HomeMy WebLinkAboutFully Executed AgreementKITTITAS COUNTY
AGREEMENT FOR SERVICES
PH M H 26-003
This Agreement for Services (hereinafter "Agreement") is entered into by and between Kittitas County
(hereinafter "County"), a political subdivision of the State of Washington, and Comprehensive (hereinafter
"Contractor").
The purpose of this Agreement is as follows: Provide Crisis Care Management at Kittitas Valley Healthcare.
The term of this Agreement shall be from January !, 2027 , to Decembe r 3L, 2O27 , unless the Agreement
is terminated early or its term is extended as provided herein'
The parties' addresses and points of contact for the administration of this Agreement are as follows:
COUNTY CONTRACTOR
This Agreement includes the following, which are attached hereto and hereby incorporated by this
507 N Nanum Street, Ste LL02
Ellensburg, WA 98926
Kasey Knutson
Human Services Manager
Human Services
Kasey.knutson @co.kittitas.wa.us
509-962-7sLs
Attachment "A":
Attachment "8":
Attachment "C":
Attachment "D":
Attachment "E":
Attachment "F":
PO Box 959
Yakima, WA 98907
Jodi Daly
cEo
Jodi.dalv@comphc.org
509-575-4084
reference:
Scope of Work
Compensation
I nsura nce Requirements
Reporting
General Terms and Conditions
w-9 (contractor must complete and return to the county for payment)
Kittitas County Agreement for Services (rev.5/La/25)
Page 1 of 22
CONTRACTOR
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KITTITAS COUNTY
BOARD OF UNTY COMMISSIONERS
Chair
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tN WTTNESS WHEREOF, this Agreement has been executed by and on behalf of the parties through their
authorized representatives, effective as of the latest date written below.
Kittitas County Agreement for Services (rev.5/L4/25)
Page 2 of 22
ATTACHMENT "A,,
SCOPE OF WORK
Maintain sufficient FTE to provide established hours of Crisis Case Management (CCM) at Kittitas Valley
Healthcare.
o Staff training to include use of Columbia-Suicide Severity Rating Scale, lnvoluntary Treatment Act law, and
the Daily Living Activities -20 functional assessment'
o Screen individuals who have been referred to CCM.
o Based on screening outcomes, refer individuals with behavioral health needs to appropriate care facilities,
treatment, or other applicable agencies.
o Track and submit data as specified in Attachment "D" (Reporting)
Kittitas County Agreement for Services (rev.5/t4/25)
Page3 of 22
a
AfiACHMENT'8,,
COMPENSATION
THE COUNTY WILL NOT PROCESS PAYMENT FOR SERVICES RENDERED UNDER THIS AGREEMENT UNTIL
CONTRACTOR SUBMITS A COMPLETED W-9 (SEE ATTACHMENT "E").
As full compensation for satisfactory performance of the work described in Attachment "A", and within
thirty (30) days of receiving Contractor's itemized invoice, the County shall pay Contractor the following amount(s)
plus any applicable taxes as detailed in Contractor's invoice: $400,000'
Unless otherwise provided herein, Contractor shall be solely responsible for Contractor's travel and
related expenses.
Any uses of these funds outside of the listed allowable uses must be approved by Kittitas County in advance of the
expenditure, in writing.
Allowable uses of these funds are personnel costs including salary and benefits, indirect costs at the organization's
approved indirect cost rate, or if none, up to 10% of salaries and benefits, and basic technology and supplies
necessary to carry out the duties of the Crisis Case Manager position, including but not limited to cell phone, wifi
access, and laptop computer, Unless otherwise provided herein, Contractor shall be solely responsible for
contractor,s travel and related expenses. Any uses of these funds outside of the listed allowable uses must be
approved by Kittitas County in advance of the expenditure, in writing.
All funding is based on local tax and fee revenue. lf local economic conditions result in insufficient funds to
compensate at the stated levels, the County reserves the right to renegotiate funding amounts to remain within
available revenue balances. The County will notify the Contractor immediately if financial forecasting or actuals
indicate such a circumstance.
All funds must be spent by December 31-,2027. No extension of the funding period will be granted.
Reimbursement Procedures
A. The Contractor shall submit invoices for services due once a month, which shall be emailed to Katie
Odiaga, Kittitas County Public Health Department, at katie.odiaea@co.kittitas.wa.us.
B. Att invoices must be submitted by of the end of the month fottowing the catendar month in which
services were detivered.
c. The contactor must provide adequate backup documentation to support costs in each invoice. This
includes a general ledger from the financial accounting system detailing transactions and expenditure
dates for allowable activities within the period of performance. Payroll expenses must show employee
names, hourly rate, number of hours, total pay, and project code. Benefits can be one line item but
should include project code. Non-payroll expenses must include a copy of the receipt or payment
invoice. Payments to subcontractors must be listed as a specific line item per subcontractor.
D. All invoices must include invoice date and an invoice number'
E. All invoices must also be accompanied by an updated Contractor Spending Form, as provided by Kittitas
county, to ensure that billing record keeping matches county records.
F. Failure to submit required monthly deliverable reports as outlined in Attachment A: Scope of Work may
result in delayed reimbursement payments or denial of invoices.
Kittitas County Agreement for Services (rev. 5/74/25)
Page 4 of 22
G. Kittitas County is not liable for services provided unless the invoice is received on time or prior
arrangements are agreed to in writing signed by the County'
H. ln no event shall payments under this agreement total more than 5400,000.
Kittitas County Agreement for Services (rev.5/t4/25l'
Page5 of 22
ATTACHMENT'C"
I NSURANCE REQUIREMENTS
Contractor shall secure and maintain in effect at all times during performance of work under this
Agreement such insurance as will protect Contractor, its employees, and agents from all claims, losses, harm,
costs, liabilities, damages and expenses arising out of Contractor's performance under this Agreement, including
but not limited to personal injury (including death) or property damage'
All insurance shall be issued by companies admitted to do business in the State of Washington and have
a rating of A-, Class Vll or better in the most recently published edition of Best's Reports unless otherwise approved
by the county. lf an insurer is not admitted, all insurance policies and procedures for issuing the insurance policies
must comply with Chapter 48.15 RCW and 284-15 WAC.
At a minimum, Contractor shall maintain and provide proof of the following selected options:
x Commercial General Liabilitv lnsurance
. Coverage limits not less than:
e $1,000,000 per occurrence, for all covered losses
. $2,000,000 general aggregate
. Sl-,000,000 products & completed operations aggregate
. $l-,000,000 personal and advertising injury, each offense
' The policy must be endorsed to include the County and its officials, employees and agents
as additional insureds.
Commercial Automobile Liabilitv lnsurance
. Automobile Liability for owned, non-owned, hired, and leased vehicles, with an MCS 90
endorsement and a CA 9948 endorsement attached if 'pollutants' are to be transported.
. Coverage limits not less than:
. S1,000,000 combined single limit
Excess or Umbrella Liabilitv
. Contractor shall provide Excess or Umbrella Liability coverage of 55,000,000. This Excess
or Umbrella Liability coverage shall apply, at a minimum, to both the Commercial General
and Automobile lnsurance policy coverages. lf used to meet limit requirements, coverage
must be at least as broad as specified for underlying coverages, and must cover those
insured in the underlying policies.
. This requirement may alternatively be satisfied through Contractor's primary Commercial
Generaland Automobile Liability coverage, or any combination thereof.
' The policy must be endorsed to include the County and its officials, employees and agents
as additional insureds.
. Coverage shall be "pay on behalf", with defense costs payable in addition to policy limits.
. There shall be no cross liability exclusion precluding coverage for claims or suits by one
insured against another.
Workers' Compensation & Emplover's Liabilitv
. Contractor shall provide Workers Compensation and Employer's Liability insurance on a
state-approved policy form providing benefits as required by law with employer's liability
limits no less than S1,000,000 per accident or disease'
Kittitas County Agreement for Services (rev.5/U/25l'
Page 5 of 22
u
o $1,000,000 each claim
contractor must provide evidence of this coverage on a policy form appropriate to
Contractor's profession.
Contractor shall furnish to the County a Certificate of lnsurance, with endorsement where required above,
as evidence that policies providing insurance required by this Agreement are in full force and effect. Contractor's
insurance policies required above must apply on a primary non-contributing basis in relation to any other
insurance or self-insurance available to the County.
Contractor agrees to provide notice to the County at least thirty (30) days prior to cancellation, or any
material alteration or non-renewal, of any of the above-required insurance coverages.
Contractor shall assume full responsibility for all loss or damage from any cause whatsoever to any tools,
machinery, equipment, or motor vehicles owned or utilized by Contractor, or Contractor's agents, employees,
suppliers or contractors, as well as to any temporary structures, scaffolding and/or protective fences.
Contractor shall have sole responsibility for ensuring the insurance coverage and limits required herein
are also obtained by any subcontractors.
