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HomeMy WebLinkAboutFully Executed ContractKITTITAS COUNTY AGREEMENT FOR SERVICES 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 The Ferguson Group (hereinafter "Contractor"). The purpose of this Agreement is as follows: Assess and identify local and regional priorities and develop a strategy to meet the needs and identify specific opportunities for County projects, priorities, and goals. The term of this Agreement shall be from May t,2026, through April 30, 2027, 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 This Agreement includes the following, which are attached hereto and hereby incorporated by this reference: COUNTY 205 West 5th Ave. Room 108 Ellensburg, WA 98926 Board of County Commissioners Chairman or Vice-Chairman Brett Wachsmith bocc@co. kittitas.wa.us 509-952-7508 Attachment "A" Attachment "8": Attachment "C": Attachment "D" Attachment "E": Attachment "F": Kittitas County Agreement for Services (rev.5/M/25l1 Page 1 of 20 CONTRACTOR 1901 Pennsylvania Ave. NW, Suite 700 Washington DC 20006 Kristi More Managing Partner of Grants kmore@tfgnet.com 202-454-3950 Scope of Work Compensation lnsurance Requirements General Terms and Conditions W-9 (Contractor must complete and return to the County for payment) Retirement Status Form (Contractor must complete and return to the County for payment f Contractor is an individual, as opposed to a corporate business entity) tN WITNESSWHEREOF, thisAgreement has been executed byand on behalf of the partiesthrough their authorized representatives, effective as of the latest date written below. Kittitas County Agreement for Services (rev.5/L4/25l' Page 2 of 2O lnn*anira\Oa*tt^ e( b + CONTRACTOR Printed Name b.{.LDate: ,){^ wrhr Ivtn o finlo u'^tj 4itt" J l , Coll KITTITAS COUNTY BOARD OF MISSIONERS Chai Vice-Chair uJ^ l'1 - Attest t Date Cle rd SI-AL X ATTACHMENT "A" SCOPE OF WORK Scope of work to include the following: Strateeic Assessment of Opportunities The Contractor will send a team of professionals or conduct meetings to Kittitas County to assess and identify your local and regional priorities and develop a strategy to meet those needs. Contractor understands a large component of County priorities lie in the l-90 Corridor and Contractor will focus efforts on that project. However, Contractor believes it is beneficial to the overall strategy to explore all regional needs and look at the intersection of transportation infrastructure to the local and regional economies. Based on mutual discussions, Contractor will then provide County with a strategic analysis and corresponding work plan that will assess and identify specific opportunities for County projects, priorities, and goals. Contractor will coordinate with County to discuss assessment and proposed work plan. The resulting strategic work plan will serve as a roadmap for promoting County needs and priorities with flexibility built in to adjust for future and changing circumstances. The final agenda and work plan will not only concentrate on the strategy for the l-90 Corridor, but also all County-wide priorities. Grants StrateFv Contractor anticipates there will be a significant grants component to accomplishing the County's goals. Contractor's grants staff will ensure all relevant competitive grant opportunities are explored for priority projects identified in the work plan, including federal, state, and foundation grant opportunities. The development of the grants strategy for the County will be comprised of the following: . Opportunities Analysis: Contractor provides a comprehensive approach to developing project priorities and identifies the best funding opportunities for those projects. Contractor to provide a full report of funding options and a recommended action plan that will improve award rates. o Project Evaluotion: The project evaluation focuses on identifying funding opportunities for specific County projects. Contractor will provide a list of funding opportunities that coincide with County priority projects, as well as recommendations about the best approach based on the project. o Strategic Advice: Once an opportunity is identified and the County decides to move forward, Contractor will guide County in positioning the application for success. Centralto our success is knowledge of the underlying program's authorizing legislation and priorities of the grant-making agency. Grant Guide Based on Contractor understanding of the County's goals for the l-90 Corridor, Contractor will compile an updated Grant Funding Guide that includes relevant information on potential federal funding sources for the planning and construction of an expansion of l-90. The Grant Funding Guide will serve as a strategic planning tool for the l-90 project and will also incorporate funding opportunities for other auxiliary projects within the corridor that help support the overall goals of the expansion. Resional Coalition Buildine With a project with the magnitude of the l-90 Corridor Project, having support from the local and regional communities will be critical to success. Contractor will work with County to develop and organize a coalition of public agencies, regionalorganization, private entities, and other interested parties who are in support of the l- 90 project and its impacts to the community, region, and state. This coalition will serve as the driving force for grass roots advocacy in support of the project as well as establishing a network of project partners and a framework for information sharing and data collection. Contractor will be responsible for identifying potential Kittitas County Agreement for Services (rev.5/L4l25l Page 3 of 20 stakeholders, performing outreach to those stakeholders, and developing the organizational structure of the coalition. Contractor will work with members to establish and maintain the "face" and brand of the coalition, develop outreach materials, host stakeholder meetings, and maintain the coalition website. The focus of the coalition will be to develop and support grassroots advocacy efforts locally, regionally, at the state level, and in Washington, DC. Proiect Advocacv Contractor will work with Kittitas County to develop an advocacy strategy that draws upon the strengths of the County and its regional partners. The regional coalition will be instrumental in this regard. Contractor anticipates that federal transportation programs will be a main target of funding for the l-90 project. ln this regard, advocacy in Washington DC will be critical. Contractor practices a