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Request to Authorize Credit Card Processing Forms - Fuel Station Rehabilitation Project Copyrighted April 20, 2026 City of Dubuque CONSENT ITEMS # 8. City Council ITEM TITLE: Request to Authorize Credit Card Processing Forms - Fuel Station Rehabilitation Project SUMMARY: City Manager recommending City Council authorize the City Manager to sign attached contract forms in order to complete the credit card station for the bulk water station as part of the Fuel Station Rehabilitation Project (CIP #5429900018). RESOLUTION Fuel Station Rehabilitation Project - Approving the Merchant Processing Agreement between the City of Dubuque and Citizens Merchant Services SUGGUESTED Receive and File; Adopt Resolution(s) DISPOSITION: ATTACHMENTS: 1. MVM Memo Request to Authorize Credit Card Processing Forms - Fuel Station Rehabilitation Project 2. Staff Memo 2026-04-14 FuelStation-CC-Forms-Memo 3. FuelStation-CC-Forms-RESOLUTION 4. (1.2026) Citizens - MPA SM Application and Price Schedule 5. (1.2026)Citizens - Additional Services Special Amendment 6. BOCDD-Merchant-NAFleet v2 7. NBS Standard Service Agreement WP - BankcardWEXVOYAGERFM 8. WEX Application 2026 Page 226 of 901 Dubuque THE CITY OF � uhA�eMa cin DuB E ; . � , I � � I. Maste iece on the Mississi t 2oo�•zoiz•zois �P Pp zoi�*zoi9 TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager SUBJECT: Request to Authorize Credit Card Processing Forms - Fuel Station Rehabilitation Project DATE: April 15, 2026 Assistant Public Works Director - Project Manager Max O'Brien is recommending City Council authorize the City Manager to sign attached contract forms in order to complete the credit card station for the bulk water station as part of the Fuel Station Rehabilitation Project (CIP #5429900018). The project funding has been covered by the funding sources as described below: Project No. Fund Description Fund Amount 5429900018 Road Use Tax — Snow & Ice savings �581,917.00 FY24 & FY 25 5429900018 Sales Tax 30% - FY26 CIP $510,200.00 The cost of the credit card station equipment and software set up was included as part of the construction contract with Evora Energy in the amount of$1,092,117.00. I concur with the recommendation and respectfully request Mayor and City Council approval. v Mic ael C. Van Milligen MCVM:sv Attachment cc: Crenna Brumwell, City Attorney Cori Burbach, Assistant City Manager Arielle Swift, Public Works Director Max O'Brien Assistant Public Works Director - Project Manager Jenny Larson, Chief Financial Officer Laura Bendorf, Budget Manager Brian DeMoss, Finance Manager Chris Lester, Water Department Director Jason Lehman, Assistant City Attorney Page 227 of 901 Dubuque THE CITY OF � All•Meriea Cip DuB E .� ��,�,� � ► � � Maste ZECE OYl tI22 M2SSISSZ 1 2oo�•Zoi2�2ois rP pP zoi�*Zoi9 TO: Michael C. Van Milligen, City Manager FROM: Max O'Brien, Assistant Public Works Director— Project Manager DATE: April 14, 2026 SUBJECT: Request to Authorize Credit Card Processing Forms - Fuel Station Rehabilitation Project INTRODUCTION This memorandum requests the City Council authorize the City Manager to sign attached contract forms in order to complete the credit card station for the bulk water station as part of the Fuel Station Rehabilitation Project (CIP #5429900018). DISCUSSION This project was awarded by City Council during the March 17, 2025 meeting to Evora Energy, LLC of Grimes, lowa as the lowest responsive, responsible bidder. The project is nearing final completion, with the fuel station itself operational and already utilized by staff. The final remaining item needed for the project includes the set up of the credit card kiosk that was added to the bulk water station to facilitate metering, recharges, and sale of bulk water to outside parties for water distribution operations. While the credit card kiosk and station equipment have been installed by the contractor, completion and submittal of the attached 60 month duration contract forms are necessary in order for the contractor to be able to fully complete and set up the kiosk as part of the project. BUDGET IMPACT The project funding has been covered by the funding sources as described below: Project No. Fund Description Fund Amount 5429900018 Road Use Tax — Snow & Ice savings $581,917.00 FY24 & FY 25 5429900018 Sales Tax 30% - FY26 CIP $510,200.00 The cost of the credit card station equipment and software set up was included as part of the construction contract with Evora Energy in the amount of $1,092,117.00. ACTION STEP I respectfully request the City Council authorize the City Manager to sign attached Page 228 of 901 contract forms in order to complete the credit card station for the bulk water station as part of the Fuel Station Rehabilitation Project (CIP #5429900018). cc: Jenny Larson, Chief Financial Officer Laura BendorF, Budget Manager Brian DeMoss, Finance Manager Arielle Swift, Public Works Director Chris Lester, Water Department Director Jason Lehman, Assistant City Attorney 2 Page 229 of 901 Prepared by Max O'Brien City of Dubuque Public Works, 925 Kerner Ct. Dubuque, IA 52001 (563)589-4250 Return to Adrienne N. Breiffelder, City Clerk, 50 W. 13th St., Dubuque, IA 52001, (563) 589-4100 RESOLUTION NO. 124-26 FUEL STATION REHABILITATION PROJECT APPROVING THE MERCHANT PROCESSING AGREEMENT BETWEEN THE CITY OF DUBUQUE AND CITIZENS MERCHANT SERVICES WHEREAS, the Fuel Station Rehabilitation Project was awarded by City Council during its meeting on March 17, 2025, to Evora Energy, LLC of Grimes, Iowa, as the lowest responsive, responsible bidder. The project is nearing final completion, with the fuel station itself operational and already utilized by staff. The final remaining item needed for the project includes the set-up of the credit card kiosk that was added to the bulk water station to facilitate metering, recharges, and sale of bulk water to outside parties for water distribution operations. While the credit card kiosk and station equipment have been installed by the contractor, completion and submittal of the attached 60-month duration merchant processing agreement with Citizen Merchant Services are necessary in order for the contractor to be able to fully complete and set up the kiosk as part of the project. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DUBUQUE, IOWA: Section 1. That the Merchant Processing Agreement between the City of Dubuque, Iowa, and Citizens Merchant Services, a copy of which is attached hereto, is hereby approved. Section 2. That the City Manager is hereby authorized and directed to execute the Merchant Processing Agreement on behalf of the City of Dubuque. Section 3. That the City Manager is authorized to take such actions as are necessary to comply with the terms of the Merchant Processing Agreement. Passed, adopted and approved this 20th day of April, 2026. Brad .il( anagh, Mayor Attest: Trish L. Gleason, Assistant City Clerk Merchant Processing Agreement TR C I t I Z e 115 Application and General Terms and Conditions 1.2026-Citizens MERCHANTINFORMATION To help the government fight the funding of terrorism and money laundering activities,federal law requires all financial institutions to obtain,verify,and record information that identifies each individual or business that opens an account.What this means to you—When you open an account,we will ask for your name,address,date of birth,and other information that will allow us to identi ou.We will also ask to see our driver's license and/or other itlenti in tlocuments. FEDER4L TAX ID NUMBER OF LOCATIONS HAS THIS BUSINESS EVER FILED BANKRUPTCY� ANY PRESENT INTENT TO FILE BANKRUPTCY� ❑ Yes Date: ❑Yes ❑ No BUSINESS LEGAL NAME(IF ORGANIZED AS A SOLE PROPRIETORSHIP,MUST BE OWNER�S PERSONAL NAME)-TO AVOID IRS PENALTIES,LEGAL NAME MUST MATCH FEDERAL INCOME TAX RETURN DoiN�Buswess As("DBA��/DISREGARDED ENTITY/STORE NAME�STORE NAME IS NAME THAT WILL APPEAR ON RECEIPT) STORE NUMBER MCGSIC 5541 PHYSICAL ADDRESS�PHYSICAL ADDRESS ONLY-NO PO BOXES) YEARS AT ADDRESS CITY STATE ZIP MAILING ADDRESS�IF DIFFERENT FROM PHYSICAL ADDRESS� CITY STATE ZIP BUSINESS PHONE(INCLUDE AREA CODEJ CUSTOMER SERVICE PHONE(INCLUDE AREA CODE� EMAIL ADDRESS(FOR IQ REGISTRATION,AND,IN OUR DISCRETION,NOTIFICATIONS) BUSINESS FAX(INCLUDE AREA CODE� DESIGNATED ACCOUNT ROUTING AND TRANSIT NUMBER DESIGNATED ACCOUNT DDA NUMBER 1. DEPOSITACCOUNT 1. DEPOSITACCOUNT 2. FEEACCOUNT 2. FEEACCOUNT �IF DIFFERENT THAN DEPOSIT ACCOUNT� �IF DIFFERENT THAN DEPOSIT ACCOUNT� 3. EXCEPTION ACCOUNT 3. EXCEPTION ACCOUNT (IF DIFFERENT THAN FEE ACCOUNT� (IF DIFFERENT THAN FEE ACCOUNT� Is Merchant a government entity or an entity at least 50%owned or controlled by a government entity: ❑ Yes ❑ No If"yes°,list country name of owning or controlling government entity: BENEFICIAL OWNERSHIP I CONTROL OWNER (Required for Partnerships,Private Corporations,Limited Liability Companies,&Non-ProfitlTax Exempt Organizations.) To help the government fight financial crime,federal regulation requires certain financial institutions to obtain,verify,and recortl information about the beneficial owners of certain legal entity customers. Legal entities can be abused to disguise involvement in terrorist financing,money laundering,tax evasion,corruption,fraud,and other financial crimes. Requiring the disclosure of key intlivitluals who own or control a legal entity (i.e., the beneficial owners) helps law enforcement investigate and prosecute these crimes. For more information go to, https://www.federalreqister.qov/documents/2016/05/11/2016-10567/customer-due-tliliqence-requirements-for-f nancial-institutions. • A Beneficial Owner is an individual,if any,who owns,tlirectly or indirectly,25 percent or more of the equity interests of the legal entity of Merchant(e.g.,each natural person that owns 25 percent or more of the shares of a corporation).The number of indivitluals that satisfy this tlefinition of"beneficial owner"may vary.Depentling on the factual circumstances,up to four individuals(but as few as zero)may need to be identified. . A Control Owner is a single individual with significant responsibility for managing the Merchant(e.g.,a Chief Executive Officer,Chief Financial Officer,Chief Operating Officer,Managing Member,General Partner,President,Vice Presitlent,or Treasurer).It is possible that in some circumstances the same individual might be identifietl as Beneficial Owner and a Control Owner (e.g.,the President of Acme,Inc.who also holds a 30%equity interest). TYPE OF LEGAL ENTITY ❑ AssociationlEstate(Trust ❑Intlividual/Sole Proprietor ❑LLC ❑Partnership ❑Publicly Tratled Corporation ❑Government(Federal/StatelLocal) ❑Financial Institution ❑NON-PROFIT/TAX-EXEMPT ❑Private Corporation ❑SEC Registered/Other CONTROL NAME TITLE SOCIAL SECURITY NUMBER DATE OF BIRTH OWNER HOME ADDRESS(PHYSICAL ADDRESS ONLY-NO PO BOXESJ HOME PHONE CITY STATE ZIP CELL PHONE DRNER'S LICENSE DATE OF ISSUE DATE OF EXPIRATION BENEFICIAL NAME TITLE %OWNERSHIP SOCIALSECURITYNUMBER DATEOFBIRTH OWNER HOME ADDRESS(PHYSICAL ADDRESS ONLY-NO PO BOXESJ HOME PHONE CITY STATE ZIP CELL PHONE DRNER'S LICENSE DATE OF ISSUE DATE OF EXPIRATION BENEFICIAL NAME TITLE %OWNERSHIP SOCIAL SECURITY NUMBER DATE OF BIRTH OWNER HOME ADDRESS(PHYSICAL ADDRESS ONLY-NO PO BOXESJ HOME PHONE CITY STATE ZIP CELL PHONE DRNER'S LICENSE DATE OF ISSUE DATE OF EXPIRATION Page 1 of 7 Merchant Processing Agreement/Application and Price Schedule Page 231 of 901 Merchant Processing Agreement TR C I t I Z e 115 Application and General Terms and Conditions 1.2026-Citizens BENEFICIAL NAME TITLE %OWNERSHIP SOCIAL SECURITY NUMBER DATE OF BIRTH OWNER HOME ADDRESS(PHYSICAL ADDRESS ONLY—NO PO BOXES� HOME PHONE CITY STATE ZIP CELL PHONE DRIVER'S LICENSE DATE OF ISSUE DATE OF EXPIRATION BENEFICIAL NAME TITLE %OWNERSHIP SOCIALSECURITYNUMBER DATEOFBIRTH OWNER HOME ADDRESS(PHYSICAL ADDRESS ONLY—NO PO BOXESJ HOME PHONE CITY STATE ZIP CELL PHONE DRIVER'S LICENSE DATE OF ISSUE DATE OF EXPIRATION ADDITIONAL INFORMATION Current Ownership Established(Date): Do you Currently Accept Credit Cards? ❑p Yes ❑No Business Established(Date): Who is your Current Processor? MerchantliselServices Sold Gasoline & C-Store Items For Cartl Not Present Transactions—Merchandise is tleliveretl Average ticket $3'rJ.00 ❑ Physical ❑ Electronic ❑ Both High ticket $ 150.00 Average number of tlays from when cardholtler is Months Active: charged&when products or services are receivetl Seasonal? ❑No ❑Yes �an❑ Feb❑ Mar❑ A r❑ Ma IN FULL by cardholder? U (If Yes,select Months Active) p y❑ Jun❑ Jul❑ Aug❑ Sep❑ Oct❑ Nov❑ Dec❑ Warranties Provided by Merchant(excluding manufacturer warranties): Return Policy: ❑O None ❑30-Day ❑60-Day ❑90-Day ❑1-Year ❑Lifetime ❑p None ❑ 3-Day ❑30-Day ❑60-Day ❑ >60 Days ❑All Sales Final ❑Exchange/Store Credit Only Chargeback Percentage •�� % Business to Business � % Cartl Present 1�� % + Return Percentage ° � /o �� Card Not Present O o�o = Internet Transaction ° Have you had more than 25 chargebacks in the past 12 months? Total 100% Website(required for Internet sales): ❑Yes ❑No Visa/MC/Discover volume relatetl to pre-paitl Sales? � % Estimatetl Total VisalMC/discover Monthly Volume $ Percentage Required for Pre-Payment or pown Payment? � % American Express volume related to pre-paid Sales? � o�o Estimated Total American Express Monthly Volume $ ❑p Opt out of receiving American Express Marketing Materials. Has this Business,or any of its pretlecessors or affiliates,ever been fined by Visa°or MasterCard°Discover°or American Express°? ❑ Yes ❑ No IfYes, ❑ VisaO ❑ MasterCardO ❑ Discover° ❑ American Express° SITE VISIT ❑ Merchant proceeds deposited into Member Bank account ❑Not required due to Franchise or Association exception ❑O Personal visit by a sales representative Date ❑Inspection repor�completed and included with supporfing documentation ❑ Interior and exterior photos of the MerchanYs location are attached. Was site consistent with MerchanYs represented business? ❑O Yes ❑ No Page 2 of 7 Merchant Processing Agreement/Application and Price Schedule Page 232 of 901 Merchant Processing Agreement TR C I t I Z e 115 Application and General Terms and Conditions 1.2026-Citizens GENERAL TERMS AND CERTIFICATION ."Merchant Processing AgreemenY'(herein collectively"AgreemenY')consists of the following component parts all of which are incorporatetl by reference herein antl constitute the entire agreement between the parties and supersetle all prior agreements or representations between the parties whether written or oral with respect to the subject matter herein:(1)the application which consists of this page and the preceding page "Application"and the following Price Schedule as titled respectively,(2)the Merchant Processing Agreement Terms and Conditions,and(3)any and all other applicable addenda,schedules,exhibits,attachments,or amendments thereto.Unless otherwise explicitly stated,all capitalized terms that are used but not defined in this paragraph have the meanings specifietl in the Merchant Processing Agreement Terms antl Contlitions.Each person signing immetliately below this paragraph(each,as"Signer")certifies that(i)he or she is an officer, owner,principal,or other authorizetl representative of the legal entity or sole proprietor itlentified on page 1 of the Agreement(the"MerchanY'or"you"or"your"),(ii)he or she has received a full and complete copy of this Agreement,(iii)he or she has read,understands,and accepts all of the terms and conditions in this paragraph and elsewhere in the Agreement,AND(iv)all of the information containetl in the Application is true,accurate,and complete. .No modifications,alterations,or manual changes(inclutling lining out fees,unless otherwise pre-approvetl antl/or pre-tlesignatetl by us)you or Signer make to the Agreement will be effective unless we consent to them in a separate writing. This Agreement may be executed in counterparts.A scanned,facsimile,or duplicate copy of this Agreement executed by the parties shall be treated as an original.Each undersigned represents and warrants that he or she is authorized to sign on behalf of the legal entity named in this Agreement and to bind such entity to the terms of this Agreement. •By signing below,Signer(s),on behalf of the Merchant,(i)agree(s)to be bound by all of the provisions of the Agreement,including the choice of law,jurisdiction,and venue provisions contained in the Terms and Conditions,and(ii)acknowledge(s)Merchant is aware of and must comply with the Rules Summary,and Operating Regulations. Signer(s)individually authorize(s)Processor(herein"Processor","us"or"our"or"we") or our representative to(i)investigate him,her,antl/or Merchant by utilizing a third-party credit reporting agency,inclutling by obtaining consumer credit reports on such signer(s);(ii)share information providetl in the Merchant Processing Agreement Application with thirtl parties for frautl and risk purposes;antl(iii)conduct an initial and ongoing comprehensive credit inquiry and/or investigation. •Signer(s),on behalf of the Merchant,irrevocably authorizes us to initiate Automated Clearing House("ACH")debit and/or credit entries from and to the Designated Accounts for all fees,costs,and amounts due to us or payable to Merchant pursuant to this Agreement antl ACH rules and regulations.In the event that a cretlit or debit entry is erroneously initiated,Signer(s),on behalf of the Merchant,authorizes us to immediately correct such error.This ACH Authorization shall remain in full force and effect until we have collected payment on all fees,costs,and amounts due or which may become due pursuant to this Agreement.The Designated Account(s)may not be changed or altered without thirty(30)days prior written notification to us and the execution of any forms or instruments deemetl reasonably necessary by us. .Signer(s)certifylcertifies under penalty of perjury 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. I 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. I am a U.S.citizen or other U.S.person Initial Term: The Terms and Conditions of the Agreement determine when this Merchant Processing AgreemenUApplication and Price Schedule become effective. .� YEAR S The Internal Revenue Service does not require your or Signer(s)consent to any provision of this document other than the certifications required to avoid backup withholding. MERCHANT PROCESSING AGREEMENT ACKNOWLEDGEMENT You acknowletlge receipt of the Merchant Processing Agreement,the Application,the Price Schedule,antl any other applicable amendments,schetlules,exhibits,and attachments(collectively the"AgreemenY'),including the documents listed below. This Agreement between the parties supersedes all prior agreements or representations between the parties whether written or oral regarding the subject matter of the Agreement.You represent that you have read the Agreement,including the portions contained on our agreement website (https://info.worldpay.com/citizensbank-smcontract.html),antl you untlerstand its terms and agree to be bountl by them(inclutling terms that we add or amend from time to time without notice antl in our sole discretion). Whether or not we have formally approved your application,your submission of a transaction for processing,whether to us,Member Bank,or our third-party providers, is an expression of your consent to the terms of the Agreement. You can request a copy of the Agreement at any time by contacting a Customer Service Representative at(866)453-7047 or our Processor Relationship Mana er. • Terms and Conditions(1.2026) . Network Interchange Schedules(as applicable) • Rules Summary • Visa Disclosures . Addentlum A—General Services Atldentlum . Privacy Notice MERCHANT SIGNATURE PRINTED NAME TITLE DATE 1 MERCHANT SIGNATURE PRINTED NAME TITLE DATE 2 SALES REPRESENTATIVE SIGNATURE PRINTED NAME DATE MEMBER BANK: CirizENs BnNK,N.A.,ONE CITIZENS PLAZA,PROVIDENCE,RHODE ISLAND O2JO3("CITIZENS'�� UNLIMITED PERSONAL GUARANTY AND CREDIT INFORMATION AUTHORIZATION In exchange for our and Member Bank's acceptance of this Agreement,each person signing immediately below this paragraph(each a"Guarantor")is signing this Agreement as a Guarantor of the Merchant identified on page 1 of the Agreement. By signing below,each Guarantor(i)accepts and agrees to be bound by the Continuing Unlimited Guaranty provisions contained in Section 11 of the Merchant Processing Agreement Terms and Conditions,and(ii)acknowletlges and confirms that,prior to signing,he or she receivetl antl read those Continuing Unlimited Guaranty provisions. Each Guarantor individually consents and authorizes Processor, Member Bank, and/or either of their representatives, affiliates and assigns to conduct an initial and ongoing com rehensive credit investi ation of him or her b utilizin a third- art credit-re ortin a enc . SIGNATURE PRWTED NAME DATE SOCIAL SECURITY NUMBER DATE OF BIRTH 1 HOME ADDRESS�PHYSICAL ADDRESS ONLY-NO PO BOXES� HOME PHONE NUMBER CELL PHONE NUMBER SIGNATURE PRWTED NAME DATE SOCIAL SECURITY NUMBER DATE OF BIRTH 2 HOME ADDRESS(PHYSICAL ADDRESS ONLY-NO PO BOXES� HOME PHONE NUMBER CELL PHONE NUMBER Page 3 of 7 Merchant Processing Agreement/Application and Price Schedule Page 233 of 901 r,�c�I t I Z e 115 Merchant Processing Agreement Price Schedule 1.2026-Citizens Refer to Section 6"Fees antl Other Services"of the Terms antl Conditions for atlditional pricing tlisclosures. You are responsible for and agree to pay all fees and charges we assess or that are associated with any services provided to you,including services not initially provided to you,and Additional Services and Optional Services as defined in the Agreement.PLEASE NOTE THAT CERTAIN MCC CODES ARE SUBJECT TO UNDERWRITING FEES,WHICH ARE IN ADDITION TO THE FEES IN THE TRANSACTION PRICING SECTION AND APPEAR IN THE ADDITIONAL FEES PRICING SECTION OF THIS APPLICATION. IF YOU HAVE QUESTIONS ABOUT WHETHER YOUR ACCOUNT IS SUBJECT TO UNDERWRITING FEES,PLEASE REFER TO THE TERMS AND CONDITIONS AND ADDENDUM A OR ASK YOUR REPRESENTATIVE FOR MORE INFORMATION. RATES AND FEES Billing Frequency:O Daily❑ Monthly CREDIT AND SIGNATURE DEBIT TRANSACTION PRICING VisalMasterCardlDiscover NetworklAmerican Express OptBIuelPayPal Program Discount Rate Transaction Fee Flat Rate Pricing ❑Dynamic:Flat Rate Pricing�s American Express OptBlue Program2: Is annual volume less than$1,000,000.00? ❑ Yes❑ No If No,you are not eligible for the American Express OptBlue Program unless your In Person18 % + $ Merchant Category Cotle is exempt from the$1,000,000 annual volume thresholtl accortling to current American Express OptBlue Program limitations. Online19 0�0 + $ (If No and your volume decreases to less than$1,000,000.00,you may be converted to the American Express OptBlue Program unless you have elected to opt out.) Communication Fee ❑ Yes❑ No. Keyed/Recurringz° % + $ (If Yes,you shall be assessetl a communication fee of$0.10/transaction for American Express) By initialing here you elect to opt-out of the American Express OptBlue Program. Tiered Pricing American Express Direct ZAccount Number(if applicable): ❑Tiered Pricing� Qualifietl % + $ Mid-Qualified �/o + $ Direct American Express Merchant Transaction Fee:$ (this fee is in atltlition to any other applicable fees) Non-Qualifietl °/o + $ High-Risk transactions will be assessed the Non-Qualified Discount Rate and Transaction Fee plus an atltlitional Discount Rate of up to.75%(See Terms and Conditions under the section heading Tiered Transaction Pricinq). Transaction Risk Fee Unless the box immetliately below is checked,Interchange+Pricing includes a Transaction Risk Fee from %up to 0.85%in adtlition to your Discount Rate antl applies to ❑O InterChange+PriCing 3 � % + $.2'rJ transactions that carry a higher degree of risk as described in the Terms and Conditions under the section heatling Transaction Risk Fees. ❑Transaction Risk Fee Not A licable when checketl PIN DEBITIEBT TRANSACTION PRICING Transaction Setup Fee Monthly Fee Transaction Fee PIN Debit Pricing Discount Rate Fee � Electronic Benefits Transfer (EBT) $ $ $ ❑Interchange+3 % + $ Merchant FCS Number: ❑ Flat Rate4 % + $ Merchant Cartl Not Present FCS Number: SECURITY PRODUCTS&FEES ❑SaferPayments Managed Tiered and Interchange Plus Pricing: $49.95/Month/MID(capped at 20 MIDs or ❑SaferPayments Basic $24.95/Month/MID $999�Month) (Currently Included in Flat Rate) (capped at 20 MIDs or$499IMonth) Flat Rate Pricing: $25.00/Month/MID(capped at 20 MIDs or$499/Month) SaferPayments Managed option includes Managed PCI Support,PCI assessment tools,Cyber Security antl SaferPayments Basic option includes PCI assessment tools and Breach Assistance. compliance tools and Breach Assistance.