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Contract 2020-016A#2020-16-A SUPPLIER AGREEMENT FOR NEPTUNE WATER METERS AND EQUIPMENT THIS AGREEMENT, made and entered into this 20 day of May 2020, A.D., by and between the City of Clermont 685 West Montrose Street, Clermont, Florida (hereinafter referred to as "CITY"), and SUNSTATE METER & SUPPLY, INC., 14001 W. Newberry Road, Newberry, FL 32669, (hereinafter referred to as "SUPPLIER"). WHEREAS, CITY has utilized Neptune Water Meters & R450 Systems (herein referred to as Neptune Meters) for potable and irrigation meters; WHEREAS, Neptune Meters is a proprietary product and is only available from SUPPLIER; and WHEREAS, the City Council has determined that there is only one source for the required product in accordance with City of Clermont Purchasing Policy, Section E.B. WITNESSETH: That the parties hereto, for the consideration hereinafter set forth, mutually agree as follows: ARTICLE I — SCOPE OF WORK The SUPPLIER shall furnish Neptune Meters in such quantities as requested by CITY and as set forth in a purchase order as provided in writing by CITY. Provided, however, that nothing herein shall require CITY to purchase or acquire any items or services from SUPPLIER. ARTICLE II — THE CONTRACT SUM CITY shall pay SUPPLIER, for the faithful performance of the Agreement as set forth in the Unit Price Schedule set forth in Exhibit 'A', attached hereto and incorporated herein. The CITY understands that the unit price in Exhibit `A' may change on an annual basis based on consumption and market price. Use of a lesser or higher quantities or market price will become a factor in annual price adjustment negotiations. ARTICLE III — TERM AND TERMINATION 1. This Agreement is to become effective upon execution by both parties, and shall remain in effect for the initial term of two (2) year, unless terminated as provided for herein. 2. Prior to, or upon completion, of the initial term of this contract, the City shall have the option to renew this contract for three (3) additional twelve (12) month period(s) subject to a price adjustment at SUPPLIER's option. Prior to completion of the contract term, the City may consider an adjustment to price based the SUPPLIER's responsibility to request in writing any price adjustment under this provision. The SUPPLIER's written request for adjustment shall be submitted sixty (60) days prior to the termination of the initial or any renewal term of this Agreement. If no adjustment request is received from the contractor, CITY shall be entitled to assume that the SUPPLIER has agreed that the optional term may be exercised without price adjustment. Any adjustment request received after the commencement of a new option period shall not be considered. The City reserves the right to reject any written price adjustments submitted by the contractor and/or to not exercise any otherwise available option period based on such price adjustments. Continuation of the contract beyond the initial period, and any option subsequently exercised, is a City prerogative, and not a right of the SUPPLIER. This prerogative will be exercised only when such continuation is clearly in the best interest of the City. Notwithstanding any other provision of this Agreement, CITY or SUPPLIER may, upon written notice to SUPPLIER or CITY, terminate this Agreement if: a) without cause and for convenience upon sixty (60) days written notice to SUPPLIER or CITY b) SUPPLIER or CITY is adjudged to be bankrupt; c) SUPPLIER or CITY makes a general assignment for the benefit of its creditors; d) SUPPLIER or CITY fails to comply with any of the conditions of provisions of this Agreement; or e) SUPPLIER or CITY is experiencing a labor dispute, which threatens to have a substantial, adverse impact upon performance of this Agreement, without prejudice to any other right or remedy CITY may have under this Agreement. In the event of such termination, CITY shall be liable only for the payment of all unpaid charges, determined in accordance with the provisions of this Agreement, for work, properly performed and accepted prior to the effective date of termination. ARTICLE IV — COMMENCEMENT AND COMPLETION OF WORK The SUPPLIER shall provide all items only upon issuance of an authorized and approved purchase order and in the timeframe as set forth in the applicable purchase order. ARTICLE V — PAYMENTS In accordance with the provisions fully set forth in the General Conditions, SUPPLIER shall submit a payment request by the third (3rd) day of each calendar month for items provided during the preceding calendar month. CITY shall make payment to the SUPPLIER, within thirty (30) calendar days, on the basis of a duly certified and approved payment invoice by the CITY for items provided and accepted by the CITY. ARTICLE VI — DISPUTE RESOLUTION - MEDIATION 1. Any claim, dispute or other matter in question arising out of or related to this Agreement shall be subject to mediation as a condition precedent to voluntary arbitration or the institution of legal or equitable proceedings by either party. The CITY and SUPPLIER shall endeavor to resolve claims, disputes and other matters in question between them by mediation. 3. The parties shall share the mediator's fee and any filing fees equally. The mediation shall be held in Clermont, Lake County, Florida, unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof. ARTICLE VII — INDEMNIFICATION RIDER To cover to the fullest extent permitted by law, the SUPPLIER shall indemnify and hold harmless the CITY and its agents and employees from and against all claims, damages, losses and expenses, including but not limited to attorney's fees, arising out of or resulting from the performance of the Work, provided that any such claim, damage, loss or expense (1) is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the Work itself) , and (2) is caused in whole or in part by any negligent act or omission of the SUPPLIER or anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. Such obligation shall not be construed to negate, abridge, or otherwise reduce any other right to obligation of indemnity which would otherwise exist as to any party or person described in this Article. The SUPPLIER hereby acknowledges receipt of ten dollars and other good and valuable consideration from the CITY for the indemnification provided