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HomeMy WebLinkAboutKittitas County & Thorp School DistKITTITAS COUNTY AGREEMENT FOR SERVICES PHMH25-OO4 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 Thorp School District (hereinafter "Contracto/'), The purpose of this Agreement is as follows: t/tOlh funding to Thorp School district to contract with a licensed mental health care provider to provide mental health services to the students in Thorp School District. The term of this Agreement shall be from July !'t,2026, through June 30th, 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 COUNTY CONTRACTOR 205 West 5th Ave, Suite 108 Ellensburg, WA 98926 Kasey Knutson Human Services Manager Kittitas County Public Health Department Kasev, knutson @co. kittitas.wa. us s09.962.7090 PO Box 150 Thorp, WA 98946 Andrew Perkins Superintendent Thorp School district perki nsa @tho rpschools.ore s09.964.7103 This Agreement includes the following, which are attached hereto and hereby incorporated by this reference: Attachment "A": Attachment "B": Attachment "C": Attachment "D": Attachment "E": Attachment "F": Scope of Work Compensation lnsurance Requirements Reporting General Terms and Conditions W-9 (Contractor must complete and return to the County for payment) Kittitas County Agreement for Services (rev.5/7a/251 Page I of 21 lN WITNESS 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.5/14/251 Page 2 of 2L a,Qot^',^t"Au{ ritte ) CONTRA TOR Signature Printed Name Uv? Date 2 ">a .2e til^ o"r., p\ lo 4 I 'AU KITTITAS COUNTY toNBOARD OF COUNTY V auns-r Commissioner Attest: tr $lcoun AfiACHMENT''A" SCOPE OF WORK ln addition to providing all material and labor, the Contractor shall perform the following activities: lmplement programs for Thorp School District students focused on mental health services, substance use prevention, life skills development, interpersonal relationships, leadership skills, healthy eating, physical fitness, outdoor activities, creative arts, and structured activities. Programs will include Summer Camp, Afterschool Programs, Clubs, Mental Health Counseling, ln-school Seminars, Parent Education, Staff Training, and Retreats. Where needed, we will provide healthy meals and transportation that directly support the ability to participate in mental health and substance use prevention activities. Contract with a Behavior Support Specialist to train staff Conduct formal and informal behavioral health screenings o Use BEISY scores to recruit students o Collect data during sessions Facilitate summer camp and after-school programs o Provide safe places and structured activities in the critical after-school and summertime. o lmplement Mental Health Curricula: SEL, Life Skills, interpersonal relationships, Drug & Alcohol prevention, suicide prevention, etc. o Conduct small group sessions o lntegrate creative arts, physical activities, and healthy eating o provide healthy meals and transportation that directly support the ability to participate o Administer pre- and post-surveys o Track data across programs and school day Facilitate secondary retreat for at-risk students to build interpersonal relationships, increase resiliency, and learn self-advocacy. Contract with Mental Health Services to provide direct services Contract with Speakers for Bullying Prevention, Diversity Awareness, Drug/Alcohol Abuse Resistance, Suicide Prevention Topics Host parent education events to equip parents to recognize early warning signs, understand risks kids face, and learn tools and resources available. Partner and collaborate with community resources Hire staff to provide additional student mental health supports on Fridays Kittitas County Agreement for Services (rev.5/74/251 Page 3 of 21 a a a a a a AfiACHMENT,,B,, 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: 553,250. Allowable direct expenses include, but are not limited to, salaries, wages, benefits, direct client services, promotion, outreach activities, necessary supplies, professional development and training, travel, equipment, and subcontracts. Purchases of clothing, incentives, video games and related items are not allowed. Food and gift card purchases require prior approval by Kittitas County. All expenses must be necessary and directly related to the scope of work as outlined in Exhibit A. Contractor will refer to their approved budget document submitted through the funding request process for line-item expenses. Any changes or updates to the budget must be approved by Kittitas County through the appointed contract manager in advance of the expenditure, in writing. 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 localtax 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 Kittitas County Agreement for Services (rev.5/74/251 Page 4 of 21 available revenue balances. The County will notifi7 the Contractor immediately if financial forecasting or actuals indicate such a circumstance. Allfunds must be spent byJune3O,2027. No extension of the funding period willbe 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.odiaga@co.kittitas.wa.us. B. Att invoices must be submitted by the tast day of the month fottowing the calendar month in which services were delivered. 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. Payrollexpenses 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-payrollexpenses must include a copy of the receipt or payment invoice. Paymentsto subcontractors must be listed as a specific line item persubcontractor. 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 Exhibit A: Scope of Work may result in delayed reimbursement payments or denial of invoices. 