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2014 2010 Coit Bond pay request 1 Huntington as Trustee 120314 B ® Q p o' p Ban , uFFH .000 come E CITY 0 `� _ARMEL -JA'vlEs BRAINARD, M.u»YoR CITY OF CARMEL, INDIANA LEASE RENTAL REVENUE BONDS OF 2010 CONSTRUCTION FUND DRAW REQUISITION Disbursement Direction No. 1 The Huntington National Bank Corporate Trust Department Attn:Maranda LujaJohnson 45 N.Pennsylvania St. INHP22 Indianapolis,IN 46207 312-229-4039 via email:Maranda.LujaJohnson @huntington.com Date: 2nd of December ,2014 RE: City of Carmel (Indiana)Lease Rental Revenue Bonds of 2010—Depository Account Account#4087001459 Dear Maranda: You are hereby authorized and directed as the Depositary under the above-referenced Agreement,to pay the amounts set forth on the attached Register of Claims from the above-referenced Trust account and to overnight the checks to the individual as set forth on the attached register. The undersigned certifies that: (a) The undersigned is an officer of the City of Carmel,Indiana; (b) The amounts set forth on Schedule A are requested to be paid from the City of Carmel(Indiana)Lease Rental Revenue Bonds of 2010—Depository Account(#4087001459) (c) Each obligation as reflected by the amounts set forth on Schedule A has been properly incurred, is a proper charge against the City of Carmel (Indiana)Lease Rental Revenue Bonds of 2010—Depository Account and has not been the basis of any previous withdrawal from the Depository Account;and (d) Supporting information with respect to each payee designated on Schedule A as to the amount owing is attached hereto. CITY OF CARMEL, INDIANA • BY: �I Diana L. Cordray,Clerk-Treasurer Authorized Officer llr_MRTNIeNT OF ENc,iaNIu Inr; O,NE. Civic SQL"AIU?, C.AR:MIa, IN 46032 Orrice 317.571.2441 FAN 317.571.2439 H.AIAII. cnttinrering@,,nincl.in go∎ REGISTER OF CLAIMS CITY OF CARMEL, INDIANA LEASE RENTAL REVENUE BONDS OF 2010 CONSTRUCTION FUND PAYMENT REQUISITION DISBURSEMENT DIRECTION NO. 1 2-Dec-14 AMOUNTS PAYEE'S NAME&MAILING ADDRESS REQUISITIONED COST ITEMIZATION Umbaugh Cash Advisory Services, LLC $450.23 Cash Advisory Services through December 31,2013 8365 Keystone Crossing, Suite 300 All Projects Indianapolis, IN 46240-2687 Inv.#137893(3rd Qtr 2014) . Central Indiana Mitigation Providers, LLC $35,200.00 Main St. Reconstruction Attn: David Brentlinger 275 Battery Street,Suite#510 San Francisco,CA 941 1 1 Total $35,650.23 ALL CHECKS LISTED HEREON TO BE MAILED TO: CrossRoad Engineers,PC Attn:Jill Newport • 3417 Sherman Drive • Beech Grove,IN 46107 A-I fO 71fv7 414 frs WETLANDS MITIGATION CREDIT PURCHASE AGREEMENT JAo THIS WETLANDS MITIGATION CREDIT PURCHASE AGREEMENT (this "Agreement") is made as of this (57 day of oce , 2014 ("Effective Date"), by and between CENTRAL INDIANA MITIGATION PROVIDERS, LLC, as seller ("Seller") and CITY OF CARMEL, INDIANA , as purchaser ("Purchaser"). ORIGINAL RECITALS A. Seller is the owner of certain property more particularly shown and described on Exhibit A, on which Seller operates a wetlands mitigation site known as the Central Indiana Mitigation Bank (the "Mitigation Site"). The establishment, use, operation and maintenance of the Mitigation Site are subject to the requirements of that certain Central Indiana Wetland Mitigation Bank Banking Instrument ("MBI") approved by the interagency Review Team (as defined in the MBI) on March 9, 2009. A copy of which is available upon request. B. Pursuant to the requirements of the Clean Water Act and regulations promulgated thereunder, Purchaser must mitigate for impacts to 0.44 acres of emergent wetlands and 0 acres of forested wetlands on certain property commonly known as r1IaZN 5wr(er Rqc .rsi-guexroka located in Hamilton County, Indiana (the "Development Impacts"). C. Seller desires to sell, and Purchaser desires to buy 0.44 acres of emergent wetlands bank credits and 0 acres of forested wetlands bank credits ("Purchased Credits") generated from the Mitigation Site for Purchaser to mitigate for the Development Impacts, as more particularly set forth below. AGREEMENT NOW THEREFORE, in consideration of the promises and the mutually dependent covenants contained herein and other good and valuable consideration, the adequacy and receipt of which are hereby acknowledged, and intending to be legally bound, Seller