herein. ARTICLE VIII - NOTICES All notices shall be in writing and sent by United States mail, certified or registered, with return receipt requested and postage prepaid, or by nationally recognized overnight courier service to the address of the party set forth below. Any such notice shall be deemed given when received by the party to whom it is intended. SUPPLIER: Sunstate Meter & Supply, Inc. 14001 W. Newberry Road Newberry, FL 32669 Attn: Keith Ellenburg, President CITY: City of Clermont Attn: Darren Gray, City Manager 685 W. Montrose Street Clermont, FL 34711 ARTICLE IX — MISCELLANEOUS 1. Attorneys' Fees. In the event a suit or action is instituted to enforce or interpret any provision of this agreement, the prevailing party shall be entitled to recover such sum as the Court may adjudge reasonable as attorneys' fees at trial or on any appeal, in addition to all other sums provided by law. 2. Waive . The waiver by city of breach of any provision of this agreement shall not be construed or operate as a waiver of any subsequent breach of such provision or of such provision itself and shall in no way affect the enforcement of any other provisions of this agreement. Severability. If any provision of this agreement or the application thereof to any person or circumstance is to any extent invalid or unenforceable, such provision, or part thereof, shall be deleted or modified in such a manner as to make the agreement valid and enforceable under applicable law, the remainder of this agreement and the application of such a provision to other persons or circumstances shall be unaffected, and this agreement shall be valid and enforceable to the fullest extent permitted by applicable law. 4. Amendment. Except for as otherwise provided herein, this agreement may not be modified or amended except by an agreement in writing signed by both parties. 5. Entire Agreement. This agreement including the documents incorporated by reference contains the entire understanding of the parties hereto and supersedes all prior and contemporaneous agreements between the parties with respect to the performance of services by SUPPLIER. 6. Assignment. This agreement is personal to the parties hereto and may not be assigned by SUPPLIER, in whole or in part, without the prior written consent of city. 7. Venue. The parties agree that the sole and exclusive venue for any cause of action arising out of this agreement shall be Lake County, Florida. 8. Applicable Law. This agreement and any amendments hereto are executed and delivered in the State of Florida and shall be governed, interpreted, construed and enforced in accordance with the laws of the State of Florida. 9) Public Records. CONTRACTOR expressly understands records associated with this project are public records and agrees to comply with Florida's Public Records law, to include, to: (a) Keep and maintain public records that ordinarily and necessarily would be required by the CITY in order to perform the services contemplated herein. (b) Provide the public with access to public records on the same terms and conditions that the CITY would provide the records and at a cost that does not exceed the cost provided in this Florida's Public Records law or as otherwise provided by law. EXHIBIT A S Sunstate Meter & Supply, Inc. Phone: 352.332.7106 �i � PP Y� W. Newberry Road, Newberry, FL 32669 Fax: 352.332.5604 l 14001 Wym "Florida's LeadingDistributor o Automated Meter Reading Systems " � Y Feb. 3, 2020 Mr. Freddy L. Suarez, MPA, CPPB Purchasing Director City of Clermont 685 W. Montrose St. Clermont, Fl. 34711 RE: NEPTUNE WATER METERS & EQUIPMENT — 2020-22 Listed below are the prices you have requested: Neptune R450 System Description Unit Price 5/8"x3/4" T10 PB Meter Complete W/Ecoder/ProCoder Pit Gallon Register $85.65 5/8"0/4" T10 PB Meter Complete W/Ecoder/ProCoder R450i Pit Gallon Register $203.40 5/8"x3/4" MACH 10 R450i Pit Gallon Meter $290.00 %" Short Lay MACH 10 R450i Pit Gallon Meter $299.50 1" T10 BB Meter Complete W/Ecoder/ProCoder Pit Gallon Register $163.00 1" T10 BB Meter Complete W/Ecoder/ProCoder R450i Pit Gallon Register $288.00 1" MACH 10 R450i Pit Gallon Meter $355.00 1 %:" T10 Flanged Meter Complete W/Ecoder/ProCoder Pit Gallon Register $322.75 1 %" T10 Flanged Meter Complete W/Ecoder/ProCoder R450i Pit Gallon Register $455.75 1 1/2" MACH 10 R450i Pit Gallon Meter $687.50 2" T10 Flanged Meter Complete W/Ecoder/ProCoder Pit Gallon Register $475.00 2" T10 Flanged Meter Complete W/Ecoder/ProCoder R450i Pit Gallon Register $607.50 2" MACH 10 R450i Pit Gallon Meter $812.50 1 ''/2" HP Turbine Meter Complete W/Ecoder/ProCoder Pit Gallon Register $635.75 1 ''/2" HP Turbine Meter Complete W/Ecoder/ProCoder R450i Pit Gallon Register $785.75 2" HP Turbine Meter Complete W/Ecoder/ProCoder Pit Gallon Register $645.00 2" HP Turbine Meter Complete W/Ecoder/ProCoder R450i Pit Gallon Register $795.00 3" HP Turbine Meter Complete W/Ecoder/ProCoder Pit Gallon Register $1,121.00 3" HP Turbine Meter Complete W/Ecoder/ProCoder R450i Pit Gallon Register $1,263.00 3" MACH 10 Stand Alone Gallon Meter $2,564.00 4" HP Turbine Meter Complete W/Ecoder/ProCoder Pit Gallon Register $1,248.00 4" HP Turbine Meter Complete W/Ecoder/ProCoder R450i Pit Gallon Register $1,380.00 4" MACH 10 Stand Alone Gallon Meter $3,257.00 6" HP Turbine Meter Complete W/Ecoder/ProCoder Pit Gallon Register $2,172.00 6" HP Turbine Meter Complete W/Ecoder/ProCoder R450i Pit Gallon Register $2,288.00 6" MACH 10 Stand Alone Gallon Meter $5,300.00 Sunstate Meter & Supply, Inc. Phone: 352.332.7106 pp y, 414001 W. Newberry Road, Newberry, FL 32669 Fax: 352.332.5604 - "Florida's Leading Distributor o Automated Meter Reading Systems" 3" Tru Flo Compound Meter Complete W/Ecoder/ProCoder Gal. Registers $2,674.00 4" Tru Flo Compound Meter Complete W/Ecoder/ProCoder Gal. Registers $2,930.00 6" Tru Flo Compound Meter Complete W/Ecoder/ProCoder Gal. Registers $4,568.00 4"xl" HPPIIIS FS Compound Meter Complete W/Ecoder/ProCoder Pit Gal. Registers $7,172.00 6"xl 1/2" HPPI19S FS Compound Meter Complete W/Ecoder/ProCoder Pit Gal. Registers $10,409.00 8"x2" HPPIIIS FS Compound Meter Complete W/Ecoder/ProCoder Pit Gal. Registers $13,520.00 10"x2" HPPIIIS FS Compound Meter Complete W/Ecoder/ProCoder Pit Gal. Registers $19,088.00 2" DI Coated Flanged Meter Strainer $263.00 3" DI Coated Flanged Meter Strainer $375.00 4" DI Coated Flanged Meter Strainer $572.00 6" DI Coated Flanged Meter Strainer $795.00 Any Size/Model Ecoder/ProCoder Register Only $77.00 Ecoder/ProCoder V2 Register Mount F/Wall MIU $9.00 Any Size/Model Ecoder/ProCoder R450i Register Only $174.00 R450 Wall MIU $110.00 R450 High Power Wall MIU $120.00 R450 Pit MIU Only $110.00 R450 Pit MIU Antenna Assy. Only $40.00 R450 V2 Fixed Based Rack Mount Data Collector (Includes UPS Assy.) $25,000.00 R450 Fixed Based Data Collector Antenna $1,490.00 Neptune 360 Advanced Software Set -Up Fee (one-time fee) $3,700.00 Neptune 360 Advanced Additional Remote Training $852.00 Neptune 360 Advanced On -Site Training (8 hours) $1,704.00 Neptune 360 Advanced Professional Services (per hour fee) $433.00 Neptune 360 Advanced Subscription Fee — AMI Software Annual SaaS Connected Customers 10,000-20,000 (per endpoint/per year) $2.06 Connected Customers 20,000-50,000 (per endpoint/per year) $1.89 Shipping Terms: Freight Allowed Payment Terms: Net 30 Days — Check or ACH Only Delivery: 2 — 4 weeks ARO Pricing Term: May 26, 2020 — May 25, 2022 Respectfully submitted, JqffKun&vu#h- Director of Sales Sunstate Meter & Supply, Inc. Phone: 352-516-9791 Email: jefi@kimbroughsales.com (c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law. (d) Meet all requirements for retaining public records and transfer, at no cost, to the CITY all public records in possession of CONTRACTOR upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. CONTRACTOR shall use reasonable efforts to provide all records stored electronically must be provided to the CITY in a format that is compatible with the information technology systems of the CITY. (e) IF CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTRACTOR SHALL CONTACT THE CITY'S CUSTODIAN OF PUBLIC RECORDS AT CITY CLERK'S OFFICE, (352) 241-7331. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on this JD day of (NAa [ �— .2020. City o lermont 4 ail L. Ash, Mayor Attevt: racy ` City 4 ..• fir. Sunstate Meter & Supply, Inc. By: Keith Ellenburg-President Printed Name and Title Attest: Corporate Secretary Karen Whittle (Name Printed or Typed) W-9 Request for Taxpayer Form (Rev. October2018) Identification Number and Certification Give Form to the requester. Do not Department of the Treasury Internal Revenue Service ► Go to www.1rs.gov1FormW9 for instructions and the latest information. send to the IRS. 1 Name (as shown on your income tax return). Name is required on this line; do not leave this line blank. SUNSTATE METER & SUPPLY, INC. 2 Business name/disregarded entity name, if different from above m3 Check appropriate box for federal tax classification of the person whose name is entered on line 1. Check only one of the 4 Exemptions (codes apply only to following seven boxes, certain entities, not Individuals; see a p ❑ C Corporation ❑ Individual/sole proprietor or poration ❑ S Corporation ❑ Partnership ❑ Trust/estate instructions on page 3): W ai a single -member LLC Exempt payee code (if any) 0 2 4 t ❑ Limited liability company. Enter the tax classification (C=C corporation, S=S corporation, P=Partnership) It- 8 2 Note: Check the appropriate box in the line above for the tax classification of the single -member owner. Do not check Exemption from FATCA reporting v LLC if the LLC is classified as a single -member LLC that is disregarded from the owner unless the owner of the LLC Is a cS another LLC that is not disregarded from the owner for U.S. federal tax purposes. Otherwise, a single -member LLC that code (if any) .2 is disregarded from the owner should check the appropriate box for the tax classification of its owner. ❑ Other (see instructions) ► IAppflu to =c nts malnUdned w,tside the U.S.) W 5 Address (number, street, and apt. or suite no.) See instructions. Requester's name and address (optional) 14001 WEST. NEWBERRY ROAD 6 City, state, and ZIP code NEWBERRY, FLORIDA 32669 7 List account number(s) here (optional) I axpayer Identification Number (TIN) Enter your TIN in the appropriate box. The TIN provided must match the name given on line 1 to avoid Social security number backup withholding. For individuals, this is generally your social security number (S. However, for a — m — resident alien, sole proprietor, or disregarded entity, see the instructions for Part I, later. For other entities, it is your employer identification number (EIN). If you do not have a number, see How to get a TIN, later. or Note: If the account is in more than one name, see the instructions for line 1. Also see What Name and I Employer identification number Number To Give the Requester for guidelines on whose number to enter. 5 9 F— 2 1 0 1 0 1 1 1 2 1 8 1 5 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; 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 (if any) indicating that I am exempt from FATCA reporting is correct. Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments other than interest and dividends, you are not required to sign the certification, but you must provide your correct TIN. See the instructions for Part 11, later. Sign I Signature of vj 1 �/ Here U.S. person ►yl)l/11,,,�,,,�' Il1.w.Xr, Date► 2, 12b t2.d2,[D General Instructions Section references are to the Internal Revenue Code unless otherwise noted. Future developments. For the latest information about developments related to Form W-9 and its instructions, such as legislation enacted after they were published, go to www.irs.gov1FormW9. Purpose of Form An individual or entity (Form W-9 requester) who is required to file an information return with the IRS must obtain your correct taxpayer identification number (TIN) which may be your social security number (SSN), individual taxpayer identification number (ITIN), adoption taxpayer identification number (ATIN), or employer identification number (EIN), to report on an information return the amount paid to you, or other amount reportable on an information return. Examples of information returns include, but are not limited to, the following. • Form 1099-INT (interest earned or paid) • Form 1099-DIV (dividends, including those from stocks or mutual funds) • Form 1099-MISC (various types of income, prizes, awards, or gross proceeds) • Form 1099-B (stock or mutual fund sales and certain other transactions by brokers) • Form 1099-S (proceeds from real estate transactions) • Form 1099-K (merchant card and third party network transactions) • Form 1098 (home mortgage interest), 1098-E (student loan interest), 1098-T (tuition) • Form 1099-C (canceled debt;. • Form 1099-A (acquisition or abandonment of secured property) Use Form W-9 only if you are a U.S. person (including a resident alien), to provide your correct TIN. If you do not return Form W-9 to the requester with a TIN, you might be subject to backup withholding. See What is backup withholding, later. Cat. No. 10231X Form W-9 (Rev. 10-2018) Form W-9 (Rev. 10-2018) By signing the filled -out form, you: 1. Certify that the TIN you are giving is correct (or you are waiting for a number to be issued), 2. Certify that you are not subject to backup withholding, or 3. Claim exemption from backup withholding if you are a U.S. exempt payee. If applicable, you are also certifying that as a U.S. person, your allocable share of any partnership income from a U.S. trade or business is not subject to the withholding tax on foreign partners' share of effectively connected income, and 4. Certify that FATCA code(s) entered on this form (if any) indicating that you are exempt from the FATCA reporting, is correct. See What is FATCA reporting, later, for further information. Note. If you are a U.S. person and a requester gives you a form other than Form W-9 to request your TIN, you must use the requester's form if it is substantially similar to this Form W-9. Definition of a U.S. person. For federal tax purposes, you are considered a U.S. person if you are: • An individual who is a U.S. citizen or U.S. resident alien; • A partnership, corporation, company, or association created or organized in the United States or under the laws of the United States; • An estate (other than a foreign estate); or • A domestic trust (as defined in Regulations section 301.7701-7). Special rules for partnerships. Partnerships that conduct a trade or business in the United States are generally required to pay a withholding tax under section 1446 on any foreign partners' share of effectively connected taxable income from such business. Further, in certain cases where a Form W-9 has not been received, the rules under section 1446 require a partnership to presume that a partner is a foreign person, and pay the section 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 United States, provide Form W-9 to the partnership to establish your U.S. status and avoid section 1446 withholding on your share of partnership income. In the cases below, the following person must give Form W-9 to the partnership for purposes of establishing its U.S. status and avoiding withholding on its allocable share of net income from the partnership conducting a trade or business in the United States. • In the case of a disregarded entity with a U.S. owner, the U.S. owner of the disregarded entity and not the entity; • In the case of a grantor trust with a U.S. grantor or other U.S. owner, generally, the U.S. grantor or other U.S. owner of the grantor trust and not the trust; and • In the case of a U.S. trust (other than a grantor trust), the U.S. trust (other than a grantor trust) and not the beneficiaries of the trust. Foreign person. If you are a foreign person or the U.S. branch of a foreign bank that has elected to be treated as a U.S. person, do not use Form W-9. Instead, use the appropriate Form W-8 or Form 8233 (see Pub. 515, Withholding of Tax on Nonresident Aliens and Foreign Entities). Nonresident alien who becomes a resident alien. Generally, only a nonresident alien individual may use the terms of a tax treaty to reduce or eliminate U.S. tax on certain types of income. However, most tax treaties contain a provision known as a "saving clause." Exceptions specified in the saving clause may permit an exemption from tax to continue for certain types of income even after the payee has otherwise become a U.S. resident alien for tax purposes. If you are a U.S. resident alien who is relying on an exception contained in the saving clause of a tax treaty to claim an exemption from U.S. tax on certain types of income, you must attach a statement to Form W-9 that specifies the following five items. 1. The treaty country. Generally, this must be the same treaty under which you claimed exemption from tax as a nonresident alien. 2. The treaty article addressing the income. 3. The article number (or location) In the tax treaty that contains the saving clause and its exceptions. 4. The type and amount of income that qualifies for the exemption from tax. 5. Sufficient facts to justify the exemption from tax under the terms of the treaty article. Pan. 2 Example. Article 20 of the U.S.-China income tax treaty allows an exemption from tax for scholarship income received by a Chinese student temporarily present in the United States. Under U.S. law, this student will become a resident alien for tax purposes if his or her stay in the United States exceeds 5 calendar years. However, paragraph 2 of the first Protocol to the U.S.-China treaty (dated April 30, 1984) allows the provisions of Article 20 to continue to apply even after the Chinese student becomes a resident alien of the United States. A Chinese student who qualifies for this exception (under paragraph 2 of the first protocol) and is relying on this exception to claim an exemption from tax on his or her scholarship or fellowship income would attach to Form W-9 a statement that includes the information described above to support that exemption. If you are a nonresident alien or a foreign entity, give the requester the appropriate completed Form W-8 or Form 8233. Backup Withholding What is backup withholding? Persons making certain payments to you must under certain conditions withhold and pay to the IRS 24% of such payments. This is called "backup withholding." Payments that may be subject to backup withholding include interest, tax-exempt interest, dividends, broker and barter exchange transactions, rents, royalties, nonemployee pay, payments made in settlement of payment card and third parry network transactions, and certain payments from fishing boat operators. Real estate transactions are not subject to backup withholding. You will not be subject to backup withholding on payments you receive if you give the requester your correct TIN, make the proper certifications, and report all your taxable interest and dividends