HomeMy WebLinkAboutContract 57963-CA1CSC No. 57963-CA1
CITY OF FORT WORTH
ASSIGNMENT
For value received The F Dohmen Co dba Horizon Lab Systems, LLC ("Assignor"),
hereby assigns to Clinisys, Inc. ("Assignee"), all of its right, title and interest in and to any and
all sums of money now due or to become due from the City of Fort Worth to Assignor under
CSCO 57963 (the "Contracts") and Assignee agrees to assume and perform all duties and
obligations required by Assignor under the terms of the Contracts.
This Assignment constitutes the entire agreement between Assignor and Assignee with
respect to the subject matter hereof. No modification of any provision of this Assignment shall
be effective unless in writing and signed by Assignor and Assignee. This Assignment shall inure
to the benefit of and be binding upon Assignor and Assignee and their respective successors and
assigns. This Assignment shall be governed by the terms of the original Contracts between
Assignor and various other entities and the City of Fort Worth and the laws of the State of Texas,
without application of principles of conflicts of law.
This Assignment may be executed in one or more counterparts each of which shall be
deemed an original but all of which together shall constitute one and the same instrument.
Signed signature pages may be transmitted by facsimile or e-mail, and any such signature shall
have the same legal effect as an original.
Dated the day of 2023,
The F Dohmen Co dba Horizon Lab Systems, LLC
(Assignor)
_B ': _ -
�I'rint:
Title: Gf 7-6
Clinisys, Inc.
(Assignee) Q /�
By: U.,.-.0
Print: Andrew Branski
Title: Chief Financial Officer
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Assignment Page 1 of
NOTARY ACKNOWLEDGEMENT
On the 1 t0 day of '`i 2023, personally appeared
ft i+m—ef -j:' M t i'M i'; (who acknowledged tome that (s)he is the Chief Financial Officer of The F
Dolunen Co dba Horizon Lab Systems, LLC ("Assignor"), and that (s)he executed this document
for the purposes and consideration contained herein.
The F Dohmen Co dba Horizon Lab Systems, LLC
By:
Print:-,,,
Title: C
SUBSCRIBED TO before me on this �0 day of -A)AD , 2023.
A.
N0rg9y N Notary Public in and for the State of t; L,115C011
- p`UB�M commission Expires:
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�OF WISGG��
NOTARY ACKNOWLEDGEMENT
On the I la day of , j •,, ,-, 2 2023, personally appeared
i1 W :,- G `-z-A;--• 1 , who acknowledged to me that (s)he is the Chief Financial Officer of
Clinisys, Inc., ("Assignee"), and that (s)he executed this document for the purposes and
consideration contained herein. f
Clinisys, Inc.
BY:
Print: Andrew Branski
Title: Chief Financial Officer
SUBSCRIBED TO before me on this `h day of Sv n- , 2023.
Notary lic ' for the State of -Mv1Cj
My commission Expires: ICI U* D
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JENNIFERZUPANCIC �
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Notary
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Pima County
Commission M 588699 '
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Assignment Page 2 of
CONSENT TO ASSIGNMENT
The City of Fort Worth consents to the assignment of The F Dohmen Co dba
Horizon Lab Systems, LLC ("Assignor") to Clinisys, Inc. ("Assignee"), of all its rights, title,
and obligation owing and all funds due or to become due to Assignor under CSCO 57963 as
long as all terms required of Assignor in said contracts are met by Assignee.
CITY OF FORT WORTH
Christ00%er Harder
Jun 28 2023
'
Christopher Harder (Jun 28, 2023 15:34 CDT)
Department Director
Date
v 8
Dana Burghs; (J 29, 20 :35 CDT)
Jun 29, 2023
Assistant City Manager
Date
A
Reginald fveb (Jun 29, 202313:23 CDT)
Jun 29, 2023
Reginal Zeno- Chief Financial Officer
Date
4AL—
Jo Gunn2 CDT)
Jun 29, 2023
Jo Ann Gunn — Chief Purchasing Officer
Date
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Jun 29, 2023
Jannette Goodall, City Secretary
Date
APPROVED AS TO FORM AND LEGALITY:
City of Fort Worth Sr. Assistant City Attorney
Contract Compliance Manager:
By signing I acknowledge that I am the person responsible
for the monitoring and administration of this contract, including ensuring all performance and
reporting requirements.
J u n 28 2023
Richard Lisenb a (Jun 28, 202313:54 CDT)
Employee Signature/Date
Sr. Water IT Mgr & Contract Compliance Manager
Title
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Assignment Page 3 of
Form Request for Taxpayer Give Form to the
(Rev. October2018) Identification Number and Certification requester. Do not
Department of the Treasury send to the IRS.
Internal Revenue Service ► Go to wwwJrs.gov/FormW9 for instructions and the latest information.
1 Name (as shown on your income tax return). Name is required on this line; do not leave this line blank.
CliniSys, Inc.
a�
3 Check appropriate box for federal tax classification of the person whose name is entered on line 1. Check only one of the
4 Exemptions (codes apply only to
to
following seven boxes.
certain entities, not individuals; see
a
instructions on page 3):
o
ElIndividual/sole proprietor or ❑✓ C Corporation ElS Corporation ❑ Partnership ❑ Trust/estate
c
single -member LLC
Exempt payee code (if any) 5
0.0
❑ Limited liability company. Enter the tax classification (C=C corporation, S=S corporation, P=Partnership) ►
p
Note: Check the appropriate box in the line above for the tax classification of the single -member owner. Do not check
Exemption from FATCA reporting
c
LLC if the LLC is classified as a single -member LLC that is disregarded from the owner unless the owner of the LLC is
code (if any) E
IL °
w
another LLC that is not disregarded from the owner for U.S. federal tax purposes. Otherwise, a single -member LLC that
is disregarded from the owner should check the appropriate box for the tax classification of its owner.