and Purchaser agree to the following terms and conditions: 1. Sale of Credits. Subject to the terms and conditions of this Agreement, Seller agrees to sell, assign, convey and transfer to Purchaser, and Purchaser agrees to purchase from Seller, the Purchased Credits, solely to mitigate for the Development Impacts. The parties acknowledge that the Section 404 permit process, and, if necessary, the Section 401 certification process under the Clean Water Act must be completed prior to Closing (defined below) and agree that this Agreement may be used to document Purchaser's mitigation plan for its Development Impacts. Purchaser covenants to diligently pursue, if applicable, IDEM approval of Purchaser's mitigation plan for its Development Impacts. 2. Purchase Price. The purchase price for each Purchased Credit shall be EightyThousand Dollars ($80,000.00), for a total purchase price of Thirty Five Thousand Two Hundred Dollars ($35,200.00) (the "Purchase Price"). The Purchase Price includes all costs associated with monitoring and maintaining the wetlands comprising the Mitigation Site for such period of time as the Indiana Department of Environmental Management ("IDEM") or the Army Corps of Engineers ("Corps") shall require in their permit, water quality certification or regulations, preparing and/or recording such instruments as may be necessary to confirm the sale and allocation of the Purchased Credits to Purchaser and preparing such annual monitoring reports as may be required to document the continued viability of the wetlands comprising the Mitigation Site. The Purchase Price shall be payable as follows: (a) Deposit. Simultaneous with Purchaser's execution and delivery to Seller of this Agreement, Purchaser shall deliver to Seller a cash deposit in the amount of Zero Dollars ($00.00) (the "Deposit"). The Deposit shall, except as otherwise provided herein, be non-refundable and shall be applied toward the Purchase Price at Closing. (b) Balance of Purchase Price. Purchaser shall pay the balance of the Purchase Price to Seller in cash at Closing. 3. Closing, Closing on the purchase and sale of the Purchased Credits ("Closing") shall electronically or at a location as is reasonably acceptable to Purchaser and Seller, not more than fifteen (15) days from Purchaser's receipt of written confirmation from the Corps, and, if applicable, IDEM, approving mitigation of the Development Impacts through purchase of the Purchased Credits, unless otherwise agreed by the parties, Notwithstanding any provision of this Agreement to the contrary, if the Closing has not occurred within thirty (30) days after the Effective Date, Seller, in its sole discretion, may terminate this Agreement at any time without any rights, obligations or liability to Purchaser whatsoever, and, effective upon such termination, Purchaser shall forfeit the Deposit and Seller shall be entitled to retain the Deposit. 4. Seller's Deliveries. (a) At Closing, Seller shall deliver to Purchaser a bill of sale, in proper form, evidencing the sale of the Purchased Credits to Purchaser. (b) Not more than ten (10) calendar days following Closing, Seller shall deliver, or cause to be delivered, to Purchaser a copy of Seller's ledger entry, or other documentation in a form satisfactory to the parties, recording the sale of the Purchased Credits to Purchaser as provided herein and debiting the Purchased Credits sold to Purchaser against the outstanding wetland bank credits generated from the Mitigation Site (the "Credits"), in accordance with the MBI. 5. Closing Costs. Seller shall pay the cost of preparing the bill of sale, any taxes and costs customarily paid by sellers of Credits, and Seller's attorney's fees. Purchaser shall pay the cost of any inspections and investigations, any taxes and costs customarily paid by purchasers of Credits, Purchaser's attorney's fees and other costs of Closing, if any. 6. Effect of Condemnation, Regulatory Action or Force Majeure. (a) Condemnation. If the Mitigation Site or any part thereof is taken prior to Closing pursuant to eminent domain proceedings, or if such proceedings are commenced prior to Closing, and as a result the Seller determines that it will be unable to transfer the Purchased Credits to Purchaser at Closing as specified in this Agreement, then either