NOTE: Notwithstanding any other provision(s) of this Agreement, no contract shall form under this Agreement
until and unless the following are provided to the County: (1) a copy of the Certificate(s) of lnsurance with all
required endorsements, properly completed and in the amounts required, and (2) where requested by the County,
a copy of the required insurance policies, including all required endorsements'
Kittitas County Agreement for Services (rev.5lt4/25l,
PageT of 22
ATTACHMENT ''D''
REPORTING
Contractor shall provide quarterly progress reports using the template provided. Please submit progress reports
to the clerk at hea lthandhuma nservices@co. kittitas.wa'us.
Due Dates are as follows:
. Quarter 1 (January-March) report due on the last day of April.
o Quarter 2 (April-June) report due on the last day of iuly.
o Quarter 3 (July-September) report due on the last day of October.
o Quarter 4 (October-December) report due on the last day of January.
The report shall include, at a minimum:
1. A brief progress update on each of the activities in your approved Performance lndicators and Evaluation
Workbook, including relevant successes and challenges.
2. A data summary of the following outputs as indicated in your Performance lndicators and Evaluation
Workbook (submitted in application process) and additional county requests:
a) Number of incoming referrals and their source
b) Total number of individuals seen by CCMs
c) Number of individuals screened for suicidal ideation
d) Number of individuals screened for behavioral health or related interventions (other than suicidal
e)
ideation)
Number of individuals referred to crisis or other behavioral health services for suicide risk,
ideation, or behavior (total outgoing referrals)
Number of Release of lnformation forms signed and declined
Number of individuals receiving or participating in evidence-based behavioral health-related
services as a result of the grant (how many people accessed care from outgoing referrals vs
dropping out)
Number of individuals (staff) trained in suicide risk assessment as a result of the grant
f)
s)
h)
The County retains the right to request clarification or additional information of the applicant as needed to assess
project progress and/or appropriate use offunds.
Failure to submit the required reports may result in delayed reimbursement payments, denial of invoices, or
contract termination.
Contracts, reporting, and invoicing documentation is subject to public disclosure' Please refrain from using
individual names in these documents. These documents may be posted to the Kittitas County Public Department's
Website at any time to provide transparency in the use of tax funding.
Kittitas Cou nty Agreement for Services (rev . 5/U/25l,
Page 8 of 22
AfiACHMENT'E"
GENERAL TERMS D CONDITIONS
L. Scope of Contractor's Services: Contractor agrees to provide to the County services as set forth in
Attachment "A". No materials, labor, or facilities will be furnished by the County, unless otherwise provided
herein. All work performed under this Agreement shall comply with applicable laws and regulations.
2. Accounting and Pamen!: Compensation to Contractor for services rendered under this Agreement
shall be as set forth in Attachment "B". Where Attachment "B" requires payment(s) by the County, payment shall
be based upon billings, supported unless provided otherwise in Attachment "B", by documentation of units of
work actually performed and amounts earned, including, where appropriate, the total number of hours for the
month and the total dollar payment requested. Unless specifically stated in Attachment "8", the County will not
reimburse Contractor for any costs or expenses incurred by Contractor in performance of this Agreement. Where
required, the County shall, upon receipt of appropriate documentation, compensate Contractor, no more often
than monthly, through the County voucher system, for Contractor's services pursuant to the fee schedule set forth
in Attachment "B". ln the event Contractor fails to perform any of its obligations under this Agreement within the
time specified herein, then the County may withhold all monies due and payable to Contractor until such failure
to perform is cured or otherwise adjudicated. The County will not process payment for services rendered under
this Agreement until Contractor submits a completed W-9 (See Attachment "E").
3. Taxes: Contractor understands and acknowledges that the County will not withhold Federal or State
income taxes from payments made to Contractor. Where required by State or Federal law, Contractor authorizes
the County to make withholding for any taxes other than income taxes (e.g., Medicare). All compensation received
by Contractor will be reported to the lnternal Revenue Service at the end of the calendar year in accordance with
applicable IRS regulations. lt is the responsibility of Contractor to make its necessary estimated tax payments
throughout the year, if any, and Contractor is solely liable for any tax obligation arising from Contractor's
performance of this Agreement.
The County will pay sales and use taxes imposed on goods or services acquired hereunder as required by
law. Contractor must pay all other taxes, including but not limited to: business and occupation tax; or taxes based
on (1) Contractor's gross or net income, or (2) personal property to which the County does not hold title. The
County is exempt from federal excise tax.
4. lndependent Contractor: Contractor's services shall be furnished by Contractor as an independent
contractor, and nothing stated herein shall be construed to create a relationship of employer-employee or a
guarantee of future employment. Contractor acknowledges that its entire compensation under this Agreement
is specified in Attachment "8", and that Contractor is not entitled to any County benefits, including but not limited
to: vacation pay, holiday pay, sick leave pay, medical, dental, or other insurance benefits, or any other rights or
privileges afforded to Kittitas County employees'
5. Assignment and Subcontracting: and Subcontracting: No portion of this Agreement may be assigned
or subcontracted to any other individual, firm or entity without the express and prior written approval of the
County. The Contractor may only subcontract work contemplated under this agreement if it obtains the prior
written approval of the County. lf the County approves subcontracting, the Contractor shall maintain written
procedures related to subcontracting, as well as copies of all subcontracts and records related to subcontracts.
For cause, the County in writing may require the Contractor to amend its subcontracting procedures as they relate
Kittitas County Agreement for Services (rev.5/L4/25)
Page 9 of 22
to this agreement, prohibit the Contractor from subcontracting with a particular person or entity, or require the
Contractor to rescind or amend a subcontract. Every subcontract shall bind the Subcontractor to follow all
applicable terms of this agreement. The Contractor is responsible to the County if the Subcontractor fails to
comply with any applicable term or condition of this agreement. The Contractor shall appropriately monitor the
activities of the Subcontractor to assure fiscal conditions of this agreement. ln no event shall the existence of a
subcontract operate to release or reduce the liability of the Contractor to the County for any breach in the
performance of the Subcontractor's duties.
Every subcontract shall include a term that County is not liable for claims or damages arising from a
Su bcontractor's performa nce of the subcontract.
6 Risht to Review: Mai ntenance of Records: This Agreement is subject to review by any Federal or State
auditor. The County or its designee shall have the right to review and monitor the financial and service
components of the work performed under this Agreement by whatever means are deemed expedient by the
County. Such review may occur with or without notice, and may include, without limitation, on-site inspection,
inspection of all records or other materials which the County deems pertinent, and any and all communications
with or evaluation by service recipients under this Agreement. Contractor shall preserve and maintain all records
relating to this Agreement for six (6) years after termination or expiration of the Agreement, and upon request
shall make them available for review by any FederalorState auditor, the County, and/or any persons authorized
by the County.
7. Modification
7.1,. This Agreement may be amended by mutual agreement of the parties. Any such amendment
shall be in writing and signed by both parties.
7.2 The County may unilaterally amend this Agreement at any time by written notice ("Change
Notice,,) to Contractor, to modify the work to be performed under this Agreement, within the general scope of
the Agreement. Such changes may include, but are not limited to, changes in the exact scope of work to be
perfoimed (including modification, substitution, addition, or deletion of required tasks) and changes to the
schedule of performance. lf any such Change Notice causes an increase or decrease to Contractor's cost of, or the
time required for, performance of the work, an equitable adjustment in the compensation to Contractor and/or
in the schedule for the performance of the work shall be made by the County to reflect such an increase or
decrease. Notwithstanding any dispute or delay in arriving at a mutually acceptable equitable adjustment,
Contractor shall proceed in accordance with all Change Notices. Within thirty (30) days after receipt of any Change
Notice which, in Contractor's opinion, lacks an adequate adjustment, Contractor must submit to the County a
written statement requesting a modified adjustment; otherwise, Contractor will forfeit its right to any such
modified adjustment. The County retains the final right to determine adjustments hereunder.
8. Termination
8.1 This Agreement may be terminated at any time by mutual written agreement of the parties.
8.2 The County, by giving written notice, may terminate this Agreement at any time without cause
and without further obligation to Contractor except for payment due for deliverables provided and/or services
performed prior to the effective date of termination. An equitable adjustment in the contracted price for partially
completed tasks will be made by the County, but such adjustment shall not include compensation for loss of
anticipated profit on uncompleted work.
8.3 tf Contractor defaults by failing to perform any of its obligations under this Agreement, or
becomes insolvent, is declared bankrupt or commits any act of bankruptcy or insolvency, or makes an assignment
for the benefit of creditors, the County mav, by written notice to Contractor, terminate the Agreement, and at
Kittitas County Agreement for Services (rev.5/M/25)
Page LO of 22
the County's option, obtain performance of the work elsewhere. lf the Agreement is terminated under this
paragraph, Contractor shall not be entitled to receive any further payments under this Agreement until all of its
obligations hereunder have been fully performed, and any extra cost or damage to the County shall be deducted
from any money due or coming due to Contractor. Furthermore, in the event of termination underthis paragraph,
Contractor shall bear the costs of any extra expenses incurred by the County in completing the work, and all
damages sustained, or which may be sustained, by the County.