on your tax return. Payments you receive will be subject to backup withholding IF. You do not furnish your TIN to the requester, 2. You do not certify your TIN when required (see the instructions for Part II for details), 3. The IRS tells the requester that you fumished an incorrect TIN, 4. The IRS tells you that you are subject to backup withholding because you did not report all your interest and dividends on your tax return (for reportable interest and dividends only), or 5. You do not certify to the requester that you are not subject to backup withholding under 4 above (for reportable interest and dividend accounts opened after 1983 only). Certain payees and payments are exempt from backup withholding. See Exempt payee code, later, and the separate Instructions for the Requester of Form W-9 for more information. Also see Special rules for partnerships, earlier. What is FATCA Reporting? The Foreign Account Tax Compliance Act (FATCA) requires a participating foreign financial institution to report all United States account holders that are specified United States persons. Certain payees are exempt from FATCA reporting. See Exemption from FATCA reporting code, later, and the Instructions for the Requester of Form W-9 for more information. Updating Your Information You must provide updated information to any person to whom you claimed to be an exempt payee if you are no longer an exempt payee and anticipate receiving reportable payments in the future from this person. For example, you may need to provide updated information if you are a C corporation that elects to be an S corporation, or if you no longer are tax exempt. In addition, you must furnish a new Form W-9 if the name or TIN changes for the account; for example, if the grantor of a grantor trust dies. Penalties Failure to furnish TIN. If you fail to furnish your correct TIN to a requester, you are subject to a penalty of $50 for each such failure unless your failure is due to reasonable cause and not to willful neglect. Civil penalty for false information with respect to withholding. If you make a false statement with no reasonable basis that results in no backup withholding, you are subject to a $500 penalty. Form W-9 (Rev. 10-2018) Criminal penalty for falsifying information. Willfully falsifying certifications or affirmations may subject you to criminal penalties including fines and/or imprisonment. Misuse of TINS. If the requester discloses or uses TINs in violation of federal law, the requester may be subject to civil and criminal penalties. Specific Instructions Line 1 You must enter one of the following on this line; do not leave this line blank. The name should match the name on your tax return. If this Form W-9 is for a joint account (other than an account maintained by a foreign financial institution (FFI)), list first, and then circle, the name of the person or entity whose number you entered in Part I of Form W-9. If you are providing Form W-9 to an FFl to document a joint account, each holder of the account that is a U.S. person must provide a Form W-9. a. Individual. Generally, enter the name shown on your tax return. If you have changed your last name without informing the Social Security Administration (SSA) of the name change, enter your first name, the last name as shown on your social security card, and your new last name. Note: ITIN applicant: Enter your individual name as it was entered on your Form W-7 application, line 1a. This should also be the same as the name you entered on the Form 1040/1040A/1040EZ you filed with your application. b. Sole proprietor or single -member LLC. Enter your individual name as shown on your 1040/104OA/1040EZ on line 1. You may enter your business, trade, or "doing business as" (DBA) name on line 2. c. Partnership, LLC that Is not a single -member LLC, C corporation, or S corporation. Enter the entity's name as shown on the entity's tax return on line 1 and any business, trade, or DBA name on line 2. d. Other entities. Enter your name as shown on required U.S. federal tax documents on line 1. This name should match the name shown on the charter or other legal document creating the entity. You may enter any business, trade, or DBA name on line 2. e. Disregarded entity. For U.S. federal tax purposes, an entity that is disregarded as an entity separate from its owner is treated as a "disregarded entity." See Regulations section 301.7701-2(c)(2)(iii). Enter the owner's name on line 1. The name of the entity entered on line 1 should never be a disregarded entity. The name on line 1 should be the name shown on the income tax return on which the income should be reported. For example, if a foreign LLC that is treated as a disregarded entity for U.S. federal tax purposes has a single owner that is a U.S. person, the U.S. owner's name is required to be provided on line 1. If the direct owner of the entity is also a disregarded entity, enter the first owner that is not disregarded for federal tax purposes. Enter the disregarded entity's name on line 2, "Business name/disregarded entity name." If the owner of the disregarded entity is a foreign person, the owner must complete an appropriate Form W-8 instead of a Form W-9. This is the case even if the foreign person has a U.S. TIN. Line 2 If you have a business name, trade name, DBA name, or disregarded entity name, you may enter it on line 2. Line 3 Check the appropriate box on line 3 for the U.S. federal tax classification of the person whose name is entered on line 1. Check only one box on line 3. Page 3 IF the entity/person on line 1 is THEN check the box for ... a(n) ... • Corporation Corporation • Individual Individual/sole proprietor or single- • Sole proprietorship, or member LLC • Single -member limited liability company (LLC) owned by an individual and disregarded for U.S. federal tax purposes. • LLC treated as a partnership for Limited liability company and enter U.S. federal tax purposes, the appropriate tax classification. • LLC that has filed Form 8832 or (P= Partnership; C= C corporation; 2553 to be taxed as a corporation, or S= S corporation) or • LLC that is disregarded as an entity separate from its owner but the owner is another LLC that is not disregarded for U.S. federal tax purposes. • Partnership Partnership • Trust/estate Trust/estate Line 4, Exemptions If you are exempt from backup withholding and/or FATCA reporting, enter in the appropriate space on line 4 any code(s) that may apply to you. Exempt payee code. • Generally, individuals (including sole proprietors) are not exempt from backup withholding. • Except as provided below, corporations are exempt from backup withholding for certain payments, including interest and dividends. • Corporations are not exempt from backup withholding for payments made in settlement of payment card or third party network transactions. • Corporations are not exempt from backup withholding with respect to attomeys' fees or gross proceeds paid to attorneys, and corporations that provide medical or health care services are not exempt with respect to payments reportable on Form 1099-MISC. The following codes identify payees that are exempt from backup withholding. Enter the appropriate code in the space in line 4. 