party may terminate this Agreement by providing written notice thereof to the other at any time prior to Closing. If either party elects to terminate this Agreement as provided in this subparagraph, the Deposit shall be refunded to Purchaser and neither party shall have any further rights or obligations hereunder, except as expressly provided herein. (b) Regulatory Action. (i) If Seller is unable to transfer the Purchased Credits to Purchaser as provided in this Agreement because of the action or order of any regulatory agency, regardless of whether or not Seller has contested or challenged such action or order, either party may terminate this Agreement by providing written notice to the other party at any time prior to Closing. If either party elects to terminate this Agreement as provided in this subparagraph, the Deposit shall be refunded to Purchaser and neither party shall have any further rights or obligations hereunder, except as expressly provided herein. (ii) If Purchaser is prevented by any regulatory agency from acquiring the Purchased Credits from Seller as provided in this Agreement, or if Purchaser's mitigation plan for its Development Impacts is not approved, despite Purchaser's diligent efforts, either party may terminate this Agreement by providing written notice to the other party at any time prior to Closing. If either party elects to terminate this Agreement as provided in this subparagraph, the Deposit shall be refunded to Purchaser and neither party shall have any further rights or obligations hereunder, except as expressly provided herein. (C) Force Majeure. If Seller determines that Seller will be unable to transfer the Purchased Credits, or any part thereof, to Purchaser at Closing as provided in this Agreement because of damage to or loss of the Mitigation Site resulting from fire, flood, storm, drought or other natural disaster, or from any other cause that is not the fault of Seller and is beyond Seller's reasonable ability to prevent or control (a "Force Majeure Event"), Seller shall notify Purchaser that Seller is unable to transfer the Purchased Credits as a result of a Force Majeure Event, whereupon either party may terminate this Agreement by providing written notice to the other party at any time prior to the scheduled date for Closing. If either party elects to terminate this Agreement as provided in this subparagraph, the Deposit shall be refunded to Purchaser and neither party shall have any further rights or obligations hereunder, except as expressly provided herein 7. Mitigation Site Regulatory Requirements. Seller shall comply with the terms and conditions of the MBI, this Agreement and all State of Indiana and federal statutes, regulations and requirements applicable to the operation, management and maintenance of the Mitigation Site, and shall pay prior to delinquency all property taxes owed by the Mitigation Site or assessed against the Mitigation Site ("Mitigation Site Regulatory Requirements"). This Paragraph 7 shall survive Closing or earlier termination of this Agreement. 8 Limitations on Purchaser's Rights. Seller's sale and conveyance of the Purchased Credits to Purchaser shall not constitute the conveyance or transfer of any right, interest or ownership in real property, nor shall such sale and conveyance impose upon Purchaser any right, obligation, duty or liability arising from or incident to any right, interest or ownership in real property. 9. Default (a) By Purchaser. If Purchaser fails to make any payment required of it hereunder in a timely manner, or fails to diligently pursue, if applicable, IDEM approval of Purchaser's mitigation plan for its Development Impacts, or fails to otherwise perform any of its other material obligations under this Agreement, or if any representation or warranty provided by Seller in this Agreement proves to have been misleading or false in any material respect when made or as of Closing, Purchaser shall be deemed to be in default and, at Seller's election, in its sole and absolute discretion, Seller may terminate this Agreement and all of Seller's obligations hereunder. Upon any such termination, (A) if prior to Closing, (i) the Deposit shall be forfeited to Seller, (ii) Purchaser shall lose all of its right and privilege to purchase the Purchased Credits from