HomeMy WebLinkAboutPaperless Packet for BPW 12.06.23Board of Public Works and Safety Meeting
Agenda
Wednesday, December 6, 2023 – 10:00 a.m.
Council Chambers City Hall, One Civic Square
MEETING CALLED TO ORDER
1. MINUTES
a. Minutes from the November 15, 2023, Regular Meeting
2. BID OPENING AND AWARD
a. Request For Proposal Opening for Renewable Natural Gas Conversion; John Duffy,
Director of Utilities
b. Bid Award for 23-STR-09 Tarkington Lighting; Matt Higginbotham, Street
Commissioner
c. Quote Award for 23-STR-11 Asphalt Repairs; Matt Higginbotham, Street Commissioner
3. CONTRACTS
a. Resolution BPW 11-01-23-03; A Resolution Requesting Financing, Construction and
Dedication of Certain Infrastructure or Other Impact Zone Improvements in Lieu of
and as a Credit Against the Payment of Parks and Recreation Impact Fees (“PRIF”)
and Approving a PRIF Credit Agreement; Pedcor Community Development
Corporation - Penn One Eleven; ($4,706,248.00); Henry Mestetsky, Director of the
Department of Redevelopment – TABLED ON 11/1/23
b. Resolution BPW 11-15-23-04; A Resolution Requesting Financing, Construction and
Dedication of Certain Infrastructure or Other Impact Zone Improvements in Lieu of
and as a Credit Against the Payment of Parks and Recreation Impact Fees (“PRIF”)
and Approving a PRIF Credit Agreement; KRG Hamilton Crossing, LLC – Hamilton
Crossing; ($4,882.00 per unit); Henry Mestetsky, Director of the Department of
Redevelopment – TABLED ON 11/15/23
c. Resolution BPW 11-15-23-05; A Resolution Requesting Financing, Construction and
Dedication of Certain Infrastructure or Other Impact Zone Improvements in Lieu of
and as a Credit Against the Payment of Parks and Recreation Impact Fees (“PRIF”)
and Approving a PRIF Credit Agreement; Buckingham Realty and Development
Corporation – Gramercy Carmel Marketplace; ($4,084,508.00); Henry Mestetsky,
Director of the Department of Redevelopment – TABLED ON 11/15/23
d. Resolution BPW 11-15-23-06; A Resolution Requesting Financing, Construction and
Dedication of Certain Infrastructure or Other Impact Zone Improvements in Lieu of
and as a Credit Against the Payment of Parks and Recreation Impact Fees (“PRIF”)
and Approving a PRIF Credit Agreement; Old Town Companies, LLC – Midtown
Blocks 4 & 5; ($4,882.00 per unit); Henry Mestetsky, Director of the Department of
Redevelopment – TABLED ON 11/15/23
e. Resolution BPW 11-15-23-07; A Resolution Requesting Financing, Construction and
Dedication of Certain Infrastructure or Other Impact Zone Improvements in Lieu of
and as a Credit Against the Payment of Parks and Recreation Impact Fees (“PRIF”)
and Approving a PRIF Credit Agreement; CD Carmel Old Meridian, LLC – Old
Meridian Apartments; ($1,391,370.00); Henry Mestetsky, Director of the Department of
Redevelopment – TABLED ON 11/15/23
f. Resolution BPW 12-06-23-07; A Resolution Requesting Financing, Construction and
Dedication of Certain Infrastructure or Other Impact Zone Improvements in Lieu of
and as a Credit Against the Payment of Parks and Recreation Impact Fees (“PRIF”)
and Approving a PRIF Credit Agreement; Old Town Companies, LLC – Magnolia II;
($704,364.00); Henry Mestetsky, Director of the Department of Redevelopment
g. Resolution BPW 12-06-23-08; A Resolution Requesting Financing, Construction and
Dedication of Certain Infrastructure or Other Impact Zone Improvements in Lieu of
and as a Credit Against the Payment of Parks and Recreation Impact Fees (“PRIF”)
and Approving a PRIF Credit Agreement; KG Monon, LLC – Valentina; ($4,882.00
per unit); Henry Mestetsky, Director of the Department of Redevelopment
h. Resolution BPW 12-06-23-09; A Resolution Requesting Financing, Construction and
Dedication of Certain Infrastructure or Other Impact Zone Improvements in Lieu of
and as a Credit Against the Payment of Parks and Recreation Impact Fees (“PRIF”)
and Approving a PRIF Credit Agreement; Edward Rose Development, LLC – ICON
on Main; ($1,406,016.00); Henry Mestetsky, Director of the Department of
Redevelopment
i. Resolution BPW 12-06-23-10; A Resolution Requesting Financing, Construction and
Dedication of Certain Infrastructure or Other Impact Zone Improvements in Lieu of
and as a Credit Against the Payment of Parks and Recreation Impact Fees (“PRIF”)
and Approving a PRIF Credit Agreement; Village Housing Corporation, LLC –
Monon Square South; ($4,882.00 per unit); Henry Mestetsky, Director of the Department
of Redevelopment
j. Resolution BPW 12-06-23-11; A Resolution Requesting Financing, Construction and
Dedication of Certain Infrastructure or Other Impact Zone Improvements in Lieu of
and as a Credit Against the Payment of Parks and Recreation Impact Fees (“PRIF”)
and Approving a PRIF Credit Agreement; Birkla Investment Group, LLC – Civic
Square Condos; ($4,882.00 per unit); Henry Mestetsky, Director of the Department of
Redevelopment
k. Resolution BPW 12-06-23-12; A Resolution Requesting Financing, Construction and
Dedication of Certain Infrastructure or Other Impact Zone Improvements in Lieu of
and as a Credit Against the Payment of Parks and Recreation Impact Fees (“PRIF”)
and Approving a PRIF Credit Agreement; Birkla Investment Group, LLC – South
Rangeline; ($4,882.00 per unit); Henry Mestetsky, Director of the Department of
Redevelopment
l. Request for Purchase of Goods and Services; Dinges Partners Group, LLC;
($50,870.00); Attack Digital Fire Training Panel; Chief David Haboush, Carmel Fire
Department
m. Resolution 12-06-23-01; Request for Acknowledgement of Contract between City and
Vendor; Meltwater News US Inc; ($16,000.00); Meltwater Engage Profiles, Insights &
Social Media; Additional Services Amendment; Nancy Heck, Director of the Department
of Community Relations
n. Resolution 12-06-23-03; Request for Acknowledgement of Contract between City and
Vendor; Aadvanced Limousines, LLC; ($38,154.00); IndyTrolley Holiday Trolley
Services; Additional Services Amendment; Nancy Heck, Director of the Department of
Community Relations
o. Resolution 12-06-23-05; Request for Acknowledgement of Contract between City and
Vendor; Arctic Zone Iceplex, LLC d/b/a Carmel Ice Skadium;($243,896.00); Arctic
Zone Ice Rink Services; Additional Services Amendment; Nancy Heck, Director of the
Department of Community Relations
p. Request for Purchase of Goods and Services; HWC Engineering, Inc.; ($84,500.00);
Road Work Improvement; Additional Services Amendment; Mike Hollibaugh, Director
of the Department of Community Services
q. Request for Purchase of Goods and Services; Mobycon, Inc.; ($25,000.00);
Masterclass Training and Travel Expenses; Additional Services Amendment; Mike
Hollibaugh, Director of the Department of Community Services
r. Request for Purchase of Goods and Services; Nearmap US, Inc.; ($96,000.00);
Mapping Software Services & ArcGIS Integration Subscription; Additional Services
Amendment; Mike Hollibaugh, Director of the Department of Community Services
s. Request for Purchase of Goods and Services; Vermeer of Indiana, Inc.; ($86,698.99);
Chipper Purchase; Mike Hollibaugh, Director of the Department of Community Services
t. Request for Purchase of Goods and Services; CRE Consulting, LLC; ($17,850.00); 22-
ENG-02 116th Street Path – US 421 to Towne Road; Parcels 16-19, 31-32 Appraisals;
Jeremy Kashman, City Engineer
u. Request for Purchase of Goods and Services; CrossRoad Engineers, P.C.;
($25,000.00); 2022 Bond Projects ROW Services Supplemental Fee; Additional
Services Amendment; Jeremy Kashman, City Engineer
v. Request for Purchase of Goods and Services; CrossRoad Engineers, P.C.; ($3,750.00);
20-ENG-13 Veterans Way – City Center to Walnut and Duke Dist. Relocation –
Supplemental – Booster Pump & Spray Nozzles; Additional Services Amendment;
Jeremy Kashman, City Engineer
w. Request for Purchase of Goods and Services; Specialized Land Services, Inc.;
($12,960.00); Buying Services; Additional Services Amendment; Jeremy Kashman, City
Engineer
x. Request for Purchase of Goods and Services; GovernmentJobs.com, Inc., d/b/a
NEOGov; ($3,250.00); Professional Services Online Training; Additional Services
Amendment; Lisa Hartz, Director of Human Resources
y. Request for Purchase of Goods and Services; Pabulum Group, LLC; ($2,400.00);
Consulting Services; Lisa Hartz, Director of Human Resources
z. Request for Agreement between City and Business Associate; WellnessIQ; Business
Associate Agreement; Lisa Hartz, Director of Human Resources
aa. Request for Purchase of Goods and Services; AVI Systems, Inc.; ($76,544.91); AV
Repair; Additional Services Amendment; Timothy Renick, Director of Information and
Communication Systems
bb. Request for Purchase of Goods and Services; Cultivate Geospatial Solutions, LLC;
($45,000.00); Digital Twin for Monon Trail from Main Street to Elm Street;
Additional Services Amendment; Timothy Renick, Director of Information and
Communication Systems
cc. Request for Purchase of Goods and Services; Cultivate Geospatial Solutions, LLC;
($25,000.00); GeoHub; Additional Services Amendment; Timothy Renick, Director of
Information and Communication Systems
dd. Resolution 12-06-23-04; Request for Acknowledgement of Contract between City and
Vendor; Park Place Technologies; ($10,652.06); San Nodes/Tape Library ESX Host
Maintenance; Timothy Renick, Director of Information and Communication Systems
ee. Request for Purchase of Goods and Services; Bayliss & Co., LLC; ($2,500.00);
Consulting for Public Art; Additional Services Amendment; Mayor James Brainard,
Mayor’s Office
ff. Resolution 12-06-23-06; Request for Acknowledgement of Contract between City and
Vendor; C.L. Coonrod & Co.; Service Agreement 2024; Mayor James Brainard,
Mayor’s Office
gg. Acknowledgement of Sister City Agreement between City of Carmel, Indiana, USA
and City of Cortona, Arezzo, Italy; Mayor James Brainard, Mayor’s Office
hh. Acknowledgement of Sister City Agreement between City of Carmel, Indiana, USA
and City of Jelgava, Latvia; Mayor James Brainard, Mayor’s Office
ii. Acknowledgement of Sister City Agreement between City of Carmel, Indiana, USA
and City of Kurort Seiffen, Free State of Saxony, Germany; Mayor James Brainard,
Mayor’s Office
jj. Acknowledgement of Sister City Agreement between City of Carmel, Indiana, USA
and City of Rueil-Malmaison, Hauts-De-Seine, France; Mayor James Brainard, Mayor’s
Office
kk. Acknowledgement of Sister City Agreement between City of Carmel, Indiana, USA
and City of Visakhapatnam, Andhra Pradesh, India; Mayor James Brainard, Mayor’s
Office
ll. Acknowledgement of Sister City Agreement between City of Carmel, Indiana, USA
and City of Xiangyang, Hubei Province, The People’s Republic of China; Mayor James
Brainard, Mayor’s Office
mm. Request for Purchase of Goods and Services; Bo-mar Industries, Inc.;
($10,000.00); Annual Maintenance Agreement; Matt Higginbotham, Street
Commissioner
nn. Request for Purchase of Goods and Services; Ott Equipment Service, Inc.;
($41,422.02); Balancer & Tire Changer; Additional Services Amendment; Matt
Higginbotham, Street Commissioner
oo. Resolution 12-06-23-02; Request for Acknowledgement of Contract between City and
Vendor; All Star Paving, Inc.; ($83,649.98); Asphalt Rejuvenation for East Main
Street & Gray Road; Matt Higginbotham, Street Commissioner
4. REQUEST TO USE CITY STREETS/PROPERTY
a. Request to Use/Rolling Closure of City Streets; Ghosts & Goblins 5k/2k; October 26,
2024; 6:00 AM – 12:00 PM; Jennifer Penix, Carmel Education Foundation
b. Request to Use Civic Square Gazebo/Lawn; Sister Cities Christmas Tree Viewing;
December 15, 2023; 8:00 PM – 9:00 PM; Andris Berzins, Carmel Sister Cities
c. WITHDRAWN: Request to Use Carter Green & Restrooms Adjacent to Hotel
Carmichael, Closure of Loop Around Carter Green; Carmel Pride Festival; June 30,
2024; 6:00 AM – 11:00 PM; Martina Queijo, Carmel Pride
d. Request to Use/Rolling Closure of City Streets, Civic Square Gazebo/Lawn, Civic
Square Fountain Area & Restroom; 2024 Indiana Women’s Running Festival; August
31, 2024; 6:00 AM – 1:00 PM; Todd Oliver, Carmel Road Racing Group
5. OTHER
a. Request for Secondary Plat; Five-Ten Subdivision; Tom Lazzara, Custom Living USA –
TABLED on 10/4/23 – REMAINS TABLED
b. Request for Waiver of BPW Resolution No. 04-28-17-01 and Lane Restriction;
Installation of New Wood Mid-Span Pole in ROW; East Main Street; Duke Energy
c. Request for Waiver of BPW Resolution No. 04-28-17-01 and Lane Restriction;
Installation of New Wood Mid-Span Pole in ROW; Towne Road and Harleston Street;
Duke Energy
d. Request for Consent to Encroach and Variance; 1053 Serenity Court; John Rinehart &
Rebecca Wanick, Property Owners
e. Request for Consent to Encroach and Variance; 14010 Grannan Lane; Thomas &
Sally Manning, Property Owners
f. Request for Grant of Perpetual Storm Water Quality Management Easement; Rosie’s
Gardens - 10402 N. College Avenue; Parknorth II, LLC
g. Request for Secondary Plat; Kingswood Extension; Jennifer Milliken, Ice Miller
h. Request for Stormwater Technical Standards Waiver; 1151 W 116th Street; Brian
Brown, Stoeppelwerth & Associates
i. Request for Stormwater Technical Standards Waiver; 4130 W. 131st Street; Brian
Brown, Stoeppelwerth & Associates
j. Request for Stormwater Technical Standards Waiver; Midwest Eye Institute at The
Bridges - NW Corner of Illinois Street & 111th Street; Kylie Bright-Schuler, American
Structurepoint
6. ADJOURNMENT
Board of Public Works and Safety Meeting 1
Minutes 2
Wednesday, November 15, 2023 – 10:00 a.m. 3
Council Chambers City Hall, One Civic Square 4
5
6
7
MEETING CALLED TO ORDER 8
9
Mayor James Brainard called the meeting to order at 10:02 AM. 10
11
MEMBERS PRESENT 12
13
Mayor James Brainard, Board Members Mary Ann Burke and Lori Watson, and Deputy Clerks Jessica 14
Komp and Jessica Dieckman were present. 15
16
MINUTES 17
18
Minutes from the November 1, 2023 Regular Meeting. Board Member Burke moved to approve. Board 19
Member Watson seconded. Mayor Brainard abstained, as he was not present at the November 1, 2023 20
Meeting. Minutes were approved 2-0. 21
22
BID OPENING AND AWARD 23
24
Bid Opening for 23-STR-09 Tarkington Lighting 25
Lori Watson opened the bids and Mayor Brainard read them aloud: 26
27
Contractor Quote 28
Frederick’s, Inc. $725,000.00 29
James Babcock, Inc. $840,500.00 30
Barth Electric Co., Inc. $703,038.00 31
32
Quote Opening for 23-STR-11 Asphalt Repairs 33
Lori Watson opened the bid and Mayor Brainard read it aloud: 34
35
Contractor Quote 36
Howard Companies $15.50/sq yd, total of $137,175.00 37
38
PERFORMANCE BOND REDUCTION APPROVAL REQUEST 39
Resolution BPW 11-15-23-03; Bond Release for Culver’s Carmel; Erosion Control; Board Member 40
Burke moved to approve. Board Member Watson seconded. Resolution approved 3-0. 41
42
CONTRACTS 43
44
Mayor Brainard asked Board Members Burke and Watson if they opposed waiting until the end of the 45
meeting to address the first five contracts on the agenda. The Board did decide to proceed with the 46
remaining agenda items before addressing the first five contracts on the agenda. 47
Request for Purchase of Goods and Services; Hoosier Fire Equipment, Inc.; ($696,989.25); Fire 48
Department Gear; Additional Services Amendment; Board Member Burke moved to approve. Member 49
Watson seconded. Request approved 3-0. 50
51
Request for Purchase of Goods and Services; Kentwood Office Furniture, Inc.; ($14,269.32); Office 52
Furniture; Additional Services Amendment; Board Member Burke moved to approve. Member Watson 53
seconded. Request approved 3-0. 54
55
Request for Purchase of Goods and Services; Touchphrase Development, LLC d/b/a Julota; 56
($15,246.26); Mental Health Software for CFD and CPD; Board Member Burke moved to approve. 57
Member Watson seconded. Request approved 3-0. 58
59
Resolution 11-15-23-01; Request for Acknowledgement of Contract between City and Vendor; 60
GovernmentJobs.com, Inc. d/b/a NEOGov; ($10,573.20); Annual Subscription Renewal; Additional 61
Services Amendment; Board Member Burke moved to approve. Member Watson seconded. Resolution 62
approved 3-0. 63
64
Request for Purchase of Goods and Services; The Center for the Performing Arts; ($3,033.25); 65
Facility Rental and Professional Services for Event; Board Member Burke moved to approve. Member 66
Watson seconded. Request approved 3-0. 67
68
Request for Purchase of Goods and Services; The Taylor Realty Group, P.C.; ($4,380.00); 20-ENG-69
04-S College Avenue Reconstruction, Parcel #4 -APA, Parcels #5 & #6 – Second Appraisals; 70
Additional Services Amendment; Board Member Burke moved to approve. Member Watson seconded. 71
Request approved 3-0. 72
73
Resolution 11-15-23-02; Request for Acknowledgement of Contract between City and Vendor; The 74
Seward Johnson Atelier; ($253,000.00); Purchase and Design Fees for Sculpture; Board Member 75
Burke moved to approve. Member Watson seconded. Resolution approved 3-0. 76
Request for Goods and Services; Mainscape, Inc.; ($102,700.00); Janitorial Services for 77
Christkindlmarkt; Additional Services Amendment; Board Member Burke moved to approve. Member 78
Watson seconded. Request approved 3-0. 79
80
REQUEST TO USE CITY STREETS/PROPERTY 81
82
Request to Use/Close City Streets, Use Monon & Main Plaza and Use Sophia Square Restrooms; Art 83
of Wine Festival; May 18, 2024; 8:00 AM – 10:00 PM; Board Member Burke moved to approve. 84
Member Watson seconded. Request approved 3-0. 85
86
Request to Use Additional Parking Spaces on 3rd Avenue on Specific Dates; Carmel Christkindlmarkt; 87
November 24 & 25, 2023 – All Day; December 8, 9, 15, 16, & 17, 2023 – All Day; December 10, 2023 88
from 11 AM – 3PM; December 18, 2023 from 12:00 AM – 12:00 PM; Board Member Burke moved to 89
approve. Member Watson seconded. Request approved 3-0. 90
91
Request for Occasional Vehicle Access on the Monon Trail; Carmel Christkindlmarkt; November 13 – 92
December 31, 2023; Various Hours for Daily Vendor Access and Special Delivery Access; Board 93
Member Burke moved to approve. Member Watson seconded. Request approved 3-0. 94
95
Request to Use Civic Square Gazebo/Lawn; Diwali Event; November 25, 2023; 4:00 PM – 9:00 PM; 96
Board Member Burke moved to approve. Member Watson seconded. Request approved 3-0. 97
98
Request for Acknowledgement of Approval to Use Civic Square Fountain Area & Restroom, Civic 99
Square Gazebo/Lawn, and Japanese Garden; Wedding; November 11, 2023; 11:30 AM – 1:30 PM; 100
Board Member Burke moved to approve. Member Watson seconded. Request approved 3-0. 101
102
Request to Use Midtown Plaza; Outdoor Holiday Music Event; December 7, 2024; 1:00 PM – 5:00 103
PM; Board Member Burke moved to approve. Member Watson seconded. Request approved 3-0. 104
105
Request to Use Parking Spots for Holiday Trolley; Carmel Holiday Trolley; Fridays & Saturdays from 106
November 24 – December 23, 2023; 5:00 PM – 9:00 PM on Fridays, 2:00 PM – 9:00 PM on 107
Saturdays; Board Member Burke moved to approve. Member Watson seconded. Request approved 3-0. 108
109
Request to Use/Close City Streets and Use Sophia Square Restrooms; Street Party; June 15, 2024; 110
2:00 PM – 1:00 AM; Board Member Burke moved to approve. Member Watson seconded. Request 111
approved 3-0. 112
113
Request to Use/Close City Streets and Use Sophia Square Restrooms; Street Party; July 20, 2024; 2:00 114
PM – 1:00 AM; Board Member Burke moved to approve. Member Watson seconded. Request 115
approved 3-0. 116
117
OTHER 118
119
Request for Secondary Plat; Five-Ten Subdivision; Tom Lazzara, Custom Living USA – TABLED on 120
10/4/23, REMAINS TABLED. 121
122
Request for Waiver of BPW Resolution No. 04-28-17-01 and Lane Restriction; Installation of New 123
Wood Mid-Span Pole; Alderbrook Trail; Board Member Burke moved to approve. Member Watson 124
seconded. Request approved 3-0. 125
126
Request for Consent to Encroach and Variance; 14159 Kodiak Drive; Board Member Burke moved to 127
approve. Member Watson seconded. Request approved 3-0. 128
129
Request for Curb Cut and Curb Cut Vacation; 441 2nd Ave NE; Board Member Burke moved to 130
approve. Member Watson seconded. Request approved 3-0. 131
132
Request for Grant of Perpetual Storm Water Quality Management Easement; 111th & Springmill Road 133
– The Steadman Apartments; Board Member Burke moved to approve. Member Watson seconded. 134
Request approved 3-0. 135
136
ADD-ONS 137
138
Board Member Burke moved to add three add-on items to the agenda, which are all related to 139
upcoming Palladiscope shows. Member Watson seconded. Approved 3-0. 140
141
Master Agreement, Work Order and Maintenance Agreement with Blockhouse Studios, LLC 142
Carmel Community Relations and Economic Development Department and Carmel Redevelopment 143
Commission request the approval of three contracts with Blockhouse Studios. The Master Services 144
Agreement will govern the ordering and production of all shows going forward. The Work Order sets 145
the delivery and payment terms for the upcoming Christkindlmarkt and the Festival of Ice shows. The 146
Maintenance Agreement is for the Palladiscope projection equipment. Presented by Sergey 147
Grechukhin, Corporation Counsel. 148
149
Board Member Burke moved to approve the Master Agreement. Member Watson seconded. Approved 150
3-0. 151
152
Board Member Burke moved to approve the Work Order in the amount of $50,000.00, payable by the 153
Community Relations and Economic Development Department. The Carmel Redevelopment 154
Commission will pay the remaining balance. Member Watson seconded. Approved 3-0. 155
156
Board Member Burke moved to approve the Maintenance Agreement in the amount of $33,272.00. 157
Member Watson seconded. Approved 3-0. 158
159
RESOLUTIONS REQUESTING THE APPROVAL OF PRIF CREDIT AGREEMENTS 160
161
The Board next addressed the first five contracts on the agenda, all requests for approval of Parks and 162
Recreation Impact Fees (PRIF) credit agreements. Mayor Brainard first spoke briefly to those in the 163
Chambers about his displeasure with accusations of policy not being properly followed. He stated that 164
all of these agreements have been fully vetted and are being executed correctly. Being that there were 165
several people in the Chambers who wished to address the Board, Mayor Brainard broke with typical 166
meeting protocol by allowing anyone who wished to speak to do so. The first to speak was 167
Councilperson-Elect and Township Board Member Matt Snyder. 168
169
Mr. Snyder stated that he was speaking in his capacity as a Member of the Township Board. Mr. 170
Snyder initially agreed with the concept of PRIF credit agreements, as he understood that those fees 171
would go to the Park Department. As those fees began to be diverted from the Park Department, Mr. 172
Snyder didn’t object, because he believed the fees were going towards amenities that make Carmel the 173
best city in the United States, such as the Monon Boulevard and its assets, and enhancements to our 174
downtown developments. However, he does oppose the $4.7 million PRIF credit for the 111th and 175
Pennsylvania development. PRIF credits have been going to the urban core, but that location is not 176
part of the urban core. Mr. Snyder stated that in the past 5 years we’ve put $40 million into the parks 177
and in the past 20 years we’ve put over $150 million into the parks, all borrowed on the backs of the 178
taxpayers. The Park Department has many initiatives that it would like to accomplish going forward 179
and if we could do that without taking the money from the taxpayers, by using the PRIF credits in the 180
way they were set up to work, he believes that is the prudent move. Mr. Snyder is not saying or 181
inferring that the city has done anything illegal. The township has conferred with two independent 182
legal counsels who are of the opinion that the process might not be being followed exactly as it should 183
be, in regard to cash payments to the CRC, or assets not being transferred from developers to the city. 184
Mr. Snyder stated that speaking on behalf of the township, they would like to see these Impact Fees go 185
where they were intended, to be used to build out such parks as Thomas Marcuccilli and other things 186
in the Parks Master Plan. 187
188
Mayor Brainard asked if anyone else would like to speak. The next person to speak was President of 189
the Parks Board, and Councilperson-Elect Rich Taylor. 190
191
Mr. Taylor stated that there had been a presentation by Michael Klitzing, Director of the Park 192
Department the previous evening. During the presentation, the legal opinion of attorney Brian Bosma 193
was shared regarding PRIF credits, and how the manner in which the funds are being applied is not 194
correct, according to the city’s ordinance and the state statute. Mr. Taylor also provided a copy of the 195
resolution that was unanimously approved by the Parks Board, requesting how impact fees should be 196
handled in the future. Mr. Taylor shared that Mr. Klitzing had not been made aware of the Park 197
Impact Fees that are on today’s agenda by Henry Mestetsky of the CRC or by other staff, but through 198
the media. The presentation also showed ways in which impact fees had been used by the CRC which 199
don’t seem to fit the definition of park improvements or amenities. Mr. Taylor stated that there are 200
really 3 matters to be addressed: 1.) What is the definition of a park amenity or a park improvement? 201
There is disagreement on that between the parks board and the parks staff. 2.) The Parks Department 202
has legal counsel, which also happens to represent the township, that believes that when a credit is 203
applied, and the developer pays that same amount to the CRC, that money is not a wash, it is still an 204
impact fee and should be used within the allowed uses of the impact fees under the 2010 ordinance and 205
the state statute. 3.) These $5 million dollars of cash payments that are on the today’s agenda were not 206
disclosed to the Director of the Parks Department, he found out from a news reporter. Mr. Taylor 207
wrapped up by asking the Board to read and consider the resolution passed by the Parks Board and to 208
table these agenda items until they can be discussed further and have a resolution to the three issues 209
he addressed. 210
211
Jim Garretson, 9-year member of the Park Department Board, spoke next. He spoke of the Park 212
Department being mandated to not lose money on the Monon Community Center, which they haven’t 213
other than during the pandemic, but they did have reserves to cover that loss. Mr. Garretson is 214
concerned with issues such as Fishers getting township money that we were getting for the parks. Also, 215
school starting earlier every year affects the revenue at the Water Park, which is their main source of 216
revenue. He stated that our source of revenue is declining. We were hoping that these PRIF funds 217
would replace some of that, but we are losing that to the CRC. This year the CRC has gotten twice as 218
much as the Parks Department. Mr. Garretson is concerned that the Parks is running out of money, 219
and there is no plan to replace it, other than these PRIF funds. Mr. Garretson asked if they could have 220
more time to further discuss the matter before the Board takes action. 221
222
Mayor Brainard asked if anyone else would like to speak. No one wished to speak. Mayor Brainard 223
asked if there was a motion to move agenda item 4.a. off the table and into business. There was no 224
motion. Mayor Brainard made a motion to remove it from the table and asked for a second, but no one 225
seconded the motion. 226
227
Mayor Brainard stated that he had comments to make. He corrected one thing Mr. Garretson said 228
about the lifeguards and the operating expenses of the Monon Center. Impact fees may not be used for 229
operating expenses, whether by the Parks Board or anybody else. They can only be used for capital 230
improvements, which are purchases of something new, not maintenance of something that already 231
exists. So the impact fees do not affect operating expenses. He then went on to explain some of the 232
history of the Park Department. When Mayor Brainard was elected in 1995, Carmel had 1.5 full-time 233
park employees and 41 acres of park land, 20 of which they operated, and 20 of which had been turned 234
over to the county parks. Today the Parks Department operates over 800 acres, and the city operates 235
several hundred acres as well. Over the last 28 years Carmel has worked hard to have an award-236
winning parks department. The city has also done something that most suburban cities do not do, 237
which is to have a very traditional downtown core. The great cities of the world that were built before 238
the invention of the automobile were studied, and they all have smaller public plazas and parks 239
throughout those cities. When a developer is asked to give up a portion of their development to be 240
devoted to a public space, that is real money the developer is contributing to that project. 241
242
The Mayor stated that he came to Mr. Westermeier when he was still Executive Director of the Parks 243
Department and asked him for help with the urban parks. After conferring with the Park Board, the 244
Mayor was told that the Park Department did not have much interest in working on the urban parks. It 245
was decided that the developers should be responsible for the urban parks. Mayor Brainard stated that 246
he didn’t think that was fair, because the developers are already paying park impact fees, so to ask 247
them to then also pay for the parks is really doubling the amount they are asked to pay. Mayor 248
Brainard believes that in the urban core, when impact fees are used, they should be used in those 249
areas, and not taken from the urban core to be used in suburban areas. 250
251
In 2020, the Mayor asked Carmel’s Corporation Counsel to review this issue. Our counsel went 252
through all areas of state law, applicable statutes, and applicable local laws, to write a memo laying 253
out exactly how this could be done legally and properly under state law and local ordinances. Mayor 254
Brainard is comfortable with that memo, and with how PRIF funds have been handled. He does not 255
agree with Mr. Bosma’s interpretation. State law is broad as to how this happens, but the key thing is 256
that it must go to infrastructure. Every penny that has been expended by the CRC has gone to capital 257
items and not to maintenance, and that is the distinction that is made in the statute. 258
259
In regard to the 111th and Penn development, along US 31 we have a very underutilized area. Most of 260
the development there is from the 1980’s, with large office buildings taking up 20% of the space, 261
surrounded by ugly asphalt parking lots. What most progressive cities are doing today is turning those 262
empty parking lots into urban villages. We have made agreements with the developers after long, 263
protracted negotiations, including having green spaces and public plazas and parks in these newly 264
developed areas, which are vital to those neighborhoods and the adjacent areas. 265
266
Board Member Mary Ann Burke asked if she could speak. She stated that she loves Indiana, and that 267
Carmel was a beautiful small city. Ms. Burke agreed that we needed to grow, but she worries that 268
we’ve lost part of our Carmel charm in letting so many apartments, condos and townhouses be built. 269
270
Board Member Lori Watson stated that they have studied the types of housing that younger people 271
want to live in, and there are many who do not want the outdoor work required of single-family homes. 272
Many want a simplified lifestyle, which an apartment or condo can provide. Member Watson is not 273
opposed to this type of development per se, but she has been contacted by numerous citizens regarding 274
their concern about the legality of these developments and their use of PRIF credits. For these 275
reasons, Ms. Watson would like to take the next few weeks to address these issues before making a 276
decision. 277
278
Mayor Brainard stated that he invited Mr. Klitzing into his department head meetings some time ago, 279
which are held a minimum of twice a month, sometimes weekly. These large projects are discussed 280
during these meetings, because they involve various government departments, with discussions from 281
the police response standpoint, the fire and EMS standpoint, to ingress and egress and the amount of 282
money needed to get cars in and out appropriately. So these projects are not a surprise. The Mayor 283
stated that Mr. Klitzing and Mr. Mestetsky also meet on a regular basis. 284
285
Mayor Brainard also wanted to address park financing. He met with Mr. Hensel, township trustee over 286
a year ago. The Mayor asked our fiscal advisor, Curt Coonrod, to prepare a demonstration of how the 287
township could choose to make up some of the funds that are being lost through the payoff of the LIT 288
bonds because the laws have changed. He asked Mr. Hensel to take that proposal and discuss it with 289
the Park board and move ahead with it. But this has not happened, which could have solved a lot of the 290
funding issues Parks now faces. With the laws having changed, there is just not enough money to fund 291
the parks the way we have been supporting them. Also, with the Pedcor project at 111th, this will be 292
built over the next 12-15 years. The impact fees will be paid as the permits are pulled, they’re not paid 293
upfront. So this money would not fund the suburban parks in the way some would hope, any time soon. 294
This is not money that can be borrowed against, it can only be spent as it comes in over the years. 295
Mayor Brainard stated that if we want to continue to develop parks, we’re going to have to look at a 296
dedicated fund for operations and capital expenditures, outside of the city budget. Homeowners are 297
capped at 1%, our business taxes are far lower than our surrounding entities, this will probably have 298
to be asked of the voters through a referendum. The impact fees are not the solution. Further, if we did 299
not grant these credits to the developers, we would end up with less than desirable developments, 300
because they would be lacking the green and public spaces that make this urban density palatable and 301
beautiful. Mayor Brainard stated that he does not mind tabling these items until the next meeting. But 302
we have made agreements with the developers. The investment is contingent upon that, and we need to 303
proceed with these. The next city council may want to change the ordinance, or address park financing 304
in general. But these impact fees would not allow these suburban parks to be built in the next few 305
years. 306
307
Mayor Brainard asked if there was a motion to table items 4.b. through 4.e. Mary Ann Burke asked if 308
we want to vote on this or table this. Mayor Brainard then asked if Mr. Taylor or Mr. Snyder would 309
like to speak again. 310
311
Mr. Snyder stated that he feels the Board of Public Works does a great job. But if this is going to pass 312
in a few weeks, he would like there to be more oversight of how the dollars are spent. If something can 313
be done for $2 million instead of $4.7 million, parks should receive that delta back. If this will be 314
tabled for two weeks, there need to be conversations between the CRC and Parks about how this 315
project can be done with the most efficiency. Mr. Snyder asked if there could be conversations between 316
Mr. Klitzing, Mr. Mestetsky, Mayor Brainard and the Parks Board about how this project can move 317
forward in a way that is best for all parties involved. 318
319
Mayor Brainard added that the extent of the investment at 111th and Penn is over a billion dollars. The 320
City of Carmel’s entire assessed value is around 9 billion today. With the investment being so huge, an 321
expenditure of $4-5 million in the public spaces is less than 1% of the total investment. Jeff Speck, one 322
of the top city planners in the world, is helping us design this project. 323
324
Mayor Brainard then asked for a motion to table items 4.b. through 4.e. Member Burke moved to table 325
these items, Member Watson seconded. Tabling of items 4.b through 4.e. approved 3-0. Previously 326
tabled item 4.a. also remained tabled. 327
328
Resolution BPW 11-01-23-03; A Resolution Requesting Financing, Construction and Dedication of 329
Certain Infrastructure or Other Impact Zone Improvements in Lieu of and as a Credit Against the 330
Payment of Parks and Recreation Impact Fees (“PRIF”) and Approving a PRIF Credit Agreement; 331
Pedcor Community Development Corporation - Penn One Eleven; ($4,706,248.00); Henry Mestetsky, 332
Director of the Department of Redevelopment – TABLED ON 11/1/23, REMAINS TABLED. 333
Resolution BPW 11-15-23-04; A Resolution Requesting Financing, Construction and Dedication of 334
Certain Infrastructure or Other Impact Zone Improvements in Lieu of and as a Credit Against the 335
Payment of Parks and Recreation Impact Fees (“PRIF”) and Approving a PRIF Credit Agreement; 336
KRG Hamilton Crossing, LLC – Hamilton Crossing; ($4,882.00 per unit); Henry Mestetsky, Director 337
of the Department of Redevelopment – TABLED ON 11/15/23. 338
Resolution BPW 11-15-23-05; A Resolution Requesting Financing, Construction and Dedication of 339
Certain Infrastructure or Other Impact Zone Improvements in Lieu of and as a Credit Against the 340
Payment of Parks and Recreation Impact Fees (“PRIF”) and Approving a PRIF Credit Agreement; 341
Buckingham Realty and Development Corporation – Gramercy Carmel Marketplace; ($4,084,508.00); 342
Henry Mestetsky, Director of the Department of Redevelopment – TABLED ON 11/15/23. 343
Resolution BPW 11-15-23-06; A Resolution Requesting Financing, Construction and Dedication of 344
Certain Infrastructure or Other Impact Zone Improvements in Lieu of and as a Credit Against the 345
Payment of Parks and Recreation Impact Fees (“PRIF”) and Approving a PRIF Credit Agreement; 346
Old Town Companies, LLC – Midtown Blocks 4 & 5; ($4,882.00 per unit); Henry Mestetsky, Director 347
of the Department of Redevelopment – TABLED ON 11/15/23. 348
349
Resolution BPW 11-15-23-07; A Resolution Requesting Financing, Construction and Dedication of 350
Certain Infrastructure or Other Impact Zone Improvements in Lieu of and as a Credit Against the 351
Payment of Parks and Recreation Impact Fees (“PRIF”) and Approving a PRIF Credit Agreement; 352
CD Carmel Old Meridian, LLC – Old Meridian Apartments; ($1,391,370.00); Henry Mestetsky, 353
Director of the Department of Redevelopment – TABLED ON 11/15/23. 354
355
ADJOURNMENT 356
Mayor Brainard adjourned the meeting at 11:13 AM 357
358
359
360
361
APPROVED: ____________________________________ 362
Sue Wolfgang – City Clerk 363
364
365
_____________________________________ 366
Mayor James Brainard 367
368
369
ATTEST: 370
__________________________________ 371
Sue Wolfgang – City Clerk 372
373
374
RESOLUTION NO. BPW_11-01-23-03
A RESOLUTION REQUESTING THE PROVISION OF CERTAIN INFRASTRUCTURE
OR OTHER IMPACT ZONE IMPROVEMENTS IN LIEU OF AND AS A CREDIT
AGAINST THE PAYMENT OF PARKS AND RECREATION IMPACT FEES (“PRIF”)
AND APPROVING A PRIF CREDIT AGREEMENT
WHEREAS, Indiana Code 36-7-4-1335 permits the application of a credit against the payment of
impact fees for persons who construct or provide certain infrastructure or other improvements of a type for
which a unit imposes an impact fee in an impact zone; and,
WHEREAS, City of Carmel Unified Development Ordinance 1.30(F) permits the City of Carmel
Board of Public Works and Safety (“Board”) to request that any person otherwise required to pay PRIF to
instead finance, construct, and dedicate certain infrastructure or improvements in the Parks and Recreation
Infrastructure Impact Zone (“Impact Zone”) located in Clay Township, Indiana and over which the City of
Carmel, Indiana (“City”) exercises planning and zoning jurisdiction; and,
WHEREAS, City of Carmel Unified Development Ordinance 1.30(F) also permits the Board to
determine the amount of PRIF credit any person requested to finance, construct, and dedicate certain
infrastructure or improvements in the Impact Zone in lieu of PRIF payment shall receive, and to memorialize
this determination in a credit agreement (“Credit Agreement”); and,
WHEREAS, the Board now desires to request that Pedcor Community Development Corporation,
an Indiana corporation (“Pedcor”), finance and construct, within seven (7) years of Pedcor’s receipt of a
structural building permit for its first phase of construction (the “End Date”), those certain infrastructure and
improvements set forth on attached Exhibit A, the same being incorporated herein by this reference, in
exchange for a PRIF credit the Board has determined should be in the amount of exactly Four Million Seven
Hundred Six Thousand, Two Hundred Forty Eight Dollars ($4,706,248.00); and,
WHEREAS, Pedcor covenants that the infrastructure and improvements set forth in Exhibit A shall
remain open to the public for their use and enjoyment in perpetuity; and,
WHEREAS, Pedcor shall maintain, repair and replace, at its sole cost and expense, the
infrastructure and improvements set forth in Exhibit A as necessary and to the satisfaction of the City, in
perpetuity; and,
WHEREAS, Pedcor shall execute and return to the Board, by and through the Carmel Office of
Corporation Counsel, the Credit Agreement set forth on attached Exhibit B, the same being incorporated
herein by this reference, prior to the issuance of the improvement location fee for that ce rtain improvement
identified on attached Exhibit C, the same being incorporated herein by this reference; and
WHEREAS, PRIF in the amount of $4,706,248.00 is due and owing by Pedcor to the City by virtue
of that certain improvement identified on attached Exhibit C (the “Targeted PRIF”); and,
WHEREAS, Pedcor’s obligation to pay the Targeted PRIF to the City shall be held in abeyance
until the earlier of the acceptance by the Board, in its sole discretion, of the infrastructure or improvements
set forth on attached Exhibit A (“Board Acceptance”) or the End Date. Upon Board Acceptance, the City
shall promptly enter the credit identified herein against Pedcor’s Targeted PRIF obligations. If Board
Acceptance does not occur by the End Date, no credit shall be entered against the Targeted PRIF and the
same shall thereafter become immediately due and owing to the City.
