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219532 04/24/2013 CITY OF CARMEL, INDIANA VENDOR: 00351368 Page 1 of 1 `�. ONE CIVIC SQUARE WALLACK SOMERS&HAAS PC CHECK AMOUNT: $15,920.78 CARMEL, INDIANA 46032 ONE INDIANA SQUARE SUITE 2300 CHECK NUMBER: 219532 INDIANAPOLIS IN 46204 CHECK DATE: 4124/2013 DEPARTMENT ACCOUNT PO NUMBER INVOICE NUMBER AMOUNT DESCRIPTION 1801 4340000 20206 576 . 26 LEGAL FEES 902 4340000 20207 401 . 89 LEGAL FEES 902 4340000 20208 173 . 75 LEGAL FEES 902 4340000 20209 122 . 50 LEGAL FEES 902 4340000 20210 163 . 13 LEGAL FEES 902 4340000 20211 550 . 01 LEGAL FEES 902 4340000 20212 621 . 90 LEGAL FEES 902 4340000 20213 1, 215 . 01 LEGAL FEES 902 4460807 20214 909 .41 PERFORMING ARTS CENTE 902 4340000 20215 11, 186 . 92 LEGAL FEES Wallack Somers & Haas, P.C. One Indiana Square Suite 2300 Indianapolis, IN 46204 Phone: 317/231-9000 Fax: 317/231-9900 City of Carmel Redevelopment Commission Apr 08, 2013 One Civic Square Carmel, IN 46032 Matter: carmisc Inv #. 20206 Attention: Mr. Les Olds RE: General Matters FEES EXPLANATION ATTY HRS Mar-28-13 Attend to emails regarding original documents for RRW 0.50 Clerk-Treasurer; Discuss same with J. Shoup; Telephone conference with M.Worthley regarding same. Discuss with R_ Wilmering Clerk Treasurer's request for RRW 0.25 original documents from multiple transactions. Mar-29-13 Attend to email from J. McClellan regarding evidence of JRS 0.25 Lake City payoff; Scan and save Lake City payoff evidence. Review riles for original and executed documents to provide RRW 1.50 to Clerk-Treasurer. CITY OF CARMEL, INDIANA VENDOR: 00351368 Page 1 of 1 ` ONE CIVIC SQUARE CARMEL, INDIANA 46032 ONE ND INDIANA SQUARE &HAAS PC CHECK AMOUNT: $15,920.78 w o�- SUITE 2300 CHECK NUMBER: 219532 INDIANAPOLIS IN 46204 CHECK DATE: 4/2412013 DEPARTMENT ACCOUNT PO NUMBER INVOICE NUMBER AMOUNT DESCRIPTION 1801 4340000 20206 576 . 26 LEGAL FEES 902 4340000 20207 401 . 89 LEGAL FEES 902 4340000 20208 173 . 75 LEGAL FEES 902 4340000 20209 122 . 50 LEGAL FEES 902 4340000 20210 163 . 13 LEGAL FEES 902 4340000 20211 550 . 01 LEGAL FEES 902 4340000 20212 621 . 90 LEGAL FEES 902 4340000 20213 1, 215 . 01 LEGAL FEES 902 4460807 20214 909 .41 PERFORMING ARTS CENTE 902 4340000 20215 11, 186 . 92 LEGAL FEES Prescribed by State Board of Accounts City Forth 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 WA_ SOmer S .�-POAS Purchase Order No. line T dian� S�k�re , SUIfe 2.300 Terms 000lue 11 40* Date Due Invoice Invoice Description Amount Date Number (or note attached invoice(s) or bill(s)) g—►3 206 h eri I C Total 576.2 I hereby certify that the attached invoice(s), or bill(s), is (are) true and correct and I have audited same in accor- dance with IC 5-11-10-1.6. , 20 Clerk-Treasurer VOUCHER NO. WARRANT NO. II u ALLOWED 20 VA116(k SOmPrs N��s. = IN SUM OF $ (one �ndldhd �ga�rp , Su;+e2)ob $ 5`16.26 ON ACCOUNT OF APPROPRIATION FOR $0\ q3`160 Board Members PO#or D PT.# INVOICE NO. ACCT#/TITLE AMOUNT I 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 22: Of 3 ignature Executive Director Title Cost distribution ledger classification if Carmel Redevelopment Commission claim paid motor vehicle highway fund Wallack Somers & Haas, P-C. One Indiana Square Suite 2300 Indianapolis, IN 46204 Phone: 3171231-9000 Fax: 317/231-9900 City of Carmel Apr 08,2013 Carmel Redevelopment Commission 30 West Main Street, Suite 220 Matter: carmparcel2 Carmel,IN 46032 Inv 9: 20208 Attention: Mr. Les Olds RE: Parcel FEES EXPLANATION ATTY HRS Mar-26-13 Attend weekly meeting