8.4 Termination of this Agreement by any means provided herein shall not excuse any party's
performance of its obligations hereunder through the effective date of termination, except that the County shall
not be obligated to pay for services that have not been performed or deliverables that have not been provided.
9. lndemnification
9.1 To the fullest extent permitted by law, Contractor agrees to indemnify, defend and hold the
County and its departments, elected and appointed officials, employees, agents and volunteers, harmless from
and against any and all claims, damages, losses and expenses, including but not limited to court costs, attorney's
fees and alternative dispute resolution costs, for any personal or bodily injury, sickness, disease or death, for any
damage to or destruction of any property (including the loss of use resulting therefrom), and for any other claims,
damages, losses, and expenses sustained by the County, which (1) are caused in whole or in part by any act or
omission, negligent or otherwise, of Contractor, its employees, agents or volunteers, or Contractor's
subcontractors, their employees, agents or volunteers; or (2) are directly or indirectly arising out of, resulting
from, or otherwise connected with the performance of this Agreement; or (3) are based upon Contractor's or its
subcontractors' use of, presence upon or proximity to the property of the County. This indemnification obligation
of Contractor shall not apply in the limited circumstance where the claim, damage, loss or expense is caused by
the sole negligence of the County. This indemnification obligation of Contractor shall not be limited in any way by
the Washington State lndustrial lnsurance Act, RCW Title 51, or by application of any other workmen's
compensation act, disability benefit act or other employee benefit act, and Contractor hereby expressly waives
any immunity afforded by such acts. The foregoing indemnification obligations of Contractor are a material
inducement to the County to enter into this Agreement, are reflected in Contractor's compensation, and have
been mutually negotiated by the parties.
g,Z The County reserves the right, but not the obligation, to participate in the defense of any claim
for damages, losses or expenses, and such participation shall not constitute a waiver of contractor's indemnity
obligations contained in any section of this Agreement.
9.3 ln the event Contractor enters into subcontracts to the extent allowed under this Agreement,
each such subcontractor shall indemnify the County on a basis equal to or exceeding contractor's indemnity
obligations to the County.
10. Venue and Choice of Law: ln the event that any litigation should arise concerning this Agreement,
the venue for such action shall be in the Superior Court of the State of Washington in and for the County of Kittitas'
This Agreement shall be governed by the laws of the state of washington.
l-1. Non-Appropriation of Funds: lf the County does not appropriate sufficient funding for this Agreement
for any future fiscal period, the County will not be obligated to make payments for services performed after the
end of the last fiscal period for which sufficient funding was appropriated. No penalty or expense shall accrue to
the County in the event this provision applies.
L2. Contractor Commitments, Warranties, and Representations: Contractor represents and warrants as
follows:
Kittitas County Agreement for Services (rev.5lLal25)
Page tL of 22
1.2.I Contractor is duly incorporated, validly existing and in good standing under the laws of the State
of Washington, and has all requisite corporate power and authority to enter into and to perform its obligations
under this Agreement.
L2.2 Contractor has the authority to execute this Agreement, to make the representations and
warranties set forth herein, and to perform its obligations hereunder.
I2.3 This Agreement has been validly executed by an authorized representative of Contractor and
constitutes a valid and legally binding and enforceable obligation of Contractor.
L2.4 Contractor holds, or will obtain prior to commencing work under this Agreement, such licenses,
permits and other authorizations from federal, state and local governmental authorities, or from any applicable
industrial or professional certification or licensing bodies, as are necessary for the lawful performance of its
obligations under this Agreement, and will maintain such throughout the term of this Agreement.
IZ.S Contractor is not in violation of any applicable law, ordinance or regulation the consequence of
which will or may materially affect Contractor's ability to perform its obligations under this Agreement. Contractor
is not subject to any order or judgment of any court, tribunal or governmental agency which materially and
adversely affects its operations or assets in the State of Washington, or its ability to perform its obligations under
this Agreement.
12.6 Contractor is not presently debarred, suspended, proposed for debarment, declared ineligible or
voluntarily excluded from covered transactions by any Federal or State department or agency.
1,2.7 None of the representations or warranties in this Agreement, and none of the documents,
statements, certificates or schedules furnished by Contractor in connection with the performance of the
obligations contemplated under this Agreement, contains or will contain any untrue statement of a material fact
or omits or will omit a material fact necessary to make the statements of fact contained therein not misleading.
13. Ownership of ltems Produced: All writings, programs, data, reports, films, recordings, or other
materials prepared by Contractor andf or its consultants or subcontractors, in connection with the performance
of this Agreement, shall be the sole and absolute property of the County. The County will have all rights of
ownership therein, including but not limited to the right to use, copyright, trademark, and/or patent, and the
ability to transfer any or all ownership rights.
1,4. Intellectual Propertv lnfringement: Contractor will defend and indemnify the County from any
claimed action, cause or demand brought against the County, to the extent such action is based on the claim that
information and/or materials supplied by Contractor infringe any intellectual property rights of any third
party{ies). Contractor will pay all costs and damages attributable to any such claims finally awarded against the
County in any action. Such defense and payments are conditioned upon the following: (L) Contractor shall be
notified promptly in writing by the County of any notice of such claim; and (2) Contractor shall have the right
hereunder, at its option and expense, to obtain for the County the right to continue using the information and/or
materials that are the subject of such claim, provided no reduction in performance or loss results to the County'
15. Use of CountV Name and Logo: Contractor may not use the County's name, logo(s), trademark(s), or
other identifying information, or identify the County as a current or former client, on its website or in any
marketing or promotional materials without the prior written consent of the County.
Kittitas County Agreement for Services (rev.5/M|25)
Page t2 of 22
16. Disputes: Any dispute between the parties arising under or relating to this Agreement shall be
resolved informally if possible. However, in the event such a dispute cannot be so resolved, it shall be adjudicated
by a dispute board ("Dispute Board") in the following manner: Each party shall appoint one member to the Dispute
Board, the members so appointed shall jointly appoint an additional member to the Dispute Board, and the
Dispute Board will evaluate the facts, Agreement terms, and all applicable statutes and rules, and make a
determination as to the proper resolution of the dispute. Such determination shall be final and binding on both
parties. The cost of resolution will be borne as allocated by the Dispute Board. Alternatively, if agreed to in writing
by both parties, the parties mayforego the option of establishing a Dispute Board to adjudicate the dispute, and
instead pursue arbitration, jointly selecting an arbitrator acceptable to both parties. ln the event the parties
choose to pursue arbitration, the parties agree that: (1)the fees and expenses of the arbitrator shall be shared
equally by both parties to this Agreement, (2) each party shall bear its own costs and attorney fees, (3) arbitration
shall be conducted according to the commercialarbitration procedures of the American Arbitration Association,
and (a)the arbitrator's decision or award shall be final and binding on both parties'
17. ConfidentialiW: Contractor, its employees, agents and volunteers, and any of Contractor's
subcontractors and their employees, agents and volunteers, shall maintain the confidentiality of all information
provided by the County or acquired by Contractor in performance of this Agreement, except upon the prior
written consent of the Kittitas county Prosecuting Attorney or an order entered by a court after having acquired
jurisdiction over the County. Contractor shall immediately provide the County notice of any judicial proceedings
seeking disclosure of such information. Contractor agrees to indemnify, defend and hold harmless the County
and its departments, elected and appointed officials, employees, agents and volunteers from all loss or expense,
including but not limited to settlements, judgments, setoffs, attorneys' fees and costs resulting from Contractor's
breach of this provision. Notwithstanding the foregoing, and to the extent that any information obtained by the
contractor hereunder is required to be shared with others by the explicit terms of the Scope of Work, this
provision shall not be construed as prohibiting such sharing, provided there are no applicable laws or regulations
prohibiting same.
l-8. Notices: Written notices required or permitted to be provided by one party to the other party under
this Agreement may be provided by personal delivery, legal courier service, or certified mail, postage prepaid and
return receipt requested. Notice may be provided by regular first class mail if simultaneous notice is provided by
email. Notices given by Contractor shall be provided to the County's point of contact listed on page 1 of this
Agreement, at the address there listed, and to the department head of the county department for which services
under this Agreement are rendered. Notices given by the County shall be provided to Contractor at Contractor's
address listed on page 1of this Agreement.
19. prevailing Wage: Where labor to be performed under this Agreement is considered "public work" as
defined in RCW 39.04.010, Contractor shall pay the prevailing rate of wages to all workers, laborers, or mechanics
employed in the performance of work under this Agreement in accordance with RCW 39.I2 and the rules and
regulations of the Washington State Department of Labor and lndustries. The schedule of prevailing wage rates
for the applicable locality or localities is determined by the lndustrial Statistician of the Department of Labor and
lndustries. tt is Contractor's responsibility to verify the applicable prevailing wage rate. lt is understood that
Contractor is responsible for obtaining and completing all required government forms relating to prevailing wage
and submitting same to the proper authorities. Disputes regarding prevailing wage rates shall be referred for
arbitration to the Director of the Department of Labor and lndustries. The arbitration decision shall be final and
conclusive and binding on all parties involved in the dispute as provided for in RCW 39.12.060.
