MISSOURI MECHANIC S LIEN LAW 2017

Transcription

1 MISSOURI MECHANIC S LIEN LAW 2017 Go to: Missouri Mechanic s Lien Forms More Info: Section Contents Pre-lien Notice(s) Name of Notice Who Must Use This Notice When How to Serve Verified or notarized? Section Contents Missouri Mechanic s Lien Who is Entitled to a Lien? When to File/Record Where to File/Record How to Serve Amount of Lien Property Subject to the Lien Furnishing Information Verified or Notarized Priorities Lien Release Bond Miscellaneous Issues Page 1 of 18

2 Section Contents Lawsuit to Foreclose Lien Introduction When Where to File Arbitration Need a Lawyer? General Notes Be Careful: The courts consider a mechanic s lien to be a privilege and not a right. You receive its benefits only if you strictly adhere to the state law requirements. Bottom line: miss a deadline by one day and you have lost it. Unlike other areas of the law where you can argue equities, find technical exceptions, and lawful excuses, there is no forgiveness here. In this case, knowledge is not only power, it s a necessity. In this State you will be writing down dates for at least five documents: a) Notice of Intent to File Missouri Mechanic s Lien Statement; b) Notice to Owner; c) Consent of Owner; d) Mechanic s Lien; and e) lawsuit to foreclose the mechanic s lien. Write down all the deadlines in your calendar. Use a highlighter or red pen. If you have a staff, use a fail safe system by doubling up and putting it in their calendar also. This reminds you twice. The first calendar entry should be two weeks before the due date as a preliminary reminder. On the second calendar entry, do a white lie to yourself. Put the due date as one week before it is actually due as insurance in case you get busy or need legal advice. Time is money. You will waste a lot of valuable time running around and doing it at the last moment, as opposed to doing it early. PRELIEN NOTICE This state requires a Notice be sent out before the mechanic s lien is filed/recorded. For simplicity, this notice will be referred to as a Prelien Notice. The basic information on this Notice is as follows: Page 2 of 18

3 SUBCONTRACTORS, SUPPLIERS AND LABORERS Name of Notice: Notice of Intent to File Mechanic s Lien Statement Who Must Use this Notice: When: All contractors, subcontractors, laborers, and material/equipment suppliers who do not have a direct contract with the owner or the owner s agent. For example, a general contractor with a direct verbal or written contract with the owner who acts as the prime is not required to give the Notice. See Time Deadlines table. The Missouri mechanic s lien, described in more detail below, must be recorded within 6 months of completion of the project. But before filing that lien, subs, suppliers, and laborers must serve the prelien notice 10 days before filing that lien. In other words, even though you satisfy the 6-month requirement of filing the lien, you can destroy your rights by waiting too long and not filing the prelien notice 10 days before that filing. This literally means that if you serve the prelien notice 9 days before the 6-month period, you will lose your rights. How to Serve: Missouri does not allow the prelien notice to be served by certified mail, return receipt requested, as is done in most states. It must be served by a process server or an officer authorized by law to serve process in civil actions. The latter probably applies to sheriffs/marshals that serve civil process for the court system. It is recommended you use a process server. They can easily be found by looking in the Yellow Pages. The prelien notice is served on the owner. That process server will have a required Affidavit of Service to fill-out after the completion of the service which will be sent to you. Some lawyers also recommend that the notice include the name and address and there be service upon any person or entity that has an interest in the property subject to the lien, including persons who have filed mortgages, judgments, equitable interests, and possibly tenants, may have to be served with the notice. On the other hand, Missouri Statute makes no such mention. Because of the complexity of this area of the law, it is suggested you seek competent legal advice. Many attorneys advise that you serve as many of these people as possible just to be safe. Page 3 of 18