with Pedcor project team; Discuss JRS 0.50 availability of funds for Kent Building project, likely financing structure for Kent Building project, applicability of Remainder Project Agreement; Follow up on meeting issues. Totals 0.50 Total Fees $173.75 Total Disbursements $0.00 Total Fees and Disbursements $173.75 _1 Wallack Somers & Haas, P.C. One Indiana Square Suite 2300 Indianapolis, IN 46204 Phone: 317/231-9000 Fax: 317/231-9900 City of Carmel Apr 08,2013 Carmel Redevelopment Commission 30 West Main Street, Suite 220 Matter: carmparcel5 Carmel,IN 46032 Inv #: 20213 Attention: Mr. Les Olds RE: Parcel s FEES EXPLANATION ATTY HRS Mar-11-13 Review email from B. Cordingly regarding proposed deal JRS 0.50 structure for component comprised of an above-ground parking garage wrapped in retail; Review Remainder Project Agreement in connection with foregoing proposal; Draft and send email to K. Haas regarding foregoing proposal and provisions of Remainder Project Agreement. Mar-19-13 Attend weekly meeting with Pedcor project team; Discuss JRS 1.00 opening of bids for Nash garage, financing for Nash project, interest rate for replacement Secondary Installment Contracts and Public Areas Declaration(including who will own the Public Areas, and who is obligated to maintain the same, and parking issues). Mar-23-13 Attend to emails from K. Haas regarding Public Areas JRS 0.25 Access Declaration. Mar-26-13 Attend weekly meeting with Pedcor project team; Discuss JRS 0.75 Nash building(garage bid opening,project financing, construction schedule,and utility relocation), C-1 Building, current demand for retail space,timing for garage adjacent to Monon, and project funding; Follow up on meeting issues- Mar-27-13 Attend to emails regarding meeting between Mayor Brainard JRS 0.50 and B. Cordingley regarding process for completing Pedcor's portion of City Center; Conference with K. Haas regarding same. Mar-29-13 Review email from Mayor Brainard regarding process for JRS 0.50 completing Pedcor's portion of City Center; Prepare questions regarding same to discuss with K. Haas. Totals 3.50 Total Fees $1,215.01 Total Disbursements $0.00 Total Fees and Disbursements $1,215.01 Wallack Somers &Haas, P.C. One Indiana Square Suite 2300 Indianapolis,IN 46204 Phone: 317/231-9000 Fax: 3171231-9900 City of Carmel Apr 08, 2013 Carmel Redevelopment Commission 30 West Main Street, Suite 220 Matter:..-armparcel7c Carmel,IN 46032 Inv #: 20215 Attention: Mr. Les Olds RE: Parcel 7C FEES EXPLANATION ATTY HRS Mar-11-13 Attend to multiple emails from T. Shute and S. Engleking JRS 5.00 regarding exhibit to REI Management Agreement; Prepare for and participate in telephone conference with M. Wells,T. Shute, and R. Wilmering regarding foregoing;Attend to emails from M. Worthley and K. Haas regarding Anderson-Birkla H&C Water Units Agreement and Memorandum and decision to have CRC sign on behalf of Carmel Utilities and as owner of the Energy Center; Send execution copies of the foregoing to M. Worthley for signature.by CRC; Prepare schedule delineating various ground floor spaces for Amendment to Theater Facilities Agreement;Update summary of Amendment to Theater Facilities Agreement; Unit Conference: discuss preparation of replacement payment schedule for Amendment to Theater Facilities Agreement, status of Anderson-Birkla, and REI Management Agreement exhibit issues;Follow up on conference issues; Conference with R.Wilmering regarding REI Management Agreement. Emails regarding Property Management Agreement; Discuss RRW 