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' ln no event shall payments under this agreement total more than 553,250' Contractor will refer to their approved documents submitted through the funding request process for the 7/t1th of 1% Mental Health and Chemical Dependency Tax Grant. Any changes or updates made to the activities or budget listed in those documents must be approved by Kittitas County through the appointed contract manager in advance, in writing. Kittitas County Agreement for Services (rev.5/!4/251 Page 5 of 21 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 Contracto/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 Commercial General Liabilitv lnsurance r Coverage limits not less than: o $L,000,000 per occurrence, for all covered losses o $2,000,000 general aggregate . S1,000,000 products & completed operations aggregate . S1,000,000 personaland 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 r 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: o $1,000,000 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 Contractot's primary Commercial General and Automobile Liability coverage, or any combination thereof. r 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. X Workers' Compensation & Emplove/s Liabilitv r Contractor shall provide Workers Compensation and Employe/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.5/74/251 Page 6 of 21 x Professional Liabilitv / Errors and Omissions Liabilitv . Coverage limits not less than: . S1,000,000 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, trr4i!he!d-@! where required above, as evidence that policies providing insurance required by this Agreement are in fullforce and effect' Contractor's insurance policies required above must apply on a primary non-contributing basis in relation to any other insurance or self-instrrance 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 Contracto/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 bythe County, a copy of the required insurance policies, including all required endorsements, Kittitas County Agreement for Services (rev.5/M/251 PageT of 2L ATTACHMENT.'D'' REPORTING Contractor shall provide quarterly progress reports using the template provided. Please submit progress reports to the clerk at healthandhumanservices@co. kittitas.wa.us, r Quarter 1 (January-March) report due on the last day of April. o Quarter 2 (April-June) report due on the last day of July. r 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: r A narrative of project activities during the reporting period, including progress on the activities outlined in your Scope of Work (Attachment "A"). o A narrative of project successes during the reporting period. o A narrative of project challenges during the reporting period. The County retains the right to request clarification or additional information of the applicant as needed to assess project progress and/or appropriate use of funds. 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 County Agreement for Services (rev.5/14/251 Page 8 of 21 AfiACHMENT,,E" GENERAT 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 "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 "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 theCountytomakewithholdingforanytaxesotherthanincometaxes(e.g.,Medicare). Allcompensationreceived 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 Contractol'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: Contracto/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 Subcontractins: 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 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 Kittitas County Agreement for Services (rev.5/L4/251 Page 9 of 21 comply with any applicable term or condition of this agreement. The Contractor shall appropriately monitor the activities of the Subcontractorto assure fiscalconditions of this agreement. ln no event shallthe 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 Subcontracto/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 su bcontract. 5. Risht 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 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, andlor 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 modifi7 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 (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 Contractot'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 adjustmenU 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 priorto 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 Kittitas County Agreement for Services (rev.5/74/251 Page 10 of 21 fromanymoneydueorcomingduetoContractor. Furthermore,intheeventofterminationunderthisparagraph, 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 (21 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 Contracto/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 Contractol'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. 11. Non-Aopropriation 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. 5/M/251 Page 11 of 21 !2.L 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, 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. L2.4 Contractor holds, or will obtain prior to commencing work under this Agreement, such licenses, permits and other authorizations from federal, state and lncal 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. 72.5 Contractor is not in violation of any applicable law, ordinance or regulation the consequence of which willor may materially affect Contractor's abilityto perform its obligations underthis 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. LzJ 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 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. L4. lntellectual Propertv Infringement: Contractor will defend and indemnifu 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' 1"5. 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 Kittitas County Agreement for Services (rev.5/74/251 Page L2 of 2L 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 finaland 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 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 commercial arbitration procedures of the American Arbitration Association, and (4)the arbitrato/s decision or award shall be final and binding on both parties. L7. 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 Contractot'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 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 regularfirst 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. L9. Prevailine Waee: Where labor to be performed under this Agreement is considered "public work" as defined in RCW 39.04.01-0, 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 39.12 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 39.12.050. 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 orworking undersimilarcircumstances. Contractorshall, without additionalcompensation, correct any of its services not meeting such a standard. 