20. Standard of Care: Contractor shall perform its duties hereunder in a manner consistent with that
degree of care and skill ordinarily exercised by members of the same profession or industry as Contractor currently
practicing or working under similar circumstances. Contractor shall, without additional compensation, correct any
of its services not meeting such a standard.
Kittitas County Agreement for Services (rev.5/14/25)
Page L3 of 22
21. Nondiscrimination
21..1 ln the performance of this Agreement, Contractor will not discriminate against any employee or
applicant for employment on the grounds of age, race, creed, color, national origin, citizenship or immigration
status, sex, sexual orientation, marital status, honorably discharged veteran or military status, or the presence of
any sensory, mental or physical disability or the use of a trained dog guide or service animal by a person with a
disability; provided that the prohibition against discrimination because of such disability shall not apply if the
particular disability prevents the proper performance of the particular worker involved. Contractor shall ensure
that applicants are employed, and that employees are treated during employment, without discrimination
because of their age, race, creed, color, national origin, citizenship or immigration status, sex, sexual orientation,
marital status, honorably discharged veteran or military status, or the presence of any sensory, mental or physical
disability or the use of a trained dog guide or service animal by a person with a disability. Such requirements
apply, without limitation, to the following: employment, promotion, demotion, transfer, recruitment or
recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and programs for
training, including apprenticeships. Contractor shall take such action with respect to this Agreement as may be
required to ensure full compliance with local, state and federal laws prohibiting discrimination in employment'
2L.Z Contractor will not discriminate against any recipient of any services or benefits provided for
under this Agreement on the grounds of age, race, creed, color, national origin, citizenship or immigration status,
sex, sexual orientation, marital status, honorably discharged veteran or military status, or the presence of any
sensory, mental or physical disability or the use of a trained dog guide or service animal by a person with a
disability.
21,.3 lf any assignment and/or subcontracting has been authorized by the County, said assignment or
subcontract shall include appropriate safeguards against discrimination.
22. Waiver: The waiver of any default or breach of this Agreement, or the failure of a party to enforce
any provision hereof or to exercise any right or privilege hereunder, shall not be deemed to waive any prior or
subsequent default or breach, the enforcement of any provision hereof, or the exercise of any right or privilege
hereunder, unless otherwise stated in a writing, signed by the parties hereto.
23. Headings: The headings of sections and paragraphs of this Agreement are for convenience of
reference only and are not intended to restrict, affect, or be of any weight in the interpretation or construction of
the provisions of such sections or paragraphs.
24. Survival: The provisions of paragraphs 2,3, 4,6,8, g, LO, 13, L4, L5, L6, 17 , L9,20,22,24, and 28 of
these General Terms and Conditions shall survive the completion, expiration, termination or cancellation of this
Agreement for any reason.
25. Complete Agreement: This Agreement constitutes the entire agreement between the parties and
supersedes any and all other agreements, understandings, negotiations and discussions, oral or written, express
or implied, regarding the work to be performed hereunder. The parties agree that no other representations,
inducements, promises, agreements, or warranties relating to this Agreement, oral or otherwise, have been made
between the parties. Except as provided elsewhere in this Agreement, no modification or waiver of this
Agreement shall be valid or binding unless in writing and signed by the parties.
26. Severabilitv: tf any term or condition of this Agreement or the application thereof to any person(s)
or circumstances is held invalid, such invalidity shall not affect other terms, conditions or applications which can
Kittitas County Agreement for Services (rev.5/La/25)
Page L4 of 22
be given effect without the invalid term, condition or application. To this end, the terms and conditions of this
Agreement are declared to be severable.
27 . Time: Time is of the essence in the performance of this Agreement unless otherwise agreed between
the parties in a signed writing.
28. Construction: This Agreement has been mutually reviewed and negotiated by the parties, and should
not be construed against the drafter.
29. Asreement Not for Benefit of Third Parties: This Agreement is entered into solely for the benefit of
the parties hereto and vests no rights in, nor is it enforceable by, anythird parties.
Kittitas Countv Agreement for Services (rev.5/La/25\
Page L5 of 22
o.*,llU'9
(liev. Morch 202.1)
D{pdrtDoDt ol tha T.dnsury
ll:lcinal ficvonuo S!:ruica
ATTACHMENT'F"
Request for TaxPaYer
ldentification I{umber and Certification
Go to www.hs.govlFormWglor inatructions and the latest informatlon'
Givo form to the
requesler. Do not
send to the lRS.
Betore For .clntod to tho of Fonrl W-9, soo o/Form, bololv.
'I Nflme ol ontity/indivlduBl.
en;,!ty's finne on |lna 2.)
nn entry ls requircd, {For a sols plopri€lor or disregflrded {ntllY, cntcr tha o\r/rler's rame on lhE 1, and qrter iho business,/dlsregardcd
8usl,ross rlamc/Cis.caardod ontity ralnc, it diflorcnt lrom abovo.
atoo6o
co
UElro>F
OEz6
aLo
o{,arlt
ooa
4 Exomplions (codos 8PPIY only lo
cortoin cnlhios. no! ind;Yidtlnls;
s€e lnglruclions on lxoe 3):
Excmot Alys codo (ii {nY) _
fxeillplion froil Fo!{i$n Accorn)t Tax
Cornplionca Act {fATCn} roFodiag
code til any)
fAppt;6s lo scca/rts mainlained
dJtsrdo tilo unitod stal6s.,l
Fequ€sier's nhine and addle$li (optlonaa)
7 I sl n::aioi;|l inltntler{s) h€re {optiorl;r1')
f trtef your TIN irl the appropriate box. The TIN provlded must match lhs llatre givell or) llne t lo $vold
hackrrp rvithholdingl. Itoi;ndivicl,,als, !his is gonorally your socinl oocurlty nt:ntbor {SSN). llowovnr, for a
n:skleni illicn, .;olri Fropriolor, or (llsrcgailJed oDlily, see tho lnslrtlclion$ for Pjtd l, iirlor. Fof olhtr
erlities, it is yoitr eriployer identilicttlon nurnber (ElN). lf you do not hiva I rltrtnber, soe How lo get,r
7tN, later.
Ncto: lf the accoutlt is in tTlore ihon ono name, see tho instrucliolls for llno 1. Seo also yyhat NomD and
NunrbD/ Io Givd ll,D Rcqrrcsk'r lor lrttlrjclines on whoso ntlmbol to entcr'
or
Under pe|alties of perjilry, I certity that:
1 , 'l'he nrimber showr.r ot1 th:s lorrn is my correot taxpayor rdentif ication rrttmbcr (or I flm vJoiting for a numbor to bo issrred to meli and
?. I *m not $ubjcci to bnckup withholding becaus* (a) I atn exompt from bnckup !'/ithlroldlrrg' or {b} I h{rvo not been nolificd by ihc lntemol Rcvonuo
serv,ca (lRSi thnt I arn subiect to backup vithhotding ns a result ol a f{rilur6 tr: report atl interest or dividerr<ls' or (c) llie IRS has notllled me that I aln
no ionger sirbject to backtlD \"ilhholding: elrd
3. I am a U.S, cilizcn or olher U.S. ocrson (defined belo!v): arld
4, Tlre FATCA codc(s) crrtered on this lortlr (if finy) inclicating that I am cxcmpt from FATCA reporting is oorrect'
Certltication instructlons. You tnust cross out iicln 2 abovo if you havo becn notitl{}d by tho IRS that you aro currentlv subject to backup wilhholding
transac!ions, itenr 2 does not apply. For mortgage interest paid'
because you have failed to leport all interest and dividencis on your tax r6[urn. For real estale
acquisition or abandonment of secured properry. cancellation of debt,contributio!-.s lo an individua!retirernent ananqement (lRA)' and, generally' paytnents
olhor than intcrest and are not io th6 corl;ficailon, btJt musi conoct TlN. Soc lho;nstructions for Part ll, latar,
Sign Signtturo of
DatoHereU.S, porson
General lnstructions
SoctioD refe:'eltces are to the llltertlal Flevenue Code unless othen'.'ise
rrotcd,
Futuro dovolopmonts. Fol lho ifltcsr informitlion dbolrt dovclopmcnts
rehted to Fonrr \ry'g illtd itri instructiorls, $tlcll ait legislatiort elacted
afier rhey \Tere pttblisiled, go to u414,v is.govll'orml /9,
What's New
tlne 3B nas boert rnoditierj to clarrtv how a d'sregarded ontity completes
lhls lint. An t LC lhnt is a o'srtoarclcd entity shot,ld check lhe
npproDrinto hox fol lhr tnx ohlssific&tiorl of il9 o\\'n(lr. C)lhenvise, it
siroulci cneck the "LLC" box olld eni6r itn appropr;3te lax classiflcntloo'
Noyr' iinc 3b has bocn nddod lo this fonn. A tlow-through enlity is
reqLrired to cornplete this lilre to indrcate that it has Cireot or il\direct
{oriign pa.tners, o\(uefs, or beneticiaries when it provides the Fonn W-9
to arittncr ftowtirmugh cnlity in which it has nn ownership interest' fhis
chnnt;a iu rntondcd to-providt-' a flolv-throtllrh antily !'/llh :nformation
r(lgirri,ilg lllo slirttls of rls itldircct iornign partttors, ownors, or
bel:elicis-r,ss, so lhat it can sat sfy alry applicable reporlirrg
reqillror'!1onts, [:or example, ll parinership that hRs any lndirscl tor€ign
onrlners rnoy bo reqtliroc, to complelo Schedulos K-2 nnd K-3' Soa lhe
Purlrxrf$hip instn:cliorrs for Scherltrles K 2 nncj K.3 {Fonn 1065)'
Purpose of Form
Arr hrrJlvirlunl or oniity (Fonn W-9 requrrstcr) who !s rcqukod to llle an
intorlnation return wilh tne IRS is giving you this fortn b€catlse thay
only oDe of l!l+ lollowitl$ sovoll boxcs
f] hdlviduavsoleprcpdotor fJ Ccorpora:iorr I Scorpo:olior: I Partnom'nio f] Tnlst/estnto
f] l-I.C. Fnter tho lax cl^$sincaiiotl tC ,, C corFoftltiorr, S ' S cottnrallon. P ' Prdnarship)
Nole; Check tile "LLC' box atxlve ald, itl lbe e'ltry spacB' Brlter lh€ $|propriale cods (C' S' or-P) lor jh€ lu
{lrlsificallon of th{} LLC, urrlass il is a ritstqln'At'd-rartlty. A cJisrcaart}ui ont tl' s}'ouiti iIslca(l chrx)k tba niproprlaia
box lor'!he ts cl$silicntion ot it3 o\'/rlor.
