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Home My WebLink AboutCC-08-05-13-05 CRC Contract with Wallack Somers & Haas - SPONSOR: Councilor Snyder RESOLUTION CC-08-05-13-05 A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA APPROVING CARMEL REDEVELOPMENT COMMISSION PROFESSIONAL SERVICES CONTRACT WITH WALLACK SOMERS & HAAS WHEREAS, the City of Carmel Common Council ("Council") created by ordinance the Carmel Redevelopment Commission ("CRC"); and WHEREAS, by subsequent ordinance, the Council now requires the CRC to seek its approval, by simple majority vote, of all professional services contracts that exceed Twenty-Five Thousand Dollars ($25,000.00) in a calendar year (the "Threshold Amount"); and WHEREAS, the CRC now desires to enter into the professional services contract with Wallack Somers & Haas, the same being attached hereto as Exhibit A, which contract (the "Professional Services Contract") is in an amount that exceeds the Threshold Amount; and WHEREAS, the CRC has therefore presented the Professional Services Contract.* the Council and has requested its approval of the same. _ NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of Carmel, Indiana, as follows: Section 1. The foregoing Recitals are incorporated herein by this reference. 4 r--, Section 2. The Professional Services Contract should be and the same is hereby APPROVED by the Common Council of the City of Carmel, Indiana. S RESOLVED by the Common Council of the City of Carmel, Indiana, this S day of aga4 , 2013, by a vote of 7 ayes and nays. Page One of Two Pages This Resolution was prepared by Douglas C. Haney, Carmel City Attorney, on 07/23/13 at 2:25 p.m. No subsequent revision to this Resolution has been reviewed by Mr. Haney for legal sufficiency or otherwise. LIE Bass\My Documents\Resolutions-CCCICRC resolutions-approving contracts120131CC-08-05-13-05-WALLACK SOMERS HMS Contract 7-23-13.docx7/25/2013 5:51 PM SPONSOR: Councilor Snyder COMMON COUNCIL FOR THE CITY OF CARMEL 72 77.- . ..._-----_, Pres eng Offic Kevin 9.�der .. /Richard L. Sharp, Presi ent Pro Tempore Carol Schleif Giles ( '1 on. : . Carter W. Eric ei ensticker :� S aijz,f4-------'—' ,.,' am Luc' :nyder IV ATTEST: 06t4/749 , Diana L. Cordray, IAMC, Clerk-Trea I er di Presented by me to the Mayor of the City of Carmel, Indiana this5 day of • • ' , 2013, at q O`'1 P .M. AL/1,41.91. , 4 y , y , Diana L. Cordray, IAMC, Clerk-T/surer Approved by me, the Mayor of the City of Carmel, Indiana, this 1/454 day of I •;_,..:_l , 2013, at Cr O`'f P .M. 1._ liC. ' J. es Brainard, Mayor ATTEST: Diana L. Cordray, IAMC, Clerk-Trea rer Resolution No. CC-08-05-13-05 Page Two of Two Pages This Resolution was prepared by Douglas C. Haney, Carmel City Attorney, on 07/23/13 at 2:25 p.m. No subsequent revision to this Resolution has been reviewed by Mr. Haney for legal sufficiency or otherwise. Z:1E Bass1My Documents\Resolutions-CCCICRC resolutions-approving contracts120131CC-08-05-13-05-WALLACK SOMERS HMS Contract 7-23-13.docx7/25/2013 5:51 PM 1 WALLACK BARRY Z.WALLACK MICHAEL S.WALLACK S O\'liE ^ GEORGE W.SOMERS KJ KARL P.HAAS & HAAS PC JENNIFER R.SHOUP HARRY F.TODD Attorneys at Law ALEXA L.WOODS RYAN R.WILMERING July 24, 2013 Mr. Douglas C. Haney Carmel City Attorney One Civic Square Carmel, IN 46032 RE: Engagement Letter—General Representation Dear Mr. Haney: The purpose of this letter is to confirm the terms and conditions relating to our counseling and representation. The services to be rendered by our firm include any services authorized by the City of Carmel, Indiana (the "City"), by and through either the Mayor of the City, or you, as the City Attorney (collectively, the "Client"), with respect to the same. The current matters on which the firm is counseling the City are summarized on attached Exhibit A. Legal fees are determined based on the billable time spent by employees of our firm in providing the legal services. When any particular employee works on the Client's legal matter, the fee charged will be determined by multiplying that employee's billing rate times the billable time spent. We agree to provide legal services based on the hourly rates established for the attorneys and other personnel of our firm from time to time. We expect the bulk of our services to be provided by the attorneys, and at the rates, set forth on attached Exhibit B. We reserve the right to revise our fee structure periodically upon notifying the Client in writing of any change in our rates or method of compensation. We will also be entitled to reimbursement for costs and expenses incurred in performing services (e.g., messenger and delivery service, computerized research, court costs, filing fees, etc.) Specific charges for common services will be as follows: B/W copies ($ .10/page); color copies ($ .40/ page); outgoing long-distance faxes ($1.00/page); messenger services ($20.00); mileage ($ .50/mile); computer research, parking, outside