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Leach & Russell - $53,090
Disbursement Instructions Regions Bank hereby is instructed to make a disbursement of Loan Proceeds from the Borrower Loan Account to (or for the account of) Borrower in: (a) the amount of the "Total Due" line in the "Amount of Current Authorized Disbursement" column below; and (b) accordance with the terms and conditions of the Agreement, the other Loan Documents, and the Disbursement Instructions. Description of Work Scheduled Value or Contract Amount Percent Complete or Contract Amount Owed Amount of Prior Authorized Disbursement Amount of Current Authorized Disbursement Amount to be paid by Carmel Theater Development as per the Interior Ornamental installment purchase contract Application 8 (Leach and Russell) December 2010 $ 24,440.00 Application 9 (Leach and Russell) December 2010 $ 28,650.00 Grand Total Total Due $ 53,090.00 CRC has inspected the portions of the PAC Equipment completed by Borrower to confirm the Percent Complete in the applicable column above. CRC either has received or waived receipt of conditional lien waivers and other submittals required to be made by Borrower in connection with a disbursement of Loan Proceeds from the Borrower Loan Account to (or for the account of) Borrower. All terms used in these Disbursement Instructions without definition shall have the meanings ascribed thereto in that certain Loan Agreement (Theater Building Base Structure), dated as of June 30, 2009, by and between Lender and Carmel Theater Development Company, LLC., as amended by that certain Amendment to Loan Agreement, dated January 28, 2010, by and between the same parties. Dated: Cr / " /// CITY OF CARMEL REDEVELOPMENT COMMISSION Printed Title Les S. Olds Executive Director Draft Energy Center (Leach and Russell) February 2010 Total Contract Amount for application 1 Completed and Stored to date $ 14,000.00 Retention held $ 1,400.00 Paid by Carmel Theater Development Company $ 12,600.00 March 2010 Paid by Carmel Theater Development Company $ 22,886.00 April 2010 Paid by Carmel Theater Development Company $ 234,233.00 May 2010 Paid by Carmel Theater Development Company $ 221,258.00 June 2010 Paid by Carmel Theater Development Company $ 23,373.00 July 2010 Paid by Carmel Theater Development Company $ 2,000.00 August 2010 Paid by Carmel Theater Development Company $ 3,560.00 December 2010 (1) Amount to be paid by Carmel Theater Development Company $ 24,440.00 December 2010 (2) Amount to be paid by Carmel Theater Development Company $ 28,650.00 APPLICATION AND CERTIFICATE FOR PAYMENT CONSTRUCTION MANAGER- ADVISER EDITION AIA DOCUMENT G702 /CMa (Instructions on reverse side) PAGE ONE OF PAGES TO OWNER:City of Carmel Redevelopment c/o Shiel Sexton Co. 902 N. Capitol Av. Indianapolis, IN 46244 -0107 FROM CONTRACTOR: Leach & Russell Mechanical Contractors, Inc. 9151 Ford Circle, Fishers, IN 46038VIA CONSTRUCTION MANAGER: CONTRACT FOR: Mechanical VIA ARCHITECT: PROJECT:Carmel Energy Center Parcel 7C Phase II Expansion Shiel Sexton Project #3663 Carmel, Indiana Shiel Sexton Co. APPLICATION NO.: 8 Distribution to: PERIOD TO: 12/31 /1 0 ❑ OWNER PROJECT NOS.: 3663 -2000 ❑ CONSTRUCTION MANAGER CONTRACT DATE:; 1 2/21 /09 ❑ ARCHITECT ❑ CONTRACTOR INVOICE# 21782 (367) CONTRACTOR'S APPLICATION FOR PAYMENT Application is made for payment, as shown below, in connection with the Contract. Continuation Sheet, AIA Document G703, is attached. 1. ORIGINAL CONTRACT SUM $ 573,000 2. Net Change By Change Orders S 3. CONTRACT SUM TO DATE (Line 1 ± 2) $ 573,000 4. TOTAL COMPLETED & STORED TO DATE $ 573,000 (Column G on G702) 5. RETAINAGE: a. 5 % of Completed Work $ 28,650 (Columns D + E on G703) b. %, of Stored Material (Column F on G703) Total Retainage (Line 5a + 5b or Total in Column I of G703) $ 6. TOTAL EARNED LESS RETAINAGE (Line 4 less Line 5 Total) 7. LESS PREVIOUS CERTIFICATES FOR PAYMENT (Line 6 from prior Certificate) $ $ 8. CURRENT PAYMENT DUE 9. BALANCE TO FINISH, INCLUDING RETAINAGE28 650 (Line 3 less Line 6) $ r 28,650 544,350 519,910 3 24,440 CHANGE ORDER SUMMARY ADDITIONS DEDUCTIONS Total changes approved in previous