NOW, THEREFORE, BE IT RESOLVED by the Board of Public Works and Safety of the City
of Carmel, Indiana as follows:
1. The foregoing Recitals are incorporated herein by this reference.
2. The Board hereby requests that Pedcor Community Development Corporation finance and
construct those certain infrastructure and improvements set forth on attached Exhibit A, in exchange for a
PRIF credit of exactly $4,706,248.00, pursuant to the terms and conditions set forth hereinabove.
3. The Board hereby approves the Credit Agreement in the form as set forth in attached Exhibit B.
4. That Henry Mestetsky, on behalf of the City and the Board, is hereby authorized and directed to
take such actions as are lawful, necessary, and proper to effectuate the transaction approved by this
Resolution.
SO RESOLVED.
Approved and adopted this ________ day of __________________, 2023.
CARMEL BOARD OF PUBLIC WORKS AND SAFETY
By:
__________________________________
James Brainard, Presiding Officer
Date:______________________________
__________________________________
Mary Ann Burke, Member
Date:______________________________
__________________________________
Lori S. Watson, Member
Date:______________________________
ATTEST:
__________________________________
Sue Wolfgang, Clerk
Date:______________________________
Total Residential Units 964
Parks and Recreation Impact Fees (PRIF)
Per Unit PRIF Rate 4,882.00$
Total Project PRIF 4,706,248.00$
Plaza Infrastructure Costs
Entertainment Area Stage 250,000.00$
Stage Lighting 55,000.00$
Public TV, speakers, and other AV items 600,000.00$
Outdoor Sound System + Infrastructure 150,000.00$
Hopscotch Feature 5,500.00$
Amphitheater Grading 625,000.00$
Security Cameras 40,000.00$
Feature Benches 60,000.00$
Pickleball Courts 105,000.00$
Playground Enhancements 195,000.00$
Feature Fountain 145,000.00$
Bocce Ball Court 135,000.00$
Fire Pit and Seating 55,000.00$
Public Art & Scupltures 350,000.00$
Shade Installations 125,000.00$
Large Format Chess 5,500.00$
Public Restrooms 395,000.00$
Decorative Paver Enhancements 235,000.00$
Decorative Railing Enhancements 115,000.00$
Roundabout Art 75,000.00$
Plaza Design Costs 250,000.00$
Restroom Detailing 25,000.00$
Structural Engineer 50,000.00$
Construction Administration 50,000.00$
Inflation Contingency 614,400.00$
Total 4,710,400.00$
Penn One Eleven - Plaza Budget
Exhibit C
DocuSign Envelope ID: 9ABDFF44-7310-441C-B0ED-04E49A77298E
RESOLUTION NO. BPW 11-15-23-04
A RESOLUTION REQUESTING THE FINANCING, CONSTRUCTION, AND
DEDICATION OF CERTAIN INFRASTRUCTURE OR OTHER IMPACT ZONE
IMPROVEMENTS IN LIEU OF AND AS A CREDIT AGAINST THE PAYMENT OF
PARKS AND RECREATION IMPACT FEES ("PRIF") AND APPROVING A PRIF
CREDIT AGREEMENT
WHEREAS, Indiana Code 36-7-4-1335 permits the application of a credit against the payment of
impact fees for persons who construct or provide certain infrastructure or other improvements of a type for
which a unit imposes an impact fee in an impact zone; and,
WHEREAS, City of Carmel Unified Development Ordinance § 1.3(F) permits the City of Carmel
Board of Public Works and Safety ("Board") to request that any person otherwise required to pay PRIF to
instead finance, construct, and dedicate certain infrastructure or improvements in the Parks and Recreation
Infrastructure Impact Zone ("Impact Zone") located in Clay Township, Indiana and over which the City of
Carmel, Indiana ("City") exercises planning and zoning jurisdiction; and,
WHEREAS, City of Carmel Unified Development Ordinance § 1.3(F) also permits the Board to
determine the amount of PRIF credit any person requested to finance, construct, and dedicate certain
infrastructure or improvements in the Impact Zone in lieu of PRIF payment shall receive, and to memorialize
this determination in a credit agreement ("Credit Agreement"); and,
WHEREAS, the Board now desires to request that KRG Hamilton Crossing, LLC, an Indiana
limited liability company ("KRG"), finance infrastructure or improvements that meet the requirements set
forth in Indiana Code§ 36-7-4-1335(a), in exchange for a PRIF credit the Board has determined should be
in the amount of exactly Four Thousand Eight Hundred Eighty Two Dollars ($4,882.00) per unit; and,
WHEREAS, KRG shall execute and return to the Board the Credit Agreement set forth on attached
Exhibit A, the same being incorporated herein by this reference, prior to the issuance of the improvement
location fee for that certain improvement identified on attached Exhibit B, the same being incorporated
herein by this reference; and,
NOW, THEREFORE, BE IT RESOLVED by the Board of Public Works and Safety of the City
of Carmel, Indiana as follows:
1.The foregoing Recitals are incorporated herein by this reference.
2.The Board hereby requests that KRG Hamilton Crossing, LLC, finance infrastructure or
improvements that meet the requirements set forth in Indiana Code§ 36-7-4-1335(a) in exchange for a PRIF
credit the Board has determined should be in the amount of exactly Four Thousand Eight Hundred Eighty
Two Dollars ($4,882.00) per unit, pursuant to the terms and conditions set forth hereinabove.
3.The Board hereby approves the Credit Agreement in the form as set forth in attached Exhibit A.
4.Henry Mestetsky, on behalf of the City and the Board, is hereby authorized and directed to take
such actions as are lawful, necessary, and proper to effectuate the transaction approved by this Resolution.
Mr. Mestetsky shall deposit the entire credited amount of PRIF into City Fund #902. These funds shall be
drawn upon to finance the construction of Parks and Recreation infrastructure and improvements that meet
the requirements of Indiana Code§ 36-7-4-1335(a).
SO RESOLVED.
Approved and adopted this ________ day of __________________, 2023.
CARMEL BOARD OF PUBLIC WORKS AND SAFETY
By:
__________________________________
James Brainard, Presiding Officer
Date: _____________________________
__________________________________
Mary Ann Burke, Member
Date: _____________________________
__________________________________
Lori S. Watson, Member
Date: _____________________________
ATTEST:
__________________________________
Sue Wolfgang, Clerk
Date: _____________________________
DocuSign Envelope ID: 9ABDFF44-7310-441C-B0ED-04E49A77298E
EXHIBIT A
PRIF CREDIT AGREEMENT
COMES NOW KRG Hamilton Crossing, LLC, an Indiana limited liability company (“KRG”), by its
undersigned, duly authorized agent, and states as follows:
KRG hereby agrees to contribute Four Thousand Eight Hundred Eighty-Two Dollars ($4,882.00)
per unit toward the construction of infrastructure items or public improvements that meet the requirements
of Indiana Code 36-7-4-1335(a), in exchange for a Parks and Recreation Impact Fee (“PRIF”) credit not to
exceed Four Thousand Eight Hundred Eighty-Two Dollars ($4,882.00) per unit.
After the improvements are completed and have been accepted by the Carmel Board of Public
Works and Safety, any remaining unused PRIF shall be made available for use by the Carmel Department
of Parks and Recreation, pursuant to the requirements of the City.
SO AGREED this ____ day of _________________, 2023.
KRG Hamilton Crossing, LLC
By:
____________________________________
Authorized Signature
____________________________________
Printed Name
____________________________________
Title
17th November
Mark S. Jenkins
Sr. Vice President, Development
DocuSign Envelope ID: 9ABDFF44-7310-441C-B0ED-04E49A77298E
Exhibit B:
Aerial Location Map
DocuSign Envelope ID: 9ABDFF44-7310-441C-B0ED-04E49A77298E
Exhibit B:
Hamilton Crossing Massing
DocuSign Envelope ID: 9ABDFF44-7310-441C-B0ED-04E49A77298E
RESOLUTION NO. BPW 11-15-23-05
A RESOLUTION REQUESTING THE FINANCING, CONSTRUCTION, AND
DEDICATION OF CERTAIN INFRASTRUCTURE OR OTHER IMPACT ZONE
IMPROVEMENTS IN LIEU OF AND AS A CREDIT AGAINST THE PAYMENT OF
PARKS AND RECREATION IMPACT FEES (“PRIF”) AND APPROVING A PRIF
CREDIT AGREEMENT
WHEREAS, Indiana Code 36-7-4-1335 permits the application of a credit against the payment of
impact fees for persons who construct or provide certain infrastructure or other improvements of a type for
which a unit imposes an impact fee in an impact zone; and,
WHEREAS, City of Carmel Unified Development Ordinance §1.3(F) permits the City of Carmel
Board of Public Works and Safety (“Board”) to request that any person otherwise required to pay PRIF to
instead finance, construct, and dedicate certain infrastructure or improvements in the Parks and Recreation
Infrastructure Impact Zone (“Impact Zone”) located in Clay Township, Indiana and over which the City of
Carmel, Indiana (“City”) exercises planning and zoning jurisdiction; and,
WHEREAS, City of Carmel Unified Development Ordinance §1.3(F) also permits the Board to
determine the amount of PRIF credit any person requested to finance, construct, and dedicate certain
infrastructure or improvements in the Impact Zone in lieu of PRIF payment shall receive, and to memorialize
this determination in a credit agreement (“Credit Agreement”); and,
WHEREAS, the Board now desires to request that Buckingham Realty and Development
Corporation, an Indiana corporation (“Buckingham”), finance infrastructure or improvements that meet the
requirements set forth in Indiana Code § 36-7-4-1335(a), in exchange for a PRIF credit the Board has
determined should be in the amount of exactly Four Million, Eighty-Four Thousand, Five Hundred Eight
Dollars ($4,084,508.00); and,
WHEREAS, Buckingham shall execute and return to the Board the Credit Agreement set forth on
attached Exhibit A, the same being incorporated herein by this reference, prior to the issuance of the
improvement location fee for that certain improvement identified on attached Exhibit B, the same being
incorporated herein by this reference; and,
NOW, THEREFORE, BE IT RESOLVED by the Board of Public Works and Safety of the City
of Carmel, Indiana as follows:
1.The foregoing Recitals are incorporated herein by this reference.
2. The Board hereby requests that Buckingham Realty and Development Corporation finance
infrastructure or improvements that meet the requirements set forth in Indiana Code § 36 -7-4-1335(a) in
exchange for a PRIF credit the Board has determined should be in the amount of exactl y $4,084,508.00,
pursuant to the terms and conditions set forth hereinabove.
3. The Board hereby approves the Credit Agreement in the form as set forth in attached Exhibit A.
4.Henry Mestetsky, on behalf of the City and the Board, is hereby authorized and directed to take
such actions as are lawful, necessary, and proper to effectuate the transaction approved by this Resolution.
Mr. Mestetsky shall deposit the entire credited amount of PRIF into City Fund #902. These funds shall be
drawn upon to finance the construction of Parks and Recreation infrastructure and improvements that meet
the requirements of Indiana Code § 36-7-4-1335(a).
SO RESOLVED.
Approved and adopted this ________ day of __________________, 2023.
CARMEL BOARD OF PUBLIC WORKS AND SAFETY
By:
__________________________________
James Brainard, Presiding Officer
Date: _____________________________
__________________________________
Mary Ann Burke, Member
Date: _____________________________
__________________________________
Lori S. Watson, Member
Date: _____________________________
ATTEST:
__________________________________
Sue Wolfgang, Clerk
Date: _____________________________
EXHIBIT A
PRIF CREDIT AGREEMENT
COMES NOW Buckingham Realty and Development Corporation, an Indiana corporation
(“Buckingham”), by its undersigned, duly authorized agent, and states as follows:
Buckingham hereby agrees to contribute $4,084,508.00 toward the construction of infrastructure
items or public improvements that meet the requirements of Indiana Code 36-7-4-1335(a), in exchange for a
Parks and Recreation Impact Fee (“PRIF”) credit not to exceed $4,084,508.00.
After the improvements are completed and have been accepted by the Carmel Board of Public
Works and Safety, any remaining unused PRIF shall be made available for use by the Carmel Department
of Parks and Recreation, pursuant to the requirements of the City.
SO AGREED this ____ day of _________________, 2023.
Buckingham Realty and Development Corporation
By:
____________________________________
Authorized Signature
____________________________________
Printed Name
____________________________________
Title
Erik W. Dirks
SVP, Development
7th November
Gramercy Development Master Plan
N
NTS
Gramercy West
David Weekley
Gramercy South
Townhomes
5.5 Acres
(61 Townhome Units)Kinzer AveCarmel Dr
126th Street
Kinzer AveConceptual and subject to change
08/09/2023
Carmel Market
Place Retail
4.59 Acres
20K of Retail
(291 Multi-family Units)
(645 Parking Spaces)
A.
C.
D.
E.
F.
G.
Stormwater
Park, typ.
Retention Basin
Dedicated
Open Space
Am
e
n
i
t
y
/
Bas
k
e
t
b
a
l
l
Poo
l
Dedicated
Open Space
B.
H.
Parking
Garage
20K
Retail
Dedicated
Open Space
Neighborhood
Connection
Neighborhood
Connection
Carmel Market Place
2.46 Acres
(220 Multi-family Units)
Ex.
Bldg
Ex.
Bldg
Ex.
Bldg
Ex.
Bldg
Kinzer Ave Extension
.95 Acres
Pool Plaza
Existing
Gramercy East
Multi-family
2.99 Acres
(64 Multi-family Units)
Gramercy
East Condos
& Retail
2.75 Acres
+/- 30 Condos + 8K of Retail & Podium
Parking Spaces
Kinzer Ave
Townhomes
Opportunity
3.98 Acres
(43 Townhome Units)
Gramercy East
Multi-family
13.19 Acres
(342 Multi-family Units)
126th Street
Towhhomes
3.38 Acres
(63 Townhomes Units)
Dedicated Park
Space
Opportunity
1.38 Acres
Exhibit B:
Gramercy East &
Carmel Marketplace
PRIF Agreement
Total Units: 1,044 Units
Early Assessment
PRIF Rate Units*: 530
(Rate: $2,972)
*Previously approved by DOCS
Standard PRIF Rate
Units: 514 units (Rate:
$4,882)
RESOLUTION NO. BPW 11-15-23-06
A RESOLUTION REQUESTING THE FINANCING, CONSTRUCTION. ANH
DEDICATION OF CERTAIN INFRASTRUCTURE OR OTHER IMPACT ZONE
IMPROVEMENTS IN LIEU OF AND AS A CREDIT AGAINST THE PAYMENT OF
PARKS AND RECREATION IMPACT FEES ("PRIF") AND APPROVING A PRIF
CREDIT AGREEMENT
WHEREAS, Indiana Code 36-7-4-1335 permits the application of a credit against the payment of
impact fees for persons who construct or provide certain infrastructure or other improvements of a type for
which a unit imposes an impact fee in an impact zone; and,
WHEREAS, City of Carmel Unified Development Ordinance § l .3(F) permits the City of Carmel
Board of Public Works and Safety ("Board") to request that any person otherwise required to pay PRIF to
instead finance, construct, and dedicate certain infrastructure or improvements in the Parks and Recreation
Infrastructure Impact Zone ("Impact Zone") located in Clay Township, Indiana and over which the City of
Carmel, Indiana ("City") exercises planning and zoning jurisdiction; and,
WHEREAS, City of Carmel Unified Development Ordinance § l .3(F) also permits the Board to
determine the amount of PRIF credit any person requested to finance, construct, and dedicate certain
infrastructure or improvements in the Impact Zone in lieu of PRIF payment shall receive, and to memorialize
this determination in a credit agreement ("Credit Agreement"); and,
WHEREAS, the Board now desires to request that Old Town Companies, LLC, an Indiana limited
liability company ("Old Town"), finance infrastructure or improvements that meet the requirements set forth
in Indiana Code § 36-7-4-1335(a), in exchange for a PRIF credit the Board has determined should be in the
amount of exactly Four Thousand Eight Hundred Eighty-Two Dollars ($4,882.00) per unit; and,
WHEREAS, Old Town shall execute and return to the Board the Credit Agreement set forth on
attached Exhibit A, the same being incorporated herein by this reference, prior to the issuance of the
improvement location fee for that certain improvement identified on attached Exhibit 8, the same being
incorporated herein by this reference; and,
NOW, THEREFORE, BE IT RESOLVED by the Board of Public Works and Safety of the City
of Carmel, Indiana as follows:
1.The foregoing Recitals are incorporated herein by this reference.
2.The Board hereby requests that Old Town Companies, LLC, finance infrastructure or
improvements that meet the requirements set forth in Indiana Code§ 36-7-4-l 335(a) in exchange for a PRIF
credit the Board has determined should be in the amount of exactly Four Thousand Eight Hundred Eighty
Two Dollars ($4,882.00) per unit, pursuant to the terms and conditions set forth hereinabove.
3.The Board hereby approves the Credit Agreement in the form as set forth in attached Exhibit A.
4.Henry Mestetsky, on behalf of the City and the Board, is hereby authorized and directed to take
such actions as are lawful, necessary, and proper to effectuate the transaction approved by this Resolution.
Mr. Mestetsky shall deposit the entire credited amount of PRIF into City Fund #902. These funds shall be
drawn upon to finance the construction of Parks and Recreation infrastructure and improvements that meet
the requirements of Indiana Code § 36-7-4-1335(a).
SO RESOLVED.
Approved and adopted this ___ day of _______ _, 2023.
CARMEL BOARD OF PUBLIC WORKS AND SAFETY
By:
James Brainard, Presiding Officer
Date: ------------
Mary Ann Burke, Member
Date: ------------
Lori S. Watson, Member
Date: ------------
ATTEST:
Sue Wolfgang, Clerk
Date: ------------
EXHIBIT A
PRIF CREDIT AGREEMENT
COMES NOW Old Town Companies, LLC, an Indiana limited liability company ("Old Town"), by its
undersigned, duly authorized agent, and states as follows:
Old Town hereby agrees to contribute Four Thousand Eight Hundred Eighty-Two Dollars
($4,882.00) per unit toward the construction of infrastructure items or public improvements that meet the
requirements of Indiana Code 36-7-4-1335(a), in exchange for a Parks and Recreation Impact Fee ("PRIF")
credit not to exceed Four Thousand Eight Hundred Eighty-Two Dollars ($4 ,882.00) per unit.
After the improvements are completed and have been accepted by the Carmel Board of Public
Works and Safety, any remaining unused PRIF shall be made available for use by the Carmel Department
of Parks and Recreation, pursuant to the requirements of the City.
SO AGREED this __ day of ______ __,, 2023 .
Old Town Companies, LLC
Printed Name
Exhibit B:
RESOLUTION NO. BPW 11-15-23-07
A RESOLUTION REQUESTING THE FINANCING, CONSTRUCTION, AND
DEDICATION OF CERTAIN INFRASTRUCTURE OR OTHER IMPACT ZONE
IMPROVEMENTS IN LIEU OF AND AS A CREDIT AGAINST THE PAYMENT OF
PARKS AND RECREATION IMPACT FEES ("PRIF") AND APPROVING A PRIF
CREDIT AGREEMENT
WHEREAS, Indiana Code 36-7-4-1335 permits the application of a credit against the payment of
impact fees for persons who construct or provide certain infrastructure or other improvements of a type for
which a unit imposes an impact fee in an impact zone; and,
WHEREAS, City of Carmel Unified Development Ordinance § 1.3(F) permits the City of Carmel
Board of Public Works and Safety ("Board") to request that any person otherwise required to pay PRIF to
instead finance, construct, and dedicate certain infrastructure or improvements in the Parks and Recreation
Infrastructure Impact Zone ("Impact Zone") located in Clay Township, Indiana and over which the City of
Carmel, Indiana ("City") exercises planning and zoning jurisdiction; and,
WHEREAS, City of Carmel Unified Development Ordinance § I .3(F) also permits the Board to
determine the amount of PRIF credit any person requested to finance, construct, and dedicate certain
infrastructure or improvements in the Impact Zone in lieu of PRIF payment shall receive, and to memorialize
this determination in a credit agreement ("Credit Agreement"); and,
WHEREAS, the Board now desires to request that CD Carmel Old Meridian, LLC, a Texas limited
liability company ("CD"), finance infrastructure or improvements that meet the requirements set forth in
Indiana Code§ 36-7-4-1335(a), in exchange for a PRIF credit the Board has determined should be in the
amount of exactly One Million, Three Hundred Ninety-One Thousand, Three Hundred Seventy Dollars
($1,391,370.00); and,
WHEREAS, CD shall execute and return to the Board the Credit Agreement set forth on attached
Exhibit A, the same being incorporated herein by this reference, prior to the issuance of the improvement
location fee for that certain improvement identified on attached Exhibit B, the same being incorporated
herein by this reference; and,
NOW, THEREFORE, BE IT RESOLVED by the Board of Public Works and Safety of the City
of Carmel, Indiana as follows:
I.The foregoing Recitals are incorporated herein by this reference.
2.The Board hereby requests that CD Carmel Old Meridian, LLC finance infrastructure or
improvements that meet the requirements set forth in Indiana Code§ 36-7-4-I 335(a) in exchange for a PRTF
credit the Board has determined should be in the amount of exactly $1,391,370.00, pursuant to the terms and
conditions set forth hereinabove.
3.The Board hereby approves the Credit Agreement in the form as set forth in attached Exhibit A.
4.Henry Mestetsky, on behalf of the City and the Board, is hereby authorized and directed to take
such actions as are lawful, necessary, and proper to effectuate the transaction approved by this Resolution.
Mr. Mestetsky shall deposit the entire credited amount of PRIF into City Fund #902. These funds shall be
drawn upon to finance the construction of Parks and Recreation infrastructure and improvements that meet
the requirements ofrndiana Code§ 36-7-4-1335(a).
SO RESOL Y EO.
Approved and adopted this ____ day of _______ ~ 2023 .
CARMEL BOARD OF PUBLIC WORKS AND SAFETY
By:
James Brainard , Presiding Officer
Date: ------------
Mary Ann Burke, Member
Date: ------------
Lori S . Watson, Member
Date: ------------
ATTEST:
Sue Wolfgang, Clerk
Date: ------------
EXHIBIT A
PRIF CREDIT AGREEMENT
COMES NOW CD Carmel Old Meridian , LLC , a Texas limited liability company ("CD"), by its
undersigned , duly authorized agent , and states as follows:
CD hereby agrees to contribute $1 ,391 ,370 .00 toward the construction of infrastructure items or
public improvements that meet the requirements of Indiana Code 36 -7-4-1335(a), in exchange for a Parks
and Recreation Impact Fee ("PRIF") credit not to exceed $1 ,391 ,370 .00.
After the improvements are completed and have been accepted by the Cannel Board of Public
Works and Safety , any remaining unused PRIF shall be made available for use by the Carmel Department
of Parks and Recreation , pursuant to the requirements of the City.
SO AGREED this _J_ day of d o'1irri ,6,2-rl-, 2023.
CD Carmel Old Meridian , LLC
Printed Name
Title
Exhibit B
Units: 285 Units
RESOLUTION NO. BPW xx-xx-23-xx
A RESOLUTION REQUESTING THE FINANCING, CONSTRUCTION, AND
DEDICATION OF CERTAIN INFRASTRUCTURE OR OTHER IMPACT ZONE
IMPROVEMENTS IN LIEU OF AND AS A CREDIT AGAINST THE PAYMENT OF
PARKS AND RECREATION IMPACT FEES (“PRIF”) AND APPROVING A PRIF
CREDIT AGREEMENT
WHEREAS, Indiana Code 36-7-4-1335 permits the application of a credit against the payment of
impact fees for persons who construct or provide certain infrastructure or other improvements of a type for
which a unit imposes an impact fee in an impact zone; and,
WHEREAS, City of Carmel Unified Development Ordinance §1.3(F) permits the City of Carmel
Board of Public Works and Safety (“Board”) to request that any person otherwise required to pay PRIF to
instead finance, construct, and dedicate certain infrastructure or improvements in the Parks and Recreation
Infrastructure Impact Zone (“Impact Zone”) located in Clay Township, Indiana and over which the City of
Carmel, Indiana (“City”) exercises planning and zoning jurisdiction; and,
WHEREAS, City of Carmel Unified Development Ordinance §1.3(F) also permits the Board to
determine the amount of PRIF credit any person requested to finance, construct, and dedicate certain
infrastructure or improvements in the Impact Zone in lieu of PRIF payment shall receive, and to memorialize
this determination in a credit agreement (“Credit Agreement”); and,
WHEREAS, the Board now desires to request that Village Housing Corporation, an Indiana For-
Profit Corporation (“Village”), finance infrastructure or improvements that meet the requirements set forth
in Indiana Code § 36-7-4-1335(a), in exchange for a PRIF credit the Board has determined should be in the
amount of exactly Four Thousand Eight Hundred Eighty Two Dollars ($4,882.00) per unit; and,
WHEREAS, Village shall execute and return to the Board the Credit Agreement set forth on
attached Exhibit A, the same being incorporated herein by this reference, prior to the issuance of the
improvement location fee for that certain improvement identified on attached Exhibit B, the same being
incorporated herein by this reference; and,
NOW, THEREFORE, BE IT RESOLVED by the Board of Public Works and Safety of the City
of Carmel, Indiana as follows:
1. The foregoing Recitals are incorporated herein by this reference.
2. The Board hereby requests that Village Housing Corporation, finance infrastructure or
improvements that meet the requirements set forth in Indiana Code § 36-7-4-1335(a) in exchange for a PRIF
credit the Board has determined should be in the amount of exactly Four Thousand Eight Hundred Eighty
Two Dollars ($4,882.00) per unit, pursuant to the terms and conditions set forth hereinabove.
3. The Board hereby approves the Credit Agreement in the form as set forth in attached Exhibit A.
4. Henry Mestetsky, on behalf of the City and the Board, is hereby authorized and directed to take
such actions as are lawful, necessary, and proper to effectuate the transaction approved by this Resolution.
Mr. Mestetsky shall deposit the entire credited amount of PRIF into City Fund #902. These funds shall be
drawn upon to finance the construction of Parks and Recreation infrastructure and improvements that meet
the requirements of Indiana Code § 36-7-4-1335(a).
SO RESOLVED.
Approved and adopted this ________ day of __________________, 2023.
CARMEL BOARD OF PUBLIC WORKS AND SAFETY
By:
__________________________________
James Brainard, Presiding Officer
Date: _____________________________
__________________________________
Mary Ann Burke, Member
Date: _____________________________
__________________________________
Lori S. Watson, Member
Date: _____________________________
ATTEST:
__________________________________
Sue Wolfgang, Clerk
Date: _____________________________
Exhibit B:
Aerial Location Map
Real Estate
CzTfshfzHsfdivlijobu21;3:bn-Opw25-3134
Dinges Partners Group, LLC
Fire Department - 2023
Appropriation #1120 102 44-670.99 Ambulance Capital Fund; P.O. #110189
Contract Not To Exceed $50,870.00
6. DISCLOSURE AND WARNINGS:
If requested by City, Vendor shall promptly furnish to City, in such form and detail as City may direct, a list of
all chemicals, materials, substances and items used in or during the provision of the Goods and Services
provided hereunder, including the quantity, quality and concentration thereof and any other information relating
thereto. At the time of the delivery of the Goods and Services provided hereunder, Vendor agrees to furnish to
City sufficient written warning and notice (including appropriate labels on containers and packing) of any
hazardous material utilized in or that is a part of the Goods and Services.
7. LIENS:
Vendor shall not cause or permit the filing of any lien on any of City’s property. In the event any such lien is
filed and Vendor fails to remove such lien within ten (10) days after the filing thereof, by payment or bonding,
City shall have the right to pay such lien or obtain such bond, all at Vendor’s sole cost and expense.
8. DEFAULT:
In the event Vendor: (a) repudiates, breaches or defaults under any of the terms or conditions of this
Agreement, including Vendor’s warranties; (b) fails to provide the Goods and Services as specified herein; (c)
fails to make progress so as to endanger timely and proper provision of the Goods and Services and does not
correct such failure or breach within five (5) business days (or such shorter period of time as is commercially
reasonable under the circumstances) after receipt of notice from City specifying such failure or breach; or (d)
becomes insolvent, is placed into 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 (1) terminate
all or any parts of this Agreement, without liability to Vendor; and (2) exercise all other rights and remedies
available to City at law and/or in equity.
9. INSURANCE AND INDEMNIFICATION:
Vendor shall procure and maintain in full force and effect during the term of this Agreement, with an insurer
licensed to do business in the State of Indiana, such insurance as is necessary for the protection of City and
Vendor from all claims for damages under any workers’ compensation, occupational disease and/or
unemployment compensation act; for bodily injuries including, but not limited to, personal injury, sickness,
disease or death of or to any of Vendor’s agents, officers, employees, contractors and subcontractors; and, for
any injury to or destruction of property, including, but not limited to, any loss of use resulting therefrom. The
coverage amounts shall be no less than those amounts set forth in attached Exhibit C. Vendor shall cause its
insurers to name City as an additional insured on all such insurance policies, shall promptly provide City, upon
request, with copies of all such policies, and shall provide that such insurance policies shall not be canceled
without thirty (30) days prior notice to City. Vendor shall indemnify and hold harmless City from and against
any and all liabilities, claims, demands or expenses (including, but not limited to, reasonable attorney fees) for
injury, death and/or damages to any person or property arising from or in connection with Vendor’s provision
of Goods and Services pursuant to or under this Agreement or Vendor’s use of City property.
Vendor further agrees to indemnify, defend and hold harmless City and its officers, officials, agents and
employees from all claims and suits of whatever type, including, but not limited to, all court costs, attorney fees,
and other expenses, caused by any act or omission of Vendor and/or of any of Vendor’s agents, officers,
employees, contractors or subcontractors in the performance of this Agreement. These indemnification
obligations shall survive the termination of this Agreement.
