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EXHIBIT C Contract Provisions for Contractors and Subcontractors Regarding Construction Sales and Use Tax Subject to applicable laws and regulations, Developer's Contractor shall comply with the provisions of Section 4.2 to provide that local sales and use taxes generated in connection with all eligible purchases of materials, fixtures, furniture, machinery, equipment and supplies for the work to be performed hereunder are allocated directly to the City of Pleasanton (the "City "). In particular, Contractor shall: (a) Apply for a jobsite sub - permit with the California State Board of Equalization ( "CBOE ") prior to the purchase of any materials, fixtures, furniture, machinery, equipment and supplies for the work to be performed hereunder (a "Jobsite Sub - Permit "). Upon the request of Developer, Contractor shall furnish a copy of its application for Jobsite Sub - Permit. Promptly following Contractor's receipt of a Jobsite Sub - Permit from the CBOE, Contractor shall provide Developer and the City with a copy of such Jobsite Sub - Permit. (b) If Contractor is a seller and/or retailer of tangible items, apply for a seller's permit from the CBOE and provide the City with a copy of such seller's permit when it is received by Contractor from the CBOE. (c) (i) Incorporate a "transfer of title clause" in contracts for the purchase of materials and fixtures to be used in connection with the work to be performed hereunder, and (ii) issue resale certificates to Contractor's suppliers, whether based in state or out of state, when purchasing materials and fixtures. The 'transfer of title clauses" in such purchase contracts shall: (A) explicitly provide for the transfer of title to the materials prior to the time materials are installed, and (B) separately state the price of materials, exclusive of the charge for installation. (d) Provide the Developer and the City, upon the reasonable request of either, with: (A) A list of contractors and subcontractors in connection with the work to be performed hereunder, which list shall include (unless such information requires the disclosure of confidential information, trade secrets, or information that impairs the Developer's ability to gain pricing advantages relative to materials and services): (i) Name of subcontractor (ii) Address and telephone number of headquarters or office (iii) Name and telephone number of contact person (iv) Estimated value of the contract (v) Estimated completion date (vi) Scope of Work (B) A copy of the first page and signature page of the subcontract; and 1 of 2