cooperative team approach to advocacy in which the County is an integralpart of the education and advocacy process in Washington, DC. Contractorwill workcloselywith Cuunl.y Lo ideril.ily Llre besl. Lilrrirrg, audierrce, arrd nressage wltert CuurtLy sl.a[f arrrj cualititln members are in Washington, DC. Contractor encourages the County to make at least one trip to Washington, DC annually to meet with their congressional delegations and relevant federal agencies. An additional trip may be warranted depending on the progress of County and coalition objectives. Contractor's team will prepare meeting materials, provide recommended talking points, brief County staff and coalition members in advance, discuss political strategies, and answer all questions to help optimize effectiveness during advocacy meetings and otherwise. Contractor will make all arrangements for the most effective use of time, resources, and effort. Contractor will personally guide County staff and coalition members through these visits in Washington, DC and assist with related logistics and all the necessary follow-up. Kittitas County Agreement for Services (rev.5/1'4/25]| Page 4 of 20 ATTACHMENT "8" coM PENSATION 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: An annual flat fee of 584,000, payable in monthly installments of 57,000.00. The monthly retainer will cover all services outlined in this proposal as well as all expenses related to Contractor work for the County, including travel. Unless otherwise provided herein, Contractor shall be solely responsible for Contractor's travel and related expenses. Kittitas County Agreement for Services (rev. 5lLal25) Page 5 of 20 ATTACHMENT "C" INSU RANCE 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 rrrusl. currrply wil"lrClrapl.er 48.15 RCW antJ 284-15 WAC. At a minimum, Contractor shall maintain and provide proof of the following selected options: Commercial General Liabilitv lnsurance . Coverage limits not less than: . S1,000,000 per occurrence, for all covered losses o $2,000,000 general aggregate . S1,000,000 products & completed operations aggregate o $1,000,000 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 General and 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' Comoensation & Emplover's Liabilitv r 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.5lt4/25) Page 5 of 20 n Professional Liabilitv / Errors and Omissions Liabilitv ' Coverage limits not less than: o $1,000,000 per occurrence and 51,000,000 in the aggregate. r 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. Conrractor agrees to provide notrce 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.5/!4/251 PageT of 2O ATTACHMENT "D" GENERAL TERMS AND CONDITIONS 1. 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 Pavment: Compensation to Contractor for services rendered under this Agreement shall be as set forth in Attachment "B". Where Attachment "8" requires payment(s) by the County, payment shall be based upon billings, supported unless provided otherwise in Attachment "8", 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 "B", 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 "8". 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: This Agreement may not be assigned or subcontracted in whole or in part without the express prior written approval of the County. 6. Right to Review; Maintenance 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 Kittitas County Agreement for Services (rev. 5/1'4/25) Page 8 of 20 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 Federal or State auditor, the County, and/or any persons authorized by the County. 7. Modification 7.t. 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 performed (lncludlng modlflcatlon, substltutlon, addltlon, or deletlon of requlred 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 lf 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 may, by written notice to Contractor, terminate the Agreement, and at 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 under this 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 Kittitas County Agreement for Services (rev.5/7a/25) Page 9 of 20 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 lmmunlty afforded by such acts. The foregolng lndemnlflcatlon obllgatlons 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. 9.2 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 [aw: 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. 11. 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. 12. Contractor Commitments, Warranties, and Representations: Contractor represents and warrants as follows: 1,2.1, 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. t2.2 Contractor has the authority to execute this Agreement, to make the representations and warranties set forth herein, and to perform its obligations hereunder. L2.3 This Agreement has been validly executed by an authorized representative of Contractor and constitutes a valid and legally binding and enforceable obligation of Contractor. 12.4 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. Kittitas County Agreement for Services (rev. 5/14/25) Page 10 of 20 12.5 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. I2.7 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 6bligaLiulrs culrtellrplal.ed urrder tlris Agreerrrerr[, coritains ur will cotrtaitr atry untrue staten'lent 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 and/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. lntellectual 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: (1) 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. 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 may forego 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 ofthe 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 commercial arbitration procedures of the American Arbitration Association, and (a) the arbitrator's decision or award shall be final and binding on both parties. 17. Confidentialitv: 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 Kittitas County Agreement for Services (rev. 5lMl25l Page 11 of 20 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. 18. Notices: Written notices required or permitted to be provided by one party to the other party under Llris Agreenrerrt" nray be providerj by persortal delivery, legal courier servlce, or certlfled mall, postage prepald 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 1 of this Agreement. l-9. 