copying, meals, lodging, airfare, court costs, filing fees, oversized delivery (actual cost). No meal, lodging, or airfare costs will be incurred without the Client's prior approval. Fees and expenses of others will be pre-approved by the Client, will be the Client's responsibility, and will be directly billed to the Client. Fees and expenses will be billed monthly and will be payable in the ordinary course of timely presentation, approval, and processing of the Client's invoices, which is estimated at being 35 to 60 days from the date of presentation. We reserve the right to postpone or defer providing additional services or to discontinue representation if billed amounts are not paid when due. The Client has the right at any time to terminate our services and representation upon written notice. Any termination shall not, however, relieve the Client from the obligation to pay for all services rendered and costs or expenses paid or incurred on the Client's behalf prior to the date of such termination. If the Client fails to pay the amounts due to us under this agreement, the Client accepts responsibility and agrees to pay for reasonable attorneys' fees and other expenses incurred by us in collecting the amounts due. We may also terminate our legal services and representation, in conformance with the Rules of Professional Conduct, if: One Indiana Square, Suite 2300 Indianapolis, Indiana 46204 Tel: 3 1 7.231.9000 www.WSH Law.com Fax: 3 1 7.231.9900 Mr. Douglas C. Haney July 24,2013 (a) We discover any conflict of interest that cannot or is not waived after reasonable request. (b) The Client fails to pay, when due, any amounts required to be paid under this agreement; (c) We discover the Client has made a material misrepresentation in connection with any matter we are handling for the Client, or we discover any material variance between the facts as related to us by the Client and the facts as they actually exist; or (d) The Client does not cooperate with us in our representation of the Client. • All invoices for services rendered pursuant to this agreement will be sent directly to you, with a copy to the Carmel Redevelopment Department. If the foregoing correctly reflects the Client's understanding of our representation, please sign, date and return the enclosed copy of this letter. This letter is confidential to the Client and may not be relied upon by any other party. Very truly yours, WALLACK SOMERS & HAAS P.C. By :1 440♦ ACTt e Agreed to and Accepted this ?.!e day of 2013 THE CITY OF CARMEL, INDIANA Printed: ��•L. �• - • - ,or Title: AE[y The City of Carmel Redevelopment Commission Wallack Somers & Haas, P.C. Scope of Work July 19, 2013 The scope of work to be provided by our firm includes legal services authorized or requested by The City of Carmel Redevelopment Commission ("CRC"),the President of CRC, or the Executive Director of CRC from time to time regarding some or all of the following projects: Parcel No./Location Project/Matters 2 - Kent Building Redevelopment 5 - City Center Garage Financing, construction, redevelopment 5 - Courtyard Redevelopment, landscaping 5 - Hotel Redevelopment 5 - Nash Building Redevelopment 5 - Nash Building Garage Financing, construction, redevelopment 5 -Streetscape and Financing, construction, redevelopment Rights-of-Way 7A - Palladium Leasing, operations, landscaping, Center for Performing Arts, Inc., construction litigation 7B -Village Green Leasing, operations, Center for Performing Arts, Inc. 7C -AndersonBirkla Redevelopment 7C - Energy Center and Tunnel Financing, construction 7C - Parking Garage Operations 7C -Studio Theater Operations, Booth Tarkington Civic Theatre 7C -Tarkington Theater Operations, Booth Tarkington Civic Theatre 10 - Shapiro's Redevelopment, leasing, sale 14 - BobbyJohn Warehouse Redevelopment, leasing, sale 14- Harrill/251 2nd St. S.W. Redevelopment, leasing, sale 14-Street Dept. Site Redevelopment, leasing, sale 16 - Public Restrooms Operations 16 - Unit 3 First Floor Retail Leasing Common Area 21 -30 W. Main Street Leasing Exhibit A � 01)y 21 - Detached garage Leasing, sale 47/49 -2nd Avenue N.W. Plaza Financing, operations 47/49 -Courtyard Redevelopment, financing, operations 47/49 - General Environmental investigation 47/49 - Parking Garage Financing, operations 47/49 -Sophia Square Financing, construction, redevelopment 51 - PNC Site Redevelopment 62 - Portion of Parking Lot Redevelopment, parking Behind Donatello's 92 -Apostolic Church Redevelopment 931 - Chaos Building Redevelopment, sale Arts & Design District- Redevelopment Lazzara Site CRC -General Compliance, operations, administrative, other general counsel Merchants Pointe/ Redevelopment Merchants Square Midtown Acquisition, construction, redevelopment Party Time Rental Redevelopment, leasing, sale A Attorney Billable Rate Karl P. Haas $347.50/hour Jennifer R. Shoup $347.50/hour Alexa L. Woods $347.50/hour Ryan R. Wilmering $217.50/hour Exhibit 0