(Refer to Addendum A Section A.21).Merchant acknowledges that (Refer to Addendum A Section A.21) additional terms and conditions apply to the use of this service,and hereby agrees to be bound by such terms. PCI Non-Validation Fee $49.95/Month/MID (cappetl at$400.00/Month/Chain) (Refer to Terms and Conditions Section 6.F) EMV Non-Enabled Fee*5 Low Risk 0.05%of gross sales per month ❑Tokenization' Moderate Risk 0.15%of gross sales per month (Currently Included in Flat Rate) $0.025Itransaction Hi h Risk 0.27%of ross sales er month (Refer to Addendum A Section A.21) ADDITIONAL FEES PRICING Access Fees(choose one)� ❑ 0.15%Neiwork&Processor Access Fees ❑ %Pass-through Plus Fee� Digital Acquirer Fee* 0.03%/transaction (If no box or more than one box is checketl in this section,we will assess the tlefault rate of 0.15%on Visa,MasterCard,Amex,antl Discover volume. Minimum Bill $30.00/Month Signature Merchant Location Fee* $2.50/Month/Chain Annual Fee* $199.00/Year/MID Compliance and Regulatory Fee* $159.00/Year/MID ❑Monthly Discount Adjustment' 0.06%of gross sales amount (capped at$3,000/Chain) of each transaction settled monthly Page 4 of 7 Merchant Processing Agreement/Application and Price Schedule Page 234 of 901 �,�c�I t I Z e 115 Merchant Processing Agreement ,,, „ i, „� ., , Price Schedule 1.2026-Citizens Underwriting Fee*.The Underwriting Fee applies to certain MCC codes and is in addition Chargeback Service Fee to other fees and charges.See below for details$ For Tieretl and Interchange Plus Pricing:(Refer to Atltlendum A Section A.18 for tletails) Tier I 0.35%of total Credit,Debit Signature,and PIN Debit gross volume For Flat Rate Pricing:$30.00 per Occurrence Tier II 0.25%of total Cretlit,Debit Signature,and PIN Debit gross volume Tier III 0.15%of total Cretlit,Debit Si nature,and PIN Debit ross volume Application Fee* $ Paper Statement Fee*(per $ Retrievals Documentation Fee' $ MonthlChain)* Setupllnstallation Fee* $ Monthly Service Fee�(per $ Batch Fee*(per item) $ MonthIMID)* Early Deconversion Fee*(per Non-Worldpay FFE Auth9* Chain) (per authorization)* $ (Refer to Terms and $ Conditions,Section 7.b ADDITIONAL PRODUCTS ❑Authorize.Net�� Setup Fee $ IMID �FastAccessT"'Funding P�rogram Services12 ❑ReviewTrackers $24.95/Month/MID /o per dollar of accelerated funding Monthly Fee $ /Month/MID Transaction Fee $ /transaction $ per deposit under such service OmniFlex Services ❑SLIMCD Services21 Setup Fee $ IMID Setup Fee $ /Site ID p Swipe Simple Basic14��5 ❑Swipe Simple Register�s Monthly Fee $ /MonthIMID Enterprise Monthly Support Fee$ /Site ID Setu Fee $ /MID Transaction Fee $ ITransaction P Setup Fee $ /MID (per inquiry to include authorization,settlement and Pro Monthly Support Fee $ /Site ID Monthly Fee $ /Month/MID Monthly Fee $ IMonth/MID transaction management requests (i.e. credits, Transaction Fee $ /transaction Additional User Fee$ /Month/user ID reversals,etc). Additional User Fee$ IMonth/user ID An encrypted card reader or PIN Pad is required for QuickBooks Monthly Fee $ /Month/MID retail card present merchants. This fee does not include the cost of the required card reader,PIN Pad or enc tion fees. ❑ Commerce360 Services�� Please select one of the options below.Merchant's selection will be used to assist with implementation, but Merchant may modify its election in its agreement with Commerce360. If no box is checked in this section,Premium Terminal shall be the standard option. ❑ Basic Terminala ❑Threat Protection22 ❑Disputes Defenderz3 ❑ Premium Terminalb Subscription Fee $10.00/month/MID ❑ Omni-Commerce aerminal� An adtlitional fee of$10/month/MID ma be % of the amount of all Chargebacks ❑ E-commerce Only y chargetl in instances where Merchant has successfullyresolved through Disputes Defender. aCommerce360 terminal with basic Commerce360 Merchant Portal features and functionality.No e-commerce. rpOfO fhBf1 011@ URL. A Ch8f90b8Ck WIII be CAf1Sld0f@d SUCCESSfUIIy bCommerce360 terminal with enhanced Commerce360 Merchant Portal features and functionality.No e-commerce. f2S01V2tl If MBfCh211t f2C21V2S 8f1d/Of fOtBII1S ffI0f12y °Includes e-commerce site and a Commerce360 terminal with enhanced Commerce360 Merchant Portal features and in connection with the transaction that generated the runctionaiiry. Merchant URL: Chargeback. d E-commerceaccount(either DIYor DIFY) Setup Fee $ Monthly Fee $ /Month/MID Transaction Fee $ /transaction INITIAL EQUIPMENT ORDER INFORMATION AND PRICING (L=Lease S=Purchase 0=Reprogram R=Rental SP=Special Program) (Exclutles Shipping and Hantlling) Environment s Front-end s Model Quantity Pmt Code Unit Price The above pricing or EQuipment is or irst equipment order only. Therea er,any Equipment you order will be charged at ou r standard rates unless otherwise indicated via an amendment.I at any time your lease application is declined or in tlefault(i)we reserve the right to assess our then current stantlartl rates for your equipment or terminal hartlware,(ii)we may require you to sign an amentlment to this Agreement(ui)and the terms of this Agreement will remain in full force antl effect. In atldition,in the event the lease application reqwres additional verifcation antl/or papenvork to activate the lease antl you tlo not com I with such re uirements for activation,we reserve the ri ht to assess our then current standartl rates for E ui ment and/or terminal hardware in our ossession. Page 5 of 7 Merchant Processing Agreement/Application and Price Schedule Page 235 of 901 �,�c�I t I Z e 115 Merchant Processing Agreement Price Schedule 1.2026-Citizens PAYMENT APPLICATION DATA All merchants must comply with the Payment Card Intlustry Data Security Standartl("PCI DSS".Merchant is required to maintain the security of card tlata and to comply with the re uirements of the PCI DSS. Merchant must valitlate its compliance with the PCI DSS and provitle us with ewdence that erchant(a)has successfully completed a Self-Assessment Questionnaire antl scan�s),if applicable,antl(b)is compliant with the PCI DSS.We may offer one or more PCI products or services(the"PCI Program")to assist merchants in secu ring card data and complying with PCI DSS.Information on the PCI Program is set forth in Section 6.G of the Terms and Conditions and the applicable fees for the PCI Program are set forth above in this Merchant Application within the Security Products and Fees.All gateway or other vendor supplied soflware must be compliant with the Payment Application Data Security Standard rules "PA-DSS"). Although you may have provided information to us regarding your processing and payment application(s,we have not and will not provide you with any advice,nor have we or will we endorse or validate your payment application as being in compliance with the Payment Application Data Security Standard PA DSS),the PCI DSS,or Visa's Payment Application Best Practices(PABP). You acknowletlge and agree that you have reviewetl antl confirmed that your application(s)complies with the PA DSS,the PCI SS,antl the PABP. You agree to allow us to work directly with the thirtl party provitler(s)indicated below to im lement the Services.You acknowletl e and a ree that in ortler to im lement the Services,we ma tlisclose Confdential Information to such thirtl arties. Have you sufferetl a system intrusion or"hack"that resultetl in the compromise of account tlata? ❑ Yes ❑ No ❑ Payment Gateway(e.g.Authorize.net,etc.) Name of Service Provitler/Gateway: Service ProviderlGateway Address and Phone Number: ❑ VAR/3�d Party Multi-Reseller: (Refer to Addendum A Section E.or Special Amendment-Atlditional Services) ❑ Other Thirtl Party Service Provitlers with Access to Cartlholder Data(please list): Name of Third Part Service Provider Address and Phone Number Merchant Compliance Contact Information Name: Phone Number: Email Address(if preferred form of communication) Integrated Software Solution e.g.Micros,Aloha etc.) If not using a payment application(i.e.software)to process transactions,please mark"N/A"in the Payment pplication Vendor and Payment Application Name section. Please provide all possible information re ardin terminals and Inte rated Software Solutions. Provide a se arate document,if necessa . Pa ment A lication Vendor Pa ment A lication Vendor PaymentApplication Name PaymentApplication Name Pa ment A lication Vendor Phone Number Pa ment A lication Vendor Phone Number Version Number Version Number Last Upgrade Last Upgrade Type of Connection(e.g.Dial-up,Internet,etc.) Type of Connection(e.g.Dial-up,Internet,etc.) �Nehvork Interchange Fees are included.Authorizations not settled will be assessed an Authorization Fee equal to the Qualified Transaction Fee. "Average TickeY'pursuant to the Terms and Conditions Section 6.L does not apply. z American Express Direct transactions shall be assessed an atltlitional fee of$0.03 per transaction. The$0.03 transaction fee does not apply to Interchange Plus pricing methodology or to merchants participating in the American Express Program.If you have elected for the Marketing Opt-out,you may continue to receive marketing communications while American Express uptlates its recortls,antl you will continue to receive important transaction or relationship messages from American Express.If you have not electetl for the Marketing Opt-Out,your mailing address,phone number,email adtlress,fax number, antllor cell(or mobile)phone number may be used by American Express to send commercial marketing messages,which may include information about American Express protlucts,services antl resources. 3 Network Fees and Communication Fees are assessed separately. Refer to Addendum A for further details. 4 Network Interchange and Switch Fees are included. 5 Fee is assessed if you do not have EMV enabled equipment and/or software and is determined based on the chargeback liability risk of your MCC as determined by us. Transactions evaluated monthly at MID level and assessetl at chain level when applicable. Based on the gross sales amount of each cartl present transaction. 61f selectetl,this fee will be assessetl on all Visa,MasterCartl,Discover,and American Express volume and is subject to$10 monthly minimum.We may,in our sole discretion elect to waive this fee and insteatl assess to you the following fees as pass-through fees(which may be as an allocation):(i)the Visa Fixetl Acquirer Network Fee("FANF");(ii)the MasterCard Acquirer Fee;(iii)the Discover Access Fee(which may be labeletl as the Discover Data Usage Fee);antl(iv)American Express Access Fee. �If this box is checked,the Visa Fixed Acquirer Network Fee("FANF"),Discover Access Fee,and American Express Access Fee will be assessed to you as pass-through.All Mastercard volume will be assessed the Mastercard and Processor Access Fee and is subject to a$10 monthly minimum. e We will assign you an MCC cotle basetl on your type of business. Certain MCC cotles pose a greater operation risk on us. You will be assessed an Underwriting Fee if you fall into one of the below MCC codes.Refer to Addendum A for MCC code descriptions. Tier I consists of the following MCC codes:4411,4511,4816,5965,5966,5968,5969. Tier I I consists of the following MCC codes: 1799,4722,5021,5200,5712,5719,5722. Tier III consists of the following MCC cotles: 1520,5964,7922. 9 Applicable to Non-Worltlpay front entls '�Reserved. ��Merchant agrees that Authorize.Net and its affiliates shall have no liability to Merchant for indirect,incidental,consequential,special or exemplary damages in connection with MerchanYs use of the Authorize.Net services,and Merchant further agrees that Authorize.NePs and its affiliates'total liability for any direct damages in the aggregate,under any legal or equitable theory,shall be the fees received by Authorize.Net for provision of Authorize.Net services to Merchant during the six(6)month period prior to the date that the cause of action arose. 1z The per transaction limit applicable to the FastAccessT""Funding Program Services is$15,000.00. Daily limits also apply.Refer to Addendum A for additional details. 13 Reserved. "You agree that the mobile processing service is used to accept cretlit transactions only(i.e.signature-based card transactions),antl not PIN-Basetl Debit,EBT and/or gift cartl transactions. 15The Monthly Fee includes up to 5 Merchant user accounts.The Atltlitional User Fee will be assessetl for each atlditional user account.Swipe Simple Register inclutles Swipe Simple Basic functionality and is available for use only with certain equipment types in our sole discretion. �s Network Fees are included.Fees designated with an asterisk(')are waived for Flat Rate pricing. Fees with no asterisk or listed in the Additional Products,and Initial Equipment Orders sections are not included in Flat Rate pricing and will be charged separately. ��See Section E.19 of Addendum A for terms and additional information. 1e Contactless,Swipetl,Inserted,Mobile in person transactions. 19 Transactions made through an Online Store,Online Checkout or eCommerce API. 20 Card details are Manually Keyed or a Card on file is used for Recurring payments. 21 See Section E.8 of Addendum A for terms and additional information. zz See Section E.20 of Addendum A for terms and additional information. z3.See Section E.21 of Addendum A for terms and additional information. Page 6 of 7 Merchant Processing Agreement/Application and Price Schedule Page 236 of 901 �,�c�ItlZel'1S Visa Disclosures 1.2026-Citizens � i�, �� ,,� VISA MEMBER BANK INFORMATION:Citizens Bank,N.A.,One Citizens Plaza,Providence,Rhode Island,02903(877)550-5933 IMPORTANT MEMBER BANK RESPONSIBILITIES: (1)A Visa Member is the only entity approved to extend acceptance of Visa products directly to a Merchant. (2)A Visa Member must be a principal(signer)to the Merchant Agreement. (3)The Visa Member is responsible for etlucating Merchants on pertinent Visa Operating Regulations with which Merchants must comply. (4)The Visa Member is responsible for antl must provitle settlement funds to the Merchant. (5)The Visa Member is responsible for all funds held in reserve that are derived from settlement. IMPORTANT MERCHANT RESPONSIBILITIES: (1)Ensure compliance with cardholder data security and storage requirements. (2)Maintain fraud and chargeback below thresholds. (3)Review antl untlerstantl the terms of the Merchant Agreement. (4)Comply with Operating Regulations. The responsibilities listed above do not supersede the terms of the Merchant Agreement and are provided to ensure the Merchant understands some important obligations of each party and that the Visa Member(Acquirer)is the ultimate authority should the Merchant have any problems. The parties agree electronic signatures will have the same legal effect as an original(i.e.ink)signature and that an electronic,scanned,facsimile,or duplicate copy of such signatures may be used as evidence of execution. A scanned,facsimile,or duplicate copy of this Disclosures page executed by the Merchant shall also be treated as and/or constitute an original. MERCHANT LEGAL NAME MERCHANT SIGNATURE PRINTED NAME TITLE DATE Page 7 of 7 Merchant Processing Agreement/Application and Price Schedule Page 237 of 901 1.2026-Citizens CHAIN CODE: ADDITIONAL SERVICES SPECIAL AMENDMENT TO THE AGREEMENT This Additional Services Special Amendment (the "Special Amendment") to the Agreement is made among Processor, Citizens Bank, N.A. (°Member Bank"), and ("Merchant"). This Special Amendment amends the Merchant Processing Agreement,the Bank Card Merchant Agreement or other contract document for the Services provided by Processor to Merchant as executed by Merchant and any corresponding schedules,addenda, exhibits and amendments thereto("Agreement")among Member Bank,Processor,and Merchant in accordance with the provisions as set forth in the Agreement. As used herein,the term°Agreement" and other capitalized terms not defined herein shall have the meaning ascribed to them in the Agreement.The Agreement shall be amended in the following respects and shall become effective and binding upon the first day of the calendar month following execution by Merchant hereto("Effective Date"). 1. Merchant acknowledges it is receiving or desires to receive the following Additional Services as indicated below.Pricing shall initially be as set forth below for each Additional Service indicated below and accepted by Merchant.If an Additional Service is being received by Merchant pursuant to the Agreement and is not checked below,the pricing currently in effect for such Additional Service shall continue to be in effect,subject to the terms and conditions of the Agreement. In consideration of the terms and conditions herein,the fees in the Agreement shall be replaced with the fees as indicated below. American Express Processing Services Transaction Pricing Interchange+Pricing Tiered Transaction Pricing3 Transaction Fee Discount Rate Transaction Fee ❑Interchange+2 %+$ /transaction Qualified % + $ Mid-Qualified % + $ Non-Qualified % + $ High-Risk transactions will be assessed the Non-Qualified Discount Rate and Transaction Fee plus an additional Discount Rate of up to.75%(See Terms and Conditions under the section heading Tiered TransactionPricinj ). American Express OptBlue Programs - Annual volume<$1,000,000.00 0 Yes 0 No. If No,Merchant is not eligible for American Express Program unless your Merchant Category Code is exempt from the$1,000,000 annual volume threshold according to current American Express OptBlue Program limitations.(If No and Merchant's volume decreases to<$1,000,000.00,Merchant may be converted to American Express unless Merchant has elected to opt out.) - Communication Fee 0 Yes 0 No. (if Yes,Merchant shall be assessed a communication fee of$0.10/transaction for American Express) By initialing here I am electing to opt-out of the American Express Program. Initial Here American Express Direct tAccount Number(if applicable): American Express Direct Merchant Transaction Fee:$ (this fee is in addition to any other applicable fees) Additional Processing Services Processing Product Transaction Fee Processing Product Transaction Fee 0 Pin-Based Debit(Flat Rate)4 %+$ /transaction 0 VT Services5 0 Pin-Based Debit(Interchange+)2 %+$ /transaction VT Services Monthly Usage Fee $ /month/active User ID ❑Wright Express®2 %+$ /transaction VT Services Transaction Fee $ /transaction p v�" 4 %+$.25 /transaction 0 OmniFlex Services6 ❑FleetCor®2 $ /transaction Services Setup Fee $ /MID 0 Fleet One®2 $ /transact on Services Monthly Fee $ /Month/MID ❑Fleet One®Account Number Services Transaction Fee $ /transaction Setup Fee $ /Site ID Setup Fee $ /MID Enterprise Monthly Support Fee$ /Site ID ❑Electronic Benefits Transfer(EBT) Monthly Fee $ /Month ❑SLIMCD Serviceso Pro Monthly Support Fee$ _/Site ID Transaction Fee$ /transaction Transaction Fee $ /transaction QuickBooks Monthly Fee $ /Month/MID EBT-Merchant FCS Number Setup Fee $ /MID 0 Swipe Simple Basic78 Monthly Fee $ /Month/MID EBT—Merchant Card Not Present FCS Number Additional User Fee$ /Month/user ID Setup Fee $ /MID ❑Tokenization Fee $0.025/transaction 0 Swipe Simple Register° Monthly Fee $ /Month/MID (Refer to Addendum A Section A.21) Additional User Fee $ /Month/user ID Citizens-Special Amendment-Additional Services(1.2026) Page 1 of 2 1.2026-Citizens CHAIN CODE: Setup Fee $ /MID MonthlyFee %per dollar of accelerated funding ❑Authorize.nets $ /Month/MID 0 FastAccesem Funding Program Services10 Transaction Fee$ /transaction $ per deposit under such service Monthly Fee $49.95/MID/month ❑ReviewTrackers $24.95/MonthIMID (capped at 20 MIDs or$999/month) ❑SaferPayments Managedll For Flat Rate Pricing: $25.00/Month/MID (capped at 20 MIDs or$500/Month) ❑ Commerce360 Services12 Please select one of the options below.Merchants selection will be used to assist with Implementation,but Merchant may modify its election in its agreement with Commerce360. If no box is checked in this section, Premium Terminal shall be the standard option. Monthly Fee: $24.95/MID/month El Basic Terminals (capped at 20 MIDs or$499/month) ❑ Premium Tenninal6 Setup Fee $ For Flat Rate Pricing:SaferPayments ❑ Omni-Commerce Terminal° Monthly Fee $ /Month/MID 11 ❑ E ❑SaferPayments Basic Basic is included in processing fees -commerce Only" Transaction Fee $ /transaction eCommerce360 terminal with basic Commerce360 Merchant Portal features and SaferPayments Basic option includes functionality.No e-commerce. PCI assessment tools and Breach bCommeroe360 terminal with enhanced Commerce360 Merchant Portal features and Assistance.(Refer to Addendum A- functionatty.Noecommerce. Section A.21) 'Includes ecommercesite and Commerce360 terminal with enhanced Commerce360 Merchant Portal features and functicnatity. d E-commerce account(either DIY or DIFY) 1 American Express Direct transactions shall be assessed an additional fee of$0.03 per transaction. The$0.03 transaction fee does not apply to Interchange Plus pricing methodology or to merchants participating in the American Express Program. If you have opted-out of the American Express marketing materials,you may continue to receive marketing communications while American Express updates its records,and you will continue to receive important transaction or relationship messages from American Express.If you have opted-out of the American Express marketing materials,your mailing address,phone number,email address,fax number,and/or cell(or mobile)phone number may be used by American Express to send commercial marketing messages,which may include information about American Express products,services and resources. 2 Network Fees and Communication Fees are assessed separately. Refer to Addendum A for further details. 3 Network Interchange Fees are included.Authorizations not settled will be assessed an Authorization Fee equal to the Qualified Transaction Fee"Average Ticket"pursuant to the Terms and Conditions Section 6.L does not apply. 4 Network Interchange and Switch Fees are included. 5 Virtual Terminal Processor Services("VT Services")is an enhancement to iQ,and the fees specified herein are in addition to all other fees and charges for a transaction.Refer to Addendum A for further details. 6 OmniFlex Services("OF Services")requires an encrypted card reader or PIN Pad for retail card present merchants. This fee does not include the cost of the required card reader,PIN Pad or encryption fees.The transaction fee is per inquiry to include authorization,settlement and transaction management requests(i.e.credits,reversals,etc.). 7 Merchant agrees that the mobile processing service is used to accept credit transactions only(i.e.signature-based card transactions),and not PIN-Based Debit,EBT and/or gift card transactions. 6 The Monthly Fee includes up to 5 Merchant user accounts. The Additional User Fee will be assessed for each additional user account Swipe Simple Register includes Swipe Simple Basic functionality,and is available for use only with certain equipment types in our sole discretion. 9 Merchant agrees that Authorize.Net and its affiliates shall have no liability to Merchant for indirect,incidental,consequential,special or exemplary damages in connection with Merchant's use of the Authorize.Net services,and Merchant further agrees that Authorize.Net's and its affiliates'total liability for any direct damages in the aggregate,under any legal or equitable theory, shall be the fees received by Authorize.Net for provision of Authorize.Net services to Merchant during the six(6)month period prior to the date that the cause of action arose. to The per transaction limit applicable to the FastAccessThl Funding Program Services is$15,000.00. Daily limits also apply.Refer to Addendum A for additional details. ttSaferPayments Basic or Managed is required if you are processing in a card present environment Available for PCI Level 3&4 merchants.Merchants who fail to validate their PCI DSS compliance may be assessed a non-validation fee of$49.95 per MID/month(capped at$400 chain/month)Refer to Section A.21 of Addendum A for additional details. 