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Kirkwood Marketing Services/Comm Rel/50,000/Professional Fundraising for USMCKirkwood Marketing Services, LLC Community Relations Department - 2016 Appropriation #43-593.00; P.O. #33801 Contract Not To Exceed $50,000.00 (✓q0 AGREEMENT FOR PROFESSIONAL SERVICES THIS AGREEMENT FOR PROFESSIONAL SERVICES ("Agreement") is hereby made and entered into by and between the City of Carmel, Indiana, acting by and through its Board of Public Works and Safety (hereinafter "City"), and Kirkwood Marketing Services, LLC (hereinafter "Professional"). RECITALS WHEREAS City owns and is responsible for the operation and maintenance of its property, personnel, public works and infrastructure; and WHEREAS, from time to time, City needs professional assistance in fulfilling its foregoing responsibilities; WHEREAS, Professional is experienced in providing and desires to provide to City the professional services ("Services") referenced herein; and WHEREAS, City desires to engage Professional as an independent contractor for the purpose of providing to City the Services referenced herein; NOW, THEREFORE, in consideration of the foregoing recitals and the covenants and conditions set forth herein, City and Professional mutually.agree as follows: SECTION 1. INCORPORATION OF RECITALS The foregoing Recitals are hereby incorporated into this Agreement and made a part hereof. SECTION 2. SCOPE OF SERVICES 2.1 City desires to engage Professional as an independent contractor for the Services set forth in attached Exhibit A, incorporated herein by this reference. 2.2 Professional understands and agrees that City may, from time to time, request Professional to provide additional or modified Services to City. When City desires additional Services from Professional, the City shall notify Professional of such additional Services desired, as well as the time frame in which same are to be provided. Only after City has approved Professional's time and cost estimate for the provision of such additional Services, has encumbered sufficient monies to pay for same, and has authorized Professional, in writing, to provide such additional Services, shall such Services be provided by Professional to City. A copy of the City's authorization documents for the purchase of additional Services shall be numbered and attached hereto in the order in which they are approved by City. 2.3 Time is of the essence of this Agreement. [X:\Conlracts\Prof.S%c & Goods Secs\Communiq• Rclations\2016\KirM%rood Marketing Senices. LLC Professional Services FORM Rcrjunc 2012.doc:5/122016 12:45 PMi Kirkwood Marketing Services, LLC Community Relations Department - 2016 Appropriation #43-593.00; P.O. #33801 Contract Not To Exceed $50,000.00 SECTION 3. CITY'S RESPONSIBILITIES 3.1 City shall provide such information as is reasonably necessary for Professional to understand the Services requested, 3,2 City shall provide all data required for provision of Services. Professional may assume that all data so provided is correct and complete. 3.3. City shall arrange for Professional to enter. upon public and private property as reasonably required for Professional to perform the Services. 3.4 City shall designate payment of the Services from City budget appropriate 43-593,00 funds. 3.5 City shall designate the Mayor or his duly authorized representative to act on City's behalf on all matters regarding the Services. SECTION 4. PROFESSIONAL'S RESPONSIBILITIES 4,1 Professional shall perform the Services pursuant to the terms of this Agreement and within any applicable time and cost estimate. 4,2 Professional shall coordinate with City its performance of the Services. 4,3 Professional shall provide the Services by following and applying at all times reasonable and lawful standards as accepted in the industry. SECTION 5. COMPENSATION 5.1 Professional estimates that the total price for the Services to be provided to City hereunder shall be no more than Fifty Thousand Dollars ($50,000.00) (the "Estimate"). Professional shall submit an invoice to City, no more than once every thirty (30) days for Services provided City during the time period encompassed by such invoice. Invoices shall be submitted on a form containing the same information as that contained on the Professional Services Invoice attached hereto as Exhibit B, incorporated herein by this reference. City shall pay Professional for all undisputed Services rendered and stated on such invoice within thirty five (35) days from the date of City's receipt of same. 5.21 Professional agrees not to provide any Services to City that would cause the total cost of same to exceed the Estimate, without City's prior written consent. IX:1Contracts\Prof.Svcs R. Goods Svcs\Community Relalions\2016\Kirkxrood Marketing Services, LLC Professional Services FORM Revjune 2012.doc:5/12/2016 12:45 PMj :7 Kirkwood Marketing Services, LLC Community Relations Department - 2016 Appropriation #43-593.00; P.O. #33801 Contract Not To Exceed $50,000.00 SECTION 6. TERM Unless otherwise terminated in accordance with the termination provisions set forth in Section 7.1 hereinbelow, this Agreement shall be in effect from the Effective Date through December 31, 2016, and shall, on the first day of each January thereafter, automatically renew for a period of one (1) calendar year, unless otherwise agreed by the parties hereto. SECTION 7, MISCELLANEOUS 7.1 Termination, 7.1.1 The obligation to provide all or any portion of the Services under this Agreement may be terminated by City or Professional, without cause, upon thirty (30) days' notice. . 7.1.2 The obligation to provide all or any portion of the Services under this Agreement may be terminated by City, for cause, immediately upon Professional's receipt of City's "Notice To Cease Services.", 7.1.3 In the event of full or partial Agreement termination, and as full and complete compensation hereunder, Professional shall be paid for all such Services rendered and expenses incurred as of the date of termination that are not in dispute, except that such payment amount shall not exceed the Estimate. Disputed compensation amounts shall be resolved as allowed by law. 7.2 Binding Effect. City and Professional, and their respective officers, officials, agents, partners and successors in interest are bound to the other as to all Agreement terms, conditions and obligations. 