V
N
❑ Other (see instructions) ►
(Applies to accounts maintained outside the U.S.)
fn
5 Address (number, street, and apt. or suite no.) See instructions. Requester's name and address (optional)
a
3300 E. Sunrise Drive
U)
6 City, state, and ZIP code
Tucson, AZ 85718
7 List account number(s) here (optional)
KM 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 - m
resident alien, sole proprietor, or disregarded entity, see the instructions for Part I, later. For other
entities, it is your employer identification number (EIN). If you do not have a number, see How to get a
TIN, later. or
Note: If the account is in more than one name, see the instructions for line 1. Also see What Name and Employer identification number
Number To Give the Requester for guidelines on whose number to enter.
8 6 - 0 3 1 7 8 2 2 3
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. 1 am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue
Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am
no longer subject to backup withholding; and
3. 1 am a U.S. citizen or other U.S. person (defined below); and
4. The FATCA code(s) entered on this form (if any) indicating that I am exempt from FATCA reporting is correct.
Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because
you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid,
acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments
other than interest and dividends, you are not required to sign the certification, but you must provide your correct TIN. See the instructions for Part 11, later.
Sign Signature of ! / / _ /'
Here U.S. person No- ?�i'i�i / �(til.�� -
General Instructions
Section references are to the Internal Revenue Code unless otherwise
noted.
Future developments. For the latest information about developments
related to Form W-9 and its instructions, such as legislation enacted
after they were published, go to www.irs.gov/FormW9.
Purpose of Form
An individual or entity (Form W-9 requester) who is required to file an
information return with the IRS must obtain your correct taxpayer
identification number (TIN) which may be your social security number
(SSN), individual taxpayer identification number (ITIN), adoption
taxpayer identification number (ATIN), or employer identification number
(EIN), to report on an information return the amount paid to you, or other
amount reportable on an information return. Examples of information
returns include, but are not limited to, the following.
• Form 1099-INT (interest earned or paid)
Date ► May 6, 2022
• Form 1099-DIV (dividends, including those from stocks or mutual
funds)
• Form 1099-MISC (various types of income, prizes, awards, or gross
proceeds)
• Form 1099-B (stock or mutual fund sales and certain other
transactions by brokers)
• Form 1099-S (proceeds from real estate transactions)
• Form 1099-K (merchant card and third party network transactions)
• Form 1098 (home mortgage interest), 1098-E (student loan interest),
1098-T (tuition)
• Form 1099-C (canceled debt)
• Form 1099-A (acquisition or abandonment of secured property)
Use Form W-9 only if you are a U.S. person (including a resident
alien), to provide your correct TIN.
If you do not return Form W-9 to the requester with a TIN, you might
be subject to backup withholding. See What is backup withholding,
later.
Cat. No. 10231X Form W-9 (Rev. 10-2018)
Form W-9 (Rev. 10-2018)
Page 2
By signing the filled -out form, you:
1. Certify that the TIN you are giving is correct (or you are waiting for a
number to be issued),
2. Certify that you are not subject to backup withholding, or
3. Claim exemption from backup withholding if you are a U.S. exempt
payee. If applicable, you are also certifying that as a U.S. person, your
allocable share of any partnership income from a U.S. trade or business
is not subject to the withholding tax on foreign partners' share of
effectively connected income, and
4. Certify that FATCA code(s) entered on this form (if any) indicating
that you are exempt from the FATCA reporting, is correct. See What is
FATCA reporting, later, for further information.
Note: If you are a U.S. person and a requester gives you a form other
than Form W-9 to request your TIN, you must use the requester's form if
it is substantially similar to this Form W-9.
Definition of a U.S. person. For federal tax purposes, you are
considered a U.S. person if you are:
• An individual who is a U.S. citizen or U.S. resident alien;
• A partnership, corporation, company, or association created or
organized in the United States or under the laws of the United States;
• An estate (other than a foreign estate); or
• A domestic trust (as defined in Regulations section 301.7701-7).
Special rules for partnerships. Partnerships that conduct a trade or
business in the United States are generally required to pay a withholding
tax under section 1446 on any foreign partners' share of effectively
connected taxable income from such business. Further, in certain cases
where a Form W-9 has not been received, the rules under section 1446
require a partnership to presume that a partner is a foreign person, and
pay the section 1446 withholding tax. Therefore, if you are a U.S. person
that is a partner in a partnership conducting a trade or business in the
United States, provide Form W-9 to the partnership to establish your
U.S. status and avoid section 1446 withholding on your share of
partnership income.
In the cases below, the following person must give Form W-9 to the
partnership for purposes of establishing its U.S. status and avoiding
withholding on its allocable share of net income from the partnership
conducting a trade or business in the United States.
• In the case of a disregarded entity with a U.S. owner, the U.S. owner
of the disregarded entity and not the entity;
• In the case of a grantor trust with a U.S. grantor or other U.S. owner,
generally, the U.S. grantor or other U.S. owner of the grantor trust and
not the trust; and
• In the case of a U.S. trust (other than a grantor trust), the U.S. trust
(other than a grantor trust) and not the beneficiaries of the trust.
Foreign person. If you are a foreign person or the U.S. branch of a
foreign bank that has elected to be treated as a U.S. person, do not use
Form W-9. Instead, use the appropriate Form W-8 or Form 8233 (see
Pub. 515, Withholding of Tax on Nonresident Aliens and Foreign
Entities).
