.50 94.50 VAS Customer Charges included in Net Unit Price Shipped From: Nike Golf: Memphis Date Shipped: 03/20/2012 Order Type: Futures Order Direct Ship Factory PO Carrier: Federal Express Mode of Transport: Standard Incoterms: Free carrier Weight: 18.190;13.320; Bill of Lading Number: Pro number: Tracking Number: 58413370048768;58413370048775; Packing list Number: 14634999 Number of Cartons: 2 Special Label Instructions: Ship -to ID: 272920 Store ID :272920 Date 3 2 Init. G� Account S600G Account Account Account Wholesale Amount Sales Net of Discount Freight Total 1,200.00 1,260.00 20.69 1,280.69 Page 4 of 4 (c) Customer has received and reviewed Nike's policy regarding Gifts. Gratuities and Other Payments. available from Nike upon request. Customer shall not take any action that could reasonabh be expected to violate the policy or induce a Nike employee to violate the policy. In particular. but without limiting the preceding sentence. Customer shall not (a) give a cash sift in any amount to a Nike employee. (b) give a non -cash gift worth more than $200 to a Nike employee. or (c) �uivc a gift of any kind to any relative, friend, associate or charitable organization favored by a Nike employee if there is anv implied expectation of a return favor. 9. TRADEMARKS: Customer acknowledges NIKE"s sole ownership of and exclusive tight, title and interest in and to the name "NIKE." the name "Jordan." the NIKE_ Swoosh logo design. the Jordan "Jumpnran" logo. and all other trademarks owned Iiv NIKE or its affiliates "the NIKE Trademarks. Customer recognizes that the NIKE Tradenrar)ks possess substantial goodwill and agrees that it will not use or display NIKE Trademarks in a manner that would disparage or damage them. or represent that it has any ownership in. or attempt to license. the NIKE Trademarks. All goodwill associated with Customer's use of the NIKE Trademarks will be owned exclusively by NIKE. Customer will comply with NIKE's latest trademark usage guidelines. which NIKE may provide and circulate from time to time, as well as any other policies governing the use of mNIIKE logos and other trademarks. ancr(ii) product and athlete images and other copyrighted materials. Upon request by NIKE. Customer will submit to NIKE. for its review, any public statements about NIKE or advertising materials bearing NIKE Trademarks. Product images. athlete images. or Product descriptions. If NIKE does not approve such materials in writing. within five business da the materials shall be deemed rejected and Customer shall cease ariv use of the rejected materials. Customer will not use any marks confusing]\ similar to the NIKE Trademarks or use the NIKE Trademarks in combination with otlier trademarks. CLISImner will notify NIKE in writing of an infringement or improper use of the NIKE Trademarks that comes to its attention. Customer acknowledges and agrees that the NIKE Trademarks and the NIKE re ration for quality are extremely valuable to NIKE. and that NIKE does not authorize Customer to sell any damaged or defective NIKE Product. Accordingly, �ustomer agrees that NIKE Product which may be damaged or defective, for any reason. shal be. at NIKE's sole elect ion.eithet returned to NIKE or disposed of according to NIKE's instructions. NIKE and its agents shall have the right to witness such destruction. 10. LIMITED REMEDY; DISCLAIMER OF IMPLIED WARRANTIES: If anv Product is defective. NIKE's sole and exclusive liability to Customer will be. at NIKE's election, if the defect is material. to either (a) replace that defective Product or (b) refund the amount Customer raid NIKE for that (lefecnve Product. AS BETWEEN CUSTOMER AND NIKE. NIKE EXPRESSLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES. EXPRESS AND IMPLIED. INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY. FITNESS FOR A PARTICULAR PURPOSE. TITLE AND NONINFRINGEMENT. 11. LIMITATION ON DAMAGES AND ACTIONS: NIKE WILL NOT BE LIABLE FOR ANY LOSS OF PROFIT. INTERRUPTION OF BUSINESS OR ANY SPECIAL. CONSEQUENTIAL. INCIDENTAL. INDIRECT. SPECIAL. EXEMPLARY OR PUNITIVE DAMAGES SUFFERED OR SUSTAINED BY CUSTOMER OR ANY O HER PERSON. ANY ACTION (OTHER THAN FOR FAILURE TO PAY FOR GOODS DELIVERED) MUST BE COMMENCED WITHIN ONE YEAR FROM THE EARLIER OF THE DATE OF DELIVERY OF THE NIKE PRODUCT OR THE DATE OF THE ORDER GIVING RISE TO THE CLAIM. IN NO EVENT WILL NIKE'S LIABLITY TO CUSTOMER EXCEED. FOR DEFECTIVE PRODUCT. THE ANIOUNT CUSTOMER PAID NIKE FOR THE PRODUCT GIVING RISE TO THE CLAIM. AND FOR ALL OTHER CLAIMS. THE AMOUNT CUSTOMFR PAID NIKE WITHIN THF. THREE- NIONTH PERIOD PRECEDING THE DATE THE CLAIM AROSE. These limitations will apply regardless of whether the legal theory of liability for damages arises under contract. toil (including negligence and strict liability). or any other theory. 12. NIODIFICATION: NIKE may at any time. in NIKE's sole discretion. modify its Terms and Conditions of sale. Each Order will be governed by the Terms and Conditions in effect at the time Customer submits that Order. Accordingly. Customer will review the then current version of the Terms and Conditions (available at the Nike.net website, in the catalogue. or by request from NIKE) before placing each Order. An Order that has been accepted by NIKE may be modified only by a written instrument which expresses an intent to amend, identifies the provision to be amended, and is signed by an authorized representative of NIKE. 13. CONFIDENTIALITY. A. Non- Disclosure. Customer acknowledges that it may have access to information owned or controlled by NIKE or NIKE's Affiliates. disclosure of which would cause substantial or irreparable harm to NIKE "Confidential Information. Confidential Information includes the NIKE's marketing plans. information regarding future releases of NIKE Product. and any other non public material disclosed to Customer or to which Customer gains access. Customer shall protect NIKE's Confidential Information by using the same degree of care with respect to such information that it would exercise with its own confidential information or trade secrets, but in any event no less than reasonable care. Customer shall make Confidential Information available only to those employees of Customer who need to know the information in connection with Customer's business, and shall not disclose Confidential Information to any third party. B. Publicitv Restrictions. Customer will immediately notify NIKE in writing if it receives a request from any third party for an interview or statement about NIKE or NIKE Products. Customer will not answer questions or give statements about its relationship with NIKE or discuss NIKE Products under circumstances where Customer knows or has reason to believe that t e purpose of the request is to create content for publication in film, television. radio. print or online media. including blosging. Customer will not hold itself out as a representative of NIKE in any interview or statement. whether or not it is recorded. and whether or not it is intended for such publication. C. Idea Submission. If Customer chooses to submit to NIKE or share with NIKE any business plans, product or marketing ideas. or other materials. Customer agrees that (i) NIKE is not subject to any restrictions in using such materials: Customer hereby grants to NIKE an irrevocable license to use such materials. without compensation to Customer: and (u) NIKE is under no obligation to use such plans, ideas. or other materials. or to commercially exploit them in any territory. 14. SEVERABILI'fV'\WAIVER \CONSTRUCTION: If' a court of competent jurisdiction determines that any provision of the Agreement is invalid or unenforceable for any reason, that determination will not affect any other provision unless enforcement of the remaining pro�,isions would be grossly inequitable under the circumstances or would frustrate the primary purpose of the Agreement. A party's delay or failure to enforce or insist on strict compliance with any of the provisions of the Agreement will not constitute a waiver or otherwise modify the Agreement, and a party's waiver of any right related to the Agreement on one occasion will not waive any other right, constitute a continuing waiver or waive that right on any m other occasion. Custoer Teas had the opportunity to consult with its atornev in connection with these Terms and Conditions and the rest of the Agreement and to have the Agreement reviewed by its attorney: therefore. no rule of construction or interpretation that disfavors NIKE or that favors Customer will apply to its interpretation. 15. ATTORNEYS' FEES \GOVERNING LANV\FORUNI SELECTION: Customer will pay all costs. collection agency fees. expenses. reasonable attorney fees (whether incurred prior to, at trial or on appeal) incurred by NIKE in connection with the collection of any past due sums. The Agreement, and all disputes arising out of the AL reement or out of the relationship between NIKE and Customer, will be governed by the las+ of the state of Oregon. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR TH INTERNATIONAL SALE OF GOODS WILL NOT APPLY. Customer irrevocably consents to the jurisdiction of the state and federal courts located in the state of Oregon in connection with any action arising out of or in connection with the Agreement and waives any objection that such venue is an inconvenient forum. customer will not initiate an action against NIKE in any other jurisdiction. NIKE may bring an action in any forum. 16. FORCE NIA,TI'sURE: If it becomes impossible for either Customer or NIKE to perform its obligations under the Agreement as a result of fire. Flood. earthquake. or other natural disaster, that party's performance may b0delayed for the duration 6f the force rpajgure event. except that nothing in this Section 16 will excuse Customer from its payment obligations.._ 'r .r t i re 17. RESTRICTION ON ASSIGNMENT: Customer will not assign-,any right conferred hereip,by,Nll�E ykjthq�t the prior written consent of an authorized NIKE representative. A change of control of Customer by stock sale or giTtr3merger, operation of law bvJcddtrfi636r bflierwise. will be deemed an assignment for ppurpposes of this Section. Any attempted "a ssigrimenf 8'eleeation By Customer will be void- NIKE may grant. wit or condition its consent to assignment in NIKE's sole discretion. If NIKE authorizes an assignment or delegation, that authorization will release Cus mer from any of its obligations under the Agreement unless (a) the authorization expressly releases CUSIOiner:.(b) the assignee or delegais agfeq, t�n t to be bound by the Agreement: and (c) any agreement between Customer and the assignee•ordelegate states•that`NIKE-has le•righttoenfoice Customers nghts against the assignee or delegate. 18. SET -OFF: In the event Customer is indebted to NIKE or to an_v'NIKE affiliate. that debt �±b o €�t�st -ak t credits otherwise owing to Customer to reduce or eliminate the credit. 19. RELATIONSHIP: The relationship of NIKE and Customer established by the Agreement is that of vendor purchaser and nothing contained herein shall be construed to create a partnership, joint venture or any other relationship. 20. ENTIRE AGREENIENT: The Agreement contains the entire agreement and understanding between the parties with respect to its subject matter and supersedes prior and contemporaneous oral and written agreements. commitments and understandings concerning that subject matter. Page 3 of 4 Prescribed by State Board of Accounts City Form No. 201 (Rev. 1995) ACCOUNTS PAYABLE VOUCHER CITY OF CARMEL An invoice or bill to be properly itemized must show: kind of service, where performed, dates service rendered, by whom, rates per day, number of hours, rate per hour, number of units, price per unit, etc. Payee Purchase Order No. Terms Date Due Invoice Invoice Description Amount Date Number (or note attached invoice(s) or bill(s)) 03/20/12 939908633 Soft Goods $1,280.69 I hereby certify that the attached invoice(s), or bill(s), is (are) true and correct and I have audited same in accordance with IC 5- 11- 10 -1.6 20 Clerk- Treasurer VOUCHER NO. WARRANT NO. ALLOWED 20 Nike USA, Inc. IN SUM OF P.O. Box 847648 Dallas, TX 75284 -7648 $1,280.69 ON ACCOUNT OF APPROPRIATION FOR Brookshire Golf Club PO# Dept. INVOICE NO. ACCT #(TITLE I AMOUNT Board Members 1207 I 939908633 I 43- 560.06 I $1,280.69 1 hereby certify that the attached invoice(s), or bill(s) is (are) true and correct and that the materials or services itemized thereon for which charge is made were ordered and received except Thursday, March 29, 2012 Director, rooks ire Golf Club Title Cost distribution ledger classification if claim paid motor vehicle highway fund N 1 KE G O LF A/ Customer Number: 272920 Invoice Number: 940079472 A'`, rC Nike Order Number: 851265280 Invoice Date: 03/27/2012 IN VOCE Nike Delivery Number: 469789409 Terms: Net 120 Customer PO No: SHOE AND SOCK Terms begin as of: 03/27/2012 Ordered by: Due Date: 07/25/2012 DUNS 05- 095 -7364 Ordered on: 10/15/2011 Currency: USD FEDERAL TAX ID 93- 124 -3023 Original Invoice Number: MAIL TO DELIVER GOODS TO 1198 01 MB 0.404 CITY OF CARMEL 12120 BROOKSHIRE PKWY CITY OF CARMEL 272920 BROOKSHIRE GOLF CLUB BROOKSHIRE GOLF CLUB 12120 BROOKSHIRE PKWY CARMEL IN 46033 -3314 CARMEL IN 46033 -3314 Material Customer I Product Description Size UOM I Quantity Quantity Wholesale Net Unit Total Product Code Ordered Shipped Unit Price Price 418355 -101 WMNS NIKE DELIGHT 7 PR 1 1 38.00 36.48 36.48 7.5 PR 1 1 38.00 36.48 36.48 8 PR 1 1 38.00 36.48 36.48 8.5 PR 1 1 38.00 36.48 36.48 9 PR 1 1 38.00 36.48 36.48 9.5 PR 1 1 38.00 36.48 36.48 "Subtotals 6 6 228.00 218.88 218.88 418541 -001 NIKE AIR RANGE WP 9.5 PR 1 1 65.00 62.40 62.40 10 PR 1 1 65.00 62.40 62.40 10.5 PR 1 1 65.00 62.40 62.40 11 PR 1 1 65.00 62.40 62.40 11.5 PR 1 1 65.00 62.40 62.40 12 PR 1 1 65.00 62.40 62.40 "Subtotals 6 6 390.00 374.40 374.40 483325 -001 WMNS NK LNR SUMMER 7.5 PR 1 1 50.00 48.00 48.00 8 PR 1 1 50.00 48.00 48.00 8.5 PR 1 1 50.00 48.00 48.00 9 PR 1 1 50.00 48.00 48.00 "Subtotals 4 4 200.00 192.00 192.00 483325 -101 WMNS NK LNR SUMMER 7 PR 1 1 50.00 48.00 48.00 8 PR 1 1 50.00 48.00 48.00 8.5 PR 1 1 50.00 48.00 48.00 9.5 PR 1 1 50.00 48.00 48.00 "`Subtotals 4 4 200.00 192.00 192.00 483569 -101 NIKE AIR RIVAL (W) 9.5 PR 1 1 43.00 41.28 41.28 10 PR 1 1 43.00 41.28 41.28 10.5 PR 1 1 43.00 41.28 41.28 11 PR 1 1 43.00 41.28 41.28 11.5 PR 1 1 43.00 41.28 41.28 12 PR 1 1 43.00 41.28 41.28 "Subtotals 6 6 258.00 247.68 247.68 483841 -002 NIKE LUNAR ASCEND 9 PR 1 1 65.00 62.40 62.40 9.5 PR 1 1 65.00 62.40 62.40 10 PR 1 1 65.00 62.40 62.40 10.5 PR 1 1 65.00 62.40 62.40 All Nike USA, Inc. products are sold FCA (Free Carrier- Shipping Point) and payment terms are calculated from invoice date unless specifically noted otherwise by Nike. A service charge of I h% per month will be charge on all past due invoices. Anticipation discounts are not allowed. No returns without prior authorization from Nike. Shortage claims must be made within 30 days of receipt. All collection fees and costs must be paid by purchaser. Detailed terms and conditions on reverse side of page 1. Please remit to: NIKE USA, Inc. PO Box 847648 Dallas 75284 -7648 US Page 1 of 4 NIKE USA, Inc. TERMS AND CONDITIONS OF SALE NIKE USA, Inc. "NIKE offers certain goods bearing NIKE Trademarks (asdefined below) "Product for sale to retailers that have been authorized by NIKE to make purchases of such Product "Customers. By submitting an order to NIKE (each, an "Order Customer agrees that such Order will be governed by the terms and conditions of sale ('the Terms and Conditions in effect at the time the Order is submitted. The Terms and Conditions that are current as of July 1, 2011 are set forth below. 