12 See Section E.19 of Addendum A for terms and additional information. 13See Section E,8 of Addendum A for terms and additional information. 2. The Terms and Conditions of the Agreement shall be superseded and replaced by the Merchant Processing Agreement Terms and Conditions located on our agreement website (httos://info.woridoay.com/citizensbank-smcontract.html);however,nothing therein shall effect or amend the current term of Merchant's Agreement. Merchant acknowledges receipt of the Merchant Processing Agreement Terms and Conditions and represents that Merchant has read them,understand the terms,and-agree to be bound by them(including terms that Processor adds or amends from time to time without notice and in our sole discretion). Merchant acknowledges the Terms and Conditions arra fundamental part of the parties'Agreement without which Processor would not provide services to Merchant.Merchant can request a copy of the Agreement at any time by contacting a-CrUstomer Service Representative at the merchant services phone number provided on the Services invoice,or by contacting the assigned Relationship Manager(if applicable). 3.The terms and conditions of this Special Amendment shall supersede and replace conflicting terms and conditions in the Agreement. All other terms and conditions of the Agreement shall remain in full force and effect unless explicitly stated herein. 4. The parties agree electronic signatures will have the same legal effect as an original(i.e.ink)signature and that an electronic,scanned,facsimile,or duplicate copy of such signatures may be used as evidence of execution, A scanned,facsimile,or duplicate copy of this Additional Services Amendment executed by the Merchant shall also be treated as and/or constitute an original. Except as otherwise provided in this Special Amendment,the pricing and terms of the Agreement are hereby ratified and affirmed and shall remain in full force and effect as contained in the Agreement or as quoted to Merchant. As a signer,I have read and understand the terms of this Amendment. MERCHAN�/J ) /1 signewrd �G/�I/ Michael Van Milligen __ Printed'lame City Manager Lee 1 Mate Citizens-Special Amendment-Additional Services(1.2026) Page 2 of 2 1.2026-Citizens CHAIN CODE: ADDITIONAL SERVICES SPECIAL AMENDMENT TO THE AGREEMENT This Additional Services Special Amendment (the "Special AmendmenY') to the Agreement is made among Processor, Citizens Bank, N.A. ("Member Bank"), and ("MerchanY'). This Special Amendment amends the Merchant Processing Agreement,the Bank Card Merchant Agreement or other contract document for the Services provided by Processor to Merchant as executed by Merchant and any corresponding schedules,addenda, exhibits antl amendments thereto("Agreement")among Member Bank,Processor,and Merchant in accordance with the provisions as set forth in the Agreement. As used herein,the term"AgreemenY' and other capitalized terms not defined herein shall have the meaning ascribetl to them in the Agreement.The Agreement shall be amended in the following respects antl shall become effective and binding upon the f rst day of the calendar month following execution by Merchant hereto("Effective Date"). 1. Merchant acknowledges it is receiving or tlesires to receive the following Additional Services as indicated below.Pricing shall initially be as set forth below for each Additional Service intlicatetl below and accepted by Merchant.If an Adtlitional Service is being received by Merchant pursuant to the Agreement and is not checked below,the pricing currently in effect for such Atltlitional Service shall continue to be in effect,subject to the terms and conditions of the Agreement. In consideration of the terms and conditions herein,the fees in the Agreement shall be replaced with the fees as indicated below. American Express Processing Services Transaction Pricing Interchange+Pricing Tiered Transaction Pricing3 Transaction Fee Discount Rate Transaction Fee ❑Interchange+ z °/o+$ /transaction Qualifietl % + $ Mid-Qualified % + $ Non-Qualified % + $ High-Risk transactions will be assessetl the Non-Qualified Discount Rate and Transaction Fee plus an atltlitional Discount Rate of up to.75%(See Terms antl Conditions under the section heading Tieretl Transaction Pricin . American Express OptBlue Program - Annual volume<$1,000,000.00❑ Yes ❑ No. If No,Merchant is not eligible for American Express Program unless your Merchant Category Code is exempt from the$1,000,000 annual volume threshold according to current American Express OptBlue Program limitations.(If No and Merchant's volume tlecreases to<$1,000,000.00,Merchant may be converted to American Express unless Merchant has electetl to opt out.) - Communication Fee ❑ Yes ❑ No. (if Yes,Merchant shall be assessed a communication fee of$0.10ltransaction for American Express) By initialing here I am electing to opt-out of the American Express Program. Initial Here American Express Direct�Account Number(if applicable): American Express Direct Merchant Transaction Fee:$ (this fee is in addition to any other applicable fees) Additional Processing Services Processin Product Transaction Fee Processin Protluct Transaction Fee ❑Pin-Based Debit(Flat Rate)4 %+$ /transaction ❑VT Servicess ❑Pin-Based Debit(Interchange+)z %+$ /transaction VT Services Monthly Usage Fee $ /month/active User ID ❑Wright Express0z %+$ /transaction VT Services Transaction Fee $ Itransaction ❑O Voyager0z 4 %+$ .25 /transaction �OmniFlexServicess ❑FleetCor02 Services Setup Fee $ /MID $ /transaction ❑Fleet One02 Services Monthly Fee $ /Month/MID $ /transaction ❑Fleet OneO Account Number Services Transaction Fee $ /transaction Setup Fee $ /Site ID Setup Fee $ /MID Enterprise Monthly Support Fee$ /Site ID ❑Electronic Benefits Transfer(EBT) Monthly Fee $ /Month ❑SLIMCD Services13 Pro Monthly Support Fee$ ISite ID Transaction Fee$ /transaction Transaction Fee $ /transaction QuickBooks Monthly Fee $ IMonth/MID EBT-Merchant FCS Number Setup Fee $ /MID ❑Swipe Simple Basic78 Monthly Fee $ /Month/MID EBT—Merchant Card Not Present FCS Number Additional User Fee$ /Month/User ID Setup Fee $ /MID ❑Tokenization Fee $0.025/transaction �Swipe Simple Register$ Monthly Fee $ /Month/MID (Refer to Atltlentlum A Section A.21) Additional User Fee $ /Month/user ID Citizens-Special Amendment-Additional Services(1.2026) Page 1 of 2 Page 238 of 901 1.2026-Citizens CHAIN CODE: Setup Fee $ /MID %per dollar of accelerated funding O Authorize.net9 Monthly Fee $ /Month/MID ❑FastAccessT""Funding Program Services�� Transaction Fee$ /transaction $ per deposit under such service Monthly Fee $49.95/MID/month ❑ReviewTrackers $24.95/Month/MID (capped at 20 MIDs or$999/month) ❑SaferPayments Managetl�� For Flat Rate Pricing: $25.00IMonth/MID (capped at 20 MIDs or$500/Month) ❑ Commerce360 Services12 Please select one of the options below.Merchanfs selection will be used to assist with Implementation, but Merchant may motlify its election in its agreement with Commerce360. If no box is checked in this section, Premium Terminal shall be the stantlard option. Monthly Fee: $24.95/MID/month ❑ Basic Terminala (capped at 20 MIDs or$499/month) ❑ Premium Terminalb Setup Fee $ ❑ Omni-Commerce Terminal� Monthly Fee $ /Month/MID 11 For Flat Rate Pricing:SaferPayments ❑ E-commerce Onlyd ❑SaferPayments Basic Basic is included in processing fees Transaction Fee $ /transaction aCommerce360 terminal wilhbasic Commerce360 Merchant Portal features and SaferPayments Basic option indudes r��eo�ar�y.No e-�omme��e. PCI assessment tools and Breach bCommerce360 lerminal withenhanced Commerce360 Merchant Portal features and Assistance.(Refer to Atltlendum A- functionaliry.Noe-commerce. $0Cf1011 A.2�� Includes e-commercesiteand Commerce360terminal withenhanced Commerce360 Merchant Portal feaWres and functionaliry. d E-commerce account(either DIY or DIFI� American Express Direct transactions shall be assessetl an atltlitional fee of$0.03 per transaction. The$0.03 transaction fee tloes not apply to Interchange Plus pricing methotlology or to merchants participating in the American Express Program. If you have optetl-out of the American Express marketing materials,you may continue to receive marketing communications while American Express uptlates its recortls,antl you will continue to receive important transaction or relationship messages from American Express.If you have opted-out of the American Express marketing materials,your mailing address,phone number,email address,fax number,andlor cell(or mobile)phone number may be used by American Express to send commercial marketing messages,which may include information about American Express products,services and resources. z Neiwork Fees antl Communication Fees are assessetl separately. Refer to Atltlentlum A for further tletails. 3 Network Interchange Fees are included.Authorizations not settled will be assessed an Authorization Fee equal to the Qualified Transaction Fee"Average TickeY'pursuant to the Terms and Contlitions Section 6.L tloes not apply. 4 Nelwork Interchange antl Switch Fees are included. 5 Virtual Terminal Processor Services("VT Services")is an enhancement to iQ,and the fees specified herein are in addition to all other fees and charges for a transaction.Refer to Atltlentlum A for further details. 6 OmniFlex Services("OF Services")requires an encrypted card reader or PIN Pad for retail card present merchants. This fee does not include the cost of the required card reader,PIN Pad or encryption fees.The transaction fee is per inquiry to include authorization,settlement and transaction management requests(i.e.credits,reversals,etc.). �Merchant agrees that the mobile processing service is used to accept credit transactions only(i.e.signature-based card transactions),and not PIN-Based Debit,EBT and/or gift card transactions. 8 The Monthly Fee includes up to 5 Merchant user accounts. The Additional User Fee will be assessed for each additional user account. Swipe Simple Register includes Swipe Simple Basic functionality,and is available for use only with certain equipment types in our sole discretion. 9 Merchant agrees that Authorize.Net and its affiliates shall have no liability to Merchant for indirect,incidental,consequential,special or exemplary damages in connection with MerchanYs use of the Authorize.Net services,and Merchant furfher agrees that Authorize.NePs and its affiliates'total liability for any direct damages in the aggregate,under any legal or equitable theory, shall be the fees received by Authorize.Net for provision of Authorize.Net services to Merchant during the six(6)month period prior to the date that the cause of action arose. �o The per transaction limit applicable to the FastAccessT""Funding Program Services is$15,000.00. Daily limits also apply.Refer to Addendum A for additional details. ��SaferPayments Basic or Managed is required if you are processing in a card present environment.Available for PCI Level 3&4 merchants.Merchants who fail to validate their PCI DSS compliance may be assessed a non-validation fee of$49.95 per MID/month(capped at$400 chain/month)Refer to Section A.21 of Atltlentlum A for atltlitional details. �Z See Section E.19 of Addendum A for terms and additional information. 13See Section E.8 of Addendum A for terms and additional information. 2. The Terms antl Conditions of the Agreement shall be supersetled and replaced by the Merchant Processing Agreement Terms antl Conditions locatetl on our agreement website (https://info.worldpay.comlcitizensbank-smcontract.html);however,nothing therein shall effect or amend the current term of MerchanYs Agreement. Merchant acknowledges receipt of the Merchant Processing Agreement Terms and Conditions and represents that Merchant has read them,understand the terms,and agree to be bound by them(including terms that Processor adds or amends from time to time without notice and in our sole discretion). Merchant acknowledges the Terms and Conditions are a fundamental part of the parties'Agreement without which Processor would not provide services to Merchant.Merchant can request a copy of the Agreement at any time by contacting a Customer Service Representative at the merchant services phone number provided on the Services invoice,or by contacting the assigned Relationship Manager(if applicable). 3.The terms and contlitions of this Special Amendment shall supersetle and replace conflicting terms and conditions in the Agreement. All other terms antl conditions of the Agreement shall remain in full force and effect unless explicitly stated herein. 4. The parties agree electronic signatures will have the same legal effect as an original(i.e.ink)signature and that an electronic,scanned,facsimile,or duplicate copy of such signatures may be used as evidence of execution. A scanned,facsimile,or duplicate copy of this Additional Services Amendment executed by the Merchant shall also be treated as and/or constitute an original. Except as otherwise provided in this Special Amendment,the pricing and terms of the Agreement are hereby ratifed antl affirmetl and shall remain in full force and effect as contained in the Agreement or as quotetl to Merchant. As a signer,I have read and understand the terms of this Amendment. MERCHANT Signature Printed Name TiOe Date Citizens-Special Amendment-Additional Services(1.2026) Page 2 of 2 Page 239 of 901 Certification of Beneficial Ownership I. GENERAL INSTRUCTIONS What is this form? Federal regulations now require all banks to verify the ownership of certain Which businesses have to business types when they open a new account. provide this information? You will be asked to identify any beneficial owners of this business,plus one person with significant managing control.The required information includes Required Name,Address,Date of Birth,and Social Security Number(or Passport Number, The following legal entities must provide in the case of foreign persons).The Bank may also ask to see a copy of a driver's the requested information: license or other identifying document for each person listed on this form. • Corporations To learn more about this requirement:Visit wexinc.com/beneficial-ownership • Limited Liability Companies • To submit this information:Email this file to inerchantapplications@wexinc.com Partnerships or fax the completed form to 877-824-2717. • Any other similar business entities formed in the United States or a foreign country. II.:ACCOUNT OPEN_INFORMATION' Exempt The following legal entities are exempt The person opening an account on behalf of this business must provide the from this requirement: following information: • Non-Statutory Trust • Bank/Bank Holding Co/Credit Union Jennifer Larson • Federal/State/Local Government Name of Person Opening Account Agency or Authority Chief Financial Officer • Public Company and Majority Owned Affiliate Title • Investment Company/Adviser City of Dubuque,Iowa • Public Accounting Firm Business Name • Insurance Company 150 W 13th St,Dubuque,IA 52001 • Non-Profits(Must identify a person with control.See Section IV) Physical Address of Business(No P.O.Boxes) NOTE:The following do not meet the Legal Structure definition of legal entity,and are not required to submit this form: If your legal structure is exempt(see list on right),check"Exempt"below • Natural Person and skip Sections III,IV and V. • Sole Proprietorship • Unincorporated Association ✓ Exempt III. BENEFICIAL OWNERS Identify up to four beneficial owners of this business,or individuals(if any)who own 25 percent or more of the equity interests, If no individuals meet this definition,check"Beneficial Owner Not Applicable"below and skip this section) ✓ Beneficial Owner Not Applicable All fields are required for each beneficial owner,except as noted below: • For persons with a Social Security Number(SSN):Provide the SSN and leave Passport/Other Government ID#and Issuing Country blank. • For foreign persons without a SSN:Leave SSN blank and provide a Passport Number(or Other Government ID#)and the Issuing Country. The info provided on this form is for validation or consumer verification only.It will not affect personal credit or imply liability. Beneficial Owner 1J I I First Name Residential Address(no P.O.Boxes) I I Last Name Address Line 2(optional) Date of Birth(mm/dd/yyyy) City I 1 Social Security# State/Province Passport/Other Government ID# Country of Residence I I Issuing Country Postal Code Beneficial Owner 2 I 1 First Name Residential Address(no P.O..Boxes) I 1 Last Name Address Line 2(optional) I I Date of Birth(mm/dd/yyyy) City 1 Social Security# State/Province I 1 Passport/Other Government ID# Country of Residence I 1 Issuing Country Postal Code Beneficial Owner 3 I 1 First Name Residential Address(no P.O.Boxes) Last Name Address Line 2(optional) I 1 Date of Birth(mm/dd/yyyy) City I 1 Social Security# State/Province I I Passport/Other Government ID# Country of Residence I I Issuing Country Postal Code Certification of Beneficial Ownership WEX Inc.Confidential I Page 2 of 3 Beneficial Owner 4 I I First Name Residential Address(no P.O.Boxes) Last Name Address Line 2(optional) � I Date of Birth(mm/dd/yyyy) City Social Security# State/Province Passport/Other Government ID# Country of Residence � I Issuing Country Postal Code IV PERSON WITH CONTROL Identify one individual with significant responsibility for managing this business—for example,an executive officer,senior manager,or any other person who regularly performs similar functions.If appropriate,an individual listed as beneficial owner above must also be listed in this section.If no beneficial owners are listed above,this information is still required. (Daniel I925 Kerper Court First Name Residential Address(no P.O.Boxes) Peterson last Name Address Line 2(optional) (Lead Distribution Maintenance Worker Dubuque Title City IIA Date of Birth(mm/dd/yyyy) State/Province ynited States of America Social Security# Country of Residence 152001 Passport/Other Government ID# Postal Code Issuing Country V.CERTIFIED/AGREED TO 1, Michael Van Milligen ,hereby certify,to the best of my knowledge, Print Name that the inf rmation provided above is complete and correct. swami Certification of Beneficial Ownership WEX Inc.Confidential I Page 3 of 3 Certification of Beneficial Ownership I. GENERAL INSTRUCTIONS What is this form? Federal regulations now require all banks to verify the ownership of certain Which businesses have to business types when they open a new account. pPOVIC�@ thlS II1fOP1'Yldt1011? You will be asked to identify any beneficial owners of this business,plus one person with significant managing control.The required information includes Required Name,Address,Date of Birth,and Social Security Number(or Passport Number, The following legal entities must provide in the case of foreign persons).The Bank may also ask to see a copy of a driver's the requested information: license or other identifying document for each person listed on this form. • Corporations To learn more about this requirement:Visit wexinc.com/beneficial-ownership • Limited Liability Companies To submit this information:Email this file to merchantapplications@wexinc.com • Partnerships or fax the completed form to 877-824-2717. • Any other similar business entities formed in the United States or a foreign country. II. ACCOUNT OPEN INFORMATION Exempt The following legal entities are exempt The person opening an account on behalf of this business must provide the from this requirement: following information: • Non-StatutoryTrust • Bank/Bank Holding Co/Credit Union • Federal/State/Local Government Name of Person Opening Account Agency or Authority • Public Company and Majority Owned Affiliate Title • Investment Company/Adviser • Public Accounting Firm ausiness Name • Insurance Company • Non-Profits(Must identify a person with control.See Section IV) Physical Address of Business(No P.O.Boxes) NOTE:The following do not meet the definition of legal entity,and are not Legal Structure required to submit this form: If your legal structure is exempt(see list on right),check"Exempt"below • Natural Person and skip Sections III,IV and V. • Sole Proprietorship • Unincorporated Association Exempt III. BENEFICIAL OWNERS Identify up to four beneficial owners of this business,or individuals(if any)who own 25 percent or more of the equity interests. If no individuals meet this definition,check"Beneficial Owner Not Applicable"below and skip this section. Beneficial Owner Not Applicable All fields are required for each beneficial owner,except as noted below: • For persons with a Social Security Number(SSN):Provide the SSN and leave Passport/Other Government ID#and Issuing Country blank. • For foreign persons without a SSN:Leave SSN blank and provide a Passport Number(or Other Government ID#)and the Issuing Country. Page 240 of 901 The info provided on this form is for validation or consumer verification only.It will not affect personal credit or imply liability. Beneficial Owner 1 First Name Residential Address(no P.O.Boxes) Last Name Address Line 2(optional) Date of Birth(mm/dd/yyyy) City Social Security# State/Province � I Passport/Other Government ID# Country of Residence Issuing Country Postal Code Beneficial Owner 2 First Name Residential Address(no P.O.Boxes) � I Last Name Address Line 2(optional) Date of Birth(mm/dd/yyyy) City Social Security# State/Province Passport/Other Government ID# Country of Residence � I Issuing Country Postal Code Beneficial Owner 3 First Name Residential Address(no P.O.Boxes) Last Name Address Line 2(optional) � I Date of Birth(mm/dd/yyyy) City � I Social Security# State/Province Passport/Other Government ID# Country of Residence Issuing Country Postal Code Certificationof8eneficialOwnership WEXInc.Confidential � Pagezof3 Page 241 of 901 Beneficial Owner 4 First Name Residential Address(no P.O.Boxes) Last Name Address Line 2(optional) � I Date of Birth(mm/dd/yyyy) City � I Social Security# State/Province Passport/Other Government ID# Country of Residence Issuing Country Postal Code IV. PERSON WITH CONTROL Identify one individual with significant responsibility for managing this business—for example,an executive officer,senior manager,or any other person who regularly performs similar functions.If appropriate,an individual listed as beneficial owner above must also be listed in this section.If no beneficial owners are listed above,this information is still required. I I First Name Residential Address(no P.O.Boxes) Last Name Address Line 2(optionap Title City Date of Birth(mm/dd/yyyy) State/Province � I Social Security# Country of Residence Passport/Other Government ID# Postal Code � Issuing Country V. CERTIFIED/AGREED TO I, ,hereby certify,to the best of my knowledge, Print Name that the information provided above is complete and correct. Signature Date Certificationof8eneficialOwnership WEXInc.Confidential � Pagesofs Page 242 of 901 NBS SERVICE AGREEMENT Subscriber: Name: City of Dubuque City: Dubuque State: IA Zip: 52001 Subject to the Terms and Conditions of this Service Agreement and such exhibits or attachments as may now or hereafter be attached hereto,please enter my order for NBS's host transaction processing services for an initial term of 60 months commencing after the contract is signed by both parties. Subscriber: City of D uque National Bankcard Services,Inc. By: — By: Typed name: Michael Van Milligen Typed name: John O'Neil Title: City Manager Title:Vice President,Operations Date: C l 5 P-0,(a Date: Address: 50 W 13th Street Address: 9655 45th Avenue North Dubuque, IA 52001 Plymouth,MN 55442 Attn: Attn: Office of Corporate Secretary MINNESOTA/2052705.0001/156327178.2 1 NBS SERVICE AGREEMENT Subscriber: Name: City: State: Zip: Subject to the Terms and Conditions of this Service Agreement and such exhibits or attachments as may now or hereafter be attached hereto,please enter my order for NBS's host transaction processing services for an initial term of 60 months commencing after the contract is signed by both parties. Subscriber: National Bankcard Services,Inc. By: By: Typed name: Typed name: John O'Neil Title: Title: Vice President,Operations Date: Date: Address: Address: 9655 45th Avenue North Plymouth,MN 55442 Attn: Attn: Office of Corporate Secretary MINNESOTA/2052705.0001/156327178.2 1 Page 243 of 901 TERMS AND CONDITIONS 1. NBS SERVICES: According to the terms of this Agreement("Agreement"),NBS will furnish Subscriber with the data processing services described in Exhibit A, Service Description,attached hereto and incorporated herein by reference("Services"). Additional requested Services,if available,will be furnished to Subscriber under the general terms and conditions of this Agreement and in accordance with pricing established by NBS for such additional Services. 