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HomeMy WebLinkAboutCAG2019-092 - Original - Softchoice LP - Office365 Rollout Professional Services - 02/19/2019 ENT Records Management Document CONTRACT COVER SHEET This is to be completed by the Contract Manager prior to submission to the City Clerk's Office. All portions are to be completed. If you have questions, please contact the City Clerk's Office at 2S3-8S6-S72S. Vendor Name: Softchoice LP 40113 Vendor Number (JDE): Contract Number (City Clerk): Category: _Contract Agreement Sub-Category (if applicable): None Project Name: 0365 Rollout - Professional Services 02/19/19 03/26/19 Contract Execution Date: Termination Date: Contract Manager: James Endicott Department: IT Contract Amount: $10X0 Budgeted: ✓0 Grant? Part of NEW Budget: Local: R Stater El Federal: Related to a New Position: Anything preventing public disclosure? Basis for Selection of Contractor? Other Approval Authority: Fv/1 Director 7 Mayor El City Council Other Details: CONSULTANT SERVICES AGREEMENT between the City of Kent and Softchoice Corporation THIS AGREEMENT (the "Agreement") is made between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and Softchoice Corporation organized under the laws of the State of New York, located and doing business at 314 W Superior Suite 400, Chicago IL 60654 and 1 800-268-7638 (hereinafter the "Consultant"). I. DESCRIPTION OF WORK and Warranty. Consultant shall perform the following services for the City in accordance with the following described plans and/or specifications: Consultation and configuration services as requested by the City in support of the City's configuration of its existing Office365 deployment, in accordance with Consultant's November 15, 2018, quote attached and incorporated as Exhibit A entitled Official Quote -Staff Augmentation - Office365 Best Practices & Confi uration ("'the Work"). Consultant further represents that the Work furnished under this Agreement will be performed in accordance with generally accepted industry practices in effect at the time those services are performed. Consultant shall re-perform, at its expense, any Work performed which does not conform as per the foregoing warranty brought to its attention within 10 (days) following completion/closeout of the Work, following which the Work is deemed accepted by City. CONSULTANT MAKES NO OTHER REPRESENTATIONS OR WARRANTIES, WHETHER EXPRESS OR IMPLIED, IN FACT OR IN LAW, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABLE QUALITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE OR USE. II. TIME OF COMPLETION. The parties agree that work will begin on the tasks described in Section I above immediately upon the effective date of this Agreement which will be the last signature date of this Agreement below (the "Effective Date"). Consultant shall complete the Work described in Section I within five (5) weeks of the Effective Date. III. COMPENSATION. A. The City shall pay the Consultant, based on time and materials, an amount not to exceed $10,800 USD, excluding Washington State sales tax, for the services described in this Agreement. This is the maximum amount, excluding Washington State sales tax, to be paid under this Agreement for the work described in Section I above, and shall not be exceeded without the prior written authorization of the City in the form of a negotiated and executed amendment to this agreement. The Consultant's hourly billing rate is $200 per hour as provided for in Exhibit A, and Consultant agrees that the hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for the term of this Agreement. B. The Consultant shall submit monthly payment invoices to the City for work performed, and a final bill upon completion of all services described in this Agreement. The City shall provide payment within forty-five (45) days of receipt of an invoice. If the City objects to all or any portion of an invoice, it shall notify the Consultant and reserves the option to only pay that CONSULTANT SERVICES AGREEMENT - 1 ($20,000 or Less) portion of the invoice not in dispute. In that event, the parties will immediately make every effort to settle the disputed portion. IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor- Employer Relationship will be created by this Agreement. By their execution of this Agreement, and in accordance with Ch. 51.08 RCW, the parties make the following representations: A. The Consultant has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. B. The Consultant maintains and pays for its own place of business from which Consultant's services under this Agreement will be performed. C. The Consultant has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained Consultant's services, or the Consultant is engaged in an independently established trade, occupation, profession, or business of the same nature as that involved under this Agreement. D. The Consultant is responsible for filing as they become due all necessary tax documents with appropriate federal and state agencies, including the Internal Revenue Service and the state Department of Revenue. E, The Consultant has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by Consultant's business, and has obtained a Unified Business Identifier (UBI) number from the State of Washington. F. The Consultant maintains a set of books dedicated to the expenses and earnings of its business. V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. After termination, the City may take possession of all records and data within the Consultant's possession pertaining to this project, which may be used by the City without restriction. If the City's use of Consultant's records or data is not related to this project, it shall be without liability or legal exposure to the Consultant. Upon termination, the City shall pay Consultant for all Work performed in accordance with this Agreement up to the effective date of termination. VI. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any subcontract, the Consultant, its subcontractors, or any person acting on behalf of the Consultant or subcontractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates. Consultant shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement. VII. INDEMNIFICATION. Consultant shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all third party claims, injuries, damages, losses or suits, including all legal costs and attorney fees, brought against City alleging that the use of a Work by City infringes a third party's Intellectual Property Right (a "Claim"). Should the Work become, or in the opinion of Consultant be likely to become, the subject of a Claim, Consultant may, at its reasonable option: (i) procure for City the right to use the Work; (ii) replace or modify, in whole or in part, the Work to make it non-infringing and substantially comparable in functionality; or (iii) require the return of the Work and promptly refund to City any fees paid by City to Consultant which are reasonably attributable to such Work. Notwithstanding the foregoing, Consultant assumes no liability for a Claim based on the: (A) use of a Work in a manner not permitted or contemplated under this Agreement; (B) modification of any Work other than by Consultant; (C) use or combination of any Work with third party materials; (D) information CONSULTANT SERVICES AGREEMENT - 2 ($20,000 or Less) supplied by City or City's authorized third party to Consultant; or (E) City's negligence, breach or willful misconduct. THE FOREGOING STATES CONSULTANT'S ENTIRE LIABILITY AND CLIENT'S SOLE AND EXCLUSIVE REMEDIES FOR CLAIMS OF INTELLECTUAL PROPERTY INFRINGEMENT.. In the event that any willful misconduct or negligent act or omission of Consultant or its employees during the performance of Work on City's premises causes or results in the (i) loss, damage to or destruction of physical property of the City's or third parties, and/or (ii) death or injury to any person, then Consultant shall indemnify, defend and hold the City harmless from and against any and all resulting claims, damages, liabilities, costs and expenses (including reasonable attorney's fees). All the foregoing obligations under this Section VII are conditioned upon the City: (i) notifying Consultant promptly in writing of any such action (provided that the Consultant's obligations shall only be diminished to the extent that a delay prejudices the Consultant's defense of such matter); (ii) giving the Consultant sole control of the defense and/or settlement of such action provided the City's rights under this Agreement are not diminished; and (iii) giving the Consultant information and assistance as Consultant may reasonably require. The City's inspection or acceptance of any of Consultant's work when completed shall not be grounds to avoid any of these covenants of indemnification. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Consultant and the City, its officers, officials, employees, agents and volunteers, the Consultant's duty to defend, indemnify, and hold the City harmless, and Consultant's liability accruing from that obligation shall be only to the extent of the Consultant's negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. In the event Consultant refuses tender of defense in any suit or any claim, if that tender was made pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Consultant's part, then Consultant shall pay all the City's costs for defense, including all reasonable expert witness fees and reasonable attorneys'fees, plus the City's legal costs and fees incurred because there was a wrongful refusal on the Consultant's part. The provisions of this section shall survive the expiration or termination of this Agreement. VIII. INSURANCE. The Consultant shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit B attached and incorporated by this reference. IX. EXCHANGE OF INFORMATION. The City will provide its best efforts to provide reasonable accuracy of any information supplied by it to Consultant for the purpose of completion of the work under this Agreement. X. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. A. Ownership-by City. Written materials created by Consultant for City in connection with the Work ("the Deliverables") shall belong to the City, except as follows: Consultant will retain ownership in all working papers, pre-existing materials and any general skills, know-how, processes, or other Intellectual Property Rights (including a non-City-specific version of any Deliverables) which Consultant may have discovered or created independently or as a result of the Work ("Consultant Information"). Consultant grants City a non-exclusive, non- transferable license (without any right to sublicense except to City's Affiliates and permitted assigns on the same terms as those set out herein) to use such Consultant Information included in the Deliverables for City's own internal use as part of such Deliverables. The City shall grant the Consultant perpetual royalty-free license to use, display, reproduce, modify, CONSULTANT SERVICES AGREEMENT - 3 ($20,000 or Less) and create derivative works based on the portion of the Deliverables that City owns for Consultant's business and promotional use. E. Ownership by Consultant. All tools, methodologies, and intellectual property developed by Consultant for purposes of this Agreement are and shall remain the property of Consultant. Consultant's ownership of the preceding property, however, does not result in such property being exempt under the state Public Records Act. If such property is used by the City, it may be subject to a request submitted to the City under the state Public Records Act, Chapter 42.56 RCW. In such an event, the Consultant agrees to cooperate fully with the City in satisfying the City's duties and obligations under the Public Records Act. C. Use of Records and Documents. The Consultant will safeguard all records and documents submitted by the City to the Consultant. Consultant shall make such records and documents available to the City upon the City's request. Subject to Sections X(A) and X(E), the City's use or reuse for its internal business purposes of any of the documents, data, and files created by Consultant specifically for the City for this project, or anyone other than Consultant, on any other project shall be without liability or legal exposure to Consultant. XI. CONFIDENTIALITY AND PUBLIC RECORDS. Under Washington State Law (Chapter 42.56 RCW, the Public Records Act (PRA)), records prepared, owned, used, or retained by the City relating to the conduct of government or the performance of any governmental or proprietary function are public records and may be subject to disclosure, if requested. If exempted by statute, some records, or information within those records, may be withheld or redacted prior to disclosure. The parties acknowledge the City's duty to comply with the PRA. Consultant agrees to cooperate fully with the City with regard to the City's duties and obligations under the PRA. If a request is received for records the Consultant has submitted to the City and identified as confidential, proprietary, or protected trade secret material, the City will use its best efforts to provide Consultant with notice of the request in accordance with RCW 42.56.540 and a reasonable time (of no less than 10 days) within which the Consultant may seek an injunction to prohibit the City's disclosure of the requested record. The City is not required to assert on Consultant's behalf any exemption based on trade secret, proprietary, or confidential information, provided, however, the City may assert such exemption if the City itself believes in good faith that an exemption applies to the requested records. Consultant agrees to defend, indemnify, and hold the City, its officers, officials, employees, agents, and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the assertion of an exemption to disclosure under the Public Records Act based upon records claimed or identified by the Consultant as confidential, proprietary, or protected trade secret material. The provisions of this section shall survive the expiration or termination of this Agreement. Notwithstanding anything to the contrary, all information regarding pricing, services, the Work as related to this Agreement is prima facie deemed by the Consultant to be confidential information of Consultant. This Section survives termination of the Agreement. To the extent that confidential and proprietary information of a Party ("Confidential Information") is exchanged and received in connection with this Agreement, and subject to the terms of this Agreement and applicable law, the receiving Party agrees to maintain the confidential nature of the Confidential Information of the disclosing Party in its possession by taking reasonable steps to protect such Confidential Information from unauthorized use, access and disclosure; such steps shall be at least equal to those taken by the receiving Party to protect its own Confidential Information. Confidential Information does not include: (i) information that was publicly available at the time of disclosure or that becomes publicly available other than by a breach of this provision by the receiving Party; (ii) information previously known by or developed by or for the receiving Party without use of or access to the Confidential Information of the disclosing Party; or (iii) information that the receiving Party rightfully obtains without restrictions on use and disclosure. XII. CITY'S RIGHT OF INSPECTION. Even though Consultant is an independent contractor with the authority to control and direct the performance and details of the work authorized under this Agreement, the work must meet the approval of the City and shall be subject to the City's general right of inspection to secure satisfactory completion. Such inspection shall not unreasonably disrupt Consultant's business operations. All costs of such inspection shall be borne by Consultant. These rights provided for in this Section do not entitle the City or its representatives to have access to: information of customers of Consultant; CONSULTANT SERVICES AGREEMENT - 4 ($20,000 or Less) information concerning Consultant's costs; information relating to Consultant's procurement practices other than such procurement practices implemented by Consultant in respect of the City; privileged information; or personal information about Consultant's personnel. XIII. WORK PERFORMED AT CONSULTANT'S RISK. Consultant shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at Consultant's own risk, and Consultant shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. XIV. MISCELLANEOUS PROVISIONS. A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its contractors and consultants to use recycled and recyclable products whenever practicable. A price preference may be available for any designated recycled product. B. Non-Waiver of Breach. The failure of the City or Consultant to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference or claim arising from the parties' performance of this Agreement, the exclusive means of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section VII of this Agreement. D. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. E. Assignment. Any assignment of this Agreement by either party without the written consent of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. F. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and Consultant. G. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement. All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. H. Compliance with Laws. The Consultant agrees to comply with all federal, state, and municipal laws, rules, and regulations that are applicable to Consultant's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. CONSULTANT SERVICES AGREEMENT - 5 ($20,000 or Less) I. City Business LiCense-R.e_.gudr..ed... Prior to commencing the tasks described in Section I, Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of the Kent City Code. J. Counterparts and Si:gnaturbY Fax or Email. This Agreement may be executed in any number of counterparts, each of which shall constitute an original, and all of which will together constitute this one Agreement. Further, upon executing this Agreement, either party may deliver the signature page to the other by fax or email and that signature shall have the same force and effect as if the Agreement bearing the original signature was received in person. XV. LIMITATION OF LIABILITY. A. EXCLUDING THE CITY'S RIGHTS TO INDEMNIFICATION UNDER SECTIONS VII AND XI OR CITY'S BREACH OF THE LICENSE TO USE CONSULTANT INFORMATION PROVIDED FOR IN SECTION X, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL, PUNITIVE OR EXEMPLARY LOSSES, DAMAGE, OR EXPENSES OF ANY KIND, OR FOR BUSINESS INTERRUPTION, LOST OR CORRUPTED DATA, LOST REVENUE, LOST PROFITS, LOST SAVINGS OR ANY OTHER COMMERCIAL OR ECONOMIC LOSS OF ANY KIND, EVEN IF IT HAS BEEN ADVISED OF THEIR POSSIBLE EXISTENCE, OR EVEN IF SAME WERE REASONABLY FORESEEABLE. B. EXCLUDING CITY'S RIGHT TO INDEMNIFICATION UNDER SECTIONS VII AND XI, CONSULTANT'S TOTAL LIABILITY UNDER THIS AGREEMENT IS HEREBY LIMITED IN THE AGGREGATE TO THREE (3) TIMES THE FEES PAID BY THE CITY TO CONSULTANT UNDER THIS AGREEMENT IN THE AGGREGATE, NO MATTER THE NUMBER OF CLAIMS. C. IN NO EVENT SHALL CONSULTANT BE LIABLE FOR CITY'S FAILURE TO SUFFICIENTLY BACK UP OR PROTECT ITS DATA OR FOR ANY CLAIM MADE BY CITY OR ANY OTHER PERSON TO THE EXTENT SUCH CLAIM ARISES OUT OF MATERIALS PROVIDED BY CITY TO CONSULTANT FOR USE IN DEVELOPING, PERFORMING OR CUSTOMIZING ANY SERVICES OR DELIVERABLES. D, TO THE FULLEST EXTENT PERMITTED BY LAW, THE ABOVE LIMITATIONS SHALL APPLY IRRESPECTIVE OF THE NATURE OF THE CAUSE OF ACTION, DEMAND OR CLAIM, INCLUDING BUT NOT LIMITED TO, BREACH OF CONTRACT, NEGLIGENCE, TORT OR ANY OTHER LEGAL THEORY, AND SHALL SURVIVE FAILURE OF THE ESSENTIAL PURPOSE OF THIS AGREEMENT OR OF ANY REMEDY CONTAINED HEREIN. THE