4 If the process server is unable to serve the owner, or if that person resides outside the county, the service is complete if it is merely recorded in the Recorder of Deed s office in the county in which the project is located. The statute does not require the recording of the Notice of Intent, only serving it. On the other hand, some lawyers recommend that you record the Notice anyway just to be safe. Verified or Notarized?: Contents of Prelien Notice: A verified notice simply means you sign it and are representing the contents are true and accurate. A notarized notice is signed in front of a Notary Public or other official. A verified notice is all that is required in this state. The prelien notice must be notarized but is not required to be verified. The Missouri prelien notice is detailed and complicated, and it is absolutely crucial that you use a standard form. Although the Missouri statutes do not specify what the notice contains, the Missouri Recorder of Deeds Offices have very specific requirements. If you do not meet their requirements, they can either reject the notice or charge you a fee of $50 to file (versus a very nominal fee otherwise). Some of the trickier aspects of the notice are as follows: A. You must list not only the names, but also the addresses of the various people described in notice. B. You need to include the legal description of the property. Most people do not have this on hand and, therefore, you may need the assistance of an attorney, title company (customer service department in the main office of the county in which the property is located), recorder s office, or assessor s office. C. The first part of the prelien notice requires a list of the grantors. As stated above, even though there appears to be no requirement in Section , nevertheless some lawyers recommend including all parties that have an interest in the property, including owners, mortgage holders, judgment holders, tenants, and other lien claimants. As you can see, this is somewhat complicated and it may comprise a rather long list. Page 4 of 18

5 Name of Notice: Notice to Owner GENERAL CONTRACTORS Who Must Use this Notice: When: In Missouri, general contractors or any other persons who have a direct contract with the owner. The requirements of serving this notice prior to a mechanic s lien apply to all projects except the construction of new residences when the buyer has been furnished a mechanic s and supplier s lien protection through a title insurance company registered in the State of Missouri. See Time Deadlines table. As described in that table, the prelien notice by the general contractor is given to the owner before receiving first payment on the job. In other words, you serve it before getting a down payment or first installment. Specifically, it is given, either before you sign your contract with the owner, when materials are first delivered, or when work is first commenced. It is highly recommended that this notice be given to the owner at the time you enter into your contract so you do not forget to serve same. Failure to comply is harsh and will prevent the general contractor from filing a mechanic s lien. How to Serve: The statute does not specify the method of service. It is recommended that you hand this notice to the owner at the time you enter into your contract. GENERAL CONTRACTORS, SUBS AND SUPPLIERS ( NOTICE OF RIGHTS FORM FOR SALES OF RESIDENTAIL PROPERTY) Missouri has enacted a new and major law effective for the sale of residential property after November 1, 2010 (Missouri Revised Statues Section ). In the past, there was a problem with someone purchasing a new residence and being strapped with a mechanic s lien based on work done for the previous owner. Because of multiple complaints, the legislature came up with a compromise. As seen in more detail hereunder, the owner gives notice of the contemplated sale and potential lien claimants record a Notice of Rights form which indicates a mechanic s lien might be filed for unpaid work. As a result, it Page 5 of 18

6 eliminates surprises to the new owner. Hence, it only applies if an owner or developer is planning to sell the property being improved. For example, if you are working on existing residential property that is not to be sold, these provisions do not apply. Name of Notice: Who Must Use This Notice? Notice of Rights. Any company wishing to file a Mechanic lien, whether a general contractor, subcontractor, or supplier. But notice the discussion below of the difficulty of a subcontractor or supplier filing a mechanic s lien if the owner does not sign a consent form. How Does it Work? This only applies to residential construction including a family dwelling, condominium, townhouse, or cooperative. It applies to all improvements including streets, sidewalks, utility services, common areas, and other adjacent facilities. The Notice is required in the following situations: 1) New spec home to be occupied by someone other than the developer 2) New custom home to be occupied by the owner, or 3) An existing residence that is being repaired or improved for the purpose of sale. The first step is the owner or developer records and mails a Notice of Intended Sale at least 45 days before the intended date of close of escrow. The Notice will specify the exact close date. Only one notice is required. If the owner does not record such a Notice, there is no requirement of a contractor recording its Notice of Rights form. At the same time, the owner will post the property with this Missouri Notice. The next step is a potential lien claimant records with the office of recorder of deeds in the county in which the property is located a Notice of Rights form (this is on our website). This identifies the potential lien claimant, describes who he or she works for, and what labor or materials were furnished. This lets the new owner know the potential of a lien claim and that these persons must be paid. Page 6 of 18

