Agenda packet — Bell Gardens City Council, December 8, 2025 (part 6 of 12)

DOC #7

CERTIFICATION OF NON-INVOLVEMENT IN PROHIBITED ACTIVITIES IN RUSSIA OR BELARUS Pursuant to N.J.S.A. 52:32-60.1, et seq. (L, 2022, c. 3) any person or entity (hereinafter "Vendors") that seeks to enter into or renew a contract with a State agency for the provision of goods or services, or the purchase of bonds or other obligations, must complete the certification below indicating whether or not the Vendor is identified on the Office of Foreign Assets Control (OFAC) Specially Designated Nationals and Blocked Persons list, available here:
https://sanctionssearch.ofac.treas.gov/ . If the Department of the Treasury finds that a Vendor has made a certification in violation of the law, it shall take any action as may be appropriate and provided by law, rule or contract, including but not limited to, imposing sanctions, seeking compliance, recovering damages, declaring the party in default and seeking debarment or suspension of the party.

I, the undersigned, certify that I have read the definition of "Vendor" below, and have reviewed the Office of Foreign Assets Control (OFAC) Specially Designated Nationals and Blocked Persons list, and having done so certify:

A.
(Check the Appropriate Box)
That the Vendor is not identified on the OFAC Specially Designated Nationals and Blocked Persons list on account of activity related to Russia and/or Belarus.

OR
That I am unable to certify as to "A" above, because the Vendor is identified on the OFAC Specially. Designated Nationals B. and Blocked Persons list on account of activit related to Russia and/or Belarus.

OR
That I am unable to certify as to "A" above, because the Vendor is identified on the OFAC Specially Designated Nationals and Blocked Persons list. However, the Vendor is engaged in activity related to Russia and/or Belarus consistent with federal law, regulation, license or exemption. A detailed description of how the Vendor's activity related to Russia and/or Belarus is consistent with federal law is set forth below.
(Attach Additional Sheets If
Necessary.)
10/7/2024
Signature of Vendor's Authorized Representative Date
Peter Sirh, VP 20-4737033
Print Name and Title of Vendor's Authorized Representative Iron Brick Associates, LLC
Vendor's Name
362 Old Hollow Rd
Vendor's Address (Street Address)
Sperryville, VA 22740
Vendor's FEIN
703-288-3874
Vendor's Phone Number
Vendor's Fax Number
[email protected]
Vendor's Address (City/State/Zip Code) Vendor's Email Address Vendor means: (1) A natural person, corporation, company, limited partnership, limited liability partnership, limited liability company, business association, sole proprietorship, joint venture, partnership, society, trust, or any other nongovernmental entity, organization, or group; (2) Any governmental entity or instrumentality of a government, including a multilateral development institution, as defined in Section 1701(c)(3) of the International Financial Institutions Act, 22 U.S.C. 262r(c)(3); or (3) Any parent, successor, subunit, direct or indirect subsidiary, or any entity under common ownership or control with, any entity described in paragraph (1) or (2). NJ Rev. 1.22.2024 Version June 26, 2024

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DOC #8

NEW JERSEY BUSINESS REGISTRATION CERTIFICATE
(N.J.S.A. 52:32-44)
Offerors wishing to do business in New Jersey must submit their State Division of Revenue issued Business Registration Certificate with their proposal here. Failure to do so will disqualify the Offeror from offering products or services in. New Jersey through any resulting contract. httras:// www.ni:aortal.com/DOR/BusinessR
Version June 26, 2024

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DOC #9

EEOAA EVIDENCE
Equal Employment Opportunity/Affirmative Action
Goods, Professional Services & General Service Projects EEO/AA Evidence
Vendors are required to submit evidence of compliance with N.J.S.A. 10:5-31 et seq. and N.J.A.C. 17:27 in order to be considered a responsible vendor.

One of the following must be included with submission:
• Copy of Letter of Federal Approval
• Certificate of Employee Information Report
• Fully Executed Fowl AA302
• Fully Executed EEO -1 Report
See the guidelines at:
horse:// www.state.ni.us/treasury/contract coznnliance/documents/ndf/gu'de lines/ for further information.

I certify that my bid package includes the required evidence per the above list and State website.

Name: Peter Sirh
Signature: 3tl
Title: VP
Date: 10/8/2024

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DOC #10

MACBRIDE-PRINCIPLES

STATE OF NEW JERSEY

DEPARTMENT OF THE TREASURY - DIVISION OF PURCHASE
AND PROPERTY 33 WEST STATE STREET, P.O. BOX 230 TRENTON, NEW JERSEY 08625-0230
BID SOLICITATION # AND TITLE: Omnia RFP 24-S918 Cloud Solutions for HR VENDOR NAME: Iron Brick Associates, LLC
Pursuant to Public Law 1995, c. 134, a responsible Vendor/Bidder is required to provide a certification in compliance with the MacBride Principles and Northern Ireland Act of 1989. Pursuant to N.J.S.A. 52:34-12,2, Vendor/Bidder must complete the certification below by checking one of the two options listed below and signing where indicated. If a Vendor/Bidder that would otherwise be awarded a purchase, contract or agreement does not complete the certification, then the Director may determine, in accordance with applicable law and rules, that it is in the best interest of the State to award the purchase, contract or agreement to another Vendor/ Bidder that has completed the certification and has submitted a bid within five (5) percent of the most advantageous bid. If the Director finds contractors to be in violation of the principles that are the subject of this law, he/she shall take such action as may be appropriate and provided by law, rule or contract, including but not limited to, imposing sanctions, seeking compliance, recovering damages, declaring the party in default and seeking debarment or suspension of the party.

I, the undersigned, on behalf the Vendor/Bidder, certify pursuant to N.J.S.A. 52:34-12.2 that:

CHECK THE APPROPRIATE BOX
The Vendor/Bidder has no business operations in Northern Ireland; or OR
The Vendor/Bidder will take lawful steps in good faith to conduct any business operations it has in Northern Ireland in accordance with the MacBride principles of nondiscrimination in employment as set forth in section 2 of P.L. 1987, c. 177 (N.J.S.A. 52:18A-89.5) and in conformance with the United Kingdom's Fair Employment (Northern Ireland) Act of 1989, and permit independent monitoring of its compliance with those principles.

CERTIFICATION
I, the undersigned, certify that I am authorized to execute this certification on behalf of the Vendor, that the foregoing information and any attachments hereto, to the best of my knowledge are true and complete. I acknowledge that the State of New Jersey is relying on the information contained herein, and that the Vendor is under a continuing obligation from the date of this certification through the completion of any contract(s) with the State to notify the State in writing of any changes to the information contained herein; that I am aware that it is a criminal offense to make a false statement or misrepresentation in this certification. If I do so, I may be subject to criminal prosecution under the law, and it will constitute a material breach of my contract(s) with the State, permitting the State to declare any contract(s) resulfing from this certification void and unenforceable.

Signature
Peter Sirh, VP
Print Name and Title
Version June 26, 2024
10/7/2024
Date
DPP Rev. 12.13.2021

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2276

S DEPARTMENT OF THE TREASURY

INTERNAL REVENUE SERVICE
P.O. BOX 9003
HOLTSVILLE NY 11742-9003
002276.284076.0008.001 1 MB 0.326 530
I..I.I1.IInIu I,I.InI,.Iu,II,.II..I.iIIniIIiIii IIII IIII111

IRON BRICK ASSOCIATES LLC

BARBARA DARR MBR
1439 N GREAT NECK RD
VIRGINIA BEACH VA 23454
X
Date of this notice: 04-28-2006
Employer Identification Number:
20-4737033
Form: SS -4
Number of this notice: CP 575 B
For assistance you may call us at:
1-800-829-4933

IF YOU WRITE, ATTACH THE
STUB OF THIS NOTICE.

WE ASSIGNED YOU AN EMPLOYER IDENTIFICATION NUMBER
Thank you for applying for an Employer Identification Number (EIN). We assigned you EIN 20-4737033. This EIN will identify your business account, tax returns, and documents, even if you have no employees. Please keep this notice in your permanent records.

When filing tax documents, please use the label we provided. If this isn't possible, it is very important that you use your EIN and complete name and address exactly as shown above on all federal tax forms, payments and related correspondence.

Any variation may cause a delay in processing, result in incorrect information in your account or even cause you to be assigned more than one EIN. If the information isn't correct as shown above, please correct it using tear off stub from this notice and return it to us so we can correct your account.

Based on the information from you or your representative, you must file the following form(s) by the date(s) shown.

Form 1065 04/15/2007
If you have questions about the form(s) or the due dates(s) shown, you can call or write to us at the phone number or address at the top of the first page of this letter. If you need help in determining what your tax year is, see Publication 536, Accounting Periods and Methods, available at your local IRS office or you can download this Publication from our Web site at www.irs.gov .

We assigned you a tax classification based on information obained from you or your representative. It is not a legal determination of your tax classification, and is not binding on the IRS. If you want a legal determination on your tax classification, you may request a private letter ruling from the IRS under the guidelines in Revenue Procedure 2004-1,2004-1 I.R.B. 1 (or superseding Revenue Procedure for the year at issue.)

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D&B Finance

LIVE REPORT

IRON BRICK ASSOCIATES, LLC
" R"radestyle(S} 1IRONBR1C

HEADQUARTERS
D -U -N -S Number: 78-386-2217
Phone: 1 703 288 387
Summary
KEY DATA ELEMENTS (IFormeriyz SCORE BAH)
KDE Name
PAYDEX®
Delinquency Score
Failure Score
D&B Viability Rating
Bankruptcy Found
D&B Rating

COMPANY PROFILE O

D -U -N -S
18-386-2217
Legal Form
History Record
Date Incorporated
04/2112 ()06
State of Incorporation
S3 R.02 ARA
Ownership
Not pubk
Printed By:Lorie Parker
Date Printed:10/30/2024
Address: 362 Old Hollow d, Sperryvilie, VA, 22740, United States Of America
Web: www.ironbricke:om
Endorsement: Iparker@my'thiks.corn
Exclude from Portfolio Insight: o
Folders: All Companies
Current Status
80 75
69 N
Mailing Address
Telephone
+ 1 70.3 7 2.88 3874
Website
ww_w ironbn � c:o..

Details
Plays on time
Low t _Moderate._Rislk of sever *.
ppeYrnemFi cdel_"xn uearY..

Low to Moderate Fisk of severe
(inanciatstress.

View More Details
Undetermined
Employees
Age (Year Started)
19 a:s i',2006)
Named Principal
Kevin 1 16 i:1!. 1; .tO
Present Control Succeeded Line of Business
2006 Mrq elec0.011,0 comput220,-,
SIC
3571
71 NAICS
Street Address:
362 Old Hollow 1cP,
Speirryville, \.!A, ,2R?..)4o,
Un It d Si3:Aes Ole America
Currency USD

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OVERALL BUSINESS RISK O
Dun & Bradstreet thinks...

Overall assessment of this organization over the next 12 months:

Based on the predicted risk of business discontinuation:

Based on the predicted risk of severely delinquent payments:

D&B MAX CREDIT RECOMMENDATION O

MAXIMUM CREDIT RECOMMENDATION
70,000 (USD)
The recommended limit is based on a moderately low probability of severe delinquency.

Stable Condition
Likelihood Of Continued Operations
Low Potential For Severely Delinquent Payments
FAILURE SCORE 0 (F=ormeir1y Financ@ak Stress Scar i
Company's Risk Level
High Rusk OO
Past 12 Months
Low Rilsk
High Risk
Probability of failure over the next 12 months

0.14 %
Low Risk (100
DELINQUENCY SCORE 0 (Formerly Commercial Credit Score(
Company's Risk Level
Probability of delinquency over the next 12 months

3.22 %
High Risk !1) Low Risk (1001
Past 12 Months
Low R k
High Risk

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VIABILITY RATING SUMMARY O
Viability Score
VINO
dfigh Risk (9)
Data Depth Indicator
De5ca'Sla9`ave ¢G)
Portfolio Comparison
�t�ii 9a Rise i9}
Financial Data
Trade Payments
Company Size
Years in Business
D&B PAYDEX® O
I -Ugh Risk (A)
0 pays on time
Past 24 Months
Low Rkk
High Risk
49 naava'o)a b@e
AvedaWe.r :T3+Trade
Meddeiunr E nployeesa '.9,43-40 er Saves;
$.900K-^,64ti931K
No
Lew Risk (100)
Love R11sk. (L)
Pre
LOAM Risk (fl)
D&B PAYDEX - 3 MONTHS 0
PAYDEX® TREND CHART 0

SBRI ORIGINATION
a
v

D&B SBFE SCORE
No D&B SBFE Score data is currently available.

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D&B RATING
Special Rating
l ndrrtE_`r r
tent) OS ct 04/19/20211

LEGAL EVENTS
Events
Bankruptcies
Judgements
Liens
Suits
UCC
Occurrences
0 0
0 0
8 Last Filed
07/25/2024

DETAILED TRADE RISK INSIGHT -
3 Months
From to
High Risk (121+)
Low Risk ((Pi
DETAILED TRADE RISK INSIGHT— 13 MONTH TREND
Total ount Current and Past ue

FINANCIAL OVERVIEW - BALANCE SHEET
Balance Sheet Ill
Total Current Assets
Total Assets
Total Current Liabilities
Working Capital/Net Current Assets

1. Fiscal ].2/31/2017

2. (In Single Units)
Source:1.16B
Amount (21
16,238,851 (USD)
16,348,980 (USD)
12,898,155 (USD)
3,340,696 (USD)
Last 2 Years
BSI
717

TRADE PAYMENTS
Highest Past Due:
0;
Highest Now O 'i Total Trade Exp Largest High C
wing eriences redit
0 " 3 90.000

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FINANCIAL OVERVIEW - PROFIT AND LOSS
No Data Available

OWNERSHIP
Subsidiaries
Branches
1 This company is a Global Ultimate, Domestic Ultimate, Headquarters.

Name
Country

D -U -N -S
Others
Global Ultimate
Domestic Ultimate
Iron Brick Associates, LLC Iron Brick Assoc:Oates, LLC
United States
78-386-2217
United States
78-386-2217
Total Members
2 FINANCIAL OVERVIEW - KEY BUSINESS RATIOS
Key Business Ratios
Sales to Net Working Capital
Quick Ratio
Current Ratio
Current Liabilities / Net Worth
Source: [ 'F5
ALERTS C?)
There are no alerts; for this €D -U -N --S Number.

Business Ratio

22.4 1.2

1.3 373.8

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NEWS
No Data Available
NOTES
Add Note
No notes is available for this ID U -N -S Number.

COUNTRY/REGIONAL INSIGHT
United States Of America Risk Category
The US Federal Reserve lowered interest rates by 50bps at its September meeting, with market participants expecting another rate cut at its next meeting scheduled for early November.

Available Reports
Country Insight Report (CIR) O
Current. a Publication on Date; 10/14/2024

STOCK PERFORMANCE
9High 8•'isk
Country Insight Snapshot (CIS) O
Current PubHcation Date 10/14/2024
No stock performance data is available for this D -U -N -S Number. sfd
Low Risk
The scores and ratings included in this report are designed as a to& to assist the user in making their own credit related decisions, and should be used as part of a balanced and complete assessment relying on the knowledge and expertise of the reader, and where appropriate on other information sources. The score and rating models are developed using statistical analysis in order to generate a prediction of future events.

Dun & Bradstreet monitors the performance of thousands of businesses in order to identify characteristics common to specific business events.

These characteristics are weighted by significance to form rules within its iTiodels that identify other businesses with similar characteristics in order to provide a score or rating.

Dun & Bradstreet's scores and ratings are not a statement of what will happen, but an indication of what is more likely to happen based on previous experience. Though Dun & Bradstreet uses extensive procedures to maintain the quality of its information, Dun & Bradstreet cannot guarantee that it is accurate, complete or timely, and this may affect the included scores and ratings. Your use of this report is subject to applicable law, and to the terms of your agreement with Dun & Bradstreet.