Seller, (iii) Seller shall notify, if applicable, IDEM, of Purchaser's failure to fulfill its obligations under this Agreement, and (B) if after Closing (or is discovered by Seller after Closing), Seller shall have the right to pursue all remedies as may be available to Seller at law or in equity. All rights and remedies of Seller hereunder shall be cumulative and not mutually exclusive of one another (b) By Seller. If Seller defaults in performing any of Seller's material obligations under this Agreement, and such default continues for a period of thirty (30) days after Purchaser has provided written notice to Seller of such default, or if any representation or warranty provided by Seller in this Agreement proves to have been misleading or false in any material respect when made or as of Closing, then Seller shall be deemed to be in default and (i) if prior to Closing, Purchaser's sole remedies shall be to terminate this Agreement by providing written notice thereof to Seller, and to receive a refund of the Deposit, in which event neither party shall have any further rights or obligations hereunder, except as expressly provided herein; or (ii) if after Closing (or such default is discovered by Purchaser after Closing), Purchaser shall have the right to pursue such remedies as may be available to it at law or in equity. (c) NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTINUED IN THIS AGREEMENT, IN THE EVENT OF A DEFAULT, THE DEFAULTING PARTY'S LIABILITY SHALL BE LIMITED TO DIRECT, ACTUAL DAMAGES ONLY, AND SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY HEREUNDER. IN NO EVENT SHALL ANY OTHER LIABILITY BE INCURRED BY EITHER PARTY FOR ANY OBLIGATIONS WHICH ARISE UNDER THIS AGREEMENT, INCLUDING (BUT NOT LIMITED TO) CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR INDIRECT DAMAGES IN TORT, CONTRACT OR OTHERWISE. EXCEPT AS OTHERWISE PROVIDED UNDER THIS AGREEMENT, SELLER MAKES NO REPRESENTATION OR WARRANTY HEREUNDER REGARDING THE MERCHANTABILITY OF THE CREDITS OR WITH RESPECT TO THE CREDITS, ANY ACTION OR FAILURE TO ACT, OR APPROVAL OR FAILURE TO APPROVE, OF ANY GOVERNMENTAL AUTHORITY. REDRESS FOR ANY CLAIM AGAINST SELLER UNDER THIS AGREEMENT SHALL BE LIMITED TO AND ENFORCEABLE ONLY AGAINST AND TO THE EXTENT OF SELLER'S INTEREST IN THE MITIGATION SITE. THE OBLIGATIONS OF SELLER AND PURCHASER UNDER THIS AGREEMENT ARE NOT INTENDED TO BE AND SHALL NOT BE PERSONALLY BINDING ON, NOR SHALL ANY RESORT BE HAD TO THE PRIVATE PROPERTIES OF, ANY OF THEIR DIRECTORS, OFFICERS, PARTNERS, BENEFICIARIES, MEMBERS, STOCKHOLDERS, EMPLOYEES, OR AGENTS. 4 (d) This Paragraph 9 shall survive Closing or earlier termination of this Agreement. 10. Indemnities, (a) Seller's Indemnities. Seller shall indemnify, defend and hold harmless Purchaser and Purchaser's authorized successors and assigns from and against any action, order, investigation or proceeding initiated by any government agency and arising from or based upon Seller's failure to comply in any material respect with any Mitigation Site Regulatory Requirements. Seller's duty to indemnify Purchaser under this Paragraph 10 shall survive Closing or earlier termination of this Agreement (b) Purchaser's Indemnities. Purchaser shall indemnify, defend and hold harmless Seller from and against any action, order, investigation or proceeding initiated by any government agency and arising from or based upon Purchaser's failure to comply with any permit, authorization or condition thereof relating to Purchaser's Development Impacts or the Mitigation Site. Purchaser's duty to indemnify Seller under this Paragraph 10 shall survive Closing or earlier termination of this Agreement. 11. Term and Termination. This Agreement shall be effective upon the date that all signatures and approvals are obtained. This Agreement shall commence on the Effective Date and shall terminate upon Closing, unless earlier terminated pursuant to any other provision in this Agreement. 