1.50 same with J. Shoup; Unit conference regarding same; Conference call with M.Wells,T. Shute and J. Shoup regarding same; Prepare exhibit to same; Telephone conference with M. Worthley regarding construction contracts. Mar-12-13 Attend to emails from M. Lasley regarding Amendment to JRS 2.50 Theater Facilities Agreement first floor plan schedule and amortization schedule; Review and revise first floor plan schedule and send out; Prepare new amortization schedule and send out;Attend to issues regarding Anderson-Birkla H&C Water Units Agreement and Memorandum thereof, Attend to multiple emails regarding foregoing Agreement and Memorandum. Mar-13-13 Revise REI Property Management Agreement; Emails RRW 0.25 regarding same. Mar-14-13 Attend to multiple emails regarding Anderson-Birkla closing JRS 4.50 issues; Provide final version of Garage Use Agreement to K. Colorn; Telephone call with title company regarding intent of Anderson-Birkla to close immediately; Review closing package from D. Guynn to determine whether Anderson-Birkla closing conditions are satisfied; Provide comments in connection with foregoing; Review lender's escrow letter;Review parking Space Lease Agreement and provide comments thereto;Attend to additional closing issues;Attend to email from T. Moskalenko regarding Amendment to Theater Facilities Agreement; Provide most recent version of Amendment to Theater Facilities Agreement to T. Moskalenko,together with summary of most recent changes. Mar-15-13 Attend to multiple emails regarding Anderson-Birkla closing JRS 1.50 issues;Attend to emails from C. Dick regarding timeframe for CRC approval of Amendment to Theater Facilities Agreement; Draft explanation of$50,000 expense floor and send to C. Dick;Draft and send email to R. Sharp together with revised Amendment to Theater Facilities Agreement; Attend to multiple emails from M. Lasley regarding Amendment to Theater Facilities Agreement. Emails regarding ownership structure of CFP Carmel, RRW 0.25 Indiana Energy Center, LLC;Telephone call with M. Worthley regarding same. Mar-18-13 Attend to multiple emails regarding Anderson-Birkla closing JRS 2.00 issues; Revise H&C Water Units Agreement and send out replacement-pages;Attend to closing administrative matters; Unit conference; Discuss Anderson-Birkla closing issues and status of Amendment to Theater Facilities Agreement. Mar-19-13 Attend weekly meeting with Pedcor project team;Discuss JRS 1.25 Amendment to Theater Facilities Agreement,CPA,and Anderson-Birkla; Follow up on meeting issues;Attend to multiple emails regarding Anderson-Birkla closing issues; Attend to email from M. Worthley regarding Anderson-Birkla Service Fees Agreement; Draft and send response; Review Service Fees Agreement in connection with such response. Mar-20-13 Attend to emails from D. Guynn regarding Anderson-Birkla .JRS 0.75 closing; Review proposed recording order and respond to email regarding same; Review final closing package of documents from D. Guynn;Attend to multiple additional emails. Mar-22-13 Telephone call with J. Brown regarding Amendment to JRS 0.25 Theater Facilities Agreement;Telephone call with K. Haas regarding same. Mar-23-13 Attend to Anderson-Birkla post closing matters; Review JRS 2.00 executed Parking Agreement between Anderson-Birkla entities CDG and CDI; Telephone call with K. Haas regarding Amendment to Theater Facilities Agreement; Attend to emails from J. Brown and R. Sharp regarding same;Telephone call with J. Brown and K. Haas regarding same. Mar-26-13 Conference