1. ORDERS: All Orders submitted by Customer are subject to acceptance by NIKE. The preparation of a purchase order by a sales representative of NIKE, the submission by Customer of a purchase order to NiKE, or the acknowledgement by NIKE of receipt of a Purchase order (Order "confirmation shall not constitute NIKE's acceptance of that Order. NIKE may in its sole discretion accept all or any part of an Order or substitute comparable Product for the items that were ordered, in either case by shipping Product. NIKE may at any time refuse to ship Product for any reason, even if NiKE has received payment for the applicable Order and /or has confirmed that Order on NIKE.net or otherwise. NIKE will in its sole discretion determine which of NIKE'S products are made available to Customer for Orders, and determine how to allocate Product among Customer and NIKE's other customers. Accordingly, NIKE reserves the right to discontinue product lines and to make changes in goods offered at any time. Unless Customer complies with Section 5 regarding returns, Customer will be deemed to have accepted those substitute goods on the terms outlined in NIKE's invoice. NIKE may cancel an Order at any time because the Order contains an incorrect price, requests Product that Customer is not authorized to sell, or for any other reason, even if NIKE has acknowledged or confirmed that Order or has received payment for that Order. In the latter case, NIKE will, at its election, either refund the payment or credit Customer's account. Customer may not cancel an Order after its acceptance by NIKE. Any Order that conflicts with or that includes provisions (other than item and quantity) in addition to these Terms and Conditions will have no force or effect to the extent it is inconsistent or includes additional terms. NIKE will be entitled to accept any Order and to rely on any other written or telephonic request or notice given by a person that appears to be an employee or agent of Customer. Each Order will be subject to and governed in all respects by (a) these Terms and Conditions, an d (b) if applicable, Customer's credit application and account agreement. Each Order, together with these Terms and Conditions and, if applicable Customer's credit application and account agreement. may be referred to collectively as the "Agreement 2. PRICES: NIKE may correct typographical or other errors in pricing, may reduce or cancel any discounts previously offered to Customer, and may change its prices at any time. Each Order will be invoiced at the prices prevailing at the time that Order is fully recorded into NIKE's central ordering system. Nothing contained herein shall obligate Customer to resell the Product at any particular price or on any specific terms and conditions notwithstanding suggested retail prices published by NIKE, if any. 3. TERMS OF SALE: Customer will pay for all Product by the date specified on NIKE's invoice, or if none is specified. within 30 days after the date of that invoice. Any sum not paid when due is subject to a service charge of 1.5% per month or the maximum rate permitted bylaw, whichever is lower. The amount reflected in each NIKE invoice will be deemed to be an account stated unless Customer disputes the amount of that invoice in writing within 30 days after the date that invoice is due. Customer will pa the undisputed portion of each invoice. NiKE has the right to apply payments it receives from Customer to any of Customer's invoices and to disregard y Customer P s instructions to apply payment to any specific invoice. In the event Customer is indebted to NIKE or to any NIKE affiliate, that debt may be offset against credits otherwise owing to Customer to reduce or eliminate the credit. 4. SHIPPING; RISK OF LOSS; TITLE: NIKE will ship Product FCA, the NIKE Distribution Center or other shipping point. NIKE is not responsible for any loss resulting from any delay in shipping or failure to ship. 5. RETURNS: Product that was shipped in accordance with the specifications in the Order is not returnable. If Customer wishes to return Products based on a claim that they are defective or that they are not comparable to the items that were ordered. Customer may submit to NiKE a request for return; provided, however, that NIKE will not approve of return requests received by NIKE 30 days or more after delivery of those Products to Customer. NiKE will not issue any refunds or apply any credits except for items that were approved by NIKE for return. Customer will ship returns at its own expense and will retain title and risk of loss until receipt by NiKE at the designated return destination. Restocking fees may apply. Any items that are returned without NIKE's approval will be disposed of by NiKE unless Customer prepays shipping costs for their return to Customer. 6. CUSTOMER'S COVENANTS: A. The following applies to Customers that are approved to sell Product at a physical store location (a "brick and mortar" store). STORES Except as expressly permitted in subsection 6.13 and /or 6.0 below, or when otherwise approved by NIKE in writing, Customer will not (a) sell Product under any store name or at any physical store location other than under the store name and at the particular plysical store identified in this Credit Application or, in the case of multiple store locations. at the location to which the Product was shipped (assuming it was an approved location); (b) sell Product other than to retail consumers physically present at such store location who are purchasing for their personal use and not for resale: or (c) accept orders or sell Product through the Internet, a mail or any other electronic channel, except that Customer may advertise Product through those channels to create or enhance consumer awareness of Product performance features and /or indicate the availability of Product at an authorized store location so long as Customer complies with Section 9 below. Customer will at all times provide clean, modern and adequate retail outlet(s) necessary for the proper merchandising and selling of Product. B. The following appppl to Customers that are approved to sell Product on a website. INTERNET SALES If NIKE approves Customer for Internet sales, then Customer is authorized to sell Product to retail consumers via the Internet onl y from the website or websites identified in the Credit Application or otherwise approved by NIKE in writing (the "Authorized Website(s)") and to deliver that Product only to consumers with mailing addresses in the United States, its territories and possessions. (a) The Authorized Website(s) will not be co- branded with the name or other trademarks of any other person or entity. (b) The Authorized Website(s) will not link to, or provide data feeds to, any transactional website, or permit any transactional website to link to the Authorized Website(s). For purposes of this Section 613(b), a "transactional website" means a shopping portal, online marketplace, or other site which either (i) is capable of accepting orders consumers, or (ii) creates the Perception that orders are accepted on the site. even if the consumers are in fact redirected to other websites for order placement. The term "transactional website' excludes websites which aggregate images and information about merchandise without conducting sales transactions. (c) The Authorized Website(s) will have features and functions that are standard in the industry, including the ability to: (i) confirm availability or unavailability of NIKE Product at the time the retail consumer places his or her order, (ii) accept all major credit cards. (iii) ship within standard time frames with a choice of overnight, second day air and ground delivery, and (iv) allow retail consumers to search the Authorized Website(s) and to navigate to a NIKE "concept" shop in the form of a Web page featuring all Product that Customer sells on the Authorized Website(s) (except for discounted goods, which must be presented on a separate discount page). (d) Customer will at all times provide prompt. effective and courteous customer service by telephone for consumers purchasing Product from the Authorized Website(s) and for other visitors to that or those Website(s). Customer will not (i) permit any fulfillment house or any other third party to fill consumer orders placed through the Authorized Website(s); or (ii) (iii) use certain trademarked terms, as designated by NiKE, in metadata; or (iv) purchase certain trademarked terms, as designated by NIKE, as Internet search terms; or (v) use any NIKE trademark in any domain name or URL address. C. The folowing applies to Customers that are approved for a non retail account. If NIKE approves Customer for a non retail account. Customer will distribute Product at no cost to the teams, players and sports participants, and other groups or individuals specified by NIKE or will sell at no profit (that is, sell at NiKE's invoice price). 7. GENERAL RESTRICTIONS: Customer will not directly or indirectly: (a) sell, consign or otherwise transfer Product (i) outside the United States (and, if a "brick and mortar" store, other than at the approved physical store location or locations): or (ii) to another retailer, or to an e taller, distributor, or broker; or (iii) under circumstances where it knows or should know, based on the circumstances of the transaction, that the Product is intended for resale or will likely be resold: or (b) purchase or sell, offer to sell. or distribute (including at no cost), counterfeit NIKE goods; or (c) purchase authentic NIKE goods from any third partyy: or (d) purchase any NIKE Product from, or sell or offer to sell Product on behalf of or for the account of, any other third part y: or (e) if NIKE sets a launch date for a particular NiKE Product, sell that product prior to the date and time stated by NIKE: or (f) collect or use any sensitive personal data about consumers other than in compliance with industry best practices for security standards, and applicable law. 8. CUSTOMER'S GENERAL REPRESENTATIONS, WARRANTIES AND OBLIGATIONS: (a) Customer will at all times: (i) use security measures to protect credit card and other personally identifiable information from unauthorized access or use in a manner consistent with industry best practices and applicable law; (ii) render full, prompt, effective and courteous service before, during and after the retail sale of o Product: (iii) vigorous) encourage the retail sale of Product; (iv) meet or exceed any minimum sales volume established by NIKE from time to time; (v) establish and maintain, independently and in conjunction with NIKE, advertising and marketfng policies and methods that emphasize the quality and performance of the Product; and (vi) comply with applicable law in connection with performance of its obligations under the Agreement. (b) Customer represents and warrants, and each time Customer submits an Order. Customer will be deemed to have represented and warranted, that (i) it wishes to purchase Product solely for business purposes and not for personal, family or household purposes; and (ii) the most recent financial information provided by Customer is rive, accurate and complete as of the dates indicated in that information and that there has been no material adverse change in Customer's business. prospects or financial condition since those dates. Page 2 of 4 NIKE GOLF 6/ Customer Number: 272920 Invoice Number: 940079472 C Nike Order Number: 851265280 Invoice Date: 03/27/2012 INVOICE Nike Delivery Number: 469789409 Terms: Net 120 Customer PO No: SHOE AND SOCK Terms begin as of: 03/27/2012 Ordered by: Due Date: 07/25/2012 DUNS 05- 095 -7364 Ordered on: 10/15/2011 Currency: USD FEDERAL TAX ID 93- 124 -3023 Original Invoice Number: Material Customer Product Description Size UOM Quantity Quantity Wholesale Net Unit Total Product Code Ordered Shipped Unit Price Price 11 PR 1 1 65.00 62.40 62.40 12 PR 1 1 65.00 62.40 62.40 "Subtotals 6 6 390.00 374.40 374.40 484764 -100 NIKE AIR RIVAL 9 PR 1 1 43.00 41.28 41.28 9.5 PR 1 1 43.00 41.28 41.28 10 PR 1 1 43.00 41.28 41.28 10.5 PR 1 1 43.00 41.28 41.28 11 PR 1 1 43.00 41.28 41.28 12 PR 1 1 43.00 41.28 41.28 "'Subtotals 6 6 258.00 247.68 247.68 Shipped From: Nike Golf: Memphis Date Shipped: 03/27/2012 Order Type: Futures Order Direct Ship Factory PO Carrier: Federal Express Mode of Transport: Standard Incoterms: Free carrier Weight: 35.560;35.230;34.920; 6.770; Bill of Lading Number: Pro number: Tracking Number: 217508270773702;217508270776109;217508270773603; 217508270776826; Packing list Number: 14646848 Number of Cartons: 4 Special Label Instructions: Ship -to ID: 272920 Store ID 272920 D 21t@ l knit. Account S(000 h Account Account Account Wholesale Amount Sales Net of Discount Freight Total 1,924.00 1,847.04 60.69 1,907.73 Page 4 of 4 (c) Customer has received and reviewed Nike's policy regarding Gifts, Gratuities and Other Payments, available from Nike upon request. Customer shall not take any action that could reasonably be expected to violate the policy or induce a Nike employee to violate the policy. in particular, but without limiting the preceding sentence. Customer shall not (a) give a cash gift in any amount to a Nike employee, (b) give a non -cash gift worth more than $200 to a Nike employee, or (c) give a gift of any kind to any relative, friend, associate or charitable organization favored by a Nike employee if there is any implied expectation of a return favor. 9. TRADEMARKS: Customer acknowledges NIKE's sole ownership of and exclusive right, title and interest in and to the name "NIKE," the name "Jordan," the NIKE Swoosh logo design, the Jordan "Jumpman" logo, and all other trademarks owned by NIKE or its affiliates "the NIKE Trademarks. Customer recognizes that the NiKE Trademarks possess substantial goodwill and agrees that it will not use or display NIKE Trademarks in a manner that would disparage or damage them, or represent that it has any ownership in, or attempt to license, the NIKE Trademarks. All goodwill associated with Customer's use of the NIKE Trademarks will be owned exclusively by NIKE: 'Customer will comply with NIKE's latest trademark usage guidelines, which NIKE may provide and circulate from time to time, as well as any other policies governing the use of (i) NIKE logos and 'other trademarks, and (ii) product and athlete images and other copyrighted materials. Upon request by NIKE, Customer will submit to NIKE, for its review, any public statements about NIKE or advertising materials bearing NI Trademarks, Product images, athlete images, or Product descriptions. If NIKE does not approve such materials in writing within five business days, the materials shall be deemed rejected and Customer shall cease any use of the rejected materials.