Tax Information Policy (W-9 / W-8 / 1099)

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Scope & Applicability

This Policy applies to every individual and entity that receives, is entitled to receive, or may in the future receive any form of compensation, remuneration, consideration, or other payment (collectively, “Reportable Payments”) from Orno LLC or any of its affiliates, including but not limited to: sponsorship fees, campaign bonuses, performance incentives, product seeding reimbursements, affiliate commissions, referral bonuses, contest prizes, gift card distributions, equity compensation, and any other thing of value exceeding de minimis thresholds established by the Internal Revenue Service (“IRS”).

This Policy applies regardless of the method of payment (ACH, wire transfer, PayPal, check, cryptocurrency, barter, or in-kind consideration), the frequency of payment, or the aggregate annual amount. All Payees are required to comply with the documentation and certification requirements set forth herein as a precondition to receiving any Reportable Payment.

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Regulatory Authority

This Policy is promulgated pursuant to, and shall be construed consistently with, the following provisions of the Internal Revenue Code and related authorities:

Controlling Authorities

IRC § 6041 — Information at source: payments of $600 or more made in the course of a trade or business to any person during a calendar year;
IRC § 6041A — Returns regarding payments of remuneration for services and direct sales;
IRC § 6050W — Returns relating to payments made in settlement of payment card and third-party network transactions;
IRC § 3406 — Backup withholding at the rate of 24% on reportable payments where the payee has failed to furnish a correct TIN;
IRC §§ 1441–1446 — Withholding of tax on nonresident aliens and foreign corporations (NRA withholding at 30%);
IRC §§ 1471–1474 (FATCA) — The Foreign Account Tax Compliance Act, requiring identification of U.S. account holders by foreign financial institutions and withholding on certain payments to non-participating FFIs;
Treas. Reg. §§ 1.6041-1 through 1.6041-10 — Implementing regulations for information reporting;
Treas. Reg. § 31.3406-0 et seq. — Backup withholding procedures and B-notice requirements;
Rev. Proc. 2003-9 (TIN Matching) — IRS TIN Matching Program for payers;
IRC §§ 6721–6724 — Penalty provisions for failure to file correct information returns and failure to furnish correct payee statements.

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Defined Terms

“TIN” (Taxpayer Identification Number)

means an individual’s Social Security Number (SSN), an Employer Identification Number (EIN), or an Individual Taxpayer Identification Number (ITIN) assigned by the IRS.

“U.S. Person”

has the meaning set forth in IRC § 7701(a)(30): a citizen or resident of the United States, a domestic partnership, a domestic corporation, any estate other than a foreign estate, or any trust if (i) a court within the United States is able to exercise primary supervision over the administration of the trust and (ii) one or more U.S. persons have the authority to control all substantial decisions of the trust.

“Foreign Person”

means any person that is not a U.S. Person, including nonresident alien individuals, foreign corporations, foreign partnerships, foreign trusts, foreign estates, and foreign governments.

“Backup Withholding”

means the mandatory withholding of tax at the rate prescribed by IRC § 3406(a) (currently 24%) from Reportable Payments made to a payee who has failed to furnish a correct TIN, is subject to backup withholding due to underreporting, or has failed to certify exemption from backup withholding.

“NRA Withholding”

means the withholding of tax at the statutory rate of 30% (or reduced treaty rate, if applicable) from payments of U.S.-source fixed, determinable, annual, or periodical (FDAP) income to Foreign Persons pursuant to IRC §§ 1441–1446.

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U.S. Persons — W-9 & TIN Requirements

Each Payee that is a U.S. Person shall furnish a properly completed and executed IRS Form W-9 (Request for Taxpayer Identification Number and Certification) to Orno prior to the issuance of any Reportable Payment. The W-9 shall include:

The Payee’s legal name (as shown on the Payee’s income tax return);
The Payee’s business name or DBA, if different from (a);
The Payee’s federal tax classification (individual/sole proprietor, C Corporation, S Corporation, Partnership, Trust/Estate, LLC with proper classification election);
The Payee’s correct TIN (SSN, EIN, or ITIN);
Certification under penalties of perjury that (i) the TIN furnished is correct, (ii) the Payee is not subject to backup withholding (or, if subject, has indicated accordingly), and (iii) the Payee is a U.S. Person.

Orno shall validate submitted W-9 forms for completeness and facial regularity. Incomplete, unsigned, or facially deficient W-9 submissions shall be rejected, and the Payee shall be notified within five (5) business days to submit a corrected form. No Reportable Payment shall be issued to a Payee until a valid W-9 has been received and processed.