7 The third step is the filing of the Missouri mechanic s lien. This is the most difficult and time consuming. The lien claimant files with the clerk of the circuit court in the county in which the property is located (not the office of the recorder of deeds) a new form ( Mechanic s Lien Residential Real Property Form GN 160) which includes the mechanic s lien itself, a recorded copy of the Notice of Rights, your contract or purchase order, change orders, invoices, and an accounting. This is because Missouri requires a just and true accounting of the lien. It has been interpreted as a detailed accounting. Fortunately, there is no recording of these documents, which could easily be 40 are 50 pages and expensive as the recorder charges per page. On this web site is the new lien form which has the required information. It is self-explanatory fill in the blank spaces. But you are also required to attach the following documentation: 1) a copy of the file-stamped Notice of Rights 2) The complete copy of your contract or purchase order 3) All signed and agreed change orders or modifications 4) All invoices 5) A statement of account which shows all payments and credits. The Notice of Rights form requires a legal description and it is therefore recommended any contractor wishing to record a lien send a letter to the owner requesting a copy of the Notice of Intent of Sle. When received, the owner must send a copy within five days. In turn, any general contractor or subcontractor is required to give a copy of the Notice of Intended Sale upon request from any of the lower tiers working under them. If the owner does not supply the information, the contractor is still required to record the Notice of Rights form. But the cost of researching title and securing a legal description is a lienable expense which can be included in the amount owed under the mechanic s lien. If the general contractor records a Notice of Rights form which includes a list of various subcontractors and suppliers, the latter are not required to record a separate Notice of Rights form. As can be seen from the above, in Missouri a subcontractor or supplier must record a Notice of Intent to File a Mechanics Page 7 of 18

8 Lien Statement. However this requirement is waived in cases of recording a Notice of Rights. This is because you would be essentially recording duplicate notices. When? Within the five calendar days of the intended date of close of escrow on the sale, as stated in the Notice of Intended Sale. If the last day falls on a weekend or holiday, the claimant has the next business day. This time deadline is strictly construed and if you are literally one day over, there is a waiver of any mechanic s lien. Further, if you record the Notice after the property is sold to an innocent party, lien rights are also forfeited. Remember also that the recording of a Notice of Rights does not extend the time for filing a Missouri mechanic s lien. How serve? The statute does not describe how you are to serve the Notice of Rights. However, is recommended you do so by certified mail, and use a proof of mailing form attached. MISSOURI MECHANICS LIENS Name of Notice: Mechanic s Lien Statement Special Form for Residential Projects Intended for Sale: See the discussion above as to this situation. It requires a special lien form. Who is Entitled to a Lien: A mechanic s lien in Missouri is primarily for general contractors, subcontractors, laborers, as well as material/equipment suppliers. But it also covers architects, designers, engineers, land surveyors, landscape contractors, well drillers, demolition contractors, railroad contractors, commercial real estate brokers selling commercial real estate, certified appraisers, and certified title companies. The list is Page 8 of 18

9 quite broad, and also requires repairing improvements or machinery located on the property. Further, it extends to planting trees, shrubs, bushes, and other plants as well as general landscaping goods and services (for example, irrigation systems). While a written contract is recommended, you may claim a lien even though you have a verbal contract. As to landscapers, in many states the mere mowing, watering, fertilizing, trimming, and maintaining landscaping does not allow a mechanic s lien. There must be the actual improvement of the property through planting, installing irrigation, etc. Not so in Missouri as a lien is allowed for landscaping services in general, under Section Many states disallow liens by persons who are considered too remote on the project. For example, some states prevent a lien from a sub-sub-subcontractor or suppliers that have a direct contract with a sub-subcontractor. Missouri has no such limitations. Anyone conferring labor or materials to the project can have a lien, but the burden is on that person to prove that the labor and materials actually went into and were used in the specific work of improvement. Especially as to material suppliers, it is crucial that the exact address be on all invoices and be signed by someone at the site upon delivery. Most practitioners have assumed that companies that rent equipment would be covered as well, especially since the mechanic s lien statute lists machinery as a lienable item. However, a recent Missouri Court of Appeals decision held otherwise. As a result, the legislature changed the law (Missouri Statutes ) to now make it clear that companies that rent equipment and machinery do get a lien. However, they have only 60 days after removing their equipment from the job site to file a lien, as opposed to everyone else getting six months (see statute ). Actually, there are two classifications of persons who can file a lien based on rented equipment or machinery: 1) the supplier or rentor and 2) the general contractor or subcontractor that uses the equipment on the site. As to persons who use the rented equipment but are not actually supplying/renting it, they can include within their lien the rental value on both residential and commercial projects. But as to the suppliers/renters of the machinery or equipment, they are more limited. They can file a lien only in the following circumstances: 1) on commercial projects, 2) if the lien is $5, or more, 3) if within five business days of commencing use at the site, they notify the owner in writing that Page 9 of 18

