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Interest Asreement and Proprie.tarv Non-Comoete

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ROOFWALK Inc (hereinafter (hereinafter "Contractor"),

interests of the Company. the proprietary and acknowledges or assigns

relationship ThisAgreement will holdvalid uponthe terminationof the employment asan independen notwithstanding the cau$e of termination, within the Stateof Minnesota contractorwith saidCompany, be employedby or work on behalfof anyfirm In addition,Contractor shallnot directlyor indirectly or any business Measurement, substantially in the business of Roofing similarto and engaged said Company. Commencing with of the date of terminationof competitive with the business shallremainin full force and effectfor l vear. agreement employment, this non-compete Contractor for which Contractor that the position is hiredto performcontains alsoacknowledges Contractor proprietary Thisinformationincludes information owned by Company. but is not limitedto, contacts, phonenumbers, contracts, software,and computerprograms.Contractor emails, addresses, informationis the propertyof Company that this proprietary and is not to be used,taken acknowledges uponterminationof contractemployment. copied,or otherwiseusurpedby Contractor that they are enteringinto a legallybindingdocumentandthat Parties to this Agreement acknowledge the disclosures contained herein. they hav_e

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(Rev. October 2007) Dspartmtrtof theTffiury lntomal BewnusServi@ Name (as shown on )|our income tax retumla Businqss name, if difiefent tiom above

Requestfor Taxpayer ldentification Numberand Certification

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Enter your TIN in the appropriate box. The TIN provided must match the name given on Line 1 to avoid backup withholding. For indfuiduals,this is your social security number (SSN). However, for a resident alien, sole proprietor, or disregarded entity, see the Part I instructions on page 3. For other entities, it is your employer identification number (ElN), lt you do not have a number, se How to get a IIN on page 3. Note. lf the account is in more than one name, see the chart on page 4 for guidelines on whose nurnberto enter.

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Gertification
Under penalties of perjury, I certiry that: 1. The number shown on this torm is my correct taxpayer identiftcation number (or I am waiting for a number to be issued to me), and 2. I am not subject to backup withholding because: (a) | am exempt from backup withholding, or (b) | have nat been notified by the Intemal RevenueService 0RS)that I am subject to backup withholding as a result ol a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subiect to backup withholding, and 3. I am a U.S. citizen or other U,S. person (definedbelow). Certification instruction$. You must cro$s out item 2 above if you have been notified by the IRS that you are cuffently subict to backup withholding because you have faild to report all interest and dividends on your tax retum. For real estate transactions, item 2 does not apply. For mortgage interest paid, acguisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement anangement (lRA),and generally, payments other than interest and dividends, you are not required to sign the Certification, but you must provide your corect TlN, See the instructigtson ryga. ,,2

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otherwise noted.

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Purposeof Form
A personwho is requiredto file an informationreturn with the IRS must obtain your correct taxpayeridentificationnumber(flN) to report,for example,incomepaid to you, real estate you paid,acquisition or transactions, interest mortgage of debt, or of securedproperty,cancellation abandonment you madeto an lHA. contributions a UseFormW-9 only if you are a U.S.person$ncluding residentalien),to provideyour conect TIN to the person to: and,whenapplicable, requesting it Cherequester) (or you are you giving is conect that the TIN ate 1. Certify waitingfor a numberto be issued), 2. C,ertiry that you are not subject to backupwithholding,or if you are a U.S. from backupwithholding 3. Claimexemption exemptpayee.lf applicable,you are also certifyingthat as a U.S. person,your allocableshareof any partnershipincomefrom tax on is not subjectto the withholding a U.S.tradeor business foreign partners'shareof effectivelyconnectedincome. Note. lf a requestergives you a form other than Fonn W-9 to yourTlN, you must usethe requester's form if it is request similarto this FormW-9. substantially

Definition qf a U.S. prson. For federal tax purposes,you are considered a U.S.personif you are: r An individual who is a U.S.citizenor U.S.resident alien, o A partnership, corporation,company,or associationcreatedor organized in the UnitedStatesor underthe lawsof the United States, . An estate (otherthan a foreign estate),or . A domestictrust (as definedin Regulations section 3O1.7701-4. Special rules for partnErshlps.Partnerships that conduct a trade or businessin the UnitedStatesare generallyrequiredto pay a withholding tax on any foreignpartners' shareof income from such busines. Further,in certaincaseswherea Form W-9 has not been received,a partnershipis requiredto presumethat a partner is a foreign person,and pay the withholdingtax. Therefore,if you are a U.S. personthat is a partnerin a partnership conducting in the UnitedStates, a tradeor business provideFormW-9 to the partnership your U.S. to establish status and avoid withholdingon your shareof partnership income. The personwho gives FormW-9 to the partnership for purposes of establishing its U.S.statusand avoiding withholding partnership on its allocableshareof net incomefrom the conductinga trade or businessin the UnitedStates is in the following cases: o The U.S.ownerof a disregarded entityand not the entity,

CaL No. 10231X

form W-9 fiev. 10-2007