- Customer will not use any marks confusingly similar to the NIKE Trademarks or use the NIKE Trademarks in combination with other trademarks. Customer will notify NIKE in writing of any infringement or improper use of the NIKE Trademarks that comes to its attention. Customer acknowledges and agrees that the NIKE Trademarks and the NIKE reputation for quality are extremely valuable to NIKE, and that NIKE does not authorize Customer to sell any damaged or defective NIKE Product. Accordingly, Customer agrees that NiKE Product which may be damaged or defective, for any reason, shall be, at NIKE's sole election,either returned to NIKE or disposed of according to NIKE's instructions. NIKE and its agents shall have the right to witness such destruction. 10. LIMITED REMEDY; DISCLAIMER OF IMPLIED WARRANTIES: If any Product is defective, NIKE's sole and exclusive liability to Customer will be, at NiKE's election, if the defect is material, to either (a) replace that defective Product or (b) refund the amount Customer paid NIKE for that defective Product. AS BETWEEN CUSTOMER AND NIKE, NIKE EXPRESSLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES. EXPRESS AND IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FiTNESS FOR A PARTICULAR PURPOSE, TITLE AND NONINFRINGEMENT. 11. LIMITATION ON DAMAGES AND ACTIONS: NIKE WILL NOT BE LIABLE FOR ANY LOSS OF PROFIT, INTERRUPTION OF BUSINESS OR ANY SPECIAL. CONSEQUENTIAL, INCIDENTAL, INDIRECT. SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES SUFFERED OR SUSTAINED BY CUSTOMER OR ANY OTHER PERSON. ANY ACTION (OTHER THAN FOR FAILURE TO PAY FOR GOODS DELIVERED) MUST BE COMMENCED WiTHiN ONE YEAR FROM THE EARLIER OF THE DATE OF DELIVERY OF THE NIKE PRODUCT OR THE DATE OF THE ORDER GIVING RISE TO THE CLAIM. IN NO EVENT WILL NIKE'S LIABLITY TO CUSTOMER EXCEED, FOR DEFECTIVE PRODUCT, THE AMOUNT CUSTOMER PAID NIKE FOR THE PRODUCT GiVING RISE TO THE CLAIM, AND FOR ALL OTHER CLAIMS, THE AMOUNT CUSTOMER PAID NIKE WITHIN THE THREE -MONTH PERIOD PRECEDING THE DATE THE CLAIM AROSE. These limitations will apply regardless of whether the legal theory of liability for damages arises under contract, tort (including negligence and strict liability), or any other theory. 12. MODIFICATION: NIKE may at any time, in NIKE's sole discretion, modify its Terms and Conditions of sale. Each Order will be governed by the Terms and Conditions in effect at the time Customer submits that Order. Accordingly, Customer will review the then current version of the Terms and Conditions (available at the Nike.net website, in the catalogue, or by request from NIKE) before placing each Order. An Order that has been accepted by NIKE may be modified only by a written instrument which expresses an intent to amend, identifies the provision to be amended, and is signed by an authorized representative of NIKE. 13. CONFIDENTIALITY. A. Non Disclosure. Customer acknowledges that it may have access to information owned or controlled by NIKE or NiKE's Affiliates disclosure of which would cause substantial or irreparable harm to NIKE "Confidential Information. Confidential Information includes the NIKE's marketing plans, information reggarding future releases of NIKE Product, and any other non public material disclosed to Customer or to which Customer gains access. Customer shall rotect NIKE's Confidential Information by using the same degree of care with respect to such information that it would exercise with its own confidential information or trade secrets, but in any event no less than reasonable care. Customer shall make Confidential Information available only to those employees of Customer who need to know the information in connection with Customer's business, and shall not disclose Confidential Information to any third party. B. Publicity Restrictions. Customer will immediately notify NIKE in writing if it receives a request from any third party for an interview or statement about NIKE or NiKE Products. Customer will not answer questions or give statements about its relationship with NIKE or discuss NIKE Products under circumstances where Customer knows or has reason to believe that the purpose of the request is to create content for publication in film, television, radio, print or online media, includin bloggingg Customer will not hold itself out as a representative of NIKE in any interview or statement, whether or not it is recorded, and whether or not it is intended for such publication. C. Idea Submission. If Customer chooses to submit to NIKE or share with NIKE any business plans, product or marketing ideas, or other materials, Customer agrees that (i) NIKE is not subject to any restrictions in using such materials; Customer hereby grants to NIKE an irrevocable license to use such materials, without compensation to Customer; and (v) NiKE is under no obligation to use such plans, ideas, or other materials, or to commercially exploit them in any territory. 14. SEVERABILITY\WAIVER \CONSTRUCTION: If a court of competent jurisdiction determines that any provision of the Agreement is invalid or unenforceable for any reason, that determination will not affect any other provision unless enforcement of the remaining provisions would be grossly inequitable under the circumstances or would frustrate the primary purpose of the Agreement. A party's delay or failure to enforce or insist on strict compliance with any of the provisions of the Agreement will not constitute a waiver or otherwise modify the Agreement, and a party's waiver of any right related to the Agreement on one occasion will not waive any other right, constitute a continuing waiver or waive that fight on any other occasion. Customer has had the opportunity to consult with its attorney in connection with these Terms and Conditions and the rest of the Agreement and to have the Agreement reviewed by its attorney; therefore, no rule of construction or interpretation that disfavors NIKE or that favors Customer will apply to its interpretation. 15. ATTORNEYS' FEES \GOVERNING LAW\FORUM SELECTION: Customer will pay all costs, collection agency fees, expenses, reasonable attorney fees (whether incurred prior to, at trial or on appeal) incurred by NIKE in connection with the collection of any past due sums. The Agreement. and all disputes ansing out of the Agreement or out of the relationship between NIKE and Customer, will be governed by the laws of the state of Oregon. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOOCSS�W NOT APPLY. Customer irrevocably consents to the jurisdiction of the state and federal courts located in "the state of m connection with..any_actionwing »out of or in connection with the Agreement and waives any objection that such venue is an inconvenient forum =Customer will not initiate an action against NIKE in any other jurisdiction. NIKE may bring an action in any forum. 16. FORCE MAJEURE: If it becomes impossible.for either Customer or NIKE to perform its obligations under the Agreement as a result of fire, flood, earthquake, or other natural disaster, that party's performance may be delayed£for the,duratioyf the force majeure event, except that nothing in this Section 16 will excuse Customer from its payment obligations. i 17. RESTRICTION ON ASSIGNMENT: Customer will not assign any right conferred herein by NIKE without the prior written consent of an authorized NIKE representative. A change of control.of.Customer.by�stoek sale or gift, mergergoperation ofzlas3 by contract, or otherwise, will be deemed an assignment for ppurrpposes of this Section. Any attempted assignment or delegatio'ri by Customer N%ill'be `void. NIKE may grant, withhold or condition its consent to assignment in NIKE's sole discretion. If NiKE authorizes an assignment or delegation, that authorization will not release Customer from any of its obligations under the Agreement unless (a) the authorization expressly releases Customer; (b) the'assignee or delegate agrees in writing to be bound by the Agreement; and (c) any agreement between Customer and the assignee or delegate states than NIKE has the rigYiDfo enforce Customer's rights against the assignee or delegate. 18. SET -OFF: In the event Customer is indebted to NIKE or to any NIKE affiliate, that debt may be offset against credits otherwise owing to Customer to reduce or eliminate the credit. 19. RELATIONSHIP: The relationship of NIKE and Customer established by the Agreement is that of vendor purchaser and nothing contained herein shall be construed to create a partnership, joint venture or any other relationship. 20. ENTIRE AGREEMENT: The Agreement contains the entire agreement and understanding between the parties with respect to its subject matter and supersedes prior and contemporaneous oral and written agreements, commitments and understandings concerning that subject matter. Page 3 of 4 Prescribed by State Board of Accounts City Form No. 201 (Rev. 1995) ACCOUNTS PAYABLE VOUCHER CITY OF CARMEL An invoice or bill to be properly itemized must show: kind of service, where performed, dates service rendered, by whom, rates per day, number of hours, rate per hour, number of units, price per unit, etc. Payee Purchase Order No. Terms Date Due Invoice Invoice Description Amount Date Number (or note attached invoice(s) or bill(s)) 03/27/12 940079472 Soft Goods $1,907.73 1 hereby certify that the attached invoice(s), or bill(s), is (are) true and correct and I have audited same in accordance with IC 5- 11- 10 -1.6 20 Clerk- Treasurer VOUCHER NO. WARRANT NO. ALLOWED 20 Nike USA, Inc. IN SUM OF P.O. Box 847648 Dallas, TX 75284 -7648 $1,907.73 ON ACCOUNT OF APPROPRIATION FOR Brookshire Golf Club PO# Dept. INVOICE NO. ACCT #/TITLE AMOUNT Board Members 1207 I 940079472 I 43- 560.06 I $1,907.73 hereby certify that the attached invoice(s), or bill(s) is (are) true and correct and that the materials or services itemized thereon for which charge is made were ordered and received except Monday, April 02, 2012 Director, Broo hire Golf Club Title Cost distribution ledger classification if claim paid motor vehicle highway fund N 1 KE G O LF Customer Number: 272920 Invoice Number: 940146520 Nike Order Number: 855764812 Invoice Date: 03/29/2012 INVOICE Nike Delivery Number: 470445947 Terms: Net 60 Customer PO No: GOLDEN HAWK GOLF Terms begin as of: 03/29/2012 Ordered by: Due Date: 05/28/2012 DUNS 05- 095 -7364 Ordered on: 03/27/2012 Currency: USD FEDERAL TAX ID 93- 124 -3023 MAIL TO Original Invoice Number: DELIVER GOODS TO 86901 MB 0.404 CITY OF CARMEL 12120 BROOKSHIRE PKWY CITY OF CARMEL 272920 BROOKSHIRE GOLF CLUB BROOKSHIRE GOLF CLUB 12120 BROOKSHIRE PKWY CARMEL IN 46033 -3314 CARMEL IN 46033 -3314 Material Customer Product Description Size UOM Quantity Quantity Wholesale Net Unit Total Product Code Ordered Shipped Unit Price Price 452507 -651 TECH CORE COLORBLO S EA 3 3 27.50 23.37 70.11 M EA 6 6 27.50 23.37 140.22 L EA 3 3 27.50 23.37 70.11 XL EA 2 2 27.50 23.37 46.74 "Subtotals 14 14 385.00 327.18 327.18 Shipped From: Nike Golf: Memphis Date Shipped: 03/29/2012 Order Type:. At -Once Order Direct Ship Factory PO Carrier: Federal Express Mode of Transport: Standard Incoterms: Free carrier Weight: 8.620; Bill of Lading Number: Pro number: Tracking Number: 217508270835882; Packing list Number: 14698166 Number of Cartons: 1 Special Label Instructions: Ship -to ID: 272920 Store ID :272920 Date 3 Init. ACWunt t# y6()o CJ Account Account Account Wholesale Amount Sales Net of Discount Freight Total 385.00 327.18 8.99 336.17 All Nike USA. Inc. products are sold FCA (Free Cart•icr- Shipping Point) and payment terms are calculated from invoice date unless specifically noted otherwise by Nike. A service charge of 1 'h% er month will be charged on all past due invoices. Anticipation discounts are not allowed. No returns without prior cla authorization from Nike. Shortage ims must be made witEin 30 days of receipt. All collection tees and costs must be paid by purchaser. Detailed terms and conditions on reverse side of page 1. Please remit to: NIKE USA, Inc. PO Box 847648 e Dallas 75284 -7648 US Page 1 of 3 NIKE USA, Inc. TERNIS AND CONDITIONS OF SALE NIKE USA. Inc. "NIKE offers certain goods bearing NIKE Trademarks (asdefined below) "Product for sale to retailers that have been authorized by NIKE to stake purchases of such Product "Customers. By submitting an order to NIKE (each. an "Order Customer agrees that such Order will be governed by the terms and conditions of sale "the Terms and Conditions in effect at the time the Order is submitted. The Terms and Conditions that are cunZnt as of July 1. 201 1 are set forth below. 1. ORDERS: All Orders submitted by Customer are subject to acceptance by NIKE. The preparation of a purchase order by a sales representative of NIKE. the Submission by Customer of a purchase order to NIKE. or the acknowledgement by NIKE of receipt of a purchase order (Order "confirmation shall not constitute NIKE's acceptance of that Order. NIKE may in its sole discretion accepf all or any part of an Order or substitute comparable Product for the items that were ordered. in either case by shipping Product. NIKE may at any time refuse to ship Product for any reason. even if NIKE has received payment for the. applicable Ord and /or has confirmed t tat Order on NIKE.net or otherwise. NIKE will in its sole discretion determine which of NIKE's pproducts are made available to Customer for Orders, and determine how m allocate Product among Customer and NIKE's other customers. Accordingly. NIKE reserves the right to discontinue product lines and to make changes in goods offered at any time. Unless Customer complies with Section i regarding returns. Customer will be decried to have accepted those substitute goods`on the terms outlined in NIKE's invoice. NIKE may cancel an Order at anv time because the Order contains an incorrect price. requests Product that Cusfoncr is not authorized to sell_ or for an other reason. even if NIKE has acknowledged or confirmed that Order or has received payment for that Order. in the latter ruse. NIKE will. at its election. either refund the payment or credit Customer's account. Customer may not cancel an Order after its acceptance by NIKE. Any Order that conflicts with or that includes provisions (other than item and quantity) in addition to these Ternis and Conditions will have no force or effect to the extent it is inconsistent or includes additional terms. NIKE will he entitled to accept any Order and to rely on any other written or telephonic request or notice given by a person that appears to be an employee or agent of Customer. Each Order will be subject to and governed in all respects by la) these Terms and Conditions. and (b) if applicable. Customer's credit application and account agreement. Each Order. together with these Terms and Conditions and. if applicable Customer's credit application and account agreement. may be referred to collectively as the "Agreement 2. PRICES: NIKE may correct typographical or other errors in pricing. may reduce or cancel any discounts previously offered to Customer. and may change its prices at