Financials - D&B
A detailed financial statement is not available from this company for publication.

A detailed financial statement is not available from this company for publication.

Currency: All figures in USD unless otherwise stated
Currency: All figures in USD unless otherwise stated

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Your Info r ation
Currency: All figures in USD unless otherwise statedCurrency: All figures in USD unless otherwise stated Record additional information about this company to supplement the D&B information.

Note: Information entered in this section will not be added to D&B's central repository and will be kept private under your user ID. Only you will be able to view the information.

In Folders: View
Account Number
Credit Limit
Endorsement/Billing Reference * Sales Representatives
iparker@rnythics,com
Total Outstanding
Your Information Currency
Dcdial
Last.�rrrai;7 : )Ctri_r12 t�yv (rte_, U, a Pivl
:c:Dun & Bradstreet, rights reservE
'nv rt.,y Poftcy i Terms of Use I us Gcve: nment Emp.uyee Disdain,,,r

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SECTION IV- REFERENCES AND EXPERIENCE

1. Provide a brief history of the supplier, including year it was established and corporate office location.

IRON BRICK
Iron Brick Associates, LLC., (Iron Brick) was founded in 2006 as a Value -Added Reseller and solutions provider. Through excellence in software acquisition support, consulting delivery, and building key OEM partnerships, our firm has delivered large, successful programs across the Federal, SLED, and commercial markets for nearly twenty years. Our firm's primary mission is to help public sector organizations complete complex ERP acquisitions through simple, efficient and compliant acquisition cycles. We have partnered with industry -leading OEMs such as Workday Inc., and certified, proven implementation firms to provide the best cloud ERP solutions available today. Our primary office is 362 Old Hollow Road Sperryville VA 22740.

WORKDAY
Workday is a leading provider of enterprise cloud applications for financial management, human capital management, analytics, and student applications designed for the world's largest organizations as well as educational institutions, government agencies, and non -profits. We offer innovative and adaptable technology focused on the consumer Internet experience and cloud delivery model. Workday applications are designed for global enterprises to manage complex and dynamic operating environments. They provide our customers highly adaptable, accessible, and reliable applications to manage critical business functions that enable them to optimize their financial and human capital resources. Workday began offering our HCM application in 2006 and our Financial Management application in 2007. Since then Workday has continued to invest in innovation and have consistently introduced new services to our customers. Workday's cycle of frequent updates has facilitated rapid innovation and the introduction of new applications throughout their history. Workday, founded in 2005,is headquartered at located at 6110 Stoneridge Mall Rd. Pleasanton CA 94558 Workday: Embrace Growth and Change
Change is constant. Whether you're experiencing workforce, industry or organizational change, your administrative systems must be agile to keep pace with that change. The ability to quickly respond by implementing new policies, processes, and service delivery models can greatly impact workforce sentiment and your organizational culture. Workday helps you meet your workforce where they are to maintain communication, collaboration and connectivity across your organization. With visibility and insight, your organization is empowered with operational and scenario planning to identify and redeploy skills and resources to support new and changing strategies and initiatives. With Workday, your organization will benefit from a platform that delivers the power to adapt with an intelligent data core for data and insights and a personalized and engaging omnichannel experience to help you embrace growth and change.

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SIMPLIFY
Your Technology

TRANSFORM
How You Work
Simplicity
Drives
Efficiency
Standardize task; and
processes wtr&hMie sharing
best practices
Efficiency
Enables
ectiven€ess
Figure 1: simplify, Transform, Enable
ENN LE
You To Do More
Maximize the Value of Your Investment
Our customers consistently achieve both strategic and economic value through the optimal use of Workday. Many organizations have experienced lower total cost of ownership by decommissioning existing systems, freeing up time for more innovation and eliminating costs associated with hardware, hosting, upgrades, report writing tools, and multiple mobile applications. Administrative departments have shifted from purely transactional to a more strategic focus and are leveraging processes and technology to save money and scale more effectively. Executives and managers are using the rich insight in Workday to drive decision -making.

Intelligent Data Core
Bring operational data together with
Workday people and anance data to
create a unlifled source of truth
for Stiperrar decision maker
True Cloud
True MuBti-Tenant —Ail Workday
customers run the sa,,,e verstan and
benefit from eVorkdays investment &
singular tutus on its one phatfolrm
Future Proof — Ennovatten contnraalh
�w autolmaRcally delive reo in the cloud
WeeM\ a biannual vendor -managed
updates require minimal testing
Security irelegrafe into lldarkdates
care with at -rest encryption, MFA, step_
up authentication, role -based access
permissions, regulatory compliance, etc
Frameworks
Click -to -configure (no coding required)
, .> L:":::%Fess users rout a or cnnsuaants)
empowered to change 8, own the syeern
r't,Rvc"; i-e:=rn nit:°ttt'at;, and single security model Open, Interoperable & Extensible
tools nai El to easily integrate opelratiori«nl
syntern5 area affordably build d.urwt'vrft
new aHTp9,teatorts en9thln Workday
Easy, Efficient & Engaging
• Easo of Uso(UI)
ESSIASS `;elf service
S;rt €eE in, .w
Top need app
Aulotraried processes
Use & Slack & Teams
IntfutTle Leading;
AuiopE3nir
Reduced iiiek
Mee Efficiency
Service at the Core
DEPLOYMENT Proven to get customers live
on Mlle & on budget nn almost rin exceptioes
AVAILABILITY_ Best -iii -class s,€irre & uNga.
performance SBk with no ridden exceptions
SUPPORT 24/7 min customer selecting level
d€ severity (w₹ SLAB) & success measured bar
customer satisfaction, not # of cases closed
i RACK R&GOR& Far and away the highest
Customer Satisfaction in the marKet (95%f to
13 Years)
Figure 2: Maximum Value with Workday's Unique Architecture

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And at Workday, we are always innovating. Machine learning is built into the Workday technology platform and unlike some competitors, it's not built on a separate PaaS platform, which enables Workday to avoid all the complexity and security concerns associated with that architecture. And with Workday, we don't charge extra for machine learning capabilities unlike other competitors that have separate SKUs that are required to leverage machine learning capabilities.

Workday offers comprehensive security and data privacy in compliance with major standards such as SOC2, ISO 27001, ISO 27017, ISO 27018 and ISO 27701. We continuously monitor new and evolving security and data privacy standards, such as Privacy Shield and GDPR, and quickly build compliance as these standards evolve to ensure your data is always secure. In addition, Workday is the only cloud vendor that provides a service level agreement on uptime and performance, ensuring the system is always available to meet your needs. And Workday is proven. Thousands of organizations ranging from 500 to 2,000,000 employees have selected Workday as their partner. Despite hyper growth of 102 percent in transaction volume, Workday maintains a 95% or higher customer satisfaction rating, It's a level that is enviable in any industry, and particularly unheard of in enterprise software. We've earned that rating because our customer -first philosophy permeates the company, energizes our team, and drives us to continually delight customers. We are here for one reason —to make our customers successful.

EUNA SOLUTIONS
Euna Solutions- GTY Technology Holdings Inc. (GTY), dba Euna Solutions (Euna), was formed in February of 2019. Euna Solutions is a leading provider of purpose-built, cloud -based public sector solutions powering critical administrative functions and financial operations by offering easy -to -use solutions for procurement, payments, grants management, budgeting, permitting and K-12 administration. Euna is supercharging digital transformation and streamlining business processes through a relationship - centered, service -focused approach.

Euna Solutions is a team of 500+ employees, a trusted partner to more than 3,000 government and public sector organizations across Canada and the Unites States. Euna is headquartered at 363 W. Erie Street, Floor 7 in Chicago, Illinois 60654

DEBTBOOK
Established: 2019. Corporate Office Location: 1930 Camden Road Charlotte, North Carolina With the support of many governments and nonprofits, Tyler Traudt formed the company in early 2019.

He was quickly joined by Erik Pelletier as a co-founder, having spent a career developing technology products, most recently as the Chief Digital Officer and VP of Product at MIT. Marty Feinstein joined to provide our team with the finance specific programming expertise required after spending 30+ years in public finance, most recently as the Head of Finance Structure Group at Citigroup.

This team has built out DebtBook to currently provide over 2,200 public sector clients with Treasury Management Software including Debt, Cash, Lease, and Subscription management software that is built specifically for government finance teams. We attribute our growth at DebtBook to our desire to continually collect feedback from the market and bring tools that directly address the challenges expressed by both clients and the public at large. As we have continued to listen to the market, we have

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heard the need for products addressing Cash Management, Investment Management, Contract Management, Continuing Disclosure, Rebate Reporting, Forecasting, Financial Planning & Analysis, and much more,

2. Describe supplier's reputation in the marketplace.

IRON BRICK
Iron Brick has been solving complex technology challenges since 2006. We have received partner awards from OEM's like NetApp and Cisco, and accolades from governments customers across the country and overseas. We are ISO certified and strive for continuous improvement in support of our customers.

WORKDAY
Workday is a leading cloud -hosted all -in -one financial and human resources management software company. Their platform is designed to streamline the way organizations handle their money, payroll and people management.

Workday has been named a Leader in the recent Gartner Magic Cluadrant for Cloud HCM Suites for 1,000+ Employee Enter arises. Workday was recognized as a Leader for the eighth consecutive year and positioned the highest for overall Ability to Execute. Workday retains its leadership position by continuing to deliver superior ownership experience and its extensive investment in innovation helping customers succeed in the changing world of work.

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Objective
Workday Capabilities
has enabled us to have
but also the ability to
Customer Evidence
"Workday
standardization
Deploy a cloud -based
Workday is built and delivered on a true
configure it in ways that meet our
system and leverage
modern ERP technology
cloud architecture; resilient, elastic, and
secure. With all customers on the same
version, no one is left behind. Workday's
approach and adaptable architecture
enables you to tailor Workday to your
needs primarily through configuration,
not customization, and without heavy
involvement from IT specialists.
individual needs."
Pierce County, WA
Simplify systems to reduce
Workday manages all the necessary
Consolidated core applications
risk and long-term
underlying infrastructure (hardware,
and saved $1.6M annually
maintenance costs
databases, network connectivity, security,
and middleware) required to deliver a
world -class system, so you don't have to.
c, ouNr1-..

Every aspect is managed within a
responsive cloud environment that is
uniform across our customer
base, delivering tremendous cost savings
and operational innovation while
reducing risk in the short and long term.

Clark County, WA
Improve system integrations
Workday is designed from the ground up
Moved from team of 16 people
with interoperability in mind, offering a
managing 23 servers 4 team of 5
fit -for -purpose integration platform
allowing you to easily connect existing
people managing 150 integrations
and future systems with Workday.

DE VE1

THE MILE HIGH CI
City and County of Denver, CO
Enhance user experience
Inspired by consumer internet design
"We just hired someone who told me
principles, Workday behaves a lot like the
she was stunned at how easy the
intuitive and intelligent apps we all use
every day. Our user experience strategy
focuses on simplicity and mobility, and
system was to use and navigate."
we are committed to providing enterprise
t ,,;,.
solutions that are collaborative and IT
� ,.
accessible anytime, anywhere, and from
any device, including tablets and
smartphones.

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With Workday, there aren't different user
experiences for power users and self-
service users, which is the case for many
of our competitors.

Tulsa County, OK
Standardize and improve
business processes to
reduce manual data entry
Workday provides 600+ built-in and
configurable business processes based on
best practices that drive automation and
operational efficiency so staff can focus
less on transaction processing and more
on analysis and action.

Standardization of processes
realized savings of $2.5M in IT costs
40 agencies standardized operations
370,000 pieces of paper removed
City of Baltimore, MD
Improve reporting and data
quality
Workday's built-in analytics eliminates the
need for external reporting tools and
systems. All users can access the
information they are authorized to see
when they need it, helping to improve the
overall operational intelligence throughout
the Town. In addition, Workday will enable
the Town to enforce data quality
standards through features like always -on -
audit and custom validations for field
entries.
"With Workday, our finance
department is in a better position
than ever to empower our managers
to get the information they need out of
the system."
X995
City of Akron, OH
Improve workflows and
efficiency of all systems
Workday's Business Process Framework
(BPF) is a powerful and easy -to -use set of
tools built with customers in mind. It
enables customers to configure and
maintain core process flows within the
Workday product lines to connect people,
applications, and services. At the heart of
Workday applications, the BPF is where all
transaction -related changes to data —also
known as "events" - originate.

Decreased payroll processing
50%
Saved 100,000 pieces
Finance processes
Cut report generation
to on -demand
time by
of paper from HR
time from days

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EUNA SOLUTIONS
Euna Solutions is recognized in the marketplace as a leading provider of purpose-built, cloud -based solutions for the public sector. Euna Solutions is recognized on Government Technology's GovTech 100 list, an annual list of the top 100 companies focused on making a difference in and selling to state and local government agencies across the U.S. To learn more, visit www.eunasolutions.com .

DEBTBOOKS
Debtbooks client success team is constantly seeking feedback from the market as we look to continue solving the market's challenges, One component of feedback we collect is a Net Promoter Score, This score is a standardized, single question survey that purports to measure customer loyalty. Because it is standardized it also allows companies to compare their results against others in the same business segment.

NPS scores range from -100 to 100, so it is a 200 point scale with anything above 0 being considered good, above 20 is great, and above 50 is amazing.

DebtBook is proud to say our Net Promoter Score is 50. We believe this speaks to the market's recognition that our products and services directly meet the business needs and challenges the public sector faces every day.

3. Describe supplier's reputation of products and services in the marketplace.

IRON BRICK
Iron Brick doesn't offer our own products, but we partner with the leading IT solution companies to solve complex customer problems. We have built a strong reputation and past performance with numerous government contracts.

Workday Human Capital Management (HCM): Workday HCM is built as one system with a single source for data, single security model, and single user experience. It offers organizations a cloud -based system that evolves to meet changing business objectives in a changing world. Now, HR teams can focus on the things that matter: talent strategy, employee experience, and long-term growth. Workday HCM delivers information and transaction flexibility to employees, managers, and executives, and provides the infrastructure to improve an organization's effectiveness and efficiency.

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Workday Payroll: Workday Global Payroll provides customers with a single platform that houses a combination of the best local and international services and technology, making global payroll management a simple and efficient process.

Workday Scheduling & Labor Optimization: Workday Scheduling and Labor Optimization is an intelligent, worker -first scheduling solution that matches labor demands with worker preferences, to generate optimized shift schedules for both workers and the business.

Workday Talent Optimization: Workday Talent Optimization enables organizations to execute with purpose, elevate their workforce and embrace a new era of talent mobility. Driven by Workday Skills Cloud, Workday Talent Optimization is a crucial puzzle piece in solving the skills challenge. Workday Talent Optimization informs organizations what talent they have today and decides how best to buy, build or borrow for the needs of the workforce tomorrow —a world -class workforce agility solution.

Workday Recruiting: Workday Recruiting is an end -to -end talent acquisition application built to help recruiting teams find, engage, and select the best and most diverse internal and external candidates for their organization. Workday Recruiting is seamlessly integrated with Core HCM, which enables organizations to manage the full talent lifecycle from workforce planning, to sourcing (internal/external), interview management, offers, pre/post day -1 onboarding, through succession planning for internal and external candidates on a single platform.

Workday Compensation: Workday Compensation provides tools for making optimal decisions across the organization —from crafting competitive packages that will attract the best talent to rewarding employees for outstanding performance. Workday Compensation elevates basic functionality to a strategic tool, empowering employees and key stakeholders in the compensation planning process.

Workday Benefits: Workday Benefits empowers your HR organization to evaluate, select, and offer the most appropriate benefits plans for your workforce, all while providing a personalized and transparent experience for employees.

Workday Workforce Planning: Workday Adaptive Planning empowers HR, finance, and business leaders to collaboratively assess and plan their current and future workforce capacity to meet talent demands — then together with Workday HCM quickly put approved plans into action.

FINANCE
Workday Financial Management: Workday Financial Management is for accounting and finance organizations who aspire to be more strategic and who are dissatisfied with the limitations and complexity of their current ERP solution. Workday delivers a native cloud financial management solution, combining in -memory accounting and analytics with a consumer -friendly user experience and innovative technologies like machine learning. Built on a platform that uniquely addresses the complex, global, and evolving regulatory requirements of IFRS/GAAP, Workday enables decisive and sustainable growth today and into the future. The Workday Financial Management offering includes a broad range of capabilities including: GL, AP, AR, Cash Management, Revenue Management, Asset Management, as well as reporting and analytics.

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Workday Adaptive Financial Planning: Workday Planning provides the ability for Customers to create financial planning models for the purpose of supporting the financial planning process. Workers may interact with the financial planning model for the purposes of data entry, forecasting, reporting and analysis.

Workday Projects: Workday Projects, is part of our Professional Services Automation solution, which captures all activity by project for billable projects, is ideal for service -based organizations who require a strategic solution and consolidated platform to manage their projects, people and finances. However, Workday Projects can also be used by any organization, including product -based businesses to track projects across their enterprise. Workday Projects is a native cloud solution that combines in -memory computing and analytics with a consumer -friendly user experience and innovative technologies like machine learning. Built on a foundation that addresses project management requirements, Workday enables decisive insight and control and facilitates sustainable growth into the future.

Workday Expenses: Workday Expenses brings together a user-friendly experience with enterprise -grade expense management functionality. Employees can quickly and easily scan international receipts and submit for reimbursement via Slack or Microsoft Teams or directly in Workday. And organizations gain the ability to continuously set controls and capture, monitor, analyze and control employee spend more accurately.

Workday Procurement: Workday Procurement is a modern, user-friendly enterprise solution that is unified with the suite of Workday applications to support the unique requirements of indirect procurement. With powerful embedded reporting and analytics based on real-time data, Workday Procurement provides visibility across the entire procure -to -pay (P2P) process to help purchasing departments strategically manage costs, minimize out -of -policy spend, and optimize purchasing power.

Workday Strategic Sourcing: Workday Strategic Sourcing is a collaborative, cloud -based solution that makes sourcing a truly strategic arm of the business by providing greater visibility throughout the entire sourcing and supplier engagement process. Workday Strategic Sourcing encompasses everything from project intake and RFx to contracts and supplier management, helping streamline the source -to -contract process, centralize procurement data, and drive better business outcomes.

Workday Student
A New Student System to Transform the Market
Workday has its origins in higher education. Founder Dave Duffield showed particular affinity to that industry when creating his prior companies, Integral, Information Associates, and PeopleSoft. As Workday grew, Dave saw how the Workday HCM and Financial Management applications were transforming higher education institutions, and he knew he could assemble a world -class tearn to bring that same level of innovation to the student -focused areas at an institution. And so, the idea for Workday Student was born.

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I IR 43,,,,N
Different by Design
In Workday's eyes, the ideal student system would fully support an institution's mission of teaching, learning, and research; offer visibility, insight, and prescriptive engagement into every student's path toward fluid or defined educational objectives; and handle diverse and flexible curricula and degree programs. It would include mobile and self-service capability, built-in business intelligence, and executive dashboards. It would be configurable, modern, easy -to -use, and delivered in the cloud, And it would work seamlessly with Workday Financial Management, HCM, Payroll, and Grants Management.

EUNA SOLUTIONS
Euna offers a full suite of best in class SaaS solutions for the government sector. We offer solutions for Procurement, Budgets, Payments, Grants and Special Education. In respect to the scope of this RFP, the pertinent products and services are Budget Enterprise, Budget Professional, and Procurement, which are detailed below.

In respect to Budgets, Euna offers two, best -in -class solutions for budgeting: Euna Budget Enterprise and Euna Budget Professional. Budget Enterprise is designed for larger, more complex budgets requiring heavy, expert configuration while Budget Professional is a more turnkey product designed best suited for midsized organizations. Both solutions are purpose-built for public sector budgeting and can accommodate any size jurisdiction.

Budget Enterprise
Euna Budget Enterprise, previously known as Sherpa's Budget Formulation and Management (BFM), has served the public sector budgeting software industry for more than 20 years. Sherpa was established in 2004, and began marketing BFM in 2014. Budget Enterprise was designed for large, complex public sector clients, with the understanding that processes not only need to be precise but also flexible as needs and priorities shift over time. With this core premise, Budget Enterprise has been successfully implemented for 31 public entities, with annual budgets ranging from $101 million to more than $67 billion. To date, Budget Enterprise is utilized by 7 States, 19 Counties with budgets over $1 billion, and several large Cities.

Budget Enterprise offers a budget formulation and management solution tailored to the specific needs of large, complex public sector and state agencies and covering all aspects of budget development and management. Our robust reporting tool supports complex and highly configurable analytics, "what -if" analyses, modeling, forecasting and planning without the need for technical expertise. Clients can publish highly customized, polished and professional Government Finance Officers Association (GFOA) award winning budget books with just a click, and share select budget data with the public through our Transparency module.

Euna Budget Enterprise is seen in the marketplace as experts in budgeting and budget software with unparalleled support. Budget Enterprise projects are staffed with functional and technical consulting experts who average 10+ years of public sector experience. This experience paired with flexible, comprehensive software and excellent support are why Budget Enterprise is the go -to budget solution for SAP and Workday. Our track record speaks to the reputation of our software and services:
• 100% Project Success Rate. We have never had a failed implementation. • 100% of Project Go -Lives Met. We have never missed a go -live date. Every project has been delivered on -time.
• 100% On or Under Project Budget. We have never exceeded the costs for a project. All projects have been delivered either on budget or even below budget.

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Industry -leading Customer Satisfaction Scores. Our customer satisfaction scores consistently average 9+/10. As further support a recent survey of our customers evidenced an unprecedented Net Promotor Score (NPS) of seventy-two (72) from our customers.

Budget Professional
Euna Budget Professional, previously known as Questica, is widely recognized as a leading solution in the public sector budgeting landscape. With over 26 years of dedicated service to government and public sector organizations, Budget Professional has been deployed by more than 1,000 agencies across North America. This extensive experience reflects a deep understanding of the unique challenges in public sector budgeting, from complex personnel and capital planning to precise, goal -driven financial alignment.

The platform is highly regarded for its modular flexibility, supporting everything from operating budgets and personnel forecasting to capital projects and performance tracking. Euna Budget Professional's emphasis on collaboration and transparency drives an average 25% reduction in time spent on budgeting tasks while promoting a more streamlined, cohesive budget cycle. Its ability to create and publish budget books that meet Government Finance Officers Association (GFOA) award standards underscores the platform's commitment to high -quality, accessible public financial information.

Euna Budget Professional also has a 97% customer retention rate, reflecting both user satisfaction and the platform's ongoing value to public sector agencies. This reputation is backed by responsive, knowledgeable customer support and long-term partnerships that drive mutual success.

Procurement
Euna Procurement, which consolidates the strengths of Bonfire, IonWave, and EqualLevel, is celebrated in the public procurement field for enabling efficiency, compliance, and strategic value. Serving over 3,000 government agencies, Euna Procurement facilitates the complete procurement cycle with a comprehensive suite of tools tailored to meet the specific needs of public sector procurement teams.

Made up of four key, end -to -end procurement modules: Sourcing, Contracting, Marketplace, and Invoicing, Euna Procurement is known for its timesaving and compliance -enhancing capabilities, helping agencies reduce procurement cycle times by 50% on average.

The platform's integration with North America's largest supplier network amplifies competition, providing agencies with access to more than 850,000 qualified vendors and ensuring the best value for public resources. This centralized shopping marketplace paired with a contract tracking module further streamline procurement, enhancing transparency and ensuring responsible budget management. Its AI - powered Savings Advisor and proactive compliance features empower procurement professionals to monitor spend, mitigate risks, and ensure adherence to regulatory requirements.

Euna Procurement's reputation for reliability is complemented by a robust customer support network and a collaborative community of public procurement professionals, With resources like the peer RFx library and cooperative contract search, agencies benefit from shared expertise, fostering smarter procurement strategies that best serve community interests. Euna Procurement's user -centric design and impactful results make it the trusted choice for public procurement professionals striving to achieve cost-effective, compliant, and community -centered outcomes.

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DEBTBOOK
Debtbook's client success team is constantly seeking feedback from the market as we look to continue solving the market's challenges. One component of feedback we collect is a Net Promoter Score. This score is a standardized, single question survey that purports to measure customer loyalty. Because it is standardized it also allows companies to compare their results against others in the same business segment.

NPS scores range from -100 to 100, so it is a 200 point scale with anything above 0 being considered good, above 20 is great, and above 50 is amazing,
At DebtBook, we are proud to say our Net Promoter Score is 50. We believe this speaks to the market's recognition that our products and services directly meet the business needs and challenges the public sector faces every day.

4. Describe the experience and qualification of key employees.

IRON BRICK
Iron Brick Associates LLC's executive leadership has identified this contract as a critical component to becoming the premier ERP cloud solution provider in the State, Local, and Education market.

Executive Sponsor and President, Zebulon Mellett. It Executive with over 20 years experience working with SLED organizations and building teams.

General Counsel, Peter Sirh Over 20 years legal experience. Previous General Counsel at a Multi -billion dollar SaaS products reseller.

Chief Operating Officer, Kevin Murphy, Over 18 years supporting government customers, building team, ensuring customer success.

Workday's significant size makes it prohibitive to include a list of key employees. Corporate leadership information is available at workday.com investor relations. The State & Local business unit leader is:

Group Vice President, SLED Robert Steele

EUNA SOLUTIONS
Euna Solutions key employees all have over 10 years of relevant experience, and some, like Euna Budget Enterprise, have over 26 years in the field. Our Budget employees understand challenges often faced in budget offices, processes critical to successful budget management and execution and the set of diverse users interacting with the budget system. This experience not only with the software, but working in budget offices, allows the Budget team to speak your language and guide you through every aspect of budget development.

DEBTBOOK
Tyler Traudt, Co -Founder and CEO
Tyler has spent his entire career helping governments and nonprofits finance projects. As both an investment banker and financial advisor, he gained firsthand experience with the challenges faced by finance teams as they plan for, execute, and manage their debt.

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Erik Pelletier, Co -Founder and Head of Product
Joining DebtBook after spending five years as the Chief Digital Officer and VP of Product at MIT, Erik has spent his career developing easy to use software for both businesses and consumers.

Brendan Mannion, VP of Finance Product Enablement
Brendan joined DebtBook after 10 years of experience working at Citigroup in their public finance investment banking division. He is committed to providing more effective tools to the public sector.

Brendan and his team oversee the development of our Treasury products.

Marty Feinstein, Analytics Director
Martin Feinstein left Citigroup as a director and head of the Finance Structuring Group within the Public Finance Department after a 26 year career. Mr Feinstein had three main responsibilities throughout his career: (1) working with municipalities (e.g., New York City, State of California) to help them create financing plans and execute those plans to finance their project needs (2) create user friendly Excel models for municipal authorities to allow them to analyze their own financial needs, (3) train and develop Public Finance (and some Corporate Finance) analysts in the math of financial structuring and the execution of financing transactions.

Michael Juby, Chief Operating Officer
Michael joined DebtBook in May 2021 as the Head of Business Development. Before joining DebtBook, Michael served for six years as a registered municipal advisor at First Tryon Advisors, one of the leading municipal advisory firms in the Southeast, where he led the team's higher education and nonprofit practice. Michael spent the first 11 years of his career at Parker Poe Adams & Bernstein LLP, where he was a partner in the firm's public finance practice group.

Melissa Buehler, Senior Manager - Implementation
Melissa Buehler is the Senior Manager of Implementation at DebtBook. Melissa has spent the last 3 years specializing in implementing and managing large, complex issuers throughout the public sector.

5. Describe supplier's experience working with the government sector.

IRON BRICK
Based just outside of Washington DC, Iron Brick has supported government customers since our founding in 2006. We have managed several hundred million dollars in government contracts supporting Federal, State & Local, and Higher Education customers across the country and around the world. We have teamed with leading system integrators to deliver complex IT solutions and solve the complex problems facing leading IT organizations. We have worked across a range of highly secure networks and customer requirements to ensure users needs are met. The government mission and requirements are core to Iron Brick's experience as a company and continued path forward, Our leadership team has decades of experience supporting government customers.

WORKDAY
Workday offer their full platform of technologies to the State & Local, Federal, and Special Districts market place.

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tilowN
things that matter: talent strategy, employee experience, and long-term growth. Workday HCM delivers information and transaction flexibility to employees, managers, and executives, and provides the infrastructure to improve an organization's effectiveness and efficiency.

Workday Time and Absence: Global at the core, Workday Time Tracking and Absence Management are designed for organizations to collect, process and distribute time and absence data to manage time and labor for their global workforces, eliminating manual processes and streamlining time consuming tasks so that customers increase productivity, reduce labor costs, and minimize compliance risks. • Finance
Workday Financial Management: Workday Financial Management is for accounting and finance organizations who aspire to be more strategic and who are dissatisfied with the limitations and complexity of their current ERP solution. Workday delivers a native cloud financial management solution, combining in -memory accounting and analytics with a consumer -friendly user experience and innovative technologies like machine learning. Built on a platform that uniquely addresses the complex, global, and evolving regulatory requirements of IFRS/GAAP, Workday enables decisive and sustainable growth today and into the future. The Workday Financial Management offering includes a broad range of capabilities including: GL, AP, AR, Cash Management, Revenue Management, Asset Management, as well as reporting and analytics.

Workday Adaptive Financial Planning: Workday Planning provides the ability for Customers to create financial planning models for the purpose of supporting the financial planning process. Workers may

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interact with the financial planning model for the purposes of data entry, forecasting, reporting and analysis.

Workday Inventory: Workday Inventory is a true cloud application that addresses the internal inventory management needs of today's organizations. Workday Inventory brings a fresh approach to traditional internal materials management with a modern user experience, flexible framework, and mobile accessibility to provide users with the ability to perform a number of transactions, whether on the floor or on the go,
Workday Procurement: Workday Procurement is a modern, user-friendly enterprise solution that is unified with the suite of Workday applications to support the unique requirements of indirect procurement, With powerful embedded reporting and analytics based on real-time data, Workday Procurement provides visibility across the entire procure -to -pay (P2P) process to help purchasing departments strategically manage costs, minimize out -of -policy spend, and optimize purchasing power.

EUNA SOLUTIONS
The goal of Euna Solutions is to bring together and elevate best -in -class solutions for public sector finance and administrative professionals. Government is and has been the sole focus of Euna Solutions since its inception. A strategic integration of a handful of government technology companies, Euna key employees all have over 10 years of relevant experience, and some, like Euna Budget Enterprise, have over 26 years in the field. This history and experience in the market means that the combined company, Euna, has unprecedented experience in the public sector, particularly for planning, budgeting, and procurement.

For example, Euna Budgets manages $518 Billion annually - with over $30 Billion for capital investments and over 1M positions managed - across over 1,000 agencies, Euna Procurement has 3,000+ teams utilizing our solution to manage over $30 Billion in tens of thousands of purchases each year. And Euna's Grants, Payments, and Special Education tools are used by millions of residents every year. To see more detail on our extensive public sector experience, visit Euna Solutions Purpose -Built Software for the Public Sector.

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Among our company of 500+ employees over 25 percent have worked in the public sector, and many have 10+ years of experience working with public sector as well. Amongst the senior a vast majority have significant experience in government or with government as a vendor or partner, including Tom Amburgey (Chief Executive Officer), a former local government CIO, Chris Kubis (Chief Information Security Officer) the former CISO for the NSA, Brian Haney (Chief Customer Officer), a Navy reservist and senior executive at Deltek, and John Alexander (Chief Product Officer) and founder and CEO of IonWave Technologies.

DEBTBOOK
DebtBook is built specifically for public sector treasury and accounting teams and we are proud to work with more than 2,200 public sector customers making up 99% of our total customer base. These customers include some of the largest cities and states throughout the country to some of the most underserved cities, counties, school districts, and special districts.

6. Describe any social diversity initiatives.

IRON BRICK
Iron Brick, as a small business, does not have any specific social diversity initiatives. Since our founding we have sought to hire smart people with a range of experiences and backgrounds, We seek to create an environment of mutual respect and a collaborative team setting where each person can draw upon their experiences to contribute and create solutions.

WORKDAY
Workday believes that belonging happens when we connect with our communities. Through our Employee Belonging Councils (EBCs)—employee alliances focused on engaging with underrepresented communities —we're doing just that.

Our Employee Belonging Councils.

Through engagement, EBCs build knowledge, create safe spaces, foster innovation, enable business initiatives, and engage in community outreach,
Our commitment to building a more equitable world shines through in our everyday practices. We hire and develop a diverse workforce, cultivate our employee -first culture, shape corporate policies, and invest in underrepresented communities around the world, And we're just getting started.

VIBE'" (Value Inclusion, Belonging, and Equity) is creating a workplace where all employees are valued for their unique perspectives, respected as integral to the Workday community, and given equal access to opportunity.

How we're creating a workplace for all:
• We've signed the White House Equal Pay Pledge.

We've put our name on the Business Statement for Transgender Equality. • We signed the CEO Action for Diversity & Inclusion Pledge.

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EUNA SOLUTIONS
Euna has a comprehensive DEI&B program including but not limited to training on unconscious bias, cultural competence, microaggressions, LGBTQ+ inclusion, etc. as well as cultural initiatives. In respect to the hiring, Euna has an affirmative action recruitment policy and accessible employment standards policy.

DEBTBOOK
Women in Public Finance - DebtBook sends 3 to 5 representatives to the annual Women in Public Finance Conference and has recently tried to start a North Carolina Chapter for Women in Public Finance.

Diversity & Inclusion Training - Every DebtBook employee is required to complete an annual Diversity & Inclusion Training.

Equitable Hiring Program - We have implemented a consistent interview process with documented feedback for each open role to make sure our hiring process is equitable.

7. Describe past litigation, bankruptcy, reorganization, state investigations of entity or current officers and directors.

Iron Brick does not have access to the breath of pending or past litigation for Workday. Much of the information should be accessible upon request. As a public company they are not in bankruptcy.

The rest of the Iron Brick team including DebtBook and Euna has no issues with past litigation, bankruptcy, reorganization, state investigations of entity or current officers and directors

8. Provide a minimum of 5 customer references relating to the products and services within this RFP. Include entity name, contact name and title, contact phone and email, city, state, years serviced, description of services and annual volume. ty of Cleveland
evens Institute of
Technology
NewJersey Institute of
Technology
Northampton Community
College
S&L Kimberly Roy -Wilson
Commisioner
[email protected]
email only
Workday HCM/FIN
Workday HCM,
Finance, Student
Workday HCM,
Finance, Student
Workday HCM,
Finance, Student
HE
Michael Parente
VP Information Technology
[email protected]
email only
11 HE
Ed Wozencroft
CIO
[email protected]
email only
<1
HE
Deborah Burak
CIO
[email protected]
email only
7 School District of
Philadelphia
S&L
Joe D'Alessandro
Deputy Chief of Grant
Compliance and Fiscal Services
jvga€e_ss_andrp.@_ph_ lad_prg
(2151 400-6540
Grants, Budget,
Reporting, other
18 Laredo ISD
Wicomico Public Schools
S&L
S&L
Hector Mejia
Donna Russitano
Procurement Director
Budget Manager
Irnm eiia@Lpredolsd_olg
dross to ttlywcp_s, org
(956) 273-1081
(410) 677-4539
eSourcing
Euna Budgeting
Debt Management,
Lease Management,
Subscription
Management
Debt Management,
Lease Management,
Subscription
Management
Debt Management,
Lease Management,
Subscription
Management
5 City of Raleigh
S&L
Shelle Boudreau
Financial Services Manager
[email protected]
(919) 996-4965
City of Minneapolis
S&L
Dave Wheeler
Manager of Debt &
Investments
[email protected]
(612) 673-3775
City of Alexandria
University of Cincinnati
S&L
HE
Kendel Taylor
Angie Yemma-Montag
Finance Director
Assistant Director of Business
Affairs
phone is preferred
[email protected]
(703) 746-3741
(513) 556-3158
Debt Management
3

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REFERENCE FROM EUNA BUDGET ENTERPRISE
Entity Name: School District of Philadelphia, PA. Office of Management and Budget Contact Name, Title: Joe D'Alessandro, Deputy Chief of Grant Compliance and Fiscal Services Phone: (215) 400-6540
Email: jvdalessandrpphilasd.org
City, State: Philadelphia, Pennsylvania
Years Serviced: September 2006 (18 years)
Description of Services: Budget Enterprise components for:
• Operating Budgets
• Grants Management
• Personnel Cost Forecasting
• Budget Management and Execution
• Reporting
• Budget Books created through our Print Publishing module Annual Volume: $4.8 Billion (2024)

REFERENCE FROM EUNA PROCUREMENT
Name: Laredo ISD
Contact Name, Title: Hector Mejia, Procurement Director Phone: (956) 273-1081
Email: [email protected]
City, State: Laredo, Texas
Years Serviced: February 2022 (2 years)
Description of Services: eSourcing, Intake, SSO, Bidtables, Questionnaires

REFERENCE FROM EUNA BUDGET PROFESSIONAL
Name: Wicomico Public Schools
Contact Name, Title: Donna Russitano, Budget Manager
Phone: (410) 67T4539
Email: [email protected]
City, State: Salisbury, Maryland
Years Serviced: Since 2019 (5 years)
Description of Services: Euna Budget has been implemented at Wicomico Public Schools with Operating and Personnel modules and integrates with SunGard ERP.

Annual Volume: $180,000,000 annual budget

REFERENCE FROM DEBTBOOK
City of Raleigh, NC
• Contact Name & Title: Shelle Boudreau, Financial Services Manager • Contact Phone & Email: (919) 996-4965 & [email protected] • City, State: Raleigh, NC
• Years Serviced: 3 years
• Description of Services: Debt Management, Lease Management, Subscription Management

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City of Minneapolis, MN
• Contact Name & Title: Dave Wheeler, Manager of Debt & Investments • Contact Phone & Email: (612) 673-3775 & [email protected] • City, State: Minneapolis, MN
• Years Serviced: 1.5 years
• Description of Services: Debt Management, Lease Management, Subscription Management University of Cincinnati, OH
• Contact Name & Title: Angie Yemma-Montag, Assistant Director of Business Affairs - Debt Management
• Contact Phone & Email: (513) 556-3158 & [email protected] • City, State: Cincinnati, OH
• Years Serviced: 2 years
• Description of Services: Debt Management
City of Alexandria, VA
• Contact Name & Title: Kendel Taylor, Finance Director • Contact Phone & Email: (703) 746-3741
• City, State: Alexandria, VA
• Years Serviced: 2.5 years
• Description of Services: Debt Management, Lease Management, Subscription Management

9. Region 14 ESC reserves the right to make such additional investigations as it deems necessary to establish the competence and financial stability of any submitting a proposal.

Iron Brick, Euna, DebtBook and Workday are agreeable to this.

DebtBook currently holds a contract with OMNIA via contract 14-03 as procured by Region 14 ESC in August 2021.

10. Provide any additional information relevant to this section.

Current and Past Guidehouse Public Sector Clients
• State of Arizona
• State of Arkansas
• State of California
• State of Colorado
• State of Florida
• State of Illinois
• State of Maine
• Chicago Transit Authority
• City of Austin
• City of Baltimore
• City of Chicago
• City & County of Denver
• City of Detroit
• City of Houston
• Department of Agriculture
• Department of Defense
• Department of Education
• Department of Energy
• Department of Health and Human
Services
• Dept. of Homeland Security

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Current and Past Guidehouse Public Sector Clients
• • • • • • • • • • • • •
State of Massachusetts
State of Michigan
State of Minnesota
State of Missouri
State of New Jersey
State of New York
State of Ohio
State of Oklahoma
State of South Carolina
State of South Dakota
State of Texas
State of Vermont
Commonwealth of Puerto Rico
• • • • • • • • • •
City of Jersey City
City of Los Angeles
City of Memphis
City of Minneapolis
City of New York
City of Philadelphia
City of San Jose
City of Santa Monica
City of Seattle
Metropolitan Transportation
Authority (NYC)
• Port Authority of New York and
New Jersey
• Bexar County
• Cook County
• DuPage County
• El Paso County
• Harris County
• Santa Barbara County
• Tarrant County
• Travis County
• Dept. of Housing & Urban
Development
• Department of the Interior
• Department ofJustice
• Department of State
• Department of Transportation
• Department of Treasury
• Department of Veterans Affairs
• General Services Administration
• U.S. Intelligence Agencies

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SECTION V- VALUE ADDED PRODUCTS AND SERVICES

1. Provide any additional information related to products and services supplier proposes to enhance and add value to the contract.

We have focused our core response on the SaaS requirements and scope of this RFP. But we recognize customers are ultimately looking for `complete' solutions. This means not just the ability to purchase the software required to meet theft needs- but selecting and contracting with a System Integrator who can implement and deliver the solution. We have executed Teaming Agreements with Avaap, Guidehouse, and Strada to join our OMNIA team in the event we receive award.

We sought to bring a diversified group of system integrators- all of whom have been vetted and certified by Workday as solution implementation partners. These companies with proven experience, and a range of consulting practice sizes, can support the budgets and requirements of the smallest schools in Region 14 to the needs of the largest counties and states in the nation. We believe our team provides the experience and ability to deliver complete solutions the market is looking for. Our team also provides Iron Brick and OMNIA with significant extended reach and relationships that will make sure this contract is successful. By adding these leading Workday System Integrators to our OMNIA team we greatly expand our marking and outreach to the SLED markets. Having the support and marketing abilities of these companies will help us position OMNIA & Iron Brick as the first choice for government organizations looking for HR, Finance, and Planning solutions,
Brining Avaap, Guidehouse, and Strada to our team for this effort will greatly expand our marketing presence, Including their services should greatly expand the order size of contracts we execute. We look to address rate cards and services bundle pricing, after OMNIA has determined awards for this contract.

Over the life of this contract we would aim to continue to innovate. We will seek to add additional niche technologies that are complimentary to the Workday platform, such as Utility billing. Among our current core team of technology partners Euna has several other product offerings that we believe could be attractive to customers looking to leverage our Iron Brick/Workday OMNIA contract. Euna also offers:

Euna also offers Grants, Payments, and Special Education solutions. Below are brief descriptions of these offerings. For more information visit Euna Solutions Purpose -Built Software for the Public Sector.

Euna Grants
Empower your communities with end -to -end grants management, powered by the most reliable network of funding opportunities and research.

Euna Grants helps state, local, and tribal governments simplify the entire grants process — including pre - award, post -award, and sub -recipient management — through our end -to -end, purpose-built grants management system, so you can have the resources and time to deliver on what matters most for your communities.

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Euna Payments
Centralized, integrated & equitable revenue collection that works for everyone.

Euna Payments standardizes payment workflows and simplifies business processes to provide a unified experience for your customers and staff, while streamlining revenue collection across every channel and every department.

Euna Special Education
Optimizing Student Outcomes - Simplifying special education.

Euna Special Education facilitates the entire special education process, from referral through dismissal, and is backed by a repeatable, data -driven process. Boost confidence in your compliance, staff satisfaction, and student outcomes with a purpose-built solution that is designed to enable more time with students and less time with paperwork.

2. Provide any additional equipment offerings: Used, Parts, Accessories, Service and Repair, Trade -Ins, may be included by providing a pricing structure for each of these items.

IRON BRICK
Our Software as a Service (SaaS) proposal does not currently include any hardware products. So none is offered at this time.

3. Describe any equipment reconditioning and recertification offerings.

IRON BRICK
Our Software as a Service (SaaS) proposal does not currently include any hardware products. So none is offered at this time.

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TEAMING AGREEMENT
This TEAMING AGREEMENT ("Agreement") made this 29 day of Oct. 2024 ("Effective Date"), by and between Iron Brick Associates, LLC, a Virginia Limited Liability Company, having offices at 362 Old Hollow Road, Sperryvitle, VA 22740 (hereinafter referred to as "IRONBRICK" or "Team Leader"), and Avaap USA, LLC, having offices at 1400 Goodale Blvd, Suite 100, Columbus, OH 43212 (hereinafter referred to as "Team Member"), each a "Party" and collectively the "Parties". The provisions of this Agreement shalt apply to discussions, working papers, and proposal documents in conjunction with the Program as hereinafter defined.

WHEREAS, the above identified Parties, because of their diverse, but complementary, capabilities, have determined that they would benefit from a team arrangement between their respective organizations in order to develop the best management and technical approach to the RFP 24-S918 Omnia Partners Region 14 dated Sept. 24, 2024 opportunity, hereinafter referred to as the "Program", in response to a Request for Proposal/Request of Quotation ("RFP/RFQ") from a governmental agency or other entity soliciting the submission of proposals/quotations from qualified bidders to perform certain services and/or provide products as described herein; and WHEREAS, the Parties believe that a cooperative effort will offer the best combination of capabilities to achieve optimum performance, cost, and delivery for the Program requirements; and WHEREAS, Team Leader desires to submit a proposal (hereinafter "Proposal") to Omnia Partners Region 14, hereinafter referred to as the "Customer", with the assistance of Team Member in response to a business opportunity to be bid by Team Leader; and WHEREAS, the Team Member represents that it has the experience, qualifications, resources and capabilities to conduct certain services and/or provide certain products; and WHEREAS, in the event that Team Leader is awarded a contract pursuant to the terms of the RFP/RFQ, Team Member is desirous of participating in the Program as a subcontractor to Team Leader for the supply of products and/or the performance of services and, further, Team Member is willing to submit a proposal/quote to Team Leader for such work subject to the understandings hereinafter stated;
NOW, THEREFORE, in consideration of the premises and promises herein contained, it is mutually agreed as follows:

ARTICLE I

JOINT PROPOSAL
Section 1.01 Proposal Submission
Subject to the terms and conditions of Article II of this Agreement, Team Leader and Team Member agree to exclusively work together for the purpose of submitting Proposal for the Program. Team Leader will be responsible for submitting a Proposal to the Customer in response to the RFP/RFQ for

Page 1 ends

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Signature
Date
Name
Title
October 29, 2024
Peter Sirh
VP
Signature
Date
Name
Title
Teaming Agreement
tot
10/30/2024
Steve Csuka
CEO

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Docusign Envelope ID: A94634B0-40DB-4386-8273-83BB4393C6B0

TEAMING AGREEMENT
This TEAMING AGREEMENT ("Agreement") made this 29 day of Oct 2024 ("Effective Date"), by and between Iron Brick Associates, LLC, a Virginia Limited Liability Company, having offices at 362 Old Hollow Road, Sperryville, VA 22740 (hereinafter referred to as "IRONBRICK" or "Team Leader"), and Strada U.S. Professional Services, LLC, having offices at 8400 N.W. 36th Street, Suite 140, Miami, FL 33166 (hereinafter referred to as "Team Member"), each a "Party" and collectively the "Parties".

The provisions of this Agreement shall apply to discussions, working papers, and proposal documents in conjunction with the Program as hereinafter defined.

WHEREAS, the above identified Parties, because of their diverse, but complementary, capabilities, have determined that they would benefit from a team arrangement between their respective organizations in order to develop the best management and technical approach to the Cloud Solutions for HR, Finance and Planning Solicitation Number RFP 24-S918 opportunity, hereinafter referred to as the "Program", in response to a Request for Proposal/Request of Quotation ("RFP/RFQ") from a governmental agency or other entity soliciting the submission of proposals/quotations from qualified bidders to perform certain services and/or provide products as described herein; and
WHEREAS, the Parties believe that a cooperative effort will offer the best combination of capabilities to achieve optimum performance, cost, and delivery for the Program requirements; and WHEREAS, Team Leader desires to submit a proposal (hereinafter "Proposal") to Region 14 Education Service Center on behalf of itself and other government agencies and made available through OMNIA Partners, Public Sector, Inc, hereinafter referred to as the "Customer", with the assistance of Team Member in response to a business opportunity to be bid by Team Leader; and
WHEREAS, the Team Member represents that it has the experience, qualifications, resources and capabilities to conduct certain services and/or provide certain products; and WHEREAS, in the event that Team Leader is awarded a contract pursuant to the terms of the RFP/RFQ, Team Member is desirous of participating in the Program as a subcontractor to Team Leader for the supply of products and/or the performance of services and, further, Team Member is willing to submit a proposal/quote to Team Leader for such work subject to the understandings hereinafter stated;
NOW, THEREFORE, in consideration of the premises and promises herein contained, it is mutually agreed as follows:

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Docusign Envelope ID: A94634B0-40DB-4386-8273-83BB4393C6B0 Section 5.20 Survival
Teaming Agreement
All provisions that by their terms or nature survive termination of this Agreement shall survive such termination.

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the Effective Date set forth above by their respective duly authorized representatives.

Iron Brick Associates, LLC Strada U.S. Professional Services, LLC Signature 14.&12. Signature
Date October 29, 2024 Date
Peter Sirh
Name Name
Title VP Title
Signed by:
8715701EBF21495_.
10/30/2024 I 2:50 PM CDT
Tiffany Cleaver
Sr. vP, Global workday Leader

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TEAMING AGREEMENT
This TEAMING AGREEMENT ("Agreement") made this 29 day of October ©efective Date"), by and between Iron Brick Associates, LLC, a Virginia Limited Liability Company, having offices at 362 OW Hollow Road, Sperryville, VA 22740 (hereinafter referred to as "IRONBRICK" or "Team Leader"), and Guidehouse
Inc. a Delaware
Corporation
, having offices at 1676
International Dr., Suite 800, McLean, VA 22102 (hereinafter referred to as "Team Member"), each a "Party" and collectively the "Parties". The provisions of this Agreement shall apply to discussions, working papers, and proposal documents in conjunction with the Program as hereinafter defined.

WHEREAS, the above identified Parties, because of their diverse, but complementary, capabilities, have determined that they would benefit from a team arrangement between their respective organizations in order to develop the best management and technical approach to the _RFP 24-S918 Omnia Partners Region 14 Cloud Solutions for HR, Finance and Planning opportunity, hereinafter referred to as the "Program", in response to a Request for Proposal/Request of Quotation ("RFP/RFQ") from a governmental agency or other entity soliciting the submission of proposals/quotations from qualified bidders to perform certain services and/or provide products as described herein; and
WHEREAS, the Parties believe that a cooperative effort will offer the best combination of capabilities to achieve optimum performance, cost, and delivery for the Program requirements; and WHEREAS, Team Leader desires to submit a proposal (hereinafter "Proposal") to Omnia Partners Region 14, hereinafter referred to as the "Customer", with the assistance of Team Member in response to a business opportunity to be bid by Team Leader; and WHEREAS, the Team Member represents that it has the experience, qualifications, resources and capabilities to conduct certain services and/or provide certain products; and WHEREAS, in the event that Team Leader is awarded a contract pursuant to the terms of the RFP/RFQ, Team Member is desirous of participating in the Program as a subcontractor to Team Leader for the supply of products and/or the performance of services and, further, Team Member is willing to submit a proposal/quote to Team Leader for such work subject to the understandings hereinafter stated;
NOW, THEREFORE, in consideration of the premises and promises herein contained, it is mutually agreed as follows:

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Teaming Agreement
Section 5.16 Laws Governing
This Agreement shall be governed and construed in accordance with the laws of the Commonwealth of Virginia without giving effect to such state's principles of conflicts of laws and the taws of the United States of America. The Parties agree that any proceeding relating to or arising from the Agreement shall be heard and litigated exclusively in a state or federal court located in Fairfax County, Commonwealth of Virginia. Each Party hereto consents to the personal jurisdiction in any such action brought in any such court, consents to service of process by registered mail upon each Party's designated legal counsel and waives any objection to venue in any such courts and any claim that any such court is an inconvenient forum.

Section 5.17 Entire Agreement
This Agreement shall become effective on the date first mentioned and shall be binding upon the Parties hereto and their respective assigns. This Agreement represents the entire agreement and no other understandings, written or oral which modify the terms hereof, will be binding unless made in writing executed by the Parties hereto.

Section 5.18 Counterparts
This Agreement may be executed in one or more counterparts, each of which shall be deemed to be original, and all of which together shall constitute one and the same Agreement. A signature delivered by facsimile shall be deemed to be an original signature and shall be effective upon receipt thereof by the other Party.

Section 5.19 Section Titles
The titles of sections appearing in this Agreement are for convenience only and are not a part of this Agreement; they do not in any way limit or amplify the provisions of this Agreement.

Section 5.20 Survival
All provisions that by their terms or nature survive termination of this Agreement shall survive such termination.

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the Effective Date set forth above by their respective duly authorized representatives.

Iron Brick Associates, LLC
Signature
/"a.E2 5i
Team Member
Signature
Page
12of14

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Teaming Agreement
Date
Name
Title
October 29, 2024
Peter Sirh
VP
Date
Name
October 29, 2024
Anaita Kasad
Title Partner

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Appendix A — Required Documents

1. Antitrust Certification Statement (Tex. Government Code § 2155.005)

2. Implementation of House Bill 1295 Certificate of Interested Parties (Form 1295)

3. Texas Government Code 2270 Verification Form

4. Any additional agreements supplier will require Participating Agencies to sign Version April 10, 2024

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Appendix A, Doc #1

ANTITRUST CERTIFICATION STATEMENTS
(Tex. Government Code § 2155.005)
Attorney General Form
I affirm under penalty of perjury of the laws of the State of Texas that:

1. I am duly authorized to execute this Contract on my own behalf or on behalf of the company, corporation, firm, partnership or individual (Company) listed below;

2. In connection with this proposal, neither I nor any representative of the Company has violated any provision of the Texas Free Enterprise and Antitrust Act, Tex. Bus. & Comm. Code Chapter 15;

3. In connection with this proposal, neither I nor any representative of the Company has violated any federal antitrust law; and

4. Neither I nor any representative of the Company has directly or indirectly communicated any of the contents of this proposal to a competitor of the Company or any other company, corporation, firm, partnership or individual engaged in the same line of business as the Company.

Company Contact
Iron Brick Associates, LLC
Signature
Peter Sirh
Printed Name
362 Old Hollow Rd VP
Address Position with Company
Sperryville, VA 22740
Phone
Fax
703-288-3874
Version April 10, 2024
Official
Authorizing
Proposal
P S
Signature
Peter Sirh
Printed Name
VP
Position with Company

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Appendix A, DOC # 2
Implementation of House Bill 1295
Certificate of Interested Parties (Form 1295):

In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the Government Code. The law states that a governmental entity or state agency may not enter into certain contracts with a business entity unless the business entity submits a disclosure of interested parties to the governmental entity or state agency at the time the business entity submits the signed contract to the governmental entity or state agency. The law applies only to a contract of a governmental entity or state agency that either (1) requires an action or vote by the governing body of the entity or agency before the contract may be signed or (2) has a value of at least $1 million. The disclosure requirement applies to a contract entered into on or after January 1, 2016.

The Texas Ethics Commission was required to adopt rules necessary to implement that law, prescribe the disclosure of interested parties form, and post a copy of the form on the commission's website. The commission adopted the Certificate of Interested Parties form (Form 1295) on October 5, 2015. The commission also adopted new rules (Chapter 46) on November 30, 2015, to implement the law. The commission does not have any additional authority to enforce or interpret House Bill 1295.

Filing Process:

Staring on January 1, 2016, the commission made available on its website a new filing application that must be used to file Form 1295. A business entity must use the application to enter the required information on Form 1295 and print a copy of the completed form, which will include a certification of filing that will contain a unique certification number. An authorized agent of the business entity must sign the printed copy of the form. The completed Form 1295 with the certification of filing must be filed with the governmental body or state agency with which the business entity is entering into the contract.

The governmental entity or state agency must notify the commission, using the commission's filing application, of the receipt of the filed Form 1295 with the certification of filing not later than the 30th day after the date the contract binds all parties to the contract. This process is known as acknowledging the certificate. The commission will post the acknowledged Form 1295 to its website within seven business days after receiving notice from the governmental entity or state agency. The posted acknowledged form does not contain the declaration of signature information provided by the business.

A certificate will stay in the pending state until it is acknowledged by the governmental agency.

Only acknowledged certificates are posted to the commission's website.

Electronic Filing Application:
https://www.ethics.state.tx.us/whatsnew/elf info form1295.htm Frequently Asked Questions:
https://www.ethics.state.tx.us/resources/FAQs/FAQ Form1295.php Changes to Form 1295: https://www.ethics.state.tx.us/data/filinginfo/1295Changes.pdf Version April 10, 2024

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Appendix A, DOC # 3
Texas Government Code 2270 Verification Form
House Bill 89 (85R Legislative Session), which adds Chapter 2270 to the Texas Government Code, provides that a governmental entity may not enter into a contract with a company without verification that the contracting vendor does not and will not boycott Israel during the term of the contract.

Furthermore, Senate Bill 252 (85R Legislative Session), which amends Chapter 2252 of the Texas Government Code to add Subchapter F, prohibits contracting with a company engaged in business with Iran, Sudan or a foreign terrorist organization identified on a list prepared by the Texas Comptroller.

Peter Sirh
Iron Brick Associates, LLC
, as an authorized representative of
Insert Name of Company
, a contractor engaged by
Region 14 Education Service Center, 1850 Highway 351, Abilene, Texas 79601, verify by this writing that the above -named company affirms that it (1) does not boycott Israel; and (2) will not boycott Israel during the term of this contract, or any contract with the above -named Texas governmental entity in the future.

Also, our company is not listed on and we do not do business with companies that are on the Texas Comptroller of Public Accounts list of Designated Foreign Terrorists Organizations found at https://comptroller.texas.gov/purchasing/docs/foreign-terrorist.pdf .

I further affirm that if our company's position on this issue is reversed and this affirmation is no longer valid, that the above -named Texas governmental entity will be notified in writing within one (1) business day and we understand that our company's failure to affirm and comply with the requirements of Texas Government Code 2270 et seq. shall be grounds for immediate contract termination without penalty to the above -named Texas governmental entity.

I swear and affirm that the above is true and correct.

PA- 5'1A 10/7/2024
Signature of Named Authorized Company Representative Date Version April 10, 2024

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SAAS AND SERVICES AGREEMENT
This SAAS and Services Agreement, including all documents referenced and incorporated below and the Order Form which by this reference is incorporated herein (collectively, this "Agreement"), is a binding agreement between [ ] (referred to as "Licensor" or "EUNA," as part of the EUNA brand) and the entity identified on the Order Form as the Customer ("Customer").

EUNA and Customer are sometimes individually referred to as a "Party" and collectively referred to as the "Parties." The Parties agree as follows:

LICENSOR PROVIDES THE SAAS OFFERING, PROFESSIONAL SERVICES,

SOFTWARE AND DOCUMENTATION SOLELY ON THE TERMS AND CONDITIONS SET

FORTH IN THIS AGREEMENT AND ON THE CONDITION THAT CUSTOMER ACCEPTS AND FULLY COMPLIES WITH THEM. BY CHECKING THE "ACCEPT" BOX ON THE

ORDER FORM ORISSUING A PURCHASE ORDER AFTER REVIEWING THESE TERMS

YOU (A) ACCEPT THIS AGREEMENT AND AGREE THAT CUSTOMER IS LEGALLY BOUND BY ITS TERMS AND CONDITIONS; AND (B) REPRESENT AND WARRANT THAT: (I) YOU ARE OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (II)

IF CUSTOMER IS A CORPORATION, GOVERNMENTAL ORGANIZATION, OR OTHER

LEGAL ENTITY, YOU HAVE THE RIGHT, POWER, AND AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF CUSTOMER AND BIND CUSTOMER TO ITS TERMS.

IF CUSTOMER DOES NOT AGREE TO THE TERMS AND CONDITIONS OF THIS

AGREEMENT, LICENSOR WILL NOT AND DOES NOT LICENSE OR PROVIDE THE SAAS

OFFERING, PROFESSIONAL SERVICES, SOFTWARE OR OTHER DELIVERABLE TO

CUSTOMER AND YOU MUST NOT DOWNLOAD, USE OR ACCESS THE SAAS

OFFERING, SOFTWARE OR DOCUMENTATION OR OTHERWISE RECEIVE THE PROFESSIONAL SERVICES.

NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT OR

YOUR OR CUSTOMER'S ACCEPTANCE OF THE TERMS AND CONDITIONS OF THIS

AGREEMENT, NO LICENSE IS GRANTED (WHETHER EXPRESSLY, BY IMPLICATION,

OR OTHERWISE) UNDER THIS AGREEMENT WITHOUT AN APPLICABLE ORDER FORM AND PAYMENT OF ALL REQUIRED FEES, COSTS AND AMOUNTS. THIS

AGREEMENT EXPRESSLY EXCLUDES ANY RIGHT CONCERNING ANY SAAS

OFFERING, PROFESSIONAL SERVICES, SOFTWARE OR DOCUMENTATION THAT

CUSTOMER DID NOT ACQUIRE LAWFULLY OR THAT IS NOT A LEGITIMATE,

AUTHORIZED COPY OF LICENSOR'S SAAS OFFERING, SOFTWARE OR DOCUMENTATION.

I. Definitions.
a. "Aggregated Statistics" means data and information related to Customer's use of the SAAS Offering that is used by EUNA in an aggregate and anonymized manner, including to compile statistical and performance information related to the provision and operation of the SAAS Offering.

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b. "Authorized User" means Customer's employees, consultants, contractors, and agents (i) who are authorized by Customer to access and use the SAAS Offering under the rights granted to Customer pursuant to this Agreement and the applicable Order Form, and (ii) for whom access to the SAAS Offering has been purchased hereunder.
c. "Confidential Information" means any information relating to a Disclosing Party (as defined in Section 9), its business, technology, suppliers, licensors, resellers, distributors, customers, and third parties to whom the Disclosing Party has an obligation of confidentiality, whether in tangible or intangible form, which is either marked or designated as "confidential" or "proprietary," or disclosed under circumstances indicating its confidential or proprietary nature, or otherwise would be known to be confidential or proprietary by a reasonable person.
d. "Customer Data" means, other than Aggregated Statistics, information, data, and other content, in any form or medium, that is submitted, posted, or otherwise transmitted by or on behalf of Customer or an Authorized User through the SAAS Offering or Professional Services, as applicable. e. "Deliverable" means all documents, work product and other materials that are delivered to Customer under this Agreement or prepared by or on behalf of the EUNA in the course of performing the Professional Services or providing the SAAS Offering, including any items identified as such in the applicable Order Form.
f. "Documentation" means the applicable training, informational or support videos and documentation relating to (i) the use of and access to the SAAS Offering and (ii) any error corrections, bug fixes, enhancements, improvements, new releases, maintenance releases and updates thereto, provided by EUNA to Customer in any format.
g.
"Fees" means the fees set forth in the applicable Order Form. h. "Intellectual Property Rights" (i) all United States and foreign patents, patent applications, and certificates of invention, and all continuations, continuations in part, extensions, renewals, divisions, re -issues and re-examinations relating thereto; (ii) all moral rights and copyrights in any work of authorship or other work recognized by applicable Law, including all copyright registrations issued by the United States Register of Copyrights and applications therefor, together with any renewal or extension thereof, or by similar authority in any other jurisdiction, and all rights deriving therefrom; (iii) all, whether registered or unregistered, trademarks, service marks, domain names, trade names and trade dress, and all goodwill relating thereto; (iv) all rights in all trade secrets, know-how, and confidential information; and (v) other intellectual property rights protectible under any Laws or international conventions throughout the world, and in each case including the right to apply for registrations, certificates, or renewals with respect thereto and the right to prosecute, enforce, obtain damages relating to, settle or release any past, present, or future infringement or misappropriation thereof.
i. "Law" means all applicable laws (including those arising under common law), statutes, codes, rules, regulations, reporting or licensing requirements, ordinances and other pronouncements having the effect of law in the United States, any foreign country or any domestic or foreign state, county, city or other political subdivision, including those promulgated, interpreted or enforced by any governmental or regulatory authority.
j. "Order Form" means the order form between the Parties that incorporates this Agreement. k. "Public Facing Software" means a portion of the Software made available by the Customer to members of the general public.

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1. "SAAS IP" means the SAAS Offering and the Documentation. For the avoidance of doubt, SAAS IP includes proprietary data structures, database schemas, metadata, Aggregated Statistics and any information, data, or other content derived from EUNA's monitoring of Customer's access to or use of the SAAS IP but does not include Customer Data.
m. "SAAS Offering" means the software -as -a -service offering, including any integrated platform offering, as set out in the applicable Order Form.
n. "Professional Services" means the services set out in the applicable Order Form and any associated statement of work attached or referenced in the Order Form ("Statement of Work"), if applicable. o. "Term" has the meaning set forth in Section 10 a.
p. "Third -Party Products" means any third -party products described in the applicable Order Form provided with or incorporated into the SAAS Offering.

2. Professional Services. Subject to and conditioned on Customer's payment of Fees and compliance with all other terms and conditions of this Agreement, EUNA shall provide to Customer the Professional Services in accordance with the applicable Order Fonn and Statement of Work.

3. Software Subscription.
a. Provision of Access. Subject to and conditioned on Customer's payment of Fees and compliance with all other teens and conditions of this Agreement, EUNA hereby grants Customer a non- exclusive, non-sublicensable, non -transferable (except in compliance with Section 22) right to access and use the SAAS Offering during the Term, solely for use by Authorized Users in accordance with the terms and conditions herein. Such use is limited to Customer's internal use. EUNA shall provide to Customer the necessary information to allow Customer to access the SAAS Offering. The total number of Authorized Users will not exceed the number set forth in the applicable Order Form, except as expressly agreed to in writing by the Parties and subject to any appropriate adjustment of the Fees payable hereunder. b. Public Facing Software. Notwithstanding the definition of Authorized Users, Customer is permitted to provide access to its constituents that are solely utilizing public facing functionalities of the SAAS Offering that do not otherwise require a specific license from EUNA. c. Documentation License. Subject to and conditioned on Customer's payment of Fees and compliance with the terms and conditions of this Agreement, EUNA hereby grants to Customer a non- exclusive, non-sublicensable, non -transferable (except in compliance with Section 22) license to use the Documentation during the Term solely for Customer's internal business purposes in connection with its use of the SAAS Offering.
d. Optional Features. EUNA shall provide all extensions, enhancements, and other changes, which are logical improvements to the SAAS Offering and to which EUNA makes generally available on a commercial basis, without charge, to other licensees of the EUNA SAAS Offering. Updates do not include any new software products that are then made generally available on a commercial basis as separate, price - listed options or additions to the SAAS Offering nor do they include any Professional Services that may be required for implementation.
e. Use Restrictions. Customer shall not use the SAAS Offering for any purposes beyond the scope of the access granted in this Agreement or the applicable Order Fonn. Customer shall not at any time, directly or indirectly, and shall not permit any Authorized Users to: (i) copy, modify, or create derivative

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works of the SAAS Offering or Documentation, in whole or in part; (ii) rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available the SAAS Offering or Documentation to a third party; (iii) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the SAAS Offering, in whole or in part; (iv) remove any proprietary notices from the SAAS Offering or Documentation; or (v) use the SAAS Offering or Documentation in any manner or for any purpose that causes such SAAS Offering or Documentation to infringe, misappropriate, or otherwise violate any Intellectual Property Right or other right of any person, or that violates any applicable Law.
f. Suspension. Notwithstanding anything to the contrary in this Agreement, EUNA may temporarily suspend Customer's and any Authorized User's access to any portion or all of the SAAS Offering if: (i) EUNA reasonably determines that (A) there is a threat or attack on any of the SAAS IP; (B) Customer's or any Authorized User's use of the SAAS IP disrupts or poses a security risk to the SAAS IP or to any other customer or vendor of EUNA; (C) Customer or any Authorized User is using the SAAS IP for fraudulent or illegal activities; (D) subject to applicable Law, Customer has ceased to continue its business in the ordinary course, made an assignment for the benefit of creditors or similar disposition of its assets, or become the subject of any bankruptcy, reorganization, liquidation, dissolution, or similar proceeding; or (E) EUNA's provision of the SAAS Offering to Customer or any Authorized User is prohibited by applicable Law; (ii) any vendor of EUNA has suspended or terminated EUNA's access to or use of any third -party services or products required to enable Customer to access or use the SAAS Offering each a ("Service Suspension"). EUNA shall use commercially reasonable efforts to resume providing access to the SAAS Offering as soon as reasonably possible after the event giving rise to the Service Suspension is investigated, contained, remediated, and cured. EUNA will have no liability for any damage, liabilities, losses (including any loss of data or profits), or any other consequences that Customer or any Authorized User may incur as a result of a Service Suspension. g. Aggregated Statistics. Notwithstanding anything to the contrary in this Agreement, EUNA may monitor Customer's use of the SAAS Offering and collect and compile Aggregated Statistics. As between EUNA and Customer, all right, title, and interest in Aggregated Statistics, and all Intellectual Property Rights therein, belong to and are retained solely by EUNA. Customer acknowledges that EUNA may compile Aggregated Statistics based on Customer Data input into the SAAS Offering. Customer agrees that EUNA may (i) make Aggregated Statistics publicly available in compliance with applicable Law, and (ii) use Aggregated Statistics to the extent and in the manner permitted under applicable Law. EUNA agrees to process Customer Data available in accordance with EUNA's privacy policy which is available upon request and online at http, //eunasolutions com/privacy-policy/. EUNA may update its privacy policy from time to time and such updated privacy policy will be effective and applicable upon posting.

4. Customer Obligations.
a. For Professional Services. In connection with the Professional Services, Customer shall:
(i) cooperate with EUNA in its performance of the Professional Services and provide access to Customer's premises, employees, contractors, and equipment as required to enable EUNA to provide the Professional Services;
(ii) provide Cooperation, as defined herein, and perform Customer facing milestones and Customer deliverables necessary to enable EUNA to continue to perform under the Order Form and Statement of Work; and
(iii)take all steps necessary, including obtaining any required licenses or consents, to prevent Customer -caused delays in EUNA's provision of the Professional Services.

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b. For the SAAS Offering. In connection with the SAAS Offering:
(i) Customer agrees to be responsible and liable for all uses of the SAAS Offering and Documentation resulting from access provided by Customer, directly or indirectly, whether such access or use is permitted by or in violation of this Agreement. Without limiting the generality of the foregoing, Customer agrees to be responsible for all acts and omissions of Authorized Users, and any act or omission by an Authorized User that would constitute a breach of this Agreement if taken by Customer will be deemed a breach of this Agreement by Customer. Customer shall use reasonable efforts to make all Authorized Users aware of this Agreement's provisions as applicable to such Authorized User's use of the SAAS Offering and shall cause Authorized Users to comply with such provisions. (ii) EUNA may from time to time make Third -Party Products available to Customer. For purposes of this Agreement, such Third -Party Products are subject to their own terms and conditions and the applicable flow -through provisions.
(iii) EUNA will use commercially reasonable efforts to implement the SAAS Offering.

Customer acknowledges and agrees that Customer's timely provision of (and EUNA's access to) Customer's assistance, cooperation, and complete and accurate feedback, approvals, information, and data from Customer's officers, agents and employees as is reasonably requested by EUNA (collectively, "Cooperation") is essential to the implementation and operation of the SAAS Offering, and that EUNA shall not be liable for any deficiency, delay or failure in implementing or operating the SAAS Offering if such deficiency, delay or failure results from Customer's failure to provide full Cooperation as required hereunder. Cooperation will include designating a project manager to interface with EUNA during the course of EUNA's implementation or provision of the SAAS Offering. If Customer repeatedly fails to provide Cooperation, EUNA may terminate this Agreement in accordance with Section 10(b)(ii).

5. Fees and Expenses.
a. Fees. Except for Fees that Customer has successfully disputed, Customer shall pay the Fees without offset or deduction. Unless otherwise provided in the applicable Order Form, Customer shall pay the Fees in US dollars within thirty (30) days from the date of the applicable invoice. If Customer fails to make any payment when due, without limiting EUNA's other rights and remedies: (i) EUNA may charge interest on the past due amount at the rate of 1% per month calculated daily and compounded monthly or, if lower, the highest rate permitted under applicable Law; (ii) if such failure continues for thirty (30) days or more, and in addition to all other remedies available under this Agreement or at law (which EUNA does not waive by the exercise of any rights hereunder), EUNA may suspend Customer's and its Authorized Users' access to any portion or all of the Professional Services and the SAAS Offering until such amounts are paid in full.
b. Taxes. Fees do not include any taxes. Customer is exempt by Law from payment of State and local sales tax and federal excise tax. In the event that taxes are assessed by any governmental body on any Deliverable provided under this Agreement, in which Customer is not exempted from paying, EUNA shall have the option to terminate the Agreement in lieu of assessment of the taxes against EUNA, provided however that Customer shall have the option to pay EUNA all such tax amounts which have been properly invoiced, at Customer's discretion, to avoid termination of this Agreement. Customer shall provide EUNA with a valid tax exemption certificate upon request.

6. Service Levels and Support.
a. Service Levels. Subject to and conditioned upon Customer's payment of Fees and compliance with the terms and conditions of this Agreement, EUNA will use commercially reasonable efforts to make

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the SAAS Offering available in accordance with the service levels set out in the provided service level documentation posted from time to time on EUNA's website (the "Service Level Policy"). b. Support. Subject to and conditioned upon Customer's payment of Fees and compliance with the terms and conditions of this Agreement, EUNA will use commercially reasonable efforts to provide the support services described in the support services documentation posted from time to time on EUNA's website (the "Support Services Policy").
c. Updates. EUNA reserves the right to modify the Service Level Policy and Support Services Policy from time to time effective immediately by posting an updated policy at the links referenced above.

EUNA's support obligations extend solely to Customer's designated support contacts. Customer acknowledges and agrees that, as between Customer and EUNA, Customer shall be solely responsible to provide any and all support to all other third parties. Unless otherwise stated in the Service Level Policy, EUNA shall not have any obligation to provide support services to any third parties.

7. Representations, Limited Warranties, and Disclaimer. a. Representations. Each Party hereby represents and warrants that: (i) it has the full corporate right, power and authority to enter into this Agreement and to perform the acts required hereunder; and (ii) the execution of this Agreement by such Party, and the performance by such Party of its obligations and duties hereunder, do not and will not violate any agreement to which such Party is bound or any obligation of such Party.
b. Warranties for Professional Services. EUNA warrants that it will perform the Professional Services:
(i) in accordance with the terms and subject to the conditions set out in the respective Statement of Work or Order Form and this Agreement;
(ii) using personnel of commercially reasonable skill, experience, and qualifications; and (iii) in a timely, workmanlike, and professional manner in accordance with generally recognized industry standards for similar services.
c. Warranties for the SAAS Offering. EUNA warrants that during the Term, the SAAS Offering will conform in all material respects to the Documentation when accessed and used in accordance with the Documentation. EUNA does not make any warranties, representations or guarantees regarding uptime or availability of the SAAS Offering except to the extent specifically included in the applicable Service Level Policy.. THE FOREGOING WARRANTIES, REPRESENTATIONS AND GUARANTEES DO NOT

APPLY AND EUNA STRICTLY DISCLAIMS ALL WARRANTIES, REPRESENTATIONS AND

GUARANTEES WITH RESPECT TO ANY THIRD -PARTY PRODUCTS OR ANY FAILURE IN PERFORMANCE CAUSED BY THIRD -PARTY PRODUCTS.
d. Remedies. EUNA's sole and exclusive liability and Customer's sole and exclusive remedy for breach of the warranties, representations and guarantees in this Agreement shall be as follows:
(i) EUNA shall use reasonable commercial efforts to promptly cure any such breach; provided, that if EUNA cannot cure such breach within sixty (60) days after Customer's written notice of such breach, Customer may, at its option, terminate this Agreement by serving written notice of termination.

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(ii) For Professional Services, Customer's remedy for breach of the foregoing warranties, representations and guarantees shall be the re -performance of the relevant Professional Services free of charge to the extent the breach was caused solely by EUNA. The foregoing remedy shall not be available unless Customer provides written notice of such breach (which notice reasonably describes the breach and the deficiencies identified by Customer) within thirty (30) days after delivery of such Professional Service or Deliverable to Customer.
(iii) For any such breach involving a failure to meet the commitments in the Service Level Policy, EUNA's sole obligation and Customer's exclusive remedy shall be for EUNA to perform the remedies set forth in the Service Level Policy.
e. Disclaimer of Warranties. EXCEPT FOR THE LIMITED WARRANTIES SET FORTH IN

THIS SECTION OF THE AGREEMENT, THE PROFESSIONAL SERVICES, DELIVERABLES, SAAS OFFERING AND EUNA IP ARE PROVIDED "AS IS" AND EUNA HEREBY DISCLAIMS ALL

WARRANTIES, REPRESENTATIONS AND GUARANTEES WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. EUNA SPECIFICALLY DISCLAIMS ALL IMPLIED

WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND

NON -INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. EXCEPT FOR THE LIMITED WARRANTIES SET FORTH IN THIS

SECTION, EUNA MAKES NO WARRANTY, REPRESENTATION OR GUARANTEE OF ANY KIND

THAT THE PROFESSIONAL SERVICES, DELIVERABLES, EUNA IP, OR ANY PRODUCTS OR

RESULTS OF THE USE THEREOF, WILL MEET CUSTOMER'S, AN AUTHORIZED USER'S, OR

ANY OTHER PERSON'S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE

ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM, OR

OTHER PROFESSIONAL, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR FREE.

8. Intellectual Property.
a. Deliverables. All Intellectual Property Rights in and to the Deliverables except for any Confidential Information of Customer shall be owned by EUNA. If any derivative work is created by Customer from the SaaS Offering EUNA shall own all right, title and interest in and to such derivative work.
b. SAAS IP and Documentation. Customer acknowledges that, as between Customer and EUNA, EUNA owns all right, title, and interest, including all Intellectual Property Rights, in and to the SAAS IP and Documentation and, with respect to Third -Party Products, the applicable third -party providers own all right, title, and interest, including all Intellectual Property Rights, in and to the Third -Party Products. c. Customer Data. EUNA acknowledges that, as between EUNA and Customer, Customer either (i) owns all right, title, and interest, including all Intellectual Property Rights, in and to the Customer Data, or (ii) has a valid license with the right to sublicense the Customer Data to EUNA as provided herein.

Customer hereby grants to EUNA a non-exclusive, royalty -free, worldwide license to reproduce, distribute, and otherwise use and display the Customer Data and perform all acts with respect to the Customer Data as may be necessary for EUNA to provide the SAAS Offering to Customer, and a non-exclusive, perpetual, irrevocable, royalty -free, worldwide license to reproduce, distribute, modify, and otherwise use and display Customer Data incorporated within the Aggregated Statistics. Customer represents, warrants and agrees that: (A) it will comply with applicable Law, including the Laws of the territories and jurisdictions from which any Customer Data is obtained or pertains, in collecting, using, disclosing, transmitting and in soliciting the transmission of Customer Data into or with the SAAS Offering as contemplated under this Agreement; (B) prior to transmitting (or soliciting the transmission of) any Customer Data to EUNA

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through the SAAS Offering, Customer shall have all applicable consents and approvals required for the transmission of such Customer Data to EUNA; and (C) EUNA's use, storage, disclosure and other processing of Customer Data in accordance with this Agreement or Customer's instructions or direction will not cause EUNA or any of its vendors to violate any applicable Law or infringe the rights of any individual or third party.
d. Passwords. Customer is responsible for the confidentiality and use of its passwords, other credentials, and account, and in no event shall EUNA be liable for any loss of information of Customer or other claims arising from unauthorized access to the SAAS Offering as a result of the failure by Customer to protect the confidentiality of its passwords, other credentials or account. e. Prohibited Information. Except as necessary to utilize the SAAS Offering, Customer shall not transmit, disclose or otherwise provide (or cause or allow to be transmitted or provided to EUNA): (i) health information, medical information, health insurance card information, policy identification numbers, or any other information that would cause EUNA to be classified as a "business associate" under the Health Insurance Portability and Accountability Act of 1996, as amended ("HIPAA") or similar designation under other Laws, (ii) information that causes ENUA to be subject to any Laws beyond those Laws generally applicable to all cloud service providers, (iii) security passwords or credentials, and/or (iv) data revealing race, ethnicity, political opinions, religion, sexual orientation, philosophical beliefs or trade union membership or any other information identified under applicable Law as "sensitive information," "private information," or like designation (collectively, "Prohibited Information"). If Customer transmits or provides to EUNA any Prohibited Information, Customer shall indemnify and hold EUNA harmless from and against any claims and liability arising from the transmission to EUNA of any Prohibited Information or any processing of such information by EUNA, and EUNA shall have no liability or obligation whatsoever with respect to such Prohibited Information or Customer Data provided to EUNA. f. Feedback. If Customer or any of its employees or contractors provides, sends or transmits any communications or materials to EUNA by mail, email, telephone, or otherwise, suggesting or recommending changes to the SAAS Offering, Documentation, Software, Professional Services, or any of EUNA's Intellectual Property Rights, including without limitation, the SAAS IP and new features or functionality relating thereto, or any comments, questions, suggestions, or the like ("Feedback"), EUNA is free to use such Feedback irrespective of any other obligation or limitation between the Parties governing such Feedback. Customer hereby assigns and agrees to assign to EUNA, and will cause its employees, contractors and/or agents to assign to EUNA, all right, title, and interest in and to the Feedback, including all Intellectual Property Rights in the Feedback, to EUNA without further consideration. EUNA is free to use, without any attribution or compensation to any party, any ideas, know-how, concepts, techniques, or other Intellectual Property Rights contained in the Feedback, for any purpose whatsoever, although EUNA is not required to use any Feedback.
g. Reservation of Rights. EUNA reserves all rights not expressly granted to Customer in this Agreement. Except for the limited rights and licenses expressly granted under this Agreement, nothing in this Agreement grants, by implication, waiver, estoppel, or otherwise, to Customer or any third party any Intellectual Property Rights or other right, title, or interest in or to the Professional Services or SAAS IP.

9. Confidentiality.
a. Generally. From time to time during the Term, either Party (as the "Disclosing Party") may disclose or make available to the other Party (as the "Receiving Party") Confidential Information.

Confidential Information shall at all times remain the property of the Disclosing Party. The Receiving Party shall: (A) protect and safeguard the confidentiality of the Disclosing Party's Confidential Information with at least the same degree of care as the Receiving Party protects its own Confidential Information, but in no

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event with less than a commercially reasonable degree of care; (B) not use the Disclosing Party's Confidential Information, or permit it to be accessed or used, for any purpose other than to exercise its rights or perform its obligations under this Agreement; and (C) except as permitted in this Agreement, not disclose any such Confidential Information to any person or entity, except to the Receiving Party's representatives (including EUNA's affiliates and third party service providers) who need to know the Confidential Information to assist the Receiving Party, act on its behalf, or to exercise its rights or perform its obligations under this Agreement. The obligations in this section do not apply to Confidential Information that: (i) is or becomes generally available to the public other than as a result of the Receiving Party's breach of this Section; (ii) is or becomes available to the Receiving Party on a non -confidential basis from a third -party source, provided that such third party is not and was not prohibited from disclosing such Confidential Information; (iii) was in the Receiving Party's possession prior to the Disclosing Party's disclosure hereunder; or (iv) was or is independently developed by the Receiving Party without using any Confidential Information of the Disclosing Party.
b. Permitted Disclosures. Notwithstanding the foregoing, each Party may disclose Confidential Information to the limited extent required to establish a Party's rights under this Agreement, including to make required court filings. If a Receiving Party is faced with judicial or governmental action to disclose Confidential Information of the Disclosing Party, the Receiving Party must, if legally permissible, notify the Disclosing Party forthwith and, at the Disclosing Party's request, provide reasonable assistance in opposing such action at the Disclosing Party's cost and expense. c. Destruction. On the expiration or termination of the Agreement, the Receiving Party shall promptly destroy all copies of the Disclosing Party's Confidential Information in its possession or control and upon request certify in writing to the Disclosing Party that such Confidential Information has been destroyed, provided, however, that a Receiving Party may retain Confidential Information relevant to any pending or threatened litigation or governmental investigation and EUNA may retain Customer's Confidential Information in accordance with its information retention policies and Section 15.a, below. d. Irreparable Harm. Each Party acknowledges that Confidential Information may constitute unique, valuable, proprietary and trade secret information of the Disclosing Party, and that unauthorized disclosure thereof by the Receiving Party may cause irreparable injury to the Disclosing Party. Accordingly, each Party acknowledges and agrees that monetary damages may not be adequate in the event of a default of this Article 9 and, therefore, that the Disclosing Party may be entitled to injunctive or other affirmative relief, without such constituting an election of remedies, and that the Disclosing Party will not be required to obtain, furnish or post any bond or similar instrument in connection with or as a condition to obtaining any remedy referred to in this Article 9, and each Party irrevocably waives any right it may have to require the obtaining, furnishing or posting of any such bond or similar instrument. e. Duration, Each Party's obligations of non -disclosure with regard to Confidential Information are effective as of the Effective Date and will expire five years from the date first disclosed to the Receiving Party; provided, however, with respect to any Confidential Information that constitutes a trade secret (as determined under applicable Law), such obligations of non -disclosure will survive the termination or expiration of this Agreement for as long as such Confidential Information remains subject to trade secret protection under applicable Law.

10. Term, Termination, and Survival.
a. Term. The term of this Agreement (the "Term") commences on the Effective Date of this Agreement and will continue in effect for as long as there is an outstanding Order Form in place. Each Order Form will continue for the applicable term listed in such Order Form until terminated by either Party in accordance with this Agreement. The tennination or expiration of an Order Form will not affect or

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otherwise terminate this Agreement or any other Order Form covering other products or services in effect at such time.
b. User Subscriptions. All user subscriptions in an Order Form shall automatically renew for additional one-year at the end of the then current subscription term listed on the Order Form, unless the Customer gives the other notice of non -renewal at least thirty (30) days before the end of the relevant subscription term. The per -unit pricing during any such renewal term of the subscription shall be the same as that during the prior term unless EUNA gives written notice of a pricing increase at least thirty (30) days before the end of such prior term, in which case the pricing increase shall be effective upon renewal and thereafter.
c. Termination for Convenience. Customer may terminate this Agreement without cause by giving sixty (60) days advance written notice to EUNA of its election to terminate this Agreement pursuant to this provision. In the event of such termination, Customer agrees to pay a "SaaS Recovery Amount" equivalent to 50% of the subscription fees for the remainder of the initial term of the Order Form. d. Termination for Cause. In addition to any other express termination right set forth in this Agreement:
(i) either Party may terminate this Agreement, effective on written notice to the other Party, if the other Party materially breaches this Agreement, and such breach: (A) is incapable of cure; or (B) being capable of cure, remains uncured thirty (30) days after the non -breaching Party provides the breaching Party with written notice of such breach; or
(ii) either Party may terminate this Agreement, effective immediately upon written notice to the other Party, if the other Party: (A) becomes insolvent or is generally unable to pay, or fails to pay, its debts as they become due; (B) files or has filed against it, a petition for voluntary or involuntary bankruptcy or otherwise becomes subject, voluntarily or involuntarily, to any proceeding under any domestic or foreign bankruptcy or insolvency Law; (C) makes or seeks to make a general assignment for the benefit of its creditors; or (D) applies for or has appointed a receiver, trustee, custodian, or similar agent appointed by order of any court of competent jurisdiction to take charge of or sell any material portion of its property or business.
e. Effect of Ex Jiration or Termination. Upon expiration or earlier termination of this Agreement, EUNA will immediately cease providing any Professional Services and Customer shall immediately discontinue use of the SAAS Offering. No expiration or termination will affect Customer's obligation to pay all Fees that may have become due before such expiration or termination or entitle Customer to any refund.
f. Non -Appropriation. In the event Customer is not granted an appropriation of funds at any time during the Term and the non —appropriation did not result from an act or omission by Customer, Customer shall have the right to terminate this Agreement on the last day of the fiscal period for which appropriations were received without penalty or expense to Customer, except as to the portion of the payments for which fund shall have been appropriated and budgeted. At least ninety (90) days prior to the end of Customer's fiscal period, Customer shall certify in writing that (1) funds have not been appropriated for the next fiscal period, (b) such non -appropriation did not result from any act or failure to act by Customer; and (c) Customer has exhausted all funds legally available to pay EUNA. If Customer terminates this Agreement because of non -appropriation of funds, Customer may not purchase or lease during the subsequent fiscal period, software and/or service performing the same function as, or functions taking the place of those performed by the software and/or service provided by EUNA; however, that these restrictions shall not be

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applicable if or to the extent that the application of these restrictions would affect the validity of this Agreement.
g. Survival. Sections 3.g, 4, 5, 7, 8, 9, 10, 11, 12, and 14-34 survive any termination or expiration of this Agreement. No other provisions of this Agreement survive the expiration or earlier termination of this Agreement.

11. Indemnification.
a. EUNA Indemnification.
(i) EUNA SHALL INDEMNIFY, DEFEND, AND HOLD HARMLESS CUSTOMER

FROM AND AGAINST ANY AND ALL LOSSES, DAMAGES, LIABILITIES, COSTS (INCLUDING REASONABLE ATTORNEYS' FEES) ("LOSSES") INCURRED BY CUSTOMER RESULTING FROM ANY THIRD -PARTY CLAIM, SUIT, ACTION, OR PROCEEDING ("THIRD -PARTY CLAIM") THAT THE SAAS OFFERING OR PROFESSIONAL SERVICES, OR ANY USE OF THE

SAAS OFFERING OR PROFESSIONAL SERVICES IN ACCORDANCE WITH THIS AGREEMENT,

INFRINGES OR MISAPPROPRIATES SUCH THIRD PARTY'S INTELLECTUAL PROPERTY

RIGHTS, PROVIDED THAT CUSTOMER PROMPTLY NOTIFIES EUNA IN WRITING OF SUCH

THIRD -PARTY CLAIM, COOPERATES WITH EUNA, AND ALLOWS EUNA SOLE AUTHORITY TO CONTROL THE DEFENSE AND SETTLEMENT OF SUCH THIRD -PARTY CLAIM. (ii) If a Third -Party Claim is made or appears possible, Customer agrees to permit EUNA, at EUNA's sole discretion, to (A) modify or replace the SAAS Offering or Professional Services or component or part thereof, to make it non -infringing, (B) obtain the right for Customer to continue use, or (C) terminate the license for the SAAS Offering and Professional Services and provide a pro rata refund to Customer. If EUNA determines that none of these alternatives is reasonably available, EUNA may terminate this Agreement, in its entirety or with respect to the affected component or part, effective immediately on written notice to Customer.
(iii) This Section will not apply to the extent that the alleged infringement arises from: (A) use of the SAAS Offering or Professional Services in combination with data, software, hardware, equipment, or technology not provided by EUNA or authorized by EUNA in writing; (B) modifications to the SAAS Offering or Professional Services not made by EUNA; or (C) Customer Data; or (D) Third -Party Products. b. Customer Indemnification. CUSTOMER SHALL INDEMNIFY, HOLD HARMLESS, AND,

AT EUNA'S OPTION, DEFEND EUNA AND ITS AFFILIATES, AND THEIR RESPECTIVE

INVESTORS, DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS (COLLECTIVELY, THE "EUNA GROUP") FROM AND AGAINST ANY LOSSES RESULTING FROM ANY THIRD -PARTY

CLAIM (I) THAT THE CUSTOMER DATA, OR ANY USE OF THE CUSTOMER DATA IN

ACCORDANCE WITH THIS AGREEMENT, INFRINGES, VIOLATES OR MISAPPROPRIATES

SUCH THIRD PARTY'S INTELLECTUAL PROPERTY RIGHTS OR ANY LAW, OR (II) BASED ON CUSTOMER'S OR ANY AUTHORIZED USER'S (A) NEGLIGENCE OR WILLFUL MISCONDUCT; (B) USE OF THE SERVICES OR SAAS OFFERING IN A MANNER NOT AUTHORIZED BY THIS AGREEMENT; (C) USE OF THE SERVICES OR SAAS OFFERING IN COMBINATION WITH DATA,

SOFTWARE, HARDWARE, EQUIPMENT, OR TECHNOLOGY NOT PROVIDED BY EUNA OR AUTHORIZED BY EUNA IN WRITING; OR (D) MODIFICATIONS TO THE PROFESSIONAL

SERVICES OR SAAS OFFERING NOT MADE BY EUNA, PROVIDED THAT CUSTOMER MAY

NOT SETTLE ANY THIRD -PARTY CLAIM AGAINST ANY OF THE EUNA GROUP UNLESS EUNA

CONSENTS TO SUCH SETTLEMENT, AND FURTHER PROVIDED THAT EUNA WILL HAVE THE

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RIGHT, AT ITS OPTION, TO DEFEND THE EUNA GROUP AGAINST ANY SUCH THIRD -PARTY CLAIM OR TO PARTICIPATE IN THE DEFENSE THEREOF BY COUNSEL OF ITS OWN CHOICE. c. Sole Remedy. THIS SECTION SETS FORTH CUSTOMER'S SOLE REMEDIES AND

EUNA'S SOLE LIABILITY AND OBLIGATION FOR ANY ACTUAL, THREATENED, OR

ALLEGED CLAIMS THAT THE PROFESSIONAL SERVICES OR SAAS OFFERING INFRINGES,

MISAPPROPRIATES, OR OTHERWISE VIOLATES ANY INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY.

12. Limitation of Liability.
a. IN NO EVENT SHALL EUNA BE LIABLE TO CUSTOMER OR TO ANY THIRD PARTY

FOR ANY LOSS OF USE, REVENUE, OR PROFIT OR LOSS OF DATA OR DIMINUTION IN

VALUE, OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL,

OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGE

WAS FORESEEABLE AND WHETHER OR NOT EUNA HAS BEEN ADVISED OF THE

POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.
b. IN NO EVENT SHALL EUNAS AGGREGATE LIABILITY ARISING OUT OF OR

RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF

CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EXCEED THE AGGREGATE

AMOUNTS PAID OR PAYABLE TO EUNA PURSUANT TO THE APPLICABLE ORDER FORM IN THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

ADDITIONALLY, IN NO EVENT WILL EUNA BE LIABLE FOR ANY CLAIM BROUGHT BY CUSTOMER MORE THAN ONE (1) YEAR AFTER THE CAUSE OF ACTION AROSE OR REASONABLY SHOULD HAVE BEEN DISCOVERED.
c. UNDER NO CIRCUMSTANCES SHALL EUNA HAVE ANY LIABILITY OR

RESPONSIBILITY FOR THE ACCURACY OF ANY CUSTOMER DATA THAT IS INPUTTED INTO THE SAAS OFFERING.

13. Press Release. The Parties may issue a joint press release announcing the launch of the SAAS Offering and Customer's use thereof. Such press releases shall be subject to Customer's approval.

Additionally, during the Term, EUNA may list Customer as a customer of EUNA, and Customer grants EUNA a non-exclusive, royalty -free, worldwide license to use any trademarks, service marks, or trade names of Customer in order to display such marks on EUNA's website and marketing materials.

14. Information Security. Each Party will maintain reasonable administrative, technical and physical safeguards which are consistent with industry standards to protect the security, confidentiality and integrity of, and to protect against threats or hazards to the integrity of, and the unlawful, intentional, unauthorized or accidental destruction, loss, alteration, theft, misappropriation, disclosure, access or use of the other Party's Confidential Information, Intellectual Property, and, (i) in the case of EUNA, the Customer Data, and (ii) in the case of Customer, the SAAS IP.

15. Export of Data.
a. Customer Data. Upon termination, cancellation, expiration, or other conclusion of this Agreement, Customer may request that EUNA remove Customer Data from EUNA's production systems.

Customer acknowledges that as part of a commercially reasonable backup strategy, EUNA does maintain

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long term archival backups that may continue to contain Customer Data after termination of this Agreement.

EUNA agrees not to utilize such archival backups for the specific purpose of accessing Customer Data after termination of this Agreement, unless specifically authorized to do so by Customer. b. Data Extraction. During the Term of this Agreement, Customer may utilize the standard functionality of the SAAS Offering for its intended purpose, including the ability to download data and copies of documents loaded into or generated by the SAAS Offering. Customer shall have the right to retain a copy of all downloaded documents.. During the Term of and within thirty (30) days following termination of this Agreement, Customer may request EUNA to provide consulting services to Customer in order to perform a custom extract of Customer data from the SAAS Offering. EUNA will provide the requested consulting services for an hourly rate set forth in the Order Fonn or Statement of Work. Custom data extracts will be provided electronically in a text delimited flat file format (or other mutually acceptable format) and will be scrubbed of all EUNA proprietary data structures. Customer and EUNA will work together to determine a list of the specific data elements to be provided, at which point EUNA will provide an estimate of the time required to extract the data. Once the estimate has been provided, if Customer wishes EUNA to proceed with the data extract, Customer will make a mobilization payment of fifty percent (50%) of the estimated amount to EUNA. After receipt of this payment, EUNA will then have thirty (30) days to deliver the data extracts to Customer. Customer shall have thirty (30) days upon receipt of the data to review for acceptance. Upon acceptance, EUNA will provide Customer with a final accounting of hours and Customer shall be responsible for payment of the additional consulting fees.

16. Authorized Reseller Status; Option to Purchase Affiliate Products. GTY Technology Holdings Inc. dba Euna Solutions ("Euna") is the parent company to multiple other SaaS companies (such subsidiaries, "Affiliates"). These products and services may vary during the Term, but generally include, but are not limited to, software -as -a -service technology for the procurement and vendor supplier sourcing industry, digital services and payment technology through a software -as -a -service platform, software solutions for grants management and indirect cost reimbursement and related implementation and consulting services, software tools to streamline permitting and licensing services, and additional web - based budgeting preparation, perfonnance, management and data visualization solutions (`Affiliate Products"). As of the Effective Date, Affiliates include Questica Ltd., eCivis Inc., Ion Wave Technologies, LLC, DemandStar Corporation, Open Counter Enterprise Inc., Sherpa Government Solutions LLC, CityBase Inc., and GTY Software Inc. in Canada. In addition to the products and services that are the subject of this Agreement, Customer has the option to purchase from either Euna, as an authorized reseller, or Affiliates, the Affiliate Products on same terms of the Agreement. Notwithstanding the foregoing, Customer understands that different order forms, statement of work(s), and product specific service level agreements may apply. Customer will be provided the Affiliate's additional product terms and will have the opportunity to review and consent to such terms.

17. Entire Agreement. This Agreement, including and together with the Order Form referencing this SAAS and Services Agreement, and any Statements of Work, policies, and other documents referenced and incorporated herein or in the Order Form, constitutes the sole and entire agreement of the Parties with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, regarding such subject matter. The Parties acknowledge and agree that if there is any conflict between the terms and conditions of this Agreement and the terms and conditions of any Order Form, the Order Form followed by the Service Level Policy shall supersede and control. To the extent the Order Form links to legal terms other than this SAAS and Services Agreement or a Statement of Work, those teiins shall not apply.

18. Notices. All notices, requests, consents, claims, demands, waivers and other communications under this Agreement must be in writing and addressed to the other Party at its address in the Order Form (or to such other address that the receiving Party may designate from time to time in accordance with this Section).

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For Notices to EUNA, legal(c(cunasolutions.com shall be sent a courtesy email notification. Unless otherwise agreed herein, all Notices must be delivered by personal delivery, nationally recognized overnight courier or certified or registered mail (in each case, return receipt requested, postage prepaid). Except as otherwise provided in this Agreement, a Notice is effective only (a) on receipt by the receiving Party; and (b) if the Party giving the Notice has complied with the requirements of this Section.

19. Severability. If any tern or provision of this Agreement is found by a court of competent jurisdiction to be invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such tern or provision in any other jurisdiction. Upon a determination that any term or provision is invalid, illegal or unenforceable, the court may modify this Agreement to effect the original intent of the Parties as closely as possible in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.

20. Amendments. No amendment to or modification of this Agreement is effective unless it is in writing and signed by an authorized representative of each Party.

21. Waiver. No waiver by any Party of any of the provisions of this Agreement shall be effective unless explicitly set forth in writing and signed by the Party so waiving. Except as otherwise set forth in this Agreement, no failure to exercise, or delay in exercising, any right, remedy, power or privilege arising from this Agreement shall operate or be construed as a waiver thereof, nor shall any single or partial exercise of any right, remedy, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power or privilege.

22. Assignment. Neither Party shall assign, transfer, delegate or subcontract any of its rights or delegate any of its obligations under this Agreement without the prior written consent of the other Party. Any purported assignment or delegation in violation of this Section shall be null and void. No assignment or delegation shall relieve Customer of any of its obligations under this Agreement. Notwithstanding the foregoing, EUNA may assign this Agreement and any of its rights or delegate any of its obligations to any affiliate, subsidiary, or to any person acquiring all or substantially all of EUNA's assets without Customer's consent.

23. Successors and Assigns. This Agreement is binding on and inures to the benefit of the Parties to this Agreement and their respective permitted successors and permitted assigns.

24. Relationshi 3 of the Parties. The relationship between the Parties is that of independent contractors.

The details of the method and manner for performance of the Services by EUNA shall be under its own control, Customer being interested only in the results thereof. EUNA shall be solely responsible for supervising, controlling, and directing the details and manner of the completion of the Professional Services and the provision of the SAAS Offering. Nothing in this Agreement shall give Customer the right to instruct, supervise, control, or direct the details and manner of the completion of the Professional Services or the provision of the SAAS Offering. Nothing contained in this Agreement shall be construed as creating any agency, partnership, joint venture or other form of joint enterprise, employment or fiduciary relationship between the Parties, and neither Party shall have authority to contract for or bind the other Party in any manner whatsoever.

25. No Third -Party Beneficiaries. This Agreement benefits solely the Parties to this Agreement and their respective permitted successors and assigns and nothing in this Agreement, express or implied, confers on any other person any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of this Agreement.

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26. Choice of Law. This Agreement and all related documents, and all matters arising out of or relating to this Agreement, whether sounding in contract, tort, or statute are governed by, and construed in accordance with, the Laws of the State of Delaware, United States of America, without giving effect to the conflict of laws provisions thereof to the extent such principles or rules would require or permit the application of the Laws of any jurisdiction other than those of the State of Delaware, United States of America.

27. Choice of Forum. Each Party irrevocably and unconditionally agrees that it will not commence any action, litigation or proceeding of any kind whatsoever against the other Party in any way arising from or relating to this Agreement, including all exhibits, schedules, attachments and appendices attached to this Agreement, and all contemplated transactions, including contract, equity, tort, fraud and statutory claims, in any forum other than the courts of the State of Delaware, and any appellate court from any thereof. Each Party irrevocably and unconditionally submits to the exclusive jurisdiction of such courts and agrees to bring any such action, litigation or proceeding only in the courts of the State of Delaware. Each Party agrees that a final judgment in any such action, litigation, or proceeding is conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.

28. Export Regulation. Customer shall comply with all applicable Laws, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), that prohibit or restrict the export or re-export of the SAAS Offering or any Customer Data outside the US.

29. WAIVER OF JURY TRIAL. EACH PARTY ACKNOWLEDGES THAT ANY CONTROVERSY

THAT MAY ARISE UNDER THIS AGREEMEN IS LIKELY TO INVOLVE COMPLICATED AND

DIFFICULT ISSUES AND, THEREFORE, EACH SUCH PARTY IRREVOCABLY AND

UNCONDITIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT

OF ANY LEGAL ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY.

30. Counterparts. This Agreement may be executed in counterparts, each of which is deemed an original, but all of which together are deemed to be one and the same agreement. A signed copy of this Agreement delivered by facsimile, email, or other means of electronic transmission is deemed to have the same legal effect as delivery of an original signed copy of this Agreement.

31. Force Majeure. "Force Majeure Events" means events beyond a Party's reasonable control, including without limitation acts of nature, labor disputes, the stability or availability of the Internet or a portion thereof, actions by a governmental authority (such as a moratorium on any activities related to this Agreement or changes in Laws), telecommunication or Internet network failures or brown -outs, failures or unavailability of third party systems, networks or software, flood, earthquake, fire, lightning, epidemics, war, acts of terrorism, riots, civil disturbances, sabotage, power grid failures, and denial of service attacks and other hacking attacks. Neither Party shall be liable for any loss, damage or penalty resulting from delays or failures in performance resulting from Force Majeure Events (except for any obligations of Customer to make payments to EUNA hereunder). The Party affected by the Force Majeure Event will promptly notify the other Party and will resume performance when the Force Majeure Event is no longer effective and the impact has been remediated.

32. Equitable Relief. Each Party acknowledges and agrees that a breach or threatened breach by such Party of any of its obligations would cause the other Party irreparable harm for which monetary damages would not be an adequate remedy and agrees that, in the event of such breach or threatened breach, the other Party will be entitled to equitable relief, including a restraining order, an injunction, specific performance, and any other relief that may be available from any court, without any requirement to post a bond or other security, or to prove actual damages or that monetary damages are not an adequate remedy.

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Such remedies are not exclusive and are in addition to all other remedies that may be available at law, in equity, or otherwise.

33. Government Use. The SAAS Offering, Documentation are "commercial items" as that term is defined in FAR 2.101, consisting of "commercial computer software" and "commercial computer software documentation," respectively, as such terms are used in FAR 12.212 and DFARS 227.7202. If the SAAS Offering or Documentation are being acquired by or on behalf of the U.S. Government, then, as provided in FAR 12.212 and DFARS 227.7202-1 through 227.7202-4, as applicable, the U.S. Government's rights in the foregoing will be only those specified in this Agreement. Customer's rights in the SAAS Offering and Documentation are limited to those expressly granted in Section 3.

34. Cooaerative Statement. Other government organizations and educational or health care institutions may elect to participate in this Agreement (piggyback) at their discretion provided EUNA also agrees to do so in writing.
[END OF AGREEMENT]

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End User License Agreement
This End User License Agreement ("EULA") between You ("You" meaning the end user agreeing to this EULA on behalf of your organization) and Fifth Asset, Inc. d/b/a DebtBook ("DebtBook") is an agreement for Your use of the DebtBook SaaS offering (the "Services") and related Documentation ("Documentation" means DebtBook's end user documentation and content, regardless of media, relating to the Products or Services made available from time to time on DebtBook's website at httpsll `ww,.debtbookcom le al). Please read this carefully before accepting by clicking "I Accept" below. Regardless, by accessing or otherwise using the Services You agree to be bound by this EULA. When You accept these terms, you confirm that You are duly authorized on behalf of the Customer and your organization to accept these terms and use the Services. "Customer" means the person or entity that has purchased the Services as identified in an ordering document between DebtBook and Customer. TO THE EXTENT THIS AGREEMENT CONFLICTS WITH THE PROVISIONS OF THE AGREEMENT BETWEEN

DEBTBOOK AND THE PURCHASING ENTITY, INCLUDING, BUT NOT LIMITED TO, GOVERNING LAW, THE AGREEMENT WITH THE PURCHASING ENTITY WILL SUPERSEDE AND CONTROL.

1. Access Grant; Restrictions.
a. DebtBook hereby grants You a non-exclusive, non -transferable, right to use the Services, solely for Your or Customer's own internal business purposes, subject to the terms and conditions of this EULA. All rights not expressly granted to You are reserved by DebtBook. You may not access the Services if You are a direct competitor of DebtBook, except with DebtBook's prior written consent. In addition, You may not access the Services for purposes of monitoring its availability, performance, or functionality, or for any other benchmarking or competitive purpose. You will not (i) license, sublicense, sell, resell, transfer, assign, distribute, or otherwise commercially exploit or make available to any third party the Services or Documentation in any way; (ii) modify or make derivative works based upon the Services or the Documentation; (iii) create internet links to the Services or "frame" or "mirror" the Services or Documentation on any other server or wireless or internet-based device; or (iv) reverse engineer or access the Services in order to: (a) build a competitive product or service, (b) build a product using features, functions, or graphics of the Services. b. You will not: (i) store infringing, obscene, threatening, libelous, or otherwise unlawful or tortious material in violation of third party privacy rights; (ii) store or introduce software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents, or programs; (iii) interfere with or disrupt the integrity or performance of the Services or the data therein; or (iv) attempt to gain unauthorized access to the Services or its related systems or networks.

2. Your Responsibilities. You are responsible for all activity occurring under your user account and will abide by all applicable local, state, national, and foreign laws in connection with the use of the Services, including those related to data privacy.

You will: (i) notify DebtBook immediately of any unauthorized use of any password or account or any other known or suspected breach of security; (ii) report to DebtBook immediately and use reasonable efforts to stop immediately any copying or distribution of the Services or Documentation that is known or suspected by You; and (iii) not impersonate another user or provide false identity information to gain access to or use the Services.

3. Aggregated Statistics. "Aggregated Statistics" means data and information related to Your use of the Services that is used by DebtBook in an aggregate and anonymized manner, including statistical and performance information related to the Services. Notwithstanding anything to the contrary in this EULA, DebtBook may monitor Your use of the Services and collect and compile Aggregated Statistics. As between DebtBook and You, all right, title, and interest in Aggregated Statistics, and all intellectual property rights therein, belong to and are retained solely by DebtBook. DebtBook may compile Aggregated Statistics based on data You input into the Services. DebtBook may (1) make Aggregated Statistics publicly available in compliance with applicable law, and (2) use Aggregated Statistics as permitted under applicable law so long as, in each case, DebtBook's use of any Aggregated Statistics does not identify You or disclose Your Confidential Information.

4. Intellectual Property Ownership. DebtBook alone owns all right, title, and interest, including all related Intellectual Property Rights, in and to the Services and Documentation, any content, suggestions, ideas, enhancement requests, feedback, recommendations, or other information provided by You or any other party relating to the Services. This EULA and Your access to the Services is not a sale, work -for -hire, or any other ownership transfer, and does not convey to You any rights of ownership in or related to the Services or any Intellectual Property Rights of DebtBook. The DebtBook name, logo, and product names associated with the Services are trademarks of DebtBook, and no right or license is granted to use them.

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5. Termination; Suspension. DebtBook reserves the right to suspend or terminate this EULA and Your access to the Services if You materially breach the terms of this EULA. Your access will automatically terminate at the expiration or termination of the Services with the Customer.

6. Representations and Warranties; Disclaimers. Each party represents and warrants that it has the legal power and authority to enter into this EULA. You represent and warrant that you have not falsely identified Yourself nor provided any fake information to gain access to the Services. DebtBook does not guarantee that (i) the