2. CHARGES: Charges for the Services are set forth in Exhibit B, Service Pricing Schedule. The amount of usage of Services to be paid for by Subscriber shall be that amount properly recorded by NBS's computer system. No services shall be performed for which there is no published rate unless and until the rates are agreed to in writing between NBS and Subscriber. In addition, Subscriber will be charged an amount equal to any taxes,however designated, levied or based on any of the above referred to charges or Services,including State and Local taxes paid or payable by NBS, excluding any Federal, State or Local taxes based on NBS's net income. NBS will bill Subscriber monthly for all charges incurred by Subscriber,including any charges incurred by NBS on Subscriber's behalf for Subscriber's use of the Services as provided for in this Agreement. Subscriber agrees to pay NBS upon receipt of each monthly invoice, and agrees further to pay a one and one-half percent (1 1/2%)per month service charge on all invoices that are not paid within the thirty day period following the date of the applicable invoice. All payments shall be made in United States currency. In the event that any invoice is not timely paid as provided herein,NBS may,in addition to any other right or remedy which it may have under this Agreement or at law,terminate this Agreement and Subscriber's use of the Services if Subscriber does not effect payment in full within ten(10)days of NBS's written demand therefor. 3. TERM AND TERMINATION: a. This Agreement shall remain in full force and effect for the initial term set forth on the cover page and shall be automatically extended far successive thirty-six(36)month periods on the same terms and conditions as expressed herein,or as may be amended,unless either party gives the other party written notice of termination of at least one(1)year prior to the expiration of the initial term or any extensions ar renewals thereof. Termination of this Agreement shall not terminate Subscriber's obligation to pay NBS for all Services performed under the Agreement prior to discontinuance of performance by NBS due to termination. b. Except as provided in Paragraph 2 above,in the event that either party hereto fails in the performance of its obligations hereunder or breaches the terms or conditions hereof,the other party may, at its option, give written notice to the party which has failed to perform or has breached this Agreement of its intention to terminate this Agreement unless such breach ar failure in performance is remedied within ten(10)days of such notice. Failure to remedy such a breach within the ten(10)day notice period shall make this Agreement immediately terminable, at the option of the aggrieved party,at the end of such ten (10)day period unless notification is withdrawn. 4. CHANGE OF CHARGES: NBS shall have the right to change the prices for any of the Services on or after the expiration of the initial term ar any extension or renewal terms upon not less than six(6)months prior written notice to Subscriber. Such new price shall be guaranteed to remain at the same level for the new term. Notwithstanding the above requirements,NBS shall have the right at any time to increase the fees and charges paid by Subscriber to offset any increase in rates charged by the communications common carriers and/or NBS's timesharing suppliers. Any such increase shall become effective as of the date on which NBS notifies Subscriber of such increase. MINNESOTA/2052705.0001/156327178.2 2 Page 244 of 901 Further notwithstanding the above requirements,NBS shall have the right to increase such fees and charges to offset any increase to NBS in the costs of providing the Services hereunder if any change of the rules, regulations or operating procedures of any card issuer or service supplier or any cognizant Federal, State or local Government agency or regulatory authority results in such cost increase. Any such increase shall become effective as of the date on which NBS notifies Subscriber of such increase. 5. USER OF THE SERVICES: Subscriber agrees to utilize the Services in accordance with this Agreement,its exhibits or attachments and NBS's instructions and specifications and to provide NBS with the necessary data in the proper format to enable NBS to properly furnish Services. Subscriber further agrees that the NBS Services are the sole and exclusive authorization and capture services for Subscriber's retail sites during the initial and successive terms of this Agreement, and that it will not utilize such services from any other provider,including but not limited to itself. Subscriber shall cooperate with the efforts of NBS to provide development services and other performances under this Agreement. Subscriber acknowledges that, for NBS to perform under this Agreement, Subscriber must provide data information and assistance to install the facilities that will enable the Services. This is a material term of this Agreement that Subscriber will provide such assistance and cooperation without charge to NBS to facilitate implementation of the Services. 6. LIMITATION OF LIABILITY: a. Neither Subscriber nor NBS shall be liable to the other under this Agreement for a breach which is due to any cause or condition beyond its reasonable control. Such causes or conditions shall include but not be limited to, acts of God or of the public enemy, acts of the Government in either its sovereign or contractual capacity,fires, floods, epidemics,pandemics, quarantine restricrions, strikes, shortages of labor or materials, freight embargoes,unusually severe weather,breakdowns, electrical power failures, operational failures,unavoidable delays, or other similar causes beyond its control and neither shall have any liability for losses, expenses or damages, ordinary, special ar consequential resulting directly or indirectly from such causes. Notwithstanding the foregoing,this Section 6a shall not apply to breaches of this Agreement by Subscriber relating to failure to make timely payments for Services. b. NBS agrees to use its commercially reasonable efforts at all times to provide prompt and efficient service;however,NBS makes no warranties or representations regarding the Services except as specifically stated in this Paragraph 6.b. NBS shall use due care in processing all work submitted to it by Subscriber and agrees that it will,at its expense, correct or pay Subscriber reasonable costs of such correction jointly decided by NBS and Subscriber for any errors which are due solely to malfunction of NBS's computers, operating systems or programs, or errors by NBS's employees or agents. Correction shall be limited to rerunning of the job or jobs and/or recreating of data ar program files. NBS shall not be responsible in any manner for errors or failures of or errors in proprietary systems and programs other than those of NBS,nor shall NBS be liable for errors or failures of Subscriber's software or operational systems. THIS WARRANTY IS EXCLUSIVE AND IS IN LIEU OF ALL OTHER WARRnNTIES, AND SUBSCRIBER HEREBY WAIVES ALL OTHER WARRANTIES,EXPRESS, IMPLIED, OR STATUTORY INCLUDING,BUT NOT LIMITED TO ANY WARRANTY OF MERCHANTABILITY,FITNESS FOR USE FOR A PARTICULAR PURPOSE, OR NON- INFRINGEMENT. Should there be any failure in performance or errors or omissions with respect to the Services,NBS's liability shall be limited to using its best efforts to correct such failure in performance or errors or omissions, or pay Subscriber reasonable costs of such correction jointly decided by NBS and Subscriber, and subject to the limitarions in subsecrion(d)below. In no event, except as specifically set forth herein, shall NBS be liable to Subscriber or any third parties (including Subscriber's customers) for any claim,loss or damage, ordinary, special or consequential,or otherwise, even if NBS has been advised of the possibility of such damage. MINNESOTA/2052705.0001/156327178.2 3 Page 245 of 901 Due to the nature of the services being performed by NBS,it is agreed that in no event will NBS be liable for any claim,loss,liability, correction,cost, damage or expense caused by NBS's performance ar failure to perform hereunder which is not reported by Subscriber within ninety(90)days of such failure to perform. In addition,it is agreed in no event will Subscriber have the right to dispute any invoice submitted by NBS,or a bank or third party,to Subscriber after sixty(60) days of such invoice. c. Subscriber shall defend, indemnify and save harmless NBS from and against any and all loss,damage, ar expense (or claims of damage or liability), including reasonable attorneys' fees, asserted against NBS by third parties and arising out of information provided to NBS by Subscriber or Subscriber's customers, or arising out of NBS use in accordance herewith of such information when furnished by NBS to Subscriber's customers ar to other third persons at Subscriber's written request, or to officers, employees and agents of Subscriber. d. Liability of NBS in any and all categories under this Section 6 and for any and all causes arising out of this Agreement shall,in the aggregate,not exceed one(1)month's average billing to Subscriber taken over the twelve(]2)months preceding the month in which the damage or injury is alleged to have occurred,but if this Agreement has not been in effect for twelve(12)months preceding such date,then over such fewer number of preceding months that this Agreement has been in effect. 7. PROPRIETARY INFORMATION: a. All proprietary information disclosed by either party to the other in connection with this Agreement shall be identified as such in writing if not already identified as such herein, and shall be protected by the recipient party from disclosure to others. All information provided to NBS by Subscriber or any client or customer of Subscriber,or vendor of client or customer, shall be regarded as proprietary to Subscriber and may not be copied or used in any way other than as specifically authorized in this Agreement. All standard software logic provided by NBS under this Agreement is herein identified as proprietary to NBS and may not be copied or used in any way other than as specifically authorized in this Agreement. Any software or data furnished by Subscriber to NBS in connection with this Agreement is identified as proprietary to Subscriber,but may be retained by NBS until performance under this Agreement is completed or until this Agreement is terminated,at which time such information and all copies thereof shall be returned to Subscriber upon request. b. NBS and Subscriber acknowledge that all proprietary information disclosed by either party to the other party for the purpose of work, or which comes to the attention of one of the parties,its employees, officers, and agents during the course of such work,constitutes a valuable asset. Therefore,NBS and Subscriber agree to hold such information in confidence and shall not,except in the performance of the duties under this Agreement or with the express prior written consent of the other party, disclose or permit access to any such information to any person, firm or corporation other than persons, firms or corporations authorized by that party,and NBS and Subscriber shall cause their officers, employees, agents, and representatives to take such action as shall be necessary or advisable to preserve and protect the confidentiality of such information. c. NBS's and Subscriber's obligations and agreements under this paragraph shall not apply to any information supplied that: (1) was known to either party prior to the disclosure by the other,or (2) is or becomes generally available to the public other than by breach of this Agreement,or (3) otherwise becomes lawfully available on a nonconfidenrial basis from a third party who is not under an obligation of confidence to either party. MINNESOTA/2052705.0001/156327178.2 q Page 246 of 901 8. PAYMENT CARD INDUSTRY("PCI") STANDARD: Subscriber agrees to comply with the Associations' Payment Card Industry standard now and in the future. Further information about PCI compliance is available at http://www.PClSecurityStandards.org. NBS shall comply with all PCI DSS requirements and the Network Rules that apply to its performance under this Agreement. NBS acknowledges that it is responsible for the security of account data it possesses or otherwise stores,processes, or transmits on behalf of Subscriber in accordance with such requirements and rules. Each calendar year,NBS will engage a certified Qualified Security Assessor to perform an audit with respect to NBS's compliance with the PCI DSS requirements in effect at that time as they apply to the Services. Upon Subscriber's request,which will occur no more often than annually,NBS will provide Subscriber with a copy of the then-current Attestation of Compliance. In the event NBS does not undergo a PCI DDS assessment as set forth above,NBS will provide other sufficient evidence to demonstrate that it has met the applicable requirements without undergoing a formal compliance validation. 9. MISCELLANEOUS: a. This Agreement shall be construed in all respects under the laws of the State of Minnesota.Any action arising out of this Agreement, including any action to enforce the terms of this Agreement, shall be brought exclusively in the state courts of Minnesota and in particular Hennepin County. In any such action,the prevailing party shall be entitled to recover from the other party its reasonable attorneys' fees and litigation costs incurred in such action. b. This Agreement contains the full understanding of the parties with respect to the subject matter hereof, and no waiver, alteration or modification of any of the provisions hereof, except for new Service Pricing Schedule(s), shall be binding unless in writing and signed by officers of both parties. In the event Subscriber issues a purchase order,memorandum,or other instrument covering the Services herein offered and provided, it is hereby specifically agreed and understood that any terms or conditions of such purchase order or memorandum or instrument are for Subscriber's internal purposes only and any and all terms and conditions contained therein,whether printed or written, shall be of no force or effect. c. If any part of this Agreement shall be held to be void or unenforceable, such part will be treated as severable,leaving valid the remainder of this Agreement notwithstanding the part or parts found to be void or unenforceable. d. Except as otherwise provided in this Agreement,notices required to be given pursuant to this Agreement shall be effective when received, and shall be sufficient if given in writing,hand delivered, sent by overnight courier or First Class United States Mail,postage prepaid,and addressed to the appropriate party at the address set farth on the cover page hereof. The parties hereto may change the name and address of the person to whom all notices or other documents required under this Agreement must be sent at any time by giving written notice to the other party. The terms and conditions of this Agreement shall inure to the benefit of and be binding upon the respective successors and permitted assigns of the parties;provided,however,that neither party may assign this Agreement, or any of its rights,remedies, obligations,or liabilities hereunder,directly or indirectly(including by operation of law, change of control, or otherwise),without the prior written consent of the other pariy, except that NBS may freely assign or transfer all or any portion of this Agreement(a)to an affiliate, (b)to any person or entity acquiring(by sale,merger,reorganization, change of control, or otherwise) substantially all of NBS's assets or business,ar(c)to any person or entity acquiring(by sale,merger,reorganization, change in control, or otherwise)that portion of the business to which the assigned portion of the Agreement relates. In addition,the obligations of NBS MINNESOTA/2052705.0001/156327178.2 5 Page 247 of 901 under this Agreement may be provided or fulfilled by any parent, subsidiary, other affiliate, successor, or subcontractor of NBS. IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be executed by their duly authorized officers and to be effective as of the date executed by NBS. MINNESOTA/2052705.0001/156327178.2 ( Page 248 of 901 EXHIBIT A SERVICE DESCRIPTION National Bankcard Services will electronically authorize and capture Visa,MasterCard,Discover,American Express,WEX,Voyager and Fuelman transactions for Subscriber. The pricing for these services are noted in Exhibit B. Subscriber: City of D uque National Bankcard Services,Inc. By: � By: Typed name: Michael Van Milligen Typed name: John O'Neil Title: City Manager Title:Vice President,Operations Date: 5 / c /a C D Date: MINNESOTA/2052705.0001/156327178.2 7 EXHIBIT A SERVICE DESCRIPTION National Bankcard Services will electronically authorize and capture Visa,MasterCard,Discover,American Express,WEX,Voyager and Fuelman transactions for Subscriber. The pricing for these services are noted in Exhibit B. Subscriber: National Bankcard Services,Inc. By: By: Typed name: Typed name: John O'Neil Title: Title: Vice President,Operations Date: Date: MINNESOTA/2052705.0001/156327178.2 ] Page 249 of 901 EXHIBIT B SERVICE PRICING SCHEDULE I. VISA,MASTERCARD,DISCOVER,VOYAGER: SEE WORLDPAY AGREEMENT II. AMEX,WEX,FUELMAN TRANSACTION FEE: $0.25 Subscriber: City of D uquz National Bankcard Services,Inc. BY: ... By: Typed name: Michael Van Milligen Typed name: John O'Neil Title: City Manager // Title:Vice President,Operations Date: 51 61 XQ d k0 Date: MINNESOTA/2052705.0001/156327178.2 8 EXHIBIT B SERVICE PRICING SCHEDULE I. VISA,MASTERCARD,DISCOVER,VOYAGER: SEE WORLDPAY AGREEMENT IL AMEX,WEX,FUELMAN TRANSACTION FEE: $0.25 Subscriber: National Bankcard Services,Inc. By: By: Typed name: Typed name: John O'Neil Title: Title: Vice President,Operations Date: Date: MINNESOTA/2052705.0001/156327178.2 g Page 250 of 901 WEX°MERCHANT CHARGE CARD AGREEMENT APPLICATION Please read the following before completing this form:1)The undersigned merchant("Merchant")represents that the information given in this application is complete and accurate and authorizes WEX Inc.on its behalf and as settlement agent on behalf of its approved card issuers("WEX")to check with credit reporting agencies, credit references,and other sources to confirm information given;2)Merchant agrees to provide additional financial information to WEX upon request;3)Merchant requests approval of this WEX Merchant Charge Card Agreement Application("Application");4)Merchant agrees to the terms and conditions set forth in the WEX Merchant Charge Card Agreement ("Agreement") provided with this Application and incorporated herein by reference; 5) If this application is for a general partnership or a proprietorship,WEX may obtain and use personal credit information (including consumer reports from consumer reporting agencies)about the individual partners or owners of the Merchant in making a credit decision,and in the administration of this program,to the extent permitted by law; 6) Merchant agrees that in the event the Merchant does not meet its obligations pursuant to the Agreement,WEX may report the Merchant's liability(as well as any general partner or proprietor's)liability for and the status of the account to credit bureaus and others who may lawfully receive such information. SECTION 1—MERCHANT INFORMATION Full Legal Company Name Merchant's Taxpayer ID#(TIN,FEIN or SSN) City of Dubuque EIN: 42-6004596 Site Name(DBA or AKA) Please use location form for additional sites Station Manager/Contact City of Dubuque, Municipal Services Center Daniel Peterson Physical Site Address for site directory(number and street) City State Zip+4 925 Kerper Court, Dubuque, IA 52001 Dubuque IA 52001 Site Phone Site Fax Highway Exit# Neares l,I elOff J 563-589-4304 U. . fig way 151 Mailing Address if different than physical address(for settlement&Reporting) City atas Zip+4 50 W 13th Street, Dubuque, IA 52001 Dubuque IA 52001 Corporate Contact(for settlement) Phone I el Brian DeMoss 563-589-4133 Email address bdemoss@cityofdubuque.org SECTION 2—PROCESSING Bank Card Processor Phone National Bankcard Services,Inc. 763-225-5200 Credit Card Network(check one): 0 ADS ❑Bank of America 0 Buypass ❑EFS ❑First Data Corp 0 GPI ❑GPS 0 LYNK 0 MPS(Fifth Third) 14 NBS ['NOVA 0 Paymentech ❑SPS Inside the site POS Equipment(example,Omni 3200,Tranz 380,etc.) Terminal ID# At the dispenser POS Equipment(example,Omni 3200,Tranz 380,etc.) Terminal ID# DO YOU SELL FUEL) ❑Yes IE No If you sell fuel,please complete section 4.If you do not sell fuel,please complete section 3. AECT/ON 3-NON PETROLEUM MERCHANTS BRANDS (Check all that apply) ❑ Aamco 0 Chrysler 0 GM ❑ Les Schwab 0 Napa ❑ Quaker St/Pennzoil ❑ ACCC ❑ D-Triumph GL 0 Goodyear ❑ Maaco 0 Nissan ❑ Tire Centers, Inc. ❑ AC Delco ❑ Econolube ❑ Grease Monkey 0 Mazda ❑ Novus ❑ Toyota ❑ American Lubefast ❑ Firestone 0 Harmon Glass 0 Meineke 0 Oil Changer 0 Volvo ❑ BF Goodrich ❑ Ford 0 Honda 0 Midas 0 Parts Plus 0 Wash Depot ❑ Big 0 Tires ❑ Glass America 0 Jiffy Lube 0 Mitsubishi ❑ Pep Boys ❑ Winston Tire BRAND PROGRAMS(Check one if applicable) 0 Precision Tune 0 Other ❑ ACCC 0 GE Dealer Direct ❑ Jiffy Lube ❑ Dodge Business Link 0 Grease Monkey ❑ Parts Plus Dealer/Location Code(ifapplicable): PRIMARY SERVICE(Check one) ❑ Auto Body ❑ Dealership 0 Mechanical 0 Parts 0 Tires ❑ Car Wash 0 Glass 0 Oil Change/Lube 0 Road Service SECTION 4-FUEL MERCHANT ONLY SITEINFORMATI®s'' Please check all features and fuel types that apply to your station: ❑ Fuel available 24 hours ❑ Pin Pad 0 Alcohol 0 Unleaded Plus ❑ CNG ❑ Car Wash ❑ CRINDs(Pay-at-the-pump) 0 Unleaded ❑ Diesel ❑ LPG ❑ Service Bays ❑ Tractor Trailer Accessible ❑ Premium ❑ Methanol WEX Network Merchant App Agreement Rev.01 2017 1 WEX BANKING AUTHORIZATION FORM Merchant hereby authorizes and requests WEX to make payments of amounts owing to Merchant by WEX by initiating credit entries to Merchant's demand deposit account at the Bank indicated below("Merchant's Bank"),and authorizes and requests Merchant's Bank to accept any credit entries initiated by WEX to such account without responsibility for the correctness thereof.In the event of an overpayment or payment in error,Merchant hereby authorizes WEX to initiate a debit entry to the account for each overpayment or payment in error. It is understood that for purposes of this Agreement,the term"Merchant's Bank"shall mean and include the bank identified below by Merchant and any successor bank identified to WEX(i)in a Notice of Change provided to WEX by any Automated Clearing House Association processing credit or debit transactions under this Agreement, or(ii) by Merchant,whether orally or by other non-written means. Any such notification to WEX shall be effective only with respect to entries credited to Merchant's account by the Bank after receipt of such notification and a reasonable time to act upon such