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Backup Withholding (24%)

Pursuant to IRC § 3406, Orno is required to withhold tax at the current statutory rate of twenty-four percent (24%) from all Reportable Payments made to a Payee under any of the following circumstances:

The Payee has failed to furnish a TIN to Orno in the manner prescribed;
The IRS has notified Orno that the TIN furnished by the Payee is incorrect (CP2100 or CP2100A notice);
The IRS has notified Orno that the Payee is subject to backup withholding due to previous underreporting of interest or dividends;
The Payee has failed to certify, under penalties of perjury, that the Payee is not subject to backup withholding.

Withholding Liability Notice

ORNO IS LEGALLY OBLIGATED TO COMMENCE BACKUP WITHHOLDING IMMEDIATELY UPON TRIGGERING OF ANY OF THE ABOVE CONDITIONS. AMOUNTS WITHHELD SHALL BE REMITTED TO THE IRS AND REPORTED ON FORM 945. PAYEES MAY CLAIM CREDIT FOR AMOUNTS WITHHELD ON THEIR ANNUAL INCOME TAX RETURNS. ORNO SHALL NOT BE LIABLE FOR ANY DAMAGES, LOST INCOME, OR CONSEQUENTIAL HARM ARISING FROM MANDATORY BACKUP WITHHOLDING.

Backup withholding shall continue until the condition giving rise to withholding has been cured, including receipt of a corrected TIN, certification from the IRS that withholding is no longer required, or receipt of valid certification from the Payee as applicable under Treas. Reg. § 31.3406(d)-1 through (d)-5.

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Non-U.S. Persons — W-8BEN / W-8BEN-E

Each Payee that is a Foreign Person shall furnish the applicable IRS Form W-8 to Orno prior to the issuance of any Reportable Payment constituting U.S.-source FDAP income:

Form W-8BEN (Individuals)

Certificate of Foreign Status of Beneficial Owner for United States Tax Withholding and Reporting (Individuals). Required for all nonresident alien individuals claiming beneficial ownership of income and, where applicable, a reduced rate of withholding under an applicable income tax treaty. The form must include: (i) the individual’s name and permanent residence address; (ii) country of citizenship; (iii) Foreign TIN (if applicable); (iv) treaty claim with specific article and paragraph citation; and (v) certification under penalties of perjury. Form W-8BEN expires on the last day of the third calendar year following the year of signing unless a change in circumstances makes the information incorrect.

Form W-8BEN-E (Entities)

Certificate of Status of Beneficial Owner for United States Tax Withholding and Reporting (Entities). Required for all foreign entities, including foreign corporations, partnerships, trusts, and intermediaries. The form requires: (i) entity classification for U.S. tax purposes; (ii) FATCA status (participating FFI, deemed-compliant FFI, exempt beneficial owner, NFFE, etc.); (iii) GIIN if applicable; (iv) chapter 3 status; (v) treaty claim (if applicable); and (vi) certification. Additional documentation (e.g., organizational documents, withholding statements) may be required depending on entity type and claims made.

In the absence of a valid W-8 form, Orno shall withhold tax at the statutory rate of thirty percent (30%) on all payments of U.S.-source FDAP income to the Foreign Person pursuant to IRC § 1441. Where an applicable income tax treaty provides a reduced rate of withholding, the Payee must furnish a properly completed W-8 with appropriate treaty claim and satisfy all limitation-on-benefits requirements before the reduced rate may be applied.

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1099-NEC, 1099-MISC & 1099-K Thresholds

Orno shall file information returns with the IRS and furnish corresponding payee statements in accordance with the following reporting requirements:

Form 1099-NEC (Non-Employee Compensation)

Filed for each U.S. Person Payee to whom Orno has paid $600 or more in non-employee compensation during the calendar year (IRC § 6041A(a)). Non-employee compensation includes sponsorship fees, campaign payments, performance bonuses, and all other remuneration for services performed by a person who is not an employee of Orno. Form 1099-NEC is due to the IRS and payee by January 31 of the year following the calendar year of payment.

Form 1099-MISC (Miscellaneous Information)

Filed for payments of $600 or more in rents, prizes, awards, other income payments, and certain other categories specified in IRC § 6041(a) that are not reported on Form 1099-NEC. Contest prizes and promotional awards provided to Creators may be reportable on Form 1099-MISC, Box 3 (Other income). Due to the IRS by February 28 (March 31 if filing electronically) and to the payee by January 31.

Form 1099-K (Payment Card/Third-Party Network Transactions)

Under IRC § 6050W as modified by the American Rescue Plan Act of 2021 (P.L. 117-2) and subsequent IRS guidance, third-party settlement organizations are required to report transactions exceeding the applicable threshold (currently $600, subject to ongoing IRS transition relief and potential legislative change). To the extent Orno acts as or through a third-party settlement organization, Form 1099-K reporting obligations shall apply as determined by current IRS guidance at the time of reporting.

Payees are advised that receipt of a Form 1099 does not, by itself, determine the Payee’s tax liability. Payees are solely responsible for reporting all income (including amounts below the $600 reporting threshold) on their tax returns and paying all taxes due thereon.

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Form 1042-S & FATCA Withholding

For payments of U.S.-source FDAP income made to Foreign Persons, Orno shall file Form 1042-S (Foreign Person’s U.S. Source Income Subject to Withholding) with the IRS and furnish a copy to the recipient by March 15 of the year following the calendar year of payment. Form 1042-S shall report the gross income paid, the amount of tax withheld (at either the statutory 30% rate or applicable treaty rate), and the applicable income code and exemption code.

Additionally, pursuant to the Foreign Account Tax Compliance Act (IRC §§ 1471–1474), Orno shall (i) obtain and validate FATCA certifications from all Foreign Person Payees; (ii) withhold 30% on withholdable payments made to non-participating foreign financial institutions (FFIs) or passive NFFEs that fail to provide required certifications; and (iii) report payments subject to FATCA withholding on Form 1042 and 1042-S with the appropriate chapter 4 status codes.

Foreign Persons claiming treaty benefits or FATCA exemptions bear the sole burden of establishing entitlement thereto through proper documentation. Orno shall not be liable for any over-withholding resulting from the Payee’s failure to furnish timely and adequate documentation.

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State Withholding Obligations

Certain states require withholding on payments to non-employee payees under specific circumstances. Orno shall comply with applicable state withholding requirements, including but not limited to:

California: Withholding at 7% on payments to California-resident payees exceeding $1,500 in a calendar year where the payee has not provided a valid TIN (Cal. Rev. & Tax. Code § 18662);
New York: State reporting of Form 1099-NEC data to the New York Department of Taxation and Finance under the Combined Federal/State Filing (CF/SF) program;
Other states: Orno participates in the IRS Combined Federal/State Filing Program and will transmit 1099 data to participating state tax agencies as required.

Payees are solely responsible for determining their own state income tax obligations, including estimated tax payments, state-level information return filing, and compliance with nexus-creating activities. Orno provides no tax advice and makes no representation regarding any Payee’s state tax obligations.

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TIN Matching & B-Notice Procedures

Orno participates in the IRS TIN Matching Program (Rev. Proc. 2003-9) and shall validate submitted TINs against IRS records prior to filing information returns. In the event of a TIN mismatch or receipt of an IRS B-Notice (CP2100 or CP2100A), Orno shall implement the following procedures:

B-Notice Response Protocol

First B-Notice: Orno shall notify the Payee in writing within fifteen (15) business days of receipt of the IRS notice, requesting that the Payee furnish a corrected TIN via a new Form W-9. If the Payee fails to respond within thirty (30) days, Orno shall commence backup withholding at 24%.
Second B-Notice: Upon receipt of a second B-Notice within a three-year period for the same Payee, Orno shall commence backup withholding immediately and shall require the Payee to obtain TIN validation directly from the IRS or Social Security Administration before withholding may be discontinued.
Continued Non-Compliance: If the Payee fails to resolve a TIN discrepancy within sixty (60) days of the second B-Notice, Orno reserves the right to suspend all Reportable Payments and terminate the Payee’s participation in the Orno platform.

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Creator Tax Responsibility

Each Payee acknowledges and agrees that:

The Payee is an independent contractor and not an employee of Orno for federal, state, or local tax purposes. Orno does not withhold income taxes, Social Security taxes (FICA), or Medicare taxes from Reportable Payments;
The Payee is solely responsible for the payment of all federal, state, and local income taxes, self-employment taxes (IRC § 1401), estimated taxes (IRC § 6654), and any other taxes due on Reportable Payments;
The Payee is responsible for making quarterly estimated tax payments to the IRS (Form 1040-ES) and applicable state taxing authorities if the Payee expects to owe $1,000 or more in tax for the year;
The Payee shall maintain accurate books and records of all income received from Orno and all deductible business expenses;
Orno does not provide tax advice and nothing in this Policy or any communication from Orno shall be construed as tax planning, tax preparation, or tax advisory services. Payees are strongly encouraged to consult a qualified tax professional regarding their individual tax obligations;
The Payee shall indemnify and hold harmless Orno from any tax liability, penalties, interest, or other assessments arising from the Payee’s failure to comply with applicable tax laws, including any reclassification of the Payee’s status by the IRS or state taxing authority.

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Record Retention (7 Years)

Orno shall maintain all tax-related documentation in accordance with the following retention schedule:

Forms W-9, W-8BEN, W-8BEN-E: Retained for a minimum of seven (7) years from the later of (i) the date of the last Reportable Payment to which the form applies or (ii) the expiration date of the form;
Forms 1099-NEC, 1099-MISC, 1099-K: Retained for seven (7) years from the date of filing;
Forms 1042, 1042-S, 945: Retained for seven (7) years from the date of filing;
B-Notice correspondence: Retained for seven (7) years from the date of resolution;
Payment records: All records documenting the amount, date, method, and recipient of each Reportable Payment shall be retained for seven (7) years from the date of payment;
Withholding records: Records of all backup withholding and NRA withholding, including remittance to the IRS, shall be retained for seven (7) years from the date of remittance.

This retention period exceeds the minimum three-year period prescribed by IRC § 6501(a) (general statute of limitations on assessment) but is consistent with the six-year period under IRC § 6501(e) (substantial omission) plus a one-year administrative buffer. Records may be maintained in electronic format provided they satisfy the requirements of Rev. Proc. 98-25 (or successor guidance) regarding electronic storage systems.

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Penalties & Non-Compliance

The Internal Revenue Code imposes substantial penalties for failures related to information reporting. Orno takes these obligations seriously and shall pass through or seek indemnification for any penalties attributable to Payee non-compliance:

Applicable Penalty Provisions

IRC § 6721 — Failure to File Correct Information Returns: Penalties range from $60 to $310 per return (as adjusted for inflation), with a maximum annual penalty of $3,783,000 for large businesses. Intentional disregard increases the penalty to the greater of $630 or 10% of the amount required to be reported;
IRC § 6722 — Failure to Furnish Correct Payee Statements: Penalties mirror those under § 6721, ranging from $60 to $310 per statement with corresponding annual caps;
IRC § 6723 — Failure to Comply with Other Information Reporting Requirements: $60 per failure for violations not covered by §§ 6721–6722;
IRC § 7205 — Fraudulent W-4/W-9: Criminal penalty of up to $1,000 fine and/or imprisonment for one year for willfully furnishing a false or fraudulent withholding certificate;
IRC § 6682: $500 civil penalty for furnishing a false statement with no reasonable basis that results in a decrease in withholding.

Penalty Indemnification

EACH PAYEE SHALL INDEMNIFY, DEFEND, AND HOLD HARMLESS ORNO FROM AND AGAINST ANY AND ALL PENALTIES, INTEREST, ASSESSMENTS, DEFICIENCIES, AND RELATED COSTS (INCLUDING REASONABLE ATTORNEYS’ FEES) ARISING FROM OR RELATED TO THE PAYEE’S FAILURE TO FURNISH ACCURATE AND TIMELY TAX DOCUMENTATION, FURNISHING OF FALSE OR FRAUDULENT DOCUMENTATION, OR ANY OTHER TAX NON-COMPLIANCE ATTRIBUTABLE TO THE PAYEE.

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Payment Holds for Non-Compliance

Orno reserves the right to place an indefinite administrative hold on all Reportable Payments pending to a Payee under any of the following circumstances:

The Payee has failed to submit a valid W-9 or W-8 form within thirty (30) days of onboarding or within fifteen (15) days of a request for updated documentation;
The Payee has failed to respond to a B-Notice within the prescribed timeframe;
Orno has received notice from the IRS that the Payee’s TIN is incorrect or that the Payee is subject to backup withholding;
The Payee has requested a change in tax classification, legal name, or TIN that has not been verified;
Orno has reasonable grounds to believe that the Payee’s tax documentation is fraudulent, incorrect, or no longer valid;
The Payee is located in a jurisdiction subject to U.S. economic sanctions (OFAC) and has not provided adequate documentation of exemption.

Payment holds shall be released promptly upon resolution of the non-compliance condition. Orno shall not be liable for any damages, interest, lost profits, or consequential harm arising from a payment hold imposed in good faith compliance with this Policy or applicable law. Amounts held shall not accrue interest in favor of the Payee during the hold period.

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Tax Department Contact

All inquiries regarding tax documentation, W-9/W-8 submissions, 1099 corrections, withholding questions, and payment holds shall be directed to:

Orno LLC

Tax Compliance Department

555 Winderley Place
Maitland, FL 32751
United States of America
Email: tax@orno.io
Legal: legal@orno.io

This Tax Information Policy is effective as of the date first published and shall remain in effect until expressly rescinded or superseded. By receiving any Reportable Payment from Orno, each Payee acknowledges receipt of, consents to, and is bound by every term of this Policy. This Policy does not constitute tax advice. Payees should consult their own qualified tax advisors regarding their individual tax obligations.