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 allworkers, laborers, or mechanics employed in the performance of work under this Agreement in accordance with RCW 39.12 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. lt 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. 21. Nondiscrimination z1,t 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 Kittitas County Agreement for Services (rev.5llal25) Page t2 of 2O 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. 21.2 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 aga inst 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, 10,'J.3,'J,4, !5,16,17, 19,20,22,24, and 28 of these GeneralTerms 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: lf 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 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. Aereement 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 County Agreement for Services (rev.5/M/251 Page 13 of 20 .',,' llU'9 ATTACHMENT'E" Request for Taxpayer ldentification Number and Gertification Co lo www.lts.govlFormwg lot instrucllons and th€ lat68t lntormauon. Givo form to th€ rsquestgr. Do not gend to the lRS. (Hav, March 20?4) Dopartmdrl ot lhs lromury lntomal Rovonuo Sorulco Bofora For rolalod to lh6 of Forrn W-9, see of Form, bolow. t Namo ot entity/lndividual. An enlry is required. {Fo( a solo proprietor or disrogarded eolity, onter tho ovner's nam on lire 1. and enlar tho busine$s/disreqardcd entity'e omo on 2.1 n LC 2 9usln6s nmo. il ditloront arom 4 Exomptions (codos cortain enlities. not apply mly lo indivlduals: s* inslnrctons on pag€ 3): Cesr,rut palw codu {il trtr) c; oodo o olEo.o>E oca6 o. .Q 0oo.tt, ooa Exsnpllon |tom Complinnc6 Act cod6 (if sy) Forcign Account T6x {FATCA) reporlirc (Applias lo accounas mainlainod Ntsido lhs united st8t8.) Requ€sler's name and ad.lro$s (optlonal ? I sl accounl harg (oplronai) Enl€r your TIN in the appropriate box, The TIN provided must rnatch ihe narn€ given on lin6 1 to avoid backup withholding. For individuals, this is genorally your social security numb€r (SSN). Howevor, for a resident alien, sole propaietor, or disregarded entity. see th6 instructions for Parl l, laler. For other entilies, it ls your employer identification nurnber (ElN|. ll you do not have a nurnber, see How to get a IrN, later. Noto: lf the account is in more than one name. see tho instrucliolrs for line 1, Seo also What Name and Number To Aive lho Raquesler for guidelines on whoso ntrmber to enter' Certitication Under p€nalties of perjury, I certity that: l. Th€ number shown on thrs form is my correct taxpayer rdontification number (or I am lvaiting for a ntlmber to be issued to mo); and 2. I am not subject to backup withholding becauso (a) | am oxempt from backup wilhholding, or (b) I havo not been nolified by the tnternal Revenue Service (lRS) that I am subiect to backup withholding as a result of a tailure to report all interest or dividends, or (c) the IRS has notilied me lhat I arn r1o longer subject to backup withholding; and 3. I am a U.S. cilizen or other U.S. person (dofinod below); and 4. Tho FATCA code(s) entorod on this fonn (if any) indicating thal I am oxernpt from FATCA reporting is correct. Cortlflcatlon instruc,tions. You rnust cross out itetn 2 abovo if you havo bocn nolilied by lho IRS that you arc ctrrently subiect to baekup withholding becauss you hav€ failed to reporl all intsrest and dividonds on your tax return. For real ostato transactions, itern 2 does not apply. For mortgage interest paid, cancellation ol debt. contributions to an individual retiroment anangsment (lRA), and, generally, paymsnts othor than intersst and aro not lhe but musi correct TlN. Seo tho instructions fot Part ll. latsr. Sign Here or acquisition or abandonment of secured property, General lnstructions Seclion references are lo lhe htle;nal Roverlue Code unless olhenvise noted. Future dovolopmonts. For the latost inlonnation about devolopmonts ralated to Forrn W-9 and its inslructions, such as legislation enscted atter thsy were published, go to r.vww.irs.govlFormw9, What's New Lino 3a has been modilied to clarity how a disregarded entity completes this line. An LLC that is a disregarded entity should check tho appropriato box for tho tax classification of rls owner. Othenvise, it should check the "LLC" box and enter its appropnate tax classitication. Dato Now lins 3b has been addod to this form. A flow-through snlity is required to cornpleta this lhle to indicat€ that it has direct or indiract loreign partners, owners, or betleficiaries when it provides the Fonn W-9 to anolher flow-thtough ontity in which it has an ownetship intotest' This chango is intended to provido a flow-through entity with information rogarding th€ stdtus ot ils indiroct {oroign partnors, owners, or ben€ticiarios, so lhat it can satisfy any applicabl€ reporling requirements. For example, a partnership lhat has any indirect foreigrr partners may bo required to complote Schedulos K-2 and K-3' Soe thc Partnership lnstructions for Schedulos K-2 and K-3 (Form 1065). Purpose of Form An lndlvidual or entity (Fotm W-9 rsquester) who is rcquired to file an informalion retum wilh ths tRS is givhrg you this lottn b€cause thoy "16 2u 30 Chek th€ spt ropriato oox aor lgderal lax clagsrlicaioi ot lhe entilyrnd,vrdlal lvhos narno is sllersd on ln€ l. Chock oniy ono of ths followirlg sovoil boxo$. fl rndividuaysto proorietor I C corpomrion I S corporation n Pa'1ne6hlp f] Trosvestaio ilrar. antnr tno,ax clil$srllcatlor(u. ucorporatldn. S. scotpotalldn, P = Pflrthershlp) P Noto: Ch*k Itre 'LLC" t ox abov€ snd, in lhe enlry space, enl€r lh€ approprlalo cod€ (C. S, or P) tor tho lu cltrsification of tho LLC, unloss il is a {rissgardod srtity. A di$.og8rdod ofltity should ir8load cbek iho aDptoptiato box tor ?hs td clssilicntion ot its orvrot. n othw{winslructioos) 3b It on lino 3s you chockod "Partro6hip" or "frusvoslato,' ot c|:&kod "LLC" md ontsed "P" as ils tu classification. and you il€ p.oviding tiis torf, lo a pMn€rship, lrust, or eslalo !n which you have an ov/narsnip rnlaresl, ch*k thb box ll you have eny lorolgn parlrleB, ov,n€6, or b€netrcltr€s. Soe;nstnicllons n w S u[t{1 ild s\ritgol SeeAdd.6ss5 stl@t,spt.no.).