10 the equipment is being rented, the name of the supplier, and the rental rate. There are very few instances of not being able to file a lien. One example is that a landscaper s lien no longer has effect when the property is transferred to another buyer. Design professionals are also entitled to a lien (architects, professional engineers, and land surveyors). However, Missouri Section (5) as worded through 2011 requires a written contract with the owner. In order to enforce the lien, some states require that actual construction began. But Missouri is more liberal. The lien will apply even if the project never commences. If the project never starts, there would still be a lien for the value of the preparation of plans and specifications. If the lien is foreclosed and there are liens as well from contractors and subcontractors, there will be a prorated distribution of the sales monies upon foreclosure. The extent of the lien will only cover 3 acres of property upon which the project is located. There is an exception as to manufacturing, industrial or commercial projects that are not within the jurisdictional limits of any city, town or village. In that case, the lien can be upon the entire parcel. The lien can also be upon roadways, not to exceed 40 feet in width, as measured to the nearest public road or highway. When to File/ Record: See Time Deadlines table. Since a mechanic s lien must be filed within six months of the completion of the project, the definition of completion is significant. Performing warranty or call-back work does not extend the time. In other words, if you are making repairs to work that you have already done, this will not extend the time period. Where to File/Record: How to Serve: With the Clerk of the Circuit Court of the county in which the project is located. Missouri statutes do not require the service of the lien after it is filed with the clerk s office. However, it is recommended that a copy be sent to the owner, and if you are subcontractor or supplier, to the general contractor, by certified mail, return receipt requested. Amount of Lien: Primarily for unpaid labor, material, and equipment supplied. Also includes authorized change orders. It may also include Page 10 of 18

11 customary profit and overhead, including reasonable supervision and mark-up. The cost of tools and equipment cannot be included unless they have actually been consumed during the project, i.e., used up in the course of construction. Materials must be used or consumed in the project, but there is a presumption that they are if there is proof of delivery to the job site. Attorney s fees are typically not allowed in the lien claim as well as consequential damages. Consequential damages consist of Property Subject to the Lien: such items as lost profits on other jobs, lost profit for work not yet performed on the project as well as delay and impact damages. The Missouri statutes do not describe whether or not interest is allowed. There is also a special rule under Missouri Section as to the renters or lessors of construction equipment. A lien can only be placed upon commercial property and if the claim exceeds $5,000. Additionally, there must be a written notice to the owner within 15 days of commencing the furnishing of the rental equipment. The notice must identify the rental company and a general description of the machinery or equipment. A separate notice could be composed, but it appears there is no reason rental equipment companies could not simply send their invoices to the owner with an identification of the property. Note that this requirement does not apply to a contractor who is supplying labor and rental equipment. It only applies to companies that are purely renting their equipment without any labor involved in the use of that equipment. A mechanic s lien applies only to private projects. No lien is allowed in public projects against government property. The property of non-profit corporations and churches is also subject to a lien. Contractors who perform off-site work, including construction of streets, curbs and gutters, sidewalks, and utilities, get a lien on the property next to their improvements, as long as the work is done in a city or town. Additionally, the owners of the adjacent lots must directly or indirectly have contracted for the work. For example, if it is in a subdivision Page 11 of 18

12 and street work is hired out by the homeowners association, the adjoining lots would be subject to the lien, since they were indirectly contracted by those owners. If work is done inside a city, town, or village, the lien is upon the improvement as well as the entire lot. If work is done outside a city, town, or village jurisdiction, the lien applies to the building and three acres surrounding it. A well driller s lien is limited to the lot upon which the well is drilled, but no more than one acre. An architect s lien on rural property will extend only to one acre. As to subdivisions and condominium projects, where there may be separate lots or parcels, a single lien may be filed which applies to all such lots for parcels. If payment is made on some but not all of the parcels, there is a special law that you can record a Partial Lien Release. That form is available on this web site. Furnishing Information: Verified or Notarized?: Upon request, the general should furnish others with information about the owner so the required notices and lien can be filled out properly. A verified notice simply means you sign it and are representing the contents are true and accurate. A notarized notice is signed in front of a Notary Public or other official. A verified notice is all that is required in this state. The lien should be both verified and notarized. Priorities: Under the first spade rule, lien claimants have equal priorities amongst themselves and their liens relate back to the date on which the first work was performed on the project by anyone. It does not make any difference who files first. Everyone shares equally upon foreclosure of the property. Mechanics liens have priority over the mortgage of a construction lender, or any other recorded interests, mortgages, or judgments, as long as any work (by any contractor) began on the project by anyone prior to the recording of these interests or instruments. If a deed of trust is recorded on the property before commencement of the work, it has priority upon later foreclosure as to the land. However, the lien claimants will have priority as far as the improvements. However, from a practical standpoint, unless the improvements can be removed easily and without damage, this gives little priority. Page 12 of 18

13 Bankruptcy: If the owner (or general contractor if you are a subcontractor or supplier) files for bankruptcy, you should still file your lien, but you will have to hold off in filing your lawsuit until conclusion of the bankruptcy. However, this will table the time requirements of the foreclosure of your lien because of the automatic stay of the bankruptcy. In other words, everything is put on hold until the bankruptcy is completed and then the time starts running again for filing your lawsuit on the lien. Lien Release Bond: Missouri does not have a provision for releasing the lien by filing a surety bond. Partial Lien Release: As stated above, a contractor may file a single lien as to multiple lots or parcels in a subdivision or condominium project. If you re then paid for some but not all of the parcels, you are required to file a partial lien release. As an example, assume you have worked on five subdivision units and filed a single mechanic s lien for $100, Assume also it is reasonable to allocate the $100, evenly amongst all the lots each one owing $25,000. You get a payment of $50, which is to apply to lots 1 and 2. The release would state: Amount of original mechanic s lien is $100, Amount now satisfied is $50, Lots released are: I and 2. Miscellaneous Issues: Inadvertently Waiving Lien Rights: Although the owner cannot force a prime contractor to waive his or her lien rights at the time the contract is executed, in Missouri those rights may also be waived by a later and separate document. Be careful what you sign. Page 13 of 18

14 Lien Fraud: Make sure your mechanic s liens and lien waivers contain truthful statements. A recent Internet posting in December of 08 bears this out. A general had given the owner a number of lien waivers in which he indicated subcontractors had been paid in full. They had not. But in reliance upon these statements, the general was paid. Later, the subcontractors filed mechanic s liens. The owner went to the DA and the general contractor ended up receiving five years jail time! Consent of Owner Form: Subcontractors cannot pursue their liens on residential property (four units or less) unless they receive a signed consent form from the owner which states the following (in at least ten-point, bold type): Consent of Owner CONSENT IS HEREBY GIVEN FOR THE FILING OF MECHANIC S LIENS BY ANY PERSON WHO SUPPLIES MATERIALS OR SERVICES FOR THE WORK DESCRIBED IN THIS CONTRACT ON THE PROPERTY ON WHICH IT IS LOCATED IF THEY ARE NOT PAID ( RS Mo). And, this consent must be attached to any mechanic s lien filed by a subcontractor or supplier. The general contractor must give this consent notice to the owner to be signed if requested by a subcontractor or supplier, but the general contractor has no obligation to force a signature. Do your best to get back a signed copy of this consent form. If you do not get it back, this means that full payment of the amount due by the owner to the general contractor is a complete defense to your lien. In other words, if the owner pays the general contractor everything that is owed, you do not get a lien unless this consent form has been signed and returned back to you. The general contractor does not have to secure the consent of the owner prior to filing his lien, however. If you do not get back a signed copy from the owner, you have the right to hold off in doing the work. But be careful. In Missouri, to prevent being sued by the general for breach of contract, you should consider a provisions in your contract that states, in so many words: Receipt of a signed copy of the Consent of Owner within days before (for example 10 days) work is to begin is a condition precedent to Page 14 of 18