n Oths/ (sae iilslrucliorrs)
3e Chek lhs Approprial6 i$x 'or fs(loral isx clirssi{ic;lliort ol !he enirlyrindir{fi}Al \thosc n8[]e is Qfll6red on lille 1 Chcck
3b ll on linc 3a you chOckcd'Pannefship' or " l (;st/cslnto," or chockod "LLG" flnd o|isod 'P" 3s rts tu classifimtion'
aad yorr are providifo llis {oral lO o partns.shlp, ir(lsl, or eslile in which you hnve ad ov/nerslip rnle'6si' ch*k
this liox il you have aiy loreign prtlrlero, ovfiers' or beosliciarise. SEF itlslr$cliolrs tr
5 Address (rruml)ei, streel, arld itp! of EUil6 no). See lrlslructions
I C:i, statc. and ZIP codo
NumberParl I
Part
Cat. No, lo:!3'1X
Kittitas County Agreement for Services (rev- 5/L4/25)
Page L6 ol 22
Fom W-9 (ncv- 3-2024)
Plqe 2Form W-9 (Rev.3'2024)
must oblain your correcl laxpayer identification number fflN)' which
may be your social securitJ numbw (SSNi. individual lalpayer
identndtion nurnber ({flN}. adoption taxpayer identiftcation number
(ATIN), or employer identitication number (ElN). to report on an
information retum lhe amount paid to you, or other arltount reportabl€
on an information retum. €xamples of information refurns include, bttt
are not limited to, the following.
' Form 1099-lNT {interest eamed or paid).
. Form 1099-DlV (dividends. including those from stocks or nrutual
{unds).
. Form 1099-MISC (various types o{ income. prizes. avrards. or gross
proceeds).
' Form 1099-NEC {nonemployee compensation).
. Fornr 1 099-8 (stock or mutual fund sales and certain olher
transactions by brokers).
. Form 1099-5 (proceeds from real eslale transactions).
. Form 1099-K (merchant card and third-party nehvork transactions).
. Form 1098 (home rnortgage interest), 1098-E {student loan interesl),
and 1098-T (tuition).
. Form 1099-C (canceled debt).
. Form 1 099-4 {acquisition or abandonment of secured property)'
Use Form W-9 only if you are a U.S. person $ncluding a resident
alien), to provide your conect TlN.
Caulion: lf you don't retum Form W-9 to fie requester v/ith a TIN' you
might be subiect to backup withholding. See lVhal rs bacftup
withholding. later.
By signing the {illed-out forrrl, you:
'1. Certify that the TIN you are giving is conect {or you are rvaiting for a
numb€r to be issued);
2. Certify that you are not subiecl to backrp w'ithholding; or
3. Claim exemption from backup withholding il you a.e a U.S' exempt
payee; and
4. Certify to your non-foreign Gtatus for pugoses of rvilhholding under
chapter 3 or { of the Code {if applicable}: ard
5. Certify that FATCA code(s) entered on this fonn ff any) indicating
lhat you aie exempt trom the FATCA reporting is correct' Se€ Whaf /s
FATCA Repofting, laler. for further information.
Note: lf you are a U.S. person and a requester gives you a form other
than Form W-9 to request your TlN. you must use lhe requestefs form if
it is substantially similar to this Form W-9.
Definition of a U.S. person' For federal tax purposes, you are
considered a U.S. Person rt You are:
. An individual vJho is a U.S. citizen or U.S. r€sident alien:
. A parlnership, corporation. company. or asgociation created or
orginized in the United States or under the laws of the United States;
. An estate (other than a loreign estatel; ot
. A domestic trust {as defined in Regulations zeclion 301 .77Q1'71'
Establishing U.S. statrtg for purposes of chapter 3 and chapter 4
withholdinq-. Payments made lo foreign p€rsns. including certain
distribution!, all6calions of income, oi transfers of sales proceeds. may
be subject lo withholding under chapter 3 or chapter 4 of the Code
(sections 1 4 4 1 -'l 47 4). Under those rules, if a Form W-9 or olher
certification of non-foreign status has not be€n received, a wilhholdittg
agent, trcnsferee, or par{irership (payor} generally applies presumption
rules that may require th€ Payor to vrithhold applicable tax from the
recipient, o'rner, transferor. or Partner {.payeel See Puq. 51.5'
Withholding of Tax on Nonresident Aliens and Foreign Entities.
The following persons must provide Form Yy'-9 to the payor for
purposes of establishing its non-foreign stattts.
' ln the case of a disregarded entity l'rith a U.S. orvner. lhe U.S. owner
of the disregarded entity and not the disregarded enlit)'.
o ln the case of a grantor trust wilh a U.S. granlor or other U.S. ol'rner,
generally. the U.S:grantor or other U.S. o'.vner o{ the grantor trust and
not the grantor trust.
. ln the case of a U.S. trust {other than a grantor trusl}, the U.S" trust
and not lhe beneficiaries of tlre trust.
See Pub. 515 for more information on providing a Form W-9 or a
certification of non-foreign status tc avoid withholding'
Foreinn oe rson. l{ vou are a foreiqn p€rson or the U.S. bnnch ol a
toreigi b'ank that hds etecled to te Gated as a U.S. parson (under
Req;iafons gection 1.f a41-1p]{2{iv} or other applicaHe seclion ior
chipter 3 or 4 purposesl, do not use Fofin W-9. lmtead, use the
aopmoriale Form w-8 or Form 823i! {see Pub- 515}. lf you are a
clitified toreiqn p€nsion fund under Begulations seclion 1.897(l)-1(d), or
a' partnerslip inai is rvholly owned by q-alified toregn-pension tunds'
thal is tteated as a non-foreign person for purposes of section 1445
withholding, do not use Fon; W-9. lnstead. use Form I{-8EXP (or other
certifaation of non{or€ign sta{us}.
llonresident alien who becomes a resident alien- Gerrerally' only a
nonresident alien individual rnay use lfie terrns of a tax lreaty to reduca
or eliminate U.S, tax on certain types of incorne. However, most tax
lreatiss contain a provision known as a saving chuse. Exceptions
soecified in lhe savinq clause may p€rmit an exemption from lax to
cbntrnue for certain tybes of incomb even after lhe payee has otherwise
become a U.S. resident alien for tax purPoses.
lf vou ara a U.S. r€sident alien who is relying on an €xc€ption
contained in the saving claus€ o{ a tax lreaty to claim an exemplion
from U-S. tax on certain types of income, you must attach a slatement
to Form W-9 that specifies the {ollo.'ring five iterne.
1. The treaty coun!ry. Generally, this must bo the same treaty und€r
which you claimed ex6mption from tax as a nonresident ali€n.
2. The treaty ariicle addressing the income.
3. The aiicle rrurnber {or lccation) in the tax treaty that contains dl6
saving clause and its excePtions,
4. The type and amount of income that qualifi$ for the exemption
{rom lax.