notice.Merchant agrees and acknowledges that WEX will not be liable to Merchant for any damages resulting from the performance or the failure to perform of any Automated Clearing House Association. SECTION 1—BANK ACCOUNT INFORMATION Bank Name and Address ABA_.ou._nojim eF UMB Bank 101000695 Account Name AccountLLNU'hib J City of Dubuque 132 IMPORTANT: PLEASE ATTACH A VOIDED CHECl We must receive a voided check(or photocopy if faxing)in order to process application. SECTION 2',CORPORATE INFORMATION ❑=MEMOEM enifflrry of Dubuque ❑ EmsCCO Mailing Address City Gm Zip+4 50 W 13th Street, Dubuque, IA 52001 Dubuque IA 52001 Contact Taxpayer ID# Brian DeMoss EIN: 42-6004596 IMPORTANT: PLEASE ATTACH A COMPLETED W-9 AND IF YOU HAVE INCOME GENERATED FROM CALIFORNIA SOURCES, YOU ARE REQUIRED TO COMPLETE AND RETURN FORM 590 We must receive a completed W-9 and Form 590 in order to process application. SECT/ON 3-SETTLEMENT Please refer to the WEX Merchant Charge Card Agreement which accompanied this application for your Terms and Conditions.It describes the WEX Interchange Fee and Payment Terms. AUTHORIZED SIGNATURE MERCHANT:The undersigned represents and warrants to WEX that all of the terms and conditions of this WEX Merchant Charge Card Agreement Application consisting of this entire document in addition to any other document or addendum including the WEX Merchant Charge Card Agreement have been reviewed in their entirety,are true and correct,and set forth the agreement between WEX and Merchant.Additionally,the undersigned represents and warrants that he or she has authority to sign and to bind Merchant to the terms of this Application.Also,the undersigned represents that the undersigned has the authority to provide information and execute this Application on behalf of the Merchant.The Agreement shall only become effective upon WEX's acceptance of the Agreement and the Application following approval,and the assignment to Merchant of a merchant processing identification number.The Merchant further affirms that they are establishing a credit card processing relationship with the processor indicated on the attached WEX merchant application.Once we begin processing credit cards through this processor, our company does not intend to process any transactions through a processing agreement with a branded petroleum marketer. GEM Printed Name Michael Van Milligen a Title C i}y mana, r Datd C S—01�'+1/l ' 6 FOR WEX INTERNAL USE ONLY Processed By Date Processed Settlement Entity Site ID# WEX Network Merchant App Agreement Rev.01 2017 2 � . � � � . � . � Please read the following before completing this form:1)The undersigned merchant("MerchanY')represents that the information given in this application is complete and accurate and authorizes WEX Inc.on its behalf and as settlement agent on behalf of its approved card issuers("WEX")to check with credit reporting agencies, credit references,and other sources to confirm information given;2)Merchant agrees to provide additional financial information to WEX upon request;3)Merchant requests approval of this WEX Merchant Charge Card Agreement Application("Application");4)Merchant agrees to the terms and conditions set forth in the WEX Merchant Charge Card Agreement ("Agreement") provided with this Application and incorporated herein by reference; 5) If this application is for a general partnership or a proprietorship,WEX may obtain and use personal credit information (including consumer reports from consumer reporting agencies) about the individual partners or owners of the Merchant in making a credit decision, and in the administration of this program,to the extent permitted by law; 6) Merchant agrees that in the event the Merchant does not meet its obligations pursuant to the Agreement,WEX may report the Merchant's liability(as well as any general partner or proprietor's)liability for and the status of the account to credit bureaus and others who may lawfully receive such information. • • • . Full Legal Company Name MerchanYs Taxpayer ID#(TIN,FEIN or SSN) Site Name(DBA or AKA) Please use location form for additional sites Station Manager/Contact Physical Site Address for site directory(number and street) City State Zip+4 Site Phone Site Fax Highway Exit# Nearest Highway Mailing Address if different than physical address(for settlement&Reporting) City State Zip+4 Corporate Contact(for settlement) Phone Fax Email address • • . Bank Card Processor Phone National Bankcard Services, Inc. 763-225-5200 Credit Card Network(check one): ❑ADS ❑Bank of America ❑Buypass ❑EFS ❑First Data Corp ❑GPI ❑GPS ❑LYNK ❑MPS(Fifth Third) ]�NBS ❑NOVA ❑Paymentech ❑SPS Inside the site POS Equipment(example,Omni 3200,Tranz 380,etc.) Terminal ID# At the dispenser POS Equipment(example,Omni 3200,Tranz 380,etc.) Terminal ID# DO YOU SELL FUEL? ❑Yes ❑No If you sell fuel,please complete section 4.If you do not sell fuel,please complete section3. • . • . BRANDS (Check all that apply) ❑ Aamco ❑ Chrysler ❑ GM ❑ Les Schwab ❑ Napa ❑ Quaker St/Pennzoil ❑ ACCC ❑ D-Triumph GL ❑ Goodyear ❑ Maaco ❑ Nissan ❑ Tire Centers, Inc. ❑ AC Delco ❑ Econolube ❑ Grease Monkey ❑ Mazda ❑ Novus ❑ Toyota ❑ American Lubefast ❑ Firestone ❑ Harmon Glass ❑ Meineke ❑ Oil Changer ❑ Volvo ❑ BF Goodrich ❑ Ford ❑ Honda ❑ Midas ❑ Parts Plus ❑ Wash Depot ❑ Big O Tires ❑ Glass America ❑ Jiffy Lube ❑ Mitsubishi ❑ Pep Boys ❑ Winston Tire BRAND PROGRAMS(Check one if applicable) ❑ Precision Tune ❑ Other ❑ ACCC ❑ GE Dealer Direct ❑ Jiffy Lube ❑ Dodge Business Link ❑ Grease Monkey ❑ Parts Plus Dealer/Location Code(ifapplicable): PRIMARY SERVICE(Check one) ❑ Auto Body ❑ Dealership ❑ Mechanical ❑ Parts ❑ Tires ❑ Car Wash ❑ Glass ❑ Oil Change/Lube ❑ Road Service • . . • . Please check all features and fuel types that apply to your station: ❑ Fuel available 24 hours ❑ Pin Pad ❑ Alcohol ❑ Unleaded Plus ❑ CNG ❑ Car Wash ❑ CRINDs(Pay-at-the-pump) ❑ Unleaded ❑ Diesel ❑ LPG ❑ ServiceBays ❑ TractorTrailerAccessible ❑ Premium ❑ Methanol WEX Network Merchant App Agreement Rev.01 2017 � Page 251 of 901 � � • � � • Merchant hereby authorizes and requests WEX to make payments of amounts owing to Merchant by WEX by initiating credit entries to Merchant's demand deposit account at the Bank indicated below("MerchanYs Bank"), and authorizes and requests Merchant's Bank to accept any credit entries initiated by WEX to such account without responsibility for the correctness thereof. In the event of an overpayment or payment in error, Merchant hereby authorizes WEX to initiate a debit entry to the account for each overpayment or payment in error. It is understood that for purposes of this Agreement,the term"Merchant's Bank"shall mean and include the bank identified below by Merchant and any successor bank identified to WEX(i)in a Notice of Change provided to WEX by any Automated Clearing House Association processing credit or debit transactions under this Agreement, or(ii) by Merchant, whether orally or by other non-written means. Any such notification to WEX shall be effective only with respect to entries credited to MerchanYs account by the Bank after receipt of such notification and a reasonable time to act upon such notice.Merchant agrees and acknowledges that WEX will not be liable to Merchant for any damages resulting from the performance or the failure to perform of any Automated Clearing House Association. • . . � • Bank Name and Address ABA Routing Number Account Name Account Number IMPORTANT: PLEASE ATTACH A VOIDED CHECK We must receive a voided check(or photocopy if faxing)in order to process application. . . • • . • . • . Legal Name ❑ Corporation ❑ Partnership ❑ PC or PA ❑ LLC Mailing Address City State Zip+4 Contact Taxpayer ID# IMPORTANT: PLEASE ATTACH A COMPLETED W-9 AND IF YOU HAVE INCOME GENERATED FROM CALIFORNIA SOURCES, YOU ARE REQUIRED TO COMPLETE AND RETURN FORM 590 We must receive a completed W-9 and Form 590 in order to process application. Please refer to the WEX Merchant Charge Card Agreement which accompanied this application for your Terms and Conditions.It describes the WEX Interchange Fee and Payment Terms. . • � MERCHANT:The undersigned represents and warrants to WEX that all of the terms and conditions of this WEX Merchant Charge Card Agreement Application consisting of this entire document in addition to any other document or addendum including the WEX Merchant Charge Card Agreement have been reviewed in their entirety, are true and correct,and set forth the agreement between WEX and Merchant.Additionally,the undersigned represents and warrants that he or she has authority to sign and to bind Merchant to the terms of this Application.Also,the undersigned represents that the undersigned has the authority to provide information and execute this Application on behalf of the Merchant.The Agreement shall only become effective upon WEX's acceptance of the Agreement and the Application following approval,and the assignment to Merchant of a merchant processing identification number.The Merchant further affirms that they are establishing a credit card processing relationship with the processor indicated on the attached WEX merchant application.Once we begin processing credit cards through this processor, our company does not intend to process any transactions through a processing agreement with a branded petroleum marketer. Signature Printed Name X Title Date FOR WEX INTERNAL USE ONLY Processed By Date Processed Settlement Entity Site ID# WEX Network Merchant App Agreement Rev.01 2017 2 Page 252 of 901 WEX MERCHANT CHARGE CARD ACCEPTANCE AGREEMENT The merchant ("MERCHANT") identified in the WEX Charge Card Acceptance Application ("Application") understands that WEX Inc. operates commercial fleet charge card programs through its approved card issuers which include but is not limited to its wholly owned subsidiary,WEX Bank. These programs allow cardholders to purchase motor fuels and or vehicle-related products and services.MERCHANT wishes to participate in the Program by accepting such charge cards at its Distribution Sites. MERCHANT and WEX agree as follows,subject to approval of the Application by WEX. 1.1 DEFINITIONS manual transaction is not due to an equipment or communications A. "Card"or"Cards"shall mean the charge cards or other approved account failure by WEX. access devices issued or serviced by either WEX CORP or WEX FSC bearing iii. Phone Authorization Fee shall be $0.30 per authorization,when the trademarks of WEX CORP. Notwithstanding the foregoing, Card or such authorization is not made electronically,and is not the result Card(s) shall not include any charge card also bearing the MasterCard of an equipment or communications failure by WEX. trademark iv. A Research Fee of $25.00/hr. per employee for any research B. "Card Sale"shall mean any transaction involving the use of any Card at a services requested by MERCHANT, which may include, research DistributionSite. for archived transactions or reports. WEX shall provide C. "Confidential Information" shall include, without limitation, software, MERCHANT with an estimate of the amount of such fee and obtain processes,trade secrets,financial information,customer lists,inventions, MERCHANT's approval prior to undertaking anywork. technical data,developments,pricing,drawings,business plans,schedules, v. Bank Transfer Charge of$4.95 per settlement payment shall test marketing data, marketing plans of either party which shall be apply. proprietaryandconfidential. B. Except for the interchange fee noted above,WEX reserves the right m D. "Distribution Sites"means the company owned or operated locations and change these fees upon thirty(30)days'notice to Merchant. any independently owned distributor,dealer or franchisee sites subject to C. Merchant shall not surcharge or impose additional fees upon cardholders the terms of this Agreement. who present the Card for payment under the terms of this Agreement E. "Products" for the purposes of this Agreement,shall include motor fuel, that it does not also charge to other cardholders who present a credit or motor oil,repairs,tires and other merchandise,excluding cash equivalent charge card as the method of payment. transactions,gift cards,pre-paid cards,lottery or other games of chance. 2.3 MISCELLANEOUS MERCHANT RESPONSIBILITIES F. "Chargeback"means that a posted sale has been disputed and the amount A. While WEX provides MERCHANT with a variety of reports for the Card of such sale will be deducted from the pending setNement to the merchant Sales that WEX processes and provides payment.MERCHANT agrees that in accordance with the provisions contained in the Card Sale Procedures. it shall still maintain its own records of the Card Sales. 1.2 HONORINGCARDS B. WEX shall not be responsible for collecting,paying or reporting taxes, A. MERCHANT shall in full compliance with this Agreement honor at its fees or other charges related to purchases made using Cards such as but Distribution Sites in the United States,any Card properly presented for the not limited to sales and use taxes that are incurred by MERCHANT.This purchase of Products based upon the authorization process of WEX. section does not apply to the obligations of the parties as more fully B. Each Card Sale shall be deemed to create a sales draft issued by the described in Article V,Tax Reporting Service for Fuel Transactions. Cardholder and instructing the card issuer to pay MERCHANT.WEX C. MERCHANT shall review any reports provided by WEX regarding the shall honor such sales drafts issued in conformity with the terms and Card Sales promptly upon receipt and shall notify WEX within sixty conditions set forthherein. (60)days of the date of the report as to any mistakes contained therein. C. This Agreement shall not apply to any Distribution Sites where the location Failure to do so shall be deemed MERCHANT's acceptance of the report is able to accept the card or currently accepts the Card through an as complete and satisfactory performance of WEX under this Agreement. agreement with the chain or brand that MERCHANT operates its D. MERCHANT is responsible for the correction of all Card Sales that have Distribution Sites under. been identified with errors and will not be processed by WEX within one 2.1 CARD SALES hundred and twenty(120) days from the reported error processing A. MERCHANT agrees to comply with the WEX Card Sale Procedures,attached date.MERCHANT can elect in writing to have WEX correct the errors on and incorporated herein as Exhibit A, and any related technical MERCHANT's behalf based upon information provided by MERCHANT. specifications regarding card acceptance provided by WEX. The current Such services will be performed at WEX's then prevailing rate. technical specification is the ISO 8583,version 2.02,dated September 2008 E. MERCHANT shall provide WEX with a list of its locations,which shall be which provides requirements for both the point of sale equipment and the updated as necessary and prior to transmiriing Card Sale data from a next work host("WEX Technical Specification"). WEX reserves the right to specific location. amend,modify or supplement the WEX Technical Specification,provided 3.1 PAYMENT FOR CARD SALES BY WEX that thirty (30) days written ❑otice of any such change is provided to A. WEX shall pay MERCHANT for each Card Sale processed by WEX less any MERCHANT. MERCHANT agrees to adopt any such amendments or WEX Interchange Fee.Payment shall be made by WEX by an electronic changes to the WEX Technical Specifications based upon a mutually agreed funds transfer to a bank account or a third party designee named by upon timeframe so that MERCHANT remains on the most up-to-date MERCHANT as follows: specification as required by WEX. B. MERCHANT is responsible for card acceptance at all of its Distribution Sites For FUEL MERCHANTS:no later than thirty(30)calendar days; subject to this Agreement and as such,will enter into agreements with its For SERVICE MERCHANTS:no later than three (3) calendar days independently owned Distribution Sites to enable them to accept the Card in a manner consistent with this Agreement. MERCHANT will use following the day on which the Card Sale is processed by WEX. If the commercially reasonable efforts to cause its independently owned payment date is a Saturday, Sunday or legal holiday, payment will be Distributio�Sites to comply with the terms herein. made on the next business day. i. MERCHANT shall be responsible for distributing payments for Card B. Any Card Sale data received by WEX from MERCHANT before 5:00 p.m. Sales to its Distribution Sites. WEX shall remit one payment to (Eastern Standard Time)shall be treated as having been received on the MERCHANT for all Card Sales under this Agreement as well as next business day. WEX may periodically offset or deduct from providing MERCHANT with its standard reporting through a daily MERCHANT's payments hereunder any amounts due to WEX from settlement file so that MERCHANT may allocate payments as MERCHANT pursuant to this Agreement. appropriate to its Distribution Sites. C. Any amounts due to MERCHANT from WEX as a result of the submission C. WEX reserves the right to terminate acceptance at a Distribution Site if of a sales draft may be paid, at MERCHANT'S option,to MERCHANT'S such Distribution Site does not remain compliant with the terms of this network provider or other designee,based on the banking informatio❑ Agreement or if in WEX's sole discretion, continued acceptance at the that is provided to WEX. WEX'S payment to MERCHANT'S network Distribution Site poses financial or reputational risk to WEX. provider constitutes payment in full to MERCHANT. 2.2 FEES D. As settlement agent and servicer for its approved card issuers,including A. MERCHANT shall pay to WEX certain fees("WEX Fees") as follows: but not limited to the WEX affiliates,WEX Ba�k and WEX Canada,Ltd,WEX i. Interchange Fee: 3.5% of the total Card Sale. The amount shall make all payments to MERCHANT on behalf of such approved card transferred by WEX shall be equal to the face amount of each Card issuers. WEX,as each approved card issuer's servicer,shall be responsible Sale as reflected o❑ the Card Sale receipt or the sales file for all of such card issuer's communications with MERCHANT. An transmitted to WEX based on the following formula: (Total Card approved card issuer is an entity that has entered into an agreement with Sale-Discounts provided by Merchant)-WEX Fees=Amount WEX to issue WEX-branded cards and is the party that has a direct credit to MERCHANT Any or prepaid card relationship with the fteet customer or Cardholder. WEX discounts or rebates offered to WEX Customers shall be provided shall not have any rights,duties,or liabilities as principal hereunder for to WEX in advance, in writing. The Interchange Fee does not Cards not issued by WEX.but rather issued by an approved card issuer. include any network transaction fees incurred byMerchant WEX acts solely as settlement agent and servicer with respect to such ii. Manual Transaction Fee shall be$0.20 per Card Sale,where such Cards issued by an approved card issuer. WEX Network Merchant App Agreement Rev.01 2017 3 Page 253 of 901 3.2 REPORTS in 30 days; A. WEX shall provide MERCHANT or its designee, its standard ��. any representation or warranty made in connection with this reporting for Card Sales and the amounts paid to MERCHANT Agreement shall prove to be false or misleading in any material through its standard daily settlement reports which may respect and is not cured after thirty(30)days written notice,which include, but not be limited to information related to the may include MERCHANT's compliance with its chargeback gross Card Sales, net Card Sales and amounts due to obligations as defined in the Card Sale Procedures; MERCHANT. iv. the making of an assignment for the benefit of creditors or the B. WEX shall use best efforts to provide accurate and complete reports,based institution of any bankruptcy or insolvency proceeding by a party upon the data transmitted to WEX by MERCHANT. In the event that or the institution by a third party of any bankruptcy proceeding incorrect data was provided resulting in a correction to payment,WEX will against a party hereto which is not dismissed within sixty (60) adjust any payments to MERCHANT as required based upon the receipt of days;or, corrected data from the MERCHANT provided that such correction is v. the dissolution or termination of operations of a party other than requested in accordance with Section 2.3.0 or 2.3.D. in connection with a merger or sale of substantially all of such C. In the event that MERCHANT requests a custom report or custom file party'sassets; layout,such reports may be created by mutual agreement of the parties. vi. a party's failure to comply with all applicable legal and regulatory Additional fees may be charged to MERCHANT for the creation and requirements,whether federal or state;or maintenance of custom reporting files and will be charged only upon the �� a party's intentional misrepresentation or fiaud in relation to its agreement of the parties. performance under thisAgreement. 4.1 REPRESENTATIONS AND WARRANTIES B. Upon termination,MERCHANT shall: A. The parties each hereby represent and warrant: i. cease entering into Card Sales using the Card or Cards with respect i. They are duly organized,validly existing and in good standing under to which this Agreement is terminated; the laws of their state of their organization and have all �� cease promoting Card Sales or acceptance of Cards including governmental approvals, licenses, filings or permits necessary to removing all decals or signage indicating acceptance from the conduct their business and enter into and perform this Agreement Distribution Sites,and; ii. The Agreement constitutes its legal, valid and binding obligation, �� return any unused materials or supplies issued by WEX with enforceable against it in accordance with itsterms. respect to any Card. B. In addition, MERCHANT represents and warrants as to each Card Sale C. Termination shall not affect any party's respective rights, duties or reported to WEX: obligations hereunder with respect to pre-termination Card transactions. i. it represents a bona fide Card Sale of Products sold and delivered in �•1 ENT[REAGREEMENT/ASS[GNMENT the ordinary course of business for the total sales price reported by A. Entire Agreemenh This Agreement constitutes the entire agreement MERCHANT to WEX; between the parties with respect to the subject matter hereof; all prior ii. MERCHANT shall have performed all of its obligations to the agreements, representations, statements, negotiations and undertakings cardholder in connection with the Card Sale; are superseded hereby. This Agreement may be altered or amended by a iii. it involves no other Card Sale than the one described therein; signed written agreement of the parties. iv. each Product had qualiry and grade as represented by MERCHANT; B• This Agreement is effective only upon execution by all of the partles shall v. (for imstore Card Sales only) MERCHANT shall have taken all be binding upon the parties,their successors and assigns.This Agreement commercially reasonable steps to validate the signature of the may not be assigned without the prior written approval of the other cardholder;and, parties,which approval shall not be unreasonably withheld.A party may vi. all electronically or telephonically or hardware generated invoices, assign this Agreement without the other party's consent if(i)the assignee receipts,records or memoranda of sales shall in fact be genuine and has the ability to perform the obligations of the assignor(s)hereunder and not forged or unauthorized. expressly assumes such obligations, and (ii) such assignment is in C. WEX hereby disclaims any and all warranties, express or implied, connection with a merger or sale of substantially all of the assets of the concerning card processing services covered by this Agreement,including assignor,or(iii)such assignment is to an affiliate of assignor and(iv)the all warranties of inerchantability and fitness for a particular purpose. assignee is not a competitor of the non-assigning party. 