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INSURANCE ON FILE WORK MAY PROCEED UNTIL INSURANCE EXPIRES N-2022-171 11 ' l 22 ATE: , OF JI?I, cl� 5 2022 DATE: UIIVV q-:FM A(Swahi2) LA`S ORDER FORM Fifth Asset, Inc., d/b/a DebtBook ("DebtBook") is pleased to provide City of Santa Aire, CA, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("Customer), with the Services subject to the terms established in this Order Form. This Order Form may be modified or replaced from time to time by a subsequent Order Form duly executed and delivered by each party in connection with any Renewal Term. The Services are subject to DebtBook's General Terms & Conditions (the 'Tenn & Conditions"), which have been provided to Customer, and the Incorporated Documents referenced in the Terms & Conditions. Each capitalized term used but not defined in this Order Form has the meaning given in the Terms & Conditions. Order Details Effective Date: 05/15/2022 Initial Term End Date: 05/14/2023 Initial Pricing Tier: Tier 2 Billing Frequency: Annually Payment Terms: Net 30 SeM . Subject to the terms described in this Order Form, DebtBook will grant Customer access to the Application Services during the Initial Term described above and, if applicable, each subsequent Renewal Term. As part of the initial implementation and onboarding process, DebtBook will provide Customer with the Implementation Services. DebtBook will also provide Customer with the Support Services throughout the Term. jM. DebtBook will charge Customer (1) a one-time Implementation Fee for its initial Implementation Services and (2) a recurring Subscription Fee for Customer's ongoing access to the Application Services and Support Services. Generally, DebtBook sets Fees using its standard pricing schedule for the Services based on the Customer's applicable Pricing Tier, which is based on the total number and amount of debt and lease obligations outstanding at the time of determination. The Initial Pricing Tier indicated above is based on Customer's good faith estimate of its total number and amount of debt and lease obligations currently outstanding and will not change during the Initial Term, regardless of (1) the actual number or amount of the Customer's debt and lease obligations implemented as part of the Implementation Services or (2) any changes during the Initial Term to Customer's debt and lease obligations. Notwithstanding anything in Section 10(a) of the Terms & Conditions to the contrary, the Fees for any Renewal Term will be determined based on the pricing schedule for each applicable Pricing Tier attached as Exhibit A to this Order Form. 0IIIIn2. Unless otherwise provided in the Customer Terms, all Fees will be due and payable in advance on the terms indicated above, and each invoice will be emailed to the Customer's billing contact indicated below. Renewal Term. Notwithstanding anything in Section 10(a) of the Terms & Conditions to the contrary, the Agreement may be renewed for no more than two successive 12-month Renewal Terms and only then at the discretion of the Customer on terms mutually agreed upon in a written agreement executed by both parties. The pricing tier applicable for each Renewal Term will be determined based on the aggregate number and amount of the Customer's debt, lease, software, and other obligations relevant to the Application Services outstanding at the time of renewal. Termination. The Agreement is subject to early termination on the terms set forth in the Terms & Conditions. Additional Customer Terms. The terms attached to this Order Form as Exhibit B constitute "Customer Terms" for the purposes of the Agreement and are incorporated into this Order Form by this reference Entire A"ment. By executing this Order Form, each party agrees to be bound by (1) this Order Form, (2) the Terms & Conditions, (3) the Incorporated Documents, and (4) any Customer Terms.