(numb€. n E a aL0 0@ I Crty.stalo- and ZIP codo ldentilication numb6r Part I 2 t I Part ll Signatu.o ot U,S, por8on Cal. No. 10231X Kittitas County Agreement for Services (rev.5lL /25ll Page 14 of 20 Fom W-9 (Rov.3"2024) Form W-9 {Fev.3-2024)Pqe2 must obtain your co{r€cl laxpayer identification number filN), which may bs your social security number {SSN). individual taxpayer identifi cation number (lTlN). adoption taxpayer identifi cation number {ATIN), or employer identification number (ElN}, to r€port on an information retum lhe amount paid to you, or othsr amount reporlable on an information retum. Examples ol information retums include, but are not limiled to, the following. . Form log9lNT {inlerest eamed or paid). . Form lo99-DlV (dividends, including those from stocks or mulual tunds). r Form 1099-MISC (various types ol income, prizes, awards, or gross proceeds!. . Form 1099-NEC (nonemployee compensation). . Form 1099-8 {stock or mulual fund sales and certain oth€r transactions by brokers). o Form 1099-5 {proceeds from real estate transactions). . Form 1099-K (merchant card and third-party network transactions). . Form lO98 (home mortgag interestl, 1098-E (student loan interest), and 1098-T (tuition). . Form 1099-G {cancele'd debt}. r Form 1099-4 {acquisition or abandonment of secured property}. Use Form W-9 only if you are a U.S. person (including a resident alien), to provide your conect TlN. Caution: lf you don't retum Form W-9 to the requester wilh a TlN, you might b€ subject to backup withholding. See What is backup withholding,laler By signing tlre lillecl-out form, you: 1. Certifu that the TIN you are giving is conect {or you ate waiting for a number to be issued); 2. Certify lhat you ar€ nol subiect to backup withholding; or 3. Claim exemplion from backup withholding if you are a U.S. exempt paye€; and 4. Certify to your non-foreign status lor purposes ol withholding under chapter 3 or 4 of the Code (if applicable); and 5. Certify that FATCA code{s) entered on this form [f any) indicaling that you are exempt {rom the FATCA reporting is conect. See What /s FATCA Repafting. later, 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 uss the requeste/s form if it is substantially similar to this Form W-9. Delinilion of a U.S. person. For federal tax purposes, you are considered a U.S- person if you are: . An individual who is a U.S. citizen or U.S. resident alien: . A pailnership, corporation, company. or association created or organized in the Unil€d States or under the laws of th€ United States; . An eslate {other lhan a foreign estate}; or . A dornestic trust {as defined in Regulations section 301 .7701-7}. Establishing U.S. status for purposes ol chapter 3 and chapter 4 wilhholding. Payments made lo foreign p€ntons, including certain distributions, allocations ol income, or lransfers of sales proceeds, may be subtect to withholding under chapler 3 or chapter 4 of tho Code (sections '1441-1474t. Under those rules, if a Form W-9 or other certification of non-foreign status has not been received, a withholding agent, transferee, or partnership (payor) generally applies presumption rules lhat may require the payor lo withhold applicabl€ tax from the r€cipient, owner, transferor, or parlner (payee). See Pub. 515, Wilhhotding of Tax on Nonresident Aliens and Foreign Entities. The following persons must provide Form W-9 to the payor for purposes of establishing its non-foreign status. . ln the case ol a disregarded entity with a U.S. owner. the U.S. owner of the disregarded entity and not the disregarded entity. . ln the case of a grantor trust with a U.S. grantor or other U.S. owner, generally. the U.S. grantor or other U.S. owner of the grantor trust and not the grantor trust. . ln the case of a U.S. trust (oth€r than a grantor trust), the U.S. trust and not the bsneficiaries of the trust. See Pub. 515 tor mors informalion on providing a Fo.m W-9 or a certification of non-foreign status to avoid withholding. Kittitas County Agreement for Services (rev.5/L4/25) Page 15 of 20 Foreign person. lf you are a foreign penion or the U.S. branch of a foreign bbnk that has elected lo be treated as a U.S. person (under Regulations section 1.1441-1(blp}{ivl or other applicable seclion {or chapter 3 or 4 prrpoees), do not use Form W-9. lngtead, use the appropflate Form W-8 or Form 8233 (see Pub. 515). lf you are a qualified foreign pension fund under Reguhtions section 1 .897fl)-1 (d), or a partnership ihat is wholly owned by qualified foreign pension funds, thal is treat€d as a non-fonrign pecon for purposes of section 1445 wilhholding, do nol us6 Form W-9. lnstead, w€ Form W-8EXP {or other cerlifcation of non-foreign stalus). Nonresident alien who becomes a resident alien. Generally, only a nonr€sident alien individual may use the terms of a tax treaty to rsduce or eliminate U.S. lax on certain lypes ol income. l-lowever, most tax ireati$ conlain a provision known as a saving clause. Exceptions sp€cified in lhe saving chuse may p€rmil an oxemption from lax to cbntinue for certain types of incorne even after the pays€ has otierwise become a U.S. r€sident alien for tax purposes. ll you are a U.S, rartdont alien who is relying nn an px.entinn containsd in lhe saving clause ol a tax treaty to claim an exemplion from U.S. tax on certain types of income, you musl attach a statement to Form W-9 lhat specilies the following live items. l. The lrealy country. Gen€rally, this must be lh€ same treaty under which you claimed exemption iom tax as a nonresident alien. 2. The treaty article addressing the income. 3. Ths arlicle number {or localion) in lhe lax treaty thal contains the saving clause and its exceptions. 4. The type and amount of income that qualilies lor the exemption fom tax. 5. Sufficient facts to iustify lhe exemption {rom tax under the ierms of lhe treaty article Exam4e. &ticle 20 of lhe U.S.-China incomi; tax tteaty allows an exemption from tax for scholarship income received by a Chinese student temporarily present in the United Slates. Under U.S. law, this student will becorne a residenl alien fot tax purposes if their stay in lhe United State€ exceeds 5 calendar years. However, paragraph 2 of the {irst Protocol to the U.S.