Nonresident alien who becomes a resident alien. Generally, only a
nonresident alien individual may use the terms of a tax treaty to reduce
or eliminate U.S. tax on certain types of income. However, most tax
treaties contain a provision known as a "saving clause." Exceptions
specified in the saving clause may permit an exemption from tax to
continue for certain types of income even after the payee has otherwise
become a U.S. resident alien for tax purposes.
If you are a U.S. resident alien who is relying on an exception
contained in the saving clause of a tax treaty to claim an exemption
from U.S. tax on certain types of income, you must attach a statement
to Form W-9 that specifies the following five items.
1. The treaty country. Generally, this must be the same treaty under
which you claimed exemption from tax as a nonresident alien.
2. The treaty article addressing the income.
3. The article number (or location) in the tax treaty that contains the
saving clause and its exceptions.
4. The type and amount of income that qualifies for the exemption
from tax.
5. Sufficient facts to justify the exemption from tax under the terms of
the treaty article.
Example. Article 20 of the U.S.-China income tax treaty allows an
exemption from tax for scholarship income received by a Chinese
student temporarily present in the United States. Under U.S. law, this
student will become a resident alien for tax purposes if his or her stay in
the United States exceeds 5 calendar years. However, paragraph 2 of
the first Protocol to the U.S.-China treaty (dated April 30, 1984) allows
the provisions of Article 20 to continue to apply even after the Chinese
student becomes a resident alien of the United States. A Chinese
student who qualifies for this exception (under paragraph 2 of the first
protocol) and is relying on this exception to claim an exemption from tax
on his or her scholarship or fellowship income would attach to Form
W-9 a statement that includes the information described above to
support that exemption.
If you are a nonresident alien or a foreign entity, give the requester the
appropriate completed Form W-8 or Form 8233.
Backup Withholding
What is backup withholding? Persons making certain payments to you
must under certain conditions withhold and pay to the IRS 24% of such
payments. This is called "backup withholding." Payments that may be
subject to backup withholding include interest, tax-exempt interest,
dividends, broker and barter exchange transactions, rents, royalties,
nonemployee pay, payments made in settlement of payment card and
third party network transactions, and certain payments from fishing boat
operators. Real estate transactions are not subject to backup
withholding.
You will not be subject to backup withholding on payments you
receive if you give the requester your correct TIN, make the proper
certifications, and report all your taxable interest and dividends on your
tax return.
Payments you receive will be subject to backup withholding if:
1. You do not furnish your TIN to the requester,
2. You do not certify your TIN when required (see the instructions for
Part II for details),
3. The IRS tells the requester that you furnished an incorrect TIN,
4. The IRS tells you that you are subject to backup withholding
because you did not report all your interest and dividends on your tax
return (for reportable interest and dividends only), or
5. You do not certify to the requester that you are not subject to
backup withholding under 4 above (for reportable interest and dividend
accounts opened after 1983 only).
Certain payees and payments are exempt from backup withholding.
See Exempt payee code, later, and the separate Instructions for the
Requester of Form W-9 for more information.
Also see Special rules for partnerships, earlier.
What is FATCA Reporting?
The Foreign Account Tax Compliance Act (FATCA) requires a
participating foreign financial institution to report all United States
account holders that are specified United States persons. Certain
payees are exempt from FATCA reporting. See Exemption from FATCA
reporting code, later, and the Instructions for the Requester of Form
W-9 for more information.
Updating Your Information
You must provide updated information to any person to whom you
claimed to be an exempt payee if you are no longer an exempt payee
and anticipate receiving reportable payments in the future from this
person. For example, you may need to provide updated information if
you are a C corporation that elects to be an S corporation, or if you no
longer are tax exempt. In addition, you must furnish a new Form W-9 if
the name or TIN changes for the account; for example, if the grantor of a
grantor trust dies.
Penalties
Failure to furnish TIN. If you fail to furnish your correct TIN to a
requester, you are subject to a penalty of $50 for each such failure
unless your failure is due to reasonable cause and not to willful neglect.
Civil penalty for false information with respect to withholding. If you
make a false statement with no reasonable basis that results in no
backup withholding, you are subject to a $500 penalty.
Form W-9 (Rev. 10-2018)
Page 3
Criminal penalty for falsifying information. Willfully falsifying
certifications or affirmations may subject you to criminal penalties
including fines and/or imprisonment.
Misuse of TINS. If the requester discloses or uses TINs in violation of
federal law, the requester may be subject to civil and criminal penalties.
Specific Instructions
Line 1
You must enter one of the following on this line; do not leave this line
blank. The name should match the name on your tax return.
If this Form W-9 is for a joint account (other than an account
maintained by a foreign financial institution (FFI)), list first, and then
circle, the name of the person or entity whose number you entered in
Part I of Form W-9. If you are providing Form W-9 to an FFI to document
a joint account, each holder of the account that is a U.S. person must
provide a Form W-9.
a. Individual. Generally, enter the name shown on your tax return. If
you have changed your last name without informing the Social Security
Administration (SSA) of the name change, enter your first name, the last
name as shown on your social security card, and your new last name.