4.2 LIABILITIES C. As part of any assignment,change in ownership,change in organizational A. The parties shall be liable to the other for actual damages resulting from a structure (i.e. change from sole proprietor to partnership) or change in breach of this Agreement whether due to the performance or failure to control,MERCHANT shall provide WEX with an updated W-9 validatlng perform by aparty. their proper legal name change and tax identificationnumber. B. Notwithstanding the foregoing,the parties shall not be liable to the other �•� SEVERABILITYAND WAIVERS OF PROV[SIONS for any indirect, special, incidental or consequential damages, including, The fact that any provision of this Agreement may prove to be invalid or but not limited to,lost profits even if the parties have knowledge of the unenforceable under any law, rule or regulation of any governmental possibility of such damages. agency, shall not affect the validity or enforceability of any other S.1 CREDIT CARD ISSUER EXEMPT[ONS(FEDERAL EXCISE TAX AND SOME provisions of this Agreement.The waiver of any term,condition or right STATES) under this Agreement by any party shall not waive any other term, A. WEX provides net billing of the federal excise taxes on gasoline and diesel condition or right, or the same term, condition or right on any other fuel in accordance with the Safe, Accountable, Flexible, and Efficient occasion. Transportation Equity Act of 2005 as well as net billing for certain motor �•3 FORCE MAJEURE fuel taxes for those states that have adopted similar rules which allow the The parties shall not be liable for failure to timely perform obligatlons credit card issuer to facilitate exemptions to qualified tax exempt fteets. hereunder if such performance is interrupted or delayed by reason of B. MERCHANT shall be paid for Card Sales with the applicable taxes included floods, fires, earthquakes, strikes, civil commotions, acts of war or and shall pay its Distributron Sites with applicable taxes included when other extraordinary or unexpected ma�ifestations of physical WEX is facilitating theexemption. occurrences which cannot be prevented by the exercise of reasonable C. WEX will obtain from each Exempt Fleet copies of relevant tax exemption diligence or ordinary care. documentatlon necessary for the Exempt Fleet to demonstrate its tax- �•4 CONFIDENTIALITYANDDATASECURITY exempt status. A. The parties agree that it is in their mutual best interest to maintain the 6.1 TERM confidentiality of the provisions of this Agreement and accordingly,agree A. Initial Term:This Agreement shall commence upon the execution hereof, that they will not,without the written consent of the other,intentionally and unless sooner terminated pursuant to the provisions of Sectlon 6.2 disclose the terms hereof,including without limitation,the price terms hereof,shall remain in effect for sixTy(60)months. (unless required by court order or other governmental authority) and B. Renewal Term:This Agreement shall automatically renew for additional that all such terms shall be held in confidence and revealed only to twenTy-four(24)month terms immediately upon expiration of the term employees,agents,lenders or other persons having a need to know such thenineffect. terms in the course of such person's employment or business 6.2 TERMWATION relationshipwithsuchparty. A. Any party may terminate this Agreement upon the occurrence of any of the B• The parties further agree that any obligations to protect Confidential following: Information is set forth herein shall survive termination of this i. Provide the other parties written notice of termination by certified Agreement for a period of three years,except that as to any Confidential or registered mail at least six(6)months prior to terminatlon of the Information desig�ated i�writi�g by the disclosing party to be a"trade termineffech secret", such obligations shall continue indefinitely unless otherwise ii. the failure of a party to comply with any of the covenants or the agreed in writing by the disclosingparty. terms, conditions, agreements and ]imitations set forth in this C. All data collected by WEX from processing transactions shall remain the Agreement,and such failure continues for more than thirty(30) exclusive property of WEX.WEX may also use and disclose statistics and days following written notice from the other party(s)and data generated by WEX as a result of processing transactions at corrective action is not undertaken and diligently pursued or, if MERCHANT's DistributionSites. the nature of such failure is such that it cannot reasonably be cured WEX Network Merchant App Agreement Rev.01 2017 4 Page 254 of 901 D. The parties each agree to establish security procedures in order to �•6 GOVERNINGLAW safeguard Card Sale data and cardholder information. Such procedures This Agreement shall be governed and construed by the internallaws of the shall be compliant with all applicable data security laws and regulations. State of Utah(without reference to choice of law rules). In the event of a breach or compromise of a party's systems resulting in a �•� AUDIT/FINANC[ALSTATEMENTS loss or theft of information(including cardholder information),or if such a A. Each party,at its sole expense,shall have the right to audit the book and breach or compromise is suspected,the impacted party shall immediately records of the other party relating to performance of this Agreement. All notify the other parties to thisAgreement audits shall be conducted in accordance with professional auditing 7.5 LICENSING OF TRADEMARKS ORSERVICEMARKS standards and during normal business hours and the requesting party A. Both parties own certain trademarks and service marks("Marks°),which shall provide at least fifteen (15) days advance notice of their intent to may be used by each other on marketing materials used in connection with audit.The audited party shall fully cooperate with the auditing party to the acceptance of Cards and in WEX's standard marketing presentations accomplish the audit as expeditiously as possible. Any audit shall be identifying MERCHANT as a WEX accepting merchant ('Program ��mited in scope to no more than twelve(12)months prior to the date of Materials").The party granting the license in the use of their Marks to the the actual audit. other party is referred to as the "Licensor". The party receiving the B• MERCHANT agrees, if requested by WEX,to furnish WEX with financial benefits of the license in the other party's Marks is referred to as the information related to its business operations. In addition, WEX may "Licensee". undertake any such credit reviews as necessary to verify the financial B. Licensor hereby grants to Licensee,a limited non-exclusive,royalty free condition of MERCHANT.If requested, financial statements shall include and non-transferable license to use certain trademarks and service marks an income statement and statement of cash flows for the applicable fiscal of Licensor for the purpose of affixing such Marks to the any program year and a balance sheet, footnotes to the financial statements and materials to be developed for the Licensee in accordance with the terms of auditor's opinion letter, if applicable prepared in accordance with this Agreement. generally accepted accounting principles,consistently applied,and shall be C. Licensee shall not in any manner represent that it has any ownership in �n accordance with the books and records of MERCHANT. the Licensor's Marks or any registrations thereof.Licensee acknowledges �•8 OTHERAGREEMENTS that use of the Marks shall not create in Licensee's favor any right(other MERCHANT hereby consents to WEX granting to their principal financing than the limited rights of use granted pursuant to this license),title or source(s)a security interest in and collateral assignment of this Agreement and interest in, or to, the Marks and that use of the Marks by the Licensee acknowledges that, upon the occurrence of an event of default, in connection insures to the benefit of the Licensee only to the extent of the limited W�th the present or future financing arrangements between WEX and the rights and interests set forth in this Agreement,otherwise use of the Marks financing source shall have all of the rights of WEX. by Licensee inures to the benefit of the Licensor. WEX Network Merchant App Agreement Rev.01 2017 5 Page 255 of 901 EXHIBIT A WEX CARD SALE PROCEDURES Ll METHOD OF TRANSMISSION OF CARD SALES TO WEX records shall be provided to WEX within thirty (30) calendar days of WEX's A. MERCHANT shall have the necessary equipment to permit the electronic request.Failure to provide the requested record will result in a charge back of the acceptance of the Card at its Distribution Sites including but not limited to their Card Sale to MERCHANT. point of sale equipment and networking services. 1.4 DATA INPUT AIVDTRAIVSMISSIOIV B.MERCHANT shall collect and transmit the Card Sale data in accordance with the A. Merchant is responsible for the data entry of Card Sale information by its WEX Technical Specification. Merchant shall obtain from WEX the necessary personnel,or representatives.All data shall meet the WEX Technical Specification acceptance certification for its network and equipment that will be used for and shall be in good and usable condition. processing sales transaction. B. If information pertaining to any Card Sale is garbled in transmission such that 1 Z MANUAL CARD SALE PROCEDURES part or all of the record is likely to vary from what MERCHANT transmitted,WEX A. If MERCHANT is unable to obtain an authorization for a Card Sale due to the may advise MERCHANT of the suspected inaccuracy and request retransmission of communication facilities for WEX are not operable,MERCHANT must capture the the record or other appropriate confirmation.WEX may,with notice to MERCHANT, sales transaction through the use of a suitable imprinter to legibly imprint the Cards withhold payment for such Card Sales until the record is retransmitted or on the sales slip and requiring the cardholder to sign the sales receipt("Manual Card MERCHANT provides other appropriate confirmation. Sale"). C. If MERCHANT has not provided WEX with required information or that WEX B. MERCHANT shall obtain all information required in Section 1.3.A below. needs to interpret,verify,or validate a Card Sale,WEX may,withhold payment for MERCHANT shall take all commercially reasonable efforts to protect Manual Card such Card Sale until MERCHANT sends WEX the necessary information.WEX may Sale data from fraud or misuse. make appropriate adjustments in its settlements with MERCHANT to retlect the C. MERCHAIVT shall not submit paper Manual Card Sales directly to WEX for receipt or correction of any such Card Sale information.WEX shall provide notice to processing unless prior approval is first obtained.In the event that WEX has agreed MERCHANT of any Card Sales that it is not able to process due to errors or missing to accept such Manual Card Sales, WEX reserves the right to assess the Manual information through its daily settlementreports. Transaction Fee set forth in Exhibit B. D.MERCHANT shall submit all Card Sales to WEX for processing within thirTy(30) D. In the event that MERCHANT allows a Manual Card Sale without first obtaining days of the transaction date.WEX may accept transactions up to one hundred and an authorization from WEX,the Merchant may still accept the Card for payment, twenTy(120)days from the date of the transaction for processing and billing to the however shall contact WEX as soon as communication with the WEX authorization Fleet, however, reserves the right to chargeback any such transaction that is facilities can be re-established. disputed by a fleetcustomer. E. When submitting a Manual Card Sale for processing,MERCHANT shall include E. MERCHANT authorizes WEX to refer to a default price per gallon table,which the authorization or other approval code it received from WEX when submitting the may be used when the calculated price per gallon for the transaction falls outside of completed Card Sale to WEX for processing. WEX's acceptable range of pricing which is updated from time to time by WEX based F. WEX limits its liability for Manual Card Sales made in accordance with Section upon market conditions. The table is based upon average price per gallon data D above to $50.00 per transaction and $S00 per day per Distribution Site.WEX collected from all merchants who accept WEXCards. reserves the right to change these limits from time to time.Manual Card Sales that F. MERCHANT authorizes WEX to refer to the authorization log to obtain exceed these limits shall be at the credit risk ofMERCHANT. information to complete the processing of transactions in the event that errors are 1_3 MINIMUM CARD SALE PROCESSINGREQUIRMENTS detected by WEX during processing. It is understood by the parties that the A.Card Sale data sent to WEX shall include:account number,vehicle number,driver information contained in the authorizatlon log is the"actual,real-time"information identification number, sales date, sales rime, site identification number, received by WEX from the MERCHANT at the time the use of the charge card was authorization number, product code[s), quantity,total sales amount (in dollars), authorized. [f sufficient information is not available in the authorization log to odometer,ticket number and any other information as WEX and MERCHANT may correct any errors in the transaction file received by WEX from MERCHANT,then mutually agree upon. these transactions will be returned back to MERCHANT forcorrection. B.All Card Sales require an authorization or approval from WEX.MERCHANT shall G. Use of the defaults in Sectlon 1.4.E and 1.4.F above does not affect the total request such authorization from WEX for the total Card Sale amount prior to transaction value submitted for settlement and is only used to facilitate reporting to sending the Card Sale to WEX for processing. fleet customers. It does not relieve MERCHANT of its requirements to provide C.WEX does not provide pre-authorizations,nor does it place available credit on accurate and complete data as set forth in 1.3.A for Card Sales. "hold".[f MERCHANT calls prior to completion of the services being provided to the 1 S CHARGEBACKS cardholder, MERCHANT still needs to obtain an authorization number upon A.Chargebacks shall be made for Card Sales that are disputed and(i)the required completion of the services or Card Sale to obtain payment from WEX. authorization was not obtained, (ii) were for unauthorized Products, (iii) were D. An authorization or other approval code is not a guarantee that MERCHANT will fraudulently made by an employee of MERCHANT or (iv) the WEX Card Sale receive payment.WEX does not provide payment to merchants based upon receipt Procedures were not followed.MERCHANT shall remain liable for all outstanding of information during the authorization process. MERCHANT is still required to Chargebacks. submit the completed Card Sale,including the authorization or other approval code, B. Any obligation to pay a Chargeback pursuant to this Agreement shall be to WEX.Obtaining an authorization without submitting the completed Card Sale to unconditional and shall be waived, released or affected by any settlement, WEX may result in non-payment by WEX for such Card Sale. extension,compromise of forbearance or other agreement made or granted by WEX E.MERCHANT shall not accept payment through use of an expired Card or when with or to any cardholder or obligor.Failure to issue a Chargeback with knowledge advised upon authorization inquiry,that the Card is not to behonored. of a breach of warranty or other defect shall not be deemed a waiver of any of WEX's F. MERCHANT shall never make a Card Sale when MERCHANT believes or has rights with respect to such a Card Sale.WEX will expend normal business efforts to reason to believe that the Card may be counterfeit or stolen or the Card Sale is in remedy against cardholders and shall not be required to exhaust its remedies any way fraudulent or otherwise suspicious. against cardholders or others as a condition precedent to requiring performance by G. Merchant shall maintain a record of all information required in Section 1.3.A MERCHANT of their obligationshereunder. above. H. Upon request, MERCHANT shall provide the cardholder with a copy of the transaction receipt documenting the Card Sale.Such receipt shall not include the full account number or driver identification number printed on thereceipt. I. If the Card Sale is not an island card reader transaction ("pay-at-the-pump"), MERCHANT shall require the cardholder to sign the transacdon receipt unless the total for the Card Sale is less than$25. J.Any Card Sale data received by WEX from MERCHANT by 5:00 p.m.Eastern Time ("ET")shall be treated as having been received on the next business day. K. MERCHANT shall not divide the price of goods and services purchased in a single transaction among two(2)or more transaction receipts for billing to WEX. L.Merchant must not submit Card Sales until Products aredelivered. M. A Card must be present at the tlme of purchase.[n the event that MERCHANT processes a Card Sale when the Card is not presented,MERCHANT bears the risk of the sale being charged back. N. MERCHANT shall maintain a record of the Card Sale, including all sales data required for a period of one(1)year. Upon the reasonable request of WEX,such WEX Network Merchant App Agreement Rev.01 2017 6 Page 256 of 901 Form ■f-9 Request for Taxpayer Give form to the (Rev.March 2024) Identification Number and. Certification requester.Do not Department of the Treasury Go to www.Irs.gov/FormW9 for Instructions and the latest Information. send to the IRS. Internal Revenue Service Before you begin.For guidance related to the purpose of Form W-9,see Purpose of Form,below. 1 Name of entityAndividual.An entry Is required.(For a sole proprietor or disregarded entity,enter the owner's name on Ilne 1,and enter the business/disregarded entity's name on line 2.) - City of Dubuque 2 Business name/disregarded entity name,If different from above. M 3a Check the appropriate box for federal tax classification of the entity/individual whose name is entered on line 1.Check 4 Exemptions(codes apply only to only one of the following seven boxes. certain entitles,not individuals; c ❑ IndividuaVsole proprietor ❑ C corporation ❑ S corporation El Partnership ❑ Trust/estate see instructions on page 3): 0 e ❑ LLC.Enter the tax ciassitication(C=C corporation,S=S corporation,P=Partnership) . . . , Exempt payee coda(If any) Note:Check the"LLC"box above and,in the entry space,enter the appropriate code(C,S,or P)for the tax classification of the LW,unless it is a disregarded entity.A disregarded entity should instead check the appropriate Exemption from Foreign Account Tax o box for the tax classification of Its owner. Compliance Act(FATCA)reporting cI _ c Other(see Instructions) C'dY Government code(if any) 3b If on line 3a you checked"Partnership"or"Trust/estate,"or checked"LLC"and entered"P"as its tax classification, (Applies to accounts maintained 0 and you are providing this form to a partnership,trust,or estate In which you have an ownership Interest,check outside the United States) N this box If you have any foreign partners,owners,or beneficiaries.See instructions . . . . . . . . ❑ o 5 Address(number,street,and apt.or suite no.).See instructions. Requester's name and address(optional) 50 W 13th St 6 City,state,and ZIP code Dubuque,Iowa 52001 7 List account number(s)here(optional) Part.I Taxpayer 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(SSN).However,for a resident a lien,sole proprietor,or disregarded entity,see the Instructions for Part I,later.For other - - entitles,It is your employer identification number(EIN).If you do not have a number,see How to get a or TIN,later. Employer identification number Note:If the account is in more than one name,see the Instructions for line 1.See also What Name and Number To Give the Requester for guidelines on whose number to enter. 4 2 - 6 0 0 4 5 9 6 Part II Certification 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.I 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.I 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 II,later. Sign Signature of �tZ- Here u.s.person f/L -^ Date Cir/ !i General Instructions New line 3b has been added to this form.A flow-through entity Is required to complete this line to Indicate that it has direct or Indirect Section references are to the Internal Revenue Code unless otherwise foreign partners,owners,or beneficiaries when it provides the Form W-9 noted. to another flow-through entity in which It has an ownership interest.This Future developments.For the latest information about developments change is intended to provide a flow-through entity with Information related to Form W-9 and Its instructions,such as legislation enacted regarding the status of its indirect foreign partners,owners,or after they were published,go to www.irs.gov/FormW9. beneficiaries,so that it can satisfy any applicable reporting requirements.For example,a partnership that has any Indirect foreign What's New partners may be required to complete Schedules K-2 and K-3.See the Partnership Instructions for Schedules K-2 and K-3(Form 1065). Line 3a has been modified to clarify how a disregarded entity completes this line.An LLC that is a disregarded entity should check the Purpose of Form appropriate box for the tax classification of its owner.Otherwise,It An Individual or entity(Form W-9 requester)who Is required to file an should check the"LLC"box and enter its appropriate tax classification. Information return with the IRS Is giving you this form because they Cat.No.10231X Form W-9(Rev.3-2024) � Request for Taxpayer Give form to the Form � (Rev.March 2024) Identification Number and Certification requester.Do not Department of the Treasury Go to www.irs.gov/FormW9 for instructions and the latest information. send to the IRS. Internal Revenue Service Before you begin.For guidance related to the purpose of Form W-9,see Purpose of Form,below. 1 Name of entity/individual.An entry is required.(For a sole proprietor or disregarded entity,enter the owner's name on line 1,and enter the business/disregarded entity's name on line 2.) 2 Business name/disregarded entity name,if different from above. M 3a Check the appropriate box for federal tax classification of the entity/individual whose name is entered on line 1.Check 4 Exemptions(codes apply only to � only one of the following seven boxes. certain entities,not individuals; o- see instructions on page 3): � ❑ Individual/sole proprietor ❑ C corporation ❑ S corporation ❑ Partnership ❑ Trust/estate 0 � � ❑ LLC.Enter the tax classification(C=C corporation,S=S corporation,P=Partnership) . . Exempt payee code(if any) a� Note:Check the"LLC"box above and,in the entry space,enter the appropriate code(C,S,or P)for the tax �� classification of the LLC,unless it is a disregarded entity.A disregarded entity should instead check the appropriate Exemption from Foreign Account Tax o �i box for the tax classification of its owner. Compliance Act(FATCA)reporting N 5 C ❑ Other(see instructions) code(if any) a � Y= 3b If on line 3a you checked"Partnership"or"TrusUestate,"or checked"LLC"and entered"P"as its tax classification, � (Applies to accounts maintained y and you are providing this form to a partnership,trust,or estate in which you have an ownership interest,check outside the United States. y this box if you have any foreign partners,owners,or beneficiaries.See instructions . . ❑ � � 5 Address(number,street,and apt.or suite no.).See instructions. Requester's name and address(optional) 6 City,state,and ZIP code 7 List account number(s)here(optional) Taxpayer ldentification 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(SSN).