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FIN Reciprocal Exhange of Tax Data for Business License InfoSTANDARD AGREEMENT STD 213 (Rev. 2/2019) AGREEMENT NUMBER PURCHASING AUTHORITY NUMBER (If applicable) 000000000000000000036569 I. ThisAgreement is entered into between the Contracting Agencyand the Contractor named below: CONTRACTING AGENCY NAME Franchise Tax Board CONTRACTOR NAME City of San Rafael 2. Theterm of thisAgreement is: START DATE June 1, 2019 THROUGH END DATE December 31, 2021 3. The maximum amount of this Agreement is: $0.00 NON-FINANCIAL 4. The parties agree to comply with the terms and conditions of the following exhibits, which are by this reference made apart of the Agreement. EXHIBITS TITLE PAGES Exhibit A Scope of Work 3 Exhibit C* General Terms and Conditions GTC417 Exhibit D Special Terms and Conditions 3 Exhibit E City and County Record Layout Specifications 2 Exhibit F FTB Record Layout Specifications 1 Exhibit G Confidentiality Statement 1 Items shown with an asterisk (*), are hereby incorporated by reference and made part of this agreement as if attached hereto. These documents can be viewed at www.dgs.ca.gov/ol& esoun es/standardcontractlanguage.aspx IN WITNESS WHEREOF, THIS AGREEMENT HAS BEEN EXECUTED BY THE PARTIES HERETO. CONTRACTOR CONTRACTOR NAME (if other than an Individual, state whether a corporation, partnership, etc.) City of San Rafael CONTRACTOR BUSINESS ADDRESS CITY STATE ZIP 1400 5th Avenue San Rafael ICA 94901 PRINTED NAME OF PERSON SIGNING TITLE Jim Schutz City Manager CONTR OR AUTH (ZEDS DATESIGNED ,�. q- -r STATE OF CALIFORNIA CONTRA'&T4Ne`AGENCY NAME Franchise Tax Board (FTB) CONTRACTING AGENCY ADDRESS CITY STATE ZIP Procurement Bureau, P.O. Box 2086 Rancho Cordova ICA 95741 PRINTED NAME OF PERSON SIGNING TITLE Michael A. Banuelos Procurement and Contracting Officer, or Designee THO I SIGNATURE DATES rCONRCTING 99GN��EDL.eJIA DEPARrMENTOF L'S CES APR�OVAL EXEMPTION-, IFAPPLICABLE SCM Vol. 14.04 A.2 Pagel of 11 4 -3 -BB'{ City of San Rafael Agreement # 36569 EXHIBIT A SCOPE OF WORK This agreement, hereinafter referred to as "Agreement" is entered into by and between the Franchise Tax Board, herein after referred to as "FTB", and the City of San Rafael, herein after referred to as "City." Purpose: This Agreement provides for the reciprocal exchange of tax data related to the City business license information between FTB and the City for tax administration purposes. By entering into a reciprocal agreement, each party agrees to bear its own costs of providing the data,.and the City is precluded from obtaining reimbursement. Both parties will abide by the legal and confidential provisions of this Agreement. Exhibits A, D, E, F, and G, attached hereto, and Exhibit C incorporated by reference herein, set forth additional terms to which the parties agree to be bound. No Federal Tax Information will be exchanged. Legal Authority: California Revenue and Taxation Code (R&TC) Section 19551.1 authorizes a reciprocal agreement for the exchange of specified tax information between a city and FTB. RUC Section 19551.5 mandates counties to provide city business licensing and tax information to FTB upon request. City Responsibilities: 1. The City agrees that the information provided by FTB will be used exclusively to administer the City's business tax program. 2. The City agrees that information obtained under this Agreement will not be reproduced, published, sold, or released in original or in any other form for any purpose; and will only be accessed or used by City employees whose duties are to administer the City's business tax program. 3. The City agrees to provide FTB with tax information pursuant to Exhibit E, Format Specifications, which shall include, but not be limited to, the following: • Business or owner's name. • Business or residence address. • Federal employer identification number or social security number. • Ownership type. • North American Industry Classification Code or Standard Industry Classification Code. • Business start and cessation dates. • City Business Tax Number, to be assigned to City by FTB. 4. The City agrees to extract and provide City data to FTB annually in June for each tax year that the Agreement is in place: June 2019, 2020, and 2021. If the Agreement is executed after June 30, 2019, the City will have 30 days after execution to provide FTB with the first year's data. Page2 of 11 City of San Rafael Agreement # 36569 EXHIBIT A SCOPE OF WORK 5. The City agrees to submit the records to FTB electronically using FTB's Secure Web Internet File Transfer (SWIFT) system. 