Note: ITIN applicant: Enter your individual name as it was entered on
your Form W-7 application, line 1 a. This should also be the same as the
name you entered on the Form 1040/1040A/1040EZ you filed with your
application.
b. Sole proprietor or single -member LLC. Enter your individual
name as shown on your 1040/1040A/1040EZ on line 1. You may enter
your business, trade, or "doing business as" (DBA) name on line 2.
c. Partnership, LLC that is not a single -member LLC, C
corporation, or S corporation. Enter the entity's name as shown on the
entity's tax return on line 1 and any business, trade, or DBA name on
line 2.
d. Other entities. Enter your name as shown on required U.S. federal
tax documents on line 1. This name should match the name shown on the
charter or other legal document creating the entity. You may enter any
business, trade, or DBA name on line 2.
e. Disregarded entity. For U.S. federal tax purposes, an entity that is
disregarded as an entity separate from its owner is treated as a
"disregarded entity." See Regulations section 301.7701-2(c)(2)(iii). Enter
the owner's name on line 1. The name of the entity entered on line 1
should never be a disregarded entity. The name on line 1 should be the
name shown on the income tax return on which the income should be
reported. For example, if a foreign LLC that is treated as a disregarded
entity for U.S. federal tax purposes has a single owner that is a U.S.
person, the U.S. owner's name is required to be provided on line 1. If
the direct owner of the entity is also a disregarded entity, enter the first
owner that is not disregarded for federal tax purposes. Enter the
disregarded entity's name on line 2, "Business name/disregarded entity
name." If the owner of the disregarded entity is a foreign person, the
owner must complete an appropriate Form W-8 instead of a Form W-9.
This is the case even if the foreign person has a U.S. TIN.
Line 2
If you have a business name, trade name, DBA name, or disregarded
entity name, you may enter it on line 2.
Line 3
Check the appropriate box on line 3 for the U.S. federal tax
classification of the person whose name is entered on line 1. Check only
one box on line 3.
IF the entity/person on line 1 is
THEN check the box for ...
a(n) ..
• Corporation
Corporation
• Individual
Individual/sole proprietor or single-
• Sole proprietorship, or
member LLC
• Single -member limited liability
company (LLC) owned by an
individual and disregarded for U.S.
federal tax purposes.
• LLC treated as a partnership for
Limited liability company and enter
U.S. federal tax purposes,
the appropriate tax classification.
• LLC that has filed Form 8832 or
(P= Partnership; C= C corporation;
2553 to be taxed as a corporation,
or S= S corporation)
or
• LLC that is disregarded as an
entity separate from its owner but
the owner is another LLC that is
not disregarded for U.S. federal tax
purposes.
• Partnership Partnership
• Trust/estate Trust/estate
Line 4, Exemptions
If you are exempt from backup withholding and/or FATCA reporting,
enter in the appropriate space on line 4 any code(s) that may apply to
you.
Exempt payee code.
• Generally, individuals (including sole proprietors) are not exempt from
backup withholding.
• Except as provided below, corporations are exempt from backup
withholding for certain payments, including interest and dividends.
• Corporations are not exempt from backup withholding for payments
made in settlement of payment card or third party network transactions.
• Corporations are not exempt from backup withholding with respect to
attorneys' fees or gross proceeds paid to attorneys, and corporations
that provide medical or health care services are not exempt with respect
to payments reportable on Form 1099-MISC.
The following codes identify payees that are exempt from backup
withholding. Enter the appropriate code in the space in line 4.
1—An organization exempt from tax under section 501(a), any IRA, or
a custodial account under section 403(b)(7) if the account satisfies the
requirements of section 401(f)(2)
2—The United States or any of its agencies or instrumentalities
3—A state, the District of Columbia, a U.S. commonwealth or
possession, or any of their political subdivisions or instrumentalities
4—A foreign government or any of its political subdivisions, agencies,
or instrumentalities
5—A corporation
6—A dealer in securities or commodities required to register in the
United States, the District of Columbia, or a U.S. commonwealth or
possession
7—A futures commission merchant registered with the Commodity
Futures Trading Commission
8—A real estate investment trust
9—An entity registered at all times during the tax year under the
Investment Company Act of 1940
10—A common trust fund operated by a bank under section 584(a)
11—A financial institution
12—A middleman known in the investment community as a nominee or
custodian
13—A trust exempt from tax under section 664 or described in section
4947
Form W-9 (Rev. 10-2018)
Page 4
The following chart shows types of payments that may be exempt
from backup withholding. The chart applies to the exempt payees listed
above, 1 through 13.
IF the payment is for ... THEN the payment is exempt
for...
Interest and dividend payments All exempt payees except
for 7
Broker transactions Exempt payees 1 through 4 and 6
through 11 and all C corporations.
S corporations must not enter an
exempt payee code because they
are exempt only for sales of
noncovered securities acquired
prior to 2012.
Barter exchange transactions and Exempt payees 1 through 4
patronage dividends
Payments over $600 required to be Generally, exempt payees
reported and direct sales over 1 through 52
$5,0001
Payments made in settlement of Exempt payees 1 through 4
payment card or third party network
transactions
1 See Form 1099-MISC, Miscellaneous Income, and its instructions
2 However, the following payments made to a corporation and
reportable on Form 1099-MISC are not exempt from backup
withholding: medical and health care payments, attorneys' fees, gross
proceeds paid to an attorney reportable under section 6045(f), and
payments for services paid by a federal executive agency.
Exemption from FATCA reporting code. The following codes identify
payees that are exempt from reporting under FATCA. These codes
apply to persons submitting this form for accounts maintained outside
of the United States by certain foreign financial institutions. Therefore, if
you are only submitting this form for an account you hold in the United
States, you may leave this field blank. Consult with the person
requesting this form if you are uncertain if the financial institution is
subject to these requirements. A requester may indicate that a code is
not required by providing you with a Form W-9 with "Not Applicable" (or
any similar indication) written or printed on the line for a FATCA
exemption code.