months by Owner Total approved this Month TOTALS NET CHANGES by Change Order The undersigned Contractor certifies that to the best of the Contractor's knowledge, infor- mation and belief the Work covered by this Application for Payment has been completed in accordance with the Contract Documents, that all amounts have been paid by the Contractor for Work for which previous Certificates for Payment were issued and pay- ments received from the Owner, and that current payment shown herein is now due. CON By: Leach & Russell Mechanical Contractors, Inc Date: 19/31/10 State of Indiana County of:Hamilton Subscribed and sworn to before me this 31 st day of Notary Pub• L My Commission expires: 03 CERTIFICATE FOR PAYMENT In accordance with the Contract Documents, based on on -site observations and the data comprising this application, the Construction Manager and Architect certify to the Owner that to the best of their knowledge, information and belief the Work has progressed as indicated, the quality of the Work is in accordance with the Contract Documents, and the Contractor is entitled to payment of the AMOUNT CERTIFIED. AMOUNT CERTIFIED $ !Nit (Attach explanation if amount certified di ers f om the amount applied for Initial all figures on this Application and on the Iontin ation Sheet that changed to conform to the amount c•rtified.) C. STRUCTIei By: AR By: This Certificate is tractor named prejudice to a Date: Date: gotiable. The AMOUNT CERTIFIED is payable nly to the Con - Issuance, payment and acceptance of paym nt are without ghts of the Owner or Contractor under this Contract. AIA DOCUMENT G702/CMa • APPLICATION AND CERTIFICATE FOR PAYMENT • CONSTRUCTION MANAGER - ADVISER EDITION 1992 EDITION • AIA° • ©1992 • THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, NW., WASHINGTON, D.C. 20006-5292 • WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. G702 /CMa -1992 CAUTION: vnu should use an oriainal AIA document which has this caution printed in red. An original assures that changes will not be obscured as may occur when documents are reproduced. 0 CONTINUATION SHEET G703 AIA Document G702, APPLICATION AND CERTIFICATE FOR PAYMENT, containing CONTRACTOR'S signed Certification is attached. In tabulations below, amounts are stated to the nearest dollar. Use Column I on Contracts where variable retainage for line items may apply. Carmel Energy Ctr Phase II SSC #3663 PAGE 2 OF 2 PAGES APPLICATION NUMBER: APPLICATION DATE: PERIOD TO: ARCHITECT'S PROJECT NO: 8 Dec 31,2010 Dec 31,2010 A B C D E F G H I WORK COMPLETED TOTAL COMP. ITEM DESCRIPTION OF WORK SCHEDULED STORED MATERIALS AND STORED % BALANCE TO FINISH RETAINAGE NO. VALUE PREVIOUS APPLICATIONS THIS PERIOD (NOT IN D OR E) TO DATE (G/C) ( ) (C -G) 5% (D +E +F) Bond 14,000 14,000 - - 14,000 100% - 700 Allowance 25,000 560 24,440 - 25,000 100% - 1,250 HVAC Equipment- Material 422,787 422,787 - - 422,787 100% - 21,139 HVAC Equipment- Labor 27,728 27,728 - - 27,728 100% - 1,386 Electrical- Material 9,700 9,700 - - 9,700 100% - 485 Electrical- Labor 8,200 8,200 - - 8,200 100% - 410 Temp Controls- Material 30,000 30,000 - - 30,000 100% - 1,500 Temp Controls- Labor 25,000 25,000 - - 25,000 100% - 1,250 Sheet Metal- Material 2,991 2,991 - - 2,991 100% - 150 Sheet Metal- Labor 1,994 1,994 - - 1,994 100% - 100 Insulation- Material 2,240 2,240 - - 2,240 100% - 112 Insulation- Labor 3,360 3,360 - - 3,360 100% - 168 TOTAL 573,000 548,560 24,440 - 573,000 100% - 28,650 PARTIAL (XX) AFFIDAVIT AND WAIVER OF LIEN FINAL () PAYMENT TO FOLLOW (XX) State of Indiana, County of Hamilton, SS: Michael S. Russell being duly sworn states that he is the CFO of Leach & Russell Mechanical Contractors, Inc. having contracted with the CITY OF CARMEL REDEVELOPMENT COMMISSION to furnish certain material and /or labor as follows: BID PKG 2000 - MECHANICAL AND HVAC for the project known as PARCEL 7C - ENERGY CENTER: PHASE II EXPANSION and does hereby further state on behalf of the aforementioned contractor: (PARTIAL) that there is due from the owner for Payment Application # 8 the sum of TWENTY FOUR THOUSAND FOUR HUNDRED FORTY AND 00 /100 DOLLARS ($24,440.00). () receipt