5. Sufficienl facts lo iusfify the exernption lrom tax under the lerms of
lhe treaty anicle.
Examole. Article 2O of lhe U.S.$hina inc,ome tax Seaty allows an
exemptiin from tax for scholarship income received by a C-hhese
student temporarily present in theUnited Slates- Lrndar U'S' Naw, lhis
student will beconie a resident dien foc tax purposes if their slay in the
United States exceeds 5 calendar years. Ho'we'*er. paragraph ? ol the
first Protocol lo the U.S.-China treity {daled AFtl 30. 198'l) allows the
provisions of Article 20 to continue tb appty even after the-Chinese
student becomes a resident alien ol the Unitad States' A Chinese
stud€nt v/ho qualifies for this exception {under paragraph 2 of the first
Protocol) and is relvinq on ihis exception to cfuim an exemption from lax
on their icholarshii olfellowsnip hiome would attach to Form W-9 a
slalement that inciudes the infonnation described above to support that
exemption.
ll vou are a nonresident alien or a foreign entity, give lhe request€r the
appiopriate completed Form W-8 or Form 5233.
Backup Withholding
What is backup withholding? Persons making cedain payments lo you
must uncler ceriain conditionl withhold and pay to the IRS z4% of such
Davments. This is called "backup Trithholding." Payments that may be
lu6iect to backup withholding include. but are not limited to. interest.
tax-exempt interest, dividends. broker and barter exchange
iiansactions, renis, royalties, nonemptoyee pay. payments made in
eettl€menl of paymeni card and lhird'parly network lransactions, and
cerlain payments from fislring boat opetators- Real estate lransactions
are not subiect to backup withttolding.
You will not be subiect to backup withholding on paynrents yo-u receive
i{ you qive the requesier your correct T!N. make the proper certifications'
ariU report all your taxable interest and dividends on your ta\ retum'
Paynrents you receive witl be subject to backr-p withholding il:
1. You do not fumish your TIN to the re{$Jfftec
2. You do not certify yourTlN yrhen required {see the inslnrclions for
Part ll for detailsh
3. The IRS l€lls the requester that you furnished an incone€t TIN;
4. The IRS tells you that you are subiect to backup withholding
because you did not repott all ya{r iritersst atHC dividends on your tax
relum for r€portable interest and dividends onlyi; or
5. You do nol certify to the tequester lhat you are-not- subiect to^..
backup withholding, is described in item 4 under "By sigmng the filed'
out foim" above (fdr reportable lnterest and dividefld accounts opened
after I 983 only).
Kittitas County Agreement for Services (rev.5/t4/25)
Page L7 of 22
Page 3Form W-g {Rev.3-2024')
Cedain payees and payrnenls are exempt from backup willtholding.
See Exempt'payee code, later. and the separate lnstructions for the
Requester of Form Vy'-9 for more information.
See also Establishing U.S- sfatus lor purposes of chapter 3 and
chapter 4 withholding. earlier.
What ls FATCA Reporting?
The Foreign Accourrt Tax Compliance Act {FATCA} reqttircs a
participating foreign financial inslitrdion lo r€pon all U'S. account
holders thaiare syrecified U.S. persons. Certain payees are exempt tronr
FATCA reporting .' See Exentpti6n frotn FATCA repoiing code, laler, and
lhe lnstructioos for lhe Requester of Form W-9 for nore information.
Updating Your lnformation
You must provide updated information to any person to whom you
clainred to be an €xempt payee if you are no longer an exempt paye€
and anticipate receiving reportable paynents in the future lronr this
person. F6r example. you may need td provide updated information if
vou are a C colporation that elects to be an S corporalion' or if you are
no lonqer tax €xempt. ln addition, you must fumish a new Form W-9 if
the naire or TIN changes for the aicount, for exarnple, if lhe grantor of a
grantor trust dies.
Penalties
Faihrre to ftrrnish TlN. lf you fail to ftrmish your conect TIN to a
reque6ter, you are subieet to a penalty of $50 for each such failure
unless your failure is due to reasonable cause and not to willful neglect.
Civil nenaltv for false ittfortnation willl respect to withholdirrg. lf you
maka a fal# statement vrith no reasonable basis that results in no
backup urithholding, you are subject to a $500 penalty.
Crinrinal penerlty for fal'sifying inforrnation. Willfully falsifying
certifications or aflirmations may subiect you to criminal penaltieg
including fi nes andlor imprisonment.
Misuse of TlNs. lf the requester discloses or uses TlNs in violation oi
federal lar.r, the requester may be subjeci to civil and criminal penallies.
Specific lnstructions
Line 1
You must enter one of the following on this line: tlo not leave this line
blank. The name shodd nratch the name on your lax retun.
lf this Fornr W-0 rs for a,ioint account (other than an account
maintained by a foreign financial institution {FFl))' list first. and then
circle, the name of thi person or entity whose number you entered in
Part I of Fom'r \J-9. lf you are providing Fonn V{-9 to an FFI lo document
a joint account, each holder of the account that is a U'S. person must
provide a Form $'l-9.
. lndiviclual. Generally, enter the nanre shol'rn on vour tax return. lf you
have changed your last name lvithou! informing the Social Security .
Adminislration ISSA) of the name chanEe, enter your first name' lhe last
name as shorvn on your social secunty card and your neur last name.
Note for lTlN applicant: Enter your individual name as it uras enlered
on vour Form W-7 application, line 1a. This should also be lhe same as
the name you entered on the Form 1040 you filed with your applicalion.
. Sole proprieto r. Enler your individual name as slro'.T n on your Fom .
t 0oo on line 1 . Enter youi buginess, trade, or "doing business as" (DBA)
name on line 2.
. Padncrslrilr, C cornoration, S cortroratiott, or LLC, otlrer thatt a
clisregar<lecl'etrtity. Enter the entity'i name as shovrn on the enlity's lax
retum on line I and any business, trade, or DBA name on line 2.
. Ollter entilies, Enter your nanre ag shovrn on required U.S. federal tax
documenls on line .1. This name should malch the name shown on the
charter or other legal document creating the entity. Enter any business,
lrade. or DBA name on line 2.
. Disregardetl entity. ln general, a business entity.thal has a single
61.vnsr, including an LLC, ancl is not a corporalion, is disregarded as an
entitv separaie irom its owner (a disregarded entity). See Regulations
section iot.zzol-2lp\(21. Adisregarded enlity should check the
appropriate box forihe tax classification of its owner. Enter the owner's
nim" on line 1. The name of the or'/ner entered on line 1 should never
be a disregarded entity. The nanle on line 1 should be the name shown
on the inc6rne tax rettim on'.'rhich lhe income should be reported. For
lF the eniity/individtral on line I
isa{nf...
THEN check the box for
. Corporation Corporalion.
. lndividual or
. Sol€ proprietorship
tndividual/sole proprielor
' LLC clagsified as a partnership
for U.S. {ederal tax Purposes or
. LLC that has filed Form 8832 or
2553 electing lo be taxed as a
corporation
Limited liability company
€nler the appropriate tax
classification;
P = Partnership,
C=Ccorporalion,or
S - S corporation.
and
Pafifiership Partnership.
. Trusuegtate Trust/estate
examole. if a foreicn LLC lhat is treated as a disregarded entity for U.S.
lederit lax purposls has a single own€r lhat is a U.S, person, the U.S'
owner's nameis required to bi provided on line 1. lf the direct owner of
lhe €nlity is also a disregarded 6ntity, enter the lirst owner thal is nol
disregarcled for federal tax purposes. Enter the disregarded entity's
namion line 2. lf the orvner of the disregarded enlity is a foreign person,
the owner ry:ust complete an appropriate Form W-8 instead of a Form
1{-9. This is the case even if the foreign person has a U.S. TlN.
Line 2
lf yor.r have a business nanre, lrade rame. DBA name' or disregard*d
entity name. ente{ it on line 2.
Line 3a
Chec* the approp,riate box on line 3a fcr the U.S. federal tax
classificalion of lire person whose narne is entered on line 1. Check only
one lrox on lire 3a.
Line 3b
Check this box if you are a padnership (including an LLC classified as a
partnership for U.S. federal tax purposes). trust, or estate that has any
'foreign pa'rtners. owners, or beneficiaries, and you are providing this.
formio a oartnershio. lrust. or eslale, in vrhich you have an ownership
i;teresl. Vou rnust iheck lhe box on line 3b rf ybu receive a Fonrt W-8
(or documentary evidencei from any partner. ownel or beneficiary
eslablishing foriign status or if you receive a Form W-9 from any
partner. ow:ner'. oi beneficiary ttiat has checked lhe box on line 3b.
Note: A pattnership that provides a Form W-9 and checks box 3b may
L'e requiied lo comptete Sct edules K-2 and K-3 {Form 1065)' For more
information. see the Parl*ership lnstructions for Schedules K-2 and K-3
{Fornn 1065f.
lf vou are reouiled to complele line 3b but fail to do so, you may not
,""eiui the info'rmation necessary to fi{e a correct information retum with
the IRS or fumish a ccrrect payee stalement to your partners or
beneficiaries. See. for example. seciions 6698' 6722, and 6724 lot
penalties lhat may apply.