1—An organization exempt from tax under section 501(a), any IRA, or a custodial account under section 403(b)(7) if the account satisfies the requirements of section 401(f)(2) 2—The United States or any of its agencies or instrumentalities 3—A state, the District of Columbia, a U.S. commonwealth or possession, or any of their political subdivisions or instrumentalities 4—A foreign government or any of its political subdivisions, agencies, or instrumentalities 5—A corporation 6—A dealer in securities or commodities required to register in the United States, the District of Columbia, or a U.S. commonwealth or possession 7—A futures commission merchant registered with the Commodity Futures Trading Commission 8—A real estate investment trust 9—An entity registered at all times 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 trust exempt from tax under section 664 or described in section 4947 Form W-9 (Rev. 10-2018) Page 4 The following chart shows types of payments that may be exempt from backup withholding. The chart applies to the exempt payees listed above, 1 through 13. IF the payment is for ... THEN the payment is exempt for... Interest and dividend payments All exempt payees except for 7 Broker transactions Exempt payees 1 through 4 and 6 through 11 and all C corporations. S corporations must not enter an exempt payee code because they are exempt only for sales of noncovered securities acquired prior to 2012. Barter exchange transactions and Exempt payees 1 through 4 patronage dividends Payments over $600 required to be Generally, exempt payees reported and direct sales over 1 through 52 $5,0001 Payments made in settlement of Exempt payees 1 through 4 payment card or third party network transactions 1 See Form 1099-MISC, Miscellaneous Income, and its instructions. 2 However, the following payments made to a corporation and reportable on Form 10J9-MISC are not exempt from backup withholding: medical and health care payments, attorneys' fees, gross proceeds paid to an attorney reportable under section 6045(f), and payments for services paid by a federal executive agency. Exemption from FATCA reporting code. The following codes identify payees that are exempt from reporting under FATCA. These codes apply to persons submitting this form for accounts maintained outside of the United States by certain foreign financial institutions. Therefore, if you are only submitting this form for an account you hold in the United States, you may leave this field blank. Consult with the person requesting this form if you are uncertain if the financial institution is subject to these requirements. A requester may indicate that a code is not required by providing you with a Form W-9 with "Not Applicable" (or any similar indication) written or printed on the line for a FATCA exemption code. A —An organization exempt from tax under section 501(a) or any individual retirement plan as defined in section 7701(a)(37) B—The United States or any of its agencies or instrumentalities C—A state, the District of Columbia, a U.S. commonwealth or possession, or any of their political subdivisions or instrumentalities D—A corporation the stock of which is regularly traded on one or more established securities markets, as described in Regulations section 1.1472-1(c)(1)(i) E—A corporation that is a member of the same expanded affiliated group as a corporation described in Regulations section 1.1472-1(c)(1)() F—A dealer in securities, commodities, or derivative financial instruments (including notional principal contracts, futures, forwards, and options) that is registered as such under the laws of the United States or any state G—A real estate investment trust H—A regulated investment company as defined in section 851 or an entity registered at all times during the tax year under the Investment Company Act of 1940 I —A common trust fund as defined in section 584(a) J—A bank as defined in section 581 K—A broker L—A trust exempt from tax under section 664 or described in section 4947(a)(1) M—A tax exempt trust under a section 403(b) plan or section 457(g) plan Note: You may wish to consult with the financial institution requesting this form to determine whether the FATCA code and/or exempt payee code should be completed. Line 5 Enter your address (number, street, and apartment or suite number). This is where the requester of this Form W-9 will mail your information returns. If this address differs from the one the requester already has on file, write NEW at the top. If a new address is provided, there is still a chance the old address will be used until the payor changes your address in their records. Line 6 Enter your city, state, and ZIP code. Part I. Taxpayer Identification Number (TIN) Enter your TIN in the appropriate box. If you are a resident alien and you do not have and are not eligible to get an SSN, your TIN is your IRS individual taxpayer identification number (ITIN). Enter it in the social security number box. If you do not have an ITIN, see How to get a TIN below. If you are a sole proprietor and you have an EIN, you may enter either your SSN or EIN. If you are a single -member LLC that is disregarded as an entity separate from its owner, enter the owner's SSN (or EIN, if the owner has one). Do not enter the disregarded entity's EIN. If the LLC is classified as a corporation or partnership, enter the entity's EIN. Note: See What Name and Number To Give the Requester, later, for further clarification of name and TIN combinations. How to get a TIN. If you do not have a TIN, apply for one immediately. To apply for an SSN, get Form SS-5, Application for a Social Security Card, from your local SSA office or get this form online at www.SSA.gov. You may also get this form by calling 1-800-772-1213. Use Form W-7, Application for IRS Individual Taxpayer Identification Number, to apply for an ITIN, or Form SS-4, Application for Employer Identification Number, to apply for an EIN. You can apply for an EIN online by accessing the IRS website at www.irs.gov/Businesses and clicking on Employer Identification Number (EIN) under Starting a Business. Go to www.irs.gov/Forms to view, download, or print Form W-7 and/or Form SS-4. Or, you can go to www.irs.gov/OrderForms to place an order and have Form W-7 and/or SS-4 mailed to you within 10 business days. 