of which is hereby acknowledged or (X) the payment of which has been promised as the sole consideration of this Affidavit and Partial Waiver of Lien which is given solely with respect to said amount, and which waiver shall be effective only upon receipt of payment thereof by the undersigned: (FINAL) that the final balance due from the owner for above project is the sum of () receipt of which is hereby acknowledged or () the payment of which has been promised as the sole consideration of this Affidavit and Final Waiver of Lien which shall be effective only upon receipt of such payment THEREFORE, the undersigned, waives and releases unto the Owner of said premises, any and all lien or claim whatsoever on the above described property and improvements thereon on account of labor or materials, or both, furnished by the undersigned thereto, and further certifies that no other party has any claim or rights to a lien on account of any work performed or material furnished to the undersigned for said project, and within the scope of this affidavit and waiver. CLAIMANT: Leach & Russell Mechanical By: ' 9151 Ford Circle Michael S. Russell Fishers, IN 46038 CFO SWORN to and subscribed before me this 31st day of December, 2010. My Commission Expires 03/05/17 Residing in Hamilton County. ed: Karen Brown Seal: APPLICATION AND CERTIFICATE FC)R PAYMtN 1 CONSTRUCTION MANAGER - ADVISER EDITION AIA DOCUMENT G702 /CMa (instructions on reverse side) PAGE ONE OF PAGES TO OWNER:City of Carmel Redevelopment c/o Shiel Sexton Co. 902 N. Capitol Av. Indianapolis, IN 46244 -0107 FROM CONTRACTOR: Leach & Russell Mechanical Contractors, Inc. 9151 Ford Circle, Fishers, IN 46038VIA CONSTRUCTION MANAGER: CONTRACT FOR: Mechanical VIA ARCHITECT: PROJECT:Carmel Energy Center Phase II Expansion Shiel Sexton Project Carmel, Indiana Parcel 7C #3663 Shiel APPLICATION NO.: 9 Distribution to: PERIOD TO: 1 2/31 /1 0 CI PROJECT NOS.: 3663 -2000 ❑ CONSTRUCTION MANAGER CONTRACT DATE:; 12/21/09 ❑ ARCHITECT ❑ CONTRACTOR Sexton Co. INVOICE# 21783 (367) CONTRACTOR'S APPLICATION FOR PAYMENT Application is made for payment, as shown below, in connection with the Contract. Continuation Sheet, AIA Document G703, is attached. 1. ORIGINAL CONTRACT SUM $ 573,000 2. Net Change By Change Orders $ 3. CONTRACT SUM TO DATE (Line 1 ± 2) $ C73,000 4. TOTAL COMPLETED & STORED TO DATE $ (Column G on G702) 5. RETAINAGE: a. 0 %> of Completed Work $ fl (Columns D + E on G703) b %, of Stored Material $ (Column F on G703) Total Retainage (Line 5a + 5b or Total in Column I of G703) $ 0 573,000 6. TOTAL EARNED LESS RETAINAGE $ 573,000 (Line 4 less Line 5 Total) 7. LESS PREVIOUS CERTIFICATES FOR PAYMENT (Line 6 from prior Certificate) $ 8. CURRENT PAYMENT DUE 9. BALANCE TO FINISH, INCLUDING RETAINAGE (Line 3 less Line 6) $ 0 544,150 $ 28,e50 CHANGE ORDER SUMMARY ADDITIONS DEDUCTIONS Total changes approved in previous months by Owner Total approved this Month TOTALS NET CHANGES by Change Order The undersigned Contractor certifies that to the best of the Contractor's knowledge, infor- mation and belief the Work covered by this Application for Payment has been completed in accordance with the Contract Documents, that all amounts have been paid by the Contractor for Work for which previous Certificates for Payment were issued and pay- ments received from the Owner, and that current payment shown herein is now due. Leach & Russell Mechanical Contractors, Inc By: Date:12 -31 -10 State of: Indiana County of:Hamilton Subscribed and sworn to before me this 31st day of De Notary Pu My Commission expires: 03/05/17 mber 2410 CERTIFICATE FOR PAYMENT In accordance with the Contract Documents, based on on -site observations and the data comprising this application, the Construction Manager and Architect certify to the Owner that to the best of their knowledge, information and belief the Work has progressed as indicated, the quality of the Work is in accordance with the Contract Documents, and the Contractor is entitled to payment of the AMOUNT CERTIFIED. AMOUNT CERTIFIED $ Zi3110 (Attach explanation if amount certified differs om the amount applied for Initial all figures on this Application and on the Con ation Sheet that changed to conform to the amount certified.) CO T RUCTI� MAN�i By: A Date: By: —/_ _/ �� Date: This Certific tractor named he prejudice to any not y;r on.:ie. The AMOUNT CERTIFIED is payabl- only to the Con - Issuance, payment and acceptance of payment are without hts of the Owner or Contractor under this Contract. 