7.3 No Third Party Beneficiaries. Nothing contained herein shall be construed to give rights or benefits to anyone other than the parties hereto. 7.4 Relationship. The relationship of the parties hereto shall be as provided for in this Agreement, and neither Professional nor any of its agents, employees or contractors are City employees. Professional shall have the sole responsibility to pay to or for its agents, employees and contractors all statutory, contractual and other benefits and/or obligations as they become due. Professional hereby warrants and indemnifies City for and from any and all costs, fees,. expenses and/or damages incurred by City as a result of any claim for wages, benefits or otherwise by any agent, employee or contractor of Professional regarding or related to the subject matter of this Agreement. This indemnification obligation shall survive the termination of this Agreement. [XAContractslProtSvcs & Goods Sv community Relations12016Wirkwood Marketing Services, LLC Professional Services FORM Revjune 2012.doc:5/12/2016 12:45 PM1 Kirkwood Marketing Services, LLC Community Relations Department - 2016 Appropriation #43-593.00; P.O. #33801 Contract Not To Exceed $50,000.00 7.5 Liens. Professional shall not cause or permit the filing of any lien on any of City's property. In the event such alien is filed and Professional fails to remove it within ten (10) days after the date of filing, City shall have the right to pay or bond over such lien at Professional's sole cost and.expense. 7.6 Default. In the event Professional: (a) repudiates, breaches or defaults under any of the terms or conditions of this Agreement, including Professional's warranties; (b) fails to perform the Services as specified; (c) fails to make progress so as to endanger timely and proper completion of the Services and does not correct such failure or breach within five (5) business days after receipt of notice from City specifying same; or (d) becomes insolvent, files, or has filed against it, a petition for receivership, makes a general assignment for the benefit of creditors or dissolves, each such event constituting an event of default hereunder, City shall have the right to terminate all or any part of this Agreement, without liability to Professional and to exercise any other rights or remedies available to it at law or in equity. 7.7 Government Compliance. Professional agrees to comply with all laws, executive orders, rules and regulations applicable to Professional's performance of its obligations under this Agreement, all relevant provisions of which being hereby incorporated herein by this reference, to keep all of Professionals' required professional licenses and certifications valid and current, and to indemnify and hold harmless City from any and all losses, damages, costs, liabilities, damages, costs and attorney fees resulting from any failure by Professional to do so. This indemnification obligation shall survive the termination of this Agreement. 7.8 Indemnification. Professional shall indemnify and hold harmless City and its officers, officials, employees and agents from all losses, liabilities, claims, judgments and liens, including, but not limited to, all damages, costs, expenses and attorney fees arising out of any intentional or negligent act or omission of Professional and/or any of its employees, agents or contractors in the performance of this Agreement. This indemnification obligation shall survive the termination of this Agreement. 7,9 Discrimination Prohibition. Professional represents and warrants that it and each of its employees, agents and contractors shall comply with all existing and future laws prohibiting discrimination against any employee, applicant for employment and/or other person in the subcontracting of work and/or in the performance of any Services contemplated by this Agreement with respect to hire, tenure, terms, conditions or privileges of employment or any matter directly or indirectly related to employment, subcontracting or work performance hereunder because of race, religion, color, sex, handicap, national origin, ancestry, age, disabled veteran status or Vietnam era veteran status. This indemnification obligation shall survive the termination of this Agreement. [XAConlractstProf.Sm At Goods SvesTommunity Relalionst2016QGrk%vood Marketing Seniecs, LLC Professional Senilis FORM Revjune 2012.doc:5112/2016 12:45 PM[ 4 Kirkwood Marketing Services, LLC Community Relations Department - 2016 Appropriation #43-593.00; P.O. #33801 Contract Not To Exceed $50,000.00 7.10 Severability. If any provision of this Agreement is held to be invalid, illegal or unenforceable by a court of competent jurisdiction, that provision shall be stricken, and all other provisions of this Agreement that can operate independently of same shall continue in full force and effect. . . 7.11 Notice. Any notice, invoice, order or other correspondence required or allowed to be sent pursuant to this Agreement shall be written and either hand -delivered or sent by prepaid U.S. certified mail, return receipt requested, addressed to the parties as follows: CITY: City of Carmel Department of Community Relations One Civic Square Carmel, Indiana 46032 ATTENTION: Nancy Heck PROFESSIONAL: Kirkwood Marketing Services, LLC 7597 East U.S. Highway 36 Avon, Indiana 46123333 ATTENTION: Stephen Wade Garard Douglas C. Haney Corporation Counsel One Civic Square Carmel, Indiana 46032 Notwithstanding .the above, City may orally provide to Professional any notice required or permitted by this Agreement, provided that such notice shall also then be sent as required by this paragraph within ten (10) business days from the date of such oral notice. 