-China treaty (dated April 30, 1984) allows the provisions of Article 20 to continue to apply even after the Chinese student becom€s a resident alien of the Uniled Slates. A Chinese student who qualifies for lhis exception (under paragraph 2 of the first Protocol) ard is rclying on this exception to claim an exemption from lax on their scholarship oi fellowship income would attach to Form W-9 a statement that includes the informalion described above to support that exemplion. lf you are a nonresident atien or a foreign enlity, give lh€ requ€ster the approprial€ completed Fom W-8 or Form 8233. Backup Withholding What is backup withholding? Persons making cerlain payments to you must under cerlain condilions wilhhold and pay to the IBS 24% of such payments- This is called "backup withholding." Payrnents that may be subiect to backup withhoHing include. but are not limited lo. interest, tax-exempt inte(est, dividends, broker and barter exchange transaclions, rents, royalties, nonemployee pay, paynents made an sottlement of payment card and third-party n€twork lransactions, and cerlain paymenls from fshing boat operato.s. Beal eslate lransactions are not subject to backup withholding. You will not be subjeci to backup wilhholding on payments you receive if you give lhe requester your conect TlN, make lhe ptoper c€rlifications. and report all your taxable interest and dividends on your tax retum. Payments you receive will be subject lo backup withholding if: 1. You do not fumish your TIN to the requestet 2. You do rnt certify your TIN when required (see lhe instructions for Part ll for delails); 3. Tlre IRS tells the requester that you fumished an inconect TIN; 4. The lFlS tells you that you are sutriect to backup withholding becaus€ you did not report all your interssl and dividends on your tax retum for reportable int€rest and dividends onV); or 5. You do nol certily to the requ€ster lhat you ate not subiect to backup withholding, as described in item 4 un&r "By signing the filled- out fom" above (for reportable inlerest and dividend accounts opened after 1983 only!. Form li/-9 (Rev. 3-20241 Paoe 3 Certain payees and payments are €xempt from backup withholding. S* Exempt-payee cod€, later. and the separate lnstructions tor ths Requesler of Form W-g for more informaiion. S€€ also Est€brrb hing U.S. status for pulpos es of chapter 3 and chapter 4 withholding, earlier. What ls FATCA Reporting? The Foreign Account Tax Compliance Act (FATCA) requires a parlicipating foreign financial institution to rsport all U.S. account holders that are specified U.S. persons. C€rtain payees are exempt from FATCA reporting.'See Exemption lrcm FATCA repofting codi,later. and the lnstructions for th€ Requester of Form W-9 for more information. Updating Your lnformation You must provide updated information to any person lo whom you claimed to be an exempt payee if you are no longer an oxempt payee and anticipale receiving reportabls payments in ihe future from this person. F6r axample, you may need to provide updated informalion if you are a C corporaiion thal elects to be an S corporation, or if you are no longer tax sxempt. ln addition, you musl lumish a new Form W-9 if the name or TIN changes for lhe account, for example. if the grantor of a grantor trust dies. Penalties Failure to furnish TlN. lf you fail to fumish your correct TIN to a requesler, you are subiect to a penalty of $50 for each such failure unless your failure is due to reasonable caus€ and not to willful neglect. Civil penalty for false information witlr resp€ct to withholding. lf you maka a false statament with no reasonable basis that resuhs in no backup withholding, you are sublect to a g5O0 penalty. Crirninal penalty for falsifyirrg information. Willfully falsifying certifications or affrmalions may sublect you to criminal penalties including fi nes andlor imprisonment. Misuse of TlNs. lf the requester discloses or uses TlNs in violation of federal law, the requester may b€ subiect to civil and criminal penalties. Specific lnstructions Line I You must enler on€ of the following on this line; do not leave this line blank. The name should match the name on your tax relum. lf this Form W-9 is for a loint account (other than an account maintained by a fo:eign financial institution {FFl}, list first, and then circte, lhe name of the penon or entity whose number you entered in Part I of Form W-9. lf you are providing Form W-9 to an FFI to document a joint account, each hold€r of the account that is a U.S. person must provide a Form W-9. . lndividtral. Generally, enter the name shown on your tax retum. lf you have changed your last name without informing the Social Security Administration {SSA} of the name change, enter your first name, lhe lasl name as shown on your social security card, and your new last name. Note lor lTlN applicant: Enter your individual name as it was entsred on your Form W-7 application, line 1a. This should also be the same as th€ name you entered on the Form 1040 you filed wilh your application. . Sole proprietor. Enler your individual name as shown on your Form 1O4O on line 1. Enler your business, trade, or "doing business as" (DBA) name on line 2. . Partnership, C corporaiion, S corporation, or LLC, other than a disregarded'entity. Enter th€ €nlity's name as shown on lhe enlity's tax retum on line 1 and any business, trade, or DBA name on line 2. o Other entities. Enter your name as shown on required U.S. federal lax documents on line 1. This name should match the name shown on the charter or other legal document creating the enlity" Enter any business, trade. or DBA name on line 2. . Disregarded entity. ln general, a business enlity lhal has a single owner, including an LLC, and is not a corporation, is disregarded as an entity s€parate from its owner (a disregarded enlity). See Regulations section 301.7701 -2(cX2), A disregarded entity should check the appropriate box for the tax classification of its owner- Enter the owner's name on line 1. The name ol the owner entered on line t should never be a disreoarded entitv. The name on line 1 should be the name shown on the inc6me tax retJm on which the income should be reported. For example, if a foreign LLC that is treated as a divegarded enti$ for U'S. fedeml tax purpos-es has a single owner that is a U.S. parson' the U.S. owner's name is required to be provided on line 1. ll the direct owner ol the entity is also a disregarded entity. enter the first owner that b not dbregarded lor federal tax purposee. Enter lhe disregarded entity's namo on line 2. lf the owner of the disregarded entity is a foreign p€rson, lhs owner must complete an appropriate Form W-8 instead of a Form W-9. This is the case €ven if the toreign person has a U"S' TlN. Line 2 lf you have a business nan€, lrade name, DBA name, or disregarded entily name, enter it on line 2. Line 3a Check the appropriate box on line 3a for the U.S. federal tax classification of lhe person whose name is entered on line 1. Check only one box on line 3a. Line 3b Check this box il you are a partnership {including an LLC classified as a partnership for U.S. federal tax purposes), irust, or estate lhat has any foreign partners, owners. or beneficiaries, and you are providing lhis form to a partnership, lrust, or eslate, in which you have an ownership rnteresl. Vou must iheck the box on line 3b if you receive a Form W-8 (or documentary evidence) lrom any partner, owner, or beneficiary establishing foreign status or il you receive a Form W-9 lrom any partner. owner, or beneficiary that has checked the box on line 3b. Note: A partnership that provides a Form W-9 and checks box 3b may be required to complete Schedules K-2 and K-3 (Form 1065). For more information, see the Partnership lnstructions for Schedules K-2 and K-3 {Form 1065}. lJ you are requir€d to complele line 3b but fail to d-o so, y_ou may not . receive the information recessary to file a cotrect information retum wilh ihe IRS or fumish a coryect payee statement to your partners or beneficiaries. See, for example. sections 6698. 