6. The City agrees to submit the records to FTB in ASCII fixed -length format, .txt, per the Format Specifications, Exhibit E. 7. The City agrees to resubmit data in the event data is initially submitted with errors. The resubmission of data must be within 30 days of notification. If data is not submitted accurately and timely, the City will forfeit its rights to FTB data for that year. 8. The City agrees that each City employee having access to FTB data shall sign a City Business Tax Program Confidentiality Statement, FTB 712 (Exhibit G). The signed form shall be retained by the City and shall be provided to FTB upon request. 9. The City agrees to submit to FTB a completed Safeguard Review Questionnaire prior to receiving any FTB data. The Safeguard Review Questionnaire is valid for the duration of the Agreement. 10. The City agrees to provide a copy of the resolution, order, minutes reflecting passage of a motion, or ordinance of the local governing body authorizing the execution of the Agreement. FTB Responsibilities: 1. FTB agrees that information provided by the City will be used for tax administration and non -tax programs that FTB administers and may be shared with other state or federal agencies as authorized by law. 2. FTB agrees that information obtained under this Agreement will not be reproduced, published, sold, or released in original or in any other form for any purpose, except as provided in paragraph 1 or otherwise authorized by law. 3. FTB agrees to provide the City with data extracted from the Taxpayer Information (TI) system and Business Entities Tax System (BETS). FTB will provide the City with records for taxpayers within the City's jurisdiction who indicate a business on their personal or business entity income tax return. The Record Layout, Exhibit F (FTB 909A) shall include • Taxpayer name. • Taxpayer address. • Taxpayer social security number or federal employer identification number. • Principal Business Activity code. 4. FTB agrees to match the data provided by the City using the social security number or federal employer identification number against FTB's data with a "yes" or "no" indicator on the Record Layout, Exhibit F (FTB 909A). The first year's data match is at the discretion of FTB based on when the data is received from the City and processed. 5. FTB agrees to provide the City with an annual data extract in December 2019 for tax year 2018, in December 2020 for tax year 2019, and in December 2021 for tax year 2020 via SWIFT. Page3 of 11 City of San Rafael Agreement # 36569 EXHIBIT A SCOPE OF WORK 6. FTB agrees to register the City for a SWIFT account allowing for the secure electronic transmission of data. 7. FTB agrees to provide the City with a unique City Business Tax Number to be used for reporting purposes only. 8. FTB agrees to allow the City to resubmit data within 30 days of notification, in the event data is initially submitted with errors. Project Coordinators: The project coordinators during the term of this Agreement will be: Franchise Tax Board Whitney Lake City Business Tax Program Manager Data Resources and Services Unit P.O. Box 1468, Mailstop A181 Sacramento, CA 95812-1468 Phone: (916) 845-6304 Email: FTBCCBTCaD-ftb.ca.gov Return executed agreement to: Franchise Tax Board Ken Press Business Acquisitions Analyst P.O. Box 2086, Mailstop A-374 Rancho Cordova, CA 95741-2086 Phone: (916) 845-3552 Fax: (916) 843-2398 Email: ken neth.press(D-ftb.ca.gov City of San Rafael Andrew Thompson Revenue Supervisor 1400 51h Avenue San Rafael, CA 94901 Phone: (415) 458-5040 Email: Andrew.ThompsonOcityofsanrafael.org Page4 of 11 City of San Rafael Agreement # 36569 EXHIBIT D SPECIAL TERM AND CONDITIONS DATA OWNERSHIP: The confidential tax information or sensitive information being provided under this Agreement remains the exclusive property of the FTB. Confidential tax and sensitive data/information are not open to the public and require special precautions to protect from loss and unauthorized use, disclosure, modification, or destruction. The City shall have the right to use and process the disclosed information for the purposes stated in the Scope of Work of Exhibit A of this Agreement, which right shall be revoked and terminated immediately upon termination of this Agreement. 2. STATEMENT OF CONFIDENTIALITY: The FTB has tax returns and other confidential data in its custody. Unauthorized inspection or disclosure of federal returns and other confidential data is a misdemeanor or a felony (R&TC Sections 19542, 19542.1, 19542.3 and 19552 and Government Code Section 90005). Upon the approval of this agreement and prior to any access to the confidential or sensitive data of the FTB, each City employee who may have access to the confidential data of FTB will be required to sign a City Business Tax Program Confidentiality Statement, Exhibit G, FTB 712, attesting to the fact that he/she is aware of the confidentiality of the data and the penalties for unauthorized disclosure thereof under applicable state and federal law. The signed statement(s) shall be retained by the City and furnished to FTB upon request. 