any time. Each Order will be invoiced at the prides prevailing at the (line that Order is fully recorded into NIKE's central ordering system. Nothing contained herein shall obligate Customer to resell the Product at any particular price or on any specific terms and conditions notwithstanding suggested retail'p6ces published b NIKE. if any. 3. TERNIS OF SALE: Customer will pay for all Product by the date specified on NIKE's invoice. or if none is specified. within 30 clays after the date ot that invoice. Any sum not paid when due is subject to a service charge of 1.5 per month or the maximum rate permitted by law, whichever is lower. The amount reflected in each NIKE invoice will be deemed to be an account stated unless Customer disputes the amount of that myoice in writing within 30 days after the date that invoice is due. Customer will pay the undisputed portion of each invoice. NIKE has the right to apply payments it receives from Customer to any of Customer's invoices and to disregard Customer s instructions to apply payment to any specific invoice. In the event Customer is indebted to NIKE or to any NIKE affiliate. that debt may be offset against credits otherwise owing to Customer to reduce or eliminate the credit. d. SHIPPING; RISK OF LOSS: TITLE: NIKE will ship Product FCA. the NIKE Distribution Center or other shipping point. NIKE is not responsible for any loss resulting from any delay in shipping or failure to ship. 5. RETURNS: Product that was shipped in accordance with the specifications in the Order is not returnable. If Customer wishes to return Products based on a claim that they are defective or that they are not comparable to the items that were ordered. Customer may submit to NIKE a request for return: provided. however. that NIKE will not approve of return requests received by NIKE 30 days or more after delivery of those Products to Crstonner. NIKE will not issue any refunds or apply any NIKE at the designated retur credits except for items that were approved by NIKE for return. Customer will ship returns at its own expense and will retain title and risk of loss until receipt by n destination. Res(ocking fees may apply. Any items that are returned without NIKE's approval will be disposed of by NIKE unless Customer prepays shipping costs for their return to Customer. 6. CUSTOMER'S CON'ENANTS: A. The ing applies to Customers that are approved to sell Product at a physical store location (a "brick and mortar" store). SPORES Except as expressly permitted in subsection 6.B and /or 6.0 below, or when otherwise approved by NIKE in writing. Customer will not (a) sell Product under any store name or at any physical store location other than under the store name and at the particular physi store identified in this Credit Application or. in the case of multiple store locations. at the location to which the Product was shipped (assuming it was an approved location): (b) sell Product other than to retail consumers physically present at such store location who are purchasing for their personal use and not for resale: or (c) accept orders or sell Product through the Internet, e -nail or an other electronic channel. except that Customer may advertise Product through those channels to create or enhance consumer awareness of Product performance features and /or indicate the availability of Product at an authorized store location so long as Customer complies with Section 9 below. Customer will at all times provide clean. modern and adequate retail outlet(s) necessary for the proper merchandising and selling of Product. B. The follolving a t�ilies to Customers that are approved to sell Product on a website. INTERNET SAL�S If NIKE approves Customer for Internet sales. then Customer is authorized to sell Product to retail consumers via the Internet only from the website or websites identified in the Credit Application or otherwise approved by NIKE in writing (the "Authorized Website(s)") and to deliver that Product only to consumers with mailing addresses in the United States. its territories and possessions. (a) The Authorized Website(s) will not be co- branded with the name or other trademarks of any other person or entity. (b) The Authorized yl:ehsite(sLayilL,q.QI linl to or pprovide data feeds to, any transactional website. or permit any transactional website to link to the Authorized Website(s). For purposes of this Section 613(b). a "transactional we6site" means a shopping portal, online marketplace. or other site which either (i) is capable of accepting orders from consumers. or (ii) creates the Perception that orders are accepted on the site. even if the consumers are in fact redirected to other websites for order 0acemont -T-he term— transactional jvebsite' excludes websites which aggregate images and information about merchandise without conducting sales transactions. (c) The Authorized Website(s) will have features and functions that are standard in the industry. including the ability to: (i) confirm availability or unavailability of NIKE Product at the time the retail codumer places his or her order. �(ii) accept all major credit cards. (iii) ship within standard time frames with a choice of overnight. second day ail a`nil �rourf8'ttelfit�erv. and (ivyallow- retail consumers Wsearch' the Authorized Website(s) and to navigate to a NIKE "concept" shop in the form of a Web page featuring all Product that Customer sells on the Authorized Website(s) (except for discounted goods. which must be presented on a separate discount page). (d) Customer will at all rornmpt,-ef4tive and- caumQus cu tg�erzlujr „telephone for consumers purchasing Product from the Authorized Website(s) and for other visitors to that or those 6ebsite(s). Customer will not I) permit any fulfillment house or any other third party to fill consumer orders placed through the Authorized Website(s): or (ii) (iii) uV certain trademarked terms. as designated by NIKE. in metadata: or (iv) purchase certain trademarked terms. as designated by (v) use any NiKE trademark in any domain name or URL address. C. Thellowing aeglies to Customers that are approved /or a non- retail account. If Nit approves Customer for a non retail account. Custonner will distribute Product at no cost to the teams. players and sports participants. and other groups or individuals specified by NIKE or will sell at no profit (that is. sell at NIKE's invoice price). 7. GENERAL RESTRICTIONS: Customer will not directly or indirectly: (a) sell. consign or otherwise transfer Product (i) outside the United States (and. if a "brick and mortar” store. other than at the approved physical store location or locations); or (ii) to another retailer. or to an e- railer, distributor. or broker: or (iii) under circumstances where it knows or should know, based on the circumstances of the transaction. that the Product is intended for resale or will likely be resold: or (b) purchase or sell. offer to sell. or distribute (including at no cost). counterfeit NIKE goods: or (c) purchase authentic NIKE goods from any third arty; or (d) purchase any NIKE Product front. or sell or offer to sell Product on behalf of or for the account of. any other third party: or (e) ifNIKE sets a launch date for a particular NIKE Product. sell that product prior to the date and time stated by NIKE: or (f) collect or use any sensitive personal data about consumers other than in compliance with industry best practices for security standards. and applicable.law. 8. CUSTOMER'S GENERAL REPRESENTATIONS, WARRANTIES AND OBLIGATIONS: (a) Customer will at all times: (i) use security measures to protect credit card and other personally identifiable information from unauthorized access or use in a manner consistent with industry best practices and applicable law: (ii) render full. prompt. effective and courteous service before. during and after the retail sale of o Product: (iii) vigorously encourage the retail sale of Product: (iv) meet or exceed any minimum sales volume established by NIKE front time to time: (v) establish and maintain. independently and in coi unction with NIKE, advertising and marketing policies and methods that emphasize the quality and performance of the Product and (vi) comply with apphcabl law in connection with performance of its obligations under the Agreement. (b) Customer represents and warrants. and each time Customer submits an Order. Customer will be deemed to have represented and warranted. that (i) it wishes to purchase Product solely for business purposes and not for personal, family or household purposes; and (ii) the most recent financial information provided by Customer is true. accurate and complete as of the dates indicated in that information and that there has been no material adverse change in Customer's business. prospects or financial condition since those dates. Page 2 of 3 (c) Customer has received and reviewed Nike's policy re Gifts. Gratuities and Other Payments, available from Nike upon request. Customer shall not take any action that could reasonably be expected to violate the policy or induce a Nike employee t violate the policy. In particular, but without limiting the preceding sentence. Customer shall riot (a) give a cash Rift in any amount to a Nike employee. (b) give a non -cash gift worth more than 5200 to a Nike employee. or (c) give a gift of any kind to in\ relative. friend, associate or charitable organization favored by a Nike employee if there is any implied expectation of a return favor. 9. TRADEMARKS: Customer acknowledges NIKE's sole ownership of and exclusive right. title and interest in and to the name "NIKE," the name 'Jordan." the NIKE Swoosh logo design. the Jordan "hunpman" logo. and all other trademarks owned b NIKE or its affiliates "the NIKE Trademarks. Customer recognizes that the NIKE Trademarks possess substantial goodwill and agrees that it will not use or display NIKE Trademarks in a manner that would disparage or damage them, or represent that it has any ownership in. attempt to license, the NIKE Trademarks. All goodwill associated with Customer's use of the NIKE Trademarks Will be owned exclusively by NIKE. Customer will comply with NIKE's latest trademark usage guidelines. Nfiich NIKE may provide and circulate from time to tittle. as well as any other policies governing the use of (i) NIKE logos and other trademarks. an(r(ii) product and athlete images and other copyrighted materials. Upon request by NIKE. Customer will suhmit to NIKE, for its review, any public statements about NIKE or advertising materials hearing NIKE "Trademarks, Product i n:iges. athfete or Product descriptions. If NIKE does not approve such materials in writing. within five business days. the materials shall be deemed rejected and Customer shall cease any use of the rejected materials. Customer will not use any mark confusingly similar to the NIKE Trademarks or use the NIKE Trademarks in combination with other trademarks. Customer will notify NIKE in writing of an_v infringement or improper use of the NIKE Trademarks that comes to its attention. CIIStOluCr acknowledges and agrees that the NIKE Trademarks and theTllKE reputation for quality are extreme]\ valuable to NiKE. and that NIKE does not authorize Customer to sell anv damaged or defective NIKE Product. Accordingiv. Customer agrees that NIKE Product which may be damaged or defective. for any reason, shall be. at NIKE's sole clection.eithcr returned to NIKE_ or disposed of according to NIKE's instructions. NIKE and its agents shall have the right to witness such destruction. 10. LIMITED REMEDY, DISCLAIMER OF IMPLIED WARRANTIES: If any Product is defective. NIKE's sole and exclusive liability to Customer will be. at NiKE's election. if the defect is material. to either (a) replace that defective Product or (b) refund the amount Customer paid NIKE for that defective Product. AS BETWEEN CUSTONIER AND NIKE. NIKE EXPRESSLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES. EXPRESS AND IMPLIED. INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY. FITNESS FOR A PARTICULAR PURPOSE. TITLE AND NONiNFRINGEMENT. 11. LIMITATION ON DAMAGES AND ACTIONS: NIKE WiLL NOT BE LIABLE FOR ANY LOSS OF PROFIT. INTERRUPTION OF BUSINESS OR ANY SPECIAL. CONSEQUENTIAL. INCIDENTAL. INDIRECT. SPECIAL. EXEMPLARY OR PUNITIVE. DAMAGES SUFFERED OR SUSTAINED BY CUSTOMER OR ANY OTHER PERSON. ANY ACTION (OTHER THAN FOR FAILURE TO PAY FOR GOODS DELIVERED) MUST BE COMMENCED WITHIN ONE PEAR FROM THE EARLIER OF THE DATE OF DELIVERY OF THE NIKE PRODUCT OR THE DATE OF THE ORDER GIVING RISE TO THE CLAIM. IN NO EVENT WILL NIKE'S LIABLITY TO CUSTOMER EXCEED. FOR DEFECTIVE PRODUCT. THE AMOUNT CUSTOMER-PAID__. NiKE FOR THE PRODUCT GIVINGRiSE TO THE CLAIM. AND FOR ALL OTHER CLAIMS, THE AMOUNT CUSTOMER PAID NIKE WITHIN THE THREE -MONTH PERIOD PRECEDING THE DATE THE CLAIM AROSE. These limitations will apply regardless of whether the legal theory of liability for damages arises under contract, toil (including negligence and strict liability). or any other theory. 12. MODIFiCATION: NIKE may at any time. in NIKE's sole discretion. modify its Terms and Conditions of sale. Each Order will be governed by the Terms and Conditions in effect at the time Customer submits that Order. Accordingiv. Customer will review the then current version of the Terms and Conditions (available at the Nike.net %vebsite, in the catalogue. or by request from NIKE) before placing each Order. An Order that has been accepted by NIKE may be modified only by a written instrument which expresses an intent to amend, identifies the provision to be amended. and is signed by an authorized representative of NIKE. 13. CONFIDENTIALITY. A. Nun Disclosure. Customer acknowledges that it may have access to information owned or controlled by NiKE or NIKE's Affiliates. disclosure of which would cause substantial or in harm to N1`KE "Confidential Information. Confidential Information includes the NIKE's marketing plans. information regarding future releases of NIKE Product. and any other non public material disclosed to Customer or to which Customer gains access. Customer shall rotect NIKE's m Confidential Information by using the sae degree of care with respect to such information that it would exercise with its own confidential information or trade secrets, but in any event ru less than reasonable care. Customer shall make Confidential Information available only to those employees of Customer who need to know the information in connection with Customer's business. and shall not disclose Confidential Information to any third party. B. Publicity Restrict6ms. Customer will immediately notify NIKE in writing if it receives a request from any third party for an interview or statement about NIKE or NIKE Products. Customer will not answer questions or give statements about its relationship with NIKE or discuss NIKE Products under circumstances where Customer knows or has reason to believe that the purpose of the request is to create content for publication in film, television, radio. print or online media. including blogging. Customer will not hold itself out as a representative of NIKE in any interview or statement. whether or not it is recorded. and whether or not it is intended for such publication. C. Idea Submission. If Customer chooses to submit to NIKE or share with NIKE any business plans. product or marketing ideas. or other materials. Customer agrees that (i) NIKE is not subject to anv restrictions in using such materials: Customer hereby grants to NIKE an in license to use such materials. without compensation to Customer: aiid (u) NIKE is under no obligation to use such plans. ideas. or other materials, or to commercially exploit them in any territory. 