6722, and 6724 lot penalties that may apply. Line 4 Exemptions lf you are exempt from backup withholding andlor FATCA reporting' enter in the appropriate space on line 4 any code(s) that may apply to you. Exempt payee code. . Generally. individuals (including sole proprietors) are not exempt from backup withholding. o Except as provided below, corporations are exempt from backup withholding for certain payments, including interest and dividends. . Corporations are not exempl from backup wilhholding for payments madein setttement of payment card or lhird-party netwo* transactions. . Corporations are not exempt from backup wilhholding with respect to attomeys'fees or gross proceeds paid to attomeys, and corporations that provids medical or health care services are not ex€mpt with respect to payments reportable on Form 1099-M|SC. The following codes identily paye€s that are exempt from backup withholding. Enter the appropriate code in the space on line 4. 1-An organization exempt from tax under seclion 501(al, any lRA. or a cuslodial accounl under seclion 403{b}(7} if the account satisfies lhe requirements of section 4O1(q{2}. Kittitas County Agreement for Services (rev.5/14125) Page 15 of 20 lF ft6 enllty/lndividual on ltne I is a(n).. . I HtN check the box tor . Corporation Corooration. . lndividual or o Sole prrowietorship lndividual/sole propri€tor . LLC classilied as a pattnership for U.S. federal tax purposes or . LLC that has filed Form 8832 or 2553 electing to b€ taxed as a corporalion Limited liability company and enler the approprials tax elassification: P = Partnership, C=Ccorporalion,or S = S corporation. . Parfiership Partnership. . Trust/estate TrusVestate. Form W-9 (Rev.3-2024)Pase 4 2-The Uniled Stat$ or any ol its agencies or instrumentalities. 3-A state, the Distdct of Columtria, a U.S. commonw€alth or terdlory, or any of thdr political subdivisions or instrumentalities. 4-A foreign govemment or any of its political subdivisions, agencies, or instrumenlalilies. 5-A corporation. 6-A dealer in securities or commodities required to registet in the United Stales, the Dislrict of Columbia, or a U.S. commonweallh or tonitory. 7-A futures commission merchanl registered with ths Commodity Futures Trading Commission. 8-A real esiate investm€nt trust. I -An entity registered at all times during the tax year under the lnvestment Company Act of 1940. 1o-A common trust fund operated by a bank under section 584(a). I t -A firrarrcial institullon as deflned under s€cllon 581. 12-A middleman known in the investment community as a nominee or custodian. 13*A trust exempt from lax under section 664 or described in section 4947. The following chart shows types of payments thal may be exernpt from backup withholding. The chart applies to the exempt payees listed above, l through 13. lF the paynrent is lor THEN the payment is exempt for... . lnterest and dividend payments All €xempt payees except for 7. . Broker Exempt payees 1 through 4 and 6 through 1 l and al! C corporalions. S corporations must nol enter an exempt payee code because they are exempt only for sahs of noncovered securities acquired to 2012. . Barter transaclions Exempt payees 1 through 4. and o Payrnents over required to Generally, exempl pay€es be reported and direct sales over s5,0001 1 through 5.: . Payments made in settlement of Ex€mpt payees 1 through 4. F-A dealer in securities, commoditieg or derivative financial insiruments {including notional principal contracts, fulures, forurards, and options) that is registered as such under the laws ofthe United Slates or any stat€. G-A real estale inv€stment tust. H-A regulated investrnent company as defined in sectbn 851 or an entity r€gistered at all times during the tax year under the Investrnent company Act ot 1940. l-A common trust {urd as defined in seclion 584(al. J-A bank as defined in section 581. K-A broker. L-A lrust exempt from tax under section 664 or desc.ibed in section 4e47{a)(1). M -A tax-exempt trust under a section 4O3(b) plan or section 457(9) plan. Notol You may wioh to oonoult with thc finonoiol instilution rcqucsting this form to determine whelher the FATCA code and/or exempt payee code should be completed. Line 5 Enter your address {number, str€et, and aPartm€nt or suite number}. Thig is where the requesler ol this Form W-9 will mail your information retums. ll this address differs from lh€ one the raquester already has on file, enter "NEW' at the top. lf a new address is provided. there is stilla chance the old address vrill be used until the payor changes your address in their records. Line 6 Enter your city, slate, and ZIP code. Part l. Taxpayer ldentification Number (TlN) Enter your TIN in the appropriate bor. lf you are a resident alien and you do not have, and ar6 not eligible to get. an SSN, your TIN is your IRS fTlN. Enter it in the entry space for the Social security number. lf you do not have an fflN, see How to Wt a IIN below. ll you are a sole proprietor and you have an €lN, you may entet either your SSN or ElN. lf you are a single-member LLC that is dis.egatded as an enlity separate from its owner. enter the owner's SSN {or ElN, if the owner has on'el. tf the LLC is classified as a corporation or fartnership, ent€r the entity's ElN. Nole: See What Name aN Number To Give tfe Requester, later, for lurther clarification of name and TIN combinations. How to get a TlN. ll you do not have a TlN, apply for one immediately. To apply for an SSN, get Form SS-5, Application for a Social Secudty Card, from your local SSA offrce or get lhis form online al www.SSA.gov. You may also gel this lorm by calling 800-772-1213. Use Form W-7, Application for IRS lndividual Taxpayer ldentificalion Number, to apply for an [TlN, or Form 55-a, lpplication for Employer ldentification Number, to apply for an ElN. You can apply for an EIN onlin€ by accessing the IRS website at wwu,.irs.govlFlN. Go to www.irs.govlForms to view, downloa4 or print Form W-7 and/gr Form SS-4. Or: you can go to www.irs.govlOrdeforms to place an order and have Form W-7 and/or Form SS-4 maited to you wilhin 15 business days. lf you are asked to complete Form W-9 but do not have a TlN, apply for a TIN and enter "Applied For, in the space for the TlN, sign and date the form, and give it to the requester. Fot interesl and dMdend payments, and certain payments made with resP€ct to readily lradable inslruments, you will generally have 60 days lo gei a TIN and giv€ it lo the requester b€fore you are subiect to backup withholding_on payments. The 60-day rule does not apply to other types of payments. You will be subject to backup withholding on all such payments until you provide your TIN to the requesler. Note: Entering "Applied For' means that you have already applied for a TIN or that you intend to apply for one soon. See also Fstab/ishing U.S. status lor purposes of chaptei 3 and chapter 4 withholding, eadier, for when you may instead be subject to wilhholding under chapter 3 or 4 of the Code. Caution: A disregarded U.S. enlity that has a loreign owner must us€ the appropriate Form W-8. payment network card or third-party lransactions l See Form 1099-M|SC, Miscellaneous lnformation, and its instructions. 2However. the following payments made to a corporation and reportable on Form 1099-MISC ;tre not exempt from backup withholding: medical and health care payments. attomeys'fees, gross proceeds paid to an attorney reportable urder seclion 6045(f), and payments for services paid by a federal executive agency. Exemption frorn FATCA r€porling code. The following codes identify payees that are exempt from reporting under FATCA. These codes apply to persons submitting this form lor accounts maintained outsid€ of lhe Uniled States by cerlain foreign linancial institutions. Therefore, if you are only submitting this form for an account you hold in the United States, you may leave this tield blank. Consult with the p€rson requesting this lorm if you are uncertain il the financial institution is subiect to these requirements. A request€r may indicale that a code is not required by providing you wiih a Form W-9 with "Nol Applicable" (or any similar indication) enlered on the line for a FATCA exemption code. A-Ar1 organization exempt from lax und€r seclion 501{a) or any individual relirement plan as defined in section 7701(aX37). B-The United States or any of its agencies or instrumentatities. C-A state, th€ Dstrict of Columbia, a U.S. commonwealth or tenitory, or any of their political subdivisions or inslrumentalities. D-A corporation the stock of which is regularly lraded on one or more established securilies matkets, as described in Regulations section 1.1472-1(cX1Xi). E*A corporation lhat is a member of the same expanded af{iliated group as a corpo,ation described in Regulalions section 1.1472-t(cxlxi). Kittitas County Agreement for Services (rev. 5174/25) Page 17 of 20 Form W-9 (Rev. 3-2024)Paqe 5 Part ll. Certification To establish to the withholding agent thal you are a U.S. p€rson, or resident alien, sign Fom W-9. You may be requested to sign by the withholding agent even if item 't, 4, or 5 below indicates olhenrise. For a joint account, only lhe person whose TIN is shown in Part I should sign (when required). ln the case of a disregarded entity, tha person identified on line 1 must sign. Exempt payees, see Exempt pyee code, earlier. Signature requiroments, Complete the certification as indicated in itemslthrough5below. l. lnterest, dividend, and barter exchange accounts opened belore 1984 and broker accounts considered aclive during 1989. You must give your correct TlN, but you do nol have to sign the certification. 2. lnterosl, dividend, broker, and baier axchange accounls opened after l98il and broker accounts considered inactive dufing '108:t. You must sign the certification or backup withholding will apply. l{ you are subject to backup withholding and you are merely providing your conect TIN lo the requester, you must cross out item 2 in the certification before signing the form. 3. Real estate transactions. You must sign the cerlification. You may cross out item 2 of the certification. boat crew members and fishermen, and gross proceeds paid to atlomeys (including payments to corporations). 5. Morlgage interest paid by yotr, acquisition or abandonment of secured property, cancellation of debt, qualitied tuition program paynr€nts (under section 529), ABtE accounts (under section 529A), lRA, Coverdell ESA, Archer MSA or HSA contributions or distributions, and pension distributions. You must give your correct TlN, but you do not have to sign the certificalion. What Name and Number To Give the For this of accounl:Give name and SSN of: 1. lndividual 2- Two or mon individuah (ioinl accounl) oiher lhan an accounl maintained by an FFI 3. Two or more U-S. p€Fons loint account maintained by an FFll 4- Custodial accounl o{ a minor (Unifom Gift to Minors,Acl) 5. a. The usual revocable savings trus! {grantor is also iru3lee} b. Socalled trust account lhal is not a legal or valid trusl under slale lav, 6. Sob proprietffihip or disregarded eniity owned by an individual 7. Grantor kust filing under Optbnal Filing lvlelhod 1 {see Regulations section 1.671 -4{b}(2XiXA)}" The minor? The granlor-irustee: The aclual ownerr The ovrneri The qrantor' Kittitas County Agreement for Services (rev.511.4125) Page 18 of 20 For this of account: 8. Dbreenrdcd enlity nol owned by att individual 9. A vslid trust, estale, ot pension kust 10. Corporation or LLC eleaing corpsate stalus on Fofm 8832 or Form 2553 11. Associatio.t, club, rcllioos, charilablc, educational, or olhet tax-erempt orgnnizatba 1?- Parlnership or mulii-mmber LLC 13. A koker or regbtered nominee 14. Accsunt wilh lhe Departm..it of Agriculturo h the nanre ol c puUic entity {such as a slale or local govemment, school dblric, or prisonl lhat receives agricultural pro€rm fraymmlq 15. Granlor trust filing Frm 1o41 w under lhe Optional Filing Method ?. requiring Fom 1099 (s€e Requlatbns section 1.671 -4{bX2Xi)(BD" Give name and EIN of: Thc osrer Legol entityr Tb€ co.poralion The organizafon Th€ pshership The bro&er or notrinee The public enlfu The aclual owner of the account or. il combired funds, lhe first individual on lhe lccountl Each holder of the account Th€ trust 'List {irsl and circle the name of the person whose nurnber you fumish. lf only one person on ajoint account has an SSN, lhal person's number must be fumished. ?Circle the mino/s name and fumish the minor's S$N. rYou must shorv vour individual narne on line 1, and enter vour business or DBA name. if ahy. on line 2. You may use eilher your SSN or EIN (f you have one), but the IRS encoutages you to use your SSN. rList lirst and circle the name of lhe trust, eslate. or pension lrust. (Do not {umish the TIN of the personal representative or truste€ unless the legal entity itself is not designated in the account $lle.) 