A —An organization exempt from tax under section 501(a) or any
individual retirement plan as defined in section 7701(a)(37)
B—The United States or any of its agencies or instrumentalities
C—A state, the District of Columbia, a U.S. commonwealth or
possession, or any of their political subdivisions or instrumentalities
D—A corporation the stock of which is regularly traded on one or
more established securities markets, as described in Regulations
section 1.1472-1(c)(1)(i)
E—A corporation that is a member of the same expanded affiliated
group as a corporation described in Regulations section 1.1472-1(c)(1)(i)
F—A dealer in securities, commodities, or derivative financial
instruments (including notional principal contracts, futures, forwards,
and options) that is registered as such under the laws of the United
States or any state
G—A real estate investment trust
H—A regulated investment company as defined in section 851 or an
entity registered at all times during the tax year under the Investment
Company Act of 1940
I —A common trust fund as defined in section 584(a)
J—A bank as defined in section 581
K—A broker
L—A trust exempt from tax under section 664 or described in section
4947(a)(1)
M—A tax exempt trust under a section 403(b) plan or section 457(g)
plan
Note: You may wish to consult with the financial institution requesting
this form to determine whether the FATCA code and/or exempt payee
code should be completed.
Line 5
Enter your address (number, street, and apartment or suite number).
This is where the requester of this Form W-9 will mail your information
returns. If this address differs from the one the requester already has on
file, write NEW at the top. If a new address is provided, there is still a
chance the old address will be used until the payor changes your
address in their records.
Line 6
Enter your city, state, and ZIP code.
Part I. Taxpayer Identification Number (TIN)
Enter your TIN in the appropriate box. If you are a resident alien and
you do not have and are not eligible to get an SSN, your TIN is your IRS
individual taxpayer identification number (ITIN). Enter it in the social
security number box. If you do not have an ITIN, see How to get a TIN
below.
If you are a sole proprietor and you have an EIN, you may enter either
your SSN or EIN.
If you are a single -member LLC that is disregarded as an entity
separate from its owner, enter the owner's SSN (or EIN, if the owner has
one). Do not enter the disregarded entity's EIN. If the LLC is classified as
a corporation or partnership, enter the entity's EIN.
Note: See What Name and Number To Give the Requester, later, for
further clarification of name and TIN combinations.
How to get a TIN. If you do not have a TIN, apply for one immediately.
To apply for an SSN, get Form SS-5, Application for a Social Security
Card, from your local SSA office or get this form online at
www.SSA.gov. You may also get this form by calling 1-800-772-1213.
Use Form W-7, Application for IRS Individual Taxpayer Identification
Number, to apply for an ITIN, or Form SS-4, Application for Employer
Identification Number, to apply for an EIN. You can apply for an EIN
online by accessing the IRS website at www.irs.gov/Businesses and
clicking on Employer Identification Number (EIN) under Starting a
Business. Go to www.irs.gov/Forms to view, download, or print Form
W-7 and/or Form SS-4. Or, you can go to www.irs.gov/OrderForms to
place an order and have Form W-7 and/or SS-4 mailed to you within 10
business days.
If you are asked to complete Form W-9 but do not have a TIN, apply
for a TIN and write "Applied For" in the space for the TIN, sign and date
the form, and give it to the requester. For interest and dividend
payments, and certain payments made with respect to readily tradable
instruments, generally you will have 60 days to get a TIN and give it to
the requester before you are subject to backup withholding on
payments. The 60-day rule does not apply to other types of payments.
You will be subject to backup withholding on all such payments until
you provide your TIN to the requester.
Note: Entering "Applied For" means that you have already applied for a
TIN or that you intend to apply for one soon.
Caution: A disregarded U.S. entity that has a foreign owner must use
the appropriate Form W-8.
Part II. Certification
To establish to the withholding agent that you are a U.S. person, or
resident alien, sign Form W-9. You may be requested to sign by the
withholding agent even if item 1, 4, or 5 below indicates otherwise.
For a joint account, only the person whose TIN is shown in Part I
should sign (when required). In the case of a disregarded entity, the
person identified on line 1 must sign. Exempt payees, see Exempt payee
code, earlier.
Signature requirements. Complete the certification as indicated in
items 1 through 5 below.
Form W-9 (Rev. 10-2018)
Pager)
1. Interest, dividend, and barter exchange accounts opened
before 1984 and broker accounts considered active during 1983.
You must give your correct TIN, but you do not have to sign the
certification.
2. Interest, dividend, broker, and barter exchange accounts
opened after 1983 and broker accounts considered inactive during
1983. You must sign the certification or backup withholding will apply. If
you are subject to backup withholding and you are merely providing
your correct TIN to the requester, you must cross out item 2 in the
certification before signing the form.
3. Real estate transactions. You must sign the certification. You may
cross out item 2 of the certification.
4. Other payments. You must give your correct TIN, but you do not
have to sign the certification unless you have been notified that you
have previously given an incorrect TIN. "Other payments" include
payments made in the course of the requester's trade or business for
rents, royalties, goods (other than bills for merchandise), medical and
health care services (including payments to corporations), payments to
a nonemployee for services, payments made in settlement of payment
card and third party network transactions, payments to certain fishing
boat crew members and fishermen, and gross proceeds paid to
attorneys (including payments to corporations).
5. Mortgage interest paid by you, acquisition or abandonment of
secured property, cancellation of debt, qualified tuition program
payments (under section 529), ABLE accounts (under section 529A),
IRA, Coverdell ESA, Archer MSA or HSA contributions or
distributions, and pension distributions. You must give your correct
TIN, but you do not have to sign the certification.