S:\\Contracts\\Departments\\CFD\\2023\\Dinges Partners Group, LLC Goods and Services.docx:10/30/2023 3:32 PM\]
2
Dinges Partners Group, LLC
Fire Department - 2023
Appropriation #1120 102 44-670.99 Ambulance Capital Fund; P.O. #110189
Contract Not To Exceed $50,870.00
10. GOVERNMENT COMPLIANCE:
Vendor agrees to comply with all federal, state and local laws, executive orders, rules, regulations and codes
which may be applicable to Vendor’s performance of its obligations under this Agreement, and all relevant
provisions thereof are incorporated herein by this reference. Vendor agrees to indemnify and hold harmless
City from any loss, damage and/or liability resulting from any such violation of such laws, orders, rules,
regulations and codes. This indemnification obligation shall survive the termination of this Agreement.
11. NONDISCRIMINATION:
Vendor represents and warrants that it and all of its officers, employees, agents, contractors and
subcontractors shall comply with all laws of the United States, the State of Indiana and City prohibiting
discrimination against any employee, applicant for employment or other person in the provision of any Goods
and Services provided by this Agreement with respect to their hire, tenure, terms, conditions and privileges of
employment and any other matter related to their employment or subcontracting, because of race, religion,
color, sex, handicap, national origin, ancestry, age, disabled veteran status and/or Vietnam era veteran status.
12. E-VERIFY:
Pursuant to I.C. § 22-5-1.7 et seq., as the same may be amended from time to time, and as is incorporated
herein by this reference (the “Indiana E-Verify Law”), Vendor is required to enroll in and verify the work eligibility
status of its newly-hired employees using the E-Verify program, and to execute the Affidavit attached herein
as Exhibit D, affirming that it is enrolled and participating in the E-Verify program and does not knowingly
employ unauthorized aliens. In support of the Affidavit, Vendor shall provide the City with documentation
indicating that it has enrolled and is participating in the E-Verify program. Should Vendor subcontract
for the performance of any work under and pursuant to this Agreement, itshall fully comply with the Indiana E-
Verify Law as regards each such subcontractor. Should the Vendor or any subcontractor violate the Indiana
E-Verify law, the City may require a cure of such violation and thereafter, if no timely cure is performed,
terminate this Agreement in accordance with either the provisions hereof or those set forth in the Indiana E-
Verify Law. The requirements of this paragraph shall not apply should the E-Verify program cease to exist.
13. NO IMPLIED WAIVER:
The failure of either party to require performance by the other of any provision of this Agreement shall not affect
the right of such party to require such performance at any time thereafter, nor shall the waiver by any party of
a breach of any provision of this Agreement constitute a waiver of any succeeding breach of the same or any
other provision hereof.
14. NON-ASSIGNMENT:
Vendor shall not assign or pledge this Agreement, whether as collateral for a loan or otherwise, and shall not
delegate its obligations under this Agreement without City’s prior written consent.
15. RELATIONSHIP OF PARTIES:
The relationship of the parties hereto shall be as provided for in this Agreement, and neither Vendor nor any
of its officers, employees, contractors, subcontractors and agents are employees of City. The contract price
set forth herein shall be the full and maximum compensation and monies required of City to be paid to Vendor
under or pursuant to this Agreement.
16. GOVERNING LAW; LAWSUITS:
This Agreement is to be construed in accordance with and governed by the laws of the State of Indiana, except
for its conflict of laws provisions. The parties agree that, in the event a lawsuit is filed hereunder, they waive
their right to a jury trial, agree to file any such lawsuit in an appropriate court in Hamilton County, Indiana only,
S:\\Contracts\\Departments\\CFD\\2023\\Dinges Partners Group, LLC Goods and Services.docx:10/30/2023 3:32 PM\]
3
Dinges Partners Group, LLC
Fire Department - 2023
Appropriation #1120 102 44-670.99 Ambulance Capital Fund; P.O. #110189
Contract Not To Exceed $50,870.00
and agree that such court is the appropriate venue for and has jurisdiction over same.
17. SEVERABILITY:
If any term of this Agreement is invalid or unenforceable under any statute, regulation, ordinance, executive
order or other rule of law, such term shall be deemed reformed or deleted, but only to the extent necessary to
comply with same, and the remaining provisions of this Agreement shall remain in full force and effect.
18. NOTICE:
Any notice provided for in this Agreement will be sufficient if itis in writing and is delivered by postage prepaid
U.S. certified mail, return receipt requested, to the party to be notified at the address specified herein:
If to City: City of Carmel AND City of Carmel
Fire Department Office of Corporation Counsel
210 Veterans Way One Civic Square
Carmel, Indiana 46032 Carmel, Indiana 46032
If to Vendor: Dinges Partners Group, LLC
243 E Main Street
Amboy, Illinois 61310
Notwithstanding the above, notice of termination under paragraph 19 hereinbelow shall be effective if given
orally, as long as written notice is then provided as set forth hereinabove within five (5) business days from the
date of such oral notice.
19. TERMINATION:
19.1 Notwithstanding anything to the contrary contained in this Agreement, City may, upon notice to Vendor,
immediately terminate this Agreement for cause, in the event of a default hereunder by Vendor and/or
if sufficient funds are not appropriated or encumbered to pay for the Goods and Services to be provided
hereunder. In the event of such termination, Vendor shall be entitled to receive only payment for the
undisputed invoice amount representing conforming Goods and Services delivered as of the date of
termination, except that such payment amount shall not exceed the Estimate amount in effect at the
time of termination, unless the parties have previously agreed in writing to a greater amount.
19.2 City may terminate this Agreement at any time upon thirty (30) days prior notice to Vendor. In the
event of such termination, Vendor shall be entitled to receive only payment for the undisputed invoice
amount of conforming Goods and Services delivered as of the date of termination, except that such
payment amount shall not exceed the Estimate amount in effect at the time of termination, unless the
parties have previously agreed in writing to a greater amount.
19.3 The City may terminate this Agreement pursuant to Paragraph 11 hereof, as appropriate.
20. REPRESENTATIONS AND WARRANTIES
The parties represent and warrant that they are authorized to enter into this Agreement and that the persons
executing this Agreement have the authority to bind the party which they represent.
21. ADDITIONAL GOODS AND SERVICES
Vendor understands and agrees that City may, from time to time, request Vendor to provide additional goods
and services to City. When City desires additional goods and services from Vendor, the City shall notify Vendor
S:\\Contracts\\Departments\\CFD\\2023\\Dinges Partners Group, LLC Goods and Services.docx:10/30/2023 3:32 PM\]
4
Dinges Partners Group, LLC
Fire Department - 2023
Appropriation #1120 102 44-670.99 Ambulance Capital Fund; P.O. #110189
Contract Not To Exceed $50,870.00
of such additional goods and services desired, as well as the time frame in which same are to be provided.
Only after City has approved Vendor’s time and cost estimate for the provision of such additional goods and
services, has encumbered sufficient monies to pay for same, and has authorized Vendor, in writing, to provide
such additional goods and services, shall such goods and services be provided by Vendor to City. A copy of
the City’s authorization documents for the purchase of additional goods and services shall be numbered and
attached hereto in the order in which they are approved by City.
22. TERM
Unless otherwise terminated in accordance with the termination provisions set forth in Paragraph 19
hereinabove, this Agreement shall be in effect from the Effective Date through December 31, 2023 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.
23. HEADINGS
All heading 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.
24. BINDING EFFECT
The parties, and their respective officers, officials, agents, partners, successors, assigns and legal
representatives, are bound to the other with respect to all of the covenants, terms, warranties and obligations
set forth in Agreement.
25. NO THIRD PARTY BENEFICIARIES
This Agreement gives no rights or benefits to anyone other than City and Vendor.
26. DEBARMENT AND SUSPENSION
26.1 The Vendor certifies by entering into this Agreement that neither it nor its principals nor any of its
subcontractors are presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily
excluded from entering into this Agreement by any federal agency or by any department, agency or political
subdivision of the State of Indiana. The term “principal” for purposes of this Agreement means an officer,
director, owner, partner, key employee or other person with primary management or supervisory
responsibilities, or a person who has a critical influence on or substantive control over the operations of the
Vendor.
26.2 The Vendor certifies that it has verified the state and federal suspension and debarment status for all
subcontractors receiving funds under this Agreement and shall be solely responsible for any recoupment,
penalties or costs that might arise from use of a suspended or debarred subcontractor. The Vendor shall
immediately notify the City if any subcontractor becomes debarred or suspended, and shall, at the City’s
request, take all steps required by the City to terminate its contractual relationship with the subcontractor for
work to be performed under this Agreement.
27. IRAN CERTIFICATION
Pursuant to I.C. § 5-22-16.5, the Vendor shall certify that, in signing this Agreement, it does not engage in
investment activities within the Country of Iran.
S:\\Contracts\\Departments\\CFD\\2023\\Dinges Partners Group, LLC Goods and Services.docx:10/30/2023 3:32 PM\]
5
Rvpuf!$65722ExhibitA
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5MjpoUF.BUUC113$BUUBDL!Ejhjubm!Gjsf!Usbjojoh!Qbofm!%:-111/11%47-111/11
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7MjpoUF.XN13BBUUBDL!Rvjdl!Sfmfbtf!Xbmm!Npvou%4:6/11%3-481/11
Tbmft!uby!xjmm!cf!bqqmjfe!up!dvtupnfst!xip!ibwf!opu!qspwjefe!b!uby!fyfnqu!dfsujgjdbuf/ Tvc!Upubm%61-481/11
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Qsjoufe!po!2102:03134!A!25;16;25Dpqzsjhiu!3133!Ejohft!Qbsuofs!Hspvq-!MMD
EXHIBIT B
Invoice
Date:
Name of Company:
Address & Zip:
Telephone No.:
Fax No.:
Project Name:
Invoice No.
Purchase Order No:
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
EXHIBIT C
INSURANCE COVERAGES
Worker’s Compensation & Disability Statutory Limits
Employer’s Liability:
Bodily Injury by Accident/Disease: $100,000 each employee
Bodily Injury by Accident/Disease: $250,000 each accident
Bodily Injury by Accident/Disease: $500,000 policy limit
Property damage, contractual liability,
products-completed operations:
General Aggregate Limit (other than
Products/Completed Operations): $500,000
Products/Completed Operations: $500,000
Personal & Advertising Injury
Policy Limit: $500,000
Each Occurrence Limit: $250,000
Fire Damage (any one fire): $250,000
Medical Expense Limit (any one person): $ 50,000
Comprehensive Auto Liability (owned, hired and non-owned)
Bodily Single Limit: $500,000 each accident
Injury and property damage: $500,000 each accident
Policy Limit: $500,000
Umbrella Excess Liability
Each occurrence and aggregate: $500,000
Maximum deductible: $ 10,000
RESOLUTION NO. BPW 12-06-23-01
RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY
ACKNOWLEDGING AGREEMENT BETWEEN CITY AND VENDOR
WHEREAS, pursuant to Indiana Code 36-1-4-7, the City of Carmel, Indiana (“City”), is authorized to enter
into contracts; and
WHEREAS, pursuant to Indiana Code 36-4-5-3, the City’smayor may enter into contracts on behalf ofthe
City; and
WHEREAS, pursuant to his authority under Indiana law, the City’smayor, the Honorable James C. Brainard,
has caused to be signed the Agreement attached hereto (the “Contract”); and
WHEREAS, Mayor Brainard now wishes to present the contract to the City’sBoard of Public Works and
Safety for it to be publicly acknowledged, filed in the Clerk’sOffice, and made available to the public for review.
NOW, THEREFORE, BE IT RESOLVED by the City of Carmel Board of Public Works and Safety as
follows:
1. The foregoing Recitals are incorporated herein by this reference.
2. The receipt of the Contract is hereby acknowledged.
3. The Contract shall be promptly filed in the office of the Clerk and thereafter made available to the public
for review.
SO RESOLVED this day of , 2023.
CITY OF CARMEL, INDIANA
By and through its Board of Public Works and Safety
BY:
James Brainard, Presiding Officer
Date:
Mary Ann Burke, Member
Date:
Lori S. Watson, Member
Date:
ATTEST:
Sue Wolfgang, Clerk
Date:
Page 1 of 1INDIANARETAILTAXEXEMPT
PURCHASE ORDER NUMBERCERTIFICATENO. 003120155 002 0CityofCarmel
FEDERAL EXCISE TAX EXEMPT 110215
35-6000972 THIS NUMBER MUST APPEAR ON INVOICES, A/PONECIVICSQUARE
VOUCHER, DELIVERY MEMO, PACKING SLIPS, CARMEL, INDIANA 46032-2584 SHIPPING LABELS AND ANY CORRESPONDENCE
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
MELTWATER ENGAGE PROFILES, INSIGHTS & SOCIAL MEDIA11/2/2023372334
MELTWATER NEWS US INC COMMUNITY RELATIONS
VENDORSHIPDEPTLA23721 1 CIVIC SQ
TO Carmel, IN 46032-
PASADENA, CA 91185--3721
PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT
82059
QUANTITYUNIT OF MEASUREDESCRIPTIONUNIT PRICEEXTENSION
Department:Fund: 1203101General Fund
Account: 43-552.00
Each1MELTWATER ENGAGE PROFILES, INSIGHTS & SOCIAL $16,000.00$16,000.00
MEDIA
Sub Total 16,000.00
Send Invoice To:
COMMUNITY RELATIONS
1 Civic Square
Carmel, IN 46032-
PLEASE INVOICE IN DUPLICATE
DEPARTMENTACCOUNTPROJECTPROJECT ACCOUNTAMOUNT
16,000.00PAYMENT
A/P VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.O. NUMBER IS MADE ASHIPPINGINSTRUCTIONSPARTOFTHEVOUCHERANDEVERYINVOICEANDVOUCHERHASTHEPROPERSWORN
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
ORDERED BYANDACTSAMENDATORYTHEREOFANDSUPPLEMENTTHERETO.
Nancy HeckJames Crider
TITLEDirectorDirector of Administration
CONTROL NO. 110215 CONTROLLER
RESOLUTION NO. BPW 12-06-23-03
RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY
ACKNOWLEDGING AGREEMENT BETWEEN CITY AND VENDOR
WHEREAS, pursuant to Indiana Code 36-1-4-7, the City of Carmel, Indiana (“City”), is authorized to enter
into contracts; and
WHEREAS, pursuant to Indiana Code 36-4-5-3, the City’smayor may enter into contracts on behalf ofthe
City; and
WHEREAS, pursuant to his authority under Indiana law, the City’smayor, the Honorable James C. Brainard,
has caused to be signed the Agreement attached hereto (the “Contract”); and
WHEREAS, Mayor Brainard now wishes to present the contract to the City’sBoard of Public Works and
Safety for it to be publicly acknowledged, filed in the Clerk’sOffice, and made available to the public for review.
NOW, THEREFORE, BE IT RESOLVED by the City of Carmel Board of Public Works and Safety as
follows:
1. The foregoing Recitals are incorporated herein by this reference.
2. The receipt of the Contract is hereby acknowledged.
3. The Contract shall be promptly filed in the office of the Clerk and thereafter made available to the public
for review.
SO RESOLVED this day of , 2023.
CITY OF CARMEL, INDIANA
By and through its Board of Public Works and Safety
BY:
James Brainard, Presiding Officer
Date:
Mary Ann Burke, Member
Date:
Lori S. Watson, Member
Date:
ATTEST:
Sue Wolfgang, Clerk
Date:
Exhibit A
7/6/2023
AADVANCED LIMOUSINES
INDIANAPOLIS, IN 46239 -
109867
8614 SOUTHEASTERN AVE
City of Carmel
ONE CIVIC SQUARE
CARMEL, INDIANA 46032-2584
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
INDIANA RETAIL TAX EXEMPT
CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
35-6000972
PURCHASE ORDER NUMBER
THIS NUMBER MUST APPEAR ON INVOICES, A/P
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
VENDOR SHIP
TO
PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT
EXTENSION
INDYTROLLEY HOLIDAY TROLLEY SERVICES
Community Relations
1 Civic Square
Carmel, IN 46032-
376324
UNITPRICEDESCRIPTIONUNITOFMEASUREQUANTITY
Page 1 of 1
78942
1203Department:854Fund:Community Relations Gift
43-590.24Account:
INDYTROLLEYSERVICES1 $36,740.00 $36,740.00Each
36,740.00SubTotal
36,740.00
Send Invoice To:
PLEASE INVOICE IN DUPLICATE
DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT
SHIPPING INSTRUCTIONS
SHIP PREPAID.
C.O.D. SHIPMENT CANNOT BE ACCEPTED.
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO.
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945
PAYMENT
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
AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN
THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER.
CONTROL NO. 109867
ORDERED BY
TITLE
CONTROLLER
Community Relations
1 Civic Square
Carmel, IN 46032-
Nancy Heck James Crider
Director Director of Administration
11/1/2023
AADVANCED LIMOUSINES
INDIANAPOLIS, IN 46239 -
110206
8614 SOUTHEASTERN AVE
City of Carmel
ONE CIVIC SQUARE
CARMEL, INDIANA 46032-2584
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
INDIANA RETAIL TAX EXEMPT
CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
35-6000972
PURCHASE ORDER NUMBER
THIS NUMBER MUST APPEAR ON INVOICES, A/P
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
VENDOR SHIP
TO
PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT
EXTENSION
INDYTROLLEY HOLIDAY TROLLEY SERVICES
Community Relations
1 Civic Square
Carmel, IN 46032-
376324
UNITPRICEDESCRIPTIONUNITOFMEASUREQUANTITY
Page 1 of 1
82033
1203Department:854Fund:Community Relations Gift
43-590.24Account:
INDYTROLLEY HOLIDAY TROLLEYSERVICES1 $1,414.00 $1,414.00Each
1,414.00SubTotal
1,414.00
Send Invoice To:
PLEASE INVOICE IN DUPLICATE
DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT
SHIPPING INSTRUCTIONS
SHIP PREPAID.
C.O.D. SHIPMENT CANNOT BE ACCEPTED.
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO.
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945
PAYMENT
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
AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN
THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER.
CONTROL NO. 110206
ORDERED BY
TITLE
CONTROLLER
Community Relations
1 Civic Square
Carmel, IN 46032-
Nancy Heck
Director
RESOLUTION NO. BPW 12-06-23-05
RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY
ACKNOWLEDGING AGREEMENT BETWEEN CITY AND VENDOR
WHEREAS, pursuant to Indiana Code 36-1-4-7, the City of Carmel, Indiana (“City”), is authorized to enter
into contracts; and
WHEREAS, pursuant to Indiana Code 36-4-5-3, the City’smayor may enter into contracts on behalf ofthe
City; and
WHEREAS, pursuant to his authority under Indiana law, the City’smayor, the Honorable James C. Brainard,
has caused to be signed the Agreement attached hereto (the “Contract”); and
WHEREAS, Mayor Brainard now wishes to present the contract to the City’sBoard of Public Works and
Safety for it to be publicly acknowledged, filed in the Clerk’sOffice, and made available to the public for review.
NOW, THEREFORE, BE IT RESOLVED by the City of Carmel Board of Public Works and Safety as
follows:
1. The foregoing Recitals are incorporated herein by this reference.
2. The receipt of the Contract is hereby acknowledged.
3. The Contract shall be promptly filed in the office of the Clerk and thereafter made available to the public
for review.
SO RESOLVED this day of , 2023.
CITY OF CARMEL, INDIANA
By and through its Board of Public Works and Safety
BY:
James Brainard, Presiding Officer
Date:
Mary Ann Burke, Member
Date:
Lori S. Watson, Member
Date:
ATTEST:
Sue Wolfgang, Clerk
Date:
CzKpoPcfsmboefsbu3;31qn-Opw31-3134
1040 3rd Ave. S.W. Carmel, IN 46032 317.844.8889
Exhibit A
Scope of Services
Arctic Zone (dba Camel Ice Skadium), hereafter referenced as “Arctic Zone,” will manage The Ice at Carter Green for the City
of Carmel, to include planning & implementation outside of the rink season dates as needed.
As Ice at Carter Green rink managers, Arctic Zone senior staff will have the authority to close skating sessions due to
deteriorating rink conditions, safety concerns and/or weather.
Arctic Zone to receive 25% of all Private Ice Rental per Year, approximate in “Estimated Rink Expenses” below
Arctic Zone to receive 10% of revenue for Skate Rental and Admission Sales per Year, approximates in “Estimated Rink
Expenses” below. There would be no percentage received from concessions.
o *Fees based on average past sales from previous Ice at Carter Green seasons
Arctic Zone would be reimbursed for all direct and actual expenses paid by Carmel Ice Skadium to unrelated third parties to operate
ice rink. Yearly expenses are estimated below.
Management Fee to be charged per rink season (referenced below as Year 1, Year 2 and Year 3). Each season’s fee can be
billed monthly between November and February
o Year 1 = mid-November 2023 – end of February 2024
o Year 2 = mid-November 2024 – end of February 2025
o Year 3 = mid-November 2025 – end of February 2026
Hours for Ice at Carter Green Year 1 below, subject to change. Any additions or changes should be mutually agreed upon and
approved in writing. Hours for future seasons will be confirmed yearly via e-mail.
o Nov. 18 – Dec. 24
Wed - Thur : 4 - 9 p.m.
Fri - Sat: 11:30 a.m. - 9 p.m.
Sun: 11:30 a.m. - 8 p.m.
Closed most Mon. & Tue. for Private Rentals
Closed Thanksgiving & Christmas Day
Limited Hours Sat., Dec. 24: 11:30 a.m. - 5 p.m.
Special Hours:
Wed., Nov 22: Noon – 9 p.m.
Mon., Dec. 18: 4 - 9 p.m.
Tue., Dec. 19: 4 - 9 p.m.
Skate sessions during the Market:
o On Wednesdays and Thursdays, the Ice has two sessions: 4 p.m. and 6:30 p.m.
o On Fridays and Saturdays, the Ice has five skating sessions: 11:30 a.m., 1:30 p.m.,
3:30 p.m., 5:30 p.m. and 7:30 p.m.
o On Sundays, the Ice has four skating sessions:11:30 a.m., 1:30 p.m., 3:30 p.m., and 5:30
p.m.
o OPEN Dec 26 – Jan. 7
Mon. - Sun: 11:30 a.m. - 9 p.m.
Sunday, Jan. 7: 11:30 a.m. - 7 p.m.
o Closed Jan. 8 - 11
o Jan. 12 - Feb. 29
Thur : 4 - 9 p.m.
Fri: 3:30 - 9 p.m.
Sat: 11:30 a.m. - 9 p.m.
Sun : 11:30 a.m. - 7 p.m.
OPEN Mon. Jan. 15: 11:30 a.m. - 7 p.m.
OPEN Mon. Feb. 19: 11:30 a.m. – 7 p.m.
Skate sessions during Jan - Feb:
o On Thursdays, the Ice has two sessions: 4 p.m. and 6:30 p.m.
o On Fridays, the Ice has three sessions: 3:30 p.m, 5:30 p.m. and 7:30 p.m.
o On Saturdays, the Ice has five skating sessions:11:30 a.m., 1:30 p.m., 3:30 p.m.,
5:30 p.m. and 7:30 p.m.
o On Sundays, the Ice has four skating sessions: 11:30 a.m., 1:30 p.m., 3:30 p.m. and 5:30
p.m.
1040 3rd Ave. S.W. Carmel, IN 46032 317.844.8889
Management Fees (Years 1-3)
Fee
Private Ice Rental
Skate Rental
Admission Sales
TOTAL
48,000.00
2,000.00 (approx)*
14,000.00 (approx)*
34,000.00 (approx)*
98,000.00 (per year, Years 1-3)
98,000.00 Annual
Estimated Rink Expenses (Year 1)
Office Supplies $350.00
Staffing $85,000.00
Employee Uniforms $3,000.00
Safety Equipment $500.00
Insurance $5,000.00
Smart Waiver software & storage
Skates & sharpening stones
2,500.00
27,746.60
Skater Wristbands
Inventory (Concessions)
4,100.00
7,500.00
Concession Stand Equipment 1,000.00
Olympia Ice Cleaning Machine 6,200.00
Ice painting & supplies 3,000.00
Total Rink Expenses (Year 1) 145,896.60
1040 3rd Ave. S.W. Carmel, IN 46032 317.844.8889
Estimated Rink Expenses (Years 2 & 3)
Management Fees ($98,000) & Expenses (Year 1 - $145,896.60) - $243,896.60
Management Fees ($98,000) & Expenses (Year 2 - $120,450) - $218,450.00
Management Fees ($98,000) & Expenses (Year 3 - $120,450) - $218,450.00
TOTAL (Years 1-3) - $680,796.60
Office Supplies $350.00
Staffing $85,000.00
Employee Uniforms $500.00
Safety Equipment $500.00
Insurance $5,000.00
Smart Waiver software & storage
Skate maintenance
2,500.00
4,800.00
Skater Wristbands
Inventory (Concessions)
4,100.00
7,500.00
Concession Stand Equipment 1,000.00
Olympia Ice Cleaning Machine 6,200.00
Ice painting & supplies 3,000.00
Total Rink Expenses (Year 2-3) 120,450.00
10/24/2023
ARCTIC ZONE LLC
CARMEL, IN 46032 -
110172
1040 3RD AVE SW
City of Carmel
ONE CIVIC SQUARE
CARMEL, INDIANA 46032-2584
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
INDIANA RETAIL TAX EXEMPT
CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
35-6000972
PURCHASE ORDER NUMBER
THIS NUMBER MUST APPEAR ON INVOICES, A/P
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
VENDOR SHIP
TO
PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT
EXTENSION
Human Resources
1 Civic Square
Carmel, IN 46032-
355765
UNITPRICEDESCRIPTIONUNITOFMEASUREQUANTITY
Page 1 of 1
81787
922Department:922Fund:Ice Rink Fund
43-509.00Account:
ARCTIC ZONE ICE RINKSERVICES1 $243,896.60 $243,896.60Each
243,896.60SubTotal
243,896.60
Send Invoice To:
PLEASE INVOICE IN DUPLICATE
DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT
SHIPPING INSTRUCTIONS
SHIP PREPAID.
C.O.D. SHIPMENT CANNOT BE ACCEPTED.
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO.
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945
PAYMENT
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
AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN
THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER.
CONTROL NO. 110172
ORDERED BY
TITLE
CONTROLLER
Human Resources
1 Civic Square
Carmel, IN 46032-
Nancy Heck James Crider
Director Director of Administration
CzBmmjtpoMzodi.NdHsbuibu22;13bn-Opw3:-3134
Exhibit A:
SCOPE OFSERVICES
Richland Avenue Complete Street
City ofCarmel
thNovember16, 2023
General Description ofServices
Ingeneral, thescope ofservices forthisproject consists ofHWC Engineering (HWC) assisting theCity ofCarmel
thCLIENT) withthedevelopment ofacomplete street connection along Richland Avenue (formerly 4Avenue SE)
between Main Street andCity Center Drive. This project willreview theexisting conditions and context aswell as
impacts toadjacent properties and infrastructure inorder todevelopapreferred roadalignment. Thisproject will be
completed infour phasesBoundary Survey, Conceptual Design, Topographic Survey, andSchematic Design.
Adetailed scope ofservices tobeprovided forthisproject isasfollows:
Phase 01 - LIDAR Drone & Existing Right-of-Way lines and Approximate Boundary Lines: -
This scope includes boundary worktodetermine streetrights-of-way forCity Center, Richland Avenue andE. Main
Street. Theapproximate boundary line, north tosouth, forthose properties lying immediately adjacent tothewesterly
defined corridor limits willbeestablished byrecorded documents and limited field work. HWC will beresponsible for
submitting utility locate requests toIndiana 811 forsitemarkings through theexisting Right-of-Waycorridor and on
theschool property. These markings willbemapped toprovide understanding ofthe sub-surface condition. Utilizing
aLiDAR, HWC willprovide current high-resolution photography and initial topographic surface dataofthe area
indicated intheattached exhibit. This phase willprovide sufficient survey data forconceptual work. Ontheground
survey will notbeperformed onprivate property andHWC will notcall in811 locates onprivate property.
Phase 02 - Conceptual Design:
Once theLIDAR Drone andBoundary Survey iscomplete, HWC will begin theconceptual design phase, which will
include thefollowing tasks:
1) Based onCLIENT direction and survey findings, HWC will develop (2) concepts fortheRichland Avenue
corridor. Impacted parcels and initial assumptions ofpossible utility and infrastructure impacts will be
identified oneach concept. Upto (2) typical roadcross sections will also beprovided foreach concept. The
concepts will bepresented ascolor plan diagram(s) derived from aCAD base and overlaid onthesurvey
aerial. HWC will develop concepts using thefollowing assumptions:
a. Richland Avenue willinclude (1) northbound and (1) southbound lane.
b. Pedestrian facilities, such assidewalks, multi-usetrails, and/or bike laneswill beincluded.
c. Pedestrian connections will bemade toadjacent residential neighborhoods.
d. East-west connections willbemadeatCarmel View Dr, Lincoln Ct, andConcord Ct.
e. The intersection at CityCenter Drive will likelyberight-in, right-out, butanevaluation ofa
roundabout atthislocation will also beincluded.
f. Landscaping will beadded, whenpossible, tobuffer existing residential areas from theroad.
2) HWC willmeet with theCLIENT in-person toreview theconcepts, impacts, and cross sections. Apreferred
concept willbe chosen tomove into schematic design. HWC will implement any revisions discussed during
themeeting into theplan during schematic design.
Phase 03 - Schematic Design (10% Plans):
Once theTopographic andUtility Survey iscomplete, HWCwilldevelop a10% Schematic Design packagebased onthe
preferred concept. Tasks willinclude thefollowing:
1) HWC willdevelop a 10% design package which will include atitle sheet, layout plans, typical cross sections
illustrating transitions totheexisting conditions oneither side ofthecorridor, plan andprofile, and right-of-
way cross sections. Utility coordination willnotbeincluded; however, impacts todrainage infrastructure will
beidentified andincluded inahigh-levelcost estimate that will bedeveloped inthisphase.
2) HWC willmeet with theCLIENT in-person upto (2) times during design to review thedraft 10% Schematic
Design package andpreliminary costestimate. HWC will submit afinal deliverable, which will include aPDF
digital submission of24x36 plans including afinal rendered siteplan ofthe preferred concept.
Proposed Schedule
Phase 01 LIDAR Drone andBoundary Survey 8weeks from Notice toProceed
Phase 02 Conceptual Design 12weeks from Notice toProceed
Phase 03 Schematic Design (10% Plans) 16weeks from Notice toProceed
Proposed Fee
LIDAR Drone, Rights-ofWayandPhase01 $15,000 Lump SumApproximateBoundarySurvey
Phase 02 Conceptual Design $20,500Lump Sum
Phase 03 Schematic Design (10% Plans) $49,000 Lump Sum
Total $84,500Lump Sum
3,233.75RemainingBalance
3,233.75
CzBmmjtpoMzodi.NdHsbuibu21;22bn-Opw38-3134
Exhibit A
11/20/2023
MOBYCON INC
SUITE 100
DURHAM, NC 27701 -
110324
555 SOUTH MANGUM ST
City of Carmel
ONE CIVIC SQUARE
CARMEL, INDIANA 46032-2584
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
INDIANA RETAIL TAX EXEMPT
CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
35-6000972
PURCHASE ORDER NUMBER
THIS NUMBER MUST APPEAR ON INVOICES, A/P
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
VENDOR SHIP
TO
PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT
EXTENSION
Training services on connectivity
Dept of Community Service
1 Civic Square
Carmel, IN 46032-
377377
UNITPRICEDESCRIPTIONUNITOFMEASUREQUANTITY
Page 1 of 1
82563
1192Department:101Fund:General Fund
43-404.00Account:
Travel expenses for incomingtraining1 $25,000.00 $25,000.00Each
25,000.00SubTotal
25,000.00
Send Invoice To:
PLEASE INVOICE IN DUPLICATE
DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT
SHIPPING INSTRUCTIONS
SHIP PREPAID.
C.O.D. SHIPMENT CANNOT BE ACCEPTED.
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO.
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945
PAYMENT
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
AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN
THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER.
CONTROL NO. 110324
ORDERED BY
TITLE
CONTROLLER
Dept of Community Service
1 Civic Square
Carmel, IN 46032-
Mike Hollibaugh James Crider
Director Director of Administration
CzBmmjtpoMzodi.NdHsbuibu4;23qn-Opw28-3134
RENEWAL QUOTEExhibitA
NearmapUS, Inc.
10897SouthRiverFrontParkway, Suite150
SouthJordan, UT84095USA
Phone: +1 (801) 6097250
City of Carmel, INQ094346CustomerNameQuoteNumber
Contract commences upon 04/26/2024ContractCommencementQuoteExpiry
signing ofquote.
36MonthNick CaseySubscriptionTermAccountRep
nick.casey@nearmap.com
03/28/2024Net 30SubscriptionStartDatePaymentTerm
InvoicePaymentMethod
City of Carmel, INCity of Carmel, INBillToShipTo
TimothyRenickShane Burnham
City Square, One Civic Square,City Hall, One Civic Square,
Carmel, Indiana, 46032Carmel, Indiana, 46032
317) 571-2567(317) 571-2459
trenick@carmel.in.govsburnham@carmel.in.gov
PRODUCTALLOWANCECOVERAGESEATS
Nearmap Now - SubscriptionNANationwideNA
Nearmap Oblique forArcGISNANationwideNA
ArcGISIntegrationNANANA
Nearmap Oblique forGovernmentNANationwideUnlimited
Subtotal$96,000.00
Estimated Tax$0.00
TotalUSD $96,000.00
Page 1 of 9
Nearmap US, Inc.
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the Licensee, (ii) the Additional Terms and Conditions in the latest signed Quote between the Licensee and Nearmap applies to this Renewal Quote,
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https://www.nearmap.com/us/en/legal/product-agreements applies to this Renewal Quote, (b) you have the authority to agree to this Renewal Quote,
c) you agree to pay the fees set forth herein. You acknowledge that the Coverage Area by Nearmap is outlined at
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Note: The terms of your Agreement remain the same unless varied by this Renewal Quote. The total in this Renewal Quote is only an estimate of
your next invoice. Final credits and amendments to the subscription is dependent upon the date this Renewal Quote is accepted.
1_QuoteAccepted\\d1\\ Signature / Digital Acceptance:Date:
tbx_1_Name\\\\tbx_1_Position\\ Full Name:Position:
1_PONPONumber (if required):
If printed, please sign, scan and email to: orders.us@nearmap.com
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Nearmap US, Inc.
Schedule 1
Additional Payment Terms
Amounts payable each year ( Excluding Tax)
Year 1: $32,000.00 Year 2: $32,000.00 Year 3: $32,000.00
Additional Terms and Conditions
Page 3 of 9
Nearmap US, Inc.