7.12 Effective Date. The effective date ("Effective Date") of this Agreement shall be the date on which the last of the parties hereto executes same. 7.13 Governing Law: Lawsuits. This Agreement shall be _governed by and construed in accordance with the laws of the State of Indiana, except for its conflict of laws provisions, as well as by all ordinances and codes of the City of Carmel, Indiana. The parties agree that, in the event a lawsuit is filed hereunder, they waive any right to a jury trial. they may have, agree to file such lawsuit in an appropriate court in Hamilton County, Indiana only, and agree that such court is the appropriate venue for and has jurisdiction over same. 7.14 Waiver. Any delay or inaction on the part of either party in exercising or pursuing its rights and/or remedies hereunder or under law shall not operate to waive any such rights and/or remedies nor in any way affect the rights of [X:1ContractslProf.Sws & Goods Svcs\Commmity Relalions12016Tirkeood Marketing Services, LLC Professional Services FORM Rev June 2012,doc:5/12/2016 12:45 PMJ Kirkwood Marketing Services, LLC Community Relations Department - 2016 Appropriation #43-593.00; P.O. #33801 Contract Not To Exceed $50,000.00 such party to require such performance at any time thereafter. 7.15 Non -Assignment. Professional shall not assign or pledge this Agreement nor delegate its obligations hereunder without City's prior written consent. 7.16 Entire Agreement. This Agreement contains the entire agreement of and between the.parties hereto with respect to the subject matter hereof, and no prior agreement, understanding or representation pertaining to such subject matter, written or oral, shall be effective for any purpose. No provision of this Agreement may be amended, added to or subtracted from except by an agreement in writing signed by both parties hereto and/or their respective successors in interest. To the extent any provision contained in this Agreement conflicts with any provision contained in any exhibit attached hereto, the provision contained in this Agreement shall prevail, 7.17 Representation and Warranties. Each party hereto represents and warrants that it is authorized to enter into this Agreement and that any person or entity executing this Agreement on behalf of such party has the authority to bind such party or the party which they represent, as the case may be. 7.18 Headings. All headings and sections of this.Agreement are inserted for convenience only and do not form a part of this Agreement nor limit, expand or otherwise alter the meaning of any provision hereof. 7.19 Advice of Counsel. The parties warrant that they have read this Agreement and fully understand it, have had an opportunity to obtain the advice and assistance of counsel throughout the negotiation of same, and enter into same freely, voluntarily, and without any duress, undue influence or coercion, 7.20 Copyright. City acknowledges that various materials which may be used and/or generated by Professional in performance of Services, including forms, job description formats, comprehensive position questionnaire, compensation and classification plan -and reports are copyrighted. City agrees that all ownership rights and copyrights thereto lie with Professional, and City will use them solely for and on behalf of its own operations. City agrees that it will take appropriate action with its employees to satisfy its obligations with respect to use, copying, protection and security of Professional's property, 7.21 Personnel, Professional represents that it has, or will secure at its own expense, all personnel required in performing the services under this agreement. Such personnel shall not be employees of or have any contractual relationship with City. All of the services required hereunder will be performed by Professional or under his supervision and all personnel engaged in the work shall be fully qualified to perform such services, [X:\Contracts\Pmf.S\cs & Ooods Sirs\Community Relaliom\2016\Kirkvvood Markedng Sendces, LLC Professional Services FORM Rujune 2012.doc:5/1212016 12:45 PMJ Kirkwood Marketing Services,.LLC Community Relations Department - 2016 Appropriation #43-593.00; P.O. #33801 Contract Not To Exceed $50,000.00 7.22 Records and Inspections Professional shall maintain full and accurate records with respect to all matters covered under this agreement for three (3) years after the expiration or early termination of this Agreement. City shall have free access at all proper times to such records and the right to examine and audit the same and to make transcripts there from, and to inspect all program data, documents, proceedings and activities. 7,23 Accomplishment of Project Professional shall commence, carry on, and complete the project with all practicable dispatch, in a sound economical and efficient manner, in accordance with the provisions thereof and all applicable laws. In accomplishing the project, Professional shall take such steps as are appropriate to ensure that the work involved is properly coordinated with related work being carried on within City's organization. 7.24 IRAN CERTIFICATION. Pursuant to I.C. § 5-22-16.5, the Professional shall certify that, in signing this Agreement, it does not engage in investment activities within the Country of Iran. 7.25 ACCESS TO PUBLIC RECORDS ACT Professional understands and agrees that any "public record", as that term is defined in Indiana Code 5-14-3- 2(m), as amended, that is related to the subject matter of this Agreement, whether the same is in the possession or control of the Professional or the City, shall be subject to release under and pursuant to the provisions of Indiana's Access to Public Records Act, as codified in Indiana Code 5-14-3-1, et s�Mc., as amended. (remainder of page intentionally left blank) [XAContiactslProCSms & Goods SmTommunity Rclauons@016Tirkreood Marketing Sendces, LLC Professional Services FORM Revjune 2012.doc:511212016 12:45 PM] 7 EXHIBIT A DUTIES, SPECIFICATIONS, AND COMPENSATION A. DUTIES. The Contractor will work: with and under:the .direction of: Nancy Heck, Director of Community Relations and Economic Development for the: City. of;Carmel. : The .duties are to carry a portfolio of 50+=accounts inwhich to solicit sponsorship:opportunities for USCM's - Conference of Mayors on June. 24-27, 2016: To: consult with .them on specific :marketing. needs; . and -make a reasonable attempt to convert the prospective account to become a sponsor. The sponsor -order is subject to approval andoacceptance-by the City of Carmel. The Contractor is.also . responsible to- fill, out a weekly report. onthe -progress of outreach including. the.documentation .of. . completion -of a minimum -of 40 contacts each. week: . B. .COMPENSATION: For -the period: of April 14; 2016 through June 24,: 2016; contiractor: will be: paid FIFTEEN THOUSAND AND N0/100 ($15;000) in.increments-ofFIVETHOUSAND AND. N0/1:00 DOLLARS ($5.000:): C. SUCCESS BONUS: Contractor will be paid. a success bonus of up to THIRTY-FIVE THOUSAND: AND NO/100 DOLLARS ($35,000) --upon the following schedule: - - . $10,000 upon_ total sponsor, receipts. received by_ . . City°of Carmel-during. the. period.of April. 