21. Nondiscrimination Kittitas County Agreement for Services (rev.5lL4/251 Page 13 of 21 2L.L 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, orthe 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, orthe presence of any sensory, mental or physical disability olthe 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, recrltitment 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' ZL.Z Contractor will not discriminate against any recipient of any services or benefits provided for underthisAgreementonthegroundsof age,race, creed,color, national origin,citizenshiporimmigrationstatus, 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. ZL.3 lf any assignment and/or subcontracting has been authorized by the County, said assignment or su bcontract shall include appropriate safegua rds against discri m i nation. 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, orthe exercise of any right or privilege hereunder, unless otherwise stated in a writing, signed bythe parties hereto. 23. Headinss: 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. Survivat: The provisions of paragraphs 2,3,4,6,8,9,10, 13, !4,!5,L6,L7,79,20,22,24, 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. 25. 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. Kittitas County Agreement for Services (rev.5/M/251 Page 1,4 of 2t 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.5/74/251 Page 15 of 21 n.,,' llU'9 ATTACHMENT'F" Request for Taxpayer ldentification Number and Certification Go io ww.irs.govlFormllg lor inatructions and ihe latest intormation' Give lorm to the requester. Do not send to lhe lRS. {llev, Mnrch 2024) D*pan!acnt ot lhe Tlea5ury lDta.nnl Rcvohuo Soryicc Betore you begin. For rolalod to the 6f Form W-9, see ofForrn, bdo$. enlly 5 aarne rn lne ?.) 2 3u$l*o$$ namc/dasrsqarood ontily nalto, f dfteaont from abovo. 4 Exornptiorls {codos apply onlyto c€rtain cnliti€. not irdtvidu{15: $ee i.slruclions on page 3.): Exelnot pays cade (ii enlt Fx.Prrptior: l.(rr Compl'anca Act code lit arv) Fo'eigir Acroirnl Tat {IATCA} roportiqg (Appli* ta accoutlts fraillaioad Ntsidc the Unitcd States.) Reqoesler'$ nnne tfl(1 o<1.lre$s {.4}iionflt 7 l.sl ir.;(i}!rl n{rrDtpri$} here lopt'onall oo6(6a o ilceo>E OE z6.:e Co ooIooth Enler your IIN in the appropriate box. The TIN provided rnust match the name given o:r line 1 to avoid backup wlthholding. For individuals, this is ganorally your social security trumber {SSN). }Jowovar, for a rosidont aliBn, so16 proprietor, or disrsgafd€d entity, see thc: lnstrdclions tor l'at! l, iater- For oihef enlities, it is your elnployer identitication nurnber (ElN). lf you do uot have a rilmber, sm How lo g€t a 17N. later. Note: It the account is in more thail ane name. see lhe instftrclions lor line 1, See also l&hat Narne ancl Numbet Ta GivE the Requcster lar gilidelines on whosc numb$r lo enier. or Certilication Under penallies ot perjrry, I certity ihat: 'I lhe n.lmber shown on this lorm is |ny corect taxpayer rdontiticatio[ 11q16[sr {or I am l'raitirrg for a number to be issued lo me): and 2. I irm not $ubjeot to backup rvithholding bfcau$e {a} I arn exempt from bnckup lvilhholding, or (b) I ltavt nol besn notlfied by lhe lntemal nevenile Seruice (lRS) that I am subject to backup vrithholdi.lg as a result of a tailure to report all inlerest or dividends, or (c) lhe IBS has roiilied rne that I aln no longer sirbiecl to backup vJithnolding; and 3. I am a U.S. citizen or other U.S. person {deftned balo!'4, and 4. The FATOA codc(s) ontered on this fonn (if any) indiealing lhal I arn exenpt lrom FATOA rcPorling i5 corrcot. Certification inslruclions. You ttru$t cros."' out ilctn 2 above if yo{have boer notified by the IRS lbal you are cu.rently subJect to backup withholding because yori have tailed ta report all interest and dividgrlds on your tax return. For real estate tran$ctio[s, ilem ? doas r]ol app1y. FoI lnortgage interesi paid, acquisition of abandonmenl ol secured property. cancellation of debt, cortributions io an individual r€iirarnellt anangemeni {lHA), and, generally. payrnenis 3a Clrechtleaflproprialed.rrlorisderd,lax(ilnssiticfllro.rsflhee'ltiltrndrv|(lua{vho$eil!!nei$ertteraJonInel.Check only ono oa lh8 lollowiilg sarvcr boxes. I lrdilldualilolc prcoriotor I C corporariorr n 6 coDo'4tion f] Farlnorahio n Tnlorroototo n LLC. gnter:he t:rx rlas$ificat'dr (C = C 64)oralioil, S -- I corporallcfi, P - Pirrlna.$hip) Notei Chek ths "LlC" box aiFve a1d, in lhe enlry spac€, etrler lhe ipp.opridle code {C, S, or P} ktr lhe 1ax eiassiticalbn oi the Li.C, urles$ ll is A .ji$regtrdod oillily, A {iisr€Oardsl errtii.v sholrkl insl.rad cilfr:k l11o aopropriato box ior th6 lu classilication ol its otvner. n Oth€r [se.: i.rslructiqrsi 3b ll on lne 3.r you creck€d "liadnership. or "l-.!suostate." or ehocked .LLC' and elte.ed "P' as ils til ciassitlcf,iion, and you are p.gvidiag ll'i$ lor.n 10 a parineBhip, tr!s:, or eslale !n *hich you hfll'e al ov/neNrip rnleresi, check lhli l)ox il yoil have any {oreigl parlfte6, ovrne.5, or beoefrchrie$' Sec lnsl.rdion6 5 Ad{ir€r$ {nil$l)e., 5lreel, flnd npt. o. 5irte no,l, See irstrlldions- ldentification 6 Cily. state, and ZIP cod6 lt Part I €mployer idontritlcdtior numbgr Part ll othor than intersst and dividends,are not raquired 10 5i0n tha cerl'ficaiion, but must Sign Here General lnstructions Seciiorr reler€lrces are lo lhe lntental Revettue Code unlegs othenvise noted, Future dovolopments. For lhe lalesl lnlormalion about developmenl$ related to Form W-9 and ils insttrrctio.ls, such as legislation enacte{j after they were published, go to q/wul. its.gov/l:ortnw9, What's New Line 3a has besn modified to clarily how a disregarded entiry completes this line. An t"t,C ihat is a ctisregarded entity shotlld check 'the approFrisle hox [or the tax classification of its owner. O'lhen(i$o, ll should check the "LLC'' box Bnd enler its appropriale lax cldssitication. corrscl TlN. Soe lh8 ,nst.uclions for Part ll, lat6r. glgnature of lJ.S. porson Dalo Now line 3b ha$ boon added to this fom. A tlolY-through ontity i$ required to complete lhis line to indiEale that it has direct or lndirect loreign partrrers, owlrers. or beneticiaries when i'l provides the Fonn W-9 lo another flow-lhrough entity in which it has an ownership interest' This change is intendcd lo provida a {low-through enlity with information regarc,jng lho slatus of;ls lndiroct {o16ign parlnors, ol'rnors, or bsDefaciaries, so that it can salisfy any applicabl€ reporting requirernents. For exalnple, a partnership that has any inditect ioreigll parlners may be roqtlired to complete Schodtllos K-2 and K'3 Sae the Partn€rship lnstruotions for Schedules K'7 €nd K-3 {Forn 1065). Purpose of Form An