PLEASEREADTHISPRODUCTSAGREEMENTCAREFULLY.BYACCEPTINGTHISAGREEMENTBYEXECUTINGAQUOTE,YOUAGREETOBEBOUNDBY
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PRODUCTSAGREEMENT
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writing,includingbutnotlimitedtointegrationwiththeLicensee'sorotherthirdProductofnolesserqualitythanthepreviouslysuppliedProductatitsabsolute
partyplatformsorsoftware. discretion.IfrequestedbyNearmap,theLicenseemuststopusingany
2.7 LimitsonuseofWebsite IntheLicensee’suseoftheWebsite,theLicenseepreviouslysuppliedProductandusethenewProductfromthedateofdelivery
mustnot(withoutthepriorwrittenconsentofNearmap): fromNearmap.
a)providealinktoanotherURL; 1.5 AcknowledgeNearmapsource TheLicenseemustexpresslyacknowledge
b)uploadcontentorotherinformationtotheWebsite(exceptasnecessarytouseNearmap,inareasonablyprominentmanner(bydisplayingtheNearmaplogoor
theProducts); otherappropriateattribution),asthesourceofanyProductorDerivativeWorks
c)doanythingtodamage,interfereordisruptaccesstotheWebsiteordoanythingthattheLicenseeuses,copies,modifies,ordistributes.Unlessotherwise
whichmightimpairitsfunctionality; permittedinwriting,theLicenseemustnotremoveorcausetoberemovedany
d)usetheWebsiteinanywaytosendanyunsolicitedemail(commercialorNearmaplogo,watermark,orotherNearmapattributioninanyProductor
otherwise)oranyothermaterialformarketingorpublicitypurposes; DerivativeWorks.
e)publish,post,distribute,disseminate,orotherwisetransmit,defamatory, 1.6 DataUseforGovernmentProducts Nearmapmeasuresdatausagebythe
offensive,infringing,obscene,indecent,orotherunlawfulorobjectionableLicenseeunderthisLicenseforGovernmentProducts.WhenusingGovernment
confidentialmaterialorinformation; Products,Nearmap’sFairUsePolicyregulatestheLicensee'sconsumptionof
f)makeavailable,upload,ordistributebyanymeansanymaterialorfilesthatdataduringtheTerm(orRenewalTerm).Thefollowingconditionsalsoapplyto
containanyviruses,bugs,corruptdata,“trojanhorses”,“worms”,oranyothertheLicensee'suseofGovernmentProducts:
harmfulsoftware; a)theamountofdatausedbytheLicenseeontheGovernmentProductswillbe
g)removeanycontentorinformationfromtheWebsite,otherthanthatpermittedmonitoredandthencalculatedattheendofeveryTermorRenewalTermbased
underthetermsofthisLicense; onthetotaldataofalluserswhoaccessandusetheLicensee'sNearmapaccount
h)falsifythetrueownershipofaProductorothermaterialorinformationmadeduringthatPeriod;and
availableviatheWebsite; b)iftheLicenseeelectstodownloadand/orexportGovernmentProductsavailable
i)obtainorattempttoobtainunauthorizedaccess,throughwhatevermeans,tothetotheLicenseeontheWebsite,thiswillbeappliedtothecalculationofthe
Website; Licensee’suseoftheGovernmentProducts.
j)usetheWebsiteotherthaninaccordancewiththisAgreement; 1.7 AllowanceforNon-GovernmentProducts Non-GovernmentProductslicensed
k)attemptanyoftheaboveactsorengage,encourageorpermitanotherpersontototheLicenseemaybesubjecttoadditionalAllowance,PeriodicAllowance,or
doanyoftheaboveacts;orPeriodicDataAllowancetermsthatarepublishedintheProduct-SpecificTerms,
l)provideorallowaccesstotheWebsitewhichexceedsthetotalnumberofandifapplicable,thePeriodicAllowanceSection.
AuthorizedUsersinconnectionwithuseoftheProduct. 1.8 Unavailability Subjecttosection12,ifaProductisnotavailableforaperiodof
2.8 Breach IftheLicenseebreachesanyofsections2.1to2.7inclusive,Nearmapthree(3)consecutivedays,theTermwillbeextendedbytheperiodofsuch
reservesitsrightstoterminatetheAgreementinaccordancewithsection6.2, unavailability.
restricttheLicensee’saccesstotheProducts,andtakeanyotherstepsavailable2.RESTRICTIONSONRIGHTTOUSEPRODUCTS
toitatlaw. 2.1 Norighttodistribute,transfer,resell,assignorsublicense ThisLicenseis 3.THELICENSEE’SACCESSTOPRODUCTSANDSERVICESgrantedonlytotheLicensee.TheLicenseemustnotdistribute,transfer,resell,
3.1 AuthorizedUsers AnypasswordissuedbyNearmaptoanAuthorizedUserisassign,rent,lease,orsublicenseanyProductoranyoftheLicensee’srights
personalandconfidentialtothatAuthorizedUser.IfNearmapsuspectsthatanyunderthisLicensewithoutNearmap’spriorwrittenconsent.
password/IDisbeingusedbyanunauthorizedperson,byadifferentAuthorized2.2 Nothirdpartyaccess UnlessotherwiseprovidedinthisAgreement,the
Userwhoisnotthepersontowhomitwasissued,orthenumberofAuthorizedLicenseemustnotmakeanyProductavailableinanymediumormannertoany
Usershasbeenexceeded,Nearmapmay: thirdparty(includingbutnotlimitedtotheLicensee’ssubsidiaries,affiliates,any
a)cancelthatuser’saccess; lowerorhighertieredgovernmentsandanyneighboringlocalgovernment).
b)immediatelyceasetheLicensee’saccesstotheProduct; 2.3 Employees Subjecttosections1.1and1.2,theLicenseemaymakeProducts
c)requiretheLicenseetopayforanyadditionalfeesduebasedonthestandardavailabletoanyemployeeoftheLicensee,subjecttothatpersoncomplying
NearmapFeesfortheapplicableProduct,inrespectofanysuchunauthorizedwiththetermsoftheAgreementasiftheywereapartytoitandthetotal
use;and/ornumberofAuthorizedUsershasnotbeenexceeded.Theseemployeesare
d)exerciseanyotherrightavailabletoNearmapunderthetermsofthisAgreementdeemedtobeAuthorizedUsers.TheLicenseeisresponsibleandliableforall
oratlaw. AuthorizedUserswhousetheLicensee’saccountaccessdetailsoruse
ProductsmadeavailabletotheLicenseeinbreachofthisAgreement,including,
withoutlimitation,foranyadditionalfeesthatbecomepayableiftheLicensee
exceedsthenumberofAuthorizedUsers.
2.4 Nomachinelearning TheLicenseemustnotconductmachinelearningwork
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NearmapUS,Inc.
3.2 Downtime Nearmap will use reasonable efforts to ensure that the Website and (a)the other party breaches any of its obligation under this Agreement capable of
APIs remain available but cannot guarantee that this will be the case at all remedy and fails to remedy that breach within fourteen (14) days after receiving
notice requiring it to do so; times. Nearmap agrees that, wherever possible, all planned maintenance will
be done out of normal Operational Hours to ensure optimal uptime of the (b)the other party breaches any of its obligations under this Agreement incapable of
remedy and Content; orWebsite. The Licensee may elect to subscribe to the Nearmap status page at
https://status.nearmap.com/ to receive notifications and updates relating to (c)the other party files for protection under bankruptcy laws, makes an assignment
for the benefit of creditors, appoints, orsuffers appointment of areceiver ortrusteeplannedmaintenanceanduptime/downtime of the Website and APIs. When
Nearmap becomes aware of any Fault, Nearmap will use reasonable efforts to:over its property, files a petition under any bankruptcy or insolvency act, or has
a)allocate such resources as may be necessary to remedy the Fault; andany such petition filed against it which is not discharged within sixty (60) days of
b)otherwise take all reasonable steps to remedy the Fault so as to minimize any the filing thereof, or admits in writing its inability to pay its debt generally as they
disruption to the Licensee’s use of the Products.become due.
3.3 Expiry The Licensee’s License will expire at the end of the Term unless renewed 6.3 Termination by Nearmap Notwithstanding anything else in this Agreement, but
subject to section 4.4, Nearmap has the right, in its absolute discretion and uponinaccordancewithsection1.3 and may be suspended or terminated, in
giving the Licensee ten (10) Business Days’ notice, to terminate this Agreement. accordance with section 6.2, if the Licensee is in breach of thisAgreement.
3.4 Unauthorized Use Licensee shall take reasonable steps to prevent unauthorized 6.4 Consequences If the Agreement is terminated under sections 6.2 or 6.3 or
expires at the end of the Term: access to the Products, including without limitation, protecting its passwords and
other log-in information. The Licensee shall notify Nearmap immediately of any (a)the License immediately terminates and the Products will no longer be available
to the Licensee; known or suspected unauthorized use of the Products, or breach of its security,
b)the Licensee must immediately destroy, delete, or return to Nearmap all Products; and shall use best efforts to stop said breach and minimize the adverse impact of
andsaidbreachonNearmap.
c)subject to section 7.3, the Licensee and the Authorized Users are not permitted3.5 Audit During the Term of this Agreement, and for two (2) years after termination
or expiry of this Agreement, the Licensee shall maintain records regarding its use to use any Products for any purpose.
6.5 Costs Nearmap reserves all rights following termination of this Agreement, of the Products according to its usual record keeping policies and procedures.
The Licensee shall permit Nearmap (or its auditors) access to the Licensee’s including any rights available to Nearmap to collect any outstanding Fees which
may be owed by the Licensee. The Licensee will be liable for any reasonable legalrecordspertainingtotheLicensee’s use of the Products. Nearmap will give at
least thirty (30) days prior written notice of an audit and will not conduct an audit costs incurred by Nearmap in enforcing its rights following termination of this
more than once per calendar year unless non-compliance findings are noted, in Agreement.
which case the audit period may be extended.6.6 Continuing obligations After expiry or termination of this Agreement, sections
3.6 Audit Findings If an audit results in findings of non-compliance, Nearmap may, 1.5, 2, 4, 6.5, 7, 8, 9, 10, 13, 14, 15, and 17 will still be binding on the Licensee
at its discretion:in relation to Products licensed or obtained during the Term.
7.INTELLECTUAL PROPERTYa)invoice any additional license fees due based on the standard Nearmap Fees
in place at the time of the original license grant; 7.1 Ownership Unless otherwise indicated, the Website, the Products, the Content,
b)recover the reasonable cost of the audit if additional Fees exceed 5% of the and all associated Intellectual Property Rights, data, information, and software
Fees paid during the audit period; and are owned by Nearmap and are protected by copyright, moral rights, trademark,
c)terminate this Agreement in accordance with section 6.1. Licensee must pay all and other laws relating to the protection of intellectual property. Nearmap reserves
invoices issued under this section within thirty (30) days following the date of all of its Intellectual Property Rights. Except for the limited License granted to the
invoice or such other period agreed between the parties. Licensee in section 1.1, no ownership or Intellectual Property Rights in the
4.FEES Website, APIs, any Product, or Content will pass or be licensed to the Licensee.
4.1 Fees The Fees payable by the Licensee are set out in the Quote.7.2 Trademarks The Nearmap trademarks and all associated Intellectual Property
4.2 Payment The Fees are payable by the Licensee to Nearmap in the manner and Rights are owned by Nearmap. Nothing in this Agreement confers upon the
Licensee any rights to use or modify any of Nearmap’s trademarks, except thatbytheduedate, as set out in the Quote, at the beginning of each Term unless
otherwise agreed by Nearmap. Where the Fees are payable by credit card, the Nearmap grants the Licensee a royalty free, limited, non-exclusive, non-
transferrable, non-sublicensable license to reproduce and display NearmapLicenseeauthorizesNearmaptochargetheLicensee’s credit card for all
purchased Products listed in the Quote for the initial Term and any Renewal Term.trademarks only tothe extent necessary to comply with the Licensee’s obligations
under this Agreement. Any such reproduction and display of those marks must4.3 No cancellation Subject to section 4.4, all Fees are non-cancellable and non-
refundable, except as expressly set out in this Agreement.comply with the policies and rules Nearmap makes available to the Licensee from
4.4 Refund of Fees If the Licensee is not in breach of this Agreement, and Nearmap time totime.
7.3 Derivative Works Subject to compliance with all other terms of this Agreement, elects to terminate this Agreement under section 6.3, Nearmap will refund the
Licensee any pre-paid fees relating to the portion of Term remaining as at the the Licensee is granted a non-exclusive right to produce and use Derivative
Works for the Permitted Purpose. Unless otherwise notified to the Licensee bydateoftermination.
4.5 Taxes Unless otherwise stated, Fees and Late Payment Fee do not include any Nearmap, the Licensee may continue using Derivative Works following
termination or expiry of this Agreement. For the avoidance of doubt, Nearmap willdirectorindirectlocal, state, provincial, federal, or foreign taxes, levies, duties, or
similar governmental assessments of any nature, including value-added, excise, continue to own all rights in and to any Products and Content embedded in a
Derivative Work, but all other rights in and to the Derivative Work will belong touseorwithholdingtaxes (collectively, "Taxes"). Licensee is responsible for paying
all Taxes, except those assessable against Nearmap based on its income. the Licensee.
8.THIRD PARTY PROVIDERSNearmapwillinvoiceLicenseeforsuchTaxesifNearmapbelievesithasalegal
obligation to do so and Licensee agrees to pay such Taxes if so invoiced. 8.1The Licensee acknowledges and accepts that Nearmap engages with Third Party
4.6 Late Payment If a scheduled Fee payment is still overdue after seven (7) days’ Providers in order to provide the Products under this Agreement. The provision of
notice from Nearmap, to remedy the payment default, the Licensee agrees that the Products is contingent upon adequate delivery of products and services by
Nearmap may immediately limit or terminate access to the Products provided those Third Party Providers and are subject to those Third Party Provider terms
under thisLicense. and conditions (as updated from time to time). By entering into this Agreement, the
4.7 Amendments Subject to section 1.3, Nearmap may, at its absolute discretion, Licensee agrees that where applicable they must comply with those terms and
increase the price, for the Products at the end of the Term by an amount which conditions which are applicable to the use of those Third Party Providers products,
reflects up to the current rate of Inflation plus 2.5%. where incorporated into Nearmap’s Products. Nearmap have set out the type of
5.THE LICENSEE’SWARRANTIES Third Party product or services incorporated into Nearmap’s Products and the
relevant Third Party Providers terms and conditions below for reference. 5.1 Warranty The Licensee warrants that:
a)Google – https://maps.google.com/help/terms_maps.html in connection with thea)any information the Licensee supplies to Nearmap in respect of the Agreement is
use of Google Street Maps; complete and correct. The Licensee must keep Nearmap informed of any change
to the Licensee’s information provided to Nearmap, including any change to the b)NASA/NCAS – https://www.nearmap.com/au/en/legal/copyright in connection with
Licensee’s contact details, or the details of a credit card used for payment; viewing satellite imagery on the Website; and
b)the Licensee will immediately notify Nearmap ofany usage ofany Product outside c)Precisely – https://www.precisely.com/legal/licensing/software-and-data-end-user-
the Permitted Purpose, and provide any other information reasonably requested license-agreement in connection with viewing property datasets on the Website
by Nearmap; and/or through an API.
c)the Licensee has the power to enter into this Agreement and to perform the 9.WARRANTY AND LIABILITY
obligations under it; and 9.1 Warranty Nearmap agrees to use industry standard GPS to ensure capturedd)the Licensee has and will comply with all relevant laws relating to the Licensee’s imagery has accurate geographical positioning. use of the: 9.2 DISCLAIMER OF WARRANTIES OTHER THAN AS SET FORTH IN SECTIONi)License; 9.1, THE WEBSITE AND THE PRODUCTS ARE PROVIDED ON AN "AS IS" ii)Products; and AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, iii)Website. TO THE FULLEST EXTENT PERMITTED BY LAW. NEARMAP AND ITS6.TERMINATION AND EXPIRY CONTENT PROVIDERS, THIRD PARTY PROVIDERS, AGENTS, 6.1 Initial Term This Agreement commences on the Commencement Date and MANDATARIES, AND AFFILIATES EXPRESSLY DISCLAIM ANY AND ALLcontinuesuntilexpiryoftheTermunlessterminatedearlierinaccordancewithREPRESENTATIONS, WARRANTIES, CONDITIONS, AND GUARANTEES,
the terms of this Agreement or renewed under section 1.3. WHETHER EXPRESS, STATUTORY OR IMPLIED, INCLUDING, BUT NOT6.2 Termination by Either Party Either party may terminate this Agreement with LIMITED TO, ANY IMPLIED REPRESENTATIONS, WARRANTIES,
immediate effect by giving notice to the other party if: CONDITIONS, OR GUARANTEES OF MERCHANTABILITY, TITLE, FITNESS
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Nearmap US, Inc.
FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND COURSE OF applicable to the Infringement Claim; or
DEALING OR PERFORMANCE.(iii)third-party products, services, hardware, software, or other materials, or a
9.3 NO REPRESENTATIONS WHILE NEARMAP USES REASONABLE EFFORTS combination of these with the Products, which would not be infringing
TO ENSURE THE ACCURACY, CORRECTNESS AND RELIABILITY OF THE without this combination; or
CONTENT, THE PRODUCTS, AND THE WEBSITE, NEARMAP AND ITS (b)ifthe Licensee fails to comply with section 10.2.
THIRD PARTY PROVIDERS MAKE NO REPRESENTATIONS, WARRANTIES, 10.4To the maximum extent permitted by law, this section 10 sets out Nearmap’ssole
CONDITIONS, OR GUARANTEES AS TO THE ACCURACY, and exclusive liability, and the Licensee’ssole and exclusive remedy, for any third
CORRECTNESS, OR RELIABILITY OF ANY PRODUCT OR CONTENT party Infringement Claims brought against the Licensee in relation to an
CONTAINED ON THE WEBSITE AND/OR OBTAINED THROUGH ANAPI. infringement of Intellectual Property Rights.
11.PRIVACY POLICYTHEPRODUCTS, THE WEBSITE AND APIs MAY BE SUBJECT TO
ERRORS, OMISSIONS, INACCURACIES, AND DISTORTIONS, AND 11.1Nearmap will collect, use, and disclose any personal information supplied by the
NEARMAP WILL NOT BE RESPONSIBLE FOR, OR LIABLE FOR ANY Licensee as set out in Nearmap’s Privacy Policy, as amended from time to time,
CLAIMS MADE BY OR ARISING OUT OF, ANY PERSON OR ENTITY and currently available at https://www.nearmap.com/us/en/legal/privacy-policy.
SEEKING TO RELY ON ANY OF THE PRODUCTS, THE WEBSITE OR APIS. The Licensee hereby consents to those collections, uses, and disclosures.
9.4 LIMIT OF LIABILITY NEARMAP’S LIABILITY FOR: (A) A BREACH OF A 11.2To the maximum extent permittedby law, by entering into this Agreement, the
WARRANTY UNDER SECTION 9.1; OR (B) A BREACH OF A Licensee expressly consents to receiving general emails relating to product
REPRESENTATION, WARRANTY, CONDITION, OR GUARANTEE WHICH IS updates, new products, or anything related to the usage of the product from
IMPLIED OR IMPOSED IN RELATION TO THIS LICENSE UNDER Nearmap, but prior written consent isrequired toreceive by email direct marketing
LEGISLATION AND CANNOT BE EXCLUDED, WILL BE LIMITED TO, AT communications from Nearmap.
NEARMAP’S OPTION, REPLACING OR REPAIRING THE PRODUCTS OR 11.3By entering into this Agreement, the Licensee acknowledges that personal
SUPPLYING PRODUCTS EQUIVALENT TO THE RELEVANT PRODUCTS, OR information provided by the Licensee in the course of accessing Products
PAYING THE COST OF REPLACING OR REPAIRING THEPRODUCTS. including, without limitation, credit or debit card details provided by the Licensee
9.5 NO LIABILITY FOR CLAIMS TO THE EXTENT PERMITTED BY LAW, IN NO for the purpose of paying Nearmap) may be disclosed to and held by one ormore
EVENT WILL NEARMAP, ITS CONTENT PROVIDERS, AGENTS, of Nearmap’s third party suppliers and partners (including, without limitation,
MANDATARIES, OR AFFILIATES BE LIABLE FOR ANY CLAIMS OF ANY KIND providers of payment processing services), and used by those third parties in
ARISING FROM OR CONNECTED WITH THE USE OF THE WEBSITE OR connection with the supply of Products.
APIS, THE CONTENT OR THE PRODUCTS, OR THE UNAVAILABILITY OF 12.FORCE MAJEURE
THE SAME, INCLUDING BUT NOT LIMITED TO, LOSS OF USE, LOSS OF 12.1Force Majeure Event If a party is unable to perform or is delayed in performingPROFITS, OR LOSS OF DATA, AND DIRECT, INDIRECT, INCIDENTAL, an obligation under this Agreement (except for any obligation to pay money,
PUNITIVE, AND CONSEQUENTIAL DAMAGES, WHETHER IN CONTRACT, including Fees) because of an act of war, terrorism, hurricane, earthquake, other
TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), act of God or of nature, strike or other labor dispute, riot or other act of civil
EXTRACONTRACTUAL LIABILITY, OR OTHERWISE. THE LICENSEE IS disorder, embargo, or other cause beyond the performing party’s reasonableRESPONSIBLEFORTHEENTIRECOSTOFALLSERVICING, REPAIR, OR control (“Force Majeure Event”): CORRECTION REQUIRED DUE TO THE LICENSEE’S USE OF THIS a)that obligation issuspended but only so farand for so long as that party isaffectedWEBSITE, THE CONTENT OR THE PRODUCTS. THIS EXCLUSION by the Force Majeure Event; and
APPLIES, WITHOUT LIMITATION, TO ANY CLAIMS CAUSED BY OR b)the affected party will not be responsible for any loss or expense suffered orRESULTINGFROMRELIANCEBYAUSERONANYINFORMATIONincurredbytheotherparty, as a result of, and tothe extent that, the affected partyOBTAINEDFROMNEARMAP. is unable to perform, or is delayed in performing, its obligations under this9.6 AGGREGATE LIMIT IN NO EVENT WILL THE AGGREGATE LIABILITY OF Agreement because of the Force Majeure Event.
NEARMAP, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING 12.2Notice of Force Majeure Event If a Force Majeure Event occurs, the partyNEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), affected by the Force Majeure Event must: EXTRACONTRACTUAL LIABILITY, PRODUCT LIABILITY, STRICT LIABILITY a)Promptly (when reasonably possible to do so) give the other party notice of theOROTHERTHEORY, ARISING OUT OF OR RELATING TO THE USE OF THE Force Majeure Event and an estimate of the non-performance anddelay; PRODUCTS, THE CONTENT, THE WEBSITE OR THE APIS, EXCEED ANY b)take all reasonable steps to overcome the effects of the Force Majeure Event; and
COMPENSATION OR FEE THE LICENSEE HAS PAID, IF ANY, TO NEARMAP c)resume compliance as soon as practicable after the Force Majeure Event noFORACCESSTOORUSEOFTHEPRODUCTSOVERTHETWELVE (12) longer affects it. MONTH PERIOD PRIOR TO THE ALLEGED DEFAULT, BREACH, OR EVENT 13.CONFIDENTIALITYGIVINGRISETOTHELIABILITY. 13.1Subject to any other written agreements between the parties in connection with9.7 Third Party Providers The Licensee acknowledges that Nearmap relies on the this Agreement, any information provided in writing or orally or data provided byservicesofThirdPartyProvidersinordertosupplytheProductsandrelatedeitherpartyunderthisAgreement (“Discloser”) to the other party (“Recipient”) services. Without limiting any of the above, to the fullest extent permitted by and marked or identified as proprietary or Confidential Information shall not beapplicablelaw, Nearmap will not be liable for any loss, damage, or cost of any disclosed for a period of three (3) years from termination or expiry of thiskind, which is caused, or contributed to, by a third party service provider except Agreement, unless mutually agreed in writing by the parties. The parties willtotheextentitwascausedorcontributedbytheacts, defaults or omissions of disclose Confidential Information only to their employees who have a need toNearmap. know for the purposes of this Agreement and who are under a duty of9.8 Indemnity To the extent permitted by law, the Licensee agrees to indemnify confidentiality no less restrictive than the Licensee’s duty hereunder. TheNearmapanditsdirectors, officers, employees, agents, mandataries, and Recipient will protect Confidential Information from unauthorized use, access, orsubcontractors, from and against any and all direct or indirect claims, damages, disclosure inthe same manner as it would protect their own confidential orlosses, liabilities, expenses, and costs (including reasonable attorney’s fees and proprietary information of similar nature and with no less than reasonable care. costs) arising from or out of: 13.2The confidentiality obligations do not apply to the Recipient if: a)the Licensee’sactual oralleged breach of any provisions of this Agreement; a)the Discloser has first agreed in writing to the particular disclosure, use, orb)the Licensee’s use of the Product for any purpose; and copying; c)the Licensee’s use of, or any third party’s use of, or inability to use, any b)the Confidential Information was generally known by or available to the publicDerivativeWorks, including without limitation, any output from the Derivative through no wrongful act of the Recipient or otherwise than as a consequence ofWorks. a breach of this Agreement; 9.9 Notice of claim Nearmap will provide the Licensee with notice of any claim or c)the Confidential Information was received by the Recipient without breach of thisallegation, under section 9.8, and Nearmap has the right to participate in the Agreement from a third party without restriction as to the use and disclosure ofdefenseofanysuchclaimatitsexpense. the Confidential Information; or10.COPYRIGHT COMPLAINTS_________________________________________ d)the disclosure of Confidential Information is legally compelled due to compliance10.1If any third party brings a Claim against the Licensee alleging that the with federal and state laws or an order by acourt.
Licensee’s use ofthe Products, in accordance with this License, infringes their 13.3Immediately upon termination or expiry of this Agreement, the Recipient must
copyright (“Infringement Claim”), Nearmap will defend the Licensee against at its expense):
the Claim and pay any settlement to which Nearmap consents or final court- a)cease all use of the materials and Confidential Information;
awarded damages for which the Licensee isliable. b)destroy or return (at the Discloser’s discretion) the Confidential Information to
10.2The Licensee must: the Discloser together with all copies, reproductions and summaries of thea)promptly notify Nearmap of any such Infringement Claim; same;
b)not make any admissions in relation to the Infringement Claim without c)destroy all of its notes, memoranda and records (in whatever form) containing,
Nearmap's prior written consent; referring to or based on the Confidential Information; c)permit Nearmap to conduct the defense of the Infringement Claim including all d)ensure that any person who receives the Confidential Information by the
negotiations for settlement; and Recipient’s authority returns the Confidential Information to the Discloser in anyd)provide Nearmap with any assistance reasonably requested to allow Nearmap form in which it is held or destroys it and gives evidence of its destruction to the
to defend the Infringement Claim. Discloser; and
10.3Nearmap will have no liability for any Infringement Claim: e)provide to the Discloser a written certificate confirming compliance with thea)that arises from any: requirements under this section.
i)use of the Product in violation of this Agreement; 14.NOTICES
ii)modification of the Product by anyone other than Nearmap, or a party 14.1All notices and consents will be in writing and will be considered delivered andauthorizedbyNearmap, in writing to modify the portion of the Product
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Nearmap US, Inc.
effective upon receipt (orwhen delivery isrefused) when:Affiliate means, with respect to Nearmap, any entity that controls or is controlled by
a)personally delivered;Nearmap, or is under common control with Nearmap. For purposes of this definition, an
b)sent by registered or certified mail (postage prepaid, return receipt requested);entity shall be deemed to control another entity if it owns orcontrols, directly or indirectly,
c)sent by nationally recognized private courier (with signature required and all at least 50% of the voting equity of another entity (or other comparable interest for an
fees prepaid); orentity other than a corporation).
d)sent by email with confirmation oftransmission. Allowance means any usage allowance the Licensee is permitted to use and/or drawn
14.2Notices must be sent to the Licensee at the address set forth in the Quote (or if down against for any Licensed Non-Government Products as specified the Quote.
API means application programming interface. none is specified, the address to which Nearmap sends invoices) and for
Nearmap to 10897 South River Front Parkway, Suite 150, South Jordan, UT Authorized User means the number of persons specified in the “Seats” section of the
84095, USA, or at another address as a party may designate in writing.Quote, who have been granted access to the Product by the Licensee pursuant to the
15.TECHNOLOGY EXPORT term and conditions of this Agreement, and who either has been assigned a unique
Nearmap user login credential or whom the Licensee has assigned a user loginTheLicenseeshallnot: (a) permit any third party to access or use the Product in
credential that enables access to the Product through the Website orAPI. violation of any U.S. or Canadian law or regulation; or (b) export any software
Business Days means any day other than aSaturday, aSunday orarecognized publicprovidedbyNearmap, or otherwise remove it from the United States or Canada,
holiday in the State of Utah, USA. except in compliance with all applicable U.S. and Canadian laws and regulations.
Claim means any claim, cost (including legal costs on a solicitor and client basis), Without limiting the generality ofthe foregoing, the Licensee shall not permit any
damages, debt, expense, tax, liability, loss, obligation, allegation, suit, action, demand, third party to access or use the Product in, or export such software to, a country
cause of action, proceeding, or judgment ofany kind, however calculated orcaused, andsubjecttoaUnitedStatesembargo (as of the Effective Date, Cuba, Iran, North
whether direct or indirect, consequential, incidental or economic. Korea, Sudan, and Syria) or a Canadian embargo.
Commencement Date means (a) for New Subscription Quotes, the date as specified in16.MISCELLANEOUS TERMS
the “Contract Commencement” section or the “Subscription Start Date” section of the16.1Nearmap customer Licensee grants Nearmap the right touse Licensee’s name Quote, whichever is later, or (b) for Renewal Quotes or Amendment Quotes, the date asandlogotoidentifyasaNearmapcustomerformarketingorpromotionalspecifiedinthe “Subscription Start Date” section of the Quote. purposes in public or private communications with Nearmap’s existing or Commercial Purpose means to distribute, transfer, sell, sublicense, or passpotentialcustomers, subject to Licensee’s standard trademark usage possession of any Products (in whole or in part) for the purpose of direct commercialguidelinesasprovidedtoNearmapfromtimetotime. benefit or gain by the Licensee. 16.2Additional Terms and Conditions The Additional Terms and Conditions form Confidential Information means the terms of this Agreement, the pricing, and any otherpartof, and should be read in conjunction with, this Agreement. information relating to the business, finances, strategy, methods, processes, products, 16.3Precedence of Documents This Agreement is comprised of: metadata, services or other affairs of a party or its representatives or related bodiesa)the Additional Terms and Conditions under Schedule 1; corporate which is disclosed to, learnt by oraccessed by the Licensee in connection withb)the Quote and attached Schedules; the Agreement, whether before or after the Licensee entered into the Agreement, c)any Product-Specific Terms; and whether orally, electronically, in writing or otherwise. d)this products agreement. Content means any content made available by oron behalf of Nearmap tothe LicenseeIfthereisanyambiguityorinconsistencybetweenthedocumentscomprisinginconnectionwiththeLicense, whether or not through the Website or an API. the Agreement, the document appearing higher in the list will have precedence. Coverage Area means the area specified in the “Coverage” section of the Quote forIftheLicenseepurchasestheProductsthroughareseller, the terms and which Nearmap has available Products, which may cover part or all of that area andconditionsunderthisAgreementwillapply. This Agreement between Nearmap which may cover part (but not all) of the area covered by the Survey. and the Licensee supersedes all terms and conditions attached to the Derivative Work means any new work created by or for the Licensee that incorporates, Licensee’s and/or reseller’s purchase order. embeds, or includes all or part of a Nearmap Product or Content. 16.4Independent Contractors The parties are independent contractors and will so Discloser has the meaning given in section 13.1. represent themselves in all regards. Neither party is the agent of the other, and Fair Use Policy means the policy as attached tothe Quote. neither may make commitments on the other’s behalf. The parties agree that Fault means any fault, failure, error, or defect which prevents the Licensee fromneitherparty’s employee or contractor is an employee of the otherparty. accessing the Products, other than where access is prevented due to a planned16.5Construction The parties agree that the terms of this Agreement result from outage, because of an unforeseeable event beyond Nearmap’s reasonable control ornegotiationsbetweenthem. This Agreement will not be construed in favor of or any conduct or activity undertaken bythe Licensee, the Licensee’semployees, agents, against either party by reason for authorship. ormandataries. 16.6Waiver Neither party will be deemed to have waived any of its rights under this Fees means the fees specified in the Quote, payable by the Licensee for the License, Agreement by lapse of time or by any statement or representation other than by or as otherwise agreed in writing between Nearmap and the Licensee. an authorized representative in an explicit written waiver. No waiver of a breach Force Majeure Event has the meaning given in section 12.1. of this Agreement will constitute a waiver of any other breach of this Agreement. Government Products means any Products specified in the Quote that are described16.7Severability If one or more of the terms of this Agreement are found to be as “Nearmap Vertical for Government” and “Nearmap Oblique for Government” andinvalid, illegal or unenforceable in any respect, the validity, legality and includes any other Products offered by Nearmap for government customers onlyenforceabilityoftheremainingtermswillnotbeaffected. where use of its License is connected to the Fair Use policy. 16.8Amendments Other than as expressly specified in this Agreement, this Infringement Claim has the same meaning given in section 10.1. Agreement may only be varied with the written consent of Nearmap and the Intellectual Property Rights includes all industrial and intellectual property rightsLicensee. throughout the world, including copyright, moral rights, trademarks, patents, rights to16.9Assignment This Agreement shall not be assigned by either party without the protect confidential information, and any other similar rights. prior written consent ofthe other party which shall not be unreasonably withheld; License means the license granted in section 1.1. provided, however, that Nearmap may, upon written notice to the Licensee, Licensee means the person or entity specified in the “Customer Name” section of theassignallofitsrightsunderthisAgreementto (i) a parent, subsidiary or Affiliate Quote. of Nearmap, (ii) a purchaser of all or substantially all assets related to this Nearmap means Nearmap US, Inc. Agreement, or (iii) a third party participating in a merger, acquisition, sale of Non-Government Products means all Products specified in the Quote that do not fallassetsorothercorporatereorganizationinwhichNearmapisparticipating. Any under the definition of Government Products. attempt toassign this Agreement in violation of this provision shall be void and of Operational Hours means 9am to 5pm MT. no effect. This Agreement shall bind and inure to the benefit of the parties and Periodic Allowance or Periodic Data Allowance means the data allowance specifiedtheirrespectivesuccessorsandpermittedassigns. in the “Allowance” section of the Quote unless otherwise agreed in writing between16.10Entire Agreement This Agreement: Nearmap and the Licensee. a)comprises the entire agreement and understanding between the parties on Periodic Allowance Section means section 1.6 (or its equivalent) in the most currenteverythingconnectedwiththesubjectmatterofthisAgreement; and version of the products agreement currently located at here. b)supersedes any prior agreement or understanding on anything connected Permitted Purpose means the use of Products by the Licensee for internal purposeswiththatsubjectmatter. in the Licensee’s ordinary business, and at all times excludes any: 16.11Counterparts This Agreement may consist of a number of counterparts and, if a)Commercial Purpose; so, the counterparts taken together constitute one and the same instrument. b)Unlawful Purpose; This Agreement is not binding on any party unless one or more counterparts c)Integration, or attempt to integrate, the Products in an internal system of thehavebeendulyexecutedby, or on behalf of, Nearmapand the Licensee. Licensee or of a third party; and16.12Language The parties have expressly agreed that this Agreement, and all d)Redistribution or copying of files, images, or photographs, or making such files, ancillary agreements, documents, or notices relating to the Agreement, be images, or photographs available in any medium or manner that is contained indraftedsolelyintheEnglishlanguage. Les parties aux présentes ont the Products to any third party (except as expressly permitted under thisexpressémentconvenuquecetaccordettouteautreconvention, document Agreement). ou avis y afférent soient rédigés en anglais seulement. Products means any Nearmap products specified in the Quote (and further described16.13Governing Law This Agreement will be governed by and construed in on the Website) and, if applicable, the Survey. For the avoidance of doubt, ProductsaccordancewiththelawsoftheStatewheretheLicenseeconductsbusinessincludeContent. without giving effect to the conflicts of laws provisions thereof). Product-Specific Terms means additional terms and conditions that apply to certain17.DEFINITIONS Products, currently located here. In this Agreement: Quote the document produced after the Licensee places an initial order for theAdditionalTermsandConditionsmeanstheadditionaltermsandconditions (if Product(s), requests any changes to its License, or renews its License, which may beany) set out in the Quote. titled "New Subscription Quote", “Renewal Quote” or “Amendment Quote”.
Page 7 of 9
Nearmap US, Inc.
Recipient has the meaning given in section 13.1.
Renewal Term has the meaning given in section 1.3.
Schedule means a schedule to this Agreement, where such schedule has been
incorporated by reference to form part of this Agreement.
Subscription Period means the period stated in the “Subscription Period” column
of the Quote.
Subscription Start Date means the date specified in the “Subscription Start Date”
section of the Quote.
Term means the term specified in the “Subscription Term” section of the Quote,
commencing on the Commencement Date. Where a Subscription Period is stated
on the Quote, “Term” means the Subscription Period.