3. USE OF INFORMATION: The City agrees that the information furnished or secured pursuant to this Agreement shall be used solely for the purposes described in the Scope of Work of Exhibit A. The City further agrees that information obtained under this Agreement will not be reproduced, published, sold or released in original or in any other form for any purpose other than as identified in this section. 4. EMPLOYEE ACCESS TO INFORMATION: Both FTB and the City receiving data agree that the information obtained will be kept in the strictest confidence and shall make information available to its own employees only on a "need to know" basis. The "need to know" standard is met by authorized employees who need the information to perform their official duties in connection with the uses of the information authorized by this Agreement. Each party receiving data recognize(s) their responsibility to protect the confidentiality of the information in its custody as provided by law and ensure that such information is disclosed only to those individuals and for such purposes as authorized by law and this Agreement. 5. PROTECTING CONFIDENTIAL INFORMATION/ INCIDENT REPORTING: The City receiving data, in recognizing the confidentiality of the information to be exchanged, agrees to take all appropriate precautions to protect the confidential information obtained pursuant to this agreement from unauthorized disclosure. The City receiving data will conduct oversight of its users with access to the confidential information provided under this agreement and will immediately notify the FTB's Information Security Audit Unit (SecurityAuditMailCcD-ftb.ca.gov) of any unauthorized or suspected unauthorized accesses, uses and/or disclosures (incidents). For purposes of this section, immediately is defined as within 24 hours of the discovery of the breach. The notification must describe the incident in detail and identify responsible personnel (name, title, and contact information). The City will comply with the incident reporting requirements in accordance with R&TC Section 19542.1, Civil Code Section 1798.29, SAM Chapter 5300, and SAM Section 20080 to facilitate or fulfill the required reporting to the taxpayers or state oversight agencies. Page5 of 11 City of San Rafael Agreement # 36569 EXHIBIT D SPECIAL TERM AND CONDITIONS 6. INFORMATION SECURITY: Information security is defined as the preservation of the confidentiality, integrity, and availability of information. A secure environment is required to protect the confidential information obtained from FTB pursuant to this agreement. The City receiving data will store information so that it is physically secure from unauthorized access. The records received by the City will be securely maintained and accessible only by employees of the City business license or tax programs who are committed to protect the data from unauthorized access, use, or disclosure. All FTB electronic data must be encrypted when in transit using FIPS 140-2 approved encryption technology and be password protected and secure at all times when in storage. Confidential information obtained from the FTB must be secured in accordance with the State Administrative Manual, Chapters 5100 (EDP Standards) and 5300 (Information Security); National Institute of Standards and Technology (NIST) Special Publication 800-53 (moderate); and additional security requirements provided by FTB. 7. CLOUD COMPUTING ENVIRONMENT: A Cloud Computing Environment cannot be used to receive, transmit, store or process FTB's confidential data without prior written approval from FTB's Chief Security Officer. 8. DESTRUCTION OF RECORDS: All records received by the City from FTB, and any database(s) created, copies made, or files attributed to the records received, will be returned or destroyed within three years of receipt or upon termination of the agreement due to a breach of its terms, whichever occurs earlier. The records shall be destructed in a manner to be deemed unusable or unreadable, and to the extent that an individual record can no longer be reasonably ascertained. The City will notify FTB City Business Tax program manager annually in writing at FTB CCBTO-FTB.CA.GOV that proper destruction methods have been applied. FTB will destroy city/county data in accordance with the department's data retention policies. 9. DISPUTE RESOLUTION: In the event of a dispute, the City shall file a "Notice of Dispute" with the Chief Financial Officer of the FTB within ten (10) days of discovery of the problem. Within ten (10) days, the Chief Financial Officer or his/her designee shall meet with the City for purposes of resolving the dispute. The decision of the Chief Financial Officer shall be final. 