with K. Haas regarding payoff of Lake City Loan JRS 4.75 and termination of ticket surcharge agreement;Attend to email from J. McClellan regarding same; Review Amendment to Theater Facilities Agreement in conjunction with original Theater Facilities Agreement in preparation for telephone.call with J. Brown;Attend to emails regarding Amendment to Theater Facilities Agreement;Review agreements between CPA and City regarding operation of the studio and Tarkington Theater, Conference with K. Baas regarding assignment of Amendment to Theater Facilities Agreement to CPA, including what obligations are to remain with CRC (and not be assigned to CPA). Draft termination of ticket surcharge agreement; Emails RRW 0.75 regarding same. Mar-27-13 Attend to emails from T. Moskalenko and C. Dick regarding JRS 4.50 facilities fees and ticket charges; Prepare for and participate in conference call with J. Brown and K. Haas regarding Amendment to Theater Facilities Agreement;Review comments to Amendment to Theater Facilities Agreement from J. Brown; Review and revise Amendment to Theater Facilities Agreement; Review operating agreement for James building in connection the revisions to Theater Facilities Agreement;Attend to multiple emails.from M. Lasley and T. Shute regarding expense allocations, Mar-28-13 Attend to multiple emails from M. Lasley, T. Shute,and K. JRS 0.50 Haas regarding expense allocations for James Building; Telephone call with J. Brown regarding his comments to Amendment to Theater Facilities Agreement. Emails regarding Monon right-of-way. RRW 0.25 Mar-29-13 Attend to multiple emails regarding Amendment to Theater JRS 0.75 Facilities Agreement, allocation of expenses for James Building, and separation of facility fee from ticket prices; Review comments from J. Brown to Amendment to Theater Facilities Agreement. Totals 33.25 Total Fees $11,186.92 Total Disbursements $0.00 Total Fees and Disbursements $11,186.92 Wallack Somers &Haas, P.C. One Indiana Square Suite 2300 Indianapolis, IN 46204 Phone: 3171231-9000 Fax: 317/231-9900 City of Carmel Apr 08, 2013 Carmel Redevelopment Commission 30 West Main Street,Suite 220 Matter.,armparce110 Carmel, IN 46032 Inv 9:+ 20207 Attention: Mr. Les Olds RE: Parcel 10 FEES EXPLANATION ATTY HRS Mar-18-13 Attend to emails regarding vacation of premises by Shapiro AS 0.50 and requested release of liability; Unit conference; Discuss unwinding the Shapiro transaction and acquiring Shapiro property. Unit conference regarding unwinding of Shapiro's RRW 0.25 obligations and interest. Mar-19-13 Attend weekly meeting with Pedcor project team; Discuss JRS 0.25 status of Shapiro property and unwinding of transaction; Follow up on meeting issues. Mar-29-13 Attend to email from K. Haas regarding unwinding of JRS 0.25 Shapiro transaction. Totals 1.25 Total Fees $401.89 Total Disbursements $0.00 Total Fees and Disbursements $401.89 Wallack Somers & Haas, P.C_ One Indiana Square Suite 2300 Indianapolis,IN 46204 Phone: 317/231-9000 Fax: 317/231-9900 City of Carmel Apr 08,2013 Carmel Redevelopment Commission 30 West Main Street, Suite 220 Mattemarmparcel21 Carmel, IN 46032 Inv #: 20209 Attention, Mr. Les Olds RE: Parcel 21 FEES EXPLANATION ATTY HRS Mar-11-13 Telephone calls with C. Frankenberger regarding Lurie lease RRW 0.25 and building declaration; Ernails regarding same. Mar-12-13 Emails regarding Lurie Lease and building and condo RRW 0.25 Declarations;Telephone conference with M. Worthley regarding same. Totals 0.50 Total Fees $122.50 Total Disbursements $0.00 Total Fees and Disbursements $122.50 Wallack Somers &Haas, P.C. One Indiana Square Suite 2300 Indianapolis,IN 46204 Phone: 3171231-9000 Fax: 3171231-9900 City of Carmel Apr 08, 2013 Carmel Redevelopment Commission 30 West Main Street, Suite 220 Mattemarmparce149 Carmel,IN 46032 Inv 4: 20212 Attention: Mr. Les Olds RE: Parcel 49 FEES EXPLANATION ATTY HRS Mar-11-13 Unit Conference: Discuss status of Parking Managemetn JRS 0.25 Agreement, Fourth Amendment to Garage Installment Contract, Termination of Right-of-Way Installment Contract, and related documents. Unit Conference: Discuss status of Parking Management RRW 0.50 Agreement and related documents; Telephone conference with M. Worthley regarding same; Emails regarding same. Mar-14-13 Emails regarding Hearthview indemnification agreement; RRW 0.50 Telephone call with M. Worthley regarding same: Review and revise same. Mar-15-13 Revise Hearthview indemnity letter; Emails regarding same. RRW 0.25 Mar-'19-13 Emails regarding Parking Management Agreement; RRW 0.25 Telephone call with L. Olds regarding same. Mar-23-13 Attend to emails with D. Ponader regarding status of JRS 0.25 termination of Right-of-Way Installment Contract, Amendment to Garage Installment Contract, and related documents. Mar-27-13 Telephone conference with M. Worthley regarding parking RRW 0.25 fees. Mar-28-13 Emails regarding Garage Installment Contract. RRW 0.25 Totals 2.50 Total Fees $621.90 Total Disbursements $0.00 Total Fees and Disbursements $621.90 Wallack Somers & Haas, P.C. One Indiana Square Suite 2300 Indianapolis,IN 46204 Phone: 317/231-9000 Fax: 317/231-9900 City of Carmel Apr 08,2013 Carmel Redevelopment Commission 30 West Main Street,Suite 220 Mattemarmparcel62 Carmel,IN 46032 Inv 4: 20210 Attention: Mr. Les Olds RE: Parcel 62 FEES EXPLANATION ATTY HRS Mar-21-13 Emails regarding Bobby John proposal;Telephone call with RRW 0.25 M. Worthley regarding same. Mar-28-13 Draft term sheet for BobbyJohn;Telephone conference with RRW 0.50 M. Worthley regarding same; Emails regarding same. Totals 0.75 Total Fees $163.13 Total Disbursements $0.00 Total Fees and Disbursements $163.13 Wallack Somers & Haas, P.C. One Indiana Square Suite 2300 Indianapolis, IN 46204 Phone: 317/231-9000 Fax: 317/231-9900 City of Carmel Apr 08,2013 Carmel Redevelopment Commission 30 West Main Street,Suite 220 Matter: carmparty Carmel,IN 46032 Inv #: 20211 Attention: Mr. Les Olds RE: PTR FEES EXPLANATION ATTY HRS Mar-04-13 Review files for details regarding 2009 transaction; ALW 1.25 Conference with title company regarding auditor's mistake in 2009; Draft and send detailed email to N.Heck answering questions posed by the IBJ regarding Party Time site; Conference with K. Haas regarding foregoing. Attend to emails regarding questions from IBJ; Telephone RRW 0.25 call with M. Worthley regarding same. Mar-27-13 Telephone conference with M. Worthley regarding original RRW 0.25 and signed documents;Attend to emails regarding same. Totals 1.75 Total Fees $550.01 Total Disbursements $0.00 Total Fees and Disbursements $550.01 Prescribed by State Board of Accounts City Form No.201(Rev.1995) ACCOUNTS PAYABLE VOUCHER. CITY OF CARMEL An invoice or bill to.be properly itemized must show: kind of service,where performed, dates service rendered, by whom, rates per day, number of hours, rate per hour, number of units, price per unit, etc. ' Payee Purchase Order No. one 5o0c 2.300 Terms Date Due Invoice Invoice Description. Amount Date Number (or note attached invoice(s) or bill(s)) . 