ALLOCATIONS OF LIABILITY IN THIS SECTION 9 REPRESENT THE AGREED AND BARGAINED-FOR UNDERSTANDING OF THE PARTIES AND CONSULTANT'S COMPENSATION UNDER THIS AGREEMENT REFLECTS SUCH ALLOCATIONS. E. SECTION XV SURVIVES TERMINATION OR EXPIRATION OF THIS AGREEMENT. IN WITNESS, the parties below execute this Agreement, which shall become effective on the last date entered below. All acts consistent with the authority of this Agreement and prior to its effective date are ratified and affirmed, and the terms of the Agreement shall be deemed to have applied. _ w CONSULTANT: C KENTm BY Y. (signature) (sl9'7�r re) Print Name; seani�era�„ey Print Name: Mike CarntrgY Its: Svrsemces Its: Director of Information Technology (title) ITM pee AV �xy DATE: Feb 6,2019 �a�ri ,�erai DATE: c�'b o CONSULTANT SERVICES AGREEMENT - 6 ($20,000 or Less) NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: CONSULTANT: CITY OF KENT: Softchoice LP Melissa Janson, PM/BA 173 Dufferin St. Suite 200 City of Kent Toronto, Ontario M6K 31-17 Canada 220 Fourth Avenue South Attention: General Counsel Kent, WA 98032 Phone: 416-588-9002 (253) 856-4605 (telephone) Email: feaalgsoftchoice.com (253) 856-4700 (facsimile) ....... ... ._,............. -------------- ATTEST: Kent City Clerk CONSULTANT SERVICES AGREEMENT - 7 ($20,000 or Less) DECLARATION CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY The City of Kent is committed to conform to Federal and State laws regarding equal opportunity. As such all contractors, subcontractors and suppliers who perform work with relation to this Agreement shall comply with the regulations of the City's equal employment opportunity policies. The following questions specifically identify the requirements the City deems necessary for any contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative response is required on all of the following questions for this Agreement to be valid and binding. If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the directives outlines, it will be considered a breach of contract and it will be at the City's sole determination regarding suspension or termination for all or part of the Agreement; The questions are as follows: 1. I have read the attached City of Kent administrative policy number 1.2. 2. During the time of this Agreement I will not discriminate in employment on the basis of sex, race, color, national origin, age, or the presence of all sensory, mental or physical disability. 3. During the time of this Agreement the prime contractor will provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 4. During the time of the Agreement I, the prime contractor, will actively consider hiring and promotion of women and minorities. 5. Before acceptance of this Agreement, an adherence statement will be signed by me, the Prime Contractor, that the Prime Contractor complied with the requirements as set forth above. By signing below, I agree to fulfill the five requirements referenced above, By: For: Sean Denom_ey Title: SVP Services Date: Feb 6, 2019 EEO COMPLIANCE DOCUMENTS - 1 CITY OF KENT ADMINISTRATIVE POLICY NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998 SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996 CONTRACTORS APPROVED BY Jim White, Mayor POLICY: Equal employment opportunity requirements for the City of Kent will conform to federal and state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee equal employment opportunity within their organization and, if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps: 1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 2. Actively consider for promotion and advancement available minorities and women. Any contractor, subcontractor, consultant or supplier who willfully disregards the City's nondiscrimination and equal opportunity requirements shall be considered in breach of contract and subject to suspension or termination for all or part of the Agreement. Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to assume the following duties for their respective departments. 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these regulations are familiar with the regulations and the City's equal employment opportunity policy. 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. EEO COMPLIANCE DOCUMENTS - 2 CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the Agreement. I, the undersigned, a duly represented agent of _ Company, hereby acknowledge and declare that the before-mentioned company was the prime contractor for the Agreement known as that was entered into on the (date) between the firm I represent and the City of Kent. I declare that I complied fully with all of the requirements and obligations as outlined in the City of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity Policy that was part of the before-mentioned Agreement. By: _,_........ ................ For: Title: Date: EEO COMPLIANCE DOCUMENTS - 3 EXHIBIT A Official Quote —Staff Augmentation Office365 Best Practices & Configuration City of Kent James Endicott, Information Technology Prepared by: Mike Kramer November 15, 2018 I I VOf l/ fU rr I Ui� I I i. , aA ,w� f sotchoico Vil ojiva Summary City of Kent has requested that Softchoice provide Staff Augmentation Services in support of Clients' Office365 Best Practices& Configuration project. This Staff Augmentation SOW covers support as requested and directed by Client. 1111roject Scope The Services consist of the following: • Location: City of Kent,CA, delivered remotely • Schedule: TBD • Tviae and nurnber of Resource(s): One Systems Engineer to assist with providing consultation and configuration of existing Office365 deployment. Specific tasks will be managed by the Client,and are likely to include: o Build of Azure Active Directory Connect o Validate Pass through Authentication o Review Exchange On-Premises o Review Exchange Hybrid server o General review of configuration for best practices There are no specific deliverables or completion criteria associated with the Services. There are no actual or implied service level agreements associated with this SOW. Softchoice will provide support as requested and at the direction of Client. Project Coordination Softchoice will perform the following as part of this Statement of Work: Internal/Client kickoff Resource coordination and scheduling Change management(if required) Project acceptance and closure Client will be responsible for: Detailed project planning and project schedule management Risk Identification and Mitigation planning Project status meetings Schedule monitoring and reporting Softchoice Corporation proprietary&confidential information.Do not copy or release without the express „ Page 2 1 written authorization of Softchoice.Version 2.5.1-05/03/18 s 0 f f e h o l ce 9 softich01Ce Fee C11L,i1'11.fle Softchoice shall provide Client the Services described on an hourly basis. Systems Engineer 4& $ 200 $ 9,6Oo Total* 54 $101,Btdb *Exclusive of any applicable taxes.All currency is in US funds. Cancellation and Rescheduling Once a start date for the services being provided under this SOW has been agreed upon in writing by Client and Softchoice ("Project Start Date'), Client may change the Project Start Date without penalty upon written notice to Softchoice, if such notice is received at least five (5) business days prior to Project Start Date. If Client changes the Project Start Date five (5) business days or less prior to the Project Start Date, Client agrees to pay Softchoice the full price of the services that were scheduled for the week following the Project Start Date. In addition, Client agrees to pay far any penalties or rescheduling fees for any airline tickets, hotels, or any other travel commitments made based on the Project Start Date which result from Client's change of the Project Start Date and are not reasonably avoidable by Softchoice. Change Requests The fees quoted are based on Softchoice executing the required tasks on a specific,mutually agreed upon, schedule that allows both Softchoice and Client reasonable time to perform their tasks. Any deviation from this scope or schedule could result in corresponding changes to the estimated price,estimated dates, responsibilities, or other provisions of the project. Changes that have material impact to any of the foregoing will be accommodated with a Change Request Form or a separate SOW as deemed appropriate by both parties. If a change does occur, Softchoice will make reasonable efforts to mitigate the costs associated with the change, with Client bearing only that portion of costs that cannot be mitigated or otherwise avoided. Softchoice Corporation proprietary&confidential information. Do not copy or release without the express Page 3 written authorization of Softchoice.Version 2.5.1—05/03/18 s O f t`h o 1 cer Exhibit B EXHIBIT B INSURANCE REQUIREMENTS FOR CONSULTANT SERVICES AGREEMENTS Insurance The Consultant shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Consultant, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Consultant shall obtain insurance of the types described below: 1. Automobile Liability insurance covering all owned, non- owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. 2. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed to provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85. The City shall be named as an insured under the Consultant's Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. 3. Professional Liability insurance appropriate to the Consultant's profession. 4. Cyber Liability insurance. 5. Workers' C om en sati on coverage as required by the Industrial Insurance laws of the State of Washington. B. Minimum Amounts of Insurance Consultant shall maintain the following insurance limits: EXHIBIT B (Continued) I. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident for non-owned automobiles only as shown/covered under the general liability. 2. Commercial General Liability insurance shall be written with limits no less than $2,000,000 each occurrence, $3,000,000 general aggregate. Coverage may be in the form of an underlying GL policy combined with an Umbrella/Excess policy in order to meet the limits required. 3. Professional Liability insurance shall be written with limits no less than $1,000,000 per claim and $2,000,000 policy aggregate limit. 4. Cyber Liability insurance shall be written with limits no less than $1,000,000 per occurrence to be combined under the policy with Professional Liability. C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance: 1. The Consultant's insurance coverage shall be primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Consultant's insurance and shall not contribute with it. 2. The Consultant's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the Consultant and a copy of the endorsement naming the City as additional insured shall be attached to the C@rtifiC@te of Insurance, The City reserves the right to receive a certified copy of all required insurance policies. The Consultant's Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than ANII. EXHIBIT B (Continued) E. Verification of Coverage Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Consultant before commencement of the work. F. Subcontractors Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Consultant. CERTIFICATE OF INSURANCE ISSUE DATE ovz2/z01 m>12019 s BROKER This certificate is Issued as a matter of information only and confers no rights upon the certificate holder,This certificate does not amend.exhi HUB International HKMB Limited or alter the coverage afforded by the policies below. 595 Bay Street,Ste 900 ... __. 0 Toronto,ON M513 21 Company PHONE:416-597-0008 FAX:416-597-2313 A Chubb Insurance Company of Canada Company -.--,. ... .... __ B ._. ........ INS FULL NAME AND MAILING ADDRESS .... .. Company Softchoicechoice LP C ... ..... ..... ......... Tor nto,Duff On Street, Suite 200 Company ---- Toronto,ON M6K 2H7 Canada D Company,.,. _ E COVERAGES ...�. .. . __.. This Is to certify that the policies of Insurance listed below have been issued to the Insured named above for the policy period indicated,not withstanding any requirement,term or condition of any contract or other document with respect to which this certificate may be issued or may pertain.,The insurance afforded by the policies described herein is subject to all the terms,exclusions and conditions of such policies.Limits shown may have been reduced by paid claims. 1WE_d1 IN51JRANCE . MY' '_POLICYNUMBER POLICY EFFECTIVE P4ECYEXPIRATION­ ""''"" CIMIT601r LIABILITY - LTR DATE IMMIDDIYY) DATE(MM/DD/YY) (Canadian dollars unless indicated otherwise) CDMMERCIAL GENERAL LIABILITY A 366192U9 08/04/2018 08/0412019 EACH OCCURRENCE -- $ 2000000 CLAIMS MADE ALL LIMITS IN GENERAL AGGREGATE❑ i$ 3,0001000 ❑X OCCURRENCE USD PRODUCTS-COMPfOP ❑X PRODUCTS AND/OR ..AGGREGATE....... ...... -..-. COMPLETED OPERATIONS PERSONAL INJURY $ 2000000 ❑X PERSONAL INJURY ..EMPLOYERS.LIABILITY $ 1000000 _..... XQ EMPLOYER'S LIABILITY TENANTS LEGAL LIABILITY $ 2,000000 ❑X TENANTS LEGAL LIABILITY NON OWNED AUTOMOBILE- 1$ 1,000000 NON-OWNED AUTOMOBILE HIRED AUTOMOBILE _ �$ 50000 HIREDAUTOMOBILE AUTOMOBILE LIABILITY BODILY INJURY DESCRIBED AUTOMOBILES PROPERTY DAMAGE $ COMBINED ❑ALL OWNED AUTOMOBILES BODILY INJURY LEASED AUTOMOBILES"' (Per per $ son) GARAGE LIABILITY BODILY INJURY (Per accident) $ ••AIL AUTOMOBILES LEASED IN EXCESS OF 30 PROPERTY DAMAGE DAYS W HERE THE INSURED IS REQUIRED TO $ PROVIDE INSURANCE EXCESS LIABILITY ----- EACH OCCURRENCE UMBRELLA FORM OTHER THAN UMBRELLA FORM '. AGGREGATE OTHER(SPECIFY) $ .......... DESCRIPTION OF OPERATIONS/LOCATIONS/AUTOMOBILES/SPECIAL ITEMS/ADDITIONAL INSURED City of Kent is added as Additional Insured(s)to the Commercial General Liability Policy but only insofar as their legal liability arises,vicariously,out of operations performed by,or on behalf of,the Named Insured, __- CERTIFICATE HOLDER ... ...... ....... .. ..... ...-......... L`ANCELLAT(bN SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,THE ISSUING COMPANY WILL ENDEAVOUR TO MAIL 0 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE COMPANY,ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE City of Kent 220 Fourth Avenue South d' Kent,WA 98032 A/_ Page 1 of 2 _.�.,__......... NZSPVWXW AGENCY CUSTOMER ID: LOC#: ADDITIONAL REMARKS SCHEDULE Page 2of2 PRODUCER INSURED HUB Intemational HKMB Limited SD(tchalce LP POLICY NUMBER -CARRIER .__......._------------ NAIC CODE ._ ISSUE GATE: 01l22/2019 ADDITIONAL REMARKS PROFESS I O.NAL/CYBER LIABILITY Claims Made Policy Form Policy #: EOP003851-007 Carrier: Chubb Insurance Company of Canada Policy Term: August 4, 2016 - August 4, 2019 Currency: USD APerhnology Errors and Omissions Liability: $2,000,000 Each Claim/Aggregate Cybsr, Privacy, Network Security Liability: $2,000,000 Each Claim/Aggregate Electronic, Social & Printed Media Liability: $2,000,000 Each Claim/Aggregate RETROACTIVE' DATE: OCTOBER 21,2007 PEND::NG OR PRIOR PROCEEDINGS DATE: OCTOBER 21, 2007 0FDU6',9'TBLE $250,000 CERTIFICATE NUMBER:NZSPVWXW CERTIFICATE OF INSURANCE Issue°08102/2018°DrcY) . .............. --- - BROKER This certificate is issued as a matter of information onlyand confers no HUB International HKMB Limited rights upon the certificate holder.This certificate does not amend,extend or alter the,coverage afforded by the policies below 595 Bay Street,Ste 900 ... ....._____-_ .,.,.,..._, ...,. an Com 0Toronto, MEG 2E3 Company PHONE:41616-597-0009 FAX:416-597-2313 A Chubb Insurance Company of Canada ._. _ —_ ......,.. . ...- ..... .-. Company ........................ HUB B .... INSU FULL NAME AND MAILING ADDRESS Company. C SoRchoice hoice Corporation 314 W Superior,Suite 400 Company Chicago,IL 60654 D Canada Company ....- . ... E COVERAGES .. ............._, ......- .. .---------- ---..._._._..------._. -_— ...,,,�.�,,, ......... ........ ...._ - -- This is to certify that the policies of insurance listed below have been issued to the insured named above for the policy period indicated,not withstanding-any - requirement,term or condition of any contract Or other document with respect to which this certificate may be issued or may pertain.The insurance afforded by the policies described herein is subject to all the terms,exclusions and conditions of such policies.Limits shown may have been reduced by paid claims. TYPE OF MURANOE CO POLICY NUMBER POLICYEFFECTIVE POLICY'EXPIRATION ��� LIMITS OF LIABILITY LTR DATE(MM/ODIYY_t DATE(MMIDDII"f} (Canadian dollars unless Indicated etherwlea� COMMERCIAL GENERAL LIABILITY A ALL LIMITS 08/0412018 08/04/2019 EACH GENERAL � 2,000000 ALL LIMITS IN -- __ CLAIMS MADE GENERAL AGGREGATE $ 5,000,000 OCCURRENCE USD PRODUCTS-COMPIOP $ 2.000.000 ❑X PRCDUCTSAND/OR AGGREGATE COMPLETED OPERATIONS PERSONAL INJURY $ - 2,000,000 ❑X PERSONAL INJURY E — _ 1.00 , EMPLOYER'S LIABILITY -- $ 1000,000 ❑X EMPLOYER'S LIABILITY TENANTS LEGAL LIABILITY $ 2,000000 ❑X TENANT'S LEGAL LIABILITY -NON OWNED AUTOMOBILE $ 1,000000 Q NON-OWNED AUTOMOBILE HIRED AU TO MOBILE $ 50000 ❑X HIRED AUTOMOBILE AUTOMOBILE LIABILITY BODILY INJURY ❑ DESCRIBED AUTOMOBILES PROPERTY DAMAGE $ NEDBI ALL OWNED AUTOMOBILES COM _ ------._...._....,. ❑ LEASED AUTOMOBILES" BODILY INJURY $ ❑ GARAGE LIABILITY (Per person)....BODILY INJURY —........� $ Ll (Peraccident) ^ALL w raMORLES LEASE IN EXCES S OF 30 PROPERI'r DAMAGE -- _-- DAYS WHERE THE INSURED IS REQUIRE.To $ PROVIDE wsURArvce .......__ ..,._--... _. _ ......_. —---------- .......— EXCESS UABILITY I EACH OCCURRENCE I$ ❑ UMBRELLA FORM OTHER THAN UMBRELLA FORM AGGREGATE $ OTHER(SPECIFY) .. -. ........ ...._ ,,,,, ,,, IS .... .. _._.._—_$ ...._.__.._.__...... DESCRIPTION OF OPERATIONS/LOCATIONS/AUTOMOBILES/SPECIAL ITEMS/ADDITIONAL INSURED This Certificate is issued as confirmation of existing coverages only,and confers no rights upon the Certificate Holder. CERTIFICATEHt�LDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,THE ISSUING COMPANY WILL ENDEAVOUR TO MAIL 0 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE COMPANY,ITS AGENTS OR REPRESENTATIVES. To Whom It May Concern AUTHORIZED REPRESENTATIVE I Pao•: °✓' cage 1 of 1 ..._, AQMNLAHH C H U B B® Liability Insurance Endorsement Policy Period From: August 4,2018 To: August 4, 2019 Effective Date August 4,2018 Policy Number 35819209 Insured Softchoice LP (See Farm 83-02-1408) Name of Company Chubb Insurance Company of Canada Date Issued August 16, 2018 This Endorsement applies to the following forms: All applicable Liability Insurance Contracts Under Who is Insured, the following provision is added: Who Is Insured Designated Persons or organizations designated below are insureds but Person Or only with respect to liability arising out of your negligence with Organization respect to your operation and only if you are contractually obligated to provide them with such insurance as is afforded by this contract. However, no such person or organization is an insured with respect to any: • damages arising out of their sole negligence; or occurrence that occurs, or offence that is committed, after your contractual obligation to them ends. Designated Person or Organization: Persons or organizations that you are obligated, pursuant to a contract or agreement, to provide with such insurance as is afforded by this policy. Under Conditions, the following condition is added: Conditions Other Insurance — If you agree, in a written contract, agreement or permit, to Primary Additional provide primary insurance for any person or organization Insured included in Who Is An Insured,this Other Insurance— Primary Additional Insured condition applies. If other valid and collectible insurance is available to the insured for loss we would otherwise cover under this insurance,our obligations are limited as follows. Primary Insurance This insurance is primary. We will not seek contributions from any other insurance available to the person or organization with whom you agree to include in Who Is An Insured, except when the Excess Insurance provision applies. Liability insurance B-MANUSCRIPT-Blanket Additional Insured with Primary&Non Conwbutwy Fomi CE 8102-2504(Rev.04111) Manuscript Endorsement Page 1 of 3 C H U B B° Liability Insurance Endorsement Excess Insurance This insurance is excess over any other insurance, whether primary, excess, contingent or on any other basis: A. that is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar insurance for your work; B. that is insurance that applies to property damage to premises rented to you or temporarily occupied by you with permission of the owner, C. if the loss arises out of aircraft, autos or watercraft (to the extent not subject to the Aircraft, Autos Or Watercraft exclusion); D. that is insurance: 1. provided to you by any person or organization working under contract or agreement for you; or 2. under which you are included as an insured; or E. that is insurance under any Property section of this policy. When this insurance is excess, we will have no duty to defend the insured against any suit if any other insurer has a duty to defend such insured against such suit. If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. When this insurance is excess over the other insurance, we will pay only our share of the amount of loss, if any, that exceeds the sum of the total: • amount that all other insurance would pay for loss in the absence of this insurance; and • of all deductible and self-insured amounts under all other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not negotiated specifically to apply in excess of the Limits of Insurance shown in the Declarations of this insurance. Method of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this method each insurer contributes equal amounts until it has paid its applicable limits of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limits of insurance to the total applicable limits of insurance to all insurers. Liability Insurance S-MANUSCRIPT-Blanket Additional Insured with Primary&Non Contributory Form CE 83-02-2504(Rev.04111) Manuscript Endorsement Page 2 of C H U B B° Liability insurance Endorsement All other terms and conditions remain unchanged. All other terms and conditions remain unchanged. President Liabiiity Insurance 8-MANUSCRIPT-Blanket Addltlunal Insured with Primary 8 Non Contributory Form CE 83-02-2504(Rev 04111) Manuscript Endorsement Page 3 of 3 o ti ru v L a a i I c ;' ' o C /• OR Oq i' GO Op OA s" 00, / tlR > Y" � Nho O K I / 40 0A CO 00 Cp b0 '� 00 00 M Mi b4 m b➢'I0 C ° N m O O N C N Vt a „1D.� m w > y u „ w m "s « C a U d ° " \ N U 41 Y T O c J u O O w m y Y N C � J C N V E Q N � l7 ,W O v o > vi o . Q Q JO v j a�i Yi Or n Y Y r -a ° v 0 Y J J � � a v W a y c CL New Vendor ❑ Reactivate Vendor KENT Vendor Set-up Form ❑ Address Chan e To be filled out by Vendor ONLY - Vendor Number FINANCE 220 Fourth Avenue South • Kent,WA 98032-5895 o Phone: (253) 856-5235 W Fax: (253) 856-6200 • = An incomplete form will create a delay in our payment(s)to you and your payment(s) could be sub)ect to the ItfS re wired back-up withholding. So Etchoice Colporation Name, as it will appear on check (NO ABBREVIATIONS) Doing Business As (If different than name on check) 16609 Collections Center Drive 314 West Superior Street, Suite 400 Payment Address Business Address Chicago :I:L 60693 Chicago 1:1l 60654 City State Zip City State Zip r 888 t 549-7638 Treasury@softchoice.com Phone Number Accounts Receivable Contact • • check'the a ro date.box) ® Corporation ❑ Government Agency ❑ Individual/Sole Proprietor ❑ Non-Profit ❑ Partnership This business is ❑ Minority Owned ❑ Women Owned ❑ Both Minority and Women Owned ❑O Neither Will you provide medical services to the City of Kent? .................................... ...,....Yes No x ..................... Will you provide legal services to the City of Kent? ............................................,.,....,................Yes No x Will you provide services other than medical or legal to the City of Kent?....................................Yesx No Will you provide parts, supplies or materials to the City of Kent?....................................... ..... .,,,Yesx No Do you pay sales tax to the State of Washington?.__...... ....... ................ .................. .....Yes No x - - if exem t from Form, 1099 reporting, and check your qual'ifyingl exemption reason below: [� 1. Corporation, except there is no exemption for medical and healthcare payments or payments for legal services ❑ 2. Tax Exempt Charity under 501(a), or IRA ❑ 3. The United States or any of its agencies or instrumentalities ❑ 4. A state, the District of Columbia, a possession of the United States, or any of their political subdivisions ❑ 5. A foreign government or any of its political subdivisions Name (Owner of the Tax Payer Identification Number(EIN or SSN) as name appears on IRS or Social Security Administration Records): Softchomice Corporation Social Security#: _- or Federal TIN: 13 3827773 Under penalties of perjury, I certify that: 1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me) and, 2. 1 am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends„ or(c) the IRS has notified me that I am no longer subject to backup withholding, Signature w Date ►..-....- --- o�zr7x maa.aaria� Farm W-9 Request for Taxpayer Give Form to the (Rev,November 2017) Identification Number and Certification requester.Oo not rapwwlr,taurarmaw,y send to the IRS. lMwnal Pavatua Sarv^ka ►Go to www.lrs.g0v/ForrnW9lor Inatmctlons and the latest information. 1 Name(as shown on your Inicorno lax return).Name Is remained on iris tine;.do not leave this line blank. Softchoice Corporation 2 Easiness namarkharmgreded entity name,II different from above m 3 Check appropriate box for federal tax classl0callon of the parson whose name Is entered an Ikie 1.Crack only one of the 4 Exemptions I odes apply onN to �» following seven boxes, certain dln entities,not IndNlduals;see L Insuucllons on page 3): c ❑ Indlvlduallsole proprietor or CCorparatbn ElSCaryOration ❑ Partnership ElTrusUeslate d I single-member LLC Exempt payeo coos III any) 5 u ❑ Umlted IlatiNty,company.Enter the tax classlfkallan(C=C corporatlon,S.S corporation,P=Padnershlp)► `o g Nate:Check the apphisomdo box In Cho line above for the lax classllicaUen or the sYnglO-member owner. 00 net check Exemption from FATCA reporting x LLC If the LLC Is classified as a shitta-member LLC that Is disregarded turn the owner an.aaS the owner at the LLC Is d any) Not Applicable a� another LLC that is not diva90xdad Yrom lba cwnar lorW S.federal lax purpoans Clharwla code�e,•single-member LLC trial ( PP Is disregarded from the oWnar should check Mite Appropriate box for the tax Classification or pis owner. y ❑ ofher(aed lnstruc'lldnsl► lwyLiq m.crn�a,.w�.w wmav a,•u.Sl eck s Ad l'vess lnumber,street,and apt.or sulfa no.)Sae instructions, RaWrmslor's name and address(opllonall 314 W Superior,Suite 400 6 Cloy,state.and,ZVP code Chicago,IL 60654 7 Ust account oumbedsl here(oplbnaq Tax a er IdentrfiCation Number IN Enter your TIN In the appropriate box.The TIN provided trust nralch the name given on fine 1 to avoid social security number 777777-7 backup withholding.For Individuals,this a generally your social Soundly number ISSN).However,for a .. ..resident alien,scale proptlelar,or disregarded entity,ads that Instructions for Part.I,later,For olnar entitles,it Is your employer Identification number(EIN).If you do not have a number,see How f0 gat a TIN,later. or Note:It the account Is in more than one name,see the instructions for line 1.Also see What Name and I Employer Identification aurnbar Number To Give the Requester for guidelines an whose number to enter. 1 3 ''.... - 3 8 2 7 7 ', 7 3 Certification Under penahles of perjury„I certify that: 1.The number shown on this form Is my correct taxpayer Identification number(or I am waiting for a number to be Issued to me);and 2.1 am not subject to backup withholding because:(a)I am exempt from backup withholding,or(b)I have not been notified by the internal Revenue Service(IRS)that 1 am subject to backup withholding as a result of a failure to report all Interest or dividends,or(c)the IRS has notified me that I am no longer sublecl to backup withholding;and 3.1 am a U.S.citizen or other U.S.person(defined below);and 4.The FATCA code(s)entered on this form(it any)Indicating that I am exempt from FATCA reporting is coned. Cartlticat'im Instructions.You must cross out item 2'above If you have been notified by the IRS that you are currently subject to backup wIlhholding because you have failed to report all Interest and dividends on your tax(alum.For real estate tramsaCllena,item 2 does Rol apply-For mortgage interest paid, acquisition or abandonment of secured properly,cancellatfon of debt,contributions to an Individual retirement amangamenl.(IRA),and generally,payments cline Ihao Irderosl and dividends,you arenot required to sign the certification,but you must provide your correct TIN.See the Instructions lot Pan 11,later. Sign denature of - Here u.s.p rsan► (, : C t i — V(' FinAlAce Date► O/ a 12-.01 General Instructions •Form 1099-DIV(dividends,Including those from stocks or mutual unds) Section references are to the Inm leal Revenue de unless otherwise •Form 1099-MISC(various types of income,prizes,awards,or grass noted. proceeds) Future developments.For the latest Information about developments .Fomt 1099-B(stock or mutual fund sales and certain other related to Form W-9 and Its inslruction9,such as legislation enacted transactions by brokers) after they were published,go to wwwJrs.gov1FomrW9. •Form 1099-S(proceeds from real estate transactions) Purpose of Form •Form 1099-K(merchant card and third party network transactions) An Individual or artily(Fans W-9 requester)who is required to file an •Form 1098(home mortgage interest),1098-E(student loan Interest), Information return with the IRS must obtain your correct taxpayer 109E-T(tuition) Identification number(TIN)which may be your social security number • Form 1099-C(canceled debt) ISSN),Individual taxpayer Identification number(ITIN),adoption •Form 1099-A(acquisition or abandonment of secured property) taxpayer Identification number(AT1NI,or employer Identification number Use Form W-9 only If you are a U.S.person(including a resident (EIN),to report on an information return the amount paid to you,or other alien},to provide your correct TIN. amount reportable on an Information return.Examples of Information returns include,but are not limited to,the following. If you do not velum Farm W-9 to the requester with a TIN,you might •Farm 1099-INT(interest earned or paid) be subject to backup withholding.See What Is backup withholding, later. Cal.No.10231x Form W-6 IRS,11-2017) Form W-91Rev.11.201n Page 2 By signing the filled-cut lortn,you: Example.Article 20 of the U.S.-China Income tax treaty allows an 1.Cattily that the TIN you am giving Is correct(or you are waiting for a axemphon from tax for scholarship Inca"received by a Chinese number to be Issued), student temporarily present i1 the United Slates.Under U.S.law,this student will become a resident alien for lax purposes it his or liar slay in 2.Certify that you are net subject to backup withholding,or the United states exceeds 5 Calendar years.However'„paragraph 2 of 3.Claim exemption from backup withholding if you are a U.S.exempt the first Protocol to the U.S.-China treaty(Mated April 3%1984)allows IF applicable,you are also certifying that as a U.S. arson, our the provisions of Article 20 to continue to apply even after Ora Chinese payee. pP Y M 9 P Y student becomes a resident alien of the Un9taa0 Slalaa.A Chinese allocable share of any partnership Income from a U.S,trade or business student who qualifies for this exception(under paragraph 2 of the first Is not subject to the withholding tax on foreign partners'share of prolocol)and Is relyingg an this exception 10 claim an exempption from tax effeclively connected Income,and on his or her scholarshp or feliowshlpp income would fulacli to Form 4.Certify that FATCA cordials)entered on this farm(i any)indicating W'9 a statement that Includes the Inib�nnatlon described above to that you are exempt from the FATCA reporting, y p po g,is coned.See What is support that exemption. FATCA are a nonresident alien or a foreign entity,give the requester the FATCA reporting, later,for fun Information. appropriate completed Form W-8 or Form 8231 Note;It you are a U.S.person and a requester gives you a farm other than Form W-9 to request your TIN,ycu must use the requester's farm if Backup Withholding it is substantially similar to this Form W-9. What Is backup withholding?Persons making certain payments to you Definition of a U.S.person.For federal lax purposes,you are must under certain conditions withhold and pay to the IRS 28%of such considered a U.S.person if you are: payments.This is called"backup withholding." Payments that may be •An individual who Is a U.S.citizen or U.S.resident alien, subject to backup withholding Include interest,tax-exempt Interest, dividends,broker and barter exchange transactions,rents,royalties, • partnership,corporation,company,or association created or nonemployes pay,payments made In settlement of payment card and organized anized in the United Stales or under the laws of the United Slates; third party network transactions,and certain payments from fishing boat •An estate(other than a foreign estate);or _ operators.Real estate transactions are not subject to backup •A domestic trust(as defined in Regulallons section 301,7701-7). withholding. Special rates for partnerships.Partnerships that conduct a trade or You will not be subject to backup withholding on payments you business in the United Slates are generally required to pay a withholding receive If you give the requester your correct TIN,make the proper lax under section 1446 on any foreign partners'share of effeclively certifications,and report all your taxable Interest and dividends on your connected taxable Income from such business.Further,in certain cases tax return. where a Form W-9 has not been received,the rules under section 1446 Payments you receive will be subject to backup withholding H: require a partnership to presume that a partner Is a foreign person,and 1.You do not furnish your TIN to the requester, pay the seclicn 1446 withholding tax.Therefore,if you are a U.S.person that is a partner in a partnership conducting a trade or business In the 2.You do not certify your TIN when required(see the Instructions for United Stales,provide Form W-9 to the parnership to establish your Part II for details), U.S.status and avoid section 1446 withholding on your share of 3.The IRS tells the requester that you lumished an Incorrect TIN, partnership Income. 4.The IRS tells you that you are subject to backup withholding In the cases below,the following person must give Form W-9 to the because you did not report all your interest and dividends on your tax partnership for purposes of establishing its U.S.status and avoiding return(for reparable interest and dividends only),or withholding on its allocable share of net income from the partnership 5 You do not certify to the requester that you are not subject to conducting a trade or business in the United States. backup withholding under 4 above(for reportable interest and dividend •In the case of a disregarded entity with a U.S.owner,the US.owner accounts opened after 1983 only). of the disregarded entity and not the entity; Certain payees and payments are exempt from backup withholding. •In the case of a grantor trust with a U.S.grantor or other U.S.owner, See Exempt payee code,later,and the separate Instructions for the generally,the U.S.grantor or other U-5.owner of the grantor trust and Requester of Form W-9 for more information. not the trust;and Also see Special rules for partnerships, eadier. •In the case of a U.S.(rust(other than a grantor trust),the U.S.Irust (other than a grantor trash and not the beneficiaries of the trust. What Is FATCA Reporting? Foreign person.If you are a foreign person or the U.S.branch of a The Foreign Account Tax Compliance Act(FATCA)requires a foreign bank that has elected to be treated as a U.S.person,do not use participating foreign financial Institution to report all United Stales Form W-9.Instead,use the appropriate Form W-8 or Form 8233(see account holders that are specified United States persons.Certain Pub,515,Withholding of Tax an Nonresident Aliens and Foreign payees are exempt from FATCA reporting.See Exemption from FATCA Entities). reporting code,later,and the Instructions for the Requester or Form Nonresident alien who becomes a resident alien.Generally,only a W-9 for more Information. nonresident alien Individual may use the terms of a lax treaty to reduce or eliminate U.S.lax on certain types of Income However,most tax Updating Your Information treaties contain a provision known as a"saving clause."Exceptions You must provide updated Information to any person to whom you specified in the saving clause may permit an exemption from tax to claimed to be an exempt payee If you are no longer an exempt payee continue for certain types of Income even after the payee has otherwise and anticlpate receiving reportable payments In the future from this become a U.S.resident a4en for tax purposes. person.For example,you may need to provide updated Information if II you are a U.S.resident alien who Is relying on an exception you are a C corporation that elects to be an S corporation,or if you no contained In the saving clause of a tax treaty to claim an exemption longer are tax exempt.In addition,you must furnish a new Form W-9 if from U.S.tax on certain types of income,you musk attach a statement the name or TIN changes for the account,for example,If the grantor of a to Form W9 that specifies Pro following five items, grantor trust dies, 1.The treat yy country,Generally,this must be the same beady under which you clalmad exemption from tax as a nonresident al on. Penalties 2.The treaty article addressing the Income. Failure to furnish TIN.If you fall to furnish your correct TIN to a 3.The article number(or location)In the tax treaty that contains the requester,you are subject to a penalty of$50 for each such failure saving clause and Its exceptions, unless your failure Is due to reasonable cause and not to willful neglect. 4.The type and amount of Income that qualifies for the exemption Civil penalty for false Information with respect to withholding.If you from tax, make a false statement with no reasonable basis that results in no 5.Sufficient facts to justify the exemption from lax under the terms of backup withholding,you are subject to a$500 penalty, the treaty article. Form W-91Rev-11-2017) Page.3 Criminal penalty for falsifying Information.Willfully falsifying IF the entity/person on line 1 Is THEN check the box for... cenificallons or affirmations may subject you to criminal penalties a(n).-. Including fines and/or Imprisonment. MLsuse of TINS.If the requester discloses or uses TINS in violation of Corporation Corporation federal law,the requester may be subject to civil and criminal penalties. • Individual IndividuaVsole proprietor or single- • Sole proprietorship,or member LLC .Specific Instructions • Single-member limited liability company(LLC)owned by an Line 1 Individual and disregarded for U.S. You must enter one of the following on this line;do not leave this line federal lax purposes. blank.The name should match the name on your tax return. • LLC treated as a partnership for Limited liability company and enter If this Form W-9 Is for a join]account(other than an account U.S.federal lax purposes, the appropriate lax classificatlon, maintained by a foreign financlat Institution(FFI)),list first,and then • LLC that has filed Form 6632 or (P=Partnership;C=C corporation; circle,the name of the person or entity whose number you entered to 2553 to be taxed as a corporation, or S=S corporation) Part i of Form W4 If you are providing Form W-9 to an FFI to document or a Joint account,each holder of the account that Is a U.S,person must • LLG that Is disregarded as an provide a Form W9, entity separate from its owner but a. Individual.Generally,enter the name shown on your tax return.if the owner is another LLC that Is you have changed your last name without Informing the Social Security .not disregarded for U.S.lederal lax Administration(SSA)of the name change,enter your first name,the last purposes. name as shown on your socla(security card,and your new last name. Note:ITIN applicant:Enter your Individual name as It was entered on • Partnership Partnership your Form W-7 appficallon,line la.This should also be the same as the • TmsYeslale Trust/estate name you entered on the Form 1040/1040A/1040EZ you filed with your application Line 4 Exemptions , p b. Sole proprietor or shigfe-momber LLC.Enter your individual If you are exempt from backup withholding and/or FATCA reporting, name as shown on your 1040A1040A/1040EX on lino 1.You may enter enter In the appropriate space on line 4 any canals)that may apply to your business,trade,or"doing business as"(DBA)name on line 2. you. c, partnership,LLC that Is not a eingle-member LLC,C Exempt payee code. corporation,or S corporation.Enter the entity s name as shown on the • Generally,Individuals(including sole proprietors)are not exempt from entity's lax return an line 1 and any business,trade,or DBA name on backup withholding. line 2, • Except as provided below,corporations are exempt from backup d. Other entities.Enter your name as shown on required U.S.federal withholding for certain payments,including interest and dividends, tax documents on line 1.This name should match the name shown on V e • Corporations are not exempt from backup withholding for payments charter or other legal document creating the entity.You may enter any made In settlement of payment card or third party network transactions. business,trade,or DOA name on line 2. • Corporations are not exempt from backup withholding wlit respect to e. Disregarded entity.For U.S,federal tax purposes,an entity that Is atlomeys'fees or gross proceeds paid to affomeys,and corporations disregarded as an entity separate from Its owner Is treated as a that provide medical or health care services are not exempt with respect "disregarded entity." See Regulations section 301.7701-2(ohi?)10JI,Enter to payments reportable on Form 1099-MISC. the owner's name on line 1.The name of the entity entered on line 1 The following codes identify payees that are exempt.Irom backup should never be a disregarded entity.The name on line 1 should be the withholding.Enter the appropriate coda In the space In pine 4. name shown on the Income lax return on which the Income should be reported,.For example,If a foreign LLC that is treated as a disregarded 1—An organization exempt from tax under section 501(a),any IRA,or entity for U.S.federal tax purposes has a single owner that I.$a U.S. a custodial account under section 403(b)(7)If the account satisfies the person„the U.S.owner's name Is required to be provided on line 1,If requirements of section 401(I)(2) the direct owner of the entity is also a disregarded sniffy,enter the first 2—The United Slates or any of Its agencies or Instrumentalities owner that Is not disregarded for federal tax purposes.Enter the 3—A stale,the District of Columbia,a U.S.commonwealth or disregarded entity's name on line 2,"Business name/disregarded entity possession,or any of their political subdivisions or Instrumentalities nam®"If the owner of the disregarded entity Is a foreign person,the owner must complete an appropriate Form W-6 instead of a Farm W-9. 4—A foreign government or any of Its political subdivisions,agencies, This Is the case even if the foreign person has a U.S.TIN. or Instrumentalities 5—A corporation Line 2 6—A dealer In securities or commodities required to register In the If you have a business name,trade name.DSA name,or disregarded United Slates,the District of Columbia,or a U.S.commonwealh or entity name,you may enter It on line 2. possession Line 3 7—A futures commission merchant registered with the Commodity Futures Trading Commission. Check the appropriate box on line 3 far the U.S.federal tax 6—A real estate investment trust classification of the person whose name Is entered on line 1.Check only one box an line 3. 9—An entity registered at all limes during the tax year under the Investment Company Act of 1940 10—A common trust fund operated by a bank under section 584(a) 11—A financial Institution 12—A middleman known in the Investment community as a nominee or custodian 13—A Irust exempt from tax under section 664 or described In section 4947 Form W-9(Rw.11.2017) Page 4 The following chart shows types of payments that may be exempt M—A tax exempt trust under a section 403(b)plan or section 457(g) from backup withholding.The chart applies to the exempt payees listed plan above,1 through 13. Note:You may wish to consult with the Financial Institution requesting IF the payment Is for... THEN the payment Is_ p y p y exempt this form to determine whether the FATCA code and/or exempt payee for... code should be completed. Interest and dividend payments All exempt payees except Line 5 for 7 Enter your address(number,street,and apartment or suite number). Broker transactions Exempt payees 1 through 4 and 6 This is where the requester of this Form W-9 will mail your information through 11 and all C corporations. returns.If this address differs from the one the requester already has on S corporations must not enter an Ole,write NEW at the lop.If a new address Is provided,there Is still a exempt payee code because they chance the old address will be used until the payor changes your are exempt only for sales of address in their records. noncovered securities acquired prior to 2012. Line 6 Barter exchange transactions and Exempt payees 1 through 4 Enter your city,state,and ZIP code. patronage p payees Part I.Taxpayer Identification Number (TIN) Payments cried cover$60i Sales fired to be Generally.exempt flees Enter your TIN In the appropriate box.If you are a resident alien and P 1 5 you do not have and are not eligible to gel an SSN,your TIN is your IRS $5,00o' Individual taxpayer Identification number(ITIN).Enter it In the social Payments made In settlement 01 Exempt payees 1 through 4 security number box-If you do not have an ITIN,see How to get a TIN below. payment card or third party network. transactions If you are a sole proprietor and you have an EIN,you may enter either your SSN or EIN. See Form 1099-MISC,Miscellaneous Income,and its instructions. If you are a single-member LLC that is disregarded as an entity Y However,the followin a menu made to a co amtion end separate from Its owner,enter the owner's SSN(or EIN,If the owner has y rP one).Do not enter the disregarded entity's EIN.If the LLC is classified as reportable on Form 10 -MISC are not exempt from backup a corporation or partnership,enter the entity's EIN. withholding:medical and health care payments,attorneys'fees,gross proceeds paid to an attorney reportable under section 6045(f),and Note:See What Name and Number To Give the Requester,later,for payments for services paid by a federal executive agency. further clarification of name and TIN combinations. Exemption from FATCA reporting code.The following codes Identify How to get a TIN.if you do not have a TIN,apply for one Immediately. payees that are exempt from reporting under FATCA.These codes To apply for an SSN,gel Farm SS-5,Application for a Social Security apply to persons submitting this form for accounts maintained outside Card,from your local SSA office or gel this form online at of the United Slates by certain foreign financial Institutions.Therefore,It www.SSAgov.You may also get this form by caking 1.600-772-1213. you are only submitting this farm for an account you hold In the United Use Form W-7,Application for IRS Individual Taxpayer Identification States,you may leave this Field blank.Consult with the person Number,to apply for an ITIN,or Form SS-4,Application for Employer requesting this form If you are uncertain if the financial Insklutlon is Identification Number,to apply for an EIN.You can apply for an EIN subject to these requirements.A requester may indicate that a code is online by accessing the IRS websile at www.irs.goviausinesses and not required by providing you with a Form W-9 with'Not Applicable"(or clicking on Employer Identification Number(EIN)under Starling a any similar Indication)written or printed on the line for a FATCA Business,Go to www.irs.gov/Fmms to view,download,or print Form exemption code. W-7 and/or Form SS-4. Or,you can go to www.irs.gov1CrderFcrms to A—An organization exempt from tax under section 501(a)or any place an order and have Form W-7 and/or SS-4 mailed to you within 10 Individual retirement plan as defined in section 7701(a)(37) business days. B—The United States or any of its agencies or instrumentalities If you are asked to complete Form W-9 but do not have a TIN,apply for a TIN and write"Applied For"In the space for the TIN,sign and date C—A state,the District of Columbia,a U.S.commonwealth or the form,and give it to the requester.For Interest and dividend possession,or any of their polhical subdivisions or Instrumenlalltles payments,and certain payments made with respect to readily tradable D—A corporation the stock of which Is regularly traded on one or instruments,generally you will have 60 days to get a TIN and give It to more established securities markets,as described In Regulations the requester before you are subject to backup withholding on section 1.1472-1(c)(1)(i) payments.The 50-day rule does not apply to other types of payments. E—A corporation that Is a member of the same expanded affiliated You will be subject to backup withholding on all such payments until group as a corporation described In Regulations section 1,1472-1(c)(1)(1) you provide your TIN to the requester. F—A dealer in securities,commoditles,or derivative financial Note:Entering"Applied For"means that you have already applied for a Instruments(including notional principal contracts,futures,forwards, TIN or that you Intend to apply for one soon. and options)that Is registered as such under the laws of the United Caution:A disregarded U.S.entity that has a foreign owner must use Slates or any state the appropriate Form W-6. G—A real estate Investment trust Part II. Certification H—A regulated investment company as defined In section 651 or an To establish to the withholding agent that you are a U.S.person,or entity registered at all times during the tax year under the investment resident alien,sign Farm W-9.You may be requested to sign by the Company Act of 1940 withholding agent even It item 1,4,or 5 below Indicates otherwise. I—A common trust fund as defined In section 564(a) For a joint account,only the person whose TIN is shown in Part I J—A bank as defined In section 561 should sign(when required),In the case of a disregarded entity,the K—A broker person Identified on line 1 must sign.Exempt payees,see Exempt payee L—A trust exempt from tax under section 664 or described In section code,eadler, 4947(a)(1) Signature requirements.Complete the certificalion as indicated in items 1 through 5 below. i Form IN-9(Rev.11-2017) Page 5 1.Interest.dividend,and barter exchange accounts opened For this"a of account: Give name and EIN of: before 1084 and broker accounts considered active during 1983. w8 Account 14,Accoh into Department of The public entity must give your correct TIN,but you do not have to sign the Agriculture nt w In the name of a public certification. enllly(such as a stale or local 2.Interest,dividend,broker,and barter exchange accounts government.school district,or opened after 1993 and broker accounts considered inactive during prison)that receives agrlcultune 1983.You must sign the certification or backup withholding will apply.If program payments you are subject to backup withholding and you are merely providing your correct TIN to the requester,you must cross out Item 2 In the 15.Gana trust fit g under the Form The must certification before signing the form. 1041 Frog Method or Ito Optional 3.Real estate transactions.You must sign the certification.You may Form 1099 Filkg Method 2(sea cross out Item 2 of the certification. Regulations section 1.671.48Yf2ky8)I 4.Other payments.You must give your correct TIN,but you do not 'Ust first and circle the name of the person whose number you furnish. have to sign the certification unless you have been notified that you If only crow person on a joint account has an SSN,that person's number have previously given an incorrect TIN."Other payments"Include must be lumished., payments made In the course of the requester's trade or business for Circle the minor's name and furnish the minor's SSN, rends„royalties,goods(other than bills for merchandise),medical and health care services(including payments to corporations),payments to 'You must show your Individual name and you may also enter your a nonemployee for services,payments made in settlement of payment business or DEA name on the"Business name/disregarded entity" card and third party network transactions,payments to certain fishing name(ire.You may use either your SSN or EIN(if you have one),but the boat crew members and fishermen,and gross proceeds paid to IRS encourages you to use your SSN. attorneys(including payments to corporations}, 'List first and circle the name of the trust,estate,or pension Wsl. (Do 5.Mortgage Interest paid by you,acquisition or abandonment of not fumish the TIN of the personal representative or trustee unless the secured property,cancellation of debt,qualified tuition program legal entity itself Is not designated In the account title.)Also see Special payments(under section 529),ABLE accounts(under section 529A), rotes for partnerships,earlier. IRA,Coverdell ESA,Archer MSA or HSA contributions or distributions,and pension distributions.You must give your correct 'Note:The grantor also must provide a Form W-9 to trustee of trust. TIN,but you do not have to sign the certification. Note:If no name Is circled when more than one name Is listed,the What Name and Number To Give the Requester number will be considered to be that of the first name listed. For this type of account•. Give name and SSN of: Secure Your Tax Records From Identity Theft I Individual the Individual- - Identity theft occurs when someone uses your personal Information 2,Two or more Individuals joint The actual owner of the account or.It such as your name,SSN,or other Identifying information,without your account)other than an account combined funds,tha first Individual or, permission,to commit fraud or other crimes.An Identity thief may use malnhv+ d by an FFI the account' your SSN to get a job or may file a tax return using your SSN to receive a refund. 3 Two or more U.S.persons Each holder of the account TO(educe Our risk l(cfnt account maintained by an FFI) Y •Protect your SSN, 4.Custodial accountno s minAct) The minor' •Ensure your employer is protecting your SSN,and (Uniform GIN to Minors Ad) 5.a.The usual revocable savings trust The grantor-bustee' •Be careful when choosing a lax preparer. (grantor is also trustee) If your tax records are affected by identity theft and you receive a b.So-called bust account that Is not The actual owner' notice from the IRS,respond right away to the name and phone number a legal or valid trust under stale law printed an the IRS notice or letter. 6.Sale proprietorship or disregarded The owner' If your tax records are not currently affected by Identity theft but you entity owned by an Individual think you are at risk due to a lost or stolen purse or wallet,questionable 7.Grantor trust filing under Optional The grantor credit card activity or credit report,contact the IRS Identity Theft Hotline Form 1099 Filing Method 1 (sea at 1-800-908-4490 or submit Form 14039. Regulations section 1.671.4(b)(2)(i) For more information,see Pub.5027,Identity Theft Information for (A)) Taxpayers, For this typo of account: Give name and EIN of: Victims of Identity theft who are experiencing economic harm or a 8 Disregarded entity nel owned by an The owner systemic problem,or are seeking help In resolving tax problems that Individual have not been resolved through normal channels,may be eligible for Taxpayer Advocate Service frAS)assistance.You can reach TAG by 9.A valid bush estate,or pension trust Legal entity calling the TAS toll-free case intake line at 1-877-777-4778 or TTYJDD 10 Corporation or LLC electing The corporation 1-800.829-4059, corporate status on Form 8832 or Protect yourself tram suspicious emalls or phlshing schemes. Fonn 2553 Phishing Is the creation and use of email and websites designed to 11.Aasodallan,club,religious, The organliallOn mimic legitimate business smells and websites,The most common act charitable,educational,or other tax- Is sending an small f0 a user falsely claiming to bean established exempt organludon legitimate enterprise In an attempt to scam the user Into surrendering private information that will be used for Identity theft. 12.Partnership or muds-member LLC The partnership 13.A broker or registered nominee The broker or nominee Form W-9(Rev.11-2017) Pages The IRS does not Initiate contacts with taxpayers via emalls.Also,the privacy Act Notice IRS does not request personal detailed information through email or ask taxpayers for the PIN numbers,passwords,or similar secret access Section 6109 of the Internal Revenue Code requires you to provide your Information for their credit card,bank,or other financial accounts. correct TIN to persons(including federal agencies)who are required to If you receive an unsolicited email claiming to be tram the IRS, file information returns with the IRS to report Interest,dividends,or forward this message to phishing®inugov.You may also report misuse certain other Income paid to you;mortgage Interest you paid;the of the IRS name,logo,or other IRS property to the Treasury Inspector acquisition or abandonment of secured property;the cancellation of General for Tax Administration(TIGTA)at 1.800.366.4484.You can debt;or contributions you made to an IRA,Archer MSA,or HSA.The forward suspicious emalls to the Federal Trade Commission at person collecting this form uses the Information on the form to file spam®uce.gov or report them at www.ffc gov/complaint.You can Information returns with the IRS,reporting the above Information. contact the FTC at www./tc.gov/idfheh or 877-IDTHEFT(877-438.21338). Routine uses of this information Include giving it to the Department of If you have been the victim of identity theft,see www,identityThelt.gov Justice for civil and criminal litigation and to cities,stales,the District of and Pub.5027. Columbia,and U.S.commonwealths and possessions for use In administering their laws.The Information also may be disclosed to other Visit www.irs.9ov11dem0y7heR to team more about identity theft and countries under a treaty,to federal and stale agencies to enforce civil how to reduce your risk. and criminal laws,or to federal law enforcement and Intelligence agencies to combat terrorism.You must provide your TIN whether or not you are required to file a tax relum.Under section 3406.payers must generally withhold a percentage of taxable Interest,dividend,and certain other payments to a payee who does not give a TIN to the payer, Cenaln penalties may also apply for providing false or fraudulent Information. \ \ \ 0 CD \ \ , � \ ) - d c % ) / ) - g ?\ Z 2 , \ / { \ f7 ) 3Q 2 a ntz = / , ~ / _ _ k / 'IT F- j \ , \ � \ 0) ± ) § ) � 0 0 0 0 > / GSI & LM \ ± / \ ( � # { m Q 2 ( a) Cc \ \ \ \ \ 2 \ @ \ \ § ® \ z U o , ee � / \ m2 ] k ) ) 2 § m am « a - CL § ) { { # ® £ 4a � 0.E = / ® « m 2 a m < 2 _ 2 CL \ _ co 4. m 2 LU 6 O f j _ § ) k - / = Q e u \ � o = $ - . � : Q / ƒ a)0 '( g * ) \ }\ - \ / 053 3 I 1 © zE Via « - & jo e : _ & ( - ° `2 : <C: / _ 2 [e \ / « ; a( ( -\ \ n < 2