What Name and Number To Give the Requester
For this type of account: Give name and SSN of:
1. Individual The individual
2. Two or more individuals Qoint
The actual owner of the account or, if
account) other than an account
combined funds, the first individual on
maintained by an FFI
the account'
3. Two or more U.S. persons
Each holder of the account
(joint account maintained by an FFI)
4. Custodial account of a minor
The minor'
(Uniform Gift to Minors Act)
5. a. The usual revocable savings trust
The grantor -trustee
(grantor is also trustee)
b. So-called trust account that is not
The actual owner
a legal or valid trust under state law
6. Sole proprietorship or disregarded
The owner3
entity owned by an individual
7. Grantor trust filing under Optional
The grantor"
Form 1099 Filing Method 1 (see
Regulations section 1.671-4(b)(2)(i)
(A))
For this type of account: Give name and EIN of:
8. Disregarded entity not owned by an The owner
individual
9. A valid trust, estate, or pension trust Legal entity°
10. Corporation or LLC electing The corporation
corporate status on Form 8832 or
Form 2553
11. Association, club, religious, The organization
charitable, educational, or other tax-
exempt organization
12. Partnership or multi -member LLC The partnership
13. A broker or registered nominee The broker or nominee
For this type of account: Give name and EIN of:
14. Account with the Department of The public entity
Agriculture in the name of a public
entity (such as a state or local
government, school district, or
prison) that receives agricultural
program payments
15. Grantor trust filing under the Form The trust
1041 Filing Method or the Optional
Form 1099 Filing Method 2 (see
Regulations section 1.671-4(b)(2)(i)(13))
List first and circle the name of the person whose number you furnish.
If only one person on a joint account has an SSN, that person's number
must be furnished.
2 Circle the minor's name and furnish the minor's SSN.
3 You must show your individual name and you may also enter your
business or DBA name on the "Business name/disregarded entity"
name line. You may use either your SSN or EIN (if you have one), but the
IRS encourages you to use your SSN.
° List first and circle the name of the trust, estate, or pension trust. (Do
not furnish the TIN of the personal representative or trustee unless the
legal entity itself is not designated in the account title.) Also see Special
rules for partnerships, earlier.
*Note: The grantor also must provide a Form W-9 to trustee of trust.
Note: If no name is circled when more than one name is listed, the
number will be considered to be that of the first name listed.
Secure Your Tax Records From Identity Theft
Identity theft occurs when someone uses your personal information
such as your name, SSN, or other identifying information, without your
permission, to commit fraud or other crimes. An identity thief may use
your SSN to get a job or may file a tax return using your SSN to receive
a refund.
To reduce your risk:
• Protect your SSN,
• Ensure your employer is protecting your SSN, and
• Be careful when choosing a tax preparer.
If your tax records are affected by identity theft and you receive a
notice from the IRS, respond right away to the name and phone number
printed on the IRS notice or letter.
If your tax records are not currently affected by identity theft but you
think you are at risk due to a lost or stolen purse or wallet, questionable
credit card activity or credit report, contact the IRS Identity Theft Hotline
at 1-800-908-4490 or submit Form 14039.
For more information, see Pub. 5027, Identity Theft Information for
Taxpayers.
Victims of identity theft who are experiencing economic harm or a
systemic problem, or are seeking help in resolving tax problems that
have not been resolved through normal channels, may be eligible for
Taxpayer Advocate Service (TAS) assistance. You can reach TAS by
calling the TAS toll -free case intake line at 1-877-777-4778 or TTY/TDD
1-800-829-4059.
Protect yourself from suspicious emails or phishing schemes.
Phishing is the creation and use of email and websites designed to
mimic legitimate business emails and websites. The most common act
is sending an email to a user falsely claiming to be an established
legitimate enterprise in an attempt to scam the user into surrendering
private information that will be used for identity theft.
Form W-9 (Rev. 10-2018)
Page 6
The IRS does not initiate contacts with taxpayers via emails. Also, the
IRS does not request personal detailed information through email or ask
taxpayers for the PIN numbers, passwords, or similar secret access
information for their credit card, bank, or other financial accounts.
If you receive an unsolicited email claiming to be from the IRS,
forward this message to phishing@irs.gov. You may also report misuse
of the IRS name, logo, or other IRS property to the Treasury Inspector
General for Tax Administration (TIGTA) at 1-800-366-4484. You can
forward suspicious emails to the Federal Trade Commission at
spam@uce.gov or report them at www.ftc.gov/complaint. You can
contact the FTC at www.ftc.gov/idtheft or 877-IDTHEFT (877-438-4338).
If you have been the victim of identity theft, see www.ldentityTheft.gov
and Pub. 5027.
Visit www.irs.gov11dentityTheft to learn more about identity theft and
how to reduce your risk.
Privacy Act Notice
Section 6109 of the Internal Revenue Code requires you to provide your
correct TIN to persons (including federal agencies) who are required to
file information returns with the IRS to report interest, dividends, or
certain other income paid to you; mortgage interest you paid; the
acquisition or abandonment of secured property; the cancellation of
debt; or contributions you made to an IRA, Archer MSA, or HSA. The
person collecting this form uses the information on the form to file
information returns with the IRS, reporting the above information.
Routine uses of this information include giving it to the Department of
Justice for civil and criminal litigation and to cities, states, the District of
Columbia, and U.S. commonwealths and possessions for use in
administering their laws. The information also may be disclosed to other
countries under a treaty, to federal and state agencies to enforce civil
and criminal laws, or to federal law enforcement and intelligence
agencies to combat terrorism. You must provide your TIN whether or
not you are required to file a tax return. Under section 3406, payers
must generally withhold a percentage of taxable interest, dividend, and
certain other payments to a payee who does not give a TIN to the payer.
Certain penalties may also apply for providing false or fraudulent
information.