14. SEVERABILiTI'\N1'AiVER \CONSTRUCTION: if a court of competent jurisdiction determines that anv provision of the Agreement is invalid or unenforceable for any reason, that determination will not affect any other provision unless enforcement of the remaining provisions would be grossly inequitable under the circumstances or would frustrate the primary purpose of the Agreement. A party's delay or failure to enforce or insist on strict compliance with any of the provisions of the Agreement will not constitute a wai �er or otherwise modify the Agreement. and a party's waiver of any right related to the Agreement on one occasion will not waive any other right, constitute a continuing waiver or waive ive that right o any other occasion. Customerhas had the opportunity to consult with its atiomev in connection with these Terms and Conditions and the rest of the Agreement and to have the Agreement reviewed by its attornev: therefore. no rule of construction or interpretation that disfavors NIKE or that favors Customer will apply to its interpretation. 15. ATTORNEi'S'`FEES \GOVERNING LANV\FORUM SELECTION: Customer will pay all costs. collection agency fees. expenses. reasonable attorney fees (whether incurred prior to. at trial or on appeal) incurred by NIKE in connection with.the collection of any past due sums. The Agreement. and all disputes arising out of the Agreement or out of the relationshi between N[KE and Customer. will be governed by the laws of the state of Oregoa. THE UNITED NATIONS CONVENTION ON CONTRACTS FORTH INTERNATIONAL SALE OF GOODS WILL NOT APPLY. Customer irrevocably consents to the jurisdiction of the state and federal courts located in the state of Oregon in connection with any action arising out of or in connection with the Agreement and waives anv objection that such venue is an inconvenient forum. Customer will not initiate an action against NIKE in any other jurisdiction. I AKE may bring an action in any forum. 16. FORCE NIAJEURE: If it becomes impossible for either Customer or NIKE to perform its obligations under the Agreement as a result of fire. flood. earthquake, or other natural disaster. that party's performance may be delayed for the duration of the force majeure event. except that nothing in this Section 16 will excuse Customer from its payment obligations. 17. RESTRICTION ON ASSIGNMENT: Customer will not assign any right conferred herein by NIKE without the prior written consent of an authorized NIKE representative. A change of control of Customer by stock sale or gift. merger, operation of law, by contract, or otherwise. will be deemed an assignment for ppurrpp oses of this Section. Any attempted assignment t or delegation by Customer will be void. NIKE may g rant. withhold or condition its consent assignment in NWE's sole discretion. If NIKE authorizes an assignment or delegation. that authorization will not release Customer from any of its obligations under the Agreement unless (a) the authorization expressly releases Customer; (b) the assignee or delegate agrees in writing to be bound by the Agreement: and (c) any agreement between Customer and the assignee or delegate states that NIKE has the right to enforce Customer's rights against the assignee or delegate. 18. SET -OFF: in the event Customer is indebted to NIKE or to any NIKE affiliate, that debt may be offset against credits otherwise owing to Customer to reduce or eliminate the credit. 19. RELATIONSHIP: The relationship of NIKE and Customer established by the Agreement is that of vendor- purchaser and nothing contained herein shall be construed to create a partnership, joint venture or any other relationship. 20. ENTIRE AGREEMENT: The Agreement contains the entire agreement and understanding between the parties with respect to its subject matter and supersedes prior and contemporaheous oral and written agreements, commitments and understandings concerning that subject matter. Page 3 of 3 Prescribed by State Board of Accounts City Form No. 201 (Rev. 1995) ACCOUNTS PAYABLE VOUCHER CITY OF CARMEL An invoice or bill to be properly itemized must show: kind of service, where performed, dates service rendered, by whom, rates per day, number of hours, rate per hour, number of units, price per unit, etc. Payee Purchase Order No. Terms Date Due Invoice Invoice Description Amount Date Number (or note attached invoice(s) or bill(s)) 03/29/12 940146520 Soft Goods I $336.17 1 hereby certify that the attached invoice(s), or bill(s), is (are) true and correct and I have audited same in accordance with IC 5- 11- 10 -1.6 20 Clerk- Treasurer VOUCHER NO. WARRANT NO. ALLOWED 20 Nike USA, Inc. IN SUM OF P.O. Box 847648 Dallas, TX 75284 -7648 $336.17 ON ACCOUNT OF APPROPRIATION FOR Brookshire Golf Club PO# Dept. INVOICE NO. ACCT #/TITLE AMOUNT Board Members 1207 I 940146520 I 43- 560.06 I $336.17 1 hereby certify that the attached invoice(s), or bill(s) is (are) true and correct and that the materials or services itemized thereon for which charge is made were ordered and received except Thursday, April 05, 2012 Director, Brooksr?i& Golf Club Title Cost distribution ledger classification if claim paid motor vehicle highway fund N I KE G O LF Customer Number: 272920 Invoice Number: 940193692 Nike Order Number: 855777646 Invoice Date: 03/31/2012 INVOICE Nike Delivery Number: 470527543 Terms: Net 30 Customer PO No: PUD FTWR Terms begin as of: 03/31/2012 Ordered by: Due Date: 04/30/2012 DUNS 05- 095 -7364 Ordered on: 03/27/2012 Currency: USD FEDERAL TAX ID 93- 124 -3023 MAIL TO Original Invoice Number: DELIVER GOODS TO 115701 MB 0.404 CITY OF CARMEL 12120 BROOKSHIRE PKWY CITY OF CARMEL 272920 BROOKSHIRE GOLF CLUB BROOKSHIRE GOLF CLUB 12120 BROOKSHIRE PKWY CARMEL IN 46033 -3314 CARMEL IN 46033 -3314 Material Customer Product Description Size UOM Quantity Quantity Wholesale Net Unit Total Product Code Ordered Shipped Unit Price Price 418541 -001 NIKE AIR RANGE VVP 10.5 PR 1 1 65.00 39.00 39.00 "'Subtotals 1 1 65.00 39.00 39.00 418541 -141 NIKE AIR RANGE WP 10.5 PR 1 1 65.00 39.00 39.00 "Subtotals 1 1 65.00 39.00 39.00 483838 -001 NIKE LUNAR PREVAIL 9.5 PR 1 1 75.00 45.00 45.00 "Subtotals 1 1 75.00 45.00 45.00 483841 -100 NIKE LUNAR ASCEND 10.5 PR 1 1 65.00 39.00 39.00 "Subtotals 1 1 65.00 39.00 39.00 Shipped From: Nike Golf: Memphis Date Shipped: 03/31/2012 Order Type: At -Once Order Direct Ship Factory PO Carrier: Federal Express Mode of Transport: Standard Incoterms: Free carrier Weight: 12.430; Bill of Lading Number: Pro number: Tracking Number: 217508270877431; Packing list Number: 14701137 Number of Cartons: 1 Special Label Instructions: pate knit. Ship -to ID: 272920 Store ID 272920 Account S 00;0 Account Account Account Wholesale Amount Sales Net of Discount Freight Total 270.00 162.00 9.55 171.55 All Nike USA. Inc. products are sold FCA (Free Carrier-Shipping Point) and payment terms are calculated from invoice date unless specifically noted otherwise by Nike. A service charge of 1 V2% per month will be charge& on all past due invoices. Anticipation discounts are not allowed. No returns without prior authorization from Nike. Shortage claims must be made within 30 days of receipt. All collection fees and costs must be paid by purchaser. Detailed terms and conditions on reverse side of page 1. Please remit to: NIKE USA, Inc. PO Box 847648 Dallas 75284 -7648 US Page 1 of 3 NIKE USA, Inc. TF,Ri11S AND CONDITIONS OF SALE NIKE_ USA. Inc. "NIKE offers certain goods hearing NIKE Trademarks (asdefined below) "Product") for sale to retailers that have been authorized by NIKE to make purchases of such Product "Customers.") By suhmitting an order to NIKE (each. an "Order Customer agrees that such Order will be governed by the terms and conditions of sale "the Terms and Conditions in effect at the time the Order is submitted. The Terms and Conditions that are cun as of.luly I. 2011 are set forth.bclow. 1. ORDERS: All Orders submitted by Customer are subject to acceptance by NIKE. The preparation of a purchase order by a sales representative of NIKE: the submission.by CUStOnterof a purchase order to NIKE. ol� the acknowledgement by NIKE of receipt of a purchase order (Order "confirmation shall not constitute NIKE's acceptance of thatOrder. NIKE may in its sole discretion accepi all or any part of an Order or substitute comparable Product for the items that were. ordered, in either case byshippping Product: NIKE may at any time refuse to ship Product for any reason.,even if NIKE has received payment for the appplicable Order and /or has confirmed tliatOrder on NIKE.net or otherwise. NIKE will in its sole discretion determine which of NIKE s pprodiicts.ar made available to Customer for Orders: and determine how to allocate Product among Customer and NIKE otliencustomers. Accordingly; NUKE reserves ilie right t6 discontinue product lilies and to make changes in goods offered at any time. Unless Customer complies with Section regarding returns. Customer will be deemed to have accepted those substitute goods�on the terms outlined in NIKE's invoice. NIKE may cancel an Order at any time because the Order contains an incorrect price. requests Product that Customer is not authorized to sell. or for any other reason. even if NIKE has acknowledged or confirmed that Order or has received payment for that Order. In the latter case. NIKE will. at its election. either refund the payment or credit Customer's account. Customer may not cancel an Order after its acceptance by NIKE. Any Order that conflicts with or that includes provisions (other than item and quantity) in addition to these Terms and Conditions will have no force or effect to the extent it is inconsistent or includes additional terms. NIKE will be entitled to accept any Order and to rely on any other written or telephonic request or notice given by a person that appears to be an employee or agent of Cus(omer. Each Order will be subject to and governed in all respects by (a) these Terms and Conditions. and ('b) if applicable. Customers credit application and account agreement. Each Order. together with Terms and Conditions and. if applicahle Customer's credit application and account agreement. may be referred to collectively as the "Agreement 2. PRICES: NIKE may connect typographical or other errors in pricing. may reduce or cancel any discounts previoushV offered to Customer. and may change its prices at any time. Each Order will be invoiced at the prices prevailing at the time that Order is fully recorded into NIKE's central ordering system. Nothing contained herein shall obligate Customer to resell the Product at any particular price or on any specific terms and conditions notwithstanding suggested retail prices published by NiKE. if any` 3. TERMS OF SALE: Customer will pay for all Product by the date specified on NIKE's invoice. or if none is specified. within 30 days after the date of that invoice. Any sum not paid when clue is subject to a service charge of 1c per month or the maximum rate permitted by lasv. whichever is lower. The amount reflected in each NIKE invoice will be deemed to be an account stated unless Customer disputes the amount of that invoice in writing within 30 days after the date that invoice is due. Customer will pay the undisputed portion of each invoice. NIKE has the right to apply ppaym m ents it receives fro Customer to any of Customer's invoices and to disregard Customer s Instructions to apply payment to any specific invoice. In the event Customer is indebted to NiKE or to any NIKE affiliate, that debt may be offset against credits otherwise owing to Customer to reduce or eliminate the credit. 4. SHIPPING; RiSK OF LOSS; TITLE: NIKE will ship Product FCA. the NIKE Distribution Center or other shipping point. NIKE is not responsible for anv loss resulting from any delay in shipping or failure to ship. 5. RETURNS: Product that was shipped in accordance with the specifications in the Order is not returnable. If Customer wishes to return Products based on a claim that they are defective or that they are not comparable to the items that were ordered. Customer may submit to NIKE a request for return; provided. however. that NIKE will not approve of return requests received by NIKE 30 days or more after delivery of those Products to Customer. NIKE will not issue any refunds or apply any credits except for items that were approved bq NIKE for return. Customer will ship returns at its own expense and will retain title and risk of loss until receipt by NIKE at the designated return destination. Restocking fees may apply. Any items that are returned without NIKE's approval will be disposed of by NIKE unless Customer prepays shipping costs for their return to Customer. 