'Note: The grantor must also provide a Form W-9 to the truste€ of lhe lrust. " For more information on optional filing methods {or grantor trusls, see lhe lnslructions for Form 1041" Note: lf no name is circl€d when more lhan one name is listed, the number will be considered to be that of rhe lirst name listed. Secure Your Tax Records From ldentity Theft ldentity lheft occurs when someone uses your personal information, such a's your name, SSN, or other identfuing rnformation. without your permission lo commit fraud or other crimes. An identity thief may use your SSN to get a job or may file a tax return using your SSN.to receive a refund. To reduce your risk: r Protect your SSN, . Ensure your employer is protecting your SSN, and . Be careful when choosing a tax refum preparer. lf your tax records are affected by identity lheft and you receive a notice trom the lRS, respond right away to the name and phone number printed on the IRS notice or letter. lf your tax records are not cunently affected by identtty theft b_ut y91t think you are at risk due to a lost or stolen purse or wallet, questionable credit card activity, or a questionable credit report, contact the IRS ldentity Thefl Holline at 800-90&4490 or submit Fonn 14039. For more information, see Pub. 5027, ldentity Theft lnformalion for Taxpayers. Form W-9 {Rev. 3-2024)Pase 6 Victims of idefltiry lhefl who are exp€riencing economic.hanrl or a systemic problem, or are seeking help in resolving tax problems that hive not b€en resolvd through normal channels, may be eligible for Taxpayer Advocate Servic€ (fAS) assislance. You can reach TASty- caflingthe TAS toll-fr€e case intake line at 877-777-4778 or TVTDD 800-82S-4059. Protect yoursell lrom suspicious emails or phishing schemes. Phishing'is the creation and use of email and websites d€signed to mimic legitimate business emails and websites. The most common acl is sendinb an email to a user falsely claiming to be an established legitimatJenterprisa in an attemptio scam the user inlo sunendering private information that will be used for identity lheft. The IRS does not iniliate contacts with taxpayers via emails. Also, lhe IRS does nol request personal detailed information through email or ask taxDavers for the PIN numbers, passwords, or similar secret access intdrniation for their credit card,'bank, or other financial accounis. lf you receive an unsolicited email claiming to b€ from the IRS' lonrard this message to phr.shing@irs.gov. You may also report misuse of the IRS name, logo, or other IRS property to the Treasury lnsp€clor General for Tax Administration (IIGTA) at 800-366-4484. You can fonnard suspicious emails to the Federal Trade Commission at spam&uce.gov or report them alwww.ftc.govlcomplaint You can contact the FTC alwww.ftc.govlidtheff or 877-IDTHEFT (877-438-4338). lf you have been the victim of identity theft, see www'ldentityTheft.gov and Pub. 5027. Go to www.rrs.govlldentityTheft ta leam more about identity theft and how to reduce your risk. Privacy Act Notice Sec-tion 6109 of the lntemal Revenue Coda requi.es you to Fovide your coneci nN to persons $rrluding federal agencies) wlo are required to file information retums with the IRS to report interest, dividends, or certain other income paid to you; mortgage inlerest you paid; the acquisition or abandonment of s€cured property; the csncellation of de6,t; or contdbutions you rnad€ to an lRA, Archer MSA, or HSA. The oerson collectino this form trses the inlormation on the form to fih infornalion retuirs with the lRS, reportiry the above information. Rorrtin€ uses of this inlormation include giving it to lh€ Departm€nt of Justice for civil and criminal tiligation and to citi€s, slates, th€ Disttici of Columtia, and U.S. commonweallhs and tenitories for use in administering their laws. The informalion may also be disclosed to other cotrntrbs wrier a treaty, to federal and statsagencies to €nJorce civil and criminal laws, or to ledaral law anforcement and intelligence agerries to combat tenorism. You must provide your nN whether or not vou are required to file a tax telum. Und€r seclion 3406' payo.s must leneralty wilhhotd a percentage of taxable interest. divirl_ends, and iertain 6ther payments io a payee who does not give a TIN to the payor. Certain penalties may also apply for providing false or fraudulent information" Kittitas County Agreement for Services (rev. 5114/25) Page 19 of 20 ATTACHMENT,,F,, RETIREMENT STATUS FORM x * All Contractors who are individuals must complete and sign * * SECTION 1: CONTRACTOR COMPLETES THIS SECTION: Did you retire from one of the State of Washington Retirement Systems? Did you retire before age 65 using the 2008 early retirement factors (ERF)? Will you be receivittg direcL currrpeltsaliolt fu] Lhese servlces? Will you be receiving indirect compensation for these services? 1.. Has Contractor been a member of a Washington State Retirement System? lf yes, which system and plan? Yes Yes Yes Yes No No No No CONTRACTOR (Full name of contractor as in DRS filings-Please Print):- Signature:Last Four Digits of Social Security No Date SECTION 1: COUNTY COMPLETES THIS SECTION: IUse Member Reporting Verification (MRV) to verify the past retirement membership and document below] Yes No - Teachers' Retirement System (TRS) - Plan 1 - Plan 2 - School Employees' Retirement System (SERS) - Plan 2 - Public Employees' Retirement Systems (PERS) - Plan 1 - Plan 2 - Public Safety Employees' Retirement System (PSERS) - Plan 2 - Law Enforcement Officers' & Fire Fighters' Retirement System (LEOFF) _ Washington State Patrol Retirement System (WSPRS) - Plan 1 _ Judicial Retirement System (JRS) Plan 3 Plan 3 Plan 3 Yes Yes _ Plan 1 Plan 2 No No Plan 2 2. ls Contractor a retiree of a Washington State Retirement System? 3. Did Contractor retire before age 65 using the 2008 ERF? I have verified the information above using MRV or by contacting DRS COUNTY REPRESENTATIVE (Please Print) Signature Date: COUNTY RETAINS THIS FORM Kittitas County Agreement for Services (rev.5/]4125) Page 20 of 20