Corporations Section �� E O
P.O.Box 13697
Austin, Texas 78711-3697 `
John B. Scott
Secretary of State
Office of the Secretary of State
CERTIFICATE OF FILING
OF
CiniSys, Inc
File Number: 804601339
The undersigned, as Secretary of State of Texas, hereby certifies that an Application for Registration for
the above named Foreign For -Profit Corporation to transact business in this State has been received in
this office and has been found to conform to the applicable provisions of law.
ACCORDINGLY, the undersigned, as Secretary of State, and by virtue of the authority vested in the
secretary by law, hereby issues this certificate evidencing the authority of the entity to transact business in
this State from and after the effective date shown below for the purpose or purposes set forth in the
application under the name of
C1iniSys, Inc
The issuance of this certificate does not authorize the use of a name in this state in violation of the rights
of another under the federal Trademark Act of 1946, the Texas trademark law, the Assumed Business or
Professional Name Act, or the common law.
Dated: 05/31/2022
Effective: 05/31/2022
John B. Scott
Secretary of State
Come visit us on the internet at https://www. sos. texas.gov/
Phone: (512) 463-5555 Fax: (512) 463-5709 Dial: 7-1-1 for Relay Services
Prepared by: Elizabeth "Annie" Denton TID: 10308 Document: 1152477040008
Filing#:804601339 Document#:1152477040008 Filed on 5/31/2022 received by Upload
Form 301
(Revised 05/11)
Submit in duplicate to:
Secretary of State
F.D. Box 13697
Austin, TX 78711-3697
512 463-5555
FAX: 512/463-5709
Filing Fee: $750
Application for
Registration of a
Foreign For -Profit
Corporation
Ibis space reserved for office use.
1. The entity is a foreign for -profit corporation. The name of the entity is:
CliDisys, Inc
Provide the full legal name of the entity as stated in the entitys formation document in its jurisdiction of formorion.
2A. The name of the corporation in its jurisdiction of formation does not contain the word
"corporation," "company," "incorporated," or "limited" (or an abbreviation thereof). The name of the
corporation with the word or abbreviation that it elects to add for use in Texas is:
2B. The corporation name is not available in Texas. The assumed name under which the corporation
will qualify and transact business in Texas is:
The assumed name must include an acceptable organizational identifier or an accepted abbreviation of one of these terms.
3. Its federal employer identification number is. 86-0379223
❑ Federal employer identification number information is not available at this time.
4. It is incorporated under the laws of: (set forth state or foreign country) Pennsylvania
and the date of its formation in that jurisdiction is: 04/13/1981
rnmlddlyyyy
5. As of the date of filing, the undersigned certifies that the foreign corporation currently exists as a
valid corporation under the laws of the jurisdiction of its formation.
6. The purpose or purposes of the corporation that it proposes to pursue in the transaction of business
in Texas are set forth below.
any lawful business or activity under the law of Texas
The corporation also certifies that it is authorized to pursue such stated purpose or purposes in the
state or country under which it is incorporated.
7. The date on which the foreign entity intends to transact business in Texas, or the date on which the
foreign entity first transacted business in Texas is: date of filing
m+nlddl}o" Late fees may apply (see instructions).
8. The principal office address of the corporation is:
3300 E. Sunrise Drive, Tucson, AZ 85718
Address City State Country 2 pCode
Form 301 5
Complete item 9A or 913, but not both. Complete item 9C.
J❑ 9A. The initial registered agent is an organization (cannot be entity named above) by the name of:
Corporation Service Company dlbla CSC -Lawyers Incorporating Service Company
OR
❑ 9B. The initial registered agent is an individual resident of the state whose name is:
First Name M.I. Last Name Suffix
9C. The business address of the registered agent and the registered office address is:
211 E. 7th Street, Suite 620, Austin TX 78701-3218
Street Address City stale Zip Code
10. The corporation hereby appoints the Secretary of State of Texas as its agent for service of process
under the circumstances set forth in section 5.251 of the Texas Business Organizations Code.
11. The name and address of each person on the board of directors is:
Director 1
John K. Stipancich
First Name M.1. Lost Name
6901 Professional Parkway, #200, Lakewood Ranch, FL 34240
Street or Mailing Address City
Director 2
Jason Conley
First Name M.I. _ Last Name
6901 Professional Parkway, #200, Lakewood Ranch,.FL- 34240 _
Street or Mailing Address City
Director 3
Robert Crisei
suffix
State Country Zip Code
First Name A11 fast Name
6901 Professional Parkway, #200, Lakewood Ranch, FL 34240
Street or Mailing Address City
-Supplemental Provisions/InforMation
Text Area: 11he Washed addendum, if atiyjs incorporated herein by rJerence.j-
Form 301 6
Su�x
State Country Zip Cade
Su�x
State
Country Zip Code
Effectiveness of Filing (Select either A, B, or C.)
A. ❑� This document becomes effective when the document is filed by the secretary of state.
B. ❑ This document becomes effective at a later date, which is not more than ninety (90) days from
the date of signing. The delayed effective date is: C. ❑ This document takes effect upon the occurrence of a future event or fact, other than the
passage of time. The 90'h day after the date of signing is:
The following event or fact will cause the document to take effect in the manner described below:
Execution
The undersigned affirms that the person designated- as registered agent has consented to the
appointment, The undersigned signs this document subject to the penalties imposed by law for the
submission of a materially false or fraudulent instrument and certifies under penalty of perjury that the
undersigned is authorized under the provisions of law governing the entity to execute the filing
instrument.
Date: May 31, 2022
Signature O out rile C[iUnS}e"
John K. Stipancich
Printed or ty} name of authorized person.