10. SAFEGUARD REVIEW QUESTIONNAIRE AND REVIEW: Prior to sending data to the City, FTB requires the City to submit a Safeguard Review Questionnaire certifying the protection and confidentiality of FTB data. The City will be provided a minimum of seven (7) days' notice prior to an on-site safeguard review being conducted by FTB. FTB retains the right to conduct on-site safeguard reviews of the City) use of FTB information and security controls established. The safeguard reviews may include, but are not limited to an examination of the adequacy of information security controls, "need to know," and use justifications established by the City to ensure compliance with the terms and conditions of this agreement. The City will take appropriate disciplinary actions against any user determined to have violated security or confidentiality requirements. Page6 of 11 City of San Rafael Agreement # 36569 EXHIBIT D SPECIAL TERM AND CONDITIONS 11. LIMITED WARRANTY: Neither party represents or warrants the accuracy or content of the material available through this Agreement, nor each expressly disclaims any express or implied warranty, including any implied warranty of fitness for a specific purpose. 12. CANCELLATION: Either party may terminate this Agreement, in writing for any reason, upon thirty (30) days' prior written notice. This Agreement may be terminated immediately by either party in the event of any breach of the terms of this Agreement. 13. NO THIRD PARTY LIABILITY: Nothing contained in or related to this agreement shall create any contractual relationship between either of the Parties and any other party, except between FTB and the City; and no other party shall relieve the City or FTB of its responsibilities and obligations hereunder. Each of the parties agrees to be fully responsible for the acts and omissions of its third party contractors and agents, and of persons either directly or indirectly employed by the party. Neither of the parties shall have any obligation to pay, or to see to the payment of, any monies to any party or persons either directly or indirectly employed by the other. Page7 of 11 City of San Rafael Agreement # 36569 EXHIBIT E CITY AND COUNTY RECORD FORMAT SPECIFICATIONS (FTB 909) Data Element Name Start Pos. End Pos. Field Size Usage Description SOCIAL SECURITY 1 9 9 AN Must be present unless FEIN is NUMBER (SSN) provided. Fill unused field with zeroes. FEDERAL EMPLOYER 10 18 9 AN Must be present unless SSN is ID NUMBER (FEIN) provided. Fill unused field with zeroes. OWNERSHIP TYPE 19 19 1 AN Must be present: S = Sole Proprietorship P = Partnership C = Corporation T = Trust L = Limited Liability Company OWNER'S LAST NAME 20 34 15 AN Must be present if Ownership Type in position 19 = S. OWNER'S FIRST NAME 35 45 11 AN Must be present if Ownership Type in position 19 = S. OWNER'S MIDDLE INITIAL 46 46 1 AN May be left blank. BUSINESS NAME 47 86 40 AN Enter if business is operating under a fictitious name (Doing Business As (DBA)). BUSINESS ADDRESS 87 126 40 AN Address of the business location or NUMBER AND STREET the residence of the owner if sole proprietorship. CITY 127 166 40 A Must be present. STATE 167 168 2 A Enter standard state abbreviation. ZIP CODE 169 177 9 AN Enter the five- or nine -digit ZIP Code assigned by the U.S. Postal Service. If only the first five -digits are known, left -justify information and fill the unused fields with zeroes. BUSINESS START DATE 178 185 8 N Enter the eight -digit date (MMDDYYYY). Zero fill if not known. BUSINESS CEASE DATE 186 193 8 N Enter the eight -digit date (MMDDYYYY) if out of business. Zero fill if unknown or still in business. Page8 of 11 City of San Rafael Agreement # 36569 EXHIBIT E CITY AND COUNTY RECORD FORMAT SPECIFICATIONS (FTB 909) Data Element Name Start End Field Usage Description Pos. Pos. Size CITY BUSINESS TAX NUMBER NORTH AMERICAN INDUSTRY CLASSIFICATION SYSTEM (NAICS) STANDARD INDUSTRIAL CLASSIFICATION (SIC) TOTAL RECORD LENGTH 194 196 197 202 3 6 203 206 4 206 N Enter three -digit number assigned by FTB. N Enter the two- to six -digit NAICS code. Left justify. Fill unused fields with zeroes. (example: enter 99 as 990000). N Enter the two- to four - digit SIC code. Left justify. Fill unused fields with zeroes. (example: enter 99 as 9900). Page9 of 11 City of San Rafael Agreement # 36569 EXHIBIT F FRANCHISE TAX BOARD RECORD LAYOUT SPECIFICATIONS (FTB 909A) Field Name Length Start Description Pos. ENTITY TYPE 1 1 SSN or FEIN 9 2 LAST NAME 40 11 FIRST NAME 11 51 MIDDLE INITIAL 1 62 SPOUSE SSN 9 63 SPOUSE LAST NAME 17 72 SPOUSE FIRST NAME 11 89 SPOUSE MIDDLE INITIAL 1 100 PBA CODE 6 101 ADDRESS NUMBER 10 107 PRE -DIRECTIONAL DIRECTOR 2 117 STREET NAME 28 119 STREET SUFFIX 4 147 POST -DIRECTIONAL INDICATOR 2 151 STREET SUFFIX 2 4 153 APARTMENT/SUITE NUMBER 10 157 CITY 13 167 STATE 