Third Party Providers means third party providers of products and services
to Nearmap.
Unlawful Purpose means any unlawful purpose, including but not limited to
stalking, harassing or intimidating any person or engaging in misleading or
deceptive conduct.
URL means a Uniform Resource Locator.
Website means all pages and sub-sites available within the nearmap.com domain.
Page 8 of 9
Nearmap US, Inc.
FAIR USE POLICY
General
1.It is important to Nearmap that all customers are able to access the Products and Services. Accordingly, we have devised a Fair Use Policy that applies to the data
usage of the Products and Services.
2.In this Fair Use Policy:
a.Excessive Use has the meaning given to that term in section 7 of this Fair Use Policy;
b.Fair Use Policy means this policy;
c.Nearmap, we, us or our means Nearmap US, Inc.;
d.Products has the meaning given to that term in Your Nearmap Agreement;
e.Services has the meaning given to that term in Your Nearmap Agreement;
f.You or Your means any customer of Nearmap;
g.Your Nearmap Agreement means the agreement pursuant to which Nearmap provides You with various products and services; and
h.Unreasonable Use has the meaning given to that term in section 5 of this Fair UsePolicy.
3.We reserve the right to vary the terms of this Fair Use Policy from time totime.
4.This Fair Use Policy is in addition to Your Nearmap Agreement and in the eventof any inconsistency between the terms of this Fair Use Policy and the terms and
conditions of Your Nearmap Agreement, Your Nearmap Agreement prevails.
Unreasonable Use
5.We consider Your use ofthe Products and Services unreasonable where You use it in amanner which is reasonably considered by Nearmap tobe fraudulent use, to
be contrary to Your Nearmap Agreement or toadversely affect other Nearmap customers’ use of or access to the Products and Services.
6.Among other things, “fraudulent use” includes resupply of the Products and Services without Nearmap’s consent so that someone else may access or use the
Products and Services or take advantage of the Products and Services.
Excessive Use
7.Excessive Use isa continuing and unreasonably disproportionate use of the Products and Services when compared to other average individual named users.
Nearmap’s Rights
8.Where Your use of the Products and Services constitutes Unreasonable Use and/or Excessive Use, Nearmap may contact You to discuss changing Your usage
pattern so that it conforms with this Fair Use Policy, or to upgrade to a more suitable Product or Service (ifapplicable).
9.If, after Nearmap has contacted You, Your Unreasonable Use and/or Excessive Use continues, Nearmap may, without further notice toYou:
a.restrict Your access to low resolution imagery for the remainder of the month; and/or
b.restrict Your access to low resolution imagery for the remainder of the month until Your data allowance is reset at the beginning of the next month (if applicable);
and/or
c.restrict Your access for the remainder of the month; and/or
d.restrict Your access to Nearmap until Your data allowance is reset at the beginning of the next month (if applicable); and/or
e.immediately cease Your access to Nearmap; and/or
f.exercise any other right available to Nearmap under the terms of Your Nearmap Agreement.
Page 9 of 9
Nearmap US, Inc.
11/8/2023
NEARMAP US INC.
SUITE 150
SOUTH JORDAN, UT 84095 -
110262
10897 S RIVER FRONT PKWY
City of Carmel
ONE CIVIC SQUARE
CARMEL, INDIANA 46032-2584
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
INDIANA RETAIL TAX EXEMPT
CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
35-6000972
PURCHASE ORDER NUMBER
THIS NUMBER MUST APPEAR ON INVOICES, A/P
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
VENDOR SHIP
TO
PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT
EXTENSION
DOCS portion for 2024
Dept of Community Service
1 Civic Square
Carmel, IN 46032-
370447
UNITPRICEDESCRIPTIONUNITOFMEASUREQUANTITY
Page 1 of 1
82267
1192Department:101Fund:General Fund
43-515.02Account:
Mapping SoftwareService1 $5,333.33 $5,333.33Each
5,333.33SubTotal
5,333.33
Send Invoice To:
PLEASE INVOICE IN DUPLICATE
DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT
SHIPPING INSTRUCTIONS
SHIP PREPAID.
C.O.D. SHIPMENT CANNOT BE ACCEPTED.
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO.
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945
PAYMENT
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
AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN
THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER.
CONTROL NO. 110262
ORDERED BY
TITLE
CONTROLLER
Dept of Community Service
1 Civic Square
Carmel, IN 46032-
Mike Hollibaugh James Crider
Director Director of Administration
11/13/2023
NEARMAP US INC.
SUITE 150
SOUTH JORDAN, UT 84095 -
110269
10897 S RIVER FRONT PKWY
City of Carmel
ONE CIVIC SQUARE
CARMEL, INDIANA 46032-2584
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
INDIANA RETAIL TAX EXEMPT
CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
35-6000972
PURCHASE ORDER NUMBER
THIS NUMBER MUST APPEAR ON INVOICES, A/P
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
VENDOR SHIP
TO
PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT
EXTENSION
Engr Portion for 2024
City Engineering's Office
1 Civic Square
Carmel, IN 46032-
370447
UNITPRICEDESCRIPTIONUNITOFMEASUREQUANTITY
Page 1 of 1
Laurie Slick
82321
2200Department:2200Fund:Motor Vehicle Highway
43-515.02Account:
Mapping Software Service - Engineering portion for20241 $5,333.33 $5,333.33Each
5,333.33SubTotal
5,333.33
Send Invoice To:
PLEASE INVOICE IN DUPLICATE
DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT
SHIPPING INSTRUCTIONS
SHIP PREPAID.
C.O.D. SHIPMENT CANNOT BE ACCEPTED.
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO.
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945
PAYMENT
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
AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN
THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER.
CONTROL NO. 110269
ORDERED BY
TITLE
CONTROLLER
City Engineering's Office
1 Civic Square
Laurie Slick
Carmel, IN 46032-
Jeremy Kashman James Crider
Director Director of Administration
ICity®f Carme
INDIANA RETAIL TAX EXEMPT
CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
ONE CIVIC SQUARE 35-6000972
CARMEL, INDIANA 46032-2584
ORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
Page 1 of 1
PURCHASE ORDER NUMBER
110251
THIS NUMBER MUST APPEAR ON INVOICES, AIP
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
11/7/2023 370447 Nearmap renewal
NEARMAP US INC. ICS
VENDOR 10897 S RIVER FRONT PKWY SHIP 10701 N. College Ave, Ste A
SUITE 150
TO
Carmel, IN 46280-
SOUTH JORDAN, UT 84095 - Timothy Renick (317) 571-2576
PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT
82221
QUANTITY UNIT OF MEASURE DESCRIPTION UNIT PRICE EXTENSION
Department: 1115 Fund: 101 General Fund
Account. 43-404.02
1 Each Renewal quote
Send Invoice To:
ICS
Timothy Renick
10701 N. College Ave, Ste A
Carmel, IN 46280-
317)571-2576
DEPARTMENT
5,333.33 $5,333.33
Sub Total $5,333.33
AO
PLEASE INVOICE IN DUPLICATE
ACCOUNT PROJECT PROJECTPROJECTPROJECT ACCOUNT AMOUNT
PAYMENT $5,333.33
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
Timothy Renick James Crider
TITLE Director Director of Administration
CONTROL NO. 110251 CONTROLLER
11/7/2023
NEARMAP US INC.
SUITE 150
SOUTH JORDAN, UT 84095 -
110250
10897 S RIVER FRONT PKWY
City of Carmel
ONE CIVIC SQUARE
CARMEL, INDIANA 46032-2584
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
INDIANA RETAIL TAX EXEMPT
CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
35-6000972
PURCHASE ORDER NUMBER
THIS NUMBER MUST APPEAR ON INVOICES, A/P
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
VENDOR SHIP
TO
PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT
EXTENSION
Street Department
3400 W. 131st Street
Carmel, IN 46074-
317) 733-2001
370447
UNITPRICEDESCRIPTIONUNITOFMEASUREQUANTITY
Page 1 of 1
Matt Higginbotham
82217
2201Department:2201Fund:Motor Vehicle Highway FND
43-509.00Account:
ArcGIS IntegrationSubscription1 $5,333.33 $5,333.33Each
5,333.33SubTotal
5,333.33
Send Invoice To:
PLEASE INVOICE IN DUPLICATE
DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT
SHIPPING INSTRUCTIONS
SHIP PREPAID.
C.O.D. SHIPMENT CANNOT BE ACCEPTED.
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO.
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945
PAYMENT
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
AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN
THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER.
CONTROL NO. 110250
ORDERED BY
TITLE
CONTROLLER
Street Department
3400 W. 131st Street
Carmel, IN 46074-
Lee Higginbotham
317) 733-2001
Commissioner
City of Carmel
ONE CIVIC SQUARE
CARMEL, INDIANA 46032
INDIANA RETAIL TAX EXEMPT
CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
35-6000972
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 199t
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO.
11 /8/2023 370447
PAGE 1
PURCHASE ORDER NUMBER
W10159
THIS NUMBER MUST APPEAR ON INVOICES, A/P
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE.
DESCRIPTION
NEARMAP US INC CARMEL WATER OPERATIONS
VENDOR 10897 South River Front Parkway Ste SHIP 3450 W 131st STREET
South Jordan UT 84095 TO CARMEL, IN 46074
CONFIRMATION I BLANKET I CONTRACT
QUANTITY I UNIT OF MEASURE I DESCRIPTION
1.00 Each service
Department
PAYMENTTERMS I FREIGHT
UNIT PRICE EXTENSION
5,333.33 5,333.33
01-6360-08
PLEASE INVOICE IN DUPLICATE Credit 0.00
Account Project Project Account AMOUNT
PAYMENT 5,333.33
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
SHIP PREPAID VOUCHER HAS THE PROPER SWORN AFFADAVIT ATTACHED.
C.O.D. SHIPMENTS CANNOT BE ACCEPTED ' I HEREBY CERTIFY THAT THERE IS AN OBLIGATED BALANCE IN
PURCHASE ORDER NUMBER MUST APPEAR ON ALL THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER.
SHIPPING LABELS
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99. ACTS 1945
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO. ORDERED BY
TITLE ,
DOCUMENT CONTROL NO. W10159 CLERK -TREASURER
CzBmmjtpoMzodi.NdHsbuibu4;27qn-Opw26-3134
CzBmmjtpoMzodi.NdHsbuibu21;15bn-Opw28-3134
CRE Consulting, LLC
Engineering Department - 2023
Appropriation #2200 0 44-628.71 2022 Road Bond Fund; P.O.#110285
Contract Not To Exceed $17,850.00
th116 Street Path – US 421 to Towne Rd; 22-ENG-02; Parcels 16-19, 31-32 Appraisals
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 appropriation number 2200 0 44-628.71 2022
Road Bond 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 Seventeen Thousand Eight Hundred Fifty Dollars ($17,850.00) (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.
5.2 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.
S:\\Contracts\\Departments\\ENG\\2023\\CRE Consulting LLC Professional Services.docx:11/15/2023 2:38 PM\]
2
CRE Consulting, LLC
Engineering Department - 2023
Appropriation #2200 0 44-628.71 2022 Road Bond Fund; P.O.#110285
Contract Not To Exceed $17,850.00
th116 Street Path – US 421 to Towne Rd; 22-ENG-02; Parcels 16-19, 31-32 Appraisals
SECTION 6 TERM
Unless otherwise terminated in accordance with the termination provisions set forth inSection 7.1 hereinbelow,
this Agreement shall be in effect from the Effective Date through December 31, 2023, 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.
S:\\Contracts\\Departments\\ENG\\2023\\CRE Consulting LLC Professional Services.docx:11/15/2023 2:38 PM\]
3
CRE Consulting, LLC
Engineering Department - 2023
Appropriation #2200 0 44-628.71 2022 Road Bond Fund; P.O.#110285
Contract Not To Exceed $17,850.00
th116 Street Path – US 421 to Towne Rd; 22-ENG-02; Parcels 16-19, 31-32 Appraisals
7.5 Insurance
7.5.1 Professional shall, as a condition precedent to this Agreement, purchase and thereafter maintain such
insurance as will protect it and City from the claims set forth below which may arise out of or result from
Professional's operations under this Agreement, whether such operations be by Professional or by its
subcontractors or by anyone directly or indirectly employed by any of them, or by anyone directly for whose
acts any of them may be liable:
1) Claims under Worker's Compensation and Occupational Disease Acts, and any other
employee benefits acts applicable to the performance of the work;
2) Claims for damages because of bodily injury and personal injury, including death, and;
3) Claims for damages to property.
Professional's insurance shall be not less than the amounts shown below:
A. Commercial General Liability (Occurrence Basis)
Bodily Injury, personal injury, property damage,
Contractual liability, product/completed operations
Each Occurrence Limit $1,000,000.00
Damage to Rented Premises $100,000.00
each occurrence)
Medical Expense Limit $5,000.00
Personal and Advertising Injury Limit $500,000.00
General Aggregate Limit $2,000,000.00 (Other than
Products Completed
Operations)
NOTE: GENERAL AGGREGATE TO APPLY PER PROJECT
Products/Completed Operations $1,000,000.00
B. Auto Liability $1,000,000.00 (combined
single limit) (owned, hired & non-owned)
Bodily injury & property damage $1,000,000.00
each accident
S:\\Contracts\\Departments\\ENG\\2023\\CRE Consulting LLC Professional Services.docx:11/15/2023 2:38 PM\]
4
CRE Consulting, LLC
Engineering Department - 2023
Appropriation #2200 0 44-628.71 2022 Road Bond Fund; P.O.#110285
Contract Not To Exceed $17,850.00
th116 Street Path – US 421 to Towne Rd; 22-ENG-02; Parcels 16-19, 31-32 Appraisals
C. Excess/Umbrella Liability $2,000,000 (each occurrence
and aggregate)
D. Worker's Compensation & Disability Statutory
E. Employer’s Liability:
Bodily Injury by Accident/Disease: $100,000 each employee
Bodily Injury by Accident/Disease: $250,000 each accident
Bodily Injury by Accident/Disease: $500,000 policy limit
F. Professional Liability Insurance. The Professional shall carry and maintain during the
continuance of this Agreement, professional liability insurance in the amount of
2,000,000 for single limit claims and $3,000,000 in the aggregate. The Professional's
policy of insurance shall contain prior acts coverage sufficient to cover all Services
performed by the Professional for this Project. Upon City's request, Professional shall
give prompt written notice to City of any and all claims made against this policy during
the period in which this policy is required to be maintained pursuant to this Agreement.
If the insurance is written on a claims-made basis and coverage is cancelled at any
time, the Professional will obtain, at its cost, an extended reporting endorsement
which provides continuing coverage for claims based upon alleged acts or omissions
during the term of the Agreement until all applicable statute of limitation periods have
expired.
7.5.2 Professional shall provide the City with a certificate of insurance, naming the City as an
additional insured," showing such coverage then in force (but not less than the amount shown above)
shall be filed with City prior to commencement of any work. These certificates shall contain a provision
that the policies and the coverage afforded will not be canceled until at least thirty (30) days after
written notice has been given to City.
7.5.3 Professional may, with the prior approval of the City, substitute different types of coverage for
those specified if the total amount of required protection is not reduced. Professional shall be
responsible for all deductibles.
7.5.4Nothing in the above provisions shall operate as or be construed as limiting the amount of liability
of Professional to the above enumerated amounts.
7.6 Liens
Professional shall not cause or permit the filing of any lien on any of City’s property. In the event such a lien 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.
S:\\Contracts\\Departments\\ENG\\2023\\CRE Consulting LLC Professional Services.docx:11/15/2023 2:38 PM\]
5
CRE Consulting, LLC
Engineering Department - 2023
Appropriation #2200 0 44-628.71 2022 Road Bond Fund; P.O.#110285
Contract Not To Exceed $17,850.00
th116 Street Path – US 421 to Towne Rd; 22-ENG-02; Parcels 16-19, 31-32 Appraisals
7.7 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.
7.8 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.
7.9 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.
7.10 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.
S:\\Contracts\\Departments\\ENG\\2023\\CRE Consulting LLC Professional Services.docx:11/15/2023 2:38 PM\]
6
CRE Consulting, LLC
Engineering Department - 2023
Appropriation #2200 0 44-628.71 2022 Road Bond Fund; P.O.#110285
Contract Not To Exceed $17,850.00
th116 Street Path – US 421 to Towne Rd; 22-ENG-02; Parcels 16-19, 31-32 Appraisals
7.11 E-Verify
Pursuant to I.C. § 22-5-1.7 et seq., Professional shall enroll in and verify the work eligibility status of all of its
newly-hired employees using the E-Verify program, if it has not already done so as of the date of this
Agreement. Professional is further required to execute the attached Affidavit, herein referred to as Exhibit C,
which is an Affidavit affirming that: (i) Professional is enrolled and is participating in the E-Verify program, and
ii) Professional does not knowingly employ any unauthorized aliens. This Addendum incorporates by
reference, and in its entirety, attached Exhibit C. In support of the Affidavit, Professional shall provide the City
with documentation that it has enrolled and is participating in the E-Verify program. This Agreement shall not
take effect until said Affidavit is signed by Professional and delivered to the City’s authorized representative.
Should Professional subcontract for the performance of any work under this Addendum, the
Professional shall require any subcontractor(s) to certify by affidavit that: (i) the subcontractor does not
knowingly employ or contract with any unauthorized aliens, and (ii) the subcontractor has enrolled and is
participating in the E-Verify program. Professional shall maintain a copy of such certification for the duration of
the term of any subcontract. Professional shall also deliver a copy of the certification to the City within seven
7) days of the effective date of the subcontract.
If Professional, or any subcontractor of Professional, knowingly employs or contracts with any
unauthorized aliens, or retains an employee or contract with a person that the Professional or subcontractor
subsequently learns is an unauthorized alien, Professional shall terminate the employment of or contract with
the unauthorized alien within thirty (30) days (“Cure Period”). Should the Professional or any subcontractor of
Professional fail to cure within the Cure Period, the City has the right to terminate this Agreement without
consequence.
The E-Verify requirements of this Agreement will not apply, should the E-Verify program cease to exist.
7.12 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.
7.13 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 City of Carmel
Engineering Department Office of Corporation Counsel
One Civic Square One Civic Square
Carmel, Indiana 46032 Carmel, Indiana 46032
S:\\Contracts\\Departments\\ENG\\2023\\CRE Consulting LLC Professional Services.docx:11/15/2023 2:38 PM\]
7
CRE Consulting, LLC
Engineering Department - 2023
Appropriation #2200 0 44-628.71 2022 Road Bond Fund; P.O.#110285
Contract Not To Exceed $17,850.00
th116 Street Path – US 421 to Towne Rd; 22-ENG-02; Parcels 16-19, 31-32 Appraisals
PROFESSIONAL:
CRE Consulting, LLC
6271 W Congress Drive
Pendleton, Indiana 46064
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.
7.14 Effective Date
The effective date (“Effective Date”) of this Agreement shall be the date on which the last of the parties hereto
executes same.
7.15 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.
7.16 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 such
party to require such performance at any time thereafter.
7.17 Non-Assignment
Professional shall not assign or pledge this Agreement nor delegate its obligations hereunder without City’s
prior written consent.
7.18 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
S:\\Contracts\\Departments\\ENG\\2023\\CRE Consulting LLC Professional Services.docx:11/15/2023 2:38 PM\]
8
CRE Consulting, LLC
Engineering Department - 2023
Appropriation #2200 0 44-628.71 2022 Road Bond Fund; P.O.#110285
Contract Not To Exceed $17,850.00
th116 Street Path – US 421 to Towne Rd; 22-ENG-02; Parcels 16-19, 31-32 Appraisals
contained in any exhibit attached hereto, the provision contained in this Agreement shall prevail.
7.19 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.
7.20 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.
7.21 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.
7.22 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.
7.23 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.
7.24 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.
S:\\Contracts\\Departments\\ENG\\2023\\CRE Consulting LLC Professional Services.docx:11/15/2023 2:38 PM\]
9
CRE Consulting, LLC
Engineering Department - 2023
Appropriation #2200 0 44-628.71 2022 Road Bond Fund; P.O.#110285
Contract Not To Exceed $17,850.00
th116 Street Path – US 421 to Towne Rd; 22-ENG-02; Parcels 16-19, 31-32 Appraisals
7.25 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.
7.26 Debarment And Suspension
7.26.1 The Professional certifies by entering into this Agreement that neither it nor its principals nor any of its
subcontractors are presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily
excluded from entering into this Agreement by any federal agency or by any department, agency or political
subdivision of the State of Indiana. The term “principal” for purposes of this Agreement means an officer,
director, owner, partner, key employee or other person with primary management or supervisory
responsibilities, or a person who has a critical influence on or substantive control over the operations of the
Professional.
7.26.2 The Professional certifies that it has verified the state and federal suspension and debarment status
for all subcontractors receiving funds under this Agreement and shall be solely responsible for any recoupment,
penalties or costs that might arise from use of a suspended or debarred subcontractor. The Professional shall
immediately notify the City if any subcontractor becomes debarred or suspended, and shall, at the City’s
request, take all steps required by the City to terminate its contractual relationship with the subcontractor for
work to be performed under this Agreement.
7.27 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 seq., as
amended.
7.28 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.
S:\\Contracts\\Departments\\ENG\\2023\\CRE Consulting LLC Professional Services.docx:11/15/2023 2:38 PM\]
10
Chad E. Roots
Vice President
87-3795037
11/16/2023
Exhibit A
FEE JUSTIFICATION EXHIBIT
ESTIMATED FEE PER PARCEL
RIGHT-OF-WAY SERVICES
11/14/2023DATE
OWNER:Carmel, Indiana
PROJECT:116thMUPMichigan toTowne
PROJ# / DES#22-ENG-02
DESCRIPTION:6Parcels
Number Per Parcelof
TaskParcelsAmountTotal
Abstracting/Title Work
Last Deed of Record 0$75.00$0.00
Appraisals
Waiver Valuations0$725.00$0.00
Value Findings4$2,055.00$8,220.00
Short Forms (Ag/Res)0$3,375.00$0.00
Short Forms (Comm/Ind/MF/Special)0$4,710.00$0.00
Residential Long Forms2$4,815.00$9,630.00
Commercial Long Forms0$12,050.00$0.00
Review Appraisals
Appraisal Problem Analysis0$270.00$0.00
Waiver Valuations0$435.00$0.00
Value Findings0$1,035.00$0.00
Short Forms (Ag/Res)0$1,630.00$0.00
Short Forms (Comm/Ind/MF/Special)0$2,300.00$0.00
Residential Long Forms0$2,280.00$0.00
Commercial Long Forms0$5,550.00$0.00
Negotiations0$2,160.00$0.00
Document Preparation0$150.00$0.00
Document Preparation - Conveyance Only0$75.00$0.00
Recording 0$150.00$0.00
R/W Management0$1,310.00$0.00
Property Management0$1,035.00$0.00
Relocation 0$4,332.00$0.00
Total fees$17,850.00
CRE Consulting, LLCCONFIDENTIAL 11/14/2023
EXHIBIT B
Invoice
Date:
Name of Company:
Address & Zip:
Telephone No.:
Fax No.:
Project Name:
Invoice No.
Purchase Order No:
Goods Services
Person Providing Date Goods/Services Provided Cost Per Hourly Total
Goods/Services Goods/ (Describe each good/service Item Rate/
Service separately and in detail) Hours
Provided Worked
GRAND TOTAL
Signature
Printed Name
CzBmmjtpoMzodi.NdHsbuibu21;45bn-Opw41-3134
Exhibit A
CzBmmjtpoMzodi.NdHsbuibu2;24qn-Opw32-3134
Exhibit A
CzBmmjtpoMzodi.NdHsbuibu21;64bn-Opw3:-3134
Exhibit A
Cityof Carmel
INDIANA RETAIL TAX EXEMPT
CERTIFICATE N0. 0031201550020
Page 1 of 1
PURCHASE ORDER NUMBER
JJ l l
Q JJ//
y jt,fl
FEDERAL EXCISE TAX EXEMPT 110329
ONE CIVIC SQUARE 35-6000972 THIS NUMBER MUST APPEAR ON INVOICES,A)P
CARMEL, INDIANA 46032-2584 VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
11 /27/2023 376319 22-ENG-02 - Buying Services
SPECIALIZED LAND SERVICES INC City Engineering's Office
VENDOR 630 N RANGELINE RD SHIP 1 Civic Square
SUITE C TO Carmel, IN 46032-
CARMEL, IN 46032 - Laurie Slick
PURCHASEID BLANKET CONTRACT PAYMENTTERMS FREIGHT
82639
QUANTITY UNIT OF MEASURE DESCRIPTION UNIT PRICE EXTENSION
Department 2200 Fund:0 2022 Bond
Account: 44-628.71
1 Each 22-ENG-02 - Buying Services - 6 parcels
Send Invoice To: 5 ;, / y J nr
Jill Newport
CrossRoad Engineers, PC } ,
1
115 N. 171h Avenue. l
Beech Grove, IN 46107 4 6 ; A 111 1' e _r
inewoort(&crossroadencineers com
PLEASE INVOICE IN DUPLICATE
12,960.00 $12,960.00
Sub Total $12,960.00
DEPARTMENT ACCOUNT PROJECT I PROJECT ACCOUNT I AMOUNT
PAYMENT $12,960.00
SHIPPING INSTRUCTIONS
A1P 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
CO 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
xc
Jeremy Kashman
TITLE Director
James Crider
Director of Administration
CONTROL NO 110329 CONTROLLER
CzTfshfzHsfdivlijobu4;22qn-Opw26-3134
Exhibit A
it®f CarmeA
I ARETAILTAXEXEMPT l, (
I CERTIFICATE NO. 003120155 002 0 FEDERAL
EXCISE TAX EXEMPT ONE
CIVIC SQUARE 35-6000972 CARMEL,
INDIANA 46032-2584 FORM
APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997 PURCHASE
ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. 10/
26/2023 362456 NEOGOV
VENDOR
DEPT L4 25067 PASADENA,
CA 91185--5067 PURCHASE
ID BLANKET CONTRACT 81857 ! - —
QUANTITY
UNIT OF MEASURE Department:
1201 Fund. 101 General Fund Account:
43-570.04 1
Each Subscription Fees Send
Invoice To: Human
Resources PAYMENTTERMS
DESCRIPTION
Page
1 of 1 PURCHASE
ORDER NUMBER 110187
THIS
NUMBER MUST APPEAR ON INVOICES, A/P VOUCHER,
DELIVERY MEMO, PACKING SLIPS, SHIPPING
LABELS AND ANY CORRESPONDENCE DESCRIPTION
Human
Resources SHIP
1 Civic Square TO
Carmel,
IN 46032- t
A 8
E a e l 8 A
UNIT
PRICE FREIGHT
EXTENSION
3,
250.00 Sub
Total @9
HGfl An WY,
LJV.V V 1
Civic Square Carmel,
IN 46032- PLEASE
INVOICE IN DUPLICATE DEPARTMENT
ACCOUNT PROJECT PROJECTACCOUNT AMOUNT PAYMENT $
3,250.00 SHIPPING
INSTRUCTIONS * AIP 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 UNOBLI GATED 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 LABE THIS
ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 194Q a„} AND
ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO. ORDERED BY Lisa
Hartz TITLE
Director CONTROL
NO. 110187 CONTROLLER
CzBmmjtpoMzodi.NdHsbuibu:;51bn-Opw31-3134
Pabulum Group, LLC
Human Resources Department- 2023
Appropriation #1201 101 43-404.00 Fund; P.O. #110248
Contract for $2,400.00
6. GOVERNMENT COMPLIANCE:
Contractor agrees to comply with all federal, state and local laws, executive orders, rules, regulations and
codes which may be applicable to Contractor’s performance of its obligations under this Agreement, and all
relevant provisions thereof are incorporated herein by this reference. Contractor agrees to indemnify and hold
harmless City from any loss, damage and/or liability resulting from any such violation of such laws, orders,
rules, regulations and codes. This indemnification obligation shall survive the termination of this Agreement.
7. NONDISCRIMINATION:
Contractor represents and warrants that it and all of its officers, employees, agents, contractors and
subcontractors shall comply with all laws of the United States, the State of Indiana and City prohibiting
discrimination against any employee, applicant for employment or other person in the provision of any Goods
and Services provided by this Agreement with respect to their hire, tenure, terms, conditions and privileges of
employment and any other matter related to their employment or subcontracting, because of race, religion,
color, sex, handicap, national origin, ancestry, age, disabled veteran status and/or Vietnam era veteran status.
8. NO IMPLIED WAIVER:
The failure of either party to require performance by the other of any provision of this Agreement shall not affect
the right of such party to require such performance at any time thereafter, nor shall the waiver by any party of
a breach of any provision of this Agreement constitute a waiver of any succeeding breach of the same or any
other provision hereof.
9. NON-ASSIGNMENT:
Contractor shall not assign or pledge this Agreement, whether as collateral for a loan or otherwise, and shall
not delegate its obligations under this Agreement without City’s prior written consent.
10. RELATIONSHIP OF PARTIES:
The relationship of the parties hereto shall be as provided for in this Agreement, and neither Contractor nor
any of its officers, employees, contractors, subcontractors and agents are employees of City. The contract
price set forth herein shall be the full and maximum compensation and monies required of City to be paid to
Contractor under or pursuant to this Agreement.
11. GOVERNING LAW; LAWSUITS:
This Agreement is to be construed in accordance with and governed by the laws of the State of Indiana, except
for its conflict of laws provisions. The parties agree that, in the event a lawsuit is filed hereunder, they waive
their right to a jury trial, agree to file any 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.
12. SEVERABILITY:
If any term of this Agreement is invalid or unenforceable under any statute, regulation, ordinance, executive
order or other rule of law, such term shall be deemed reformed or deleted, but only to the extent necessary to
comply with same, and the remaining provisions of this Agreement shall remain in full force and effect.
13. TERMINATION:
13.1 Notwithstanding anything to the contrary contained in this Agreement, City may, upon notice to
Contractor, immediately terminate this Agreement for cause, in the event of a default hereunder by
Contractor and/or if sufficient funds are not appropriated or encumbered to pay for the Services to be
provided hereunder. In the event of such termination, Contractor shall be entitled to receive only
payment for the undisputed invoice amount representing conforming Services delivered as of the date
of termination, except that such payment amount shall not exceed the Estimate amount in effect at the
Pabulum Group, LLC
Human Resources Department- 2023
Appropriation #1201 101 43-404.00 Fund; P.O. #110248
Contract for $2,400.00
time of termination, unless the parties have previously agreed in writing to a greater amount.
13.2 City may terminate this Agreement at any time upon thirty (30) days prior notice to Contractor. In the
event of such termination, Contractor shall be entitled to receive only payment for the undisputed
invoice amount of conforming Services delivered as of the date of termination, except that such
payment amount shall not exceed the Estimate amount in effect at the time of termination, unless the
parties have previously agreed in writing to a greater amount.
14. REPRESENTATIONS AND WARRANTIES
The parties represent and warrant that they are authorized to enter into this Agreement and that the persons
executing this Agreement have the authority to bind the party which they represent.
15. ADDITIONAL SERVICES
Contractor understands and agrees that City may, from time to time, request Contractor to provide additional
services to City. When City desires additional services from Contractor, the City shall notify Contractor of such
additional services desired, as well as the time frame in which same are to be provided. Only after City has
approved Contractor’s time and cost estimate for the provision of such additional services, has encumbered
sufficient monies to pay for same, and has authorized Contractor, in writing, to provide such additional services,
shall such goods and services be provided by Contractor to City. A copy of the City’s authorization documents
for the purchase of additional goods and services shall be numbered and attached hereto in the order in which
they are approved by City.
16. TERM
This Agreement shall be in effect from the Effective Date through the completion of the Services unless
terminated according to the terms of this Agreement
17. HEADINGS
All heading 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.
18. NO THIRD PARTY BENEFICIARIES
This Agreement gives no rights or benefits to anyone other than City and Contractor.
19. E-VERIFY:
Pursuant to I.C. § 22-5-1.7 et seq., as the same may be amended from time to time, and as is incorporated
herein by this reference (the “Indiana E-Verify Law”), Vendor is required to enroll in and verify the work eligibility
status of its newly-hired employees using the E-Verify program, and to execute the Affidavit attached herein
as Exhibit D, affirming that it is enrolled and participating in the E-Verify program and does not knowingly
employ unauthorized aliens. In support of the Affidavit, Vendor shall provide the City with documentation
indicating that it has enrolled and is participating in the E-Verify program. Should Vendor subcontract
for the performance of any work under and pursuant to this Agreement, it shall fully comply with the Indiana E-
Verify Law as regards each such subcontractor. Should the Vendor or any subcontractor violate the Indiana
E-Verify law, the City may require a cure of such violation and thereafter, if no timely cure is performed,
terminate this Agreement in accordance with either the provisions hereof or those set forth in the Indiana E-
Verify Law. The requirements of this paragraph shall not apply should the E-Verify program cease to exist.
Boesfb!Csvnnfuu
2202802:89
Exhibit A
Page 1 of 1INDIANARETAILTAXEXEMPT
PURCHASE ORDER NUMBERCERTIFICATENO. 003120155 002 0CityofCarmel
FEDERAL EXCISE TAX EXEMPT 110248
35-6000972 THIS NUMBER MUST APPEAR ON INVOICES, A/PONECIVICSQUARE
VOUCHER, DELIVERY MEMO, PACKING SLIPS, CARMEL, INDIANA 46032-2584 SHIPPING LABELS AND ANY CORRESPONDENCE
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
11/7/2023377516
THE PABULUM GROUP LLC Human Resources
VENDORSHIP6151CENTRALAVE 1 Civic Square
TO Carmel, IN 46032-
INDIANAPOLIS, IN 46220 -
PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT
82202
QUANTITYUNIT OF MEASUREDESCRIPTIONUNIT PRICEEXTENSION
Department:Fund: 1201101General Fund
Account: 43-404.00
Each1Consulting Fees$2,400.00$2,400.00
Sub Total 2,400.00
Send Invoice To:
Human Resources
1 Civic Square
Carmel, IN 46032-
PLEASE INVOICE IN DUPLICATE
DEPARTMENTACCOUNTPROJECTPROJECT ACCOUNTAMOUNT
2,400.00PAYMENT
A/P VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.O. NUMBER IS MADE ASHIPPINGINSTRUCTIONSPARTOFTHEVOUCHERANDEVERYINVOICEANDVOUCHERHASTHEPROPERSWORN
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
ORDERED BYANDACTSAMENDATORYTHEREOFANDSUPPLEMENTTHERETO.
Lisa Hartz
TITLEDirector
CONTROL NO. 110248 CONTROLLER
W ELLNESS IQ
B u s i n e s s A s s o c i a t e A g r e e m e n t 1
B USINESS A SSOCIATE A GREEMENT
This Business Associate Agreement (the “Agreement”), dated November 16,2023, is entered into by and between City of
Carmel (“Covered Entity”) and WellnessIQ (the “Business Associate”) (each a “Party” and collectively the “Parties”).
Recitals
WHEREAS, the purpose of this Agreement is to assure the privacy and security of Protected Health Information
and Electronic Protected Health Information in accordance with the regulations (the “HIPAA Rules”) issued by the
Department of Health and Human Services (“HHS”) under the Health Insurance Portability and Accountability Act of 1996
as codified at 42 U.S.C. §1320d (“HIPAA”) as amended by the Health Information Technology for Economic and Clinical
Health Act as codified at 42 U.S.C.A. prec. § 17901 (“HITECH”), enacted as part of the American Recovery and
Reinvestment Act (“ARRA”); and
WHEREAS, Covered Entity has engaged Business Associate to perform services on its behalf;
WHEREAS, Covered Entity possesses Individually Identifiable Health Information that is pr otected under HIPAA,
the HIPAA Privacy Regulations, the HIPAA Security Regulations and the HITECH Standards and is permitted to use or
disclose such information only in accordance with such laws and regulations;
WHEREAS, Business Associate may receive such information from Covered Entity or create and receive such
information on behalf of Covered Entity;
WHEREAS, Covered Entity wishes to ensure that Business Associate will appropriately safeguard Individually
Identifiable Health Information;
NOW THEREFORE, for good and valuable consideration, the sufficiency of which we hereby acknowledge, the
Parties agree as follows:
1. Definitions.
1.1 Catch-all definitions. The following terms used in this Agreement shall have the same meaning as those terms
in HIPAA, the HITECH Act, and any current and future regulations promulgated under HIPAA or HITECH: Data
Aggregation, Designated Record Set, Disclosure, Health Care Operations, Individual, Minimum Necessary,
Notice of Privacy Practices, Protected Health Information, Required By Law, Secretary, Security Incident,
Subcontractor, Unsecured Protected Health Information, and Use.
1.2 Specific definitions:
(a) Breach. “Breach” shall mean the acquisition, access, use or disclosure of Protected Health Information in
a manner not permitted under 45 C.F.R. Part 164, Subpart E (the “HIPAA Privacy Regulations”) which
compromises the security or privacy of the Protected Health Information. “Breach” shall not include:
(i) Any unintentional acquisition, access, or use of Protected Health Information by a workforce member
or person acting under the authority of Covered Entity or Business Associate, if such acquisition,
access or use was made in good faith and within the scope of authority and does not result in further
use or disclosure in a manner not permitted under the HIPAA Privacy Regulations; or
(ii) Any inadvertent disclosure by a person who is authorized to access Protected Health Information at
Covered Entity or Business Associate to another person authorized to access Protected Health
Information at Covered Entity or Business Associate, respectively, and the information received as a
result of such disclosure is not further used or disclosed in a manner not permitted under the HIPAA
Privacy Regulations; or
(iii) A disclosure of Protected Health Information where Covered Entity or Business Associate has a good
faith belief that an unauthorized person to whom the disclosure was made would not reasonably have
been able to retain such information.
(b) Business Associate. ”Business Associate” shall generally have the same meaning as the term
“business associate” at 45 CFR 160.103, and in reference to the Party to this Agreement, shall mean the
person/entity named above.
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(c) Covered Entity. “Covered Entity” shall generally have the same meaning as the term “covered entity” at
45 CFR 160.103, and in reference to the Party to this Agreement, shall mean the entity named above.
(d) Electronic Protected Health Information. “Electronic Protected Health Information” shall mean
Protected Health Information that is transmitted by or maintained in electronic media as defined by the
HIPAA Security Regulations.
(e) HIPAA Rules. “HIPAA Rules” shall mean the Privacy, Security, Breach Notification, and Enforcement
Rules at 45 CFR Part 160 and Part 164.
(f) HITECH Standards. “HITECH Standards” shall mean the privacy, security and security Breach
notification provisions applicable to a Business Associate under Subtitle D of the HITECH Act and any
regulations promulgated thereafter.
(g) Individually Identifiable Information. “Individually Identifiable Information” means information that is a
subset of health information, including demographic information collected from an individual, and:
(i) is created or received by a health care provider, health plan, employer or health care clearinghouse;
and
(ii) relates to past, present, or future physical or mental health or condition of an individual; the provision
of health care to an individual; or the past, present or future payment for the provision of health care
to an individual; and
a. that identifies the individual; or
b. with respect to which there is a reasonable basis to believe the information can be used to
identify the individual.
2. Obligations and Activities of Business Associate
2.1 Limited Use or Disclosure of PHI. To the extent the Business Associate is to carry out one or more of
Covered Entity’s obligation(s) under Subpart E of 45 CFR Part 164, Business Associate agrees to comply with
the requirements of Subpart E that apply to the Covered Entity in the performance of such obligation(s).
Business Associate further agrees not use or disclose Protected Health Information other than as permitted or
required by the Agreement, in furtherance of the services provided by Business Associate for Covered Entity, or
as required by law. Business Associate will not sell Protected Health Information and Electronic Health Records
or use or disclose Protected Health Information for marketing or fundraising purposes as set forth in 42 U.S.C. §
17935(d) or 42 U.S.C. § 17936(a), respectively. The Business Associate shall s ecure Protected Health
Information in accordance with 42 U.S.C. § 17932(h) and the related regulations at 45 CFR Part 1 64, subpart D,
as well as any guidance issued by the Secretary that specifies secure technologies and methodologies such
that Unsecured Protected Health Information is not maintained by the Business Associate.
2.2 Safeguards. The Business Associate shall implement and use appropriate safeguards to prevent the use or
disclosure of PHI other than as permitted by this Agreement, including establishing procedures that limit access
to PHI within its organization to those employees with a need to know the information. The Business Associate
agrees that it will implement reasonable administrative, physical, and technical safeguards to protect the
confidentiality, integrity and availability of electronic PHI that it creates, receives, maintains or transmits on
behalf of the Covered Entity, as required by the HIPAA Rules.
Business Associate acknowledges and agrees that the administrative, physical and technical safeguards
requirements of 45 CFR Sections 164.308, 164.310 and 164.312 shall apply to the Business Associate in the
same manner that such sections apply to the Covered Entity. The Business Associate shall comply with the
provisions of 45 CFR Part 164, Subpart C of the HIPAA Rules with respect to Electronic PHI to prevent any use
or disclosure of PHI other than as permitted by this Agreement, and shall implement and maintain in written
form reasonable and appropriate policies and procedures to comply with the standards, implementation
specifications or other requirements of the HIPAA Rules, in accordance with 45 CFR. Section 164.316.
2.3 Notice of Use, Disclosure, Security Incident or Breach
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(a) Business Associate agrees to notify the designated Privacy Off icer of the Covered Entity of any use or
disclosure of Protected Health Information by Business Associate not provided for by the Agreement,
including breaches of Unsecured Protected Health Information as required at 45 CFR 164.410, and any
security incident of which it becomes aware without unreasonable delay, but in no case more than thirty
(30) days following discovery of breach, including instances in which an agent or subcontractor has
improperly used or disclosed PHI. For purposes of this Agreement, a Breach shall be treated as discovered
as of the first day that the Business Associate knows of, or should reasonably have known of such Breach.
Business Associate further agrees to provide the following information in such notice to Covered Entity:
(i) the identification of each Individual whose Unsecured Protected Health Information has been, or is
reasonably believed by Business Associate to have been, accessed, acquired, or disclosed during
such Breach;
(ii) a description of the nature of the Breach including the types of Unsecured Protected Health
Information that were involved, the date of the Breach and the date of discovery;
(iii) a description of the type of Unsecured Protected Health Information acquired, accessed, used or
disclosed in the Breach (e.g., full name, social security number, date of birth, etc.);
(iv) the identity of the person who made and who received (if known) the unauthorized acquisition,
access, use or disclosure;
(v) a description of what the Business Associate is doing to mitigate the damages and prot ect against
future breaches; and
(vi) any other details necessary for Covered Entity to assess risk of harm to Individual(s), including
identification of each Individual whose Unsecured Protected Health Information has been Breached
and steps such Individuals should take to protect themselves.
(b) Covered Entity will be responsible for providing notification to Individuals whose Unsecured Protected
Health Information has been disclosed, as well as the Secretary and the media, as required by the HITECH
Standards.
(c) Business Associate agrees to establish procedures to investigate the Breach, mitigate losses, and protect
against any future Breaches, and to provide a description of these procedures and the specific findings of
the investigation to Covered Entity in the time and manner reasonably requested by Covered Entity.
(d) The Parties agree that this section satisfies any notice requir ements of Business Associate to Covered
Entity of the ongoing existence and occurrence of attempted but Unsuccessful Security Incidents (as
defined below) for which no additional notice to Covered Entity shall be required. For purposes of this
Agreement, “Unsuccessful Security Incidents” include activity such as pings and other broadcast attacks on
Business Associate’s firewall, port scans, unsuccessful log-on attempts, denials of service and any
combination of the above, so long as no such incident results in unauthorized access, use or disclosure of
Electronic Protected Health Information.
2.4 Mitigation. Business Associate agrees to mitigate, to the extent practicable, any harmful effect that is known to
Business Associate of a use or disclosure of Protected Health Information by Business Associate in violation of
this Agreement.
2.5 Subcontractors. Business Associate agrees to act in accordance with 45 CFR 164.502(e)(1)(ii) and
164.308(b)(2), if applicable, to ensure that any Subcontractors that create, receive, maintain, or transmit
Protected Health Information on behalf of the Business Associate agree to the same restrictions, conditions,
and requirements that apply to the Business Associate with respect to such information.
2.6 Access. Within ten (10) business days of a request by the Covered Entity for access to PHI about an Individual
maintained by Business Associate in a Designated Record Set, the Business Associate shall make available to
the Covered Entity such PHI for so long as such information is maintained in a Designated Record Set. In the
event any Individual requests access to PHI directly from such Business Associate, the Business Associate
shall notify Covered Entity and respond to the request for PHI within fifteen (15) business days. If the requeste d
PHI is maintained electronically, Business Associate must provide a copy of the PHI in the electronic form and
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format requested by the Individual, if it is readily producible, or, if not, in a readable electronic form and format
as agreed to by Covered Entity and the Individual. Any denials of access to the PHI requested shall be the
responsibility of Covered Entity. Business Associate may charge Covered Entity or Individual for the actual
labor cost involved in providing such access.
2.7 Security of Electronic Protected Health Information. Business Associate agrees to implement
administrative, physical and technical safeguards that are reasonably and appropriately designed to protect the
confidentiality, integrity and availability of Electronic Protected Health Information that it creates, receives,
maintains or transmits on behalf of Covered Entity; (2) ensure that any agent, including a subcontractor, to
whom it provides such information agrees in writing to implement reasonable and appropriate safeguards to
protect it; and (3) report to the Covered Entity any security incidents of which it becomes aware in accordance
with Section 2.3.
2.8 Minimum Necessary. Business Associate agrees to limit its uses and disclosures of, and requests for,
Protected Health Information (a) when practical, to the information making up a Limited Data Set; and (b) in all
other cases subject to the requirements of 45 CFR 164.502(b) and 42 U.S.C. § 17935(b), to the minimum
amount of Protected Health Information necessary to accomplish the intended purpose of the use, disclosure or
request.
2.9 Amendments. Business Associate agrees to make any amendment(s) to Protected Health Information in a
Designated Record Set as directed or agreed to by the Covered Entity, upon request of Co vered Entity or an
Individual, pursuant to 45 CFR 164.526, or take other measures as necessary to satisfy Covered Entity’s
obligations under 45 CFR 164.526 within thirty (30) days.
2.10 Accounting. The Business Associate agrees to maintain and make available to the Covered Entity an
accounting of disclosures of PHI made by Business Associate as would be required for the Covered Entity to
respond to a request by an Individual made in accordance with 45 CFR 164.528. At a minimum, the accounting
of disclosures shall include the following information:
(a) Date of disclosure;
(b) The name of the person or entity who received the PHI, and if known, the address of such entity or
person;
(c) A brief description of the PHI disclosed; and
(d) A brief statement of the purpose of such disclosure which includes an explanation of the basis of such
disclosure.
In the event the request for an accounting is delivered directly to the Business Associate, the Business
Associate shall notify the Covered Entity and respond to the request within fifteen (15) business days. Any
denials of a request for an accounting shall be the responsibility of Covered Entity. The Business Associate
agrees to implement an appropriate recordkeeping process to enable it to comply with the requirements of this
Section.
Business Associate need not record disclosure information or otherwise account for disclosures of PHI that this
Agreement or Covered Entity in writing permits or requires (i) for the purpose of Covered Entity’s treatment
activities, payment activities, or health care operations (except where such recording or accounting is required
by the HITECH Act, and as of the effective dates for this provision of the HITECH Act); (ii) to the individual who
is the subject of the PHI disclosed or to that individual’s personal representative; (iii) to persons involved in that
individual’s health care or payment for health care; (iv) for notification for disaster relief purposes; (v) for
national security or intelligence purposes; (vi) to law enforcement officials or co rrectional institutions regarding
inmates; or (vii) pursuant to an authorization.
2.11 Disclosure of Practices, Books and Records. Business Associate agrees to make its internal practices,
books, and records relating to the use and disclosure of Protected Health Information received from, or created
or received by Business Associate on behalf of Covered Entity, available to Covered Entity or the Secretary in a
time or manner designated by the Covered Entity or Secretary, for purposes of determining compliance wi th the
HIPAA Rules.
3 Permitted Uses and Disclosures by Business Associate
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3.1 Permitted Use and Disclosure. Except as otherwise limited in this Agreement, Business Associate may use
or disclose Protected Health Information to perform functions, activities, or s ervices for, or on behalf of,
Covered Entity provided that such use or disclosure would not violate the HIPAA Rules.
(a) Business Associate may use or disclose Protected Health Information as necessary to perform and in
furtherance of the services to Covered Entity, which may include use and disclosure in databases,
software and aggregation services available to Business Associate.
(b) Business Associate is authorized to use Protected Health Information to de-identify the information in
accordance with 45 CFR 164.514(a)-(c).
(c) Business Associate may use or disclose Protected Health Information as required by law. Business
Associate shall disclose the minimum amount necessary to satisfy the requirement and shall make
reasonable efforts to obtain assurances that confidential treatment be accorded to Protected Health
Information.
(d) Business Associate agrees to limit its uses and disclosures of, and requests for, Protected Health
Information (i) when practical, to the information making up a Limited Data Set; and (ii) in all other cases
to the minimum amount of Protected Health Information necessary to accomplish the intended purpose of
the use, disclosure or request.
(e) Business Associate may use Protected Health Information for the proper management and administration
of the Business Associate or to carry out the legal responsibilities of the Business Associate
4 Obligations of Covered Entity
4.1 Notice of Privacy Practices of Covered Entity . Covered Entity shall notify Business Associate in writing of
any limitation(s) in the notice of privacy practices of covered entity under 45 CFR 164.520, to the extent that
such limitation may affect Business Associate’s use or disclosure of Protected Health Information.
4.2 Restrictions in Use of Protected Health Information . Covered Entity shall notify Business Associate in
writing of any changes in, or revocation of, the permission by an individual to use or disclose his or her
Protected Health Information, to the extent that such changes may affect Business Associate’s use or
disclosure of Protected Health Information.
4.3 Changes in the Use of Protected Health Information. Covered Entity shall notify Business Associate of any
restriction on the use or disclosure of Protected Health Information that Covered Entity has agreed to or is
required to abide by under 45 CFR 164.522, to the extent that such restriction may affect Business Associate’s
use or disclosure of Protected Health Information.
4.4 Permissible Requests by Covered Entity. Except as otherwise provided in this Agreement, Covere d Entity
will not ask Business Associate to use or disclose Protected Health Information in any manner that would
violate the HIPAA Rules or the HITECH Standard if done by Covered Entity
5 Term and Termination
5.1 Term. The initial term of this Agreement shall b egin on the Effective Date and continue for one year from the
Effective Date. Thereafter this Agreement shall continue until either party provides the other ninety (90) days
written notice to terminate or on the date either party terminates for cause as au thorized in Section 5.2,
whichever is sooner.
5.2 Termination for Cause. Upon either Party’s reasonable determination that the other Party has committed a
violation or material breach of this Agreement, the non -breaching Party may take one of the following steps:
(a) Provide an opportunity for the breaching Party to cure the breach or end the violation, and if the
breaching Party does not cure the breach or end the violation within thirty (30) days, terminate this
Agreement;
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(b) Immediately terminate this Agreement if the other Party has committed a material breach of this
Agreement and cure of the material breach is not possible as acknowledged by both parties; or
(c) If neither cure nor termination is feasible, elect to continue this Agreement and report the violation or
material breach to the Secretary in accordance with the requirements set forth in the HIPAA Rules.
5.3 Obligations of Business Associate Upon Termination . Upon termination of this Agreement for any reason,
Business Associate, with respect to Protected Health Information received from Covered Entity, or created,
maintained, or received by Business Associate on behalf of Covered Entity, shall:
(a) Retain only that Protected Health Information which is necessary for Business Associate to continue its
proper management and administration or to carry out its legal responsibilities;
(b) Return to Covered Entity or destroy the remaining Protected Health Information that the Business
Associate still maintains in any form;
(c) Continue to use appropriate safeguards and comply with Subpart C of 45 CFR Part 164 with respect to
Electronic Protected Health Information to prevent use or disclosure of the Protected Health Information,
other than as provided for in this Section, for as long as Business Associate retains the Protected Healt h
Information;
(d) Not use or disclose the Protected Health Information retained by Business Associate other than for the
purposes for which such Protected Health Information was retained and subject to the same conditions
set out at Section 3.1 which applied prior to termination; and
(e) Return to Covered Entity or, if agreed to by Covered Entity, destroy the Protected Health Information
retained by Business Associate when it is no longer needed by Business Associate for its proper
management and administration or to carry out its legal responsibilities.
(f) Notwithstanding anything to the contrary herein, Covered Entity authorizes Business Associate to
transmit Protected Health Information to another business associate of Covered Entity.
5.4 Survival. The obligations of Business Associate under this Section shall survive the termination of this
Agreement
6 Miscellaneous
6.1 Regulatory References. A reference in this Agreement to a section in the HIPAA Rules means the section as
in effect or as amended.
6.2 Amendment. The Parties agree to take such action as is necessary to amend this Agreement from time to
time as is necessary for compliance with the requirements of the HIPAA Rules and any other applicable law.
6.3 Interpretation. Any ambiguity in this Agreement shall be inter preted to permit compliance with the HIPAA
Rules.
6.4 Prior Agreement. This Agreement shall replace and supersede any prior Business Associate Agreement
between the Parties.
6.5 Indemnification. Each Party shall indemnify and hold harmless the other Party and its affiliates, directors,
officers, employees, partners, contractors or agents, from and against any and all claims, actions, causes of
action, demands, or liabilities of whatsoever kind and nature, including judgments, interest, reasonable
attorneys’ fees, and all other costs, fees, expenses, and charges (collectively, “Claims”) to the extent that such
Claims arise out of or were caused by the negligence or willful misconduct of the indemnifying Party or from
any material breach of the Agreement by the indem nifying Party, unless such Claims arose from or were
caused by the negligence or willful misconduct of the party seeking indemnification hereunder.
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Accepted and Agreed
IN WITNESS WHEREOF, the Parties hereby execute this Agreement to be effective as of the date written above
C OVERED E NTITY B USINESS A SSOCIATE
Company: City of Carmel WellnessIQ
Representative Printed
Name:
Representative Title:
Date of Signature:
Signature:
Internal date: Rule: 2/25/13
DocuSign Envelope ID: 8C7E8696-DA07-43D3-93BB-F0580C141289
Tiffany Hartman
Director of Operations
11/17/2023
Approved and Adopted this ______ day of __________________, 20______.
CITY OF CARMEL, INDIANA
By and through its Board of Public Works and Safety
BY:
James Brainard, Presiding Officer
Date: _____________________________________
Mary Ann Burke, Member
Date: _____________________________________
Lori S. Watson, Member
Date: _____________________________________
ATTEST:
Sue Wolfgang, Clerk
Date: _____________________________________
CzTfshfzHsfdivlijobu4;46qn-Opw39-3134
Exhibit A
Council ChambersRepair
City of Carmel
Carmel Center Green Drive QUOTE NUMBER
Carmel, Indiana 46032 185208-93663
Revision:0
Modified:11/1/2023
PROPOSALVALID10DAYS
NOTE: Historically we have been able to guarantee prices for up to90+ days. However, due to the current environment for raw materials, fuel,
currency fluctuations, freight costs, etc... prices are valid for 10 days after the date of proposal and are subject to change without notice.
FREIGHTCOSTS
Due to rapidly increasing freight costs AVI Systems will charge thecustomer for actual inbound shipping and handling charges. Any freight
costs shown in our proposal are an estimate only and are subject to change.
Presented By:
Account Manager: Rick Streb
Designed By: Phillip Merriett
AVI Systems
1256 Washington St
Columbus, IN 47201-5722 United States
800) 742-5036
https://www.avisystems.com/
https://www.avisystems.com/
Page 1 of 17
COMPANYPROFILE
COMPANY OVERVIEW
AVI Systems (AVI) was established in 1977. AVI is a leading audio/visual systems designer and integrator
providing advanced communications products, support services and technology solutions for educational,
governmental and corporate environments. Beyond offering state ofthe art products and services, we create
strategic options to meet your unique needs and deliver the optimal communications environment. From
system design to installation and product training to service and support programs, we connect our clients with
customized end-to-end solutions that are scalable, reliable and, above all, simple to use. Past success has come
from our highly experienced people taking the time to fully understand the needs of our customers to provide
creative solutions — solutions that ensure superior results and enable our clients to effectively communicate.
THE AVIADVANTAGE
23 U.S Locations
45Years in Business
700 Employee Owners
400 Manufacturing Partners enables us to provide optimal AV Solutions
80% of employees are focused on technical delivery
More than 3500 installations completed last year
PRO Development, PRO Design, PRO Integrations and PRO Support
Company Wide AVIXA Certificates, 125 CTS, 50 CTS-D and 30 CTS-I
WHY AVI?
We stand apart because of all the things our people have in common. Among them:
Ashared stake inyour success
As a 100% employee-owned company, we’re 100% dedicated to doing right by our customers – which means
we stand by our work, and will always have your back.
Unparalleled expertise
From credentials to customer satisfaction, we have – by any measure – the most talented and best trained
people inour industry. Moreover they have the energy, intelligence and integrity toget the job done right.
Focus onthe future
You need to know that your technology partner will always be there for you. Unparalleled customer support, top
ofthe line insurance, and AVI’srock-solid financial and underpinnings provide that reassurance. As a 100%
employee-owned company, we’re 100% dedicated to doing right by our customers – which means we stand by
our work, and will always have your back.
https://www.avisystems.com/
Page 2 of 17
IMPORTANT NOTICE ONSUPPLY CHAIN CONCERNS
IMPORTANT INFORMATION - PLEASE READ
To Our Valued Customers:
With the COVID-19 pandemic continuing to spread, it has built a domino effect in creating more havoc in
its wrath, disrupting major supply chains worldwide. Congestion at ports due to logistical demands have
also caused ashortage in shipping containers. In our industry, the COVID pandemic has caused arising
demand for components used in PC’s and audio visual products, which in turn, has resulted in a severe
shortage in semiconductors, panels, memory and audio/visual equipment.
In addition, the rapid growth of e-commerce, a longer-than-expected shipping season, and worldwide
equipment shortages, are all driving freight rates to new record heights. We cannot provide accurate
freight costs for any project until after we order the product. Any freight shown on our quote is just an
estimate and may be adjusted.
These issues will likely have an impact on our products and services. Delivery times will be constrained
for an extended period of time and it may be several months before we can receive the product. In
addition many of our manufacturers are discontinuing some products after we have provided you a
quote. We will do our best to provide a product that is comparatively priced and will ask for your
approval to make the change, however, sometimes a replacement product may be more expensive than
the original product quoted. We will notify you as soon as possible and ask for you to approve the cost
increase via a change order.
We have always tried to provide consistency to our customers. However, we are asking for your
understanding in this difficult time as the lead time and price for raw materials have increased
tremendously this year. Many of our suppliers are providing us with monthly adjustments to pricing and
extended lead times. Our proposals are only valid for 10 days from the date of proposal. Lead times for
delivery of the products may be several months. It is important to receive orders as soon as possible
after quoting so that we can get product ordered and lock in costs. We will let you know after we order
products from the manufacturers of any extended lead times.
AVI Systems
Page 3 of 17
SCOPEOF WORK
This quote covers the repair for the Carmel City Hall Council Chambers Repair.
The existing AMX equipment will be removed and handed to the client for recycling.
The existing amplifiers will be removed and handed to the client for recycling.
The Existing DSP will be removed and handed to the client for recycling.
Client will be providing:
One (1) DMF-CI-8 chassis
Two (2) E30C
Two (2) NVX 360
One (1) POE+ Switch.
One (1) Crestron CP4N will be installed in the Broadcast Rack. This will be connected to all existing
control wiring.
One (1) Additional DMF-CI-8 Chassis will be installed in the rack.
The Chassis will be loaded with the required cards. These will be connected to the existing inputs and
outputs to the projects, Ross Systems etc.
One (1) QSC 110f will be installed in the rack to replace the Clear one DSP and Shure DSP. This will be
connected to the existing wiring. We will setup the client’sVOIP connection in the DSP in place of the
analog connection.
One (1) QSC 4K4 will be installed in the rack to replace the two OFE amplifiers. This will be connected
to the existing speakers and wiring.
The existing AMX HDMI Wall plates ateither end of the Council Desk will be replaced with Crestron
DM Transmitters. We will reuse existing cabling. HDMI receivers will be installed in the rack and
connected to the DM Chassis.
One (1) NVX 360 will be installed ateach projector inplace of the AMX receivers. The existing Cabling
will be replaced.
AVI Systems
Page 4 of 17
The Existing Touch Panel at the front of the room will be replaced with a tabletop 10” panel connected
to the existing wiring.
The Existing Touch Panel in the AV booth will be replaced with a tabletop 10” Touch Panel connected
to the existing wiring.
One (1) 7” Wall mounted touch panel will be installed at the Right side desk per the client request.
Pricing includes installation of cat 6 cabling from the AV booth to the location.
Once complete, the system will be programmed to control the system similarly to the existing AMX
system.
CLIENT RESPONSIBILITIES
Client to coordinate all installation scheduling with the AVI Systems Project Manager
Provide keys/access card for utilization by our staff to access the rooms and building on the dates of
installation.
Client to ensure the rooms in question are available and free of debris and obstructions for the
duration of the installation.
Client to provide a trash disposal area onsite for all packaging and trash.
AVI Systems will make best efforts to install all cabling without the need for additional cut outs in the
drywall for cable pulls. If it is determined onsite that this will change, a client rep will be notified
immediately to discuss before any further work is performed.
Client to provide all equipment listed in the quote.
Outside of the new touch panel location, all cabling will be reused. IF any new cable pulls are
required, a change order may be discussed.
AVI Systems
Page 5 of 17
OFECarmel Provided Equipment
2Owner Furnished
Owner Provided
1Owner Furnished
Owner provided Equipment
2Owner Furnished
Owner provided Equipment
1Owner Furnished
OFE Carmel Provided Equipment Total 0.00
PriceIncludes Accessories
CouncilChambers Repair
ProjectNo :185208-9366311/1/2023Rev.0
Page 6 of 17
Equipment, Materials, Services forRepair
1AVI
Due to rapidly increasing freight costs AVI will charge the customer for actual
inbound shipping and handling charges. Any freight costs shown in our proposal
are an estimate only and are subject to change.
1AVI
Misc cables and hardware
100Belden
DataTwist 2400, Category 6, CMP, Black, Priced per foot
8Blackmagic Design
Micro Converter SDI to HDMI 3G
1Crestron Electronics
AirMedia Series 3 Receiver 200 with Wi-Fi Connectivity
2Crestron Electronics
AirMedia® Series 3 Connect Adaptor
Available March 30th, 2023\]
1Crestron Electronics
4-Series Control System
1Crestron Electronics
DigitalMedia Card Chassis for DM-NVX-C & DMCF, 8 Slots
4Crestron Electronics
DM NVX 4K60 4:4:4 HDR Network AV Encoder/Decoder
1Crestron Electronics
DM NVX 4K60 4:4:4 HDR Network AV Encoder/Decoder Card
2Crestron Electronics
DM NVX 4K60 4:4:4 HDR Network AV Decoder Card
5Crestron Electronics
DM NVX 4K60 4:4:4 HDR Network AV Encoder Card
3Crestron Electronics
Dm NVX 4K60 4:4:4 HDR Network AV Encoder Card With DM Input
2Crestron Electronics
DigitalMedia Ultra Midspan PoDM++ Injector
PriceIncludes Accessories
CouncilChambers Repair
ProjectNo :185208-9366311/1/2023Rev.0
Page 7 of 17
2Crestron Electronics
DigitalMedia 8G+ 4K60 4:4:4 HDR Receiver & Room Controller 100
2Crestron Electronics
Wall Plate DigitalMedia 8G+ Transmitter 200, Black Textured
2Crestron Electronics
10.1 In. Tabletop Touch Screen, Black Smooth
1Crestron Electronics
7 in. Wall Mount Touch Screen, Black Smooth
1Crestron Electronics
Universal Mounting Bracket For TSW-70 Series
1Integration Services
AVI Systems Integration Services may include, project management, design, field
engineering, programming, administrative, travel and vehicle expenses. Installation
is included in the equipment price.
1QSC
Unified Core with 24 local audio I/O channels, 128x128 total network I/O channels
with 8x8 Software-based Dante license included, USB AV bridging, dual LAN ports,
POTS and VoIP telephony, no GPIO, 16 next-generation AEC processors, 1RU.
1QSC
4-Channel 1000W/CH Q-SYS Network Amplifier, Lo-Z, 70V, 100V direct drive,
FlexAmp™, Mic/line Inputs, 100-240V.
1QSC
Q-SYS Core 110 license for Microsoft Teams Room software features, enables both
Q-SYS Scripting and UCI Deployment, Perpetual
Equipment, Materials, Services for Repair Total 76,544.91
Project Subtotal:$76,544.91
PriceIncludes Accessories
CouncilChambers Repair
ProjectNo :185208-9366311/1/2023Rev.0
Page 8 of 17
PROJECTSUMMARY
TotalInstallation Price:$76,544.91
Grand Total:$76,544.91
CouncilChambers Repair
ProjectNo :185208-9366311/1/2023Rev.0
Page 9 of 17
RESPONSIBILITIES & ASSUMPTIONS
Customer Responsibilities
AVI can supply necessary drawings, details and services for certain items that are better handled by the
Contracting Party, Purchaser or others. Unless specifically included in our proposal the costs for these
servicesare notincluded in this proposal and are the responsibility ofthe customer.
Supply and installation of all 120V wiring for AV requirements.
Supply and installation of any junction boxes, wall boxes, surface mount raceway, conduits and floor boxes
needed for AV wiring connectivity.
Supply and installation of all necessary wall backing or structure for LCD displays, speakers, recessed
screens, etc. as required by our project manager.
All necessary permits and fees to conform to state and city building codes.
Telephone and data network for audio, video, or control equipment. This includes configuration of your
VoIP system towork with our audio conferencing equipment.
Supply and installation of phone ordata, related to connection ofvideo teleconferencing system to
network. Configuration of your network to work with the AV system. Network should be inplace and
tested one week prior to equipment installation.
Loading of software of any kind on computer(s). Products that include software will be provided to the
customer for installation on their equipment. Training on software is not included unless specifically
shown in our proposal.
All labor is priced as non-union.
Installation of custom rear projection screens, associated millwork or wall construction. Installation of
recessed projection screens in plaster, drywall or hard ceilings
Any rework of ceiling tiles and grid due to the installation of above ceiling equipment.
Any modifications to millwork or installation required for installation of audio visual equipment. This
includes modifications to provide adequate airflow. Modifications to millwork or furniture, unless
otherwise noted in the quotation.
HVAC to provide properly cooling for the AV equipment.
Any required asbestos abatement.
AVI Systems
Page 10 of 17
RESPONSIBILITIES & ASSUMPTIONS
Assumptions
Room Availability - Room(s) in which installation is to be done will be made available for AVI Systems'
exclusive use on the day(s) of the scheduled installation. Installations will be scheduled Monday - Friday
excluding holidays) between the hours of 7:00AM - 6:00PM.
Parking - The customer will provide adequate parking for AVI Systems' vehicle(s) in a location conducive
toour access to the vehicle(s) for retrieval of tools and supplies throughout the workday. If such parking
iswithin a secured facility, the customer will validate the parking ticket for AVI Systems' vehicle(s).
Merchandise Storage - Once new merchandise sold and provided by AVI Systems for this installation has
been delivered to the job site and signed for by a representative of the customer. The customer will
assume responsibility for the secure storage of such merchandise until the completion ofthe installation.
Existing Equipment – If this project entails installation and/or re-use ofany existing equipment owned by
the customer, the customer shall, at AVI Systems request, provide us with any documentation which may
be required in order to properly install and/orintegrate the equipment into the new system. AVI is not
responsible for the functionality of this equipment and if found to not be working and required for system
functionality must be replaced at the customer expense.
AVI Systems
Page 11 of 17
GENERAL TERMS & CONDITIONS
1.PREVAILING TERMS ANDCONDITIONS: These TermsandConditions, together withanyappendix orotherdocument into
which theseTermsandConditions areincorporated (the "Agreement"), formtheentire agreement between AVISystems
AVI) andCustomer astothesubject matter addressed herein (this "Agreement") andwillbecome effective upon the
execution ofCustomer. Requests forquotation, notification ofacceptance orother purchasing documents provided by
Customer concerning Products which are inconsistent with, different fromorinaddition tothisAgreement arehereby
rejected. Intheeventofadiscrepancy inunitandextended pricing, theunitpricewillprevail.
2.PAYMENT TERMS: Subject tocredit approval, theCustomer shall paywithin 30 daysofinvoice datefornon-installation
orders. Installed system ordersrequire aminimum 50% downpayment withorder. Systems where installation and
completion oftheproject willextend over aperiod greater than30daysfromdate oforderwillbesubject toprogressive
billingupto75% ofthecontract amountaswell. Insuchcases, AVIwillinvoice forequipment received andassigned tothe
project (order) andservicesperformed. Theremaining 25% isdueNET30aftercompletion. Progressive invoices willbedue
andpayable according tonormal credit terms. Ifatanytime, Customer failstopayinvoices whendue, orifforanyreason
AVIfeelsinsecureinextending credit, AVI maydecline toprovide further goods oncredit. Anyaccount payments shallnot
extinguish anyunpaidportion ofthesubject invoices, despite anynotation onoraccompanying payment suchas "infull
payment" or "infullsatisfaction," orwords ofsimilar effect. CUSTOMER UNDERSTANDS THAT THISPROVISION
CONSTITUTES AWAIVER OFRIGHTS UNDER APPLICABLE LAW.
3.FAILURE TOPAY: IftheCustomer failstopayAVIforproducts whendue, theninaddition toanyotherremedies available
toAVI under thisAgreement orallowed bylawforthatdefault, Customer willpayAVIanadditional monthly financing
chargeequal tothelesser of: (a) oneandone-halfpercent (1.5%); or (b) themaximum monthly interest rateallowed bylaw;
ofanyamounts pastdue, chargeable during eachmonth thatpayment remains outstanding and AVI'sreasonable expenses
ofcollection, including, butnotlimitedto, attorneys' and experts' feesand courtcosts. FailurebyCustomer topayany part
oftheaccount whendue, orintheeventthatproceedings inbankruptcy, receivership, orinsolvency areinstitutes byor
against Customer oritsproperty, AVImay, atitsoption, cause theentire unpaid balance tobecome immediately dueand
payable andAVIshallhavetherighttoenter atanytime without notice uponthepremises where anyofthematerials
procured byCustomer fromAVIarelocated andtakepossession, reclaim, and exercise anyand allrights available atlawor
equity toAVIwithrespect tothematerials orcollection ofdebt. Customer hereby expressly waives anyright toaction that
may accrue byreason oftheentryfortakingpossession ofortheselling ofwithrespect thereto including service charges
andreasonable attorneys' feesandcourtcosts. Customer agrees toreimburse AVIforallcostsand expenses, including
attorneys' fees andcourtcosts, which AVImayincurinconnection withanyfederal orstateinsolvency proceeding
commenced byoragainst Customer, including thoseseeking dismissal orconversion ofthebankruptcy proceeding, or
opposing confirmation ofCustomer'splanthereunder.
4.ADDITIONAL SECURITY FORPAYMENT: Customer herebyagrees toexecute suchadditional documents asAVImay
require fromtimetotimeincluding apersonaland/orbusiness guarantee andUCCFinancing Statements. Ascollateral
securing Customer'sobligations, Customer grantstosupplier acontinuing security interestinallofCustomer'saccounts and
allgoods provided byAVItoCustomer (whetherornotpaidforbyCustomer).
5.APPROVAL OFORDERS: AllCustomer purchase orders for Products underthisAgreement aresubject toacceptance byAVI
including, ifappropriate, approval byAVICredit Department. Uponnotice byAVI, Customer will furnish AVIsuchfinancial
information asAVImay reasonably request forthisapproval. AVImay, initssolediscretion, cancel thisAgreement atany
timeifCustomer failstomeetcredit requirements established byAVI.
6.DELIVERY: Delivery times shown onthe quoteare typicalforthequoted equipment butmayvary duetoequipment
availability and installation department workload. Relevant information regarding delivery andinstallation scheduling, if
applicable, willbeprovided toyouassoonaswereceive it. AVIwillnotberesponsible fordelivery delays duetoproduct
availability orexpress shipping charges toexpedite delivery.
7.TRANSPORTATION COSTS: Unless otherwise provided inthisAgreement, theprices forProducts indicated inthis
Agreement exclude all transportation costs, including, but notlimited to, freight, insurance andspecial handling and
packaging. AVIwillprepay thesecosts andinvoice themtoCustomer.
AVI Systems
Page 12 of 17
GENERAL TERMS & CONDITIONS
8.TITLE ANDRISKOFLOSS: Titleandrisk oflossofProducts willpasstoCustomer theearlier of1) invoicing or2) product
shipping frommanufacturer, etc.
9.TAXES: Theprices forProducts indicated inthisAgreement aresubject totaxes, including, butnotlimited to, sales, excise or
usetaxes. Customer shallpayallsales, use, advalorem, excise and/oranyothertaxesimposed on eitherpartybyvirtue of
thisAgreement. AVIwill invoice Customer foranyofthesetaxesAVIislegally obligated tocollect fromCustomer.
10.INSTALLATION: Ifapplicable, installation willbeperformed during our normalworking hours, 7:00a.m. - 6:00p.m., Monday
through Friday (excluding holidays) unless otherwise noted onthequote. Ifinstallations arescheduled outsideofnormal
business hoursduetoclient’srequest, thosehours willbebilled atovertime rates. Installation schedules must be
coordinated through ourInstallation Department. Whendelivery ofallrequired equipment isconfirmed, ourInstallation
Department willcontact youtoworkoutafirminstallation schedule. Ifaninstallation mustbere-scheduled atyourrequest,
itwill bemoved tothenextsuitableopening intheInstallation Department schedule. Ifuponarrival onthescheduled
installation dateAVIisprohibited fromworking intherooms the Customer willberesponsible forallcostsassociated with
rescheduling.
11.CHANGES/RETURNS: Duetothecustom nature ofAudio andVideo equipment, customer-requested changes orchanges
todesign onceequipment ison-handorintransit, mayresult inre-stocking charges totheCustomer. Re-stocking charges
willbeassessed attherateof20% oftheoriginal purchase price. Anychanges tothe agreed-uponscope ofworkdefined in
thequotemustbeauthorized inwriting andwillresult inadditional charges. These charges willbeaccomplished viaa
change orderthatmustbecompleted andsigned bybothparties before anyequipment orlaborisprovided asaresult of
thechange inscope ofwork.
12.WARRANTY: AVI makes nowarranty regarding theequipment usedinthesystem, anddoesnotassume any manufacturer’s
warranties forsuchequipment. Forinstalledsystems AVIwarranty covers removal, repair and replacement ofequipment on
a “returntofactory” basisforaperiod ofninety (90) days forequipment covered under themanufacturer’swarranty. After
ninety (90) daysAVI willcharge thecustomer forlabortoremove andreplace any equipment coveredunder the
manufacturer’swarranty. Please note: AVIwillassistthe customer inobtaining cureunder manufacturers’ warranties for
system equipment foraperiod ofone (1) yearfromthedateofSubstantial Completion atno costtotheOwner. Thiswill
includeproviding invoices, warranty information andcontacting themanufacture onbehalf ofthecustomer toinitiate
warranty repairs orreplacement. AVIrecommends the purchase oftheoptionalAVIExtended Labor Warranty and1
YearManaged Service Agreement. Thisagreement provides one (1) preventive maintenance callandextends thelabor
warranty forremoval, repair andreplacement oftheequipment toone (1) year. Withoutacceptance oftheAVIExtended
Labor Warranty & 1Year Managed Service Agreement anylaborforremoval andreplacement ofequipment covered
under manufacturer warranty, non-warranty service calls, manufacturers repairfees, shipping charges andbenchtimewillbe
billed attheprevailing laborandtravel rates.
AVIwarrants thesystem orsystems itdesigns, sells, andinstalls tobefreeofdefects inourworkmanship andinstallation
materials (cables, connectors andhardware) foraperiod ofone (1) year fromthedateofSubstantial Completion. Ifduring
thattime, thesystem failstoperform asspecified duetodefective workmanship orinstallation materials, AVIwill correctthe
problematnoadditional charge. AVI isnotresponsible forthecondition orfunctionality ofthecustomer’sexisting
equipment.
Definitions:
Substantial Completion isthestageintheprogress oftheworkwhentheworkordesignated portionthereof issufficiently
complete inaccordance with thecontract documents sothat theowner canoccupy orutilize theWork foritsintended use.
Thisisthe datethatthe customer begins utilizingthe equipment.
Workmanship isourphysical installation oftheequipment and components sothattheyform acomplete system.
AVI Systems
Page 13 of 17
GENERAL TERMS & CONDITIONS
Installation Materials arethecables, connectors, hardware andaccessories utilized toassemble theequipment intoa
functioning system.
Equipment isthephysical components suchasaudio, video andcontrol system electronic components, microphones,
cameras, projection screens, lecterns, racksandfurniture that areprovided withaseparate manufacturer provided warranty.
Limitations: Thiswarranty does notapplytoanyappearance items oftheproduct ortoanyproduct theexterior ofwhich
has beendamaged ordefaced. Thiswarranty doesnotcoverfailure duetosystem orproduct misuse, abnormal service or
handling, removal ofCustomer’smedia orreplacement, improper operation, system alterations ormodifications fromAVI's
designorconstruction, orfailure tomaintain oruseequipment inaccordance withmanufacturer recommendations. This
warranty doesnotcoverdamagecaused byfire, smoke, water, lightning, electrical surges orotherdamage caused by
weather, natural disaster, oranyoutside forces. Thiswarranty doesnotcoverservice callsthataretheresult ofthemis-
adjustment ofthesystem ortheconnection ofOwner’sequipment tothesystem. Thiswarranty doesnotinclude
maintenance activities such asre-convergence ofprojections systems, re-programming ofcontrol systemsorthe
replacement ofprojection lamps orotherexpendable items. AVIisnotresponsible for “image burn” asaresult ofprolonged
periods ofstaticimages beingdisplayed oncertain devices. Theduties ofAVIarelimited tothoseexpressly stated inthis
Agreement. AVIMAKESNOOTHER WARRANTY, EXPRESS ORIMPLIED, WHETHER OFMERCHANTABILITY, FITNESS FORA
PARTICULAR PURPOSE, OROTHERWISE, ONTHESYSTEM ORANYPARTS OR SERVICE RENDERED HEREUNDER. AVISHALL
INNOEVENT BELIABLE FORANYINDIRECT, SPECIAL, CONSEQUENTIAL, OROTHER DAMAGES, HOWEVER CAUSED,
INCLUDING LOSSOFBUSINESS OPPORTUNITIES ORLOSTPROFITS, DIRECTLY ORINDIRECTLY ARISING FROM THE
CUSTOMER’SDIFFICULTY WITHORINABILITY TOUSE THESYSTEM, EITHER SEPARATELY ORINCOMBINATION WITHANY
OTHER EQUIPMENT.
13.WAIVER: Either party’swaiver oftheother’sdefault initsobligations under any terms orconditions ofthisAgreement will
notinanywaylimitoraffect thatparty’srighttoenforce and compel strictcompliance withthat termorcondition atany
othertimeorwithany othertermorcondition.
14.BONDING: Ifrequired AVIcanprovide performance bonding forworkcovered underthisAgreement. Costforsuch
bonding willbeadded tothefirstprogress invoice.
15.ENTIRE AGREEMENT: ThisAgreement andappendices tothisAgreement supersedes, terminates andotherwise voidsany
andallpriorwritten and/ororalagreements between theparties withrespect toProducts. There arenowarranties,
representations orunderstandings ofanykind ordescription whatsoever made byeither partytotheother, except suchas
areexpressly setforthherein. Anyadditional terms ornotes appearing onattached schedules, quote summaries and/or
change.
AVI Systems
Page 14 of 17
PAYMENTTERMS & SCHEDULE
Payment BreakdownAmountDue Date
50% - deposit of overall contract invoiced with order,$38,272.46
paid NET30
25% - of overall contract – progress billings – as$19,136.23
product is delivered to our warehouse.
25% - of overall contract – final billing – upon$19,136.22
completion of project.
Systems where installation and completion of the project will extend over a period greater than 30 days from date
of order will be subject to monthly progressive billing. In such cases, AVI will invoice for services performed and
equipment received and assigned to the project. Progressive invoices will be due and payable according toour
normal credit terms.
AVI Systems
Page 15 of 17
PAYMENTTERMS & SCHEDULE
ACKNOWLEDGEMENT
As the authorized representative of the Customer, I acknowledge that I have read the attached scope of work and
fully understand what is being proposed. I also acknowledge that I have read the customer responsibilities section,
assumptions and general terms and conditions.
By accepting our proposal whether by purchase order or signed contract I accept the Payment Terms and
Conditions shown above. Iunderstand that the Total shown on the Payment Terms and Schedule may not include
any applicable sales tax and that applicable tax will be added to our invoice if required.
Iunderstand that the warranty for labor on installed equipment is covered fora period of ninety (90) days.
On some proposals we may offer anOptional Managed Services Agreement. If offered it will be shown as
MANAGED SERVICES AGREEMENT" on our proposal as an OPTION. If you choose toaccept that option please
initial the Optional Managed Services Agreement document at the end of our proposal. If a "MANAGED SERVICE
AGREEMENT" is offered and accepted the cost for that agreement will be added to the amount shown above in the
Payment Terms and Schedule. Please read the Optional Managed Services Agreement for details.
Iunderstand that without this agreement AVI will charge the customer for labor to remove and replace any
equipment covered under the manufacturer’swarranty after ninety (90) days from the date ofsubstantial
completion. Substantial Completion is the stage in the progress of the work when the customer begins utilizing the
system for its intended use.
AVI SystemsCity of Carmel
Signed:Signed:
Name:Rick Streb Name:
Title:Account Manager Title:
Date:Date:
Phone:(800) 742-5036 Phone:
Fax:(812) 376-3557 Fax:
All change orders will be invoiced at time of change
AVI Systems
Page 16 of 17
PAYMENTTERMS & SCHEDULE
AVI Systems
Page 17 of 17
INDIANA RETAIL TAX EXEMPT Page 1 of 1
City ®f Carmel CERTIFICATE NO.003120155 002 0 PURCHASE ORDER NUMBER
FEDERAL EXCISE TAX EXEMPT 110244
ONE CIVIC SQUARE 35-6000972 THIS NUMBER MUST APPEAR ON INVOICES, A/P
CARMEL, INDIANA 46032-2584 VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
11/7/2023 376619 AV Council repair
AVI SYSTEMS INC ICS
VENDOR PO BOX 801069 SHIP 10701 N. College Ave, Ste A
TO
Carmel, IN 46280-
KANSAS CITY, MO 64180--1069 Timothy Renick (317) 571-2576
PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT
82185
QUANTITY UNIT OF MEASURE DESCRIPTION UNIT PRICE EXTENSION
Department: 1115 Fund: 101 General Fund
Account: 44-632.01
1 Each AV repair $76,544.91 $76,544.91
Sub Total $76,544.91
z%( OF CAI9*
4
Send Invoice To: i "` '
ICS Quote No 185208-93663
Timothy Renick
10701 N. College Ave, Ste Aj
Carmel, IN 46280-
317) 571-2576 PLEASE INVOICE IN DUPLICATE
DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT
PAYMENT $76,544.91
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
Timothy Renick James Crider
TITLE Director Director of Administration
CONTROL NO. 110244 CONTROLLER
CzBmmjtpoMzodi.NdHsbuibu23;5:qn-Opw38-3134
Exhibit A
November 07, 2023
CityofCarmel, IN
DearTimothy Renick,
Cultivate Geospatial Solutions (CGS) ispleased topresent thisstatement ofwork (SOW) fordeveloping a
DigitalTwin foraproof ofconcept (POC) sectionofthe MononTrailfrom MainSttoElm St.
Proposed Scope of Work:
Specific Tasks:
1. Create arealtimedatafeedwith pedestrian andbicycle countsfromexisting sensors.
2. Create a3Dscenefor thesamesection above, which includes allthebuildings andvarious street
andpedestrian furniture. CGSwill includeutilities data fromCADfilesthatcanbeaccurately
geolocated. CGSwillintegrate the streaming trafficinformation fromaboveonthe3D digitaltwin
scene.
3. Documentation andKnowledge Transfer ofGeoevent andDigitalTwinDevelopment.
Additional information onthe3DScenedeliverable
Thescenedelivered willbeasemi-realistic 3Dvisualization ofthestudyarea. CGS willinclude detailslike
treesandstreet furniture. Belowisapictureofapartofthestudy area. Inthe pictureshown, thereisa
largevariety ofassets. Allassets thathaveanexisting representation intheGISwillbeincluded using
standard symbols.
Thiswill beahighaccuracy 3Dvisualization thatadditional data canbelayered on. Thebuildings
approximately 20thatwillbevisible inthisvisualization) willbewrapped withactualpictures ofthe
buildings togivethemarealistic look. CGSwillworkwiththecityusinganydatatheyhaveforthisarea
including droneimagery, aerialimagery, Lidar pointclouds, andanyotherrelevant GISdata. Wewillalso
capture anyadditional photos thatareneeded (notincluding drone collection) tomakethe3D
visualization morerealistic. UtilitydatafromCADfilesthatcanbeaccurately located fortheareawillalso
beincluded inthedigitaltwin.
Assumptions:
Thecity willmakeavailable accessibility tocamera imagery forvideodisplay fromthe map.
The city will provide the necessary drone, lidar, imagery, and any GIS data pertinent tothis project.
The city willprovide CGS access tonecessary ArcGIS Enterprise systems toimplement the solution.
Invoice Terms:
CGS will invoice onamonthly percent complete basis.
Invoice terms are NET 30days.
Proposed Project Costs:
Project Services Description Proposed Costs
1. GeoEvent development tosupport real-time
streaming ofpedestrian andbicycle information.
2. 3D Digital Twin development ofbuildings, street 35,000furnitureandutilities.
3. Documentation and Knowledge Transfer.
Iftheproposed scope ofwork request meets theCity ofCarmel’ssatisfaction, please signandemail adigital
scanned copy ofthis agreement tome attbrenneman@cultivategeospatial.com Also, please letusknow if
there are any questions.
Sincerely,
Cultivate Geospatial Solutions, LLC City of Carmel, IN
By: By:
Name: Tom Brenneman Name:
Title: Principal Title:
November 07, 2023
CityofCarmel, IN
DearTimothy Renick,
Cultivate Geospatial Solutions (CGS) ispleased topresent thisstatement ofwork (SOW) for adding
pedestrian andbicycle counts forthedigitaltwinProofofConcept (POC) sectionoftheMonon Trailfrom
MainSttoElmSt. Thisisatimeandmaterials project tointegratepedestrian and bicyclecounts from
camera feedsintothedigitaltwinintheGIS.
Proposed Scope of Work:
Specific Tasks:
1. Integrate bicycle andpedestrian counts intotheGIS / DigitalTwin
Assumptions:
Thecity willmakeavailable accessibility tocamera feeds andresources for thepedestrian and
bicycle counts fromthecamera feeds.
Thecitywillprovide CGSaccesstonecessary ArcGIS Enterprise systems toimplement thesolution.
Invoice Terms:
CGSwillinvoice onamonthly percent complete basis.
Invoice termsare NET 30days.
Proposed Project Costs:
Project Services Description Proposed Costs
1. CGStoprovide 50hoursofconsulting services to
integrate camera datafeedsaspedestrian and
bicycle counts intotheGISandtheDigital Twin $10,000
fortheMonon.
Iftheproposed scope ofworkrequest meets theCityofCarmel’ssatisfaction, pleasesignandemail adigital
scanned copyofthisagreement tomeattbrenneman@cultivategeospatial.com Also, pleaseletusknowif
there areanyquestions.
Sincerely,
CultivateGeospatialSolutions, LLC CityofCarmel, IN
By: By:
Name: Tom Brenneman Name:
Title: Principal Title:
INDIANA RETAIL TAX EXEMPT
City ®f Carmel CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
ONE CIVIC SQUARE
35-6000972
CARMEL, INDIANA 46032-2584
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
HASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO.
11 /21 /2023 376268
Page 1 of 1
PURCHASE ORDER NUMBER
110323
THIS NUMBER MUST APPEAR ON INVOICES, A/P
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
DESCRIPTION
Digital Twin for (POC) and integration of pedestrian/bicycle
counts
CULTIVATE GEOSPATIAL SOLUTIONS ICS
VENDOR 13385 ALDERLEY DR SHIP 10701 N. College Ave, Ste A
TO
Carmel, IN 46280-
ORLANDO, FL 32832 - Timothy Renick (317) 571-2576
PURCHASE ID BLANKET CONTRACT PAYMENTTERMS FREIGHT
82571
QUANTITY UNIT OF MEASURE DESCRIPTION UNIT PRICE EXTENSION
Department: 1115 Fund: 101 General Fund
Account: 43-404.02
1 Each Digital twin (POC) and integration of pedetrian/bicycle $45,000.00 $45,000.00
counts from camera feeds to digital twin
Sub Total
CAA
PYJ,VVV.VV
Send Invoice To: MUM -
ICS
Timothy Renick
10701 N. College Ave, Ste A
Carmel, IN 46280- ,
317) 571-2576
PLEASE INVOICE IN DUPLICATE
DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT
PAYMENT $45,000.00
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
J
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO. ORDERED BY
Timothy Renick James Crider
TITLE Director Director of Administration
CONTROL NO. 110323 CONTROLLER
CzBmmjtpoMzodi.NdHsbuibu23;5:qn-Opw38-3134
Exhibit A
November 07, 2023
CityofCarmel, IN
DearTimothy Renick,
Cultivate Geospatial Solutions (CGS) ispleased topresent thisstatement ofwork (SOW) fordeveloping a
GeoHub fortheCityofCarmel.
Proposed Scope of Work:
CGSwill work withthe CityofCarmeltocreateaGeoHub that willactasthemainlandingpointforall
publicaccesstotheCity’sGIScontent. CGS willprovide graphicartistand webdesignresources tocreate
avisually appealing product thatisaconfiguration ofEsri’shub technology. CGS willalsoprovide
guidance onhowtointegrate datasets fromtheCityinto theGeoHub and howtoprovidethe appropriate
metadata tocommunicate information about eachdataset. Asanexample, wecollaborated with
Hamilton Countytocreate theirGeoHub (https://geohub.hamiltoncounty.in.gov/).
Specific Tasks:
1. WorkwithCityGISStaff toidentify thecontent tobeincluded intheGeoHub.
2. Createadesign andlayout fortheGeoHub thatmatches theCity’sbrandingandwebstyle
guidelines.
3. Identify Metadata thatmustbepopulated foralldatasets tobeincluded intheGeoHub. CityGIS
staffwillhandle theupdates tothemetadata.
4. Develop andimplement aplan forupdatingthe dataintheGeoHub through synchronization
processes withArcGIS Online orreferencing contentthrough on-premisesArcGIS Enterprise
Services. Thiswillbeanautomated process thattheCitywillbeabletomaintainmoving forward.
5. Develop trainingmaterials andvideosforGeoHubusers.
Assumptions:
TheCitywillprovideCGSstaffwithAdministrative accesstotheirEsriHubenvironment.
TheCitywill collaborate withCGS inthearea ofpagedesignaswell asdata, maps, and applications
toincludeinthe GeoHub.
TheCitywillupdate allmetadata fordatasets tobeincluded intheHub.
The Citywillprovide server infrastructure toexecute PythonScripts orArcGIS Enterprise
configurations (e.g. Distributed Collaboration) tofacilitate thesharing ofdatawiththeGeoHub.
TheCitywillauthor alltextcontent fortheGeoHub.
Invoice Terms:
CGS will invoice onamonthly percent complete basis.
Invoice terms are NET 30days.
Proposed Project Costs:
Project Services Description Proposed Costs
Development ofaGeoHub using Esri’sHub
technology that provides alanding page forall 25,000publicGIScontentfortheCity
Iftheproposed scope ofwork request meets theCity ofCarmel’ssatisfaction, please signandemail adigital
scanned copy ofthis agreement tome attbrenneman@cultivategeospatial.com Also, please letusknow if
there are any questions.
Sincerely,
Cultivate Geospatial Solutions, LLC City of Carmel, IN
By: By:
Name: Tom Brenneman Name:
Title: Principal Title:
ICity®f Carme
INDIANA RETAIL TAX EXEMPT
CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
ONE CIVIC SQUARE
35-6000972
CARMEL, INDIANA 46032-2584
ORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
Page 1 of 1
PURCHASE ORDER NUMBER
110255
THIS NUMBER MUST APPEAR ON INVOICES, AIP
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
11/8/2023 376268 GeoHub project
CULTIVATE GEOSPATIAL SOLUTIONS ICS
VENDOR 13385 ALDERLEY DR SHIP 10701 N. College Ave, Ste A
TO
Carmel, IN 46280-
ORLANDO, FL 32832 - Timothy Renick (317) 571-2576
PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT
82231
QUANTITY UNIT OF MEASURE DESCRIPTION UNIT PRICE EXTENSION
Department: 1115 Fund: 101 General Fund
Account. 43-404.02
1 Each Consulting fees $9,600.00 $9,600.00
Sub Total $9,600.00
Send Invoice To:
ICS
Timothy Renick
10701 N. College Ave, Ste A
Carmel, IN 46280-
317)571-2576
DEPARTMENT
AIA
PLEASE INVOICE IN DUPLICATE
ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT
PAYMENT $9,600.00
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
Timothy Renick James Crider
TITLE Director Director of Administration
CONTROL NO. 110255 CONTROLLER
City ®f CarmeI
INDIANA RETAIL TAX EXEMPT
CERTIFICATE NO.003120155 002 0
Page 1 of 1
PURCHASE ORDER NUMBER
FEDERAL EXCISE TAX EXEMPT 110322
ONE CIVIC SQUARE
35-6000972 THIS NUMBER MUST APPEAR ON INVOICES, AIP
CARMEL, INDIANA 46032-2584
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
11/21/2023 376268 GeoHub project
CULTIVATE GEOSPATIAL SOLUTIONS ICS
VENDOR 13385 ALDERLEY DR SHIP 10701 N. College Ave, Ste A
TO
Carmel, IN 46280-
ORLANDO, FL 32832 - Timothy Renick (317) 571-2576
PURCHASE ID BLANKET CONTRACT PAYMENTTERMS FREIGHT
82570
DESCRIPTIONQUANTITYUNITOFMEASURE UNIT PRICE EXTENSION
Department: 1115 Fund: 101 General Fund
Account: 43-404.02
1 Each GeoHub project $15,400.00 $15,400.00
Sub Total $15,400.00
CAA
r"
Send Invoice To:
ICS
Timothy Renick
10701 N. College Ave, Ste A
Carmel, IN 46280-
317) 571-2576
PLEASE INVOICE IN DUPLICATE
DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT
PAYMENT $15,400.00
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
Timothy Renick James Crider
TITLE Director Director of Administration
CONTROL NO. 110322 CONTROLLER
RESOLUTION NO. BPW 12-06-23-04
RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY
ACKNOWLEDGING AGREEMENT BETWEEN CITY AND VENDOR
WHEREAS, pursuant to Indiana Code 36-1-4-7, the City of Carmel, Indiana (“City”), is authorized to enter
into contracts; and
WHEREAS, pursuant to Indiana Code 36-4-5-3, the City’smayor may enter into contracts on behalf ofthe
City; and
WHEREAS, pursuant to his authority under Indiana law, the City’smayor, the Honorable James C. Brainard,
has caused to be signed the Agreement attached hereto (the “Contract”); and
WHEREAS, Mayor Brainard now wishes to present the contract to the City’sBoard of Public Works and
Safety for it to be publicly acknowledged, filed in the Clerk’sOffice, and made available to the public for review.
NOW, THEREFORE, BE IT RESOLVED by the City of Carmel Board of Public Works and Safety as
follows:
1. The foregoing Recitals are incorporated herein by this reference.
2. The receipt of the Contract is hereby acknowledged.
3. The Contract shall be promptly filed in the office of the Clerk and thereafter made available to the public
for review.
SO RESOLVED this day of , 2023.
CITY OF CARMEL, INDIANA
By and through its Board of Public Works and Safety
BY:
James Brainard, Presiding Officer
Date:
Mary Ann Burke, Member
Date:
Lori S. Watson, Member
Date:
ATTEST:
Sue Wolfgang, Clerk
Date:
CzBmmjtpoMzodi.NdHsbuibu:;46bn-Opw3:-3134
Exhibit A
INDIANA RETAIL TAX EXEMPT
ERTIFICATE NO. 003120155 002
CFEFEDERAL EXCISE TAX EXEMPTI O
PURCHASE ORDER NUMBER 90oOitofCarmel3J3ONE
CIVIC
SQUARE 35-6000972 THISNUMBER MUSTAPPEARON INVOICES, AIR CARMEL, I
NDIANA 46032-2584 VOUCHER, DELIVERY MEMO, PACKING SLIPS, FORM APPROVED
BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL- 1997 SHIPPING LABELS
ANDANY CORRESPONDENCE PURCHASE ORDER
DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION 11/27/
2023 372450 ART CONSULTANT FOR VETERANS ROUNDABOUT I------f _ _ __ SCULPTURE BAYLISS & CO.
LLC Mayor's Office VENDOR 415
DAVIS DRIVE SHIP 1 Civic Square TO Carmel,
IN 46032- ANDERSON, IN
46011--2274 PURCHASE ID
BLANKET CONTRACT PAYMENT TERMS FREIGHT 82659 QUANTITY —
1
UNITOF MEASURE DESCRIPTION UNIT PRICE EXTENSION Department: 1160
Fund., 101 General Fund Account: 43-
419.99 1 Each
CONSULTING FOR PUBLIC ART ON ROUNDABOUT BY $2,500.00 $2,500.00 CARMEL VFW
POST Sub Total $
2,500.00 CA c
11
n
Send
Invoice
To: Mayor's
Office 1 Civic
Square p , _ Carmel, IN
46032- J 114
3 PLEASEINVOICE
IN DUPLICATE DEPARTMENT ACCOUNT
PROJECT PROJECTACCOUNT AMOUNT PAYMENT $2,
500.00 SHIPPING INSTRUCTIONS '
AIR 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-./-l:o AND ACTS
AMENDATORY THEREOF AND SUPPLEMENT THERETO, ORDERED BY Sharon Kibbe
TITLE Executive
Office Manager CONTROL NO.
110330 CONTROLLER
RESOLUTION NO. BPW 12-06-23-06
RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY
ACKNOWLEDGING AGREEMENT BETWEEN CITY AND VENDOR
WHEREAS, pursuant to Indiana Code 36-1-4-7, the City of Carmel, Indiana (“City”), is authorized to enter
into contracts; and
WHEREAS, pursuant to Indiana Code 36-4-5-3, the City’smayor may enter into contracts on behalf ofthe
City; and
WHEREAS, pursuant to his authority under Indiana law, the City’smayor, the Honorable James C. Brainard,
has caused to be signed the Agreement attached hereto (the “Contract”); and
WHEREAS, Mayor Brainard now wishes to present the contract to the City’sBoard of Public Works and
Safety for it to be publicly acknowledged, filed in the Clerk’sOffice, and made available to the public for review.
NOW, THEREFORE, BE IT RESOLVED by the City of Carmel Board of Public Works and Safety as
follows:
1. The foregoing Recitals are incorporated herein by this reference.
2. The receipt of the Contract is hereby acknowledged.
3. The Contract shall be promptly filed in the office of the Clerk and thereafter made available to the public
for review.
SO RESOLVED this day of , 2023.
CITY OF CARMEL, INDIANA
By and through its Board of Public Works and Safety
BY:
James Brainard, Presiding Officer
Date:
Mary Ann Burke, Member
Date:
Lori S. Watson, Member
Date:
ATTEST:
Sue Wolfgang, Clerk
Date:
CzBmmjtpoMzodi.NdHsbuibu4;2:qn-Opw26-3134
Bo-mar Industries, Inc.
Street Department - 2023
Appropriation #2201 2201 43-504.00 Motor Vehicle Highway Fund; P.O. #110254
Contract Not To Exceed $10,000.00
6. DISCLOSURE AND WARNINGS:
If requested by City, Vendor shall promptly furnish to City, in such form and detail as City may direct, a list of
all chemicals, materials, substances and items used in or during the provision of the Goods and Services
provided hereunder, including the quantity, quality and concentration thereof and any other information relating
thereto. At the time of the delivery of the Goods and Services provided hereunder, Vendor agrees to furnish to
City sufficient written warning and notice (including appropriate labels on containers and packing) of any
hazardous material utilized in or that is a part of the Goods and Services.
7. LIENS:
Vendor shall not cause or permit the filing of any lien on any of City’s property. In the event any such lien is
filed and Vendor fails to remove such lien within ten (10) days after the filing thereof, by payment or bonding,
City shall have the right to pay such lien or obtain such bond, all at Vendor’s sole cost and expense.
8. DEFAULT:
In the event Vendor: (a) repudiates, breaches or defaults under any of the terms or conditions of this
Agreement, including Vendor’s warranties; (b) fails to provide the Goods and Services as specified herein; (c)
fails to make progress so as to endanger timely and proper provision of the Goods and Services and does not
correct such failure or breach within five (5) business days (or such shorter period of time as is commercially
reasonable under the circumstances) after receipt of notice from City specifying such failure or breach; or (d)
becomes insolvent, is placed into 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 (1) terminate
all or any parts of this Agreement, without liability to Vendor; and (2) exercise all other rights and remedies
available to City at law and/or in equity.
9. INSURANCE AND INDEMNIFICATION:
Vendor shall procure and maintain in full force and effect during the term of this Agreement, with an insurer
licensed to do business in the State of Indiana, such insurance as is necessary for the protection of City and
Vendor from all claims for damages under any workers’ compensation, occupational disease and/or
unemployment compensation act; for bodily injuries including, but not limited to, personal injury, sickness,
disease or death of or to any of Vendor’s agents, officers, employees, contractors and subcontractors; and, for
any injury to or destruction of property, including, but not limited to, any loss of use resulting therefrom. The
coverage amounts shall be no less than those amounts set forth in attached Exhibit C. Vendor shall cause its
insurers to name City as an additional insured on all such insurance policies, shall promptly provide City, upon
request, with copies of all such policies, and shall provide that such insurance policies shall not be canceled
without thirty (30) days prior notice to City. Vendor shall indemnify and hold harmless City from and against
any and all liabilities, claims, demands or expenses (including, but not limited to, reasonable attorney fees) for
injury, death and/or damages to any person or property arising from or in connection with Vendor’s provision
of Goods and Services pursuant to or under this Agreement or Vendor’s use of City property.
Vendor further agrees to indemnify, defend and hold harmless City and its officers, officials, agents and
employees from all claims and suits of whatever type, including, but not limited to, all court costs, attorney fees,
and other expenses, caused by any act or omission of Vendor and/or of any of Vendor’s agents, officers,
employees, contractors or subcontractors in the performance of this Agreement. These indemnification
obligations shall survive the termination of this Agreement.
S:\\Contracts\\Departments\\Street\\2023\\Bo-Mar Industries Inc. Goods and Services.docx:11/14/2023 2:58 PM\]
2
Bo-mar Industries, Inc.
Street Department - 2023
Appropriation #2201 2201 43-504.00 Motor Vehicle Highway Fund; P.O. #110254
Contract Not To Exceed $10,000.00
10. GOVERNMENT COMPLIANCE:
Vendor agrees to comply with all federal, state and local laws, executive orders, rules, regulations and codes
which may be applicable to Vendor’s performance of its obligations under this Agreement, and all relevant
provisions thereof are incorporated herein by this reference. Vendor agrees to indemnify and hold harmless
City from any loss, damage and/or liability resulting from any such violation of such laws, orders, rules,
regulations and codes. This indemnification obligation shall survive the termination of this Agreement.
11. NONDISCRIMINATION:
Vendor represents and warrants that it and all of its officers, employees, agents, contractors and
subcontractors shall comply with all laws of the United States, the State of Indiana and City prohibiting
discrimination against any employee, applicant for employment or other person in the provision of any Goods
and Services provided by this Agreement with respect to their hire, tenure, terms, conditions and privileges of
employment and any other matter related to their employment or subcontracting, because of race, religion,
color, sex, handicap, national origin, ancestry, age, disabled veteran status and/or Vietnam era veteran status.
12. E-VERIFY:
Pursuant to I.C. § 22-5-1.7 et seq., as the same may be amended from time to time, and as is incorporated
herein by this reference (the “Indiana E-Verify Law”), Vendor is required to enroll in and verify the work eligibility
status of its newly-hired employees using the E-Verify program, and to execute the Affidavit attached herein
as Exhibit D, affirming that it is enrolled and participating in the E-Verify program and does not knowingly
employ unauthorized aliens. In support of the Affidavit, Vendor shall provide the City with documentation
indicating that it has enrolled and is participating in the E-Verify program. Should Vendor subcontract
for the performance of any work under and pursuant to this Agreement, it shall fully comply with the Indiana E-
Verify Law as regards each such subcontractor. Should the Vendor or any subcontractor violate the Indiana
E-Verify law, the City may require a cure of such violation and thereafter, if no timely cure is performed,
terminate this Agreement in accordance with either the provisions hereof or those set forth in the Indiana E-
Verify Law. The requirements of this paragraph shall not apply should the E-Verify program cease to exist.
13. NO IMPLIED WAIVER:
The failure of either party to require performance by the other of any provision of this Agreement shall not affect
the right of such party to require such performance at any time thereafter, nor shall the waiver by any party of
a breach of any provision of this Agreement constitute a waiver of any succeeding breach of the same or any
other provision hereof.
14. NON-ASSIGNMENT:
Vendor shall not assign or pledge this Agreement, whether as collateral for a loan or otherwise, and shall not
delegate its obligations under this Agreement without City’s prior written consent.
15. RELATIONSHIP OF PARTIES:
The relationship of the parties hereto shall be as provided for in this Agreement, and neither Vendor nor any
of its officers, employees, contractors, subcontractors and agents are employees of City. The contract price
set forth herein shall be the full and maximum compensation and monies required of City to be paid to Vendor
under or pursuant to this Agreement.
16. GOVERNING LAW; LAWSUITS:
This Agreement is to be construed in accordance with and governed by the laws of the State of Indiana, except
for its conflict of laws provisions. The parties agree that, in the event a lawsuit is filed hereunder, they waive
their right to a jury trial, agree to file any 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.
S:\\Contracts\\Departments\\Street\\2023\\Bo-Mar Industries Inc. Goods and Services.docx:11/14/2023 2:58 PM\]
3
Bo-mar Industries, Inc.
Street Department - 2023
Appropriation #2201 2201 43-504.00 Motor Vehicle Highway Fund; P.O. #110254
Contract Not To Exceed $10,000.00
17. SEVERABILITY:
If any term of this Agreement is invalid or unenforceable under any statute, regulation, ordinance, executive
order or other rule of law, such term shall be deemed reformed or deleted, but only to the extent necessary to
comply with same, and the remaining provisions of this Agreement shall remain in full force and effect.
18. NOTICE:
Any notice provided for in this Agreement will be sufficient if itis in writing and is delivered by postage prepaid
U.S. certified mail, return receipt requested, to the party to be notified at the address specified herein:
If to City: City of Carmel AND City of Carmel
Street Department Office of Corporation Counsel
st3400W131 Street One Civic Square
Carmel, Indiana 46074 Carmel, Indiana 46032
If to Vendor: Bo-Mar Industries, Inc.
3838 S Arlington Avenue
Indianapolis, Indiana 46203
Notwithstanding the above, notice of termination under paragraph 19 hereinbelow shall be effective if given
orally, as long as written notice is then provided as set forth hereinabove within five (5) business days from the
date of such oral notice.
19. TERMINATION:
19.1 Notwithstanding anything to the contrary contained in this Agreement, City may, upon notice to Vendor,
immediately terminate this Agreement for cause, in the event of a default hereunder by Vendor and/or
if sufficient funds are not appropriated or encumbered to pay for the Goods and Services to be provided
hereunder. In the event of such termination, Vendor shall be entitled to receive only payment for the
undisputed invoice amount representing conforming Goods and Services delivered as of the date of
termination, except that such payment amount shall not exceed the Estimate amount in effect at the
time of termination, unless the parties have previously agreed in writing to a greater amount.
19.2 City may terminate this Agreement at any time upon thirty (30) days prior notice to Vendor. In the
event of such termination, Vendor shall be entitled to receive only payment for the undisputed invoice
amount of conforming Goods and Services delivered as of the date of termination, except that such
payment amount shall not exceed the Estimate amount in effect at the time of termination, unless the
parties have previously agreed in writing to a greater amount.
19.3 The City may terminate this Agreement pursuant to Paragraph 11 hereof, as appropriate.
20. REPRESENTATIONS AND WARRANTIES
The parties represent and warrant that they are authorized to enter into this Agreement and that the persons
executing this Agreement have the authority to bind the party which they represent.
21. ADDITIONAL GOODS AND SERVICES
Vendor understands and agrees that City may, from time to time, request Vendor to provide additional goods
and services to City. When City desires additional goods and services from Vendor, the City shall notify Vendor
of such additional goods and services desired, as well as the time frame in which same are to be provided.
Only after City has approved Vendor’s time and cost estimate for the provision of such additional goods and
services, has encumbered sufficient monies to pay for same, and has authorized Vendor, in writing, to provide
S:\\Contracts\\Departments\\Street\\2023\\Bo-Mar Industries Inc. Goods and Services.docx:11/14/2023 2:58 PM\]
4
Bo-mar Industries, Inc.
Street Department - 2023
Appropriation #2201 2201 43-504.00 Motor Vehicle Highway Fund; P.O. #110254
Contract Not To Exceed $10,000.00
such additional goods and services, shall such goods and services be provided by Vendor to City. A copy of
the City’s authorization documents for the purchase of additional goods and services shall be numbered and
attached hereto in the order in which they are approved by City.
22. TERM
Unless otherwise terminated in accordance with the termination provisions set forth in Paragraph 19
hereinabove, this Agreement shall be in effect from the Effective Date through December 31, 2023 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.
23. HEADINGS
All heading 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.
24. BINDING EFFECT
The parties, and their respective officers, officials, agents, partners, successors, assigns and legal
representatives, are bound to the other with respect to all of the covenants, terms, warranties and obligations
set forth in Agreement.
25. NO THIRD PARTY BENEFICIARIES
This Agreement gives no rights or benefits to anyone other than City and Vendor.
26. DEBARMENT AND SUSPENSION
26.1 The Vendor certifies by entering into this Agreement that neither it nor its principals nor any of its
subcontractors are presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily
excluded from entering into this Agreement by any federal agency or by any department, agency or political
subdivision of the State of Indiana. The term “principal” for purposes of this Agreement means an officer,
director, owner, partner, key employee or other person with primary management or supervisory
responsibilities, or a person who has a critical influence on or substantive control over the operations of the
Vendor.
26.2 The Vendor certifies that it has verified the state and federal suspension and debarment status for all
subcontractors receiving funds under this Agreement and shall be solely responsible for any recoupment,
penalties or costs that might arise from use of a suspended or debarred subcontractor. The Vendor shall
immediately notify the City if any subcontractor becomes debarred or suspended, and shall, at the City’s
request, take all steps required by the City to terminate its contractual relationship with the subcontractor for
work to be performed under this Agreement.
27. IRAN CERTIFICATION
Pursuant to I.C. § 5-22-16.5, the Vendor shall certify that, in signing this Agreement, it does not engage in
investment activities within the Country of Iran.
28. ADVICE OF COUNSEL:
The parties warrant that they have read this Agreement and understand it, have had the opportunity to obtain
legal advice and assistance of counsel throughout the negotiation of this Agreement, and enter into same
freely, voluntarily, and without any duress, undue influence or coercion.
S:\\Contracts\\Departments\\Street\\2023\\Bo-Mar Industries Inc. Goods and Services.docx:11/14/2023 2:58 PM\]
5
Exhibit A
01 ,2 3456
78)&+9 536
9 53: 4;6<= 8(9A9@<:3 3
0#+'"1-$2(3()*$45-$4647
7.'+9 :
A,$B,)*,*)C1
1$@
B&+ C%*%D !EF.#+
C.#G+$1 ,2 346 5
78)&+9 33 34;=
H+&#I
2!7LCM,B2 CB!M >BJ !CNK7MNJL!
M8%0D)0( %0O)# %&0/+D(%)& )O (8+ O)$$)P%&' #)F&-<.<Q)F(0 /+# I+.#R
S#.D+ K)*+ .&- T)I $)D.(+- .( 7+&& .&- B$- U+#%-%.&
H)G.'+ () H).'%+ $)D.(+- .( (8+ 7.$$.-%FG
V+.D)& V$))G $)D.(+- .( =4(8 .&- W+0(O%+$- V$*-
M8+ U.#G)& W.0/ $)D.(+- .( =4(8 .&- 7#%)#%(IW.I
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B&D+ P+ 8.*+ %&0/+D(+- (8+ 0DF$/(F#+0P+ P%$$ /#)*%-+ . D)0( O)# #+/.%#0 %O .&I %0 #+EF%#+- O)# +.D8
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7.IG+&( (+#G0 .#+ () Q+ CBA F&(%$ V)G.# .DD)F&( %0 +0(.Q$%08+- .&- .//#)*+-R
EXHIBIT B
Invoice
Date:
Name of Company:
Address & Zip:
Telephone No.:
Fax No.:
Project Name:
Invoice No.
Purchase Order No:
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
EXHIBIT C
INSURANCE COVERAGES
Worker’s Compensation & Disability Statutory Limits
Employer’s Liability:
Bodily Injury by Accident/Disease: $100,000 each employee
Bodily Injury by Accident/Disease: $250,000 each accident
Bodily Injury by Accident/Disease: $500,000 policy limit
Property damage, contractual liability,
products-completed operations:
General Aggregate Limit (other than
Products/Completed Operations): $500,000
Products/Completed Operations: $500,000
Personal & Advertising Injury
Policy Limit: $500,000
Each Occurrence Limit: $250,000
Fire Damage (any one fire): $250,000
Medical Expense Limit (any one person): $ 50,000
Comprehensive Auto Liability (owned, hired and non-owned)
Bodily Single Limit: $500,000 each accident
Injury and property damage: $500,000 each accident
Policy Limit: $500,000
Umbrella Excess Liability
Each occurrence and aggregate: $500,000
Maximum deductible: $ 10,000
11/8/2023
BO-MAR INDUSTRIES, INC.
INDIANAPOLIS, IN 46203 -
110254
3838 S. ARLINGTON AVE.
City of Carmel
ONE CIVIC SQUARE
CARMEL, INDIANA 46032-2584
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
INDIANA RETAIL TAX EXEMPT
CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
35-6000972
PURCHASE ORDER NUMBER
THIS NUMBER MUST APPEAR ON INVOICES, A/P
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
VENDOR SHIP
TO
PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT
EXTENSION
Street Department
3400 W. 131st Street
Carmel, IN 46074-
317) 733-2001
371894
UNITPRICEDESCRIPTIONUNITOFMEASUREQUANTITY
Page 1 of 1
Matt Higginbotham
82228
2201Department:2201Fund:Motor Vehicle Highway FND
43-504.00Account:
Annual MaintenanceAgreement1 $10,000.00 $10,000.00Each
10,000.00SubTotal
10,000.00
Send Invoice To:
PLEASE INVOICE IN DUPLICATE
DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT
SHIPPING INSTRUCTIONS
SHIP PREPAID.
C.O.D. SHIPMENT CANNOT BE ACCEPTED.
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO.
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945
PAYMENT
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
AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN
THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER.
CONTROL NO. 110254
ORDERED BY
TITLE
CONTROLLER
Street Department
3400 W. 131st Street
Carmel, IN 46074-
Lee Higginbotham
317) 733-2001
Commissioner
CzBmmjtpoMzodi.NdHsbuibu2;24qn-Opw32-3134
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11/13/2023
OTT EQUIPMENT SERVICE INC
NOBLESVILLE, IN 46060 -
110267
517 HERRIMAN CT
City of Carmel
ONE CIVIC SQUARE
CARMEL, INDIANA 46032-2584
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
INDIANA RETAIL TAX EXEMPT
CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
35-6000972
PURCHASE ORDER NUMBER
THIS NUMBER MUST APPEAR ON INVOICES, A/P
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
VENDOR SHIP
TO
PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT
EXTENSION
Street Department
3400 W. 131st Street
Carmel, IN 46074-
317) 733-2001
355371
UNITPRICEDESCRIPTIONUNITOFMEASUREQUANTITY
Page 1 of 1
Matt Higginbotham
82341
2201Department:2201Fund:Motor Vehicle Highway FND
44-670.00Account:
Heavy Duty Balancer W/ LaserSystem1 $23,798.52 $23,798.52Each
Leverless Table-Top TireChanger1 $17,623.50 $17,623.50Each
41,422.02SubTotal
41,422.02
Send Invoice To:
PLEASE INVOICE IN DUPLICATE
DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT
SHIPPING INSTRUCTIONS
SHIP PREPAID.
C.O.D. SHIPMENT CANNOT BE ACCEPTED.
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO.
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945
PAYMENT
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
AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN
THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER.
CONTROL NO. 110267
ORDERED BY
TITLE
CONTROLLER
Street Department
3400 W. 131st Street
Carmel, IN 46074-
Lee Higginbotham
317) 733-2001
Commissioner
RESOLUTION NO. BPW 12-06-23-02
RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY
ACKNOWLEDGING AGREEMENT BETWEEN CITY AND VENDOR
WHEREAS, pursuant to Indiana Code 36-1-4-7, the City of Carmel, Indiana (“City”), is authorized to enter
into contracts; and
WHEREAS, pursuant to Indiana Code 36-4-5-3, the City’smayor may enter into contracts on behalf ofthe
City; and
WHEREAS, pursuant to his authority under Indiana law, the City’smayor, the Honorable James C. Brainard,
has caused to be signed the Agreement attached hereto (the “Contract”); and
WHEREAS, Mayor Brainard now wishes to present the contract to the City’sBoard of Public Works and
Safety for it to be publicly acknowledged, filed in the Clerk’sOffice, and made available to the public for review.
NOW, THEREFORE, BE IT RESOLVED by the City of Carmel Board of Public Works and Safety as
follows:
1. The foregoing Recitals are incorporated herein by this reference.
2. The receipt of the Contract is hereby acknowledged.
3. The Contract shall be promptly filed in the office of the Clerk and thereafter made available to the public
for review.
SO RESOLVED this day of , 2023.
CITY OF CARMEL, INDIANA
By and through its Board of Public Works and Safety
BY:
James Brainard, Presiding Officer
Date:
Mary Ann Burke, Member
Date:
Lori S. Watson, Member
Date:
ATTEST:
Sue Wolfgang, Clerk
Date:
CzTfshfzHsfdivlijobu4;4:qn-Opw19-3134
All Star Paving, Inc.
Street Department - 2023
Appropriation #2201 176 44-628.06 ARP Covid Local Fis Rec Fund; P.O. #110183
Contract Not To Exceed $83,649.98
6. DISCLOSURE AND WARNINGS:
If requested by City, Vendor shall promptly furnish to City, in such form and detail as City may direct, a list of
all chemicals, materials, substances and items used in or during the provision of the Goods and Services
provided hereunder, including the quantity, quality and concentration thereof and any other information relating
thereto. At the time of the delivery of the Goods and Services provided hereunder, Vendor agrees to furnish to
City sufficient written warning and notice (including appropriate labels on containers and packing) of any
hazardous material utilized in or that is a part of the Goods and Services.
7. LIENS:
Vendor shall not cause or permit the filing of any lien on any of City’s property. In the event any such lien is
filed and Vendor fails to remove such lien within ten (10) days after the filing thereof, by payment or bonding,
City shall have the right to pay such lien or obtain such bond, all at Vendor’s sole cost and expense.
8. DEFAULT:
In the event Vendor: (a) repudiates, breaches or defaults under any of the terms or conditions of this
Agreement, including Vendor’s warranties; (b) fails to provide the Goods and Services as specified herein; (c)
fails to make progress so as to endanger timely and proper provision of the Goods and Services and does not
correct such failure or breach within five (5) business days (or such shorter period of time as is commercially
reasonable under the circumstances) after receipt of notice from City specifying such failure or breach; or (d)
becomes insolvent, is placed into 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 (1) terminate
all or any parts of this Agreement, without liability to Vendor; and (2) exercise all other rights and remedies
available to City at law and/or in equity.
9. INSURANCE AND INDEMNIFICATION:
Vendor shall procure and maintain in full force and effect during the term of this Agreement, with an insurer
licensed to do business in the State of Indiana, such insurance as is necessary for the protection of City and
Vendor from all claims for damages under any workers’ compensation, occupational disease and/or
unemployment compensation act; for bodily injuries including, but not limited to, personal injury, sickness,
disease or death of or to any of Vendor’s agents, officers, employees, contractors and subcontractors; and, for
any injury to or destruction of property, including, but not limited to, any loss of use resulting therefrom. The
coverage amounts shall be no less than those amounts set forth in attached Exhibit C. Vendor shall cause its
insurers to name City as an additional insured on all such insurance policies, shall promptly provide City, upon
request, with copies of all such policies, and shall provide that such insurance policies shall not be canceled
without thirty (30) days prior notice to City. Vendor shall indemnify and hold harmless City from and against
any and all liabilities, claims, demands or expenses (including, but not limited to, reasonable attorney fees) for
injury, death and/or damages to any person or property arising from or in connection with Vendor’s provision
of Goods and Services pursuant to or under this Agreement or Vendor’s use of City property.
Vendor further agrees to indemnify, defend and hold harmless City and its officers, officials, agents and
employees from all claims and suits of whatever type, including, but not limited to, all court costs, attorney fees,
and other expenses, caused by any act or omission of Vendor and/or of any of Vendor’s agents, officers,
employees, contractors or subcontractors in the performance of this Agreement. These indemnification
obligations shall survive the termination of this Agreement.
S:\\Contracts\\Departments\\Street\\2023\\All Star Paving, Inc. Goods and Services - Road Rejuvination.docx:11/6/2023 2:31 PM\]
2
All Star Paving, Inc.
Street Department - 2023
Appropriation #2201 176 44-628.06 ARP Covid Local Fis Rec Fund; P.O. #110183
Contract Not To Exceed $83,649.98
10. GOVERNMENT COMPLIANCE:
Vendor agrees to comply with all federal, state and local laws, executive orders, rules, regulations and codes
which may be applicable to Vendor’s performance of its obligations under this Agreement, and all relevant
provisions thereof are incorporated herein by this reference. Vendor agrees to indemnify and hold harmless
City from any loss, damage and/or liability resulting from any such violation of such laws, orders, rules,
regulations and codes. This indemnification obligation shall survive the termination of this Agreement.
11. NONDISCRIMINATION:
Vendor represents and warrants that it and all of its officers, employees, agents, contractors and
subcontractors shall comply with all laws of the United States, the State of Indiana and City prohibiting
discrimination against any employee, applicant for employment or other person in the provision of any Goods
and Services provided by this Agreement with respect to their hire, tenure, terms, conditions and privileges of
employment and any other matter related to their employment or subcontracting, because of race, religion,
color, sex, handicap, national origin, ancestry, age, disabled veteran status and/or Vietnam era veteran status.
12. E-VERIFY:
Pursuant to I.C. § 22-5-1.7 et seq., as the same may be amended from time to time, and as is incorporated
herein by this reference (the “Indiana E-Verify Law”), Vendor is required to enroll in and verify the work eligibility
status of its newly-hired employees using the E-Verify program, and to execute the Affidavit attached herein
as Exhibit D, affirming that it is enrolled and participating in the E-Verify program and does not knowingly
employ unauthorized aliens. In support of the Affidavit, Vendor shall provide the City with documentation
indicating that it has enrolled and is participating in the E-Verify program. Should Vendor subcontract
for the performance of any work under and pursuant to this Agreement, it shall fully comply with the Indiana E-
Verify Law as regards each such subcontractor. Should the Vendor or any subcontractor violate the Indiana
E-Verify law, the City may require a cure of such violation and thereafter, if no timely cure is performed,
terminate this Agreement in accordance with either the provisions hereof or those set forth in the Indiana E-
Verify Law. The requirements of this paragraph shall not apply should the E-Verify program cease to exist.
13. NO IMPLIED WAIVER:
The failure of either party to require performance by the other of any provision of this Agreement shall not affect
the right of such party to require such performance at any time thereafter, nor shall the waiver by any party of
a breach of any provision of this Agreement constitute a waiver of any succeeding breach of the same or any
other provision hereof.
14. NON-ASSIGNMENT:
Vendor shall not assign or pledge this Agreement, whether as collateral for a loan or otherwise, and shall not
delegate its obligations under this Agreement without City’s prior written consent.
15. RELATIONSHIP OF PARTIES:
The relationship of the parties hereto shall be as provided for in this Agreement, and neither Vendor nor any
of its officers, employees, contractors, subcontractors and agents are employees of City. The contract price
set forth herein shall be the full and maximum compensation and monies required of City to be paid to Vendor
under or pursuant to this Agreement.
16. GOVERNING LAW; LAWSUITS:
This Agreement is to be construed in accordance with and governed by the laws of the State of Indiana, except
for its conflict of laws provisions. The parties agree that, in the event a lawsuit is filed hereunder, they waive
their right to a jury trial, agree to file any 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.
S:\\Contracts\\Departments\\Street\\2023\\All Star Paving, Inc. Goods and Services - Road Rejuvination.docx:11/6/2023 2:31 PM\]
3
All Star Paving, Inc.
Street Department - 2023
Appropriation #2201 176 44-628.06 ARP Covid Local Fis Rec Fund; P.O. #110183
Contract Not To Exceed $83,649.98
17. SEVERABILITY:
If any term of this Agreement is invalid or unenforceable under any statute, regulation, ordinance, executive
order or other rule of law, such term shall be deemed reformed or deleted, but only to the extent necessary to
comply with same, and the remaining provisions of this Agreement shall remain in full force and effect.
18. NOTICE:
Any notice provided for in this Agreement will be sufficient if itis in writing and is delivered by postage prepaid
U.S. certified mail, return receipt requested, to the party to be notified at the address specified herein:
If to City: City of Carmel AND City of Carmel
Street Department Office of Corporation Counsel
st3400W. 131 Street One Civic Square
Carmel, Indiana 46074 Carmel, Indiana 46032
If to Vendor: All Star Paving, Inc.
4320 N US Hwy 31
Seymour, Indiana 47274
Notwithstanding the above, notice of termination under paragraph 19 hereinbelow shall be effective if given
orally, as long as written notice is then provided as set forth hereinabove within five (5) business days from the
date of such oral notice.
19. TERMINATION:
19.1 Notwithstanding anything to the contrary contained in this Agreement, City may, upon notice to Vendor,
immediately terminate this Agreement for cause, in the event of a default hereunder by Vendor and/or
if sufficient funds are not appropriated or encumbered to pay for the Goods and Services to be provided
hereunder. In the event of such termination, Vendor shall be entitled to receive only payment for the
undisputed invoice amount representing conforming Goods and Services delivered as of the date of
termination, except that such payment amount shall not exceed the Estimate amount in effect at the
time of termination, unless the parties have previously agreed in writing to a greater amount.
19.2 City may terminate this Agreement at any time upon thirty (30) days prior notice to Vendor. In the
event of such termination, Vendor shall be entitled to receive only payment for the undisputed invoice
amount of conforming Goods and Services delivered as of the date of termination, except that such
payment amount shall not exceed the Estimate amount in effect at the time of termination, unless the
parties have previously agreed in writing to a greater amount.
19.3 The City may terminate this Agreement pursuant to Paragraph 11 hereof, as appropriate.
20. REPRESENTATIONS AND WARRANTIES
The parties represent and warrant that they are authorized to enter into this Agreement and that the persons
executing this Agreement have the authority to bind the party which they represent.
21. ADDITIONAL GOODS AND SERVICES
Vendor understands and agrees that City may, from time to time, request Vendor to provide additional goods
and services to City. When City desires additional goods and services from Vendor, the City shall notify Vendor
of such additional goods and services desired, as well as the time frame in which same are to be provided.
Only after City has approved Vendor’s time and cost estimate for the provision of such additional goods and
services, has encumbered sufficient monies to pay for same, and has authorized Vendor, in writing, to provide
S:\\Contracts\\Departments\\Street\\2023\\All Star Paving, Inc. Goods and Services - Road Rejuvination.docx:11/6/2023 2:31 PM\]
4
All Star Paving, Inc.
Street Department - 2023
Appropriation #2201 176 44-628.06 ARP Covid Local Fis Rec Fund; P.O. #110183
Contract Not To Exceed $83,649.98
such additional goods and services, shall such goods and services be provided by Vendor to City. A copy of
the City’s authorization documents for the purchase of additional goods and services shall be numbered and
attached hereto in the order in which they are approved by City.
22. TERM
Unless otherwise terminated in accordance with the termination provisions set forth in Paragraph 19
hereinabove, this Agreement shall be in effect from the Effective Date through December 31, 2023 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.
23. HEADINGS
All heading 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.
24. BINDING EFFECT
The parties, and their respective officers, officials, agents, partners, successors, assigns and legal
representatives, are bound to the other with respect to all of the covenants, terms, warranties and obligations
set forth in Agreement.
25. NO THIRD PARTY BENEFICIARIES
This Agreement gives no rights or benefits to anyone other than City and Vendor.
26. DEBARMENT AND SUSPENSION
26.1 The Vendor certifies by entering into this Agreement that neither it nor its principals nor any of its
subcontractors are presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily
excluded from entering into this Agreement by any federal agency or by any department, agency or political
subdivision of the State of Indiana. The term “principal” for purposes of this Agreement means an officer,
director, owner, partner, key employee or other person with primary management or supervisory
responsibilities, or a person who has a critical influence on or substantive control over the operations of the
Vendor.
26.2 The Vendor certifies that it has verified the state and federal suspension and debarment status for all
subcontractors receiving funds under this Agreement and shall be solely responsible for any recoupment,
penalties or costs that might arise from use of a suspended or debarred subcontractor. The Vendor shall
immediately notify the City if any subcontractor becomes debarred or suspended, and shall, at the City’s
request, take all steps required by the City to terminate its contractual relationship with the subcontractor for
work to be performed under this Agreement.
27. IRAN CERTIFICATION
Pursuant to I.C. § 5-22-16.5, the Vendor shall certify that, in signing this Agreement, it does not engage in
investment activities within the Country of Iran.
28. ADVICE OF COUNSEL:
The parties warrant that they have read this Agreement and understand it, have had the opportunity to obtain
legal advice and assistance of counsel throughout the negotiation of this Agreement, and enter into same
freely, voluntarily, and without any duress, undue influence or coercion.
S:\\Contracts\\Departments\\Street\\2023\\All Star Paving, Inc. Goods and Services - Road Rejuvination.docx:11/6/2023 2:31 PM\]
5
Exhibit A
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EXHIBIT B
Invoice
Date:
Name of Company:
Address & Zip:
Telephone No.:
Fax No.:
Project Name:
Invoice No.
Purchase Order No:
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
EXHIBIT C
INSURANCE COVERAGES
Worker’s Compensation & Disability Statutory Limits
Employer’s Liability:
Bodily Injury by Accident/Disease: $100,000 each employee
Bodily Injury by Accident/Disease: $250,000 each accident
Bodily Injury by Accident/Disease: $500,000 policy limit
Property damage, contractual liability,
products-completed operations:
General Aggregate Limit (other than
Products/Completed Operations): $500,000
Products/Completed Operations: $500,000
Personal & Advertising Injury
Policy Limit: $500,000
Each Occurrence Limit: $250,000
Fire Damage (any one fire): $250,000
Medical Expense Limit (any one person): $ 50,000
Comprehensive Auto Liability (owned, hired and non-owned)
Bodily Single Limit: $500,000 each accident
Injury and property damage: $500,000 each accident
Policy Limit: $500,000
Umbrella Excess Liability
Each occurrence and aggregate: $500,000
Maximum deductible: $ 10,000
10/26/2023
ALL STAR PAVING INC
SEYMOUR, IN 47274 -
110183
4320 N US HWY 31
City of Carmel
ONE CIVIC SQUARE
CARMEL, INDIANA 46032-2584
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
INDIANA RETAIL TAX EXEMPT
CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
35-6000972
PURCHASE ORDER NUMBER
THIS NUMBER MUST APPEAR ON INVOICES, A/P
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
VENDOR SHIP
TO
PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT
EXTENSION
Street Department
3400 W. 131st Street
Carmel, IN 46074-
317) 733-2001
376645
UNITPRICEDESCRIPTIONUNITOFMEASUREQUANTITY
Page 1 of 1
Matt Higginbotham
81848
2201Department:176Fund:ARP COVID LOCAL FIS REC
44-628.06Account:
Asphalt Rejuvenation for E Main & Gray1 $83,649.98 $83,649.98Each
83,649.98SubTotal
83,649.98
Send Invoice To:
PLEASE INVOICE IN DUPLICATE
DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT
SHIPPING INSTRUCTIONS
SHIP PREPAID.
C.O.D. SHIPMENT CANNOT BE ACCEPTED.
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO.
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945
PAYMENT
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
AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN
THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER.
CONTROL NO. 110183
ORDERED BY
TITLE
CONTROLLER
Street Department
3400 W. 131st Street
Carmel, IN 46074-
Lee Higginbotham
317) 733-2001
Commissioner
C
l
e
r
k
Clerk 11/29/23
BPW 12/6/23
REVIEWED/RECOMMEND APPROVAL
CPD Horner 11-14-23 STREET Privett 11-15-27
CFD Heavner 11-16-23 ENG Kirsh 11-27-23 *Organizer should check in 8/24
CRED Brewer 11-16-23 to check on construction
CITY OF CARMEL, INDIANA
INFORMATION
SPECIAL EVENT/ FACILITY USE REQUEST FORM
*Must be at least 18 years of age to complete this form.CONTACT INFORMATION: Contact Person
Email
Phone Number:
Cell Number:
Name/Organization:
Address
Organization Type:
Residency/Location:
Event/Use Purpose:
Event Date
12/15/2023
Andris Berzins
aberzins@carmel.in.gov
Carmel Sister Cities
Street Address
Non-Profit Organization
State/ Province / Region
IN
Country
United States
Do you reside or are you located within the Carmel city limits?
Yes
No
Camel and Jelgava Sisler City Committee, friends, and family, lo visit Carmel
Gazebo to view the Jelgava and Sister City Christmas trees and sing Christmas
Carols, possible visit by CFO and Santa. No set up or tear down required at this
point.
End Date
12/15/2023
Number of People Expected: 25
Set-Up Start time 08:00:00 PM
Clrk Clerk 11/29/23
BPW 12/6/23
REVIEWED/RECOMMEND APPROVAL
CPD Horner 11/28/23 STREET Privett 11/28/23
CFD Heavner 11/28/23 ENG Kirsh 11/29/23
CRED Brewer 11/28/23
Clerk 11/29/23
BPW 12/6/23
REVIEWED/RECOMMEND APPROVAL
CPD Horner 11/13/23 STREET Privett 11/15/23
CFD Heavner 11/13/23 ENG Kirsh 11/13/23 *Organizer to check
CRED Brewer 11/28/23 back with ENG in Feb/March re construction at
Carter Green
REVIEWED/APPROVED
Center Performing Arts 11/13/23
REI 11/13/23
NOTE FROM CARMEL FIRE DEPARTMENT:
Organizer and CFD must meet to discuss safety
matters.
Clerk 11/29/23
BPW 12/6/23
REVIEWED/RECOMMEND APPROVAL
CPD Horner 11/16/23 STREET Privett 11/16/23
CFD Heavner 11/16/23 ENG Kirsh 11/13/23 *T Oliver should check
CRED Brewer 11/28/23 back 4/24 re possible new construction.
REVIEWED/APPROVED
Farmers Market-Carter 10/25/23
REI & Center for Performing Arts-11/13/23
Exhibit A
November 21, 2023
City of Carmel Engineering Department
One Civic Square
Carmel, IN 46032
Attention: Alex Jordan
Re: SW-2023-00043
New Residence 1151 W 116th St
Waiver Request
Dear Mr. Jordan:
In response to your comments dated September 26, 2023 the following waivers are being requested for
this project.
Waiver #1 – Section 104.02 of the Stormwater Technical Standards Manual states “the building’s lowest
entry elevation that is adjacent to and facing a road shall be a minimum of 12 inches above the road
elevation.” The existing house pad sits 6 feet below the existing 116 th pavement. The proposed home
will be only 4 feet below the existing pavement. Care has been taken to route surface flows around the
house to alleviate any potential for flooding.
Waiver #2 – Section 302.06 (10) of the Stormwater Technical Standards Manual states “No residential
lots, or any part thereof, shall be used for any part of a detention basin,…” As this residential lot is being
required to contain detention to meet the Stormwater Technical Standards Manual is requested that a
variance from Section 302.06 (10) of the Stormwater Technical Standards Manual forbidding detention
on a residential lot be granted.
If you have any questions or comments concerning these revisions, please contact me at
bbrown@stoeppelwerth.com or my direct line at (317) 570-4704.
Very truly yours,
STOEPPELWERTH & ASSOCIATES, INC.
Brian M. Brown, PE, CFM
Director of Water Resources
Cc:
BMB/ads
S:\104872HOS\Blue Book\Agency_Correspondence\Waiver RequestCarmel.docx
November 16, 2023
City of Carmel Engineering Department
One Civic Square
Carmel, IN 46032
Attention: Alex Jordan
Re: SW-2023-00044
New Residence – 4130 W 131st St
Waiver Request
Dear Mr. Jordan:
In response to your comments dated September 28, 2023 the following waivers are being requested for
this project.
Waiver #1 – Section 302.06 (10) of the Stormwater Technical Standards Manual states “No residential
lots, or any part thereof, shall be used for any part of a detention basin,…” As this residential lot is being
required to contain detention to meet the Stormwater Technical Standards Manual is requested that a
waiver from Section 302.06 (10) of the Stormwater Technical Standards Manual forbidding detention on
a residential lot be granted.
Waiver #2 – Standard Detail 10-21A – Residential Driveway Depressed Curb requires the driveway
material to be concrete. A waiver from this requirement is being requested to allow the property owner
to install a permeable paver driveway to help improve water quality.
If you have any questions or comments concerning these revisions, please contact me at
bbrown@stoeppelwerth.com or my direct line at (317) 570-4704.
Very truly yours,
STOEPPELWERTH & ASSOCIATES, INC.
Brian M. Brown, PE, CFM
Director of Water Resources
Cc: File
Om Narla, Property Owner
BMB/ads
S:\106842\Blue Book\Agency_Correspondence\Waiver Request Carmel.docx
2023.00797 // PAGE 1
November 22, 2023
Mr. Alex Jordan
Engineering Department
City of Carmel
One Civic Square
Carmel, Indiana 46032
Re: Request for Variance – Detention basins sized to detain for fully developed right-of-way
Docket No. #PZ-2023-00189 DP/ADLS – Midwest Eye Institute at the Bridges
Dear Mr. Jordan:
American Structurepoint, Inc., on behalf of our client, Cornerstone Development Group, respectfully requests
the following variance from The City of Carmel Stormwater Technical Standards.
We are requesting a variance from standards 102.03.i.b and 302.06.12, which require detention basins to be sized
to detain the runoff from the fully developed right-of-way per the City of Carmel 20-year Thoroughfare Plan.
The right-of-way along Illinois Street has recently been improved (within the last 10 years) with new drainage
throughout the entirety of the street and is completely independent of the site. Given the recent improvements
and developments adjacent to Illinois Street, it is unlikely any future improvements will be made to the right-of-
way that would necessitate additional stormwater detention volume be provided, which is understood to be the
intent of section 302.06.12 of the Standards.
In addition, during the master planning efforts for the Bridges PUD development, the Illinois Street right-of-way
was always viewed and drained independent of the adjacent properties. The subsequent master planned drainage
for the Bridges PUD did not include this right-of-way. The proposed design is consistent with all previous work
and approvals associated with the Bridges PUD and the various outlots.
There will be no undue burden placed on the City’s infrastructure as a result of this variance request and with
the reduced release rate from the site as a result of development, the downstream infrastructure will likely see a
benefit to the overall system.
We appreciate your time and consideration of our request. Please call me at (317) 547-5580 if you have any
questions.
Sincerely,
American Structurepoint, Inc.
Kylie Bright-Schuler, EI
2023.00797 // PAGE 1
November 22, 2023
Mr. Alex Jordan
Engineering Department
City of Carmel
One Civic Square
Carmel, Indiana 46032
Re: Request for Variance – Detention basins sized to detain for fully developed site.
Docket No. #PZ-2023-00189 DP/ADLS – Midwest Eye Institute at the Bridges
Dear Mr. Jordan:
American Structurepoint, Inc., on behalf of our client, Cornerstone Development Group, respectfully requests
the following variance from The City of Carmel Stormwater Technical Standards.
We are requesting a variance from standard 302.03, which requires detention basins to be sized to detain the
runoff from the site at all outlet points. The existing structure at the southern end of the site currently drains the
entirety of the property as it sits today. The undeveloped basin consists of approximately 5.82 acres and has a
100-year runoff of 48.54 cfs. The proposed development of the site will decrease the basin area to 0.47 acre and
decrease the 100-year runoff to 3.49 cfs. Our variance request is specific to the southernmost basin adjacent to
111th Street only. All other areas adjacent to the right-of-way will be detained.
Additionally, the existing site has a berm (as required per the PUD) on the south portion of the property with
stormwater infrastructure to drain the area in front of and behind it resulting in natural low points of the property.
We have pulled back our limits of disturbance to this area and are not taking it into account for our allowable
release rates for the property. Due to the extensive amount of utilities and existing infrastructure in this area, the
only proposed work to be done is the addition of the multi-use path as required per the City of Carmel.
Furthermore, due to the existing elevations of these low points, there is insufficient depth available to drain them
back into the on-site detention system without a significant increase in grade over the existing utilities and around
overhead utility poles (and guy wires).
Due to the already constrained release rates of 0.47 and 1.41 cfs, and the runoff produced from this area
exceeding that, we cannot account for this portion of the property in the detention releases and still have a
positive release rate. Overall, we are decreasing the 100-year release from the property from 48.54 cfs to a
combined 4.9 cfs, which is almost a 90% reduction in peak flow rates.
There will be no undue burden placed on the City’s infrastructure as a result of this variance request and with
the reduced release rate from the site as a result of development, the downstream infrastructure will likely see a
benefit to the overall system.
We appreciate your time and consideration of our request. Please call me at (317) 547-5580 if you have any
questions.
Sincerely,
American Structurepoint, Inc.
Kylie Bright-Schuler, EI