indivldual or dntlly (Forrn W-g requesle4 who is required to file an iilorilatio|) ret{n with the lFlS is giving you ihis forln b€cause thoy Cat. No. 10231X Kittitas County Agreement for Services (rev.5/Ia/25) Page 16 of 21 Form W-9 {Hev. 3-2024} Form W-9 {ReY. 3-20?4}Page 2 must obtain your correcl laxpayer identification number fflN), which may be your sgcial security number (SSN), individual taxpayer idenlificalion number (lflNl adoption taxpayer identification number (ATIN), or ernployer identilication number (ElN), lo repofi on an informalion relum the amount paid to you. or olher amount reportable cn an information retum- Examples of infomulion retums include, bttt are nct limiled to, the follcwing. . Form 1999JNT {interest eamed or paid). r Form 1o99-DlV (dividends, including those ftom stocks or mulual funds). . Form 1099-Ml5C {vadous types of income. prizes, awards, or gross proc.eeds). . Form 1099-NEC {nonemployee compensation). . Form 1099-8 {stock or mutual fund sales and certain otlrer transactions by brokerc). . l-orm 1 uUg-S {Froceeds trom real eslale transacttons}. . Form lo99-K {nrerchant card and third-party nelwork transact;on3}. . Form 1099 {home mortgag€ interest), 1098-E (student loan interesl), and .1098-T {tuilion). . Form 1099-C {canceled debt}. . Form logg-A {acquisition or abandonment of secured prope}iy). Use Form W-9 only if you are a U.S. person fncluding a resident alien), to provide your conect TlN. Caution: lf you don't relum Farm W-9 to the requester with a TlN, you might b€ subject to backup withholding. See Whaf ls backup withholding,laler. By signing the filletl-otrt fonn, you: 1. Certily that the TIN you are giving is corect {or you are waiting {or a number lo be issued): 2. Certify rhal you are not subjecl to backup withholding; or 3. Claim exemption frcm backup withholding il yr:u are a U.S. exempl payee; and 4. Certiry to yaur non-foreign stalus for purposes of withholding under chapter 3 or 4 of lhe Code f{ applicable}; and 5. Certily lhat FATCA code(s) entered on lh'e form [f any) indicating lhat you are exempt fram lhe FATCA reporting is ccnect. See What Js FATCA Reporting, later, for further information. Note: lf you are a U.S^ person and a requester givss you a form othar than Form W-9 lo request your TlN, yo! must use the requester's fonn if it is substantially similar to this Form W-9. Defirrition ol a U,S. perscn. For iederal tax pulposesJ you are considered a U.S. person il you are; . An individual who is a U.5. cilizen or U.S. resident alienj . A partnership. corpomtion, company, or association created or organized in the Unhed States or under the laws ol the United States; o An eslate {other than a foreign estate); or . A dornestic lrusl {as defined in Regulations section 301.7701-7), Establishing U.S. slatus {or purposes of chapter 3 and chapter 4 withholding. Payments made lo foreign persons. including certain distributions, allocalions of income, or l€nslers of sales proceeds, nlay be subjed ro wilhholding under chapter 3 or chapier 4 of the Code (sections 1441-f4?4). Under those rules, if a Form W-9 or olher certification of non-foreign status has not been reoeived, a withholding agenl, transferee, or parhership {payorJ generally applies presumption rulBs that may require the payor to withhold applicable tax from the recipient" owner, barsleror, or parlner (payee). See Pub. 5 l 5, Wilhholding of Tax on Nonresident Aliens and Foreign Entities. The lollowing persons must provtde Form W-9 to lhe payor for purposes of establishing its non-loreign slalus. o ln the case of a disregarded eniily with a U.S. owner, lhe U.S. owner of the disregarded entity and not the disregarded entity. . ln the case of a grantor lrusl with a U.S. grantor or other U.S. owner, generally, the U.S. grantor or olher U.5. owner of lhe grantor trust and not the granlor trusl. . ln the case of a U.S. trusl {olher than a grantor trusi}, the U-S. trust and not the beaeficiaries of the trust. See Pub, 515 tor more inlormation on providing a Form W-9 or a ce{ification of non-foreign status lo avoid withholding. Kittitas County Agreement for Services (rev.5/Ia/251 PaEeLT of2L Foreign person, lf you are a foreign person or the U.S. branch ol a foreign b-ank that has elecled to be treaied as a U,S. person (under Regulations seclion 1 .1 441 -1 {b){Z}fv) or other applicable section for chapter 3 or 4 putposes), do not use Form W-9. lnstead, use the appropriate Form W-8 or Form 8233 {see Pub. 515). l{ you are a qualilied foreign pension lund under Regulations section 1.897(l)-l (d), or d partnership ihdt is wholly owned by qualified {oreign pension tunds, that is treated as a non-loreign person for purposes of seclion 1 445 withholding, do not use Form W-9. :nstead, use Form W-8EXP (or other certification of non-foreign status). Nonresident alien who becomes a resident alien, Generally, only a nonresident alien individual may use tfie terms of a tax treaty to reduce or eliminale U.S. tax on certailr types of inoome. However, moat tax treaties contain a provision knorvn as a saving clause. Exceplions specified in the savinq clause may permit an exemption from lax to cbntinue for cedain types o{ income even after the paye€ has othetuise become a U.S, resident alien lor tax purpos€s' lf yor"r are a U.S. resident alien who is relying on an exception contained in the saving clause ol a tax trea$ lo clainr an exemption from U.S. tax on certain types ol income, you nlust sttach a statement to Fatm W-9 that specifies lhe following {ive ilems. '1. The trealy country. Generally, lhis must be the same freaty under which you claimed exemplion from iax as a nonresident alien. 2. The treaty article addressing the inconre. 3. The arlicle number {or locaticn} in the tax treaty that conlains the saving clause and ils exceptions. 4. The type and amount of income thal qua|{ies {or the exemption fronr tax, 5, Suffcienl facts to justify the exenrption fronr tax under the lenns of the treaty arti6le. Exantple, Articl€ 20 ol the U.S.-China income lax treaty allows an exempti6n trom tax {or scholarship income received try a Chinese student temporatily present in the United States. Under U.S. law, lhis student will become a rasident alien for tax putposes if their stay in the United States sxceeds 5 calendar years. However, paragraph 2 of the first Protocol lo the U.S.-China treaty (dated April 30, 1s84) allows the provisions of ftticle 20 lo cont:nue to apply even after the Chinese student becomes a resident alien of the United States. A Chinese student who qualifi€s for this exception (under paragruph 2 of the first Protocol) and is relying on this exceplion to claim an exenrption from tax on their scholarship or {ellowship income would attach to Form W-9 a statenrent that includes the inlormalion described above to support that exemption. lf you are a nonresident alien or a foreign entity. give the requesler the appropriale completed Form W-8 or Form 8?93. Backup Withholding Wrat is backup wilhholtling? Persons making certain payments to you must under certain cenditions wilhhold and pay to the IRS 24% of such paymenls. This is called "backup rvithholding.' Paymenls that may be subject to backup withholding include, but are not limiled tq, inleresl, tax-exempt interest, dividends, broker and barter exchange transactions, rents, rr:yallies, nonemployee pay, payments made in settlement of payment card and third-party nehvork transactions, and certain payments lrom fishing boat operators. Real esiate iransactions are not subject to backup wilhholding. You will not be subject la backup withholding on paynents you receive if you give the requester your corect TlN, make lhe proper cerlifications, and report all your taxable interest and dividends on your tax retum' Payments you receive will be subject to backuP wilhholding i{: l. You do not fumish your TIN to lhe requeste6 2. You do not cerlify your TIN when required (see the instruclions lor Part ll for details); 3. The IRS tells the requester lhat you fumished an inconect TIN; 4. The IRS rells you that you are sub,ect to backup whhholding because you did not report all your interest and dividends on your tax ratum (for reportable inlerest and dividends only): or 5. You do nol cerlify to the requester thal you are not subject to backup wilhholding, as described in ilem 4 under "By srgning the filled' out {orm" above (for reportable interest and dividend accounts opened after 1983 only). Fom W-9 {Rev.3-20?4)Flge3 Certain payees and payments are exempt lrom backup wiihholding. See Exenrpt payee code, later, and the separate lnslructions for lhe Requester of Form W-9 for more informalion. See also Estab/rshing U.S. stalus forpu4ooses of chapterS and chapter 4 withholding, eafliet. What ls FATCA Reporting? The Foreign Account Tax Compliarrce Act (FATCA) requires a paiicipating foreign financial institution to report all U.S. account holders that are specified U.S. persons- Certain payees are exenrpt from FATCA reporting. See Exemptrbn from FATCA reporting code, later, and the lnstnrclions for lhe Requester of Fum W-9 for nrore inlotmation. Updating Your lnformation You nrust provide updated information lo any person lo whom you clairnerJ to he an exempt payce if yotl are no long€r en ex*mpl FayFR and anticipate receiving reportable payments in the future from this person, For example, you may need to provide updated infotmation if you are a C corporation that elects to be an S cotporalion, or if you are no longer tax exempt. ln addition, you lnusl lumish a new Form W-9 if the name or TIN changes for the account, for example, if the grantor of a grantor trust dies. Penalties Failure to lurnislr TlN. lf you fail to lumish your conect TIN to a requesler, you are subiect to a penalty of $50 for each such failure urrless your failure is due to reasonable cause and not lo willful neglect- Civil penalty for false infortnaliolr with tesp€ct to wtthholding. lf you nrake a false statement with no reasonable basis that tesulls in no backup withholding, you are subject to a 5500 penalty. Crinrirral penalty for lalsifying inlormaliotr. Willfully falsilying cedifications or affirmations may subject you to criminal penalties irrcluding fi nes and/or imprisonment. Misuse of TlNs. lf the requesler discloses or uses TlNs in violaiion ol federal law, the requester may be subject to civil and criminal penalties. Specific lnstructions Line 1 You must enter one ol lhe following on this line; do not leave this line blank. The name should match ttte name on your tax reium. lf this Form W-9 is for a ioint account (other than an account nraintained by a foreign financial institution {FFl)}, li*! firsl, and then crrcle, the name of the person or entity whose number you +nlered in Part I of Form W-9. lf you are providing Form W-9 to an FFI lo document a ioint account, each holder of the account lhat is a U.S. person must provide a Form W-9, . lndivi<lual. Generally, enter lhe 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 firsl name. lhe last name as sholvn on your social security card, and your new last name. Note for lTlN applicant: Enter yeur individual name as it was entered on your Form W-7 applicatiorr, line 1a. This should also be the same as lhe name you entered on the Form 1040 you filed wilh your applicalion. . Sole proprietor. fnier your individual name as shown on your Form 1 040 on line I . Enter your business, trade, or "doing busirress as" (DBA) name on line 2. . Parlnership, c corporation, S corporation, or LLC, other than a disregardecl entity, Enter the entity's name as shown on the entity's tax retum on line I and any business, lrade, or DBA name on line 2, o Other entities. Enler your name as shown on required U.S, federal tax documents on line 1. This name should match the name shown on the chafter or other legal document creating the entity. Enler any business, lrade, or DBA name on line 2. . Disregarded entity, ln general, a business entily lhat has a single owner, including an LLC, arrd is not a corporation, is disregarded as an entity separate from its owner (a disregarded entity). See Hegulations section 301.7701 -2(c)(2). A disregarded entity should check the appropriale box for lhe tax classification of ils owner. Enter the owner's name on line 1. The rrame of the owner entered on line 1 should never be a disregarded enlity. The name on line I should be the name shown on the income tax rettirrr on which the income should be repoded. For Kittitas County Agreement for Services (rev.5/74/251 Page 18 of 21 example, if a foreign LLC that is trealed as a drvegarded entity for U.S. {ederil tax purposes has a single owner that is a U.S. person, the U,S. cwnet's name is required lo be provided on line 1- ll the direct ewner ol the entity is also a disregarded entity, enter the first owner tfial is nol disregarded for lederal tax purposes. Enter lhe disregarded enti!y's name on lirre ?. lf the owner o{ the disregarded enlity is a foreign person. the owner must complete an appropriate Form \ity'$ instead o{ a Fonn W-9. This is the case even if the foreign person has a U.S. TlN. Line 2 lf you have a business name, lrade :rame. DBA name, or disr+garded entily name, enter it or, Iine 2. Line 3a Check the.appropriate box on line 3a for the U-S. fedeml tax classification ofthe person whose nanre is enlered cn line -1" Check only one box on line 3a. Line 3b Check this box il you are a partnership (including an LLC classifed as a partnership for U.S. federal tax purposesl, lrust, or estate thal has any foreign partrrers, owners, or beneficiaries, and you ar* prcviding this torm to a parlnership, trust, or eslate, in which you have an ownershiP interest. You must check lhe box on line 3b il you receiue a Form W-& {or documentary evidence) from any partner, ornner. or beneficiary establishing foreign stalus or il you receiue a Form W-9lrom any partner, owner, or beneficiary that has checked the box on line 3b. Nnte: A partnerslrip that provides a Form \(I-$ and checks box 3b rny be required to complele Schedules K-2 and K-3 {Form 1065}. Fnr more information, see the Paltnership lnstructions for Schedules K-2 and K-3 (Fom l065). lf you are required to complete line 3b but fait to do so. you rnay ndt receive the information necessary to file a correcl infonnation retum wilh the IRS or fumish a corecl payee statement to your parhers or beneficiaries. See, for example, sections 6698, 6722, a.,d 6v?4 lov penalti6s that ntay apply. Line 4 Exemptions lf you are exempt from backup withholding andlor FATCA reporting, enter in the apprcpriate space on line 4 any code{s} lhat rnay apply to you. Exenrpt payee code. . Generally, individuals (including sole proprietorsl are noi exempt fi"orn backup withholding. . Excepl as provided below, corporations are exempl {:cm backup withholding for certain payments, including interest and dividends. . Corporations are not exempt fronr backup withholding for payrnenls made ln settlement ol payment card or third-party nelwork transaclions. . Corporations are not exempl from backup wilhhclding wilh respect to attomeys'fee9 or gross proceeds paid to atlomeys, and corporations that provide nredical or health care services are not exempt with respect to payments reportable on Form 1099-MlSC. The following codes identify payees that ar€ exempl lrom backup wilhholding. Enter the appropriate code in the space on line 4. 1-An organization exempt from tax under section 501(a), any lRA, or a custodial account under section 403{bXZl il the account satisfes lhe requirements of section 40 1 (f)(2). lF lhe entity/individual on line 1 isa(n),.. THEN check the box for . Con:oration Corporatlon. . lndividual or . Sole proprietorship lndividuallsole proprietor, . LLC classified as a partnership for U.S. Iederal tax purposes or ' LLC lhat has filed Form 8832 or ?553 electing to be taxed as a corporation Umiled liability company and enter the apprapriate taz classilication: P = Partnership. C=Ccorparalion,or S = S corporalion. ' Partnership Parlnership. r Trustlestate TrusUestale. Form W-9 {Bev.3-2024)Page 4 2-The United Slaies or alry of its agenciss or instrumentalities. 3-A state, the District of Columbia, a U.S. commonwealth or terrilory, or any of their political subdivisions or instrumentalities. 4-A foreign govemment or any of ils political subdivisions, agencies, or instrunrenialities. 5-A corporation. 6-A dealer in securities or commadities required to register in the Uniled States, lhe District of Colunrbia, or a U.S. commonweahh or teffilory. 7-A futures conrmission merchant registered wilh the Comnrodtty Futures Trading Commission. 8-A real estate inveslnlent trust. 9-An entity registered at all tinres during the tax year under the lnvestment Contpany Act of 1 940. 1 0 n oommon truot fund opemtsd by a bank under rcction 584{a). 1 1 -A financial institution as defined under seclion 581. 12-A middleman known in the investment community as a nominee or custodian, 1 3-A trus1 ex€mpt from tax under section 664 or descnbed in section 4947. The lollowing chart shaws types of paymenls that may be exempt irorn backup withholdirrg. The charl applies to the exempt payees listed above, 1 through 13. lF the paynrent is for THEN the paylnent is exenrpt lor.,. . lnterest and dividerrd payments All exempt paye€s excepl tor 7. Exempt payees .l through 4 and 6 lhrough ll and all C corporations. S corporations must nol enter an exempt payee code because they are exernpt only for sales ol noncovered securilies acquired to 2o12. r Barter transactions Exenrpt payees 1 through 4. and . Payments over $600 required to Generally, exempl payees be reported and direct sales over 1 through 5.? s5.0001 . Payments made in settlemenl of Exempt payees I through 4. payment card or third-pady network transactions I See Form 1099-MlSC, Miscellaneous Information, and its instructions. : However, ihe following payments nrade lo a corporation and reportable on Fonn 1 099-MISC are not exempt from backup withholding: medical and health care payments, attomeys'lees. gross proceeds paid to an attorney repor'lable under section 6045(f}. and paymenls for sewices paid by a federal executive agency. Exemption from FATCA reporting code. The follo$ring codes identily payees that sre exempt ftotn repoting under FATCA. These codes apply to persons sr.rbmittitrg lhis form for accounts maintained outside of the United Slates by certain foreign financial institutiong. Therefore, if you are only submilting this form for an acccunt you hold in the United States, you may leave this lield blank. Gonsult with the person requesling this form if you are uncenain if the financial institution is sublect to these requirements. A requesler may indicale that a code is not required by providing you wilh a Form W-9 with "Noi Applicable" {or any similar indication) entered on the lirre for a FATCA exemption code. A-An organization exempt from tax under section 501{a) or any individual retirement plan as defined in section 7701(aX37). B-The United States or any of its agencies or instumentalities. C-A state, the District of Columbia, a U.S. comnronwealth or tenitory, or any of their political subdivisions or instrumentalities. D-A corporation the stock of which is regularly traded on one or more established securities markets, as described in Regulations section 1..l472-1{cxl){i). E-A corporation that is a menrber of the same expanded affiliated group as a corporation described in Regulations section 1.1422-l(cX1){i}. Kittitas County Agreement for Services (rev.5h4/25l, Page L9 of 2l F-A dealer in securities, commodit:es, or derivative Jinancial inslrunrents (including notional principal contracts, futures, forwards, and options) that is registered as such under the lav.'s of the Uniled Stales or any stale. G-A real estate inveslment trust, H-A regulated investnenl company as defined in section 851 or an entity registered at all times during the iax year under the lnvestnenl Company Act ol 1940. l-A common trust lund as defitled in section 584{a). J-A bank as defined ill section 581. K-A broker. L-A lrust exempl lrom tax under s€ction 664 or described in section 4s47{aX1). M -A tax-exempt trust under a section affilb] plan or seclion 457{g} plen Note: You may wish to consult with the financial institution requesting this lorm to delermine whetlter lhe FATCA code and/or exempl payee code should be completed. Line 5 Enter your addrcss {nunrber. streel, and apartment or suite number}. This is where the requester of this Fom W-9 will marl your informadon reiums. lf this address diflers fronr the one the requesler already has on file. enter "NEW' at the top. lf a new address is prnvided, there is still a chance the old address will be used until the payor changes your address in their records. Line 6 Enter your city, staie" and ZIP code. Part l. Taxpayer ldentification Number (TlN| Enter your TIN in dre appropriate box. lf you are a resident alien and you do not have, and are not eligible to get, an SSN, yourTlN is yolr IRS lTlN. Enler it in the entry space for the Social security number. If you do not have an lTlN, see llow to get a IIN below. lf you are a sole proprietor and you have an ElN, you may enler eitfier your SSN or ElN. ll you are a single-member LLC lhal is disregarded as an entity separate irom its owner, enter the owner's SSN (cr ElN, if the olcner has on4. tf tne LLC is classilied as a corporaiion or partnership, enterlhe entity's ElN. Note: See !{/hat Name and N untber To Give the Fequesfer. later. for further clarification of name and TIN combinalions- How lo get a TlN. lf you do tpi have a TlN, apply for one immediateiy. To apply for an SSN, gel Form SS-5, Application for a Social Security Card, {rom your local SSA office or get this form online at wrvrv.SSA-gov. You may also get this form by calling 800-772-1213. Use Form W-7, Application for IRS trrdividual Taxpayer ldenlilication Number, to dpply lor an lTlN, or Form SS-4, Application lor Emplcyer ldenlilication Number, to apply for an ElN. You can apply for an EIN online by accessing the IRS websile at wlvrv.irs.grov/E/N. Go to ww*,.r-rs-gev/Forms to view, download, or print Fonn W-7 and/or Form SS-4. Or, you can go ts lvwtv.ris.gro vlOrderForms lo place an order and have Form W-7 anrUor Form SS-4 mailed to you within 15 business days. lf you are asked to complete Form W-9 bul do not have a TlN, appty Jor a TIN and enter "Applied FoC' in the space for the TlN, sign and date lhe form. and give it lo the requester. For interesl and dividend payrnenls, and certain payments made with resp€ct to readily lradable inslruments, you will generally have 60 days lo get a TIN and give it to the requester b€fore you are subject to backup withholding on payrnents. The 60-day rule does not apply to other types ol paymenls. You will be subjecl to backup withholding on all such payments until you provide your TIN to the requester. Note: Entering 'Applied Fofl means that you have already applied lor a TIN or that you intend to apply for one soon. See also Estabishing U.S. sletus forpifposes of chaprer3 and chapter 4 withholding, earlier. for when you may instead be subject to wilhholding under chapler 3 or 4 DJ the Code. Caution: A disregarded U,S. entity thar has a loreign owner musl use the appropriate Form W-8. Form W-s {Rev.3-2024)Page 5 Part ll. Certification To establish lo lhe withholding agent that you are a U^S. person, or residenl alien, sign Fonn W-9. You may b€ requested to sign by the withholding agenl even if item 1, 4, ot 5 below indicates otherwise. For a ioint account, onfy the person whose TIN is shown in Pad I should sign (when required). ln the case of a disregarded entity, the person identified on line 1 :nust sign. Exempt payees, see Exemptpayee code, earlier. Signature requiremetrts, Complete ihe cenilication as indicated in itemslthroughSbelow. 1. lnteresl, dividend, and barter exclrange accounts opened before 1984 and broker accoutrls cotrsidered active during 1983. You nust give your correct TlN, bui you do not have to sign the certification. 2, lnierest, dividencl, broker, and bader exchange accounts ouened after l$83 and broker accounts consitlered inactive durir:g 1b93. You must sign the certificalion or backup withholding will apply. lf you are sutrject to backup withholding and you are merely providing your coneci TIN lc the requester, you must cross out item 2 in the certification befcre signing the {orm. 3. Real eslate transactions. You must sign the certification. You may cross out itern 2 of the certitication. 4. Other payments. You must give your conect TlN, but you do not have to sign lhe certificatiott unless ycu have been notiied that you have oreviouslv oiven an incoffect TlN. "Other payments" include paym'ents mad'ein the course of the requester's trade or business {or i'erits, royalties, goods {other than bills for nrerchandise), medical and heafth care services (including Payments to corporations), payments to a nonemployee for services, payments made in settlement of.payment card and thiid-party networ* trdnsactiorrs, payments to ceftain fishing boat crew members and fishermen, and gross proceeds paid 1o attorneys {including paynents to corporations). 5, Morlgage irrterest paicl by you, acquisilion or abanclonment oJ secured DroperW, cancellation of debt, qualilied tuition progrant paymentl (uildei section 529), ABLE accbtlnts {under section 529A), iR4 Coverdell ESA, Archer MSA or HSA contributions or distribtttions, and pension distributions. You must give your conect TlN, but you do not have io sign lhe ceriificalion' What Name and Number To Give the Requester For this ol accounl: 8. gisregarded ffility rot ovrned by m individual 9- A valid trust. sstate, or pereion trust t0- Corpo.ation or LLC electing corp+ale staluE on Fom 88'32 sr F]m 2553 'i 1. Asssiatim. club. religiws. charitable, eduetioml, or qther lu-exmPl orgnniation 12- Partrenhip or multi-nwrber LLC l3- A b{oker er registered l]mine .l 4 . Ac@rut with lhe Deparimst ot Agriculture in lhe nilt of a Public entity {such c a stale or lml govemmmt, school dbtrict, or pdson] ihat mrivt8 a4ricultunl progrm paymants 15. G6tor trul filing Ftrm l04l or mdar the Optional filiru MothDd 2, requiring Fom 1 0,99 {s* Flegulatioffi rstion !.671-4{blF{ilE}" Give nanre and EIN of: The owrer Legal entityd The coporation lhe orEaniation The partsrership The broks or nomiree The public entity The trust For lhis 0l acccunt: 2. Two or rure individuals fioint account) other than an accflnt maintained bY an FFI 3. Two or mre U-S. pemons {joint accounl maintained by m FFI) 4. Custodial acout ol a minq (Jnifwm Gift to Minors Act) 5- a- Th* usul revocable mvings busl {gratm is alrc truslee) b. SGdlled tmt rcc@nt that i5 not a legal o valirJ lrwt mder gtate law 6.Sole proprietoohip o disreguded mtily owned by an individual 7. Gmnttr au$ filing under Opibnal Filing Method 1 (see Begulations s*lion 1.671 -.{bX2XiXA)}" r List first and circle the name of lhe person whose nunrber you fumish. lf only one person on a ioint account has an SSN, that person's number must be fumished- ? Circle the minor's narne and fumish lhe mino/s SSN. 3You must show vour individual name on line l, and enter your business oi bgA n"-e. if ahy, on line 2. You may use eilher your SSN or EIN (if you have one). but the IRS encau,ages you to use your SSN. a List first and circle the name of the lrust. eslale, or pension trust- (Do noi {umish the TIN ol the personal representalive or trustee unless the legal entity ilsell is nol designated in the account title.) ' Note: The granlot must also provide a Form \n/-9 io the trustee of lhe tru9t. " For more infcrmation on optianal filing nrethods for grantor trusts, see the lnstructions lor Fonn 1041. Nste: lI no name ls circled when more than one name is listed, the number rvill be considered lo be thal of the tirst name listed. Secure Your Tax Records From ldentity Theft ldentilv theft occurs tYhen someone uses your personal itrformation, such ai your name, SSN, or other identifying information, wilhout your permission 1o commit iraud or otfier crirnes. An ideniity thie{.may use your SSN to get a iob or may {ile a tax retum using your SSN to receive a refund. Tc reduce your risk: . Protect your SSN, . Ensure your employer is protecting your SSN. and . Be careful when choosing a tax letum pfeparer. ll your tax records are a{fected by identity theft and you receive a notice from the IRS, respond right away to the name and phone number printed on the IRS notjce or letler. ll vour lax records are not cunently affected by identity theft but you thinli you are at risk due to a lost or itolen purse or wallet, questionable crediicard activity, or a questionable credit report, contact the lFlS ldentity Theft Holline at 800-908-4490 or submil Form 1 4039. For more information, see Pub. 5027, ldentity Theft lnfornration for Taxpayers. Give name and SSN of: The aclual owner ofthe nccounl or. il mmbined funds, the fist individual on the accountl Each holder ofthe rccount The minor2 The grmlor-lruslee1 The actual omerl The owneF The griltor' Kittitas County Agreement for Services (rev' 5/14/25l, Page 20 of 21 Page 6Fom W-9 {Rev. 3-3024) Victims of identity lheft who are exPeriencing economic-hann or a systemic problem, br are seeking help in resolving tax problems that hive not 6een resolved through normal channeb, may be eligible for Taxpayer Advocate Service ffAS) assistance. You can reach TAS by catting *e TAS toll-free case intake line at 877-777-4778 orIlYlfDD 800-829-4059. Protecl yaursell trom suspicious emails or phishing sclremes. Phishingis the creation end use of email and websites designed to mimic legitimate business emails and websites. The mosl common act is sending an emait to a user {abely claiming to be an established legitimate-enterprise in an attempl to scam the user into sunendering private inlonnation that will be used {or identity theft. The IRS does not initiate contacts with taxpayers via emails. Also, the IBS does not requesl personal detailed infomation through email or ask taxpavers for the PIN trumbers, passwords, or similar secret access inldrniation for their credit card, bank, or other financial accounts. lf you receive an unsolicited email claiming to be lrom the lRS, fonry-ard th'rs message to phrsh ing@irs.gov You nray also report misuse of the IRS aame, logo, or other IRS property to the Treasury lnspector General {or Tax Adfrinistration IIGTA) at 800-366-4484. You Gan forward suspicious emails io the Federal Trade Gommission at spam@uce,gov or report lhem al www'ftc'govlcamplaint..You can contact the FTC al www.ftc.govlidtheft or 877-IDTHEFT (817--438-4338). lf you have been the victin of identity thefl, see www'ldentityTheft'gov and Pub. 5027. Go to wmv.irs.gov/ldentityTheftto leam more about identity theft and lrow to reduce your risk, Privacy Act Notice Section 61 09 of the lnternal Revenue Code requires you lo provide your conect TIN to persons (including federal agenciesJ who are r€quired lo file informalion relurns with lhe IRS to report interesl, dividends. or certain other income paid to you; mortgage inlereat yor paid: the acquisition or abandonment of secured propertg the-cancell{ion of debt; or contributions you made to an !RA, Archer MSA" or HSA. The oerson collectinq this form uses the infornation an the form to iile information retuirs with the lRS, repartirg the ahove information. Routine uses of thb information include giving il to the Department of Justice for civil and criminal liligation and to cilies. states, the Disttict o{ Columbia, and U.S. commonwealths and lenitories lor use in administering their laws, The inlormation may also be disclosed to olher countries unler a treaty, to federal and stateagencies to en{orce civil and crinrinal laws, or to federal law en{orc'ement and intelligence ageft:ies ln cnmhat lerrnfism. You must providc your TIN whothor or not vou are required to file a tax relurn- Under seclisn 3406, Payors must leneralty witnnotd a percentage oJ taxable interest" divftjends, and ienain other payments lo a pa.yee who does nol give a TIN lo the payor' Cenain penaliies may also apply lor providing false or lraudulent infomralion. Kittitas County Agreement for Services (rev.5/74125] Page 2l ol 2L