Line 4 Exemptions
lf vou are exempt from backup rvilhholding and/or FATCA reporting,
"ri'tei
in ttre appropriate spacd on line c any code(sl lhat may apply to
you.
Exenrpt payee code.
. Generally, individuals fncluding sole proprietors) are not exempt from
l-rackup v/ithholdin g.
. Except aB provided belosv, corynralions are exempt from. backup
vriihholbing lbr ceaain payments, including interest and dividends'
. Corporalions are not exernpt from backup wilhholding for payflente
made in setllement of payment card or third-party network transactions'
. Corporations are not ex€mpt from backup withholding with reepect to
attofieys' fees or gross procieds paid to attomeys' and corporations
that orovide medicil or health care services are not ex€mpl
"vith
respect
to payments reportable on Form 1osg-MlSC.
The folloqring codes identify payees that are exempt from backup
wilhholding. Enter the appropriate code in the space on line 4'
'| -An organlzation exempt trom tax under section 501(a)' any lRA. or
a custodialaccount urder seclion 403(bX7) if the account satisfies the
requirernenls of section 4O1(4e).
Kittitas County Agreement for Services (rev.5/74125\
Page LB of 22
Fornr !V-9 {Rer- 3-2024)P*ge 4
2-The United States or any of its agencies or instnlmentalities.
3-A state, the District of Columbia, a U.S. commonr'/ealth otterrilory,
or any of th€lir political subdivisions or instrumenlalities.
4-A {oreign govenlment or any of its political suMivisions, agencies'
or instrunrentalities.
5-A corporation.
6-A dealer in securilies or commodilies required to register in the
Uniled Slates, the Districl of Columbia, or a U.S. commorlwealth or
territory.
7-A lutures commisgion merchant registered with the Cornmodity
Futures Trading Commission.
8-A real estate investm€nt trust.
9-An entity registered at all limes during the ta,r year urrder the
lnvestment Cornpany Act of 1 940.
10 -A common trust fund operated by a bank under s€ction 584{a}.
1 1 -A financial institution as de{ined under seclion 581.
12-A middlernan knov;n in the inveslment community as n nomirtee or
custodian.
13-A trust exonrpt from tax under seclion 664 or described in section
.1947.
The follouring chart shows typ€s of paymenls that may be exempt
from backup withholding. Tlre chart applies to the exempt pal"ees listed
above, I through 13.
lF the paynterrt is for THEN the paynrent is exenlpi
for...
. lnterest and di'zidend payments All exempt paye€s except
tor 7.
. Broker transactions payees I through 4 and 6
through 11 and all C corporations.
S corporations must nol ent€t an
exempt payee code because they
are exempt only for saies of
noncovered securilies acquired
lo 2012.
. Barter exch transactiorrs Exempt payees I lhrough 4.
and
. Paymente over $600 required to Generally, exempt payees
be reported ancl djrect sales over 1 ihrough 5.2
. Payments made in settlement of
payment card or third-party
network transactions
l See Form 1099-MlSC, Miscellaneous lnformation. and its instructions-
2However, the follouring paymenls made to a corporalion and
reportable on Form 1Oss-fullSC are not exempt from backup
r,.'ithholding: medical and health care payments. attomeys'fees, gross
proceeds paid to an attorney reportable under section 6045{fi. and
payments ior sewices paid by a federal executive agency.
Exernption from FATCA reportirrg code. The following codes identify
payees that are exempt from reporting under FATGA. These codes
apply 1o persons submitting this Iorm for accounts maintained outside
of the United States by certain foreign financial institutions. Therefore. if
yor-r are only submitting this form for an account you hold in the United
States. you may leave this field blank. Consult wiih the p€rson
requesling this form if you are uncertain if the financial instifution is
subject to these requirernents. A requester may indicate that a code is
not required by providing you with a Form W-9 rvith "Not Applicable" (or
any siririlar indicationi enlered on the line for a FATCA exemption code.
A-An organization exempt from tax under section 501{a) or any
individual retirement plan as de{ined in section 7701{a){37i.
B-The United States or any of its agencies or ;nstrumentalities.
C-A state. the District of Colurnbia, a U.S. comnronrvealth or
tenitory. or any of lheir polilical subdivisions or instrunrentalities.
D-A corporation the stock of i'vhich is regtrlarly traded on one cr
more established securilieg markets. as described in Regulations
section 1.1472-1 (cX1){i).
E-A corporation that is a nrernber of the same expanded afliliated
group as a corporalion descril>ed in Regulations section 1. 1 472-1 (c)(1)(i).
F-A dealer in securities. commodities, or derivalive {inancial
instruments {including notional principal contracts, futures, fomrards,
and options) that is registered as such under the laws of the United
$tales or any state.
G-A real estate investment trust.
H-A regulated investment company as defined in section 851 or an
entity registered at all times during the tax year under the lnvestment
Company Act of 1940.
l-A common trust fund as defined in s€ction 584(a).
J-A bank as defined in section 581.
K-A broker-
L-A trust exempt from tax under section 664 or described in s€ction
ae.17{a)fl).
ful -A tax-exempl trust under a section 403(b) plan or seciion 457(9)
plan.
Note: You may wish to consult wilh the financial institulion requesting
this lorm to delermine v/hether the FATCA code and/or exenlpl pay€€
code shculd be completed.
Line 5
€nter your address {number, street, and apartment or suite. nuilber}'
This is vrhere the requester of this Form W-9 will mail your information
retums. lf this address dit{ers from lhe one the requesler already lras on
file. enter "NE!1f'at lhe top. lf a new address is provided, there is 6fill a
chance the old address lvill be used until the payor chang€s your
address in their records.
Line 6
Enter 1'aur city. slate, and ZIP code.
Part l. Taxpayer ldentification Number (TlN)
€nter your TIN in the appropriate box. lf you are a resident alietr and
you do not have. and are not eligible to get, an SSN, your TIN is your
iRS mru. Enter it in the entry space for the Social security number. lf you
do not ha're an lTlN, see Hov' to get a I/N below.
lf you are a sole proprielor and you have an EIN' you may enter €ither
your SSFI or ElN.
It yott are a single-member LLC that is disregarded as an entity
separale from its ovrner. enter the owrrer's SSN (or ElN, if the otl'ner has
one). lf tne LLC is classilied as a corporation or parlnership, ent€r lhs
entity's ElN.
tlote: See What Name and Number To Give the Requester,later, for
further clarification of name and TIN combinations'
How lo get a TlN, lf you do not have a TlN, apply for one immediately.
Ta apply lor an SSN, get Form SS-5, Application lor a Social Security
Card. from your local SSA otlice or get this form online at
vrsnv.SSAgov. You may also get this form by calling 800-772-1213. Use
FormtrV-7. Application for IRS tndividual Taxpayer ldenti{ication
Number. ro a'fply for an lTlN, or Form SS-a, Applicalion for Employer
ldentific.ation Nuntber. lo apply for an ElN. You can appty for an EIN
online by accessing the IRS website atuaaw.irs.govlE|N. Go lo
u*,wt.its'.govlFomts to'rievl, dorvnload, or print Form W-7 and/or Form
SS-4. Oriyou can go Io www.irs.govlOrdeForms to place an order and
have Form !4/-7 and/or Form SS-4 nrailed to you within 1 5 business
days.
l{ ycu are asked to complete Form W-9 but do not have a TlN, apply
ior a TtN and enter "Applied Fo/' in the space for the TlN, sign.and date
the form, and give it t6 ihe requester. Foi interest and dividend
payments. and certain payments made rvith respect to.readily tradable
insiruments, you rvill generally have 6o days to get a TIN and give it to
the requester before you are subject to backup rvithholding,on
paymehts. The 6o-day rule does not apply lo olher types of payments.
Vou will be subrjecl to backup vrithholding on all such payments until
yaupro'irJe your TIN to the requester.
Note: Enlering "Applied Fo/' means that you have already appti"d !gt-"
flN or that vou intend to applv for one soon. See also Esfab/lshing U.S
status for piurposes of cha'piei 3 and chapter 4 withholding, earliei' for
when you may instead be subject to rvithholding under chapter 3 ot 4 ot
the Code.
Caution: A disregarded U.S. entity that has a foreign ownar must use
the appropriate Form W-8.
Exempt payees 1 through 4
Kittitas County Agreement for Services (rev.5/L4/25)
Page L9 of 22
Fom W-9 (Rev.3-2024)Pase 5
Part ll. Certification
To establish to the withholding agent lhat you are a U.S. person, or
resident alien, sign Form W-9. You nray be requested to sign by ihe
withholding agent even if itenr 1, 4, or 5 below indic"ates othen'rise.
