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HomeMy WebLinkAboutFully Executed Agreement (4)KITTITAS COUNTY AGREEMENT FOR SERVICES PHMH26.O24 This Agreement for Services (hereinafter "Agreement") is entered into by and between Kittitas County (hereinafter "County"), a political subdivision of the State of Washingtori, and WISE (hereinafter "Contractor"). The purpose of this Agreement is as follows: provide training and technical assistance to Kittitas County Developmenta I Disa bilities progra m su bcontractors and pa rtners. The term of this Agreement shall be July 1, 2026, through June 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: COUNTY CONTRACTOR This Agreement includes the following, which are attached hereto and hereby incorporated by this reference: 507 N Nanum Street Ste 102 Ellensburg, WA 98925 Kasey Knutson Human Services Manager Kittitas County Public Health Kasey. knutson @co. kittitas.wa. is 509-962-75L5 Attachment "A": Attachment "8": Attachment "C": Attachment "D": Attachment "E": Attachment "F": 16000 Christensen Road Ste 308 Tukwila, WA 98L88 Charly Walters Senior Technical Assistance and Training Manager charly@gowise.org so9-217-4142 Scope of Work Compensation lnsurance Requirements General Terms and Conditions W-9 (Contractor must complete and return to the County for payment) Fee Schedule Kittitas County Agreement for Services (rev. 5ha/25l' 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. Ce s; @ 6r4w CONTRACTOR Signature Printed Name Title Date: q. t ' KITTITAS COUNTY hairman ner ISDate: c Attest: Brett Wach sm ith, Chairman Boa orsvik Buchholz BOARD OF COUNTY COMMISSIONERS :.! FT 2* Kittitaq County Agreement for Services (rev. 5/Ia/251 2 ATTACHMENT'A,, SCOPE OF WORK . WISE training and/or consultation services listed via gowise'org o WISE consultation services for Kittitas County Public Health Department staff o Additional assistance related to the annual community summit o lndividualized Technical Assistance (lTA) for employment and day services providers via Developmental Disabilities Administration (DDA) services. o Any service provider offering transportation must ensure that drivers hold valid driver's licenses and have a background screening completed to include a driving abstract in order to safely perform the services. Kittitas County Agreement for Services (rev. 5/14/251 3 ATTACHMENT,,B" COMPENSATION THE COUNry WILL NOT PROCESS PAYMENT FOR SERVICES RENDERED UNDER THIS AGREEMENT UNTIL CoNTRACTOR SUBMITS A COMPLETED W-9 (SEE ATTACHMENT "E"1. 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: Not to Exceed S10,000 Unless otherwise provided herein, Contractor shall be solely responsible for Contracto/s travel and related expenses. Any uses of these funds outside of the listed allowable uses must be approved by Kittitas County in advance of the expenditure, in writing. Allfunds must be spent byJune30,2027. No extension of the funding period will be granted' Reim bu rsement 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 20th day of the month fottowing the catendar month in which seruices 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. Payroll expenses must show employee names, hourly rate, number of hours, total pay, and project code. Benefits can be one line item but should include project code. Non-payroll expenses must include a copy of the receipt or payment invoice. Payments to subcontractors must be listed as a specific line item per subcontractor. D. All invoices must include invoice date and an invoice number' E. All invoices must also be accompanied by an updated Contractor Spending Form, as provided by Kittitas County, to ensure that billing record keeping matches County records. F. Failure to submit required monthly deliverable reports as outlined in 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 510,000. Kittitas County Agreement for Services (rev.5/14/251 4 AfiACHMENT'C" INSURANCE 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 underthis 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 bytheCounty. lfaninsurerisnotadmitted,allinsurancepoliciesandproceduresforissuingtheinsurancepolicies must comply with Chapter 48.!5 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 $1,000,000 per occurrence, for all covered losses o $2,000,000 general aggregate o $1,000,000 products & completed operations aggregate o $1,000,000 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 . 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. r 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 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. r 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 insu red against another. Workers' Compensation & Emplover/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.5lL4/251 5 Professional Liabilitv / Errors and Omissions Liabilitv r Coverage limits not less than: . 51,000,000 each claim . Contractor must provide evidence of this coverage on a policy form appropriate to Contractor's profession. ContractorshallfurnishtotheCountyaCertificateoflnsurance,g[h..@!whererequiredabove, as evidence that policies providing insurance required by this Agreement are in full force and effect. Contractor's insurance policies required above must apply on a primary non-contributing basis in relation to any other insurance or self-insurance available to the County. contractor agrees to provide notice to the county at least thirty (30) days prior to cancellation, or any material alteration or non-renewal, of any of the above-required insurance coverages. Contractor shall assume full responsibility for all loss or damage from any cause whatsoever to any tools, machinery, equipment, or motor vehicles owned or utilized by Contractor, or Contractor's agents, employees, suppliers or contractors, as well as to any temporary structures, scaffolding and/or protective fences' Contractor shall have sole responsibility for ensuring the insurance coverage and limits required herein are also obtained by any subcontractors. NOTE: Notwithstanding any other provision(s) of this Agreement, no contract shall form under this Agreement until and unless the following are provided to the County: (1) a copy of the Certificate(s) of lnsurance with all required endorsements, properly completed and in the amounts required, and (2) where requested by the County, a copy of the required insurance policies, including all required endorsements. Kittitas County Agreement for Services (rev.5/Ia/251 6 ATTACHMENT'D,, GENERAL TERMS AND CONDITIONS L. Scope of Contractoy'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 Payment: 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 sh all 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 reimburseContractorforanycostsorexpensesincurredbyContractorinperformanceofthisAgreement. 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 Contractot/s performance of this Agreement. The County will pay sales and use taxes imposed on goods or services acquired hereunder as required by law. Contractormustpayall othertaxes,includingbutnotlimitedto:businessandoccupationtax;ortaxesbased on (1) Contracto/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. Independent 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 "B", and that Contractor is not entitled to any County benefits, including but not limited to: vacation pay, holiday pay, sick leave pay, medical, dental, or other insurance benefits, or any other rights or privileges afforded to Kittitas County employees. 5. Assignment and Subcontracting: and Subcontracting: No portion of this Agreement may be assigned or subcontracted to any other individual, firm or entity without the express and prior written approval of the County. The Contractor may only subcontract work contemplated under this agreement if it obtains the prior written approval of the County. lf the County approves subcontracting, the Contractor shall maintain written procedures related to subcontracting, as well as copies of all subcontracts and records related to subcontracts. For cause, the County in writing may require the Contractorto 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/M/25l' 7 comply with any applicable term or condition of this agreement. The Contractor shall appropriately monitor the activities of the Subcontractorto assure fiscal conditions of this agreement. ln no event shall the existence of a subcontract operate to release or reduce the liability of the Contractor to the County for any breach in the performance of the Subcontractor's duties. Every subcontract shall include a term that County is not liable for claims or damages arising from a Su bcontractor's performa nce of the su bcontract. 5. RiFht 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 withorevaluationbyservicerecipientsunderthisAgreement. Contractorshall preserveandmaintainall 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, and/or any persons authorized by the County, 7. Modification 7.1. This Agreement may be amended by mutual agreement of the parties. Any such amendment shall be in writing and signed by both parties. 7.2 The County may unilaterally amend this Agreement at any time by written notice ("Change Notice") to Contractor, to modify the work to be performed under this Agreement, within the general scope of the Agreement. Such changes may include, but are not limited to, changes in the exact scope of work to be performed (including modification, substitution, addition, or deletion of required tasks) and changes to the scheduleof performance. lfanysuchChangeNoticecausesanincreaseordecreasetoContracto/scostof,orthe 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 Kittitas County Agreement for Services (rev.5/t4/251 8 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. g.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.L 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 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 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-Appropriationof Funds: lf theCountydoes notappropriatesufficientfundingforthisAgreement 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: Kittitas County Agreement for Services (rev. 5h4/25l1 I Lz.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. I2.2 Contractor has the authority to execute this Agreement, to make the representations and warranties set forth herein, and to perform its obligations hereunder. t2.3 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. L2.5 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. t2.6 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. \2.7 None of the representations or warranties in this Agreement, and none of the documents, statements, certificates or schedules furnished by Contractor in connection with the performance of the obligations contemplated under this Agreement, contains or will contain any untrue statement of a material fact or omits or will omit a material fact necessary to make the statements of fact contained therein not misleading. L3. 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. 74- lntellectual Infringement Contractor will defend and indemnifi/ 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 ofCou Name and 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/M/25]. 10 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. t7. 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 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 this Agreement may be provided by personal delivery, legal courier service, or certified mail, postage prepaid and return receipt requested. Notice may be provided by regular first class mail if simultaneous notice is provided by email. Notices given by Contractor shall be provided to the County's point of contact listed on page 1 of this Agreement, at the address there listed, and to the department head of the county department for which services under this Agreement are rendered. Notices given by the County shall be provided to Contractor at Contractor's address listed on page 1of this Agreement. 19. Prevailing Wage: Where labor to be performed under this Agreement is considered "public work" as defined in RCW 39.04.010, Contractor shall pay the prevailing rate of wages to all workers, laborers, or mechanics employed in the performance of work under this Agreement in accordance with RCW 39.12 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 practicingorworkingundersimilarcircumstances. Contractorshall,withoutadditionalcompensation,correctany of its services not meeting such a standard, 21. Nondiscrimination Kittitas Cou nty Agreement for Services (rev . 5h4/25l1 11 zt.t ln the performance of this Agreement, Contractor will not discriminate against any employee o1 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, mentalor physical disability or the use of a trained dog guide or service animal by a person with a disability. Such requirements apply, without limitation, to the following: employment, promotion, demotion, transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and programs for training, including apprenticeships. Contractor shall take such action with respect to this Agreement as may be required to ensure full compliance with local, state and federal laws prohibiting discrimination in employment. 2L.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. 2L.3 lf any assignment and/or subcontracting has been authorized by the County, said assignment or subcontract shall include appropriate safeguards against discrimination' 22. Waiver: The waiver of any default or breach of this Agreement, or the failure of a party to enforce any provision hereof or to exercise any right or privilege hereunder, shall not be deemed to waive any prior or subsequent default or breach, the enforcement of any provision hereof, or the exercise of any right or privilege hereunder, unless otherwise stated in a writing, signed by the parties hereto. 23. Headings: The headings of sections and paragraphs of this Agreement are for convenience of reference only and are not intended to restrict, affect, or be of any weight in the interpretation or construction of the provisions of such sections or paragraphs. 24. Survival: The provisions of paragraphs 2,3, 4, 6,8,9,10, 13, t4, L5, L6, t7 , 19,20,22,24, and 28 of these General Terms and Conditions shall survive the completion, expiration, termination or cancellation of this Agreement for any reason. 25. Complete Agreement: This Agreement constitutes the entire agreement between the parties and supersedes any and all other agreements, understandings, negotiations and discussions, oral or written, express or implied, regarding the work to be performed hereunder. The parties agree that no other representations, inducements, promises, agreements, or warranties relating to this Agreement, oral or otherwise, have been made between the parties. Except as provided elsewhere in this Agreement, no modification or waiver of this Agreement shall be valid or binding unless in writing and signed by the parties. 26. Severability: 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. 5/74/25) 12 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. ARreement 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, any third parties. Kittitas County Agreement for Services (rev. 5/74/25) 13 n,,,,,lllf'9 ATTACHMENT,.E,, Request for TaxPaYer ldentification Number and Certification Go to ffi,r?s.govlFormwlorinxlructione and the latest inlormation. Give form to the requester. Do not send to the lRS. iHev. Mareh 2024) Deprrtm6nt 0f lh€ Ti€.sury hlto.nal Bsvonuo Soryico oodo 5 olHco>D oC 4oG ooI oo Befo16 Enier your YIN itr the appropriate box, The TIN provided must lratch the narra gjven otl line 1 to avoid backuf, lv'lhholding. For inclividuals, ihis is gonerally youf social security numbor (SSN). llowevor, for a rg$id6ni alicn, solc propdolor, or di$rogaaded ontity, $eo th€ in$tructiong for Part l, 'at6r. For othe. entities, it is your etnployer identificalion nLtnber (ElN). lf yo.t do not have a ']urnber, see How to gel a llN, later. Note: lf the account is i|l moro than one rame, see the instructions for lir]e 1. See also What Name and NumberTo Qivo the Requester for guictelinas on whose nrmbor lo gnter. F0r relaled to ths of Form W-9, sns of Forr), bolo$/. t Name ol entity/iFdivid{al. n enlry is required. tFo. a sole propr:etor or disregafded enlity, snte. lhe ovner'3 tame on line 1, and enter the businestdisrogarded eniity's nam€ on line 2.] 2 3usincss nanrc/dis.caardcd onlity narno. if diffaroni troF abovo. 4 Exompliorls {codcs apply o0ly to crtlain entlti€. not individuf,ls; $ee hglruclions on p{ge 3}l €xempt pay@ codo 1il nnyl fxesrpllon frorn cofipl;ar1cs Act cods {il ily) Foreigt Acrount Tirx (|'ATCA) roporli{! (Applie€ to acc@nls mainlaina<l wtside tho Unitad States.) Flequester's name an(, xdr,ress {oPtlond ) 7 !- sl accounl rlurntx(s) here {optional) or Under penalties of per;*ry. I cedify that: 1 . The numb€r shown on thrs lonr is my correct tdpayo. rclentification numbor {or I am }vaiting for a number to ba issued to me); and A. I am not subject to backup lvithholding bacause {a) I am oxampt frorr backup r.rilhholding, or (b} I havc nol been notified hy the lnlernnl Rovenue Seruice (lRSi that I am sublect to backup withholdiilg as a result of a leilure to report all itlteresl or dividends. or (c) the IRS has notilied me that I atil rro ;onger sublect to backup rvithholding: and 3. I arn a U.S. titizsn ot other U.S. person {defined belou/i: and 4. Thc FATOA codo(s) ontsred on this forln (if any) indicaling Ihat I anl oxsrnpt from FATCA reporting ;s coffect. Ceriltlcation instroctions. You must cross out llern ? ailove if you have been notified by the IRS that yot, are currently subiejt to backup withholding bocause you have tailed to a€port all interest and divd€nds on your tax retlrn. For real estats lransaclions, iiern 2 does l]ot apply. For mortgage intersi paid acquisition or abandonmerrt ol secured property, cancellation ol debt, contrjbLiions lo an individual tatirsmanl anangement {lFlA), and, getrerally. paynr€nls 3a Chtrklh6app6prialeDox'.rrislercllixelass!fica|ailoflheenliiyrndividlalwhosenltne onry on6 oi lho follor ilg s4von boxes. n hdjviduaysots propriator f] C corporarion ! $ corporation ! earlnorshig I TrusUostatc fl LLC. EntettturaxclassificationlC = Cr4rpornlloi, s =smrporatlon, P = Pantrorchip) l{ot6: Chffk lhe 'LLC" bex above flnd, it} the entry spaca, ert€r {he appropriale oodc {C, S. o. P} lol lhe til r:i.66lflcatlon ol ths L!C, unlo6s it is a (lisregar.torl onllty. A disregardsl erltily ehould in$toad ehsk lhe aopropriakr box lorlh6 iu classitication ol its owner- n olhsr {600 iostfuctions) as ellered oi lne L Check 3b if on lino 3a you checked "Parlnarship" or "T.usuostato," o. ch@kod "LLC" flnd enteted "P" as ils tax classificalion, nnd you are providing lhrg lorm lo i partneEhip, lruBl, oa estats in which you have an ovrneagnip inl€resl, chtrk lhl$ box il yoll have trry loreion pa.ln6a, .rwile6, o. lfneficlanes See ntsltdclions tr 5 Addre$s (number, rlr@t. an., apl, o. suite no.i. See lnslrucllonr, 6 City, stats, and Z'F code nxmber Part I number Psrt ll olher thm intorgsl and dividonds, /or, flro not Sign Here th€ csrtification, but must corrocl TIN- Se6 lhs instructions for ?art ll, iatsr. reqreste4 who is required to flle an giving you this torn because they 1o signature of lJ.S. peraor Dato An lndlvidual or entity (Fonn W-9 rnfor:nation retufi] wilh the IHS is General lnstructions Section relerences are io the hrten)al Revertue Code unless olheruise notod. Futuio dov6lopments. For the latest inlormalion aboul dovolopmont$ related lo Form W-9 and its instruc?ions, such as legislation 6nacted after they were published, ga lo www.ire.gov/Formw9, What's New Line 3a has been moditied to clanfy hovr a disreqarded entity colnpletes lhis line. An LLC that is a disraqarded ontity should check the approp.iate oox for the latx clas$ilic;:tion of it$ owner. Olhe^{isf, it should check ihs "LLC" box snd enter itc appropnate tex classification Nevr lino 3b has been added to ihi$ form. A llorr-through dnlity itl requi/ed to complete this line to indicate lhat 't has direct or indirect loreign padnerg, o\tners, or benoliciaries when it provides the Form W-9 to anolh6rflow-through entity in which lt has all ownership interest This change is intended to FJrovido a flow-through sntity \'/ith information rogardrng the slalus of its indiracl fol6ign pailnors, ov/ior3, ol beneficiariss, so that it carl satisfy any applicable teporting raquirements. For example, a parlnershiP lhat has any indirect ioreign Dartners may be.squir€d io complele Schedules K-2 and K-3, Sec tho Parlnership lnslructions for Schedulos K-2 tnd K-3 (Fo.m 1065). Purpose of Form Kittitas County Agreement for Services (rev.5/74/251 14 rorm W*9 inev- I'zoz+1Cal. No. l023rX Fom 1tJ-9 {Rer. 3-2ti2,{Page2 musl oblain your Norreqt taxpayer identification number |IIN), which may be yo{Jr sacial security number {SSN), individual taxpayer idenlifi cation number {tTlN}, adoption laxpayer identification number {ATIN}, or ernployer identificalion number {ElN}, to report on an inJormalion relilm th€ amount paid to you, or olher amounl reportable on an inlormaliqn relum. Exarnples of information relums include, bul are not limited to. the following. . Form IOSgJNT linterest eamed sr paid). . Fonn 1O99-DIV {diuidends, including those from stocks or mulual funde]. r Form 1099-M|SG {variaus rypes of inc,ome, prizes, awards. or gross pra*eedsj. e Form 1099-NEC {nonemployee compensation). r Form lo99-B {stock or miltual fund sales and certain other transactions by brokersl. o Form 1099-3 fxoceeds fiom rea.l eslate transaclions). . FoIm 1099-K {rnerchant card and third-party network tranEactions}. . Fom 1098 {home .nortgage interest}, 1 098-E (student loan interest), and 10s8-T{tuilionl. e Form 1099-C {canc€led debt). . For1n 1099-A (acquisilion or abandonment ol secured propedy). Use Form W-9 only if you are a U.S. person $ncluding a residenl alien), to provide your conecl TlN. Caution: lf you don't retum Form W-9 to the requester with a TIN, yott mighl be subject to backup withholding. See What is backup withholding,laler- By signing rhe filled-out form. you: '1. C,ertily that the TIN you are giving is conect {or you are waiting for a numbe( to be isuled); 2. Celtify thal you are nol subiect to backup wilhholding; or 3. Claim exemplion f:om backup withholding if you are a U.S. exempt payeei and 4. Certifu io your non-foreign status for purposes of lvithholding under chapler 3 or 4 of the Code {if agplicable); ard 5. Certi! that FATCA code[s] entered on this form {if any) indicating that you a:e exempt from lhe FATCA reporting is conect. See What /s FATCA Reporting, later. for further information. Note: lf you are a lJ.S, pers.on and a requester gives you a form other lhan Form Vtrf-9 1o request yourTlN, you must use the requester's form if it is substantially similar to this Form W-9, Definition cf a U,S. person, For {ederal tax purposes, you are considered a U-S. pelson if you are: o An individual {rho is a U.S. cilizen or U.S. resident alieni . A partnership, corporalion, company, or association created or organized in the Llnlted States or under the laws of the United States; . An estate {other than a foreign estatei; or . A dornestic trusl {as defined in Regulations section 301 .7701 -7). Eslablishing U.S. status lor purposes of chapter 3 and chapter 4 withholding. Payments rnade lo foreign persons, including certain distribulions, allocalions of income, or lransfeG of sales proceeds, may be subjecl lo wilhholding undar chapler 3 or chapler 4 of the Code {sections 1441-1474i, Under those rules, if a Form W-9 or other certification of non-fordgn slatus has not been received, a withholding agent, transferee, or partnership tpayor) genarally applies presumption rules that may reguire lhe payor to lvithhold applicable tax trom the r€ciprent, lwner. Baneleror. or parlner {payee}. See Pub. 51 5, Wiihholding of Tax on Nonresident Aliens and Foreign Entities. The foliowing perscns must provide Form W-9 to the payor for purposes ol estabiishing its non-foreign stalus, r ln the case of a disregarded entity rvith a U.5. owner, lhe U.S. owner of lhe disregarded entity and not the disregarded enlity. r ln the case of a granlortrust wilh a U,5. grantor or other U.S. ovrner, generally, the U-S- grantor or olher U.S. owner of the grantor lrust and not the grantor lrust- o ln the case of a U.S. trusi {olher than a granlor trust), the U.S. lrust and not the Sene{iciari€s a{ the bust. See Pub. 515 for rnore infonnation cn providing a Form W-9 cr a certification of non-foreign slahls 1o avoid lvithholding. Foreign person, ll you are a foreign persan or the U.S. branch of a foreign Gnk that has elected to be trcal€d as a U.S. person {under Regulations section 1.1441--l {bJ{2fiiv} or olher applicable section for chapter 3 or 4 p.rrpo€es], do not use Form W-9. lnstead, use the appropriate Fonn W-8 or Form 823s {see Pub. 515}. ll }lou are a quali{ied foreign pension fund under Regulations section 1 "897[)-1(d), or a parlnership ihar is +rholly owned by qualified foreign pension funds, that as treated as a non-foreign person for purposes of seclion 1445 withholding, do not uee Fo:rn 1iJ-9. Inslead, use Form W-8EXP (or other certification ol non-forEign statusl. Nonresideni alien who becomes a resident alien. Generally, only a nonresident alien indiuidual may uee lfie tsrms of a tax treaty to aeduce or eliminate U.S- tar( rn certain tyFes o{ income- However, most tax laealbs contain a provision hnolrn as a saving clause. -xceptions specified in the saving clause may permii an exemplion from tax to cbntinue for certain types ol incorne even after the payee has otherwise beconre a U"S- resident alien fot tax purposes. lf you are a U,S. resident alien who is relying on an exception contained in lhe saving clause ol a tax ?eaty lo claim an ex€mplion lrom U.S- tax on certain types ol incorne, you musl atlach a stalement to Form li/-9 that specifies lhe lollowing frve ilems. 'l, The treaty country. Generally, this must be the same beaty under which you claimed exernplion lrom tax as a nonresident alien. 2. The treaty article addreesing tfte jncome. 3. The article number {or location} in the tax treaty that contains the saving clause and ils exceptions. 4. The type and amount of incorne that qualifies for the exemption from tax" 5. Sulficient facts to iusli{y the exemption from tax under the terms of the treaty article- Example. Article 20 of lhe U.S.-China income tax treaty allows an exemption fram tax {o: scholarship income received by a Chinese student temporaily present in the Unital States. Under U.S. law, this student will becorne a resident alien for tax purposes if their slay in lhe Uniled Slates exceeds 5 ualendar years. However. paragraph 2 of the lirsl Protocol lo tfie U.S.-China lreaty (dated April 30, 1984) allows the provisions of Atticle 20 to conlinue to apply even after the Chinese student becomes a resident alien of the United States. A Chinese student who qualifies lor this exception {under paragraph 2 of lhe first Protocol) and is relying on this exceplion to claim an exemption from lax on their #hobrshif oifellcwship iniome would attach to Form W-g a statement that includes the inlormation deseribed sbove io support lhat exemption- lf you are a nonresident alien or a foreign entity, give the requester the appropriate completed Form W-a ol Form 8233. Backup Withholding What is backup wilhhclding? Persons making certain payments to you must under certain conditions rrifthold and pay to the IRS 249o of sttch paynrents" This is cailed ^backup tt'hhholding." Payments that may be subject to backup $rithholding inc,lude, but ate not limiled t6, inlerest, lax-exernpl inlerest, dividends, brsker and barter exchange lransactions, rents, royalties, non+rnployee pay, payments mad€ in settlernent o{ payment card and third-patty nehvork lransaclions, and certain payments frorn fishing bcat opetators. Real eslate :ransactions are not slbie{l to backup withh'olding. You will not be subject to backup wilhholding on payments you receive il you give the requester your corect TlN, make lhe ptoper c€rtifications. and report all you, taxable inlerest and dividends on your tax return- Payments you receive rcill he *ubject to hackup withholding il: 1, You dr not fumish yout TIN to the requester; 2. You do nol cetlily your T'lltl ruhen required {see ihe inslnrlions for Parl Il for details!; 3. The IRS tells th€ tequesler lhat you {umished an incorrect TIN; 4. The IRS teltrs pu that you are subiect to backup wilhholding because you did not report all your interest and dividends on ycur lax retum for repcrtable interest and diuidends only); or 5. You do not certify io the rEquesier that you ate not subject to backup rvhhholding, as described rn item 4 under "Ey signing the fiiled- out form" above flor reportable interesl and dividend accounts opened atter '1983 onty). Kittitas County Agreement for Services (rev.5/74/25) 15 Form W-9 {Rev.3-2024)Pase 3 Cedain payees and payments are exempt from backup wilhholding- See Exembt-wyee code, later, and lhe separate lnstructions for the Requester of Form W-9 for more information. See also Estab/i.shing U.S. siatus for pulposes of chapter 3 and chapter 4 withholding, exlier. What ls FATCA Reporting? The Foreign Account Tax Compliance lrct (FATCA| requires a participating foreign financial instilution to report all U.S. account holders thai are specified U.S. persons. Certain payees are exempt fiorn FATCA reporting.'See Evempflon frcm FATCA repofting code,later, a'}d the tnstructions for the Requester of Form W-9 for more information. Updating Your Information You must provide updated information to any person to whom yau claimed to be an exempt payee if you are no longer an exempl payee and anticipate receiving reportable payments in the future from lhis person. F6r example, ybu may need to provide updated information if you are a C corporation that elects to be an S corporation, or if you are no longer tax exempt. ln addition, you musi fumish a new Form W-9 if the name or TIN changes for the account, for example, if:he grantar of a grantor lrust dies. Penalties Failure to fumish TlN. lf you fail to fumish your conect TIN to a requester, you are subject to a penalty of $5o {or each such fuilure unless your failure is due to reasonable cause and not to willlul neglect. Civil penalty for false information with respect to wilhholding' lf you make a falsri statement with no reasonable basis that resulls in no backup withholding, you are subject to a $500 penalty. Criminal penalty for falsifying information. Willtully falsifuing certifications or affirmalions may subject you to criminal penalties including fi nes and/or imprisonment. Misuse ol TlNs. lf the requester discloses or uses TlNs in violalion of lederal larv, the requester may be subiect to civil and criminal penalties Specific lnstructions Line 1 You musl enler one of the following on this line; do not leave this line blank. The name should match the name on your tax relurn. lf this Form W-9 is for a ioint account (other than an account maintained by a {oreign financial institution {FFl}), list firsl, ard then circle, the name of lhe peEon or entity whose number you enlered in Part I of Form W-9. lf you are providing Fotm W-9 lo an FFI ta document a joint account, each holder of the accounl that is a U'S- person must pmvide a Fonn W-9. . lndividual. Generally, enter lhe name shown on your tax retum- lf yoti have changed your last name without informing the Social Security Adminislration (SSA) of the name change, enter your firsl name, the fast name as shown on your social security card, and your new last name- Note for lTlN applicant: Enter your individual natne as it was efllered on your Form W-7 application, line 1a. This should also be the same as the narne you enlered on the Form 1 040 you filed with your applicatlon. . $ole proprietor. Enter your individual name as shown on your Form 1040 on line 1. Enter your business, lrade, or "dcing business as" {DBA} name on line 2- o Pa(nership, C corporation, S corporation, or LLC, other than a disregarded'entity. Enterthe €nlily's name as shorvn on the entity's tax r€tum on line 1 and any business, trade, or DBA name on line 2' . Other entities. Enter your name as shown on required U.S" {ederal tax documents on line 1. This name should maich the name shown on the charler or olher legal documenl creaiing the entity. Enter any business. lrade, or DBA name on line 2. . Disregarded entitlr. ln general, a business entity lhat has a single ownel including an LLC, and :s not a corporation, is disregarded as an entity saparale from its owner (a disregarded entity). See Hegulations sectibn i01.7701 -2{c)(2). A disregarded entity should check the apryopriate box for the tax classification of it$ owner. Enter the owneCs niine on line 1, The name of the owner entered on line 1 should never be a disregarded entity. The name on line 1 should be the name shown on tfie incime tax rettim on which the income should be reported. For er€rnple, if a foreign LLC lhat is treated as a divegarded entity. for U'S. federil lax purposEs has a single ownet that is a U.S person, the U.S. olrner's name is required to be provided on line 1' lJ tfie direct owner of $e enrity !s also a disregarded entity, enter lhe firBt owner that is not dbregaried lor lederal tax purposes. Enter lhe disregarded entity's name on line 2. li the owner of the disregarded enlity is a foreign person, the ol'rner must complele an aPpropriatC Form W€ instead of a Form W-9- Tlris is the case even if ihe foreign person has a U.9. TlN. Line 2 lf you ha'.re a busin€ss narne, Itade name, DBA name, cr disregarded entiqr name. enter it on line 2. Line 3a Check the appropriate box on line 3a for the U.S. federal tax c[assificalion of the persan whose name is enteGd on line -1, Check only one box on line 3a. Line 3b Check this box if yoil are a partnership {inciuding an LLC classified as a parherstrip for U.S- federal tax purposes), lrust, or esiate that has any ioreign parlners, owners, or beneficiaries, and you are providing lhis. form ta i partnerstrip, trust, or eslale, in which you haue an ownership interest. You rnusi iheck the box on line 3b if you receive a Form W-8 {or documentary evidence) lrom any partner, owner, or beneliciary establishing foreign status or if you receive a Form W-g trom any parbrer, owne., or beneficiary tirat has checked the box on line 3b. Note: A parlnership that provides a Form W-9 and checks box 3b may be requined lo cornphle Schedules K-2 and K-3 tForm 1 0651. For more infonnation, see the Partnership lnstructions for Schedules K-2 and K3 Forun 10651. lf vou are required to complete iine 3b but failto dc so, you may not receive the info'rmation necessaty to file a correcl informaEon retum wiih the IRS or fumish a cor:ecl payee statement to your parhers or henefrciaries. S€e, for example, ssctions 669S, 6722, a d 6724 lor penalties thal may apply. Line 4 Exemptions lf vou are exempt from backup wilhholding andlor FATCA reporting' eritcr irr' ilre appiupialc spuue orr lirre 4 arry uude{sl lllal rrlay aPp:y tu yo{l- Exempt payee code. . Generally. individuals {inc{uding sole propnetorsi are not exempt from backup tdthholding. . Except as prcvided belolv. corporations are exempt ftom backup wrlhholding for certain payments, including interest and dividends. r Corporglions are not exempl lrom backup withholding for payments rnade ln settlement of paymeirl card or third-party nelwork transaclions- I Corporations are not exempl lrom backup withholding with respect to altornays' iees or gross proceeds paid to atlomeys, and corporations 1hal prdlride rnedical or health care services are not exempt with respect to payments reportable on For"rn !099-M|SC. The lollolring codes idenlifu payees that are exempt from backup wilhholding" Enter the appropriate code in the space on line 4. 1 -An organization exempt from tar under seciion 501{af, any lRA, or a ruslodial accounl under seclion 403(b)(71 if the acccunt satisfies ihe requirernents of section 401 ff){2}. lF the entity/intlividual on line 1 isa(n)... THEN check the bor lor . Comoration Corporation. . lndvitjual or r Sole proprietar*rip lndividuallsole proprietor, ' LLC cfassilied as a partnership for U.s. federal lax purposes or r LLC thal has filed Fcrm 8832 or 2553 el€cting 10 be laxed as a corporal:on Limited liability company and enter the appropriate lax clasification: P = Partriership, C=Ccorparalion,or S = S corporation. . Pannership Parinership. . Trustr'estate TrusUestate, Kittitas County Agreement for Services (rev.5/14/251 16 Form W-9 {Rev.3-2024)Page 4 Z-The United States or any of its agencies or instrumenlaltlies" 3-A state, lhe District of Columbiq a U.S. commonwealtfi or lerrilory, or any of lheir political subdivisions or insaumenlalilie.s. 4-A loreign govemment or.rny of ils political subdivisions, agencies, or insSumenlalities. 5-A corporation. 6-A deal€r in securities or commodities rquired to register in tlre United Slates, the District ol Columbia, or a U.S. commonwea$lh or tenitory. 7-A futures commission merchanl registered wilh the Commcdity Futures Trading Commission. 8-A real estate investment trust. 9-An entity registered at all times during the tax year under lhe Investment Company Act ol I 940. 10-A common trust flrnd operated by a bank under saction So.€l.b!- 11-A financial instiMion as defined under section 581. 1?-A middleman known in the investment comrnunhy as a nominee or custodian. 13-A trust exempt from tax under section 664 or described in section 4947. The {ollowing chart shows types of payments thal may be exempt from backup withholding. The chart applies to the exemFt payees listed above, l through 13, lF the paymenl is for THEN the paymenl is €xempt lor--. . lnterest and dividend payments All exempt payees sxcepl for 7 transactions Erempt payees 1 through 1 1 and all C corporalions. S corporations must nat ente. an exempt payee code because they are exernpt only for sales oJ noncovered secu rities acquited pdor to 2012. . Barter tlansaclions Exempt payees 1 through 4. and F-A dealar in securilies, commodities, or derirraiive linancial inslruments {including notional pdncipal conlracts, futures. forv,mrds, and options) lhat is registered as such under the lal'rs of the United Slates or any state. G-A real estate inveslment busl, H-A regulated investmenl company as defined in ssction 851 or an entity registered at all times during the tax year under tfie lntlestrn+nt Company Act ot 1 940. l-A common trust lund as defined in section 5s4{al. J-A bank as defined in section 581. K-A broker. L-A trust exempt from tax under seciion s64 or desc.ib€d in section 4ea?{a}{1}. M-A lax-exempt trust under a seetion 4O3{b} plan or s*c,tion 457{.gJ plan. ilote: You may wish to consult wilh the financial insiitutirln nequeeting this form to determine whether the FATCA code and/or erernpt payee code should be completed. Line 5 Enter your address (number, sbeel, and apartment or suite nurnber], This is where the requester of this Form W-9 will mait your information retums. lf this address ditfers from the one the requester already has on file, enter'NEW" at the top. lf a new address is ptEdfu" there is still a charre the old address will be used until the payor changes your address in their records. Line 6 Enter your crly. state, and ZIP code. Part l. Taxpayer ldentification Number (TlN| Enter your TIN in the appropriate box, l{ ycu are a resident alien and you do not have, and are nol eligible to get" an SSN, your TIN is your iFS lTlN. Enter it in lhe entry space for lhe Socla$ securily number. lf you do no1 have an lTlN, see How to gei a Il l bslow. lf you are a sole proprielor and you have an ElN. you may enler eitfter your SSltl or ElN. lf you are a single-member LLC that is disregarded as an enlity separate from its owner. enter the ownefs SSN {or EIN, it lhe olrner has o're1. lf th* LLC is classified as a corporalion or fartnership. €nter the entity's EIN- Note: See What Name and Number Io Gjve tfre Feqr,rester, later' for {urther clarification ol name and TIN cornbinalions" tlow to get a TlN. lf you do not have a TlN, apply lor cne immediately. To apply lor an SSN, get Form SS-5. Application lor a Social Security Card, from your local SSA offne ,rr get this fonn nnline at wwv.SSA.gov. You may also get this form by calling 80o-7I2- 1313. Use Form W-2, Application lor IRS lndividuatTaxpaler ldenlilicatbn Number, to dpply for an lTlN. or Form SS-4. Applicatien for Erndoyer ldenlification Numbet to apply for an ElN. You can apply fer an EIN online by accessing the IRS website at $'rvw.irs.gov/FlIV. Go to www.irs.govlForms to view, download. or print Form rdl-7 and/or Fonn SS-4. ot; yqru catt go tu www.tis.grJv/0rderFaffrrts: ttt daue an urtler atld have Form W-7 andy'or Form SS-4 mailed to yoru ',ruithin 15 businsss days. lf ]rou are asked to complete Form W-9 but do not have a TlN. apply {or a TIN and enter ''Applied FotJ' in the space for tlre TiN, sign and date lhe form. and give ii to the requester. For inlerest and di'ridend payrnents, and certain payments made I'rith respect to rcadily tradable instruments, you will genenlly have 60 days to get a TIN and give tt to the requester b€fore you are subject to backup '.'dthholding on payments. The 60-day rule does not apply lo olhe. tl'pes ol payments. You will be subject to backup withholding on al$ suc,h payrnenls until you provide your TIN to the requester. Note: Enlering 'Applied ForJ means that you have already applied lor a TiN or that you intend to apply for one scon. See also Fstabltsitng U.S. status for pttposes af chapter 3 and chapter4 lurtfihcfding. earfier. for when you may instead be subiect to ',r.ithhofding rrrnder chapter 3 or '{ oI lhe Gode. Catdion: A disregarded U.S- enlity that has a {oteign ol'lnrer rnust u* the appropriate Form W-8. 4 6 ' Paynrents over $6o0 required to be reporled and direct sales over $s,ooo' . Payments made in settlement of payment catd or third-party network transactions Generally, exempt payees 1 through 5"? Exempt payees 1 through 4. l See Form 10g9-MISC, Miscellaneous lnformation, and its instructions. 2However, the following payments made to a corporation and repodable on Form 1 099-MISC are not exempl fnom backup withholding: medical and healih care paymenls. attomeys'fees, gross proceeds paid to an attorney reportable unde. section €o45{q, and payments for services paid by a federal executive agency. Exemption lrom FATCA reporting code. The follov{ing codes idenli{y paye€s that are exempl from reporting under FATCA- These codes apply to persons submitting this form for accounts maintained oulside of lhe United States by certain {oreign financial institutions. Therefore, if you are only submitting this form for an account you hcld in rhe United States, you may leave this {ield blank. Csrsult with the Person requesling this form it you are uncertain il the financial institution is subjecl to these requirements. A requester may indicate that a code is not required by providing you with a Farm W-g rTith "Noi Appficah'le'',{or any siririlar indication) enlered on the line {or a FATCA exemption code- A-An organization exempl from lax under section 501{ai sr an}' individual retirement plan as delined in section 7701{a)(37}. B-The United States or any of its agencies o. inshurnentalities. C-A state, the District of C,olumbia, a U-S. commonwealth or leritory, or any of their political subdivisions or inslrumentalities. D-A corporation the stock of which is regulady lraded on one or more established securities markels, as described in Flegulations section 1.1 47?-1 (c){1 )(i). E-A corporation that is a member of the same expanded atfiliated group as a corporation described in Regulalions section 1.147?-1{c[lHii. Kittitas County Agreement for Services (rev.5/74/25) 17 Form W-9 {Rev.3-20?4)Plge 5 Part ll. Gertification To establish to the withholding agent lhat you are a U.S. person, or resident alien, sign Fom W-9. You may be requested to sign by the withholding agient €ven if item 1, 4, or 5 below indicates otherudse. For a joint account, only ihe person whose TIN is shown in Parl I should sign {when required}. ln tfie c€se of a disregarded enlity, the person identified on line 1 must sign. Exempt payees, see Fxemptpayee code, earlier, Signature requirements, Complete the cerliJication as indicated in itemslthrough5below. 1. lnterest, clividend, and harter exchange accounts cpened belore 1984 and broker accounts considered active during 1983. You must give your correct TlN, bul you do not ha\re to sign the certification. g. hrterest, dividend, broker, and barter exchange accounts opened after l98i! and broker accounts considered inactive during 1it83. You must sign he certification or backup withholding will apply. lf you are subject to backup withholding and you are merely providing your cofiect TIN to lhe reque€ter, you rnust cross out item 2 in the certification before signing the form. 3, Real estate transactions. You must sign the certification. You may cross out ilem 2 of the certilication. 4, Other paynrents. You must give your conect TlN, but you do nol have to sign the certification unless you have been notifed lhat you have previously given an inconect TIN- "Otherpayments" include paym'ents madle in the couse of the requester's trade or business for rents, royalties, goods (other tlan bills for merchandise), medical and heahh care services {including payments to corporations), paymenls to a nonemployee for services, payments made in setdement of payment card and thiid-party network transactons, payrnents to certain fishing boat crew members and fishermen, and gross proceeds paid lo attomeys (including payments to eorporaticns). 5. Mortgage inlerest paid by yotr, acquisition cr abandonmenl o{ secured property, cancellation of debt, qualilied luition program rraymentl {uhde; section 52S), ABLE accounts (under section 529A), lRA, Coverdell ESA, Archer MSA or HSA contributions or distributions, and pensio]r distributions. You must give your cqneet TlN, bul you do not have to sign the certilication. What Name and Number To Give the Hequester For this ol acccunl: 8- Disregaded mtity not ovned by e individml 9. A valid trust, estate, or peffii$ totst I O. Corpontion or LLC electing corporale status on Fm 8832 or Form 2563 11 . Assmiatiffi. club, religim.s. clwileble, edumtjoml, or other td-srflpt organiation 1?. Partreruhip or mufti-mmberLLC 13. A b{oker or registercd nminm 14. Acmunt wifr the Deparknml of Agriculture h the mre ol r public enlit/ {such s a state or lffi&l govffiffit. schocl dbtrict, or ptisnl lhat rseives agdcultuml progrm paymtrts '15. Gmntortrustfilhg Fm 1O4l or mder the Optional Fiting ll4ethod ?, requiring Fom 10o9 {s* Flegulatir:ns s*tion 1.671-4ib){2xi){B}" Give name and EIN of: Tliremns LaEli:l entitld Tlhe caperalion The orgnnixiiion Tltre pr&r'erafiip Tlfre brol+s ry nomiree T[re p'ublic *tiiy 1. The grstor-lrusiEel The actual owrerr The qvrneF The qretor' ThE trust ' List iirst and circle the name of the penion whose rulnrber 1ou fumish. lf only one person on a ioint accounl has an SSN" that person's number must be fumished. rCircle the minor's name and furnish the nninor's SSN. rYou must show vour indrvidual narne on line 1. and enter vour business or DBA name. i{ ahy. on line 2. Yor may use erther your SSN or EIN [f you have one), but the IRS encouruges !,ou to use yot:r SSN' rList first and circle the name of lhe lrust" estate. or p€nBion lrust. {Do not fumish the TIN of the personal representatite or truslee unless the legal entity itsell is not designated in lhe acsount tj,1le,) ' Note: The grantor must also provide a Form $I-9 to tfie trustee of the trust" '* For more information on oplional filinE nnethrods lor granior uusls, see the lnstructions for Form 1041, Noie: lf no name is circled when more than one name is listed, the number will be considered lo be that of ltre ftrsi narne listed. Secure Your Tax Records From ldentity Theft ldentity theft occurs when someone uses llour personal information. such as your name, SSN, or alher ideniifying inforrnation, I'rithout your permission lo commit fraud or otfier crinnes. An idenltty tfiief may use your SSN to gel a job or may lile a tax return ilslnE your SSN to receive a refund. To reduce your risk . Prolect your SSN, . Ensure your ernployer is protecting you:SSN, and . Be careftrl when ahoosing a tax telum p(eparer. lf your tax records are affected by identity lheft and you receive a notice lrom the lRS. respond right away to the name and phone number printed on ihe IRS notice or letter- lf your tax records are not cunently affected by rdenli$' theft but you thinli you are at risk due to a lost or stolen purce o. lvallet, questionable credit card aclivity. or a queslionable credit report contacl lhe lFlS ldentily Theft Hotline ar 800-908-4490 or &ubdnit Fonm 14.039- For more information, see Fub,. 5027, ld€nltty Th€ft lnformalion for Taxpayers. For this ol account:Give narne and SSN of: fhe individwl The actual owner of the rccant or. # mn:bined funds, the fint individul on the occounll tach holder oflhe rccounl The minor: 2, Two or mre individuals (oint accountJ other lhan an rcuni mairtained by s FFI 3. Two or mre U.S. persons floint account sdntained by an FFll 4- Custodiai aqounl of a mins (Unifom Gift to Minors Acil 5- a. The usu3l Gvffibl€ svings lrst {grantor is al$ trustee} b. So-called trmt acccnt ibat is not a legal u valiJ trot mdq state lavr 6. Sole proprietonhip w disreguded mtity owned by an individual 7, Grantor trust filinq wd€r OptioMl Filing Melhod 1 (see Flogulatiom setion 1.67t -{bl(z{ilA}" Kittitas County Agreement for Services (rev. 5hL/25l' 18 Form W-9 {Rs. }2024)PtqeG Victims of identity theft who are experiencing economic.harm or a systemic ptoblem, br are seeking help in resolving tax problems that hive not been resolved through normal channels, may be eligible for TaxpayerAdvocate Service [tAS] assislance. You can reach TAS by catting the TA.S tolFiee case intake line at 877-777-4778 or TTyITDD 800,829-4059. Protect yoursell lrom suspicious emails or phishing schemes' Phishingb lhe crealion and use of email and websites designed to mimic legitimate business emails and websites' The mosl common act is sending an emall to a user talsely claiming to be an established legitimatdenterprise in an aftempl to scam the user into sunenderirg prhrate iniorrnalion that t*ill be used for identity thaft. The IRS does nol initiate contacts with taxpayers uia emails. Also, lhe lFlS does nol request personel detailed information through email or ask taxpeyerc for the PIN numbers, passwords, or similar secret access infdrniation for lheir credit card, bank, or other finencial accounts. lf you receive an unsolicited email claiming to be from the lRS, fonuird thb message to pfiistrlngr@rs.gov. You may also report misuse af the IRS name, logo, or other IRS property to the Treasury lnspector General forTax Adminislration (IIGTA) at 800-366-4484. You can Iorvrard suspicious emails lo the Federal Trade Commission at qparn@uce,gorr or report them al www.ftc.govlcomplaint.,You can contacl lhe FTC at www.ftc.gavlidtheft or 877-IDTHEFT (877-4i)8-4338). lf you have been the victim ol identity theft, see www.rd€nhtyTheft.gov and Pub. 5027. Go to,vws/.irs.govlldeatityTheftlo leam more about identity theft and hovr to reduce your dsk. Privacy Act Notice Sectisn 61o9 o{ the fnlemal Flevenue Code requires you to provide your conect TIN lc persons $rrcfuding federal agencies) who are required to fiie infonnalion relume wilh lhe IRS to report interest, dividends, or certain other income paid to yor; mortgage irietest you paid; the acquisition or abandonment of secured property; the cancellltion of debt; or conkibutions you rnade to an [RA, Archer MSA, or HSA. The oerson collectino thrs form uses the inlonnation on lhe form to file infonnaion retufrrs with the [RS, reportirg rhe above information. Routine uses of this lnlarmalion include giving it to the Depariment of Justice fur civil and criminal liliEation and to cities, stales, the District of Cotumbla, and t-l,S. cornmonwealths and tenitcries lor use in administerinq their laws. TIF inlonnalion rnay also be disclosed to olher counlries unier a treaty. to {ederal and stataaEencies to enlorce civil and *riminal larrs. or to federal law er:forcement and intelligence agerrciee lo combat tenurisrn. You mmt provide your TIN whether or not vou are required ta fite a {ax relum. Und€r section 3406, payo{s must leneralf wnhhold a percentage of taxable interest, dividends, and iertain 6ther payrnents to a payee who does nol give a TIN to the payor. Certein p€nahi€€ may also appty for providing false or frsudulent infiormalion. Kittitas County Agreement for Services (rev.5/74/251 19 Attachment F Uwise Fee Schedule Juty 1,2026- June go,2o27 We have categorized our rates into different tiers to accommodate project requirements. Additionally, we offer specialized services and training programs to support professional development and customized employment certifications. Hourly Staff Consulting Rates: . Tier 1 Program Support - $165 per hour program support services that are administrative, supporting the delivery of projects, training, technical assistance, and/ or event coordi nation. r Tier 2 Professional and Executive Services- $175 per hour Consulting services that require expertise, analysis, customization, or strategic guidance tailored to the client. . Tier 3 ITA WA State - lndividual Technical Assistance services - st os per hour Expenses: per State, Federal or lnternational travel regulations on a reimbursable basis. Mileage billed at ihe current IRS rate. Hourly rates do not include travel expenses' Special Considerations: The above rates do not include the cost of venues, interpreters, alternative formats for documents or other accommodation costs, the cost of supplying food, refreshments or supplies to participants in a training or technical assistance service/event. These expenses will be negotiated and proposed in addition to training and technical assistance rates. Rates listed above do not include applicable taxes. Sales, use, or other taxes will be added to invoices as required by law, including Washington State tax rules for digital automated services and training. Taxability wili be determinJd based on the type of service provided, delivery format (in-person or virtual), and applicable jurisdiction. Wise reserves the right to update tax treatment if regulatory guidance changes or additional information becomes available. Third party Brokering Services: A 157o Brokering Fee will be charged on any third-party invoice brokered through Wise. Brokered contracts exceeding $SO,0OO in a fiscal year will have a reduced Brokering Fee of 10%. The Brokering Fee includes development of the subcontract, contract compliance monitoring, insurance, fiscal oversight, auditing services, fiscal reporting to the contractor, and lRS. Third party consultants may be brokered within the Wise rate range per hour unless otherwise approved by the Executive Director, and/or the funder' lnternational projects: Engagements will be negotiated following fee schedule rates in US dollars. 20 7.1.2026