12. Representations and Warranties. Each of Seller and Purchaser represents and warrants to the other now and as of Closing that: (i) it is organized and validly existing under the laws of the jurisdiction of its organization or incorporation; (ii) it has the power to execute this Agreement and any other documentation relating to this Agreement to which it is a party, to deliver this Agreement and any other relevant documentation and to perform its obligations under this Agreement, and has taken all necessary action to authorize such execution, delivery and performance; (iii) it has obtained all licenses, authorizations, consents and exemptions necessary to have been obtained with respect to this Agreement and for the performance of its obligations under this Agreement, and all such licenses, authorizations, consents and exemptions are in full force and effect and, as of Closing, there shall be no outstanding condition precedent to such party's performance of its obligations under this Agreement, or any such conditions shall be satisfied; (iv) the entry into and observance and performance of its obligations under this Agreement do not violate or conflict with or require any consent or waiver which has not heretofore been obtained, except as set forth in Paragraph 1 of this Agreement, under any of the terms or conditions in its governing documents or any contract to which it is a party or by which any of its assets are bound or affected, or any applicable law; and (v) its obligations under this Agreement constitute legal, valid and binding obligations, enforceable in accordance with their respective terms by an appropriate legal remedy. 13. Miscellaneous. (a). No Joint Venture. This Agreement is made solely for the purposes set forth herein and no joint venture, partnership or other relationship between Purchaser and Seller is created hereby. 5 (b) No Third-Party Beneficiary. This Agreement shall bind and inure to the benefit of the parties hereto and their respective successors and authorized assigns. The Agreement does not create or convey any rights, benefits or interests on behalf of any other person. (c) Assignment. This Agreement may not be assigned by Purchaser without Seller's prior written consent in Seller's sole and absolute discretion, and any assignee shall assume the rights and obligations of its assignor. (d) Entire Agreement. This Agreement sets forth the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations and agreement, written or oral. This Agreement may be modified only by a written instrument duly executed by Seller and Purchaser. (e) Choice of Laws. This agreement shall be construed, performed and enforced under the laws of the State of Indiana. (f) Counterparts. This Agreement may be executed in one or more counterparts by the parties All counterparts shall collectively constitute a single agreement. (g) Notices. All notices shall be in writing and sent by hand, facsimile transmission, overnight delivery service or certified mail, return-receipt requested, to the following addresses (or such other addresses as either party may designate to the other from time to time by written notice) and any such notice of other communication shall be deemed to have been given on the day so delivered or refused by the party to whom such notice was sent(it being acknowledged that a facsimile or an e-mail transmission shall not be deemed to be a "writing"). If to Seller: Central Indiana Mitigation Providers, LLC Attn: David Brentlinger 275 Battery Street, Suite # 510 San Francisco CA 94111 With a copy to: Don Ewoidt 902 Monterey Drive, Chesterton, IN 46304 If to Purchaser. (h). Legal Capacity of Signatory. Each person executing this Agreement in a representative capacity hereby warrants that he/she has been duly authorized by his/her principal to execute this Agreement on such principal's behalf 6 Approved and Adopted this 1 day of Oc i , 20 . Covered Entity: Vendor: CITY OF CARMEL, INDIANA CENTRAL INDIANA MITIGATION By and through its Board of Public Works and Safety PROVIDERS, LLC BY: By: MOT ` r -n Name: David Brentlinger James Brainard, Presiding Officer Date: Title: Vice President Date:ACJAA Mary An Bork}, �Tem cr / Date • / °/ ' / Lori S. \q.5aii, M.en ber Date: 1 1 `' ATTEST: _____Q/MAC144 4P.11 Sandra John Diana Cordray, [MCA leek-Treasurer e at'1 Date: /0- ( ' l ' Per' Lt erk fi r 7 Approved and Adopted this \ day of Oc.'{`• , Covered Entity: Vendor: CITY OF CARMEL, INDIANA CENTRAL INDIANA MITIGATION By and through its Board of Public Works and Safety PROVIDERS, LLC BY: Ily: ' LC7 Z O t -n Name: David Brentlinger James Brainard, Presiding Officer Date: Title: Vice President �f */// �.J tC Date: zo 17 Mary An Burk Iem er Date: > �- Lori S. Wafon,Member Date.: ; :�!, ATTEST: - , " Sand,. Diana Cords IMCA Jerk-Treasurer e Diana y ��iO- / ' / � Crerk �� or rt ita 1 CALIFORNIA ALL—PURPOSE ' I i: t .CERTIFICATE Off, ACKNOWLEDGMENT ► State of California r !` County of &AAA t sl AC-\,..S Co P�t ;1st IDC-11 i, On 10 2 014- before me, �S eeI SE-0.- }NJo ( � 8L(C - ip I Here Insert oarne and title of the officer) ;I, l: personally appeared biz-M C P\E N T U N G.Ee--- l'4 11 ik who proved to me on the basis of satisfactory evidence 10 be the person(s) whose na;ne(s) is/are subscribed to III ill the within instrument and acknowledged to me that he/she/they executed the same in his/heritheir authorized 19i capacity(ies'i, and that by his/her/their signatures; on the instrument the person(s). or the entity upon behalf of ;ii which the person(s) acted, executed the instrument. III RI certify under PENALTY OF PERJURY under tile as°tile State of California.that the foregoing paragraph i is true and correct. f �y r; S.SAPPRASERT Ii rt WITNESS my hand and official seat. oi 4 . Comm...2063120 n C --�. 1 NOT1 RY PUBLIC•CAI.IFOA A ��.-•�.—� U sAN FI?ANC15CU COUNTY N • ✓ vim � �� + lily Comm;Expires DM 23.2D17 lihlt, Signature of Nolan, Public 4 A.DDITlONAL OPTIONAL INFORMATION l INSTRUCTIONS FOR COMPLETtN�r THIS FORM is ucksio ledge em completed in Caltforrna must cnntatn re-btage etacdy• at DESCRIPTION OF THE ATTACHED DOCUMEN 1 appears abets n, the 'roan section a..a separate acknowledgment jail must be 11{ il prone)ly completed and attached to dm document. The airs• r icepftort r.r i c doeimetn is to hr recorded outside rf Call primp- lip such instances. ally uhernutrre -- --— — acknowledgment verbiage as mini be primed on such a duottn:rni sv twig cs the III 11-ii-le or cicsenplron',ranched document! verbiage does nor r•eyun a dir nolaty co do something that is illegal for a aoiat).•in :, Celt/m rub ft c. cenrrfi•mg the authorized capacity of rho signer). Please ehecA the --- document car efuil}.forlr apes notarial ii or ding and nnrrch this form if required, 11 t p-1'tic or description ofattacheu document continued! 1ti s, • State and County information ihttst be the State and Count) where the document Number of Pages Document mate .—_.___ rt )t appeared notary public s st ne s personally a aced before the not Ulic for deknotricd'i ent • Date o1'information must be the date that the stener(s)petsonali} appraed which E• must also he the some date the acknowledgement is completed `!i ..— !,'rddnmenul information) • The notary public must porn his or her name as It appears within his or her conttnhsston Iblloncd by a comma and then your title(notary public) 1! • pint the oamets) or document signerts) who personally appear at the urne or l}t -- notarization CA.PACIT;'CLAMED BY THE SIGNER • Indicate die correct singular or plural forms by crossing ottT incorrect forms lie is i•elsheft#;ep:-is left)or circling the correct forms Failure to correctly indicate this 1ill - trldivldua:(s) tnl'brmelton may lead to rejection ot documentrecending, ``111 .: Corporate Officer • -Mc notary seal impression must be clear and photoeraphically rcprodueible. i` Impression must not cover icvl or Imes Ifseal impression smudges_ re-seal if a (Talc; — _ — sufficient arca permits.otherwise complete a different acknossied_gment forth, 111 a • Signature of the notary public must match the signature on file with die office n;' lit ttie county clerk. ]ti L, ARamey-in-Fact rtdditional information is not required but could help to ensure this it (_. T rustee(s' f acknowledgment is not misused or anachtod to a different document. 'i • Indicate title or type ofattach:d document_number ofpagesanal date II O(ISt1 _ _ l Indicate the capacity claimed by the signer trthe claimed salacity t5 a :1 ' i corporate officer,indicate the title(t e CEO.CFO,Secretary) IrI • Secures attach ech dims document to the bed document lit _ t 2Cltili Version r_APP,x12.10 07 80D-872 utht6 '.i sou•NotatvCtas;es coin ACKNOWLEDGMENT STATE OF CALIFORNIA SAN FRANSICSO COUNTY Before me, the undersigned Notary Public in and for said County personally Appeared David Brentlinger, Vice President of Central Indiana Mitigation Providers, LLC and acknowledged the execution of the foregoing Agreement on this day of 2014. Witness my hand and seal the said last named date. My Commission Expires , Notary Public County of Residence. STATE OF INDIANA •}A.M..(,I1 COUNTY Before me, the undersigned Notary Public in and for said County personally appeared WY:Cc?nttss .r1Qnn$e.zjk%,and acknowledged the execution of the foregoing Agreement on this r C day of c c-r" 2014. Witness my hand and seal the said last named date. My Commission Expires / 41.4 -AK Tin ota Public of Residence: SANDRA M,JOHNSON !. NOTARY PUBLIC—INDIANA fir j 4 i Comm.Exottes Aug 3t,?418 8 EXHIBIT "A" Description of Central Indiana Wetland Mitigation Bank i.l _4� 4.� 1' :l t•.ar.v . ....„.,...-,A-1,........„,•.�. ,AdlxSi� I ' .;� F .• ., .I:�i ' ;'.�• ft, ,'' jl"c yvt: +`tint, 4 . . s-' p. 3';<�,1-^•-. {} 4,i.' 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Assalley Site P hone 574•5n5•J•1O' (F:u 574535.3415 Henry County, Indiana vvNl.i non' n /Of a PFG:CA PENA PA }-{ P PU9FH V 2 1 C PU H PreitSH c › (1( PUSFH PPOIC t )C .zoir County Road 503 .ICD my R o187a ' PfC1r -EMI PUU0H P YuC' SITE,,S� . I _" .....4 �_ t, fiEtlFf_=_.J P C P -i n GJ PE+Ut .� P County R�zd 800 ��� "� 3 &I A I PF01A i PIib1C I P lit:C 'Pop PUtlGH 114WI-1 County Road 750 m qP .H �; PIIQ;H :C C Co„-nt7 Road S Pi*C Op P OFx odrnitiyille Co..■M••R:Ilid 700 / J.-- W r t //// P H 11 ISCS'�iH pt.1A, Figure 2: NWI Map E N $ JFNe\N Wetland Delineation Report Scalia: t"=2000i1 Central Indiana Mitigation Bank .- JFNewft 920E3131NX %oa; :sa•. ur.=1, n,�lwn.�rrtas74 Asaaitey Site I t't:y�N 57G��6b•3a Gd IFan S74.fl6�Ja.IG Henry County, Indiana r ;1 w1P7v PO.Y.CC,11 2 a do .�� - .___e__......_- ----- — _..,. __.—____ PAGE — — �o r� re Carme INDIANA RETAIL TAX EXEMPT IA 19 o CERTIFICATE NO.003120155 002 0 PURCHASE ORDER NUMBER 11l li;.� ^�J II FEDERAL EXCISE TAX EXEMPT ,7J ci © 1-1_ 35-60000972 ONE CIVIC SQUARE -- THIS NUMBER MUST APPEAR ON INVOICES.A'P CARMEL, INDIANA 46032-2584 VOUCHER, (DELIVERY MEMO. PACKING SLIPS. FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL- 1997 SHIPPING LABELSr.N(DaNYCORRrsPONOENCE. PURCHASE ORDER DATE, DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION F I II I H- 1 C C:7 r-)t cis). 1 I r-m L:l I CL ( CL NA Vi 3 cl.1 l■.,'') P,-()V IGIe'--.., , L.�(. SHIP VENDOR TO 1. p t'. o 1 L.•:I--r 9 i r-,e,er r-i IT 2--,I '. t`''�c.L.a E r-ul .S 1r c'Et.1-- ,.S l_i.l l i:' lr` I C7 _,.,.._.,._.._,_.._._.--•--_---......_..vC.i�, I�t- ll..Tl C_3 4 C,:,,IJC 1 r co f II I I LCr:FIRMAnON BLANKET COI-I PACT _�PAYME_NT TERMS FREIGHT Jj1 3 QUANTITY I uNi OF MEASURE I DESCRIPTION UNIT PRICE EXTENSION I { 3 1 r S‘ACIL1eTh _S 4r-e ct 12- W c_cY-ti.S-ir-,-I(31CN I Vu E�•. 1 cL-1-)CI s. l'/\.‘"Vi 3 C�a;C„-ti p1 ,,-(.Y,c-LA.L A 9 "e r_-rZ-,e:.∎'1fi . r' 1 ;rte' '�_ 'f A c. 4..,c-,-r1 a..”,{" .,I,C.;-,c:.Cl _ I. - 10/1 f41- • NI•;e ; U •r5 ;2.«0 Send Invoice lo: { PLEASE INVOICE IN DUPLICATE _ DEPARTMENT ACCOUNT j PROJECT PROJECT ACCOUNT AMOUNT 1 PAYMENT I • AlP VOUCHER CANNOT RE APPROVED FOR PAYMENT UNLESS THE P.O. i NUMRI(R IS MADE A PART OF THE VOUCHER AND EVERY INVOICE AND VOUCHER IiAS THE PROPER SWORN AFFIDAVIT ATTACHED. SHIPPING INSTRUCTIONS • I NE:REBY CERTIf- TIIATTHERE IS AN UNOBLIGATEO BALANCE IN THIS APPROPNI ell IErJT TO PAY FOR E.f ROVE ORDER.•SHIF REPAID. ,•C.O.D.SHIPMENTS CANNOT BE ACCEPTED. ORDEWRE D L3`r J-`1 �� •f'UR('FIASE ORDER(1(11 PH rufUN I APPEAR OH All .. __.___.—..�. _/�]f�,},'/.....• — �___�..,____...... SHIPPING LAF.ISSU. Dirt 4. •THIS ORDER ISSUED IN COMPLIANCE WI IM C IAP'lER 59,ACTS INS TITLE 1I\�YI --., AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO, 1 1 ", ; UMBALGH Umbaugf,Cash Advisory Services,ILC 8365 Keys one Crossing Sune 300 Irdiarapolis,IN 46240-2687 Phone:317.45541500 Fax'.317-4654650 www,u,nbaugF,corn November 4, 2014 Ms. Diana Cordray, Clerk-Treasurer City of Carmel City Hall, One Civic Square Carmel, IN 46032 DORIGINAL Re: Quarterly Summary Statements for Cannel Redevelopment Authority COLT Lease Rental Revenue Bonds of 2010 Dear Diana: Attached please find our Cash Advisory Services quarterly summary statement for the period ending September 30, 2014. The statement is a summary of activity and investments in the Huntington Bank trust account and Wells Fargo Bank Depository Account, which includes interest earned and expenditures for the quarter. It also includes a summary of investments held in the accounts as of September 30, 2014. In preparing our summary, we have relied on the accuracy and reliability of information provided by the trustee for the bonds, 'Huntington Bank and the .Depository, Wells Fargo Bank. We have not audited, examined or reviewed the information and express no assurance on it. The attached summary statements are intended solely for the information and use of management, and are not intended to be and should not be used by anyone other than management. • We have also attached our quarterly fee bill. We appreciate the opportunity to serve you and thank the individuals in your organization for their cooperation. If you have any questions, please do not hesitate to call me at 317-465-1 531. Very truly yours, Limbaugh Cash Advisory Services, I.,LC , ya_______, J Ft' ;ssa-11 1AMIceb Enclosures �� ---- __ ' ---__-- ___�-'__ C,/ymfCamme� F�adene�mment�u COIT Lease Rental Revenue Bonds of 2010 �����i �c{Fumu���a/�no� ��4nnnr� Unaudited _ . ^~~ �^ '- .--__ -----_'___ _----_-___-_-'-___-__-_- '-__- '1[Tc-count Name: Debt Service Res -- --------- --- Trust Account: Huntington Bank #4082000031 For Period Ending: September 30, 2014 . �� ��������� ������ -- - Activity ---------- ------- Date Interest Income' Disbursements Other Withdrawals Other Receipts Balance 06/30114 $ 2.574,874.30 07/31/14 $ 382.47 $ $ ' $ 2.574,837.37 0801/14 581.13 - - - 2,575,518.58 09/30V14 581.30 8,589.80 - 2.567,600.00 | Totals $ 1,524.90 5 8,599.80 $ ' $ - $ 2,567,500.00 _-_-__�--'_ - _--_ _� . __-__- ___-_-�~_ --___'_---____-'----_ -- 1.Interest income i reported on a cash basis and as such does not include accrued income on investments. Also,accrued intcrest paid on securities(if applicable)is netted out of first interest payment. - F��ecurh�— Face Value '--�—�oe� ����o -- Maturity Date ------Yk�d7Rate ' Fifth Third Bank Public Funds CD $ 620.000.00 8 628'000.00 12/29/2014 0.53% Huntington Conservative Deposit Account 1'947,500.00 1.947'500.08 n/a 0.35% i � Total _ $ 2.56T.6OD.OD � 2'5G7.6DO�8O ---- - ~^Note^^^ This statement is provided for your information only,and is a highlight of the official trust statement. All information in this report was taken from the}lurttington Bank statement. !City of Carmel Redevelopment Authority COLT Lease Rental Revenue Bonds of 2010 iActivity and Fund Balance Summary- Unaudited Account Name: Construction Account 1Trust Account: Wells Fargo Bank #82280100 For Period Ending: September 30, 2014 - _ Activity Date Interest Income ' Disbursements Other Withdrawals Other Receipts Balance 06/30/14 5 3,402,304.95 07/31/14 $ 19519 $ - $ - $ - 3,402,500.74 08/31/14 202 -.31 203,699.25 - 3,199,003.80 09/30/14 199.96 1,756 -.29 - 3,197,447.47 Totals $ 598.06 $ 205,455.54 $ - $ - $ 3,197,447.47 I.Interest income is reported on a cash basis and as such does not include accrued income on investments. Also,accrued interest paid on securities(if applicable)is netted out of first interest payment. TS-6C,dlf"ltY-- Face Value Cost Basis Maturity Date Yield/Rate 1Wells Fargo Bank Instit. MM Account $ 3,197,447.47 $ 3,197,447.47 nIa 0.07% . Total $ 3,197,447.47 $ 3,197,447.47 Note""" This statement is provided for your information only, and is a highlight of the official trust statement. All information in this report was taken from Welts Fargo Bank statements. !f-EA'Sgtil'ill2_ItVf:fta',MACW-4X1,t'f*'l.'t4firVPS:iV5,..lit .tegg.g,afgiVgifa4F4W,.'a7-"F':i'r; :;43:;WF:iajg.'4WtP.:V FI47. .4+74;;Vai-T4.4 H. J. Umbaugh & Associates Certified Public Accountants, LLP 8365 Keystone Crossing, Suite 300 Indianapolis, IN 46240-2687 (317) 465-1500 City of Carmel c%o Ms. Diana Cordray, Clerk-Treasurer One Civic Square Carmel, IN 46032 Debt Service Reserve Fund Invoice No. 137893 Date 10/31/2014 Client No. C00600.RED15 For professional services for Cash Advisory Services rendered in accordance with the Engagement Letter. See attached for detail of fees. Current Amount Due $ _.__450...23 . _ Carmel Redevelopment Authority COTT Bonds of 2010 .... ...... Cash Advisory Services INVOICE NO. 137893 Quarterly Fee Calculation Detail of 3rd Quarter 20.14 [Debt Service Reserve Fund Average .Date Princinal Balance Fee 7/31/2014 2,572,637 S 150.07 8/31/2014 2,57/1,756 150.19 9/30/2014 2.570,928 149.97 Total Fee for Period Ending June 30, 2014: S 450.23