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 ar TIN,later. Employer identification number Note:If the account is in more than one name,see the instructions for line 1.See also What Name and Number To Give the Requester for guidelines on whose number to enter. - Certification 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.I 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.I 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 II,later. Sign Signature of Here U.S.person Date General Instructions New line 3b has been added to this form.A flow-through entity is required to complete this line to indicate that it has direct or indirect Section references are to the Internal Revenue Code unless otherwise foreign partners,owners,or beneficiaries when it provides the Form W-9 noted. to another flow-through entity in which it has an ownership interest.This Future developments.For the latest information about developments change is intended to provide a flow-through entity with information related to Form W-9 and its instructions,such as legislation enacted regarding the status of its indirect foreign partners,owners,or after they were published,go to www.irs.gov/FormW9. beneficiaries,so that it can satisfy any applicable reporting requirements.For example,a partnership that has any indirect foreign What'S N@W partners may be required to complete Schedules K-2 and K-3.See the Partnership Instructions for Schedules K-2 and K-3(Form 1065). Line 3a has been modified to clarify how a disregarded entity completes this line.An LLC that is a disregarded entity should check the Purpose of Form appropriate box for the tax classification of its owner.Otherwise,it should check the"LLC"box and enter its appropriate tax classification. An individual or entity(Form W-9 requester)who is required to file an information return with the IRS is giving you this form because they Cat.No.10231X Form W-9(Rev.3-2024) 7 Page 257 of 901 Form W-9(Rev.3-2024) Page 2 must obtain your correct taxpayer identification number(TIN),which Foreign person.If you are a foreign person or the U.S.branch of a may be your social security number(SSN),individual taxpayer foreign bank that has elected to be treated as a U.S.person(under identification number(ITIN),adoption taxpayer identification number Regulations section 1.1441-1(b)(2)(iv)or other applicable section for (ATIN),or employer identification number(EIN),to report on an chapter 3 or 4 purposes),do not use Form W-9.Instead,use the information return the amount paid to you,or other amount reportable appropriate Form W-8 or Form 8233(see Pub.515).If you are a on an information return.Examples of information returns include,but qualified foreign pension fund under Regulations section 1.897(I)-1(d),or are not limited to,the following. a partnership that is wholly owned by qualified foreign pension funds, •Form 1099-INT(interest earned or paid). that is treated as a non-foreign person for purposes of section 1445 withholding,do not use Form W-9.Instead,use Form W-8EXP(or other •Form 1099-DIV(dividends,including those from stocks or mutual certification of non-foreign status). funds). Nonresident alien who becomes a resident alien.Generally,only a •Form 1099-MISC(various types of income,prizes,awards,or gross nonresident alien individual may use the terms of a tax treaty to reduce proceeds). or eliminate U.S.tax on certain types of income.However,most tax •Form 1099-NEC(nonemployee compensation). treaties contain a provision known as a saving clause.Exceptions •Form 1099-B(stock or mutual fund sales and certain other specified in the saving clause may permit an exemption from tax to transactions by brokers). continue for certain types of income even after the payee has otherwise become a U.S.resident alien for tax purposes. •Form 1099-S(proceeds from real estate transactions). If you are a U.S.resident alien who is relying on an exception •Form 1099-K(merchant card and third-party network transactions). contained in the saving clause of a tax treaty to claim an exemption •Form 1098(home mortgage interest),1098-E(student loan interest), from U.S.tax on certain types of income,you must attach a statement and 1098-T(tuition). to Form W-9 that specifies the following five items. •Form 1099-C(canceled debt). 1.The treaty country.Generally,this must be the same treaty under •Form 1099-A(acquisition or abandonment of secured property). which you claimed exemption from tax as a nonresident alien. Use Form W-9 only if you are a U.S.person(including a resident 2.The treaty article addressing the income. alien),to provide your correct TIN. 3.The article number(or location)in the tax treaty that contains the Caution:If you don't return Form W-9 to the requester with a TIN,you saving clause and its exceptions. might be subject to backup withholding.See What is backup 4.The type and amount of income that qualifies for the exemption withholding,later. from tax. By signing the filled-out form,you: 5.Sufficient facts to justify the exemption from tax under the terms of 1.Certify that the TIN you are giving is correct(or you are waiting for a the treaty article. number to be issued); Example.Article 20 of the U.S.-China income tax treaty allows an 2.Certify that you are not subject to backup withholding;or exemption from tax for scholarship income received by a Chinese student temporarily present in the United States.Under U.S.law,this 3.Claim exemption from backup withholding if you are a U.S.exempt student will become a resident alien for tax purposes if their stay in the payee;and United States exceeds 5 calendar years.However,paragraph 2 of the 4.Certify to your non-foreign status for purposes of withholding under first Protocol to the U.S.-China treaty(dated April 30,1984)allows the chapter 3 or 4 of the Code(if applicable);and provisions of Article 20 to continue to apply even after the Chinese 5.Certify that FATCA code(s)entered on this form(if any)indicating student becomes a resident alien of the United States.A Chinese that you are exempt from the FATCA reporting is correct.See What Is student who qualifies for this exception(under paragraph 2 of the first FATCA Reporting,later,for further information. Protocol)and is relying on this exception to claim an exemption from tax on their scholarship or fellowship income would attach to Form W-9 a Note:If you are a U.S.person and a requester gives you a form other statement that includes the information described above to support that than Form W-9 to request your TIN,you must use the requester's form if exemption. it is substantially similar to this Form W-9. If you are a nonresident alien or a foreign entity,give the requester the Definition of a U.S.person.For federal tax purposes,you are appropriate completed Form W-8 or Form 8233. considered a U.S.person if you are: •An individual who is a U.S.citizen or U.S.resident alien; Backup Withholding •A partnership,corporation,company,or association created or What is backup withholding?Persons making certain payments to you organized in the United States or under the laws of the United States; must under certain conditions withhold and pay to the IRS 24%of such •An estate(other than a foreign estate);or payments.This is called"backup withholding."Payments that may be •A domestic trust(as defined in Regulations section 301.7701-7). subject to backup withholding include,but are not limited to,interest, tax-exempt interest,dividends,broker and barter exchange Establishing U.S.status for purposes of chapter 3 and chapter 4 transactions,rents,royalties,nonemployee pay,payments made in withholding.Payments made to foreign persons,including certain settlement of payment card and third-party network transactions,and distributions,allocations of income,or transfers of sales proceeds,may certain payments from fishing boat operators.Real estate transactions be subject to withholding under chapter 3 or chapter 4 of the Code are not subject to backup withholding. (sections 1441-1474).Under those rules,if a Form W-9 or other You will not be subject to backup withholding on payments you receive certification of non-foreign status has not been received,a withholding if you give the requester your correct TIN,make the proper certifications, agent,transferee,or partnership(payor)generally applies presumption and report all your taxable interest and dividends on your tax return. rules that may require the payor to withhold applicable tax from the recipient,owner,transferor,or partner(payee).See Pub.515, Payments you receive will be subject to backup withholding if: Withholding of Tax on Nonresident Aliens and Foreign Entities. 1.You do not furnish your TIN to the requester; The following persons must provide Form W-9 to the payor for 2.You do not certify your TIN when required(see the instructions for purposes of establishing its non-foreign status. Part II for details); •In the case of a disregarded entity with a U.S.owner,the U.S.owner 3.The IRS tells the requester that you furnished an incorrect TIN; of the disregarded entity and not the disregarded entity. 4.The IRS tells you that you are subject to backup withholding •In the case of a grantor trust with a U.S.grantor or other U.S.owner, because you did not report all your interest and dividends on your tax generally,the U.S.grantor or other U.S.owner of the grantor trust and return(for reportable interest and dividends only);or not the grantor trust. 5.You do not certify to the requester that you are not subject to •In the case of a U.S.trust(other than a grantor trust),the U.S.trust backup withholding,as described in item 4 under"By signing the filled- and not the beneficiaries of the trust. out form"above(for reportable interest and dividend accounts opened See Pub.515 for more information on providing a Form W-9 or a after 1983 only). certification of non-foreign status to avoid withholding. g Page 258 of 901 Form W-9(Rev.3-2024) Page 3 Certain payees and payments are exempt from backup withholding. example,if a foreign LLC that is treated as a disregarded entity for U.S. See Exempt payee code,later,and the separate Instructions for the federal tax purposes has a single owner that is a U.S.person,the U.S. Requester of Form W-9 for more information. owner's name is required to be provided on line 1.If the direct owner of See also Establishing U.S.status for purposes of chapter 3 and the entity is also a disregarded entity,enter the first owner that is not chapter 4 withholding,earlier. disregarded for federal tax purposes.Enter the disregarded entity's name on line 2.If the owner of the disregarded entity is a foreign person, What Is FATCA Reporting? 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. The Foreign Account Tax Compliance Act(FATCA)requires a participating foreign financial institution to report all U.S.account Line 2 holders that are specified U.S.persons.Certain payees are exempt from If you have a business name,trade name,DBA name,or disregarded FATCA reporting.See Exemption from FATCA reporting code,later,and entity name,enter it on line 2. the Instructions for the Requester of Form W-9 for more information. Line 3a Updating Your Information Check the appropriate box on line 3a for the U.S.federal tax You must provide updated information to any person to whom you classification of the person whose name is entered on line 1.Check only claimed to be an exempt payee if you are no longer an exempt payee one box on line 3a. and anticipate receiving reportable payments in the future from this person.For example,you may need to provide updated information if IF the entity/individual on line 1 THEN check the box for... you are a C corporation that elects to be an S corporation,or if you are �s a(n)... no longer tax exempt.In addition,you must furnish a new Form W-9 if • Corporation Corporation. the name or TIN changes for the account,for example,if the grantor of a . Individual or Individual/sole proprietor. grantor trust dies. • Sole proprietorship Penalties • LLC classified as a partnership Limited liability company and Failure to furnish TIN.If you fail to furnish your correct TIN to a for U.S.federal tax purposes or enter the appropriate tax requester,you are subject to a penalty of$50 for each such failure • LLC that has filed Form 8832 or classification: unless your failure is due to reasonable cause and not to willful neglect. 2553 electing to be taxed as a P=Partnership, Civil penalty for false information with respect to withholding.If you corporation C=C corporation,or make a false statement with no reasonable basis that results in no S=S corporation. backup withholding,you are subject to a$500 penalty. • Partnership Partnership. Criminal penalty for falsifying information.Willfully falsifying • TrusUestate Trust/estate. certifications or affirmations may subject you to criminal penalties including fines and/or imprisonment. LIII@ 3b Misuse of TINs.If the requester discloses or uses TINs in violation of Check this box if you are a partnership(including an LLC classified as a federal law,the requester may be subject to civil and criminal penalties. partnership for U.S.federal tax purposes),trust,or estate that has any foreign partners,owners,or beneficiaries,and you are providing this Specific Instructions form to a partnership,trust,or estate,in which you have an ownership interest.You must check the box on line 3b if you receive a Form W-8 Line 1 (or documentary evidence)from any partner,owner,or beneficiary establishing foreign status or if you receive a Form W-9 from any You must enter one of the following on this line;do not leave this line partner,owner,or beneficiary that has checked the box on line 3b. blank.The name should match the name on your tax return. Note:A partnership that provides a Form W-9 and checks box 3b may If this Form W-9 is for a joint account(other than an account be required to complete Schedules K-2 and K-3(Form 1065).For more maintained by a foreign financial institution(FFI)),list first,and then information,see the Partnership Instructions for Schedules K-2 and K-3 circle,the name of the person or entity whose number you entered in (Form 1065). Part I of Form W-9.If you are providing Form W-9 to an FFI to document a joint account,each holder of the account that is a U.S.person must If you are required to complete line 3b but fail to do so,you may not provide a Form W-9. receive the information necessary to file a correct information return with the IRS or furnish a correct payee statement to your partners or •Individual.Generally,enter the name shown on your tax return.If you beneficiaries.See,for example,sections 6698,6722,and 6724 for have changed your last name without informing the Social Security penalties that may apply. 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. Line 4 Exemptions Note for ITIN applicant:Enter your individual name as it was entered if you are exempt from backup withholding and/or FATCA reporting, on your Form W-7 application,line 1 a.This should also be the same as enter in the appropriate space on line 4 any code(s)that may apply to the name you entered on the Form 1040 you filed with your application. you. •Sole proprietor.Enter your individual name as shown on your Form Exempt payee code. 1040 on line 1.Enter your business,trade,or"doing business as"(DBA) . Generally,individuals(including sole proprietors)are not exempt from name on line 2. backup withholding. •Partnership,C corporation,S corporation,or LLC,other than a . Except as provided below,corporations are exempt from backup disregarded entity.Enter the entity's name as shown on the entity's tax Withholding for certain payments,including interest and dividends. return on line 1 and any business,trade,or DBA name on line 2. •Other entities.Enter your name as shown on required U.S.federal tax ' Corporations are not exempt from backup withholding for payments documents on line 1.This name should match the name shown on the made in settlement of payment card or third-party network transactions. charter or other legal document creating the entity.Enter any business, • Corporations are not exempt from backup withholding with respect to trade,or DBA name on line 2. attorneys'fees or gross proceeds paid to attorneys,and corporations •Disregarded entity.In general,a business entity that has a single that provide medical or health care services are not exempt with respect owner,including an LLC,and is not a corporation,is disregarded as an to payments reportable on Form 1099-MISC. entity separate from its owner(a disregarded entity).See Regulations The following codes identify payees that are exempt from backup section 301.7701-2(c)(2).A disregarded entity should check the withholding.Enter the appropriate code in the space on line 4. appropriate box for the tax classification of its owner.Enter the owner's 1—An organization exempt from tax under section 501(a),any IRA,or name on line 1.The name of the owner entered on line 1 should never a custodial account under section 403(b)(7)if the account satisfies the be a disregarded entity.The name on line 1 should be the name shown requirements of section 401(fl(2). on the income tax return on which the income should be reported.For 9 Page 259 of 901 Form W-9(Rev.3-2024) Page 4 2—The United States or any of its agencies or instrumentalities. F—A dealer in securities,commodities,or derivative financial 3—A state,the District of Columbia,a U.S.commonwealth or territory, instruments(including notional principal contracts,futures,forwards, or any of their political subdivisions or instrumentalities. and options)that is registered as such under the laws of the United States or any state. 4—A foreign government or any of its political subdivisions,agencies, or instrumentalities. G—A real estate investment trust. 5—A corporation. H—A regulated investment company as defined in section 851 or an entity registered at all times during the tax year under the Investment 6—A dealer in securities or commodities required to register in the Company Act of 1940. United States,the District of Columbia,or a U.S.commonwealth or territory. I—A common trust fund as defined in section 584(a). 7—A futures commission merchant registered with the Commodity J—A bank as defined in section 581. Futures Trading Commission. K—A broker. 8—A real estate investment trust. L—A trust exempt from tax under section 664 or described in section 9—An entity registered at all times during the tax year under the 4947(a)(1). Investment Company Act of 1940. M—A tax-exempt trust under a section 403(b)plan or section 457(g) 10—A common trust fund operated by a bank under section 584(a). plan. 11—A financial institution as defined under section 581. Note:You may wish to consult with the financial institution requesting this form to determine whether the FATCA code and/or exempt payee 12—A middleman known in the investment community as a nominee or code should be completed. custodian. 13—A trust exempt from tax under section 664 or described in section Line 5 4947. Enter your address(number,street,and apartment or suite number). The following chart shows types of payments that may be exempt This is where the requester of this Form W-9 will mail your information from backup withholding.The chart applies to the exempt payees listed returns.If this address differs from the one the requester already has on above,1 through 13. file,enter"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 IF the payment is for... THEN the payment is exempt address in their records. for... • Interest and dividend payments All exempt payees except Line 6 for 7. Enter your city,state,and ZIP code. • Broker transactions Exempt payees 1 through 4 and 6 part I. Taxpayer ldentification Number (TIN) through 11 and all C corporations. S corporations must not enter an Enter your TIN in the appropriate box.If you are a resident alien and exempt payee code because they you do not have,and are not eligible to get,an SSN,your TIN is your are exempt only for sales of IRS ITIN.Enter it in the entry space for the Social security number.If you noncovered securities acquired do not have an ITIN,see How to get a TIN below. prior to 2012. If you are a sole proprietor and you have an EIN,you may enter either • Barter exchange transactions Exempt payees 1 through 4. your SSN or EIN. and patronage dividends If you are a single-member LLC that is disregarded as an entity • Payments over$600 required to Generally,exempt payees separate from its owner,enter the owner's SSN(or EIN,if the owner has be reported and direct sales over 1 through 5.2 one).If the LLC is classified as a corporation or partnership,enter the $5,000' entity's EIN. • Payments made in settlement of Exempt payees 1 through 4. Note:See What Name and Number To Give the Requester,later,for payment card or third-party further clarification of name and TIN combinations. network transactions How to get a TIN.If you do not have a TIN,apply for one immediately. �See Form 1099-MISC,Miscellaneous Information,and its instructions. 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 2 However,the following payments made to a corporation and www.SSA.gov.You may also get this form by calling 800-772-1213.Use reportable on Form 1099-MISC are not exempt from backup Form W-7,Application for IRS Individual Taxpayer ldentification withholding:medical and health care payments,attorneys'fees,gross Number,to apply for an ITIN,or Form SS-4,Application for Employer proceeds paid to an attorney reportable under section 6045(fl,and Identification Number,to apply for an EIN.You can apply for an EIN payments for services paid by a federal executive agency. online by accessing the IRS website at www.irs.gov/EIN.Go to Exemption from FATCA reporting code.The following codes identify www.irs.gov/Forms to view,download,or print Form W-7 and/or Form payees that are exempt from reporting under FATCA.These codes SS-4.Or,you can go to www.irs.gov/OrderForms to place an order and apply to persons submitting this form for accounts maintained outside have Form W-7 and/or Form SS-4 mailed to you within 15 business of the United States by certain foreign financial institutions.Therefore,if days. you are only submitting this form for an account you hold in the United if you are asked to complete Form W-9 but do not have a TIN,apply States,you may leave this field blank.Consult with the person for a TIN and enter"Applied For"in the space for the TIN,sign and date requesting this form if you are uncertain if the financial institution is the form,and give it to the requester.For interest and dividend subject to these requirements.A requester may indicate that a code is payments,and certain payments made with respect to readily tradable not required by providing you with a Form W-9 with"Not Applicable"(or instruments,you will generally have 60 days to get a TIN and give it to any similar indication)entered on the line for a FATCA exemption code. the requester before you are subject to backup withholding on A—An organization exempt from tax under section 501(a)or any payments.The 60-day rule does not apply to other types of payments. individual retirement plan as defined in section 7701(a)(37). You will be subject to backup withholding on all such payments until B—The United States or any of its agencies or instrumentalities. you provide your TIN to the requester. C—A state,the District of Columbia,a U.S.commonwealth or Note:Entering"Applied For"means that you have already applied for a territory,or any of their political subdivisions or instrumentalities. TIN or that you intend to apply for one soon.See also Establishing U.S. status for purposes of chapter 3 and chapter 4 withholding,earlier,for D—A corporation the stock of which is regularly traded on one or when you may instead be subject to withholding under chapter 3 or 4 of more established securities markets,as described in Regulations the Code. section 1.1472-1(c)(1)(i). Caution:A disregarded U.S.entity that has a foreign owner must use E—A corporation that is a member of the same expanded affiliated the appropriate Form W-8. group as a corporation described in Regulations section 1.1472-1(c)(1)(i). 