6. CUSTOMER'S COVENANTS: A. Die fi4loudng applies to Crsusners that are approved ro sell Product at a plrvsical store location (a "brick and mortar" store). STORES Except as expressly permitted in subsection 6.B and /or 6.0 below. or when otherwise approved by NIKE in writing. Customer will not (a) sell Product under any store name or at anv physical store location other than under the store name and at the particular physical store identified in this Credit Application or. in the case of multiple store locations. it the location to which the Product was shipped (assuming it was an approved location): (b) sell Product other than to retail consumers physically present at such store location who are purchasing for their personal use and not for resale: or (c) accept orders or sell Product through the Internet. e -mail or ari other electronic channel. except that Customer m re may advertise Product through those channels to create or.enhance consumer awareness of Product performance features and /or indicate the availability of Product at an authorized store location so long as Customer complies with Section 9 below. Customer will at all times provide clean, modern and adequate retail outlet(s) necessary for the proper merchandising and selling of Product. B. The )irllrnrinq ti �jrlies to Customers that are approved to sell Product on a website. INTERNET SAL S if NiKE approves Customer for Internet sales. then Customer is authorized to sell Product to retail consumers via the Internet only from the website or websites identified in the Credit Application or otherwise approved by NIKE in writing (the "Authorized Website(s)") and to defiver that Product only to consumers with mailing addresses in the United States, its territories and possessions. (a) The Authorized Website(s) will not be co- branded with the name or other trademarks of any other person or entity. (b) The Authorized Website(s) will,not link to, or provide data feeds to. any transactional website. or permit any transactional website to link to the Authorized Website(s). For purposes oFdhlS Section 613(b). a "transactional we kite" means a shopping portal. online marketplace. or other site which either (i) is capable o�3 acceplin'z'0Tdms Qr,(ii)_creares the Perceptio�t 1 r erg are accepted on the sine. even if the consumer uo s are in fact redirected to other websues for order placement. The term 'transacnal %ebsite' 'excludes we 'sit s which aggregate images and information about merchandise without conducting sales transactions. (c) The Authorized Website(s) will have.features and funttitRId 't?r ndard in the industry. including the ability to: (i) confirm availability or unavailability of NIKE Product at the time the retail consumer places his orTier order. (ii) accept all major credit cards. (iii) ship within standard time frames with a choice of overnight, second day air and ground delivery. and (iv) allow retail consumers to search the Authorized Website(s) and to navigate to a NIKE "concept" shop in the formofa Web page featuring all Product that Cuslpmerrllasiop Authorized Website(s) (except for discounted goods. which must be presented on a separate discount page). ((1) Customer will at all times ovide prompt. effective and courteous customer service by telephone for consumers purchasing Product from the Authorized Website")-and_for.othe i s_isitors toghat or those Website(s). i �I�,I�o�(i) permit any fulfillment house or any other third pain to fill consumer orders placed through the Authorized *%%'ebsite(s): or•fiii)- (iii).use_cei#� rii�n�crAlt�rms. as designated by NIKE. in metadata: or (iv) purchase certain trademarked terms. as designated by NIKE. as ly ernet search terms: or (v) use any NIKE trademark in ariy domain name or URL address. C. The (olloii iitg`up'iliPS^tn Eusrorrlerr lltuLare_auluf red r rlt ®int. If NIKE approves ustomer for a non retail account. Customer will istriibit e Product at no cost to the teams, players and sports participants. and other groups or individuals specified by NIKE or will sell at no profit (that is. sell at NIKE's invoice price). 7. GENERAL RESTRICTIONS: Customer will not directly or indirectly: (a) sell. consign or otherwise transfer Product (i) outside the United States land. if a "brick and mortar" store. other than at the aproved physical store location or locations): or (ii) to another retailer. or to an e- tailer. distributor. or broker: or (iii) under circumstances where it knows or show d know, based on the circumstances of the transaction, that the Product is intended for resale or will likely be resold: or (b) purchase or sell. offer to sell. or distribute (including at no cost). counterfeit NIKE goods: or (c) purchase authentic NIKE goods from any third artv: or (d) purchase any NIKE Product from, or sell or offer to sell Product on behalf of or for the account of. any other third party: or (e) it'NIKE sets a launch date for a particular NIKE Product, sell that product prior to the date and time stated by NIKE: or (f) collect or use any sensitive personal data about consumers other than in compliance with industry best practices for security standards. and applicable law. 8. CUSTOMER'S GENERAL REPRESENTATIONS, WARRANTIES AND OBLIGATIONS: (a) Customer will at all times: (i) use security measures to protect credit card and other personally identifiable information from unauthorized access or use in a manner consistent with industry best practices and applicable law: (ii) render full, prompt. effective and courteous service before. during and after the retail sale of Product: (iii) vigorously encourage the retail sale of Product; (iv) meet or exceed any minimum sales volume established by NIKE front time to time: (v) establish and maintain, independently and in conl'unetion with NIKE, advertising and marketing policies and methods that emphasize the quality and performance of the Product: and (vi) comply with applicable law in connection with performance of its obligations under the Agreement. (b) Customer represents and warrants. and each time Customer submits an Order. Customer will be deemed to have represented and warranted. that (i) it wishes to V Product solely for business purposes and not for personal. family or household purposes: and (ii) the most recent financial information provided by Customer is true. accurate and complete as of the dates indicated in that information and that there has been no material adverse change in Customer's business. prospects or financial condition since those dates. Page 2 of 3 N 1 KE G O LF Customer Number: 272920 Invoice Number: 940207230 Nike Order Number: 851265264 Invoice Date: 04/02/2012 INVOICE Nike Delivery Number: 470072510 Terms: Net 120 Customer PO No: CLUB Terms begin as of: 04/02/2012 Ordered by: Due Date: 07/31/2012 DUNS 05- 095 -7364 Ordered on: 10/15/2011 Currency: USD FEDERAL TAX ID 93- 124 -3023 Original Invoice Number: MAIL TO DELIVER GOODS TO 762 01 MB 0.404 CITY OF CARMEL LI��IJIttIl.ttt ll... II... II���IL���II�I�tItJ�lllt��tttlll 12120 BROOKSHIRE PKWY CITY OF CARMEL 272920 BROOKSHIRE GOLF CLUB BROOKSHIRE GOLF CLUB 12120 BROOKSHIRE PKWY CARMEL IN 46033 -3314 CARMEL IN 46033 -3314 Material Customer I Product Description Size UOM Quantity Quantity Wholesale Net Unit Total Product-Code) Ordered Shipped Unit Price Price GPO138 -001 METHOD DRONE 43 MR 43 EA 1 1 129.00 129.00 129.00 "Subtotals 1 1 129.00 129.00 129.00 GW0374 -001 VRP FGD MRS WG DS S EA 1 1 82.50 82.50 82.50 "Subtotals 1 1 82.50 82.50 82.50 GW0376 -001 VRP FGD MRS WG DS S EA 1 1 82.50 82.50 82.50 "Subtotals 1 1 82.50 82.50 82.50 Shipped From: Nike Golf: Memphis Date Shipped: 04/02/2012 Order Type: Futures Order Direct Ship Factory PO Carrier: Federal Express Mode of Transport: Standard Incoterms: Free carrier Weight: 5.110; Bill of Lading Number: Pro number: Tracking Number: 217508270902959; Packing list Number: 14667970 Number of Cartons: 1 Special Label Instructions: Ship -to ID: 272920 2 Store ID 272920 Date Init. l J Account y(oOO7 Account Account Account Wholesale Amount Sales Net of Discount Freight Total 294.00 294.00 8.50 302.50 All Nike USA. Inc. products are sold FCA (Free Carrier Shipping Point) and payment terms are calculated from invoice date unless specifically noted otherwise by Nike. A service charge of 1 1 /2 p er. month will be charge&on all past due invoices. Anticipation discounts are not allowed. No returns without prior authorization from Nike. Shortage claims must be made wit9in 30 days of receipt. All collection fees and costs must be paid by purchaser. Detailed terms and conditions on reverse side of page I. Please remit to: NIKE USA, Inc. PO Box 847648 Dallas 75284 -7648 US Page 1 of 3 NIKE USA, Inc. TERMS AND CONDITIONS OF SALE NIKE USA. Inc. "NIKE offers certain goods bearing NIKE Trademarks (asdefined below) "Product for sale to retailers that have been authorized by NIKE to make purchases of such Product Customers. By submitting an order to NIKE (each. an "Order Customer agrees that such Order will be governed by the terms and conditions of sale "the Terms and Conditions in effect at the time the Order is submitted. The Terms and Conditions that are current as of .Iuly 1. 2011 are set forth below. 1. ORDERS: All Orders submitted by Customer are subject to acceptance by NIKE. The preparation of a purchase order by a sales representative of NIKE. the submission by Customer of a purchase order to NIKE. or the acknowledgement by NIKE of receipt of a purchase order (Order "confirmation shall not constitute NIKE's acceptance of that Order. NIKE nray in its sole discretion accepi all or any pail of an Order or substitute comparable'Produci for the items that were ordered. in either case by shipping Product. NIKE may at any time refuse to ship Produet:for any. reason. even if NIKE has received' paymeni for the applicable Order and /or has confirmed that Order on NIKE.net oi otherwise.. NIKE will in its sole discretion determine which of NIKE's products are made available to Customer for Orders. t mong Customer and NIKE's other and determine how to allocate Product a' customers. Accordingly. NIKE reserves the right to discontinue product lines and to make changes in Unless goods offered at anv time. less Customer complies with Section 5 regar g din returns. Customer will be deemed to have accepted those substitute goo(ls�_on the terms outlined in NIKE's invoice. NIKE may cancel an Order at anv time because the Order contains an incorrect price. requests Product that Customer is not authorized to sell. or for anv other reason. even if NIKE has acknowledged or confirmed that Order or has received payment I or that Order. In the latter case. NIKE will. at its election. eitherrefund the payment or credit Customer's account. Customer may not cancel an Order after its acceptance by NIKE. Any Order that conflicts with or that includes provisions (other than item and quantity) in addition to these Terms and Conditions will have no force or effect to the extent it is inconsistent or includes additional terns. NIKE will be entitled to accept any Order and to rely on any other written or telephonic request or notice given by a person that appears to be an employee or agent of Custonrer. Each Order will be subject to and governed in all respects by (a) these Terms and Conditions. and (b) if application and Customer's credit applicatio and account agreement. Each Order. together with these Terms and Conditions and. il'applicable Customer's credit application and account agreement. may be referred to collectively as the "Agreement 2. PRICES: NIKE may correct typographical or other errors in pricing. may reduce or cancel any discounts previously offered to Customer. and may change its prices at anv time. Each Order will be invoiced at the prices prevailing at the time that Order is fully recorded into NIKE's central ordering system. Nothing contained If shall obligate Customer to resell the Product at any par7icular price or on anv specific terms and conditions notwithstanding suggested retail prices published by NIKE. if anv 3. TERMS OF SALE: Customer will pay for all Product by the date specified on NIKE's invoice. or if none is specified. within 30 days after the date of that invoice. Any sum not paid when clue is subject to a service charge of 1.5% per month or the maximum rate permitted by law. whichever is lower. The amount reflected in each.NIKE invoice will be deemed to be an account stated unless Customer disputes the amount of that invoice in writing within 30 days after the date m that invoice is due. Customer will pay the undisputed portion of each invoice. NIKE has the right to apply p ayments it receives tio Customer to anv of Customer's invoices and to disregard Customer s instructions to apply payment to any specific invoice. In the event Customer is indebted to NIKE or to any NIKE affiliate. that debt may be offset against credits otherwise owing to Customer to reduce or eliminate the credit. 4. SHIPPING; RISK OF LOSS; TITLE: NIKE will ship Product FCA. the NIKE Distribution Center or other shipping point. NIKE is not responsible for anv loss resulting from any delay in shipping or failure to ship. 5. RETURNS: Product that was shipped in accordance with the specifications in the Order is not returnable. If Customer wishes to return Products based on a claim that thev are defective or that they are not comparable to the items that were ordered. Customer may submit to NIKE a reMest for return: provided. however. that NIKE will not approve of return requests received by NIKE 30 days or more after delivery of those Products to Customer. NIKE will not issue anv refunds or apply any credits except for items that were approved by NIKE for return. Customer will ship returns at its own expense and will retain title and risk of loss until receipt by NIKE at the designated return destination. Restocking fees may apply. Arne items that are returned without NIKE's approval will be disposed of by NIKE unless Customer prepays shipping costs for their return to Customer. 6. CUSTOMER'S COVENANTS: A. The fnllou ing applies to Customers that are approved to sell Product at a phvsical store location (a "brick and mortar" store). STORES Except as expressly ermitted in subsection 6.B and /or 6.0 below. or when otherwise approved by NIKE in writing. Customer will not (a) sell Product under anv store name or at am store location other than under the store name and at the particular physical store identified in this Credit Application or. in the case of multiple store locations, at the location to which the Product was shipped (assuming it was an approved location): (b) sell Product other than to retail consumers physically present at such store location who are purchasing for their personal use and not for resale: or (c) accept orders or sell Product through the Internet, e -mail or any ot electronic channel. except that Customer nnay advertise Product through those channels to create or enhance consumer awareness of Product performance features and /or indicate the availability of Product at an authorized store location so long as Customer complies with Section 9 below. Customer will at all times provide clean. modern and adequate retail outlet(s) necessary for the proper merchandising and selling of Product. B. The following aglies to Customers that are approved m sell Product on a website. INTERNET SALES If NIKE approves Customer for Internet sales. then Customer is authorized to sell Product to retail consumers via the Internet only from the website or websites identified in the Credit Application or otherwise approved by NIKE in writing (the "Authorized Website(s) and to deliver that Product only to consumers with mailing addresses in the United States. its territories and possessions. (a) The Authorized Website(s) will not be co- branded with the name or other trademarks of any other person or entity. (b) The Authorized Website(s) will not link to. or provide data feeds to. any transactional website. or permit any transactional website to link to the Authorized Website(s). For purposes oft ll-Spetion 613(b). a "transactional.y{e� site" means a shopping portal. online marketplace. or other site which either (i) is capable of-accepEina- ordnrs- kom rs. or (n).creates the_Pereeption tliatvl&l s are accepted on the site. even if the consumers are in fact redirected to other websites for order placement The term "transactional website' excludes websites which aggregate images and information about merchandise without conducting sales transactions. ta' ki (c) The zed- Website(s) -will have feat ures.and_functlons th�t are'stan urd in the industry. including the ability to: (i) confirm availability or unavailability of NIKE Product at the time the retail consunner places his or her order. (ii) accept all major cretrit cards. (iii) ship within standard time frames with a choice of overnight. second day air andbEround deliyerv. and (ivyal M retail con wners to search the Authorized Website(s) and to navigate to a NIKE "concept" shop in theform_of.a W..e.b_page.featur5hg all Product that Custortiiiier Sellslbn,the^,�thorized Website(s) (except for discounted goods. which must be presented on a separate discount page). ((1) Customer will at all times provide prompt, effective and courteous customer service by telephone for consumers purchasing Product from the Authorized Website(s) and for other visitors to thayor those Website(s). Cus[nniey�wilt)not jippermit any fulfillnnent house or any other third party to fill consumer orders placed tlirousti the Au "tfioriYed'Website(s): or(ii) (iii)•use•ceriain trademarked terms. as designated by NIKE. in metadata: or (iv) purchase certain trademarked terms. as designated by NIKE. as Internet search terms: or (v) use any NIKE trademark in anv domain name or URL address. t r r (!^tl C. The ol(orr�irtg•ap dies- to- C- ustonrers thnt.ace approved a m�a'rt =e art a�cco If NIKE approves Customer for a non retail account. Customer will distribute Product at no cost to the teanns. players and sports participants. and other groups or individuals specified by NIKE or will sell at no profit (that is, sell at NIKE's invoice price). 7. GENERAL RESTRICTIONS: Customer will not directly or indirectly: (a) sell.-consign-or otherwise transfer Product(i outside the United States (and. if a "brick and mortar" store. other than at the approved physical store location or locations); or (ii) to another retailer. or to an e- railer. distributor... or broker: or (iii) under circumstances where it knows or shell d know. based on the circumstances of the transaction. that the Product is intended for resale or will likely be resold: or (b) purchase or sell. offer to sell. or distribute (including at no cost). counterfeit NIKE goods: or (c) purchase authentic NIKE goods from any third arty: or (d) purchase any NIKE Product from. or sell or offer to sell Product on behalf of or for the account of. any other third party: or (e) it�NIKE sets a launch date for a particular NIKE Product. sell that product prior to the date and time stated by NIKE: or (f) collect or use any sensitive personal data about consumers other than in compliance with industry best practices for security standards. and applicable law. 8. CUSTOMER'S GENERAL REPRESENTATIONS, WARRANTIES AND OBLIGATIONS: (a) Customer will at all times: (i) use security measures to pprotect credit card and other personally identifiable information from unauthorized access or use in a manner consistent with industry best practices and applicable law; (ii) render full. prompt. effective and courteous service before. during and after the retail safe of Product: (iii) vigorously encourage the retail sale of Product. (iv) meet or exceed anv minimum sales volume established by NIKE I'l In time to time: (v) establish and maintain. independently and m con unction with NIKE. advertising and marketing policies and methods that emphasize the quality and performance of the Product: and (vi) comply with applicable law in connection with performance of its obligations under the Agreement. (b) Customer represents and warrants. and each time Customer submits an Order. Customer will be deemed to have represented and warranted. that (i) it wishes to purchase Product solely for business purposes and not for personal. family or household purposes: and (ii) the most recent financial information provided by Customer is true. accurate and complete as of the dates indicated in that information and that there has been no material adverse change in Customer's business. prospects or financial condition since those dates. Page 2 of 3 N I KE G O LF Customer Number: 272920 Invoice Number: 940183286 Nike Order Number: 851265280 Invoice Date: 03/31/2012 INVOICE Nike Delivery Number: 470314087 Terms: Net 120 Customer PO No: SHOE AND SOCK Terms begin as of: 03/31/2012 Ordered by: Due Date: 07/29/2012 DUNS 05- 095 -7364 Ordered on: 10/15/2011 Currency: USD FEDERAL TAX ID 93 -124 -3023 Original Invoice Number: MAIL TO DELIVER GOODS TO 115701 MB 0.404 CITY OF CARMEL 12120 BROOKSHIRE PKWY CITY OF CARMEL 272920 BROOKSHIRE GOLF CLUB BROOKSHIRE GOLF CLUB 12120 BROOKSHIRE PKWY CARMEL IN 46033 -3314 CARMEL IN 46033 -3314 Material Customer Product Description Size UOM Quantity Quantity Wholesale Net Unit Total Product Code Ordered Shipped Unit Price Price SGO181 -100 WMN DRIFIT TIP NO- MISC EA 6 6 3.00 3.00 18.00 "Subtotals 6 6 18.00 18.00 18.00 SGO181 -101 WMN DRIFIT TIP NO- MISC EA 6 6 3.00 3.00 18.00 "Subtotals 6 6 18.00 18.00 18.00 SGO181 -104 WMN DRIFIT TIP NO- MISC EA 6 6 3.00 3.00 18.00 "Subtotals 6 6 18.00 18.00 18.00 SGO181 -166 WMN DRIFIT TIP NO- MISC EA 6 6 3.00 3.00 18.00 "Subtotals 6 6 18.00 18.00 18.00 SG0216 -016 PERFORMANCE NO -SHO MISC EA 6 6 4.00 4.00 24.00 "Subtotals 6 6 24.00 24.00 24.00 SG0216 -106 PERFORMANCE NO -SHO MISC EA 12 12 4.00 4.00 48.00 "Subtotals 12 12 48.00 48.00 48.00 SG0303 -001 DRIFIT PERFORM TAB MISC EA 6 6 3.00 3.00 18.00 "Subtotals 6 6 18.00 18.00 18.00 SG0303 -101 DRIFIT PERFORM TAB MISC EA 12 12 3.00 3.00 36.00 "Subtotals 12 12 36.00 36.00 36.00 Date y Init. Account vo(o Account Account Account All Nike USA. Inc. products are sold FCA (Free Carrier Shipping Point) and payment terms are calculated from invoice date unless specifically noted otherwise by Nike. A service char -e of 1 %2% er month will be charge& on all past due invoices. Antic.pa discounts are not allowed. No returns without prior authorization from Nike. Shortage claims must be made witEin 30 days of receipt. All collection tees and costs must be paid by purchaser. Detailed terms and conditions on reverse side of page 1. Please remit to: NIKE USA, Inc. PO Box 847648 Dallas 75284 -7648 US Page 1 of 4 NIKE USA, Inc. TERMS AND CONDITIONS OF SALE NIKE USA. Inc. "NIKE offers certain goods bearing NIKE Trademarks (asdefined below) "Product for sale to retailers that have been authorized by NIKE to make purchases of such Product "Customers. By submitting an order to NIKE (each, an "Order Customer agrees that such Order will be governed by the terms and conditions of sale "the Terms and Conditions in effect at the time the Order-is submitted. The Terms and Conditions that are current as of July 1. 2011 are set forth below. 1. ORDERS: All Orders submitted by Customer are subject to acceptance by NIKE. The preparation of a purchase order bv.a sales representative of NiKE. the submission by Customer of a purchase order to NIKE: of theacknowled��emcnt:hy NI of receipt of a purchase order (Order "confirmation shall not constitute NIKE's acceptarice that Order.'NIKE nlav in its sole discretion•accepi all or any part of an Order or substitute comparable Product for the items that were ordered. in either case by shipping Product: NIKE may at any time refuse to ship Product for:any reason, even if NIKE has received payment for the applicable Or and /or has confirmed that Order on NIKE.net of otherwise: NIKE will ill us'sole discretion determine which of NIKE's pproducts -are made available to Customer for Orders. and determine how to allocate Product among Customer and NIKE's other customers. Accordingly. NIKE reserves the right to discontinue product lines and to make changes in goods offered at any time. Unless Customer complies with Section 5 regarding returns- Customer will be deemed to have accepted those substitute goods�_on the terms outlined in NIKE's invoice. NIKE may cancel an Order at arty time because the Order contains an incorrect price. requests Product that Customer is not authorized to sell, or for any other reason. even if NIKE has acknowledged or confirmed that Order or has received payment for that Order. In the latter case. NIKE will. at its election. either refund the payment or credit Customer's account. Customer may not cancel an Order after its acceptance by NIKE. Any Order that conflicts with or that includes provisions (other than item and quantity) in addition to these'Terms and Conditions will have no force or effect to the extent it is inconsistent or includes additional terms. NIKE will be entitled to accept any Order and to rely on any other written or telephonic request or notice given by a person that appears to be an employee or agent of Customer. Each Order will be subject to and governed in all respects by (a) these Terms and Conditions. and (b) if applicable. Customers credit application and account agreement. Each Order. together with these Terms and Conditions and. if'applicable Customers credit application and account agreement. may be referred to collectively as the "Agreement 2. PRICES: NIKE may correct typographical or other errors in pricing. may reduce or cancel any discounts previously offered to Customer. and may change its prices at any time. Each Order will be invoiced at the prices prevailing at the time that Order is fully recorded into NIKE's central ordering system. Nothg in contained herein shall obligate Customer to resell the Product at any particular price or on any specific terms and conditions notwithstan(ling suggested retail prices Published by NIKE. if any- 3. TERNIS OF SALE-. Customer will pay for all Product by the date specified on NIKE's invoice, or if none is specified, within 30 clays after rile (late ot invoice. Any sum not aid when due is sub)ect to a service charge of 1.5% per month or the maximum rate permitted by law. whichever is lower. The amount reflected in each NIKE invoice will be deemed to be an account stated unless Customer disputes the amount of that invoice in writing within 30 days after the date that invoice is due. Customer will pay the undisputed portion of each invoice. NIKE has the right to apply paymen m ts it receives fro Customer to any of Customer's invoices and to disregard Customer s instructions to apply payment to any specific invoice. 16 the event Customer is indebted to NIKE or to any NIKE affiliate, that debt may be offset against credits otherwise owing to Customer to reduce or eliminate the credit. 4. SHIPPING; RISK OF LOSS; TITLE: NIKE will ship Product FCA. the NIKE Distribution Center or other shipping point. NIKE is not responsible for any loss resulting from any delay in shipping or failure to ship. 5. RETURNS: Product that was shipped in accordance with the specifications in the Order is not returnable. If Customer wishes to return Products based on a claim that the\ are defective or that they are not comparable to the items that were ordered. Customer may submit to NIKE a request for return: provided. however. that NIKE will not approve of return requests received by NIKE 30 days or more after delivery of those Products to Customer. NIKE will not issue any refunds or apply any credits except for items that were approved by NIKE for return. Customer will ship returns at its own expense and will retain title and risk of loss until receipt by NIKE at the designated return destination. Restocking lees may apply. Any items that are returned without NIKE's approval will be disposed of by NIKE unless Customer prepays shipping costs for their return to Customer. 6. CUSTOMER'S COVENANTS: A. The fi)llimdng applies to Customers that are approved to .cell Product pl a pinsical store,location (o "brick and mortar" store). STORES Except as expressly permitted in subsection 6.6 and /or 6.0 below• or when otherwise approved by NIKE in writing. Customer will not (a) sell Product' under any store name or at any physical store location other than under the store name and at the particular physical store identified in this Credit'Apphcation or. in the case of multiple store locations. at the location to which the Product was shipped (assuming it was an approved location): (b) sell Product other than to retail consumers physically present at such store location who are purchasing for their personal use and not for resale: or (c) accept orders or sell Product through the Internet. e -marl or atiy other electronic channel. except that Customer may advertise Product through those channels to create or enhance consumer awareness of Product performance features and /or indicate the availability of Product at an authorized store location so long as Customer complies with Section 9 below. Customer will at all times provide clean. modern and adequate retail outlet(s) necessary for the proper merchandising and selling of Product. B. Die `ollowiiiq a> >lies to Customers that are approved to .cell Product on a irebsite. INTERNET SAL S If NiKE approves Customer for Internet sales. then Customer is authorized to sell Product to retail consumers via the Internet only from the website or websites identified in the Credit Application or otherwise approved by NIKE in.writing (the "Authorized Website(s)") and to deliver that Product only to consumers with mailing addresses in the United States. its territories and possessions. (a) The Authorized Website(s) will not be co- branded with the name or other trademarks of any other person or entity. (b) The Authorized Website(s) will not link to. or provide data feeds to, any transactional website..or permit any transactional website to link to the Authorized Website(s). For purposes of this Section 613(b). a "transactional website" means a shopping ponal. online marketplace. or other site which either (i) is capable of acre tiny orders from consumers. or (ii) creates the perception that orders are accepted on the site. even if the consumers are in fact redirected to other websues for or�er placement. The term "transactional website' excludes websites which aggregate images and information about merchandise without conducting sales transactions. (c) The Authorized Website(s) will have features and functions that are standard in the industry. including the ability to: (i) confirm availability or unavailability of NIKE Product at the time the retail consumer places his or her order. (ii) accept all major cre(rit cards. (iii) ship within standard time frames with a choice of overnight. second day air and ground delivery. and (iv) allow retail consumers to search the Authorized Website(s) and to navigate to a NIKE "concept" shop in the formof a Web page.featurin� all Product that Custotietliells on the Authorized Website(s) except for discounted goods, which must be presented on a separate discount page). 9 �r,� (d) Customer will at all times provide prompt, elfective.,and courteous customer service bytelep'fio e for consumers purchasing Product from the Authorized Website(s) and for other visitors.to that _or_ Website(s) Customer will not (i) pert% au ulfillmen house or any other third party to fill consumer orders placed through the Authorized Website(s) or (iiT(iii)'use cenam trademarked terms. as•desi�naiedh� ,NJKE, in metadata: or (iv) purchase certain trademarked terms, as designated by NIKE. as Internet search terms: or (v) use any NIKE trademark in any domain name or URL address. C. The (ollorving al/)lies to Cusioiiiers'tlrat are approved Pura non- retail account. ('aI It A If NIKE approves Customer for a non retail account. Customer will distriUdte.P.roduct at no cost to tK tarns, players and sports participants. and other groups or individuals specified by NIKE or will sell at no profit (that is, sell at NIKE's invoice price). 7. GENERAL RESTRICTIONS: Customer will not ilii�ectly or indirect ly-( a)•sell..cohs��nl(7rothe t"se transfer Product (i) outside the United States (and. if a "brick and mortar" store. other than at the approved physic4�JJ location or locations): or (ii) to another retailer, or to an e- taller. distributor, or broker: or (iii) under circumstances where it kna\34Urshoul know. basegj+ n the circumstances of tl t� nsaction, t[Wt the Product is intended for resale or will likely be resold: or (b) purchase or sell. offer to sell, oi is[nTiute"(hicirtdirwSSt no-cost.)- .counterfeit N OC urchase authentic NIKE goods from any third party: or (d) purchase any NIKE Product froth. or sell or offer to sell Product on behalf of or7or the account ot, any other third party: or (e) if sets a launch date for a particular NIKE Product. sell that product prior to the date and time stated by NIKE: or (f) collect or use any sensitive personal data about consumers other than in compliance with industry best practices for security standards. and applicable law. 8. CUSTOMER'S GENERAL REPRESENTATIONS, WARRANTIES AND:OBLIGATIONS: (a) Customer will at all times: ('i) use securinv measures to protect credit card and other personally identifiable information from unauthorized access or use in a manner consistent with industry best practices and a plicable law: (ii) render full, prompt, effective and courteous service before. during and after the retail sale of Product: (iii) vigorously encourage the retail sale of �roduct. (iv) meet or exceed any minimum sales volume established by NiKE from time to time: (v) establish and maintain. independently and in con unction with NIKE, advertising and marketing policies and methods that emphasize the quality and performance of the Product: and (vi) comply with applicable law in connection with performance of its oUgations under the Agreement. (b) Customer represents and warrants, and each time Customer submits an Order. Customer will be deemed to have represented and warranted. that (i) it wishes to purchase Product solely for business purposes and not for personal. family or household purposes: and (ii) the most recent financial information provided by st Cuomer is true, accurate and complete as of the dates indicated in that information and that there has been no material adverse change in Customer's business. prospects or financial condition since those dates. Page 2 of 4 N I KE G O LF L� Customer. Number: 272920 Invoice Number: 940183286 �1 Nike Order Number: 851265280 Invoice Date: 03/31 /2012 I NV O ICE Nike Delivery Number: 470314087 Terms: Net 120 Customer PO No: SHOE AND SOCK Terms begin as of: 03/31/2012 Ordered by: Due Date: 07/29/2012 DUNS 05- 095 -7364 Ordered on: 10/15/2011 Currency: USD FEDERAL TAX ID 93- 124 -3023 Original Invoice Number: Shipped From: Nike Golf: Memphis Date Shipped: 03/31/2012 Order Type: Futures Order Direct Ship Factory PO Carrier: Federal Express Mode of Transport: Standard Incoterms: Free carrier Weight: 18.210; Bill of Lading Number: Pro number: Tracking Number: 217508270893103; Packing list Number: 14690186 Number of Cartons: 1 Special Label Instructions: Ship -to ID: 272920 Store ID 272920 T t =a Total Sales Net of Discount Freight 205.97 mount 10.97 Wholesale A 198.00 P 4 of 4 198.00 (c) Customer has receive(] and reviewed Nikes policy regarding Gifts. Gratuities and Other Payments. available from Nike upon request. Customer shall not take anv action that could reasonably be expected to violate the policy or induce a Nike employee to violate the policy. In particular. but without limiting the preceding sentence. Customer shall riot (a) give a cash gift in any amount to a Nike employee. (b) give a non -cash gilt worth more than S200 to a Nike employee. or (c) give a gift of any kind to any relative. friend. associate or charitable organization favored by a Nike employee if there is any implied expectation of a return favor. 9. TRADEMARKS: Customer acknowledges NIKE's sole ownership of and exclusive right. title and interest in and to the name "NIKE." the name "Jordan," the NIKE Swoosh logo design. the Jordan "Jumpman" logo. and all other trademarks owned fry NIKE or its affiliates "the NIKE Trademarks. Customer recognizes that the NIKE Trademarks possess substantial goodwill and agrees that it will not use or display NIKE Trademarks in a manner that would disparage or dariage them. or represent that it has any ownership in. or attempt to license. the NIKE Trademarks. Aft goodwill associated with Customer's use of the NIkE Trademarks will be owned exclusively by NIKE. Customer will complv.wnh NIKE's latest trademark usage guidelines. which NIKE may provide and circulate from time to fi time. as well as any other policies governing the use of (W NI KE logos and other t adern. k�. ancl(ii) product.and athlete irmiges a nd tither copyrighted materials. Upon request by NIKE.' submirto NIKE. for itsa any public statements about NIKE or advertising materials bearing NIKE Trademarks, Product usages, athlete images. or Product descriptions. If NIKE does 110'1 approve such materials in writing. within five business days. the materials shall be deemed rejected and Customer shall cease anv use of the rejected materials. Customer will not use any marks confusingly similar to the NIKE Trademarks or use the NIKE Trademarks in combination with other trademarks. Customer will notify NIKE in writing of any infringeme or improper use of the :NIKE Trademarks that comes to its attention. Customer acknowledges and agrees that the NIKE Trademarks and the NIKE rel)utation for quality are extremely valuable to NIKE. and that NIKE does not authorize Customer to sell anv damaged or defective NIKE Product. Accordingly. istomer agrees that NIKE Product which may be lama *cd or defective. for any r nt eason, shall be, at NIKE's sole election.either returned to NIKE or disposed of according to NIKE's instructions. NIKE and its a ages shall have the right to witness such destruction. 10. LIIIIITED REI1'IEDI'; DISCLAIMER OF IMPLIED NARRANTIES: K any Product is defective. NIKE's sole and exclusive liability to Customer will be. at NIKE's election. if the defect is material- to either (a) replace that defective Product or (h) refund the amount Customer paid NIKE for that defective Product. AS BETWEEN CUSTOMER AND NIKE. NIKE EXPRESSLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES. EXPRESS AND IMPLIED. INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY. FITNESS FOR A PARTICULAR PURPOSE. TITLE AND NONINFRINGENIENT. 11. LIMITATION ON DAMAGES AND ACTIONS: NIKE WILL NOT BE LIABLE FOR ANY LOSS OF PROFIT. INTERRUPTION OF BUSINESS OR ANY SPECIAL. CONSEQUENTIAL. INCIDENTAL. INDIRECT. SPECIAL. EXEMPLARY OR PUNITIVE DAMAGES SUFFERED OR SUSTAINED BY CUSTOMER OR ANY OTHER HER PERSON. ANY ACTION (OTHER THAN FOR FAILURE TO PAY FOR GOODS DELIVERED) MUST BE COMMENCED t WITHIN ONE YEAR FROM THE EARLIER OF THE DATE OF DELIVERY OF THE NIKE PRODUCT OR THE DATE OF THE ORDER GIVING RISE TO THE CLAIM. IN NO EVENT WILL NIKE'S LIABLITY TO CUSTOMER EXCEED. FOR DEFECTIVE PRODUCT. THE AMOUNT CUSTOMER PAID NIKE FOR THE PRODUCT GIVING RISE TO THE CLAIM. AND FOR ALL OTHER CLAIMS. THE AMOUNT CUSTOMER PAID NIKE WITHIN THE THREE -MONTH PERIOD PRECEDING THE DATE THE CLAIM AROSE. These limitations will apply regardless of whether the legal theory of liability for damages arises under contract. tort (including negligence and strict liability). or any other theory. 12. MODIFICATION: NIKE may at any time. in NIKE's sole discretion. modify its Terms and Conditions of safe. Each Order will be governed by the Terms and Conditions in effect at the time Customer submits that Order. Accordingly. Customer will review the then current version of the Terms and Conditions (available at the Nike.net website. in the catalogue. or by request from NIKE) before placing each Order. An Order that has been accepted by NIKE may be modified only by a written instrument which expresses an intent to to amend. identifies the provision to be amended. and is signed by an authorized representative of NIKE. 13. CONFIDENTIALITY. A. Non Disclosure. Customer acknowledges that it may have access to information owned or controlled by NIKE or NIKE's Affiliates. disclosure of which would cause substantial or irreparable harm to NNE Confidential Information. Confidential Information includes the NIKE's marketing plans. information regarding future releases of NIKE Product, and any other non public material disclosed to Customer or to which Customer gains access. Customer shall rotect NIKE's N: Confidential Information by using the same degree of care wuh.respect to such information that it would exercise with its own confidential information or trade secrets. but in any event no less than reasonable care. Customer shall make Confidential Information available only to those employees of Customer who need to know the information in connection with Customer's business. and shall not disclose Confidential Information to any third patty. P. Publicity Restrictions. Customer will immediately notify NIKE in writing if it receives a request from any third party for an interview or statement about NIKE or NIKE Products. Customer will not answer c uestions or giyestatements about its relationship with NIKE or discuss NIKE Products under circumstances where Customer knows or has reason to bell purpose of the request is to create content for publication in Film. television. radio. print or online media. including blogging. Customer Neill not hold itself out as a representative of NIKE in any interview or statement. whether or not it is recorded. and whether or not it is inien&ed fci such publication. C. !clew Submission. If Customer chooses to submit to NIKE or share with NiKE any business plans. product or marketing ideas. or other materials. Customer agrees that (i) NIKE is not subject to anv restrictions in using such materials: Customer hereby grants to NIKE an irrevocable license to use such materials. without compensation to Customer: and (ii) NIKE is under no obligation to use such plans, ideas. or other materials. or to commercially exploit them in any territory. 14. SEVERABILITY\NVAIVER \CONSTRUCTION: If a court of competent jurisdiction determines that any provision of the Agreement is invalid or unenforceable for any reason, that determination will not affect any other provision unless enforcement of the remaining provisions would be grossly inequitable under the circumstances or would frustrate the primary purpose of the Agreement. A party's delay or failure to enforce or insist on strict compliance with any of the provisions of the Agreement will not constitute a waiver or otherwise modify the Agreement, and a part y's waiver of any right related to the Agreement on one occasion wilt not «;aive any other ri ght. constitute a continuing waiver or waive that right on any other. occasion. Custonnerbas had the opportunity to consult with its attorney in connection w m with these and Conditions and the rest of the Agreement and to have the Agreement reviewed by its atforney: therefore. no rule of construction or interpretation that disfavors NIKE or that favors Customer will apply to its interpretation. 15. ATTORNEYS' FEES \GOVERNING LAW\FORUNI SELECTION: Customer will pay all costs. collection agency fees, expenses. reasonable attorney fees (whether incurred prior to. at vial or on appeal) incurred by NIKE in connection with the collection of any past due sums. The Agreement. and all disputes arising out of the Agreement or out of the relationship between NIKE and Customer. will be governed by the laws of the state of Oregon. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOOI5S WILL NOT APPLY. Customer irrevocably consents to the jurisdiction of the state and federal courts located in the state of Oregon in connection with any action arising out of or in connection with the Agreement and waives any objection that such venue is an inconvenient forum. Customer will not initiate an action against NIKE in any other jurisdiction. NIKE may bring an action in anv forum. 16. FORCE NIAJEURE: If it becomes impossible for either Customer or NIKE to perform its obligations under the Agreement as a result of fire. flood. earthquake. or other natural disaster. that party's performance rimy be delayed for the duration of the force majeure event. except that nothing in this Section 16 will excuse Customer from its payment obligations. 17. RESTRICTION ON ASSIGNMENT: Customer will not assign any right conferred herein by NIKE without the prior written consent of an authorized iNWE representative. A change of control of Customer by stock sale or giht. m n o erger. operation law, by contract, or otherwise, will be deemed an assignment for ppurpposes of this Section. Any attempted assignment or delegation by Cu m wil stoer l be void. NIKE mao assignment in NiKE's sole discretion. If y grant. withhld or condition its consent NIKE authorizes an assignment or delegation. that authorization will not release Customer from anv of its obligations under tyre Agreement unless (a) the authorization expressly releases Customer: (b) the assignee or delegate agrees in writing to be bound by the AgreemenC and (c) anV asreetnent between Customer and the assignee or delegate states that NiKE has the right to enforce Customer tights against [he assignee or delegate. 1 18- SET -OFF: in the event Customer is indebted to NiKE or to any NIKE affiliate. that debt may be offset against credits otherwise owing to Customer to reduce or eliminate the credit. 19. RELATIONSHIP: The relationship of NIKE and Customer established by the Ag construed to create a partnership. joint venture or any other relationship. reetiletll is 'hat OF v endor- Purchaser 0. ENTIRE AGREEMENT: The Agreement contains the entire agr eement ontainQ 2 d supersedes prior and contemporaneous oral and written ag herein s�a11 �Q t teement arid understanding between the reements. c ommitinents and understandings conce rn d €tthat sab respect to its SUf)Ject matter and f Page 3 of Prescribed by State Board of Accounts City Form No. 201 (Rev. 1995) ACCOUNTS PAYABLE VOUCHER CITY OF CARMEL An invoice or bill to be properly itemized must show: kind of service, where performed, dates service rendered, by whom, rates per day, number of hours, rate per hour, number of units, price per unit, etc. Payee Purchase Order No. Terms Date Due Invoice Invoice Description Amount Date Number (or note attached invoice(s) or bill(s)) 03/31/12 940193692 Soft Goods $171.55 03/31/12 940183286 Soft Goods $208.97 04/02/12 I 940207230 I Hard Goods I $302.50 1 hereby certify that the attached invoice(s), or bill(s), is (are) true and correct and I have audited same in accordance with IC 5- 11- 10 -1.6 20 Clerk- Treasurer VOU NO. WARRANT NO. ALLOWED 20 Nike USA, Inc. IN SUM OF P.O. Box 847648 Dallas, TX 75284 -7648 $683.02 ON ACCOUNT OF APPROPRIATION FOR Brookshire Golf Club PO# Dept. INVOICE NO. ACCT #/TITLE AMOUNT Board Members 1207 940193692 43- 560.06 $171.55 1 hereby certify that the attached invoice(s), or 1207 940183286 43- 560.06 $208.97 bill(s) is (are) true and correct and that the 1207 I 940207230 I 43-560.6 $302.50 materials or services itemized thereon for which charge is made were ordered and received except Monday, April 09, 2012 G Director, Broo hire Golf Club Title Cost distribution ledger classification if claim paid motor vehicle highway fund