15 the obligation to do the work, and if not received, sub/supplier will have no further obligation to furnish services, and shall not be liable for the failure to prosecute that work. These requirements only apply to repair, remodeling or additions to existing owner-occupied residential property of four units or less. In other words, it does not apply to brand-new construction. Contents of Mechanic s Lien: The mechanics liens in Missouri are very detailed and complicated. Make sure you use a standard. Bear in mind the following particulars: A. You should include a legal description. You can get this from the clerk s office of the circuit court, a title company (customer service department of the main office in the county), or an attorney. B. Unless you have a fixed-price contract, you must itemize an account of the monies owed to you. This includes all the invoices sent out and the partial payments. The best way to do this is to attach as exhibits your contract/proposal and the invoices requesting payment. LAWSUIT TO FORECLOSE MISSOURI LIEN Introduction: When: Where to File: Arbitration: Your lien is not valid forever. Because it directly affects the owner s title, it has a limited shelf life and must be enforced within a short period of time. That enforcement is done by filing a lawsuit to foreclose. Just like the time deadlines for a Pre- Lien or Mechanic s Lien, the courts strictly construe these time limits which are called statutes of limitation. Again, if you are literally one day late, the lien is ineffectual. Within six months after you have filed your mechanic s lien. In the county in which the property is located. Many construction contracts state that all disputes will be decided by binding arbitration, as opposed to a court Page 15 of 18

16 proceeding by judge or jury. In fact, it has long been a tradition to do so in the construction industry. Arbitration is usually quicker and less costly, especially because it cuts down on expensive discovery. The decision is final and binding, with no right to appeal. You lose your right for a jury trial, but few contractors want that in the first place. You usually pick an experienced construction attorney or retired judge to hear the case in their conference room. It is just like a court proceeding with the same general rules of evidence, but more informal. On the other hand, you can only foreclose your lien through a court proceeding, not arbitration. So, how do you keep your arbitration rights and at the same time preserve your lien rights? Simple. You bring a lawsuit to protect the lien and then immediately request the court to stay the court proceedings. When arbitration is done, you go back to court and turn the arbitration award into a judgment. Need a Lawyer? In this country, every individual has the statutory right to represent themselves. This means they can prepare all necessary papers, appear at hearings, and actually try the case. In so doing, the court considers you to be acting either in pro se or pro per. Before making this decision, consider the following factors: 1. You are a professional and thoroughly know the ins and outs of not only the construction industry but of the project itself. The best lawyer on his or her best day will probably not know more than 50% of what you know. 2. How is your public speaking abilities? If you are uncomfortable speaking to a group, you will even more uncomfortable in court or arbitration. You could be the sharpest wit in town but may not be able to present your arguments. Remember, appearing uncomfortable is perceived as having deficiencies in your case. People usually think that if you are not comfortable about your own facts, then they must not be that strong. 3. If the other side has a lawyer, you might want to think twice about representing yourself. You will certainly know the facts quite well, but you may be blindsided by legal technicalities. 4. You may also want to think twice if this is a really nasty and emotional case. In other words, if the other Page 16 of 18

17 side is going for blood. Having a lawyer can shelter you from this emotional trauma. No matter how strong you are, lawsuits are taxing not only on your time, but on your physical and emotional energies. 5. If you have a good case in which you have complied with technicalities and performed good work, you are essentially engaging in a collection action. These actions are typically very simple because there are few defenses or defects alleged by the other side. It makes it easier for you to represent yourself because it is more a question of when and how much they will pay as opposed to whether you will win at all. 6. If you have a binding arbitration provision, you may consider representing yourself. These proceedings are much more informal and the arbitrator tends to give you more leeway. There are also fewer rules and not they are usually not quite as strict. 7. You could consider representing yourself but get advice along the way from a lawyer. It is much cheaper that way. On the other hand, the lawyer cannot watch over every move and you might slip up. Many times lawyers can also help you with preparing the forms, simply putting your name on the pleading. You can also bring in your lawyer at the end to actually try the case. 8. Judges and courts do not give legal advice. They only help you with what forms to use. However, clerks can be invaluable in steering you in the right direction as far as where to file, time limitations, the nature of the form or pleading, etc. But, remember when it comes right down to the ultimate advice, they cannot help you. 9. Judges usually treat you the same as an attorney which means they expect strict compliance with the rules. Although some judges give you more slack, don t count on it. 10. The biggest dilemma is whether you should hire an attorney for a smaller case, typically in the $5,000 to $10,000 range. You have to watch this because you may eat up that amount in attorney s fees. You never make money on lawsuits, only lawyers do. Try to settle for the best price you can get and move on. Page 17 of 18

18 Prepared by: Thank you for your business. Page 18 of 18