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 the form, and give it to the requester. For interest and dividend payments, and certain payments made with respect to readily tradable instruments, generally you will have 60 days to get a TIN and give it to the requester before you are subject to backup withholding on payments. The 60-day rule does not apply to other types of payments. You will be subject to backup withholding on all such payments until you provide your TIN to the requester. Note: Entering "Applied For" means that you have already applied for a TIN or that you intend to apply for one soon. Caution: A disregarded U.S. entity that has a foreign owner must use the appropriate Form W-8. Part II. Certification To establish to the withholding agent that you are a U.S. person, or resident alien, sign Form W-9. You may be requested to sign by the withholding agent even if item 1, 4, or 5 below indicates otherwise. For a joint account, only the person whose TIN is shown in Part I should sign (when required). In the case of a disregarded entity, the person identified on line 1 must sign. Exempt payees, see Exempt payee code, earlier. Signature requirements. Complete the certification as indicated in items 1 through 5 below. Form W-9 (Rev. 10-2018) 1. Interest, dividend, and barter exchange accounts opened before 1984 and broker accounts considered active during 1983. You must give your correct TIN, but you do not have to sign the certification. 2. Interest, dividend, broker, and barter exchange accounts opened after 1983 and broker accounts considered inactive during 1983. You must sign the certification or backup withholding will apply. If 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 certification before signing the form. 3. Real estate transactions. You must sign the cert;fication. You may cross out item 2 of the certification. 4. Other payments. You must give your correct TIN, but you do not have to sign the certification unless you have been notified that you have previously given an incorrect TIN. "Other payments" include payments made in the course of the requester's trade or business for rents, royalties, goods (other than bills for merchandise), medical and health care services (including payments to corporations), payments to a nonemployee for services, payments made in settlement of payment card and third party network transactions, payments to certain fishing boat crew members and fishermen, and gross proceeds paid to attorneys (including payments to corporations). 5. Mortgage interest paid by you, acquisition or abandonment of secured property, cancellation of debt, qualified tuition program payments (under section 529), ABLE accounts (under section 529A), IRA, Coverdell ESA, Archer MSA or HSA contributions or distributions, and pension distributions. You must give your correct TIN, but you do not have to sign the certification. What Name and Number To Give the Requester For this type of account: I Give name and SSN of: 1. Individual I The individual 2. Two or more individuals (joint The actual owner of the account or, if sccount) other than an account combined funds, the first individual on maintained by an FFI the account' 3. Two or more U.S. persons Each holder of the account Qoint account maintained by an FFI) 4. Custodial account of a minor The minor2 (Uniform Gift to Minors Act) 5. a. The usual revocable savings trust The grantor -trustee' (grantor is also trustee) b. So-called trust account that is not The actual owner' a legal or valid trust under state law 6. Sole proprietorship or disregarded The owner3 entity owned by an individual 7. Grantor trust filing under Optional The grantor' Form 1099 Filing Method 1 (see Regulations section 1.671-4(b)(2)() (A)) For this type of account: Give name and EIN of: 8. Disregarded entity not owned by an The owner individual 9. A valid trust, estate, or pension trust 10. Corporation or LLC electing corporate status on Form 8832 or Form 2553 11. Association, club, religious, charitable, educational, or other tax- exempt organization Legal entity° The corporation The organization 12. Partnership or multi -member LLC The partnership 13. A broker or registered nominee The broker or nominee Pane 5 For this type of account: Give name and EIN of: 14. Account with the Department of The public entity Agriculture in the name of a public entity (such as a state or local government, school district, or prison) that receives agricultural program payments 15. Grantor trust filing under the Form The trust 1041 Filing Method or the Optional Form 1099 Filing Method 2 (see Regulations section 1.6714(b)(2)(1)(B)) ' List first and circle the name of the person whose number you furnish. If only one person on a joint account has an SSN, that person's number must be furnished. 