14, 2016 and June 24;.2016 exceeding $100,000; - An additional $10;000 upon total accumulative sponsor:receipts received by City of Carmel -during - the period of April 14, 2016. and June 24- 2016 exceeding $300,000; and. . - An additional.$15,000 upon total- accumulative - :sponsor recei ts:received ti Ci of C:armel:durin P. y City g: the period of April -,14,-,2016 and June 24,2016 exceeding. $550;000: D. -NOTICES.. All. notices.required. or permitted under this.Agreement-shallbeinWriting -and shall be deemed delivered when. delivered in person or deposited in the United States mail, postage prepaid, addressed as follows: Mailing Address:::: Kirkwood Marketing Services, LLC ,Attn: Stephen Wade Garard. 7597E US Hwy 36 Avon, IN 45123 Physical Office at: 5201 W. 860'.St: Indianapolis;. IN 46268 Email/Phone:. -.wade arard@gma l.com /-31741.8-8967. X- i l- EXHIBIT B Invoice Name of Company: Address & Zip: Telephone No.: Fax No.: Project Name: Invoice No. Purchase Order No: Date: Signature Printed Name Goods Services Person Providing Goods/Services Date Goods/ Service Provided Goods/Services Provided (Describe each good/service separately and in detail) Cost Per Item Hourly Rate/ Hours Worked Total GRAND TOTAL Signature Printed Name Kirkwood Marketing Services, LLC 5201 W. 86`h St. Indianapolis, IN 46268 To Whom It May Concern: It is understood that KIRKWOOD MARKETING SERVICES LLC is an independent contractor with respect to the City of Carmel, and not an employee(s) of the City of Carmel. It is understood the City of Carmel is not providing fringe benefits, including health insurance benefits, paid vacation, or any other employee benefit, for the benefit of KIRKWOOD MARKETING SERVICES, LLC. KIRKWOOD MARKETING SERVICES does not have any employees. Thank you, S. Wade Garard 317-418-8967 wadegarard(&gmail.com Form W=9 Request for Taxpayer Clive Form to the (Rev. January 2011)Identification Number and Certification requester. Do not in ,W11 ave UIGServker� send to the IRS. Name (as shown on your Income tax return) t XWoo fl �fr�771✓& �+~ GE5 LL G N Business name/disregarded entity name, If different from stove m 77N on page 3. Check box Employer Identification number appropriate for federal tax 2? 0 classification (required); ❑ IndivlduaVsoie proprietor ❑ C Corporation ❑ S Corporation ❑ Partnership ❑ TrusVestate Umited Itability company. Enter the tax class(fica0on (C=C corporation, S=S corporation, P=partnership) ► -------------------------------- ❑ Exempt payee q�2 o ❑ Other (see instructions) ► Address (number, street, and apt. or suite no..)/� Requester's name and address (optional) `� (i r lh J i`l �(i N r7 4 W City, state, and ZIP code Ust account number(s) here (optlonal) Identification Number it Enter your TiN in the appropriate box. The TIN provided must match the name given on the "Name" line I Social security number However, fora to avoid backup withholding. For individuals, this is your social security number n page resident alien, sole proprietor, or disregarded entity, see the Part I instructions on page 3. For other entitles, It is your employer Identificatlon number (ElN). If you do not have a number, see How to get a 77N on page 3. Note. If the account is in more than one name, see the chart on page 4 for guidelines on whose Employer Identification number .number to enter. 2? -d79 q�2 liL.iM lUert:Irlcation Under penalties of perjury, I certify that: _ 1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be Issued to me), and 2. 1 am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service ORS) that I am subject to backup withholding as a result of a failure to report all Interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding, and 3. 1 am a U.S. citizen or other U.S. person (defined below). Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all Interest and dividends on your tax return. For real estate transactions, Item 2 does not apply. For mortgage Interest paid, acquisition or abandonment of secured property, cancellation of debt, contribullons to an Individual retirement arrangement (IRA), and generally, payments other than Interest and dividends, you are not required to sign the certification, but you must provide your correct TIN. See the Instructions on page 4. v,yn Signature of t Here I U.S. person ► t✓ bate)- General ate► General Instructions Section references are to the Internal Revenue Code unless otherwise noted. Purpose of Form A person who is required to file an information return with the IRS must obtain your correct taxpayer identification number (TIN) to report, for example, Income paid to you, real estate transactions, mortgage interest you paid, acquisition or abandonment of secured property, cancellation of debt, or contributions you made to -an IRA. Use Form W-9 only if you are a U.S. person Oncluding a resident alien), to provide your correct TIN to the person requesting it (the requester) and, when applicable, to: 1. Certify that the TIN you are giving is correct (or you are waiting for a number to be issued), 2. Certify that you are not subject to backup withholding, or 3. Claim exemption from backup withholding if you are a U.S. exempt payee. If applicable, you are also certifying that as a U.S. person, your. allocable share of any partnership Income from a U.S. trade or business Is not subject to the withholding tax on foreign partners' share of effectively connected income. Note. If a requester gives you a form other than Form W-9 to request your TIN, you must use the requester's form K it is substantially similar to this Form W-9. Definition of a U.S. person, For federal tax purposes, you are considered a U.S. person if you are: • An individual who Is a U.S. citizen or U.S. resident alien, • A partnership, corporation, company, or association created or organized in the United States or under the laws of the United States, • An estate (othetthen a foreign estate), or • A domestic trust (as defined in Regulations section 301.7701-7). Special rules for partnerships. Partnerships that conduct atrade or business In the United States are generally required to pay a withholding tax on any foreign partners' share of Income from sugh business. Further, in certain cases where a Form W-9 has not been received, a partnership is required to presume that a partner is a foreign person, and pay the withholding tax. Therefore, If you are a U.S. person that to a partner In a partnership conducting a trade or business in the United States, provide Form W-9 to the partnership to establish your U.S. status and avoid withholding on your share of partnership income. Cal. No. 10231X Form W-9 (Rev. 1-2011) Form W-9 (Rev. 1-2011) The person who gives Form W-9 to the partnership for purposes of establishing Its U.S. status and avoiding withholding on Its allocable share of net Income from the partnership conducting a trade or business in the United States is In the following cases: • The U.S. owner of a disregarded entity and not the entity, • The U.S. grantor or other owner of a grantor trust and not the trust, and • The U.S. trust (other than a grantor trust) and not the beneficiaries of the trust. Foreign person. If you are a foreign person, do not use Form W-9. Instead, use the appropriate Form W-8 (see Publication 515, Withholding of Tax on Nonresident Aliens and Foreign Entities). Nonresident alien who becomes a resident alien. Generally, only a nonresident alien individual may use the terms of a tax treaty to reduce or eliminate U.S. tax on certain types of Income. However, most tax treaties contain a provision known as a "saving clause." Exceptions specified In the saving clause may permit an exemption from tax to continue for certain types of Income even after the payee has otherwise become a U.S. resident alien for tax purposes. If you are a U.S. resident alien who is relying on an exception contained in the saving clause of a tax treaty to claim an exemption from U.S. tax on certain types of Income, you must attach a statement to Form W-9 that specifies the followling five items: 1. The treaty country. Generally, this must be the same treaty under which you claimed exemption from tax as a nonresident alien. 2. The treaty article addressing the Income. 3. The article number (or location) in the tax treaty that contains the saving clause and its exceptions. 4. The type and amount of income that qualifies for the exemption from tax. 5. Sufficient facts to justify the exemption from tax under the terms of the treaty article. Example. Article 20 of the U.S: China income tax treaty allows an exemption from tax for scholarship income received by a Chinese student temporarily present in the United States. Under U.S. law, this student will become a resident alien for tax purposes if his or her stay in the United States exceeds 5 calendar years. However, paragraph 2 of the first Protocol to the U.S: China treaty (dated April 30. 1984) allows the provisions of Article 20 to continue to apply even after the Chinese student becomes a resident alien of the United States. A Chinese student who qualifies for this exception (under paragraph 2 of the first protocol) and is relying on this exception to claim an exemption from tax on his or her scholarship or fellowship Income would attach to Form W-9 a statement that includes the information described above to support that exemption. If you are a nonresident alien or a foreign entity not subject to backup withholding, give the requester the appropriate completed Form W-8. What Is backup withholding? Persons making certain payments to you must under certain conditions withhold and pay to the IRS a percentage of such payments. This Is called "backup withholding." Payments that may be subject to backup withholding include Interest, tax-exempt interest, dividends, broker and barter exchange transactions, rents, royalties, nonemployee pay, and certain payments from fishing boat operators. Real estate transactions are not subject to backup withholding. . You will not be subject to backup withholding on payments you receive if you give the requester your correct TIN, make the proper certifications, and report all your taxable interest and dividends on your tax return. Payments you receive will be subject to backup withholding If: 1. You do not furnish your TiN to the requester, 2. You do not certify your TiN when required (see the Part it instructions on page 3 for details), 3. The IRS tells the requester that you furnished an incorrect TiN, 4. The iRS tells you that you are subject to backup withholding because you did not report all your Interest and dividends on your tax return (for reportable interest and dividends only), or 5. You do not certify to the requester that you are not subject to backup withholding under 4 above (for reportable interest and dividend accounts opened after 1983 only). Page 2 Certain payees and payments are exempt from backup withholding. See the Instructions below and the separate Instructions for the Requester of Form W-9. Also see Special rules for partnerships on page 1. Updating Your Information You -must provide updated Information to any person to whom you claimed to be an exempt payee if you are no longer an exempt payee and anticipate receiving reportable payments in the future from this person. For example, you may need to provide updated information 9 you are a C corporation that elects to be an S corporation, or If you no longer are tax exempt. In addition, you must furnish a new Form W-9 if the name or TiN changes for the account, for example, if the grantor of a. grantor trust dies. Penalties Failure to furnish TIN. If you fall to furnish your correct TIN to a requester, you are subject to a penalty of $50 for each such failure unless your failure Is due to reasonable cause and not to willful neglect. Civil penalty for false information with respect to withholding. If you make a false statement with no reasonable basis that results in no backup withholding, you are subject to a $500 penalty. Criminal penalty for falsifying information, Willfully falsifying certifications or affirmations may subject you to criminal penalties including fines and/or Imprisonment. Misuse of TINS. If the requester discloses or uses TINS In violation of federal law, the requester may be subject to civil and criminal penalties. Specific Instructions Name If you are an individual, you must generally enter the name shown on your income tax return. However, If you have changed your last name, for Instance, due to marriage without informing the Social Security Administration of the name change, enter your first name, the last name shown on your social security card, and your new last name. If the account is in joint names, list first, and then circle, the name of the person or entity whose number you entered In Part I of the form. Sole proprietor. Enter your individual name as shown on your Income tax return on the "Name" line. You may enter your business, trade, or "doing business as (DBA)" name on the "Business name/disregarded entity name" line. Partnership, C Corporation, or S Corporation. Enter the entity's name on the "Name" line and any business, trade, or "doing business as (DBA) name" on the "Business name/disregarded entity name" line. Disregarded entity. Enter the owner's name on the "Name" line. The name of the entity entered on the "Name" line should never be a disregarded entity, The name on the "Name" line must be the name shown on the Income tax return on which the Income will be reported. For example, if a foreign LLC that Is treated as a disregarded entity for U.S. federal tax purposes has a domestic owner, the domestic owner's name is required to be provided on the "Name" line, If the direct owner of the entity Is also a disregarded entity, enter the first owner that is not disregarded for federal tax purposes. Enter the disregarded entity's name on the "Business name/disregarded entity name" line. If the owner of the disregarded entity Is a foreign person, you must complete an appropriate Form W-8. Note. Check the appropriate box for the federal tax classification of the person whose name Is entered on the "Name" line (Individuallsole proprietor, Partnership, C Corporation, S Corporation, Trustlestate). Limited Liability Company (LLC). 1f the person identified on the "Name" line is an LLC, check the "Umited liability company" box only and enter the appropriate code for the tax classification In the space provided. If you are an LLC that is treated as a partnership for federal tax.purposes, enter "P" for partnership. If you are an LLC that has filed a Form 8832 or a Form 2553 to be taxed as a corporation, enter "C" for C corporation or "S" for S corporation. If you are an LLC that is disregarded as an entity separate from Its owner under Regulation. section 301.7701-3 (except for employment and excise.tax), do not check the LLC box unless the owner of the LLC (required to be identified on the "Name" line) Is another LLC that is not disregarded for federal tax purposes. if the LLC Is disregarded as an entity separate from Its owner, enter the appropriate tax classification of the owner Identified on the "Name" line. Form W-9 (Rev. 1-2011) Page 3 Other entitles. Enter your business name as shown on required federal tax documents on the "Name" line. This name should match the name shown on the charter or other legal document creating the entity. You may enter any business, trade, or DBA name on the "Business name/ disregarded entity name" line. Exempt Payee If you are exempt from backup withholding, enter your name as described above and check the appropriate box for your status, then check the "Exempt payee" box in the fine following the "Business name/ disregarded entity name," sign and date the form. Generally, individuals (including sole proprietors) are not exempt from backup withholding. Corporations are exempt from backup withholding for certain payments, such as Interest and dividends. Note. If you are exempt from backup withholding, you should still complete this form to avoid possible erroneous backup withholding. The following payees are exempt from backup withholding: 1. An organization exempt from tax under section 501(a), any IRA, or a custodial account under section 403(b)(7) If the account satisfies the requirements of section 401(1)(2), The United States or any of its agencies or instrumentalities, 3. A state, the bistrict of Columbia, a possession of the United States, or any of their political subdivisions or instrumentalities, 4. A foreign government or any of its political subdivisions, agencies, or Instrumentalities, or 5. An international organization or any of its agencies or instrumentalities. Other payees that may be exempt from backup withholding Include: 6. A corporation, 7. A foreign central bank of issue, 8. A dealer In securities or commodities required to register in the United States, the District of Columbia, or a possession of the United States, 9. A futures commission merchant registered with the Commodity Futures Trading Commission, 10. A real estate investment trust, 11. An entity registered at all times during the tax year under the Investment Company Act of 1940, 12. A•common trust fund operated by a bank under section 584(x), 13. A financial institution, 14. A middleman known in the tnvestmdnt community as a nominee or custodian, or 16. A trust exempt from tax under section 664 or described in section 4947. The following chart shows types of payments that may be exempt from backup withholding. The chart applies to the exempt payees listed above,1 through 15. IF the payment is for... THEN the payment Is exempt for... Interest and dividend payments All exempt payees except for 9 Broker transactions Exempt payees 1 through 5 and 7 through 13. Also, C corporations. Barter exchange transactions and Exempt payees 1 through 5 patronage dividends Payments over $600 required to be Generally, exempt payees reported and direct sales over 1 through 7 3 $5,000' ' See Form 1099-MISC, Miscellaneous Income, and its instructions. : However, the following payments made to a corporation and reportable on Form 1099-MISC are not exempt from backup withholding: medical and health care payments, attorneys' fees, gross proceeds paid to an attorney, and payments for services paid by a federal executive agency. Part 1. Taxpayer Identification Number (TIN) Enter your TIN in the appropriate box. If you are a resident alien and you do not have and are not eligible to