4 13 X020$ Pare 2 s. 173.75 -g-13 2(3 Petel S 1 e941 21 5.'l -5-13 2. 215 p 76 leg4i hey ( 9 .Iz ,9-13 026 r D 9 �ee5 4 . B g-13 202.0 )De {-�'e5 112,50 4-9-13 102-12, rrel f ccO 21-" - S_►3 ?A 6 fw(eI 6Z (ey&I cc-5 4313 'g- 13 IOU Time KfAW kgAl Eee3 -550,01 Total I4 W3 5.11 I hereby certify that the attached invoice(s), or bill(s), is (are) true and correct and I have audited same in accor- dance with IC 5-11-10-1.6. , 20 Clerk-Treasurer VOUCHER NO. WARRANT NO. ,� / �r ` ALLOWED 20 �/ ah( 50YIIt'�S ITQ�I IN SUM OF $ one 1444& S IU ': Sure 2-34� $,435,1+1 ON ACCOUNT OF APPROPRIATION FOR Board Members PO#or D PT.# INVOICE NO. ACCT#/TITLE AMOUNT I hereby certify that:the attached invoice(s), �� 'Z-�2�� 73.75 or bill(s) is (are) true and correct and that 2 Q2 13 �� 2f S�� the materials or.services itemized thereon 202.1.5 4 0 I j9 for which charge is made were ordered and 2,07 000 1,g received except 02 U2-1 0A 621. ° U2JD 040 I63, 3 211 "0000 556,01 20 (3 gnature Executive Director Title Cost distribution ledger classification if Carmel Redevelopment Commission claim paid motor vehicle highway fund Wallack Somers & Haas, P.C. One Indiana Square Suite 2300 Indianapolis, IN 46204 Phone: 3171231-9000 Fax: 3171231-9900 City of Carmel Apr 08, 2013 Carmel Redevelopment Commission 30 West Main Street, Suite 220 Matterzarmparcel7a Carmel,IN 46032 Inv 4. 20214 Attention: Mr. Les Olds RE: Parcel 7A FEES EXPLANATION ATTY HRS Mar-11-13 Dome Defect:Attend to emails regarding status of litigation RRW 0.25 and truss connection repairs. Mar-13-13 Dome defect:Attend status meeting with T. Costakis, R. RRW 1.75 Schein, and L. Olds. Hagerman:Attend status meeting with T. Costakis, R. Schein RRW 0.25 and L. Olds. Mar-14-13 Dome defect:Attend to emails regarding amending RRW 0.25 Complaint and trial setting. Mar-21-13 Dome defect: Telephone call with M. Worthley regarding RRW 0.25 potential claims and public bidding. Mar-22-13 Dome defect: Review correspondence from R. Schein RRW 0.25 regarding potential truss claims and trial setting. Mar-25-13 Dome defect:Attend to emails regarding Walter P. Moore RRW 0.50 report; Conference call regarding same. Mar-26-13 Attend weekly meeting with Pedcor project team; Discuss JRS 0.25 possible settlement of dome defect, scheduled trial date, and likely use of any recovered funds. Mar-29-13 Dome Defect:Attend to emails regarding defendants'motion RRW 0.25 to exclude evidence of truss issues. Totals 4.00 I i Total Fees $909.41 Total Disbursements $0.00 Total Fees and Disbursements $909.41 Prescribed by State Board of Accounts ACCOUNTS PAYABLE VOUCHER City Form No.201(Rev.1995) 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 /�, A/ f�l��Q(l� �p111Ers ? h�{IQ 5 Purchase Order No. c One TnJ�6n� Sgud�� , fu��'e 2306 Terms Tnd►ah�bolls', /� �� Date Due Invoice Invoice Description Amount Date Number (or note attached invoice(s) or bill(s)) Total 1 hereby certify that the attached invoice(s), or bill(s), is (are) true and correct and I have audited same in accor- dance with IC 5-11-10-1.6. , 20 Clerk-Treasurer VOUCHER NO. WARRANT NO. ALLOWED 20 VA IIQ(k 56mer5 IN SUM OF $ O``�--e 1 ind 5 ;, Suife 2.31 $ ON ACCOUNT OF APPROPRIATION FOR 162-l(-fq 4096 Board Members PO#or D PT.# INVOICE NO. ACCT#/TITLE AMOUNT' I hereby certify that the attached invoice(s), *7 9 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 22 20/3 Signature Executive Director Title Cost distribution ledger classification if Carmel Redevelopment Commission claim paid motor vehicle highway fund