1� Page 260 of 901 Form W-9(Rev.3-2024) Page rJ Part II. Certification For this type of account: Give name and EIN of: To establish to the withholding agent that you are a U.S.person,or 8.Disregarded entity not owned by an The owner resident alien,sign Form W-9.You may be requested to sign by the individuai withholding agent even if item 1,4,or 5 below indicates otherwise. 9.A valid trust,estate,or pension trust Legal entity^ For a joint account,only the person whose TIN is shown in Part I 10.Corporation or LLC electing corporate The corporation should sign(when required).In the case of a disregarded entity,the status on Form 8832 or Form 2553 person identified on line 1 must sign.Exempt payees,see Exempt payee 11.Association,club,religious,charitable, The organization code,earlier. educational,or other tax-exempt Signature requirements.Complete the certification as indicated in organization items 1 through 5 below. 12.Partnership or multi-member LLC The partnership 1.Interest,dividend,and barter exchange accounts opened 13.A broker or registered nominee The broker or nominee before 1984 and broker accounts considered active during 1983. 14.Account with the Department of The public entity You must give your correct TIN,but you do not have to sign the Agriculture in the name of a public C2nifiCatiOfl. entity(such as a state or local government,school district,or prison) 2.Interest,dividend,broker,and barter exchange accounts that receives agricultural program opened after 1983 and broker accounts considered inactive during payments 1983.You must sign the certification or backup withholding will apply.If 15.Grantor trust filing Form 1041 or The trust you are subject to backup withholding and you are merely providing under the Optional Filing Method 2, your correct TIN to the requester,you must cross out item 2 in the requiring Form 1099(see Regulations certification before signing the form. section i.s�i-a(b)(2)(i)(B))" 3.Real estate transactions.You must sign the certification.You may �List first and circle the name of the person whose number you furnish. cross out item 2 of the certification. If only one person on a joint account has an SSN,that person's number 4.Other payments.You must give your correct TIN,but you do not must be furnished. have to sign the certification unless you have been notified that you have previously given an incorrect TIN."Other payments"include 2Circle the minor's name and furnish the minor's SSN. payments made in the course of the requester's trade or business for 3You must show your individual name on line 1,and enter your business rents,royalties,goods(other than bills for merchandise),medical and or DBA name,if any,on line 2.You may use either your SSN or EIN(if health care services(including payments to corporations),payments to you have one),but the IRS encourages you to use your SSN. a nonemployee for services,payments made in settlement of payment a List first and circle the name of the trust,estate,or pension trust.(Do card and third-party network transactions,payments to certain fishing not furnish the TIN of the personal representative or trustee unless the boat crew members and fishermen,and gross proceeds paid to legal entity itself is not designated in the account title.) attorneys(including payments to corporations). 'Note:The grantor must also provide a Form W-9 to the trustee of the 5.Mortgage interest paid by you,acquisition or abandonment of trust. secured property,cancellation of debt,qualified tuition program payments(under section 529),ABLE accounts(under section 529A), "'For more information on optional filing methods for grantor trusts,see IRA,Coverdell ESA,Archer MSA or HSA contributions or the Instructions for Form 1041. distributions,and pension distributions.You must give your correct Note:If no name is circled when more than one name is listed,the TIN,but you do not have to sign the certification. number will be considered to be that of the first name listed. What Name and Number To Give the Requester Secure Your Tax Records From Identity Theft For this type of account: Give name and SSN of: Identity theft occurs when someone uses your personal information, 1.individuai The individuai such as your name,SSN,or other identifying information,without your permission to commit fraud or other crimes.An identity thief may use 2.Two or more individuals Qoint account) The actual owner of the account or, your SSN to get a job or may file a tax return using your SSN to receive other than an account maintained by if combined funds,the first individual an FFI on the account� a Yefund. 3.Two or more U.S.persons Each holder of the account TO r2dUce yoUr riSk: Qoint account maintained by an FFI) •PYOt2Ct y0ur SSN, 4.Custodial account of a minor The minor2 •Ensure your employer is protecting your SSN,and (Uniform Gift to Minors Act) •Be careful when choosing a tax return preparer. 5.a.The usual revocable savings trust The grantor-trustee� (grantor is aiso trustee) If your tax records are affected by identity theft and you receive a b.So-called trust 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 state law printed on the IRS notice or letter. 6.Sole proprietorship or disregarded The owner3 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 credit card activity,or a questionable credit report,contact the IRS 7.Grantor trust filing under Optional The grantor` Identity Theft Hotline at 800-908-4490 or submit Form 14039. Filing Method 1(see Regulations section 1.671-4(b)(2)(i)(A))" For more information,see Pub.5027,Identity Theft Information for Taxpayers. 11 Page 261 of 901 Form W-9(Rev.3-2024) Page 6 Victims of identity theft who are experiencing economic harm or a Privacy Act Notice systemic problem,or are seeking help in resolving tax problems that have not been resolved through normal channels,may be eligible for Section 6109 of the Internal Revenue Code requires you to provide your Taxpayer Advocate Service(TAS)assistance.You can reach TAS by correct TIN to persons(including federal agencies)who are required to calling the TAS toll-free case intake line at 877-777-4778 or TTYlfDD file information returns with the IRS to report interest,dividends,or 800-829-4059. certain other income paid to you;mortgage interest you paid;the Protect yourself from suspicious emails or phishing schemes. acquisition or abandonment of secured property;the cancellation of Phishing is the creation and use of email and websites designed to debt;or contributions you made to an IRA,Archer MSA,or HSA.The mimic legitimate business emails and websites.The most common act person collecting this form uses the information on the form to file is sending an email to a user falsely claiming to be an established information returns with the IRS,reporting the above information. legitimate enterprise in an attempt to scam the user into surrendering Routine uses of this information include giving it to the Department of private information that will be used for identity theft. Justice for civil and criminal litigation and to cities,states,the District of Columbia,and U.S.commonwealths and territories for use in The IRS does not initiate contacts with taxpayers via emails.Also,the administering their laws.The information may also be disclosed to other IRS does not request personal detailed information through email or ask countries under a treaty,to federal and state agencies to enforce civil taxpayers for the PIN numbers,passwords,or similar secret access and criminal laws,or to federal law enforcement and intelligence information for their credit card,bank,or other financial accounts. agencies to combat terrorism.You must provide your TIN whether or not If you receive an unsolicited email claiming to be from the IRS, you are required to file a tax return.Under section 3406,payors must forward this message to phishing@irs.gov.You may also report misuse generally withhold a percentage of taxable interest,dividends,and of the IRS name,logo,or other IRS property to the Treasury Inspector certain other payments to a payee who does not give a TIN to the payor. General for Tax Administration(TIGTA)at 800-366-4484.You can Certain penalties may also apply for providing false or fraudulent forward suspicious emails to the Federal Trade Commission at information. 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.IdentityTheft.gov and Pub.5027. Go to www.irs.gov/IdentityTheft to learn more about identity theft and how to reduce your risk. 12 Page 262 of 901 YEAR Withholding Exemption CALIFORNIA FORM Certificate 2011 �This form can only be used to certify exemption from nonresident withholding under California Revenue 590 and Taxation Code(R&TC)Section 18662.Do not use this form for exemption from wage withholding.) File this form with your withholding agent.(Please type or print) Withholding agent's name Payee's name Payee's �SSN orITIN �SOS file no. ❑ CA corp. no. ❑ �I Address(number and street,PO Box,or PMB no.) Apt.no./Ste.no. City State ZIP Code Read the following carefully and check the box that applies to the payee. I certify that for the reasons checked below, the payee named on this form is exempt from the California income tax withholding requirement on payment(s)made to the entity or individual. o Individuals—Certification of Residency: I am a resident of California and I reside at the address shown above. If I become a nonresident at any time, I will promptly notify the withholding agent. See instructions for General Information D,Who is a Resident,for the definition of a resident. o Corporations: The above-named corporation has a permanent place of business in California at the address shown above or is qualified through the California Secretary of State(SOS)to do business in California.The corporation will file a California tax return and withhold on payments of California source income to nonresidents when required. If this corporation ceases to have a permanent place of business in California or ceases to do any of the above, I will promptly notify the withholding agent. See instructions for General Information F,What is a Permanent Place of Business,for the definition of permanent place of business. o Partnerships or limited liability companies(LLC): The above-named partnership or LLC has a permanent place of business in California at the address shown above or is registered with the California SOS, and is subject to the laws of California. The partnership or LLC will file a California tax return and will withhold on foreign and domestic nonresident partners or members when required. If the partnership or LLC ceases to do any of the above, I will promptly inform the withholding agent. For withholding purposes, a limited liability partnership (LLP)is treated like any other partnership. o Tax-Exempt Entities: The above-named entity is exempt from tax under California Revenue and Taxation Code(R&TC)Section 23701 (insert letter)or Internal Revenue Code Section 501(c) (insert number). The tax-exempt entity will withhold on payments of California source income to nonresidents when required. If this entity ceases to be exempt from tax, I will promptly notify the withholding agent. Individuals cannot be tax-exempt entities. o Insurance Companies, Individual Retirement Arrangements(IRAs), or Qualified Pension/Profit Sharing Plans: The above-named entity is an insurance company, IRA, or a federally qualified pension or profit-sharing plan. o CaliforniaTrusts: At least one trustee and one noncontingent beneficiary of the above-named trust is a California resident. The trust will file a California fiduciary tax return and will withhold on foreign and domestic nonresident beneficiaries when required. If the trustee becomes a nonresident at any time, I will promptly notify the withholding agent. o Estates—Certification of Residency of Deceased Person: I am the executor of the above-named person's estate.The decedent was a California resident at the time of death.The estate will file a California fiduciary tax return and will withhold on foreign and domestic nonresident beneficiaries when required. o Nonmilitary Spouse of a Military Servicemember: I am a nonmilitary spouse of a military servicemember and I meet the Military Spouse Residency Relief Act (MSRRA) requirements. See instructions for General Information E, MSRRA. CERTIFICATE: Please complete and sign below. Under penalties of perjury, I hereby certify that the information provided in this document is,to the best of my knowledge, true and correct. If conditions change, I will promptly notify the withholding agent. Payee's name and title(type or print) Daytime telephone no. Payee's signature❑ Date For Privacy Notice,get form FTB 1131. 7 O 61 1 13 Form 590 c2 2010 WEX Network Merchant App Agreement Rev.01 2017 ' � 13 Page 263 of 901 Instructions for Form 590 Withholding Exemption Certificate References in these instructions are to the California Revenue and Taxation Code(R&TC). What'S N2W • A state,a possession of the United States, until a valid certificate is received.In lieu of a - the District of Columbia,or any of its completed certificate on the preprinted form,the political subdivisions or instrumentalities withholding agent may accept as a substitute after January 1, 2010, with certain limited . A foreign government or any of its political certificate a letter from the payee explaining exceptions, payers that are required to subdivisions,agencies,or instrumentalities why the payee is not subject to withholding.The withhold and remit backup withholding to letter must contain all the information re uired the Internal Revenue Service(IRS)are also Important-This form cannot be used a requiredtowithholdandremittotheFranchise forexemptionfromwageandrealestate onthecertificateinsimilarlanguage,including Tax Board (FTB). The California backup Withholding. theunderpenaltyofperjurystatementandthe withholding rate is 7%of the payment. For • If you are an employee, any wage payee's taxpayer identification number. The California purposes,dividends,interests, withholding questions should be directed Withholding agent must retain a copy of the and any financial institutions release of loan to the FTB General Information number, certificate or substitute for at least four years funds made in the normal course of business 800.852.5711. Employers should call after the last payment to which the certificate are exempt from backup withholding. For 888.745.3886 or go towww.edd.ca.gov. applies, and provide it upon request to the additional information on California backup • Sellers of California real estate use Franchise Tax Board. withholding,gotoftb.ca.govandsearchfor Form593 fC�alEstateVlttdd�g For example, if an entertainer (or the backupwithholding. Certificate,toclaimanexemptionfromreal entertainer's business entity)is paid for a If a payee has backup withholding,the payee estate withholding. performance, the entertainer's information must contact the FTB to provide a valid must be provided. Do not submit the Taxpayer ldentification Number(TIN) before B Requirement entertainer's agent or promoter information. filingataxreturn.Thefollowingareacceptable R&TCSection18662requireswithholding Thegrantorofagrantortrustshallbetreated TINs:social security number(SSN);individual of income orfranchise tax on payments of as the payee for withholding purposes. taxpayer identification number(ITIN);federal California source income made to nonresidents Therefore,if the payee is a grantortrust and em lo er identification number FEIN ; oneormoreofthegrantorsisanonresident, p Y � � of California. withholdin is re uired. If all of the rantors California corporation number(CA Corp g Q g No.);orSecretaryofState(SOS)filenumber. Withholdingisrequiredonthefollowing,butis onthetrustareresidents,nowithholding Failure to provide a valid TIN will result in the not limitedto: is required. Resident grantors can check denial of the backup withholding credit. For • Payments to nonresidents forservices theboxonForm5901abeled"Individuals more information go to ftb.ca.gov and search rendered in California. —Certification of Residency." for backup withholding. • Distributions of California source income made to domestic nonresident S corporation D Who is a Resident shareholders, partners and members and �eneral InfQrmation��,� allocations of California source income made A California resident is any individual who to foreign partners and members. is in California for otherthan a temporary or references to a spouse, husband,or wife • Payments to nonresidents for rents if the transitory purpose or any individual domiciled also refer to a Registered Domestic Partner in California who is absentfora temporaryor RDP unless otherwise s ecified. For more Payments are made in the course of the transitory purpose. � ) P withholding agenYs business. information on RDPs,get FTB Pub.737,Tax • Payments to nonresidents for royalties with An individual domiciled in Californiawho is Information for Registered Domestic Partners. activities in California. absent from California for an uninterrupted Private Mail Box(PMB)-Include the PMB • Distributions of California source income to ��r��f��s��8��u��er in the addressfield.Write"PMB"first,then nonresident beneficiaries from an estate or the box number. Example: 111 Main Street trust. outsideCaliforniaforotherthanatemporaryor PMB 123. • Prizes and winnings received by transitory purpose. Foreign Address-Enter the information in nonresidents for contests in California. An individual is still considered outside thefollowing order:City, Country, Province/ However,withholdingisoptionalifthetotal California for other than a temporary or Region,and Postal Code.Follow the country's payments of California source income are transitory purpose if return visits to California do practice for entering the postal code.Do not $1,500 or less during the calendar year. nottotal more than 45 days during anytaxable abbreviatethecountry'sname. For more information on withholding get Yearcoveredbyanemploymentcontract. FTB Pub. 1017, Resident and Nonresident Thisprovisiondoesnotapplyifanindividual A Purpose Withholding Guidelines.To get a withholding has income from stocks, bonds, notes, or Use Form 590, Withholding Exemption publication see General Information H, other intangible personal property in excess Certificate, to certify an exemption from Publications, Forms, and Additional of$200,000 in any taxable year in which the nonresident withholding.California residents or Information. employment�relatetl contract is in effect. entities should complete and present Form 590 A spouse/RDP absent from California for to the withholding agent.The withholding agent C Who Certifies this Form an uninterrupted period of at least 546 is then relieved of the withholding requirements Form 590 is certified by the payee. An days to accompany a spouse/RDP under an if the a ent relies in ood faith on a com leted employment�relatetl contract is considered g g p incomplete certificate is invalid and the outsideofCaliforniaforotherthanatemporary and signed Form 590 unless told by the FTB Withholding agent should not accept it.If the or transitory purpose. thattheformshouldnotbereliedupon. withholding agent receives an incomplete The following are excluded from withholding certificate,the withholding agent is required to and completing this form: withhold tax on payments made to the payee • TheUnitedStatesandanyofitsagenciesor instrumentalities WEX Network Merchant App Agreement Rev.01 2017 14 Page 264 of 901 Generally, an individual who comes to Income of a military servicemember's The withholding agent must then withhold Californiaforapurposewhichwillextendover nonmilitaryspouseforservicesperformed andreportthewithholdingusingForm592, a long orindefinite period will be considered a in California is not California sourceincome Resident and Nonresident Withholding resident. However,anindividualwhocomesto subjecttostatetaxifthespouseisinCalifornia Statement,andremitthewithholdingusing perform a particularcontract of short duration to be with the servicemember serving in Form 592 -I�ayment Voucher for�t will be considered a nonresident. compliance with military orders, and the and Nonresident Withholding.Form 592 -B, For assistance in determining resident status, servicemember and spouse have the same Resident and Nonresident Withholding Tax getFTB Pub.1031,GuidelinesforDetermining domicileinastateotherthanCalifornia. Statement, is retained by the withholding agent Resident Status, and FTB Pub. 1032, Tax For additional information or assistance in and a copy is given to the payee. Information for Military Personnel,or call the determining whether the applicant meets the FTBat800.852.5711 or916.845.6500. MSRRA requirements,get FTB Pub. 1032. H Publications, Forms, and Additional Information E Military Spouse Residency F What is a Permanent Place You can download,��eW, and print California Relief Act (MSRRA) of Business tax forms and publications at ftb.ca.gov. Generally,for tax purposes you are considered A corporation has a permanent place of To have publications or forms mailed to you tomaintainyourexisting residenceordomicile. business in California if it is organized and or to get additional nonresident withholding Ifamilitaryservicememberand nonmilitary existingunderthelawsofCaliforniaorifit information, contact the Withholding Services spouse have the same state ofdomicile,the isaforeigncorporation qualifiedtotransact and Compliance. MSRRAprovides: intrastate business by the SOS.A corporation WITHHOLDING SERVICES AND • Aspouse shall notbe deemed to have lost that has not qualified to transact intrastate COMPLIANCE MS F182 a residence ordomicile in any state solely business (e.g., a corporation engaged FRANCHISE TAX BOARD by reason of being absent to be with the exclusively in interstate commerce)will be PO BOX 942867 servicemember serving in compliance with considered as having a permanent place of SACRAMENTO CA 94267 0651 military orders. businessinCaliforniaonlyifitmaintains Telephone:888.792.4900 • A spouse shall not be deemed to have apermanentofficeinCaliforniathatis g16.845.4900 acquired a residence or domicile in any permanently staffed by its employees. Fax: 916.845.9512 otherstate solely by reason of being there to be with the servicemember serving in G Withholding Agent Forallotherquestionsunrelatedtowithholding com liance with milita orders. or to access the TTY/TDD numbers, see the p ry Keep Form 590 for your records.Do not information below. Domicile is defined as the one place: send thisform to the FTB unless it has been Internet and Telephone Assistance • Whereyoumaintainatrue,fixed,and specificallyrequested. Website: ftb.ca.gov permanent home For more information,contact Withholding Telephone: 800.852.5711 from within the • Towhichyouintend to return wheneveryou Services and Compliance, see General United States are absent Information H. 916.845.6500 from outside the A military servicemember's nonmilitary spouse Thepayeemustnotifythewithholdingagentif United States is considered a nonresident for taxpurposes any ofthefollowingsituationsoccur: TTY/TDD: 800.822.6268 for persons with if the servicemember and spouse have the • The individual payee becomes a nonresident. hearing or speech impairments same domicile outside of California and the . Asistencia Por Internet y Telefono The corporation ceases to have a permanent Sitio web:ftb.ca.gov spouse is in California solely to be with the place of business in California or ceases to Telefono: 800.852.5711 dentro de los servicemember who is serving in compliance bequalifiedtodobusinessinCalifornia. E {� U ��j��g��i��}�r� • The partnership ceases to have a permanent 3�6.��.6�b��fuera de los Estados s ouses of militar servicemembers to rovide � place of business in California. Unidos p y p I he LLC ceases to have a permanent place TTY/TDD: 800.822.6268 personas con proofthattheymeetthecriteriaforCalifornia of business in California. discapacitlades auditivas personalincometaxexemptionassetforthin . The tax -ew�fiyd�ses its tax -exem pt ydel habla the MSRRA). status. Page 2 Form 590 Instructions 2010 WEX Network Merchant App Agreement Rev.01 2017 15 Page 265 of 901