2 Circle the minor's name and furnish the minor's SSN. 3 You must show your individual name and you may also enter your business or DBA name on the "Business name/disregarded entity" name line. You may use either your SSN or EIN (if you have one), but the IRS encourages you to use your SSN. ° List first and circle the name of the trust, estate, or pension trust. (Do not furnish the TIN of the personal representative or trustee unless the legal entity Itself is not designated In the account title.) Also see Special rules forpartnerships, earlier. *Note: The grantor also must provide a Form W-9 to trustee of trust. Note: If no name is circled when more than one name is listed, the number will be considered to be that of the first name listed. Secure Your Tax Records From Identity Theft Identity theft occurs when someone uses your personal information such as your name, SSN, or other identifying information, without your permission, to commit fraud or other crimes. An identity thief may use your SSN to get a job or may file a tax return using your SSN to receive a refund. To reduce your risk: * Protect your SSN, • Ensure your employer is protecting your SSN, and • Be careful when choosing a tax preparer. If your tax records are affected by identity theft and you receive a notice from the IRS, respond right away to the name and phone number printed on the IRS notice or letter. If your tax records are not currently affected by identity theft but you think you are at risk due to a lost or stolen purse or wallet, questionable credit card activity or credit report, contact the IRS Identity Theft Hotline at 1-800-908-4490 or submit Form 14039. For more information, see Pub. 5027, Identity Theft Information for Taxpayers. Victims of identity theft who are experiencing economic harm or a systemic problem, or are seeking help in resolving tax problems that have not been resolved through normal channels, may be eligible for Taxpayer Advocate Service (TAS) assistance. You can reach TAS by calling the TAS toll -free case intake line at 1-877-777-4778 or TTY/TDD 1-800-829-4059. Protect yourself from suspicious emails or phishing schemes. Phishing is the creation and use of email and websites designed to mimic legitimate business emails and websites. The most common act is sending an email to a user falsely claiming to be an established legitimate enterprise in an attempt to scam the user into surrendering private information that will be used for identity theft. Form W-9 (Rev. 10-2018) The IRS does not initiate contacts with taxpayers via emails. Also, the IRS does not request personal detailed information through email or ask taxpayers for the PIN numbers, passwords, or similar secret access information for their credit card, bank, or other financial accounts. If you receive an unsolicited email claiming to be from the IRS, forward this message to phishing@irs.gov. You may also report misuse of the IRS name, logo, or other IRS property to the Treasury Inspector General for Tax Administration (11GTA) at 1-800-366-4484. You can forward suspicious emails to the Federal Trade Commission at spam@uce.gov or report them at www.ftc.gov/complaint. You can contact the FTC at www.ftc.gov/idtheft or 877-IDTHEFT (877-438-4338). If you have been the victim of identity theft, see www.ldentityTheft.gov and Pub. 5027. Visit www.irs.govIldentityTheft to learn more about identity theft and how to reduce your risk. Privacy Act Notice Section 6109 of the Internal Revenue Code requires you to provide your correct TIN to persons (including federal agencies) who are required to file information returns with the IRS to report interest, dividends, or certain other income paid to you; mortgage interest you paid; the acquisition or abandonment of secured property; the cancellation of debt; or contributions you made to an IRA, Archer MSA, or HSA. The person collecting this form uses the information on the form to file information returns with the IRS, reporting the above information. Routine uses of this information include giving it to the Department of Justice for civii and criminal litigation and to cities, states, the District of Columbia, and U.S. commonwealths and possessions for use in administering their laws. The information also may be disclosed to other countries under a treaty, to federal and state agencies to enforce civil 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 return. 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. Certain penalties may also apply for providing false or fraudulent information. SUNSMET-01 NERC ACORD' CERTIFICATE OF LIABILITY INSURANCE UATE(M1 J27120202020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CQNTRAQT 09TVVCLN THE 109YING INMER(s)) AUTHORIZED REPRESENTATIVE OR PROOUCER• ANO THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Hub International Florida 2811 NW 41at Street Gainesville, FL 32606 INSURED--- ------------ ---------- Sunstate Meter & Supply Co, Inc . 14001 W Newberry Rd Newberry, FL 32669 COVERAGES CERTIFICATE aulea000. CERTIFICATE (A , No, Ext): (352) 377-2002 1 iA e. Ner(352) 376-8393 1 INSURER A._ United Fire & Indemnity Company _ INSURER B: Transportation Insurance Company INSURER C : INSURER D- _ INSURER E : Riavwlvry I UMBCK: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING 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. L TYPE OF INSURANCE I� POLICY NUMBER POLICY EFF (POLICY EXP INSR ADDL SUBRhMYY) i LIMITS -- i A X I COMMERCIAL GENERAL LIABILITY I I - EACH OCCURRENCE I 1,000,000 - _ CLAIMS -MADE I X 'OCCUR j X I 160611489 1/1/2020 IM/2021 A3EEa ccoreESo 100,000 nce) $ — - _ .... _ ......... ----- - -- -. _-. _MED EXP (Any one Gerson) 5,000 --- - - -- -- - PERSONAL & ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: �— i X ` POLICY I � jECT LOC GENERAL AGGREGATE j $ 2,000,000 _ LRODUCTS -COMP/OP AGG $ 2,000,006 OTHER: is AUTOMOBILE LIABILITY I fi I - AUTO I COMBINED SINGLE LIMIT (Ea arc IsleeqANY T$ '_BODILY _ OWNED i SCHEDULED AUTOS ONLY AUTOS I HIRED NON -OWNED AUTOS ONLY ! I INJURY fPPr arson -- BODILY INJURY(Per accident) I S. PROPERTY DAMAGE AUTOS ONLY I f Per accident $ - A X UMBRELLA LIAB' X i OCCUR I ! —! EXCESS LIAB i CLAIMS-MADE �650511489 1/1/2020 IEACH 1/1/2021 I OCCURRENCE- 000,000 22'000I000AGGREGATE DED i RETENTION $ $ B I WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN I N I IWC211566435 X STR UTE ERH I ANY PROPRIETOR/PARTNER/EXECUTIVE O FICER/IvIEMBER EXCLUDED? I (Mandatory In NH) '--- 9/21 /2019 N / A 912112020 L. EACH ACCIDENT i $ 500,000 I i I I E.L. DISEASE - EA EMPLOYEE $ 500,000 If yea, describe under j DESCRIPTION OF OPERATIONS below i r-_ E.L. DISEASE -POLICY LIMIT 500,000 I DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule maybe attached If more space Is required) City of Clermont is included as an Additional Insured as respects to General Liability as required by written contract. 2015-40/NEPTUNE WATER METERS AND EQUIPMENT City of Clermont 685 West Montrose St Clermont, FL 34711 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE t, I Vtit3-ZU75 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD