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9. Rebalancing <br /> Notwithstanding anything to the contrary in this order and subject to the conditions specified below,you have the option to re-allocate the User and Usage <br /> quantities("Rebalance"or"Rebalancing")among the following Oracle Cloud Services(and associated optional services)listed in this order as applicable <br /> but only within a pillar(as defined below):Oracle Fusion Cloud,Taleo Enterprise Cloud Services,Eloqua Cloud Services,Oracle RightNow Cloud Services <br /> and BigMachines Cloud Services.For the purposes of this Rebalance option,a pillar is equal to one of the following:CX, HCM or ERP. <br /> By providing Graviton and Oracle with written notice of your intent to exercise the option to Rebalance,you may exercise the option to Rebalance provided <br /> that: <br /> a. you may only Rebalance with respect to Cloud Services subscriptions that you have already purchased from Graviton and that are still in effect at the <br /> time of the Rebalancing; <br /> b.you may only Rebalance with respect to subscription Cloud Services(e.g., bases and options)and you may not apply Rebalancing to other services <br /> (such as managed services or professional/consulting services)or operational services such as Additional Test Environment or Virtual Private Network, <br /> which are not a user based metric or a usage based metric; <br /> c.you may Rebalance once within the first 12 months from the Cloud Services Start Date of this order,and once within the following 12 month period; <br /> d. you provide your Graviton sales representative with 30 days prior written notice of your intent to exercise the Rebalance(with the 30 day notice period <br /> being the"Thirty Day Period"), and you issue a new PO for the new or amended order(that reflects the results of the Rebalance)with a new invoicing <br /> schedule; <br /> e.you enter into a new or amended order with Graviton for distribution to the end user reflecting the results of the Rebalance within the Thirty Day Period; <br /> f.your annual renewable revenue,with respect to Cloud Services,has not decreased; <br /> g.you may not use this Rebalance option with any products that have pooled usage or in conjunction with any Oracle Cloud promotions; <br /> h.you may not Rebalance any fees which have already been used or that have already been applied to Cloud Services under this order; <br /> i. Rebalancing conversions are based on the list prices of the applicable Cloud Services as of the date of your original order;and <br /> j. Oracle may contact the City directly to confirm its consent to the Rebalancing(without which Oracle is not obligated to proceed with the Rebalancing) <br /> and to coordinate any related end user actions that may be required. <br /> 10. Option periods <br /> You shall have an option to renew your subscription for the same services listed in the table above at the same usage limits for Seven(7)additional 12 <br /> Months renewal periods,each"Option Period"for the fees specified. Professional Services are not included in the Periods. <br /> You must provide Graviton a minimum of 30 days'notice prior to the expiration of a service term of your intent to exercise an Option Period and you must <br /> execute an order for the new option period prior to the expiration date of the existing service period.The cloud services listed above may not be renewed <br /> at the option year pricing listed above if: (i)Oracle is no longer making such cloud services generally available to customers, or(ii)You are seeking to <br /> cancel or reduce the number of user licenses of the cloud services set forth in this ordering document. <br /> Option Period 1:(commencing the day after the last day of the Services Period specified on this order):$[Total 12-month annualized Cloud Services fees <br /> for the Services Period under this order]x 1.03% <br /> Option Period 2:$[Total 12-month annualized Cloud Services fees for Option Year 1]x 1.03% <br /> Option Period 3:$[Total 12-month annualized Cloud Services fees for Option Year 2]x 1.03% <br /> Option Period 4:$[Total 12-month annualized Cloud Services fees for Option Year 3]x 1.03% <br /> Option Period 5:$[Total 12-month annualized Cloud Services fees for Option Year 4]x 1.03% <br /> Option Period 6:$[Total 12-month annualized Cloud Services fees for Option Year 5]x 1.03% <br /> Option Period 7:$[Total 12-month annualized Cloud Services fees for Option Year 6]x 1.03% <br /> The order is subject to and incorporates the terms and conditions contained in Section C set forth below("Additional End User Terms"). Oracle is an <br /> irrevocable third party beneficiary of the order between you and Graviton,but does not assume any of Graviton's obligations thereunder.Oracle will have <br /> no liability to the City arising out of or relating to Graviton's non-compliance with the End User Terms. Should the City fail to be in compliance with the <br /> additional End User Terms below,or because of any other circumstance outside of Oracle's control, Oracle may suspend or terminate the cloud services <br /> under this ordering document. In the event of termination, the end user's right to receive cloud services under this ordering document is automatically <br /> forfeited. <br /> 11. Price Hold <br /> For a period of 60 months from the Cloud Services Start Date of this order,You may order the Cloud Services specified below at the appropriate fee <br /> specified below, provided the Cloud Services are available in production release when ordered. <br /> Part No Description Metric,' Monthly Fee <br /> B91150 Fusion ERP Analytics Hosted Named User Per Month 49.5 <br /> B98137 Oracle Fusion HCM Analytics Hosted Named User 49.5 <br /> CPQ-3330527-1 Issued by Graviton Consulting Services,Inc. June 9,2025 <br /> Page 4 of 6 <br />