Forth 301 7
Form 401-A
(Revised 12109)
Acceptance of Appointment
and
Consent to Serve as Registered Agent
§5.201(b) Business Organizations Code
The following form may be used when the person designated as registered agent in a registered agent
filing is an individual.
Acceptance of Annointment and Consent to Serve as Registered Agent
I acknowledge, accept and consent to my designation or appointment as registered agent in Texas for
Nmne of represented entity
I am a resident of the state and understand that it will be my responsibility to receive any process,
notice, or demand that is served on me as the registered agent of the represented entity; to forward
such to the represented entity; and to immediately notify the represented entity and submit a statement
of resignation to the Secretary of State if I resign.
X.
3igrralure of regislovd agent
Prindedname ofregislered agent ,Dade (imnlddl m)
The following form may be used when the person designated as registered agent in a registered agent
filing is an organization.
Accentance of Annointment and Consent to Serve as Registered Agent
I am authorized to act on behalf of Corporation Service Company dlbla CSC -Lawyers Incorporating Service Compat y
Name of organization designated as registered agent
The organization is registered or otherwise authorized to do business in Texas. The organization
acknowledges, accepts and consents to its appointment or designation as registered agent in Texas for:
CLINISYS, INC
Name of represented entity
The organization takes responsibility to receive any process, notice, or demand that is served on the
organization as the registered agent of the represented entity; to forward such to the represented entity;
and to immediately notify the r se ed entity and submit a statement of resignation to the Secretary
of State if the organization r96 igns.
Brian Courtney,
�. Asst. Vice President
x: Ay.
to act (>n behalf afo►ganization Prhrded name of arddhanccd pei�m
y dlbla CSC -Lawyers Incorporating Service Company
Form 401•A
5131 l2022
Fate {mnrlddlY13y)
Arizona Corporation Commission - RECEIVED: 5/31/2022
Arizona Corporation Commission - PENDING: 5/31/2022
22053110494530
COMMONWEALTH OF PENNSYLVANIA
DEPARTMENT OF STATE
05/13/2022
TO ALL WHOM THESE PRESENTS SHALL COME, GREETING:
CliniSys, Inc
I, Leigh M. Chapman, Acting Secretary of the Commonwealth of Pennsylvania, d❑ hereby certify
that the foregoing and annexed is a true and correct copy of
Amendment filed on May 2, 2022 - Pages (1)
which appear of record in this department.
Or ,
Certification Number: TSC220513121325-1
IN TESTIMO?VY RIffiREOF, I have hereunto set
my hand and caused the Seal of the Secretar3rs
Office to be affixed, the day and year above 'twitten
{' 64r"A�-j
Acting Secretary of the Commonwealth
Verify this certificate online at http:llwww.corporations.pa.gov/orders/verify
Entity# : 729330
❑at£ 22053110494530
Pennsvlw
esc order #: 651175-005
esepa@cscglobal.com
ARTICLES OF AMENDMENT
OF
SUNOUEST INFORMATION SYSTEMS, INC.
Pursuant to Section 1915 of the Pennsylvania Business Corporation Law of 1988, the
undersigned corporation hereby submits the following Articles of Amendment for the purpose of
amending the corporation's Amended and Restated Articles of Incorporation:
1. The name of the corporation (hereinafter called the "Corporation") is
Sunquest Information Systems, Inc.
2. The address of the registered office and county of venue of the Corporation
is Corporation Service Company in Dauphin County.
3. The Corporation was incorporated in Pennsylvania on April 13, 1981.
4. The Amended and Restated Articles of Incorporation of the Corporation are
hereby amended by striking out Article 1 in its entirety and substituting in lieu thereof the
following new Article:
111. The name of the corporation is: C1iniSys, Inc."
5. These articles of amendment will be effective upon filing with the
Pennsylvania Department of State.
6. The articles of amendment were adopted by the shareholders of the
Company in accordance with 15 P.A. C.S. § 1914(c).
Dated as of May 2, 2022.
IIIIN NI III II � INI NIII WI � IMIIII �II>III lug Ihll lllu IW 1IU
TCO220502MG0541
CH2159MM7.3
PA DEPT OF STATE
MAY 0 2 Z022
SUNQUEST INFORMATION SYSTEMS, INC.
N m John K. Stipancich
Ti Vice President and Secretary
dinisys
November 2, 2022
City of Fort Worth ("You" or "Your")
200 Texas Street
Fort Worth, Texas 76102
Re: Integration of Horizon Lab Systems, LLC by Clinisys, Inc.
As you may know, Horizon Lab Systems, LLC ("Horizon") was acquired by Roper Technologies ("Roper") on
May 2, 2022 and as a result became an affiliate of Clinisys, Inc formerly known as Sunquest Information
Systems, Inc., ("Clinisys") under common ownership with Roper. In order to take advantage of a broader set
of Laboratory Information System experience, innovation and assets to support our customers globally, we
(Roper, Horizon, and Clinisys) have made the decision to fully integrate Horizon into Clinisys ("Integration").
As a result, effective September 29, 2022 (the "Closing Date") the Horizon legal entity will no longer exist
and all existing supplier contracts, including all rights and obligations of Horizon contained therein, will be
transferred by operation of law to Clinisys.
As of the Integration, Your relationship with Clinisys will be governed by the terms of the Agreements, and
Your rights and obligations thereunder will remain the same, unless modified in writing by the parties.
If you have any questions regarding this letter, please feel free to contact our Purchasing group at
purchtask@clinisys.com.com.
Sincerely,
Anne- �ZocuT�Jy
Anne Rounds
Director of Contracts
Clinisys, Inc.
Clinisys, Inc.
3300 E. Sunrise Drive, Tucson, Arizona 85718
520-570-2000 www.clinisys.com
Confidential