get an SSN, your TIN Is your IRS Individual taxpayer identification number QTIN). Enter it in the social security number box. If you do not have an ITIN, see How to get a 77N below. If you are a sole proprietor and you have an EIN, you may enter either your SSN or EIN. However, the iRS prefers that you use your SSN. If you are a single -member LLC that Is disregarded as an entity separate from its owner (see Limited Liability Company (LLC) on page 2), enter the owner's SSN (or EIN, If the owner has one). Do not enter the disregarded entity's EIN. If the LLC Is classified as a corporation or partnership, enter the entity's EIN. Note. See the chart on page4 for further clarification of name and TIN combinations. How to get a TIN. If you do not have a TIN, apply for one immediately. To apply for an SSN, get Form SS -5, Application for a Social Security Card, from your local Social Security Administration office or get this form online at www.ssa.gov. You may also get this form by calling 1-800-772-1213. Use Form W-7, Application for iRS Individual Taxpayer Identification Number, to apply foran ITIN, or Form SS -4, Application for Employer Identification Number, to apply for an EIN. You can apply for an EIN online by accessing the IRS website at www.irs.gov/businesses and clicking on Employer Identification Number (EIN) under Starting a Business. You can get Forms W-7 and SS -4 from the IRS by visiting IRS.gov or by calling 1 -800 -TAX -FORM (1-800-829-3676). - If you are asked to complete Form W-9 but do not have a TIN, write "Applied For" in the space for the TIN, sign and date the form, and give it to the requester. For interest and dividend payments, and certain payments made with respect to readily tradable instruments, generally you will have 60 days to get a TIN and give it to the requester before you are subject to backup withholding on payments. The 60 -day rule does not apply to other types of payments. You will be subject to backup withholding on all such payments until you provide your TIN to the requester. Note. Entering "Applied For" means that you have already applied for a TiN or that you Intend to apply for one soon. Caution: A disregarded domestic entity that has a foreign owner must use the appropriate Form W-8, Part II. Certification To establish to the withholding agent that you are a U.S. person, or resident alien, sign Form W-9. You may be requested to sign by the withholding agent even If Item 1, below, and Items 4 and 5 on page 4 indicate otherwise. For a joint account, only the person whose TIN is shown in Part I should sign (when required). In the case of a disregarded entity, the person identified on the "Name" line must sign. Exempt payees, see Exempt Payee on page 3. Signature requirements. Complete the certification as Indicated in Items 1 through 3, below, and items 4 and 5 on page 4. 1. Interest, dividend, and barter exchange accounts opened before 1984 and broker accounts considered active during 1963. You must give your correct TIN, but you do not have to sign the certification. 2. Interest, dividend, broker, and barter exchange accounts opened after 1983 and broker accounts considered inactive during 1983. You must sign the certification or backup withholding will apply. If you are subject to backup withholding and you are merely providing your correct TIN to the requester, you must cross out item 2 In the certification before signing the form. 3. Real estate transactions. You must sign the certification. You may cross out item 2 of the certification. Form W-9 (Rev. 1-2011) Page 4 4. Other payments. You must give your correct TIN, but you do not have to sign the certification unless you have been notified that you have previously given an incorrect TIN. "Other payments" include payments made in the course of the requester's trade or business for rents, royalties, goods (other than bills for merchandise), medical and health care services (including payments to corporations), payments to a nonemployee for services, payments to certain fishing boat crew members and fishermen, and gross proceeds paid to attorneys pncluding payments to corporations). S. Mortgage interest paid by you, acquisition or abandonment of secured property, cancellation of debt, qualified tuition program payments (under section 529), IRA, Coverdell ESA, Archer MSA or HSA contributions or distributions, and pension distributions. You must give your correct TIN, but you do not have to sign the certification. What Name and Number To Give the Requester For this type of account: Give name and SSN of: 1. Individual The individual 2. Two or more individuals golnt The actual owner of the account or, account) if combined funds, the first Individual on the account' 3. Custodian account of a minor The minor' (Uniform Gift to Minors Act) 4. a. The usual revocable savings The grantor -trustee' trust (grantor Is also trustee) b. So-called trust account that is The actual owner' not a legal or valid trust under state law b. Sole proprietorship or disregarded The owner' entity owned by an individual 6. Grantor trust filing under optional The grantor' Form 1099 Filing Method 1 (see Regulation section 1.871A(b)(2)(i)(A)) For this type of account: Give name and EIN of: 7. Disregarded entity not owned by an The owner Individual 8. A valld trust, estate, or pension trust Legal entity' 9. Corporation or LLC electing The corporation corporate status on Form 8832 or Form 2553 10. Association, club, religious, The organization charitable, educational, or other tax-exempt organization 11. Partnership or multi -member LLC The partnership 12. A broker or registered nominee The broker or nominee 13. Account with the Department of The public entity Agriculture in the name of a public entity (such as a state or local government, school district, or Prison) that receives agricultural program payments 14. Grantor trust filing under the Form The trust 1041 Filing Method or the optional Form 1099 Filing Method 2 (see Regulation section 1.671-4(b)(2)(i)(8)) ' ust rust and drele the name of the person whose number you furnish. It only one person on a joint account has an SSN, that person's number must be fumisbed. ' Circle the mhWs name and furnish the minor's SSN. ' You must show your Individual name and you may also enter your business or •DBA' name on the'Busnem nameld,sregarded entity name Ine. You may use either your SSN or EIN (f you have one), but the IRS encourages you to use your SSN. 4 Lust first and drelo the name of the trust, estate, or pension trust. (Do not furnish the TIN of the personal representative or trustee unless the legal entity itself is not designated in the account title.) Also see Specrar rures rorparrncrships on page 1. 'Note. Grantor also must provide a Form W-9 to trustee of trust Privacy Act Notice Note. If no name is circled when more than one name Is listed, the number will be considered to be that of the first name listed. Secure Your Tax Records from ldentity.Theft Identity theft occurs when someone uses your personal Information such as your name, social security number (SSN), or other identifying Information, without your permission, to commit fraud or other crimes. An identity thief may use your SSN to get a Job or may file a tax return using your SSN to receive a refund. To reduce your risk: • Protect your SSN, • Ensure your employer is protecting your SSN, and • Be careful when choosing a tax preparer. If your tax records are affected by Identity theft and you receive a notice from the iRS, respond right away to the name and phone number printed on the IRS notice or letter. If your tax records are not currently affected by identity theft but you think you are at risk due to a lost or stolen purse or wallet, questionable credit card activity or credit report, contact the IRS Id6ntlty Theft hotline at 1-800-908-4490 or submit Form 14039. For more Information, see Publication 4535, Identity Theft Prevention and Victim Assistance. Victims of Identity theft who are experiencing economic harm or a system problem, or are seeking help In resolving tax problems that have not been resolved through normal channels, may be eligible for Taxpayer Advocate Service (rAS) assistance, You can reach TAS by calling the TAS toll-free case Intake line at 1-877-777-4778 or TTY/TDD 1-800-829-4059. Protect yourself from suspicious emalls or phishing schemes. Phishing is the creation and use of email and websites designed to mimic legitimate business emails and websites. The most common act is sending an email to a user falsely claiming to be an established legitimate enterprise in an attempt to scam the user Into surrendering private Information that will be used for Identity theft. The IRS does not initiate contacts with taxpayers via emails. Also, the IRS does not request personal detailed Information through email or ask taxpayers for the PIN numbers, passwords, or similar secret access Information for their credit card, bank, or other flnanclal accounts. If you receive an unsolicited email claiming to be from the IRS, forward this message to phishing@irs.gov. You may also report misuse of the IRS name, logo, or other IRS property to the Treasury Inspector General for Tax Administration at 1-800-366-4484. You can forward suspicious emails to the Federal Trade Commission at: spam@uce.gov or contact them at www.ftc.gov11dtheft or 1-877-IDTHEFT (1-877-438-4338). Visit IRS.gov to (earn more about identity theft and how to reduce your risk. Seollon 6109 of the Internal Revenue Code requires you to provide your correct TIN to persons gncluding federal agencies) who are required to file information returns with. the IRS to report Interest, dividends, or certain other Income paid to you; mortgage interest you paid; the acquisition or abandonment of secured property; the cancellation of debt; or contributions you made to an IRA, Archer MSA, or HSA. The person collecting this form uses the Information on the form to file Information returns with the IRS, reporting the above Information. Routine uses of this information include giving it to the Department of Justice for civil and criminal litigation and to cities, stales, the District of Columbia, and U.S. possessions for use in administering their laws. The Information also may be disclosed to.other countries under a treaty, to federal and state agencies to enforce civil and criminal laws, or to federal law enforcement and Intelligence agencies to combat terrorism. You must proviaeyour TiN whether or not you are required to file a lax return. Under section 3408, payers must generally withhold a percentage of taxable interest, dividend, and certain other payments to a payee who does not give a TIN to the payer. Certain penalties may also apply for providing false or fraudulent Information. m city®� c4j� � �� INDIANA RETAIL TAX EXEMPT CERTIFICATE NO. 003120155 002 0 Page 1 of 1 PURCHASE ORDER NUMBER (�,�, FEDERAL EXCISE TAX EXEMPT 33801 ONE CIVIC SQUARE 35-6000972 THIS NUMBER MUST APPEAR ON INVOICES, A/P CARMEL, INDIANA 46032-2584 a�1 VOUCHER, DELIVERY MEMO, PACKING SLIPS, FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL -1997 SHIPPING LABELS AND ANY CORRESPONDENCE PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION 4/26/2016 370569 PROFESSIONAL FUNDRAISING SERVICES KIRKWOOD MARKETING SERVICES, LLC Community Relations VENDOR ATTN: STEVEN WADE GARARD SHIP 1 Civic Square 7597 EAST U.S. HIGHWAY 36 TO Carmel, IN 46032 - AVON, IN 46123 - PURCHASE ID BLANKET CONTRACT 1, PAYMENTTERMS TFREIGHT 4302 Community Relations QUANTITY UNIT OF MEASURE DESCRIPTION I UNIT PRICE EXTENSION Department 1203 Account: 43-593.00 Fund: 101 General Fund 1 Each PROFESSIONAL FUNDRAISING SERVICES FOR USCM EVENT a�1 1 T. 1 1, t� jj1 1, J- 1 UT � �' Send Invoice To: Community Relations 1 Civic Square Carmel, IN 46032- Y , k PLEASE INVOICE IN DUPLICATE $50,000.00 $50,000.00 Sub Total $50,000.00 )5-09-1 6A7Q6'10 RCVD City of Carmel Department of Law DEPARTMENT I ACCOUNT I PROJECT I PROJECTACCOUNT AMOUNT PAYMENT $50,000.00 SHIPPING INSTRUCTIONS ' A/P VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.O. NUMBER IS MADE A PART OF THE VOUCHER AND EVERY INVOICE AND VOUCHER HAS THE PROPER SWORN 'SHIP PREPAID. AFFIDAVIT ATTACHED, I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN 'C.O.D. SHIPMENT CANNOT BE ACCEPTED. THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER. 'PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL 'THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945 AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO. ORDERED BY TITLE CONTROL NO. 33801 CLERK -TREASURER