2 180 ZIP CODE 5 182 ZIP CODE SUFFIX 4 187 CBT MATCH 1 191 "P" — personal income tax record; "B" — business entity tax record. For "P" records, primary taxpayer's social security number; For "B" records, federal employer identification number. For "P" records, the primary taxpayer's last name; For "B" records, business name. For "P" records ONLY. For "P" records ONLY. For "P" records filed with a joint return. For "P" records filed with a joint return. For "P" records filed with a joint return. For "P" records filed with a joint return. Principal Business Activity code. Postal Service term (i.e., N, S, E, W, NE, NW, SE, SW). e.g., ST, WAY, HWY, BLVD, etc. Postal Service term (i.e., N, S, E, W, NE, NW, SE, SW). e.g., APT, UNIT, FL, etc. Standard state abbreviation. The five -digit ZIP Code assigned by the U.S. Postal Service. Provided if known. "N" — No match per CBT data. "Y" — Yes: CBT matched to state tax return filed. Page 10 of 11 EXHIBIT G CONFIDENTIALITY STATEMENT (FTB 712) State of California City/County Business Tax Program Confidentiality Statement City of San Rafael Agreement # 36569 Franchise Tax Board Confidential tax return information is protected from disclosure by law, regulation, and policy. Information security is strictly enforced; violators may be subject to disciplinary, civil, and/or criminal action. Protecting confidential tax return information is in the best interest of the city, county, and state. As a city/county employee, you are required to protect all information of or received from the Franchise Tax Board (FTB). To protect confidential tax data, you must: • Access or modify tax data solely to perform official duties. • Never access or inspect tax data for curiosity or personal reasons. • Never show or discuss confidential tax data with anyone who does not have a need to know. • Never remove confidential tax data from your worksite without authorization. • Place confidential information in approved locations only. Unauthorized inspection, access, use, or disclosure of confidential tax data Is a crime under state laws, including but not limited to, California Revenue and Taxation Code Sections 19542, 19542.1 and 19552, and Penal Code Section 502. Unauthorized access, inspection: use, or disclosure may result In either or both of the following: • State criminal action • State and/or taxpayer civil action I certify that I have read the confidentiality statement printed above. I further certify and understand that unauthorized access, inspection, use, or disclosure of confidential information may be punishable as a crime and may result in disciplinary and/or civil action against me. Date Each city/county employee accessing FTB data must retain a signed copy of this form and provide it to FTB upon request. FTB 712 (REV 06-2016) Page 11 of 11 ,tx RAFq�` 1 2 y0 C'iTYWITH CONTRACT ROUTING FORM INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below. TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER: Contracting Department: Finance Project Manager: Andrew Thompson Extension: 458-5040 Contractor Name: Franchise Tax Board Contractor's Contact: Ken Press Contact's Email: ken.press@ftb.ca.gov ❑ FPPC: Check if Contractor/Consultant must file Form 700 Step RESPONSIBLE DESCRIPTION COMPLETED REVIEWER DEPARTMENT DATE Check/Initial 1 Project Manager a. Email PINS Introductory Notice to Contractor el tere to b. Email contract (in Word) and attachments to City lipk Attorney c/o Laraine.Gittens@cityofsanrafael.org en era a �P k1 2 City Attorney a. Review, revise, and comment on draft agreement and return to Project Manager Mbpaleo . b. Confirm insurance requirements, create Job on i k h e to PINS, send PINS insurance notice to contractor .' {! Aa 3 Department Director Approval of final agreement form to send to Click or tap ❑ contractor to enter a date. 4 Project Manager Forward three (3) originals of final agreement to Click here to ❑ contractor for their signature enter a date. 5 Project Manager When necessary, contractor -signed agreement ❑ N/A agendized for City Council approval *City Council approval required for Professional Services ❑ Agreements and purchases of goods and services that exceed Or $75,000; and for Public Works Contracts that exceed $175,000 Click here to Date of City Council approval enter a date PRINT CONTINUE ROUTING PROCESS WITH HARD COPY 6 Project Manager Forward signed original agreements to City Attorney with printed copy of this routing form 7 City Attorney Review and approve hard copy of signed 3/2-7/14 agreement 8 City Attorney Review and approve insurance in PINS, and bonds 3/? -71 q � (for Public Works Contracts) 9 City Manager/ Mayor Agreement executed by City Council authorized a ✓ official 10 City Clerk Attest signatures, retains original agreement and UZ forwards copies to Project Manager L