For a joint account. only lhe person rvhose TIN is shown in Parl I
should sign (vrhen required). ln the case of a disregarded ertity' the
person identified on line 1 must sign. Exempt pa3'egs. see F.lemptpayee
code, eadier.
Signature requirentents. Complete the certification as indicated in
items 1 through 5 belovr.
l. hrterest, dividencl, ancl barter exchange accottnts opened
before 1984 atr<t broker accour:ts considered active during 1983.
You must give your correct Tll.l, but you do not have to sign the
certification.
2, hrterest, dividencl, broker, antl Itader exchange account$
operre<l after 1983 and broker accounts considered inactive during
tb8e. Vou must sign the certitication or backup withholding rvill apply. If
you are subject to backup vrithholding and you are merely providing
your conect TIN to the r€quester, l'ou must cross out item 2 in the
certification before signing lhe form.
3. Real estate transactions. You must sign the certificalion. You may
cro$s out ilem 2 ol the c€rtification.
4. Otlrer paymerrts. You must give your conect TlN, but you do not
have to sign the certification unless yotr have been notified that you
have previotrsly given an inconect TlN. "Otherpayments" include
payments mad'eln the course o{ the requester's trade or business for
ients, royalties, goods (olher than bills for rnerchandise), medical and
health care services {incltrding payrnents lo corparations}, paytnents to
a nonemployee for services, paymeilts made in settlement of payment
card and thiid-parly nefs/ork transactions. payrnents to certain fishing
boat crew members arrd fshermen, and gross proceeds paid to
attomeys {including payrnents to corporations}.
5. Mortgage interest paid by yotr, acquisition or abandonrretrt of
secured property, cattcellation ol delrt, qttalified tuition progrem
paynrentl (uhdei section 529), ABLE accotutts {under section 529A)"
lRA, Coverclell ESA, Archer MSA or HSA contribtrtions or
distributions, and pensiorr distributions. You must give your cortecl
TlN. but you do not have to sign the certilicalion.
What Name and Number To Give the Requester
For this type of accourrt:Give nanre antl SSN o{:
For tlris of account:
8- Oisregarded entity not ovrned by an
individual
9- A vdid trust, cstate. or pgilgian trust
10. Corpor:tios or LLC el€ctinq cspsato
9latu3.n Fom 8832 or Forrn !553
11- Associstim. club, religio*s, cftarilable.
educational. or olher tu-exemPt
organization
12. Parterrhip or muRi-member LLC
13. A koker or regislered nominee
14. Accosnl rvih the Oepdrlme*lt ot
Agriculture ;n lhe name oi a public
€ntity tslch re a stqle or local
govemm€ni. school distticl, or ptison)
lhat receives agricullural program
paynrenls
15. Granior tru:t filing Form 1041 or
!nder lhe Optionll Filino lvlethod 2,
Give name and EIN of:
Thecw
Legd entityr
The cspordion
The organiralian
Tha parbrership
Tlre broter or mrninm
The pubtic mlity
2- Two or more individuak {joint accounli
other lhan an nccount miintf,ined by
an FFI
3. Tv,,o or nrore U.S. persons
foint iccount naintained by an FFI)
4. Cuctodial accounl of a minor
funifomr Gift to l'4inors Acl)
5. a, The usual r4voc;lble gtvings trust
fgrantor is alto trustee)
b. Lio-called tru5t accoilnt thit i3 not
a legrl or vrlid truel undsr state lr\'/
6. Sole proprietorghip or ditregardecl
entity own€d by an individual
7. Grantor truet filing under Optional
Filing fulelhod 1 (see Flegulctions
section 1 .671 -4{bXzXiXA)}"
The aclual osner of ihe acceunt or.
if combned funds, the frsl individlal
on the accountl
Each lolder of the accotnl
The mirrs?
The grmtor-1ruslee'
The aclual orinerr
The ovrneF
The grarior'
The truet
requiring Form '10€9 {see Regulations
section 1.671 -4{bX2XiXB})"
lList first ancJ circle the name of the person whose number you fumish.
lf only one pergon on a ioint account has an SSN. lhat person's number
must b.e fumished.
?Circle lhe minor's nams and ftrmish the minor'e SSII.
l You must show vour individual name on line 1 ' and enter your business
or D-gA name, if ahy, on line 2. You may use either your SSN or EIN (if
you have one), but the IRS encourages you to use your SSN-
t List firsl and circle the narne of the trusl, estale. or pension trust. (Do
no1 fumish the TIN ol the personal representative ot trustee unless the
legal entity itself is not designated in the account title.l
" Note: The grantor ntust also provide a Form W-9 to the truste€ of the
trust-
" For more information on oplional filing methods for g€ntor trusts' see
the lnstructions for Fotm 1041.
Ho{e: lf no name is circled when more than one name is listed' the
number r.Jill be considerd to be that of the {irst name listed.
Secure Your Tax Becords From ldentity Theft
ldenlitv theft occtlrs rvhen someone uses your p€rsonal information,
such as your name. SSN, or other identirying information, vrithout your
permission to commit fraud or other crimes. An identity thief-may use
your SSN to get a iob or may lile a tax return using your SSN to receive
a refund.
To reduce your risk:
. Protect your SSN,
. Ensure your employer ie protecting your SSN. and
. Be careful when choosing a lax relum preparer.
ll your lax records are allecled by identity theft and you receive a
noliie from the lRS, respond right away to the name and phone number
pnnted on the lFlS notice or letter.
lf vour tax records are not cunently affected by identity theft but you
thin( you are at risk due to a lost or itolen purse or wallet, questionable
credit card activity, or a questionable credit report' contacl the IRS
ldentity Theft Holline at 8@-908'4490 or submil Form 1403S.
For more information, see Pub. 5027, ldentity Theft lnformation for
Taxpayers.
Kittitas County Agreement for Services (rev. 5/t4/25J
Page20 of 22
Pase 6Fom W-9 (Rev. 3'2024)
Victims of icJentity theft urho are exp€riencing.€conomic.harm or a
systemic problem, br are seeking help in resolving tax problefis that
hive not been resolved lhrough normal channels' may be eligible for
Taxpayer Advocate Service [AS) assistance. You can reachlAs-by-
calling'lhe TAS toll-free case inlake line at 877 -777-4778 or TTYITDD
800-829"4059.
Protect yourself {rorn ouspicious etnails or phishillg schenres.
Phishing-is the creation and use of email and websites designed to
mimic legitimate businegs emails and urebsites. The nrosl common act
is sendin-q an email to a user falsely claiming to be an esrablished
legitimatdenterpriss in an atlemplio scam ihe user into sunendering
private informalion that will be used for identity theft.
llre IRS does not initiate contacts with taxpayers via omails. Also, the
IRS does not requesl personal deraile'd infonnation lhrough email or ask
taxDar/€rs for the PIN numbers, passwords' or similar secret access
infdrniation for their credit card,'bank. or other tinancial accounls
lf you receive an unsolicited email claiming to be from the IRS'
torvrard this m€ssag€ to pfubhring4irs.gov' You may also repod misuse
of the IRS narne. logo, or other IRS propetty to the Treasury lnspector
General for Tax Adr;linislration flGTA) at 800-366-4484. You can
forward suspicious emails to the Federai Trade Commission at
slam@uce.gov or report them at rryww.ltc'govlcompla!nt. You can
contact the-FTC al vtwl. ftc.govl idtheft or 877 JDTHEFT (877-438-4338)'
lf you have been the viclim of identity thefl, see www ldentilyTheft'gov
and Pub. 5027.
Go to rvwrv.lrs.govltdentityTheft to leam more about identity theft and
how to reduce your risk.
Privacy Act Notice
Section 6109 of the lntemal Revenue Code requires you lo provide your
oonect TIN to persons (including federal agencies) who- are required to
file information retumg with the IRS to report interest, dividends, or
iertiin other income paid to you; mortgdge interest you paid; the
acquisition or abandonment 6f secured property; the-^c-ancellation of
dedt; or contributions you made to an lRA. Archer MSA, or HSA. The
oerson collectino this form uses the information on the form to fils
iniormation retuins with the lRS. reporting lhe above information'
Boutine uses of this infoffiation include giving it to the Departmant of
Justice for civil and criminal liligation and to Cities, states, the District of
Columbia, and U.S. comrnonweahlrs and tenitories for use in
administerinq their laws. The inlornration may also be disclosed to olher
io*tri"J un"a"t a treaty. to federal and statsagenc*)s to enforce civil
and criminal lawe . or to federal law eniorcement and intellignce
agencies lo combat terrorism' You must provide your TIN whether or not
v6u are reouir€d to fite I tax retum. Under seclion 3406, payors must
ienerany wittrtrold a percentage of taxable interest. divkl-ends. and
dertain 6ther payments to a payee who does not. give a- TlN.to the payor'
Cerlain penaliiei nray also alply for providing false or fraudulent
information.
Kittitas County Agreement for Services (rev. 5/74/251
Page 2l of 22
Kittitas County Agreement for Services (rev.5l74/25)
Page 22 of 22