'ate:• CAUTION: You should use an original AIA document which has this caution printed in red. An original assures that changes will not be obscured as may occur when documents are reproduced. AIA DOCUMENT G702/CMa • APPLICATION AND CERTIFICATE FOR PAYMENT • CONSTRUCTION MANAGER - ADVISER EDITION 1992 EDITION • AIA® • ©1992 • THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006 -5292 • WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. G702 /CMa -1992 • . 1t7 CONTINUATION SHEET G703 AIA Document G702, APPLICATION AND CERTIFICATE FOR PAYMENT, containing CONTRACTOR'S signed Certification is attached. In tabulations below, amounts are stated to the nearest dollar. Use Column I on Contracts where variable retainage for line items may apply. Carmel Energy Ctr Phase II SSC #3663 PAGE 2 OF 2 PAGES APPLICATION NUMBER: 9 APPLICATION DATE: Dec 31,2010 PERIOD TO: Dec 31,2010 ARCHITECT'S PROJECT NO: A B C D E F G H WORK COMPLETED TOTAL COMP. ITEM DESCRIPTION OF WORK SCHEDULED PREVIOUS STORED MATERIALS AND STORED % BALANCE TO FINISH RETAINAGE NO. VALUE APPLICATIONS THIS PERIOD (NOT IN D OR E) TO DATE (G /C) (C-G) 0% (D +E +F) Bond 14,000 14,000 - - 14,000 100% - - Allowance 25,000 25,000 - - 25,000 100% - - HVAC Equipment- Material 422,787 422,787 - - 422,787 100% - - HVAC Equipment- Labor 27,728 27,728 - - 27,728 100% - - Electrical- Material 9,700 9,700 - - 9,700 100% - - Electrical- Labor 8,200 8,200 - - 8,200 100% - - Temp Controls- Material 30,000 30,000 - - 30,000 100% - - Temp Controls- Labor 25,000 25,000 - - 25,000 100% - - Sheet Metal- Material 2,991 2,991 - - 2,991 100% - - Sheet Metal- Labor 1,994 1,994 - - 1,994 100% - - Insulation- Material 2,240 2,240 - - 2,240 100% - - Insulation- Labor 3,360 3,360 - - 3,360 100% - - TOTAL 573,000 573,000 - - 573,000 100% - - PARTIAL () AFFIDAVIT AND WAIVER OF LIEN FINAL (XX) PAYMENT TO FOLLOW (XX) State of Indiana, County of Hamilton, SS: Michael S. Russell being duly sworn states that he is the CFO of Leach & Russell Mechanical Contractors, Inc. having contracted with the CITY OF CARMEL REDEVELOPMENT COMMISSION to furnish certain material and /or labor as follows: BID PKG 2000 - MECHANICAL AND HVAC for the project known as PARCEL 7C - ENERGY CENTER: PHASE II EXPANSION and does hereby further state on behalf of the aforementioned contractor: (PARTIAL) that there is due from the owner for () receipt of which is hereby acknowledged or (X) the payment of which has been promised as the sole consideration of this Affidavit and Partial Waiver of Lien which is given solely with respect to said amount, and which waiver shall be effective only upon receipt of payment thereof by the undersigned: (FINAL) that the final balance due from the owner for Payment Application # 9 the sum of TWENTY EIGHT THOUSAND SIX HUNDRED FIFTY AND 00 /100 DOLLARS ($28,650.00) () receipt of which is hereby acknowledged or (X) the payment of which has been promised as the sole consideration of this Affidavit and Final Waiver of Lien which shall be effective only upon receipt of such payment THEREFORE, the undersigned, waives and releases unto the Owner of said premises, any and all lien or claim whatsoever on the above described property and improvements thereon on account of labor or materials, or both, furnished by the undersigned thereto, and further certifies that no other party has any claim or rights to a lien on account of any work performed or material furnished to the undersigned for said project, and within the scope of this affidavit and waiver. CLAIMANT: Leach & Russell Mechanical By: 9151 Ford Circle Michael . Russell Fishers, IN 46038 CFO SWORN to and subscribed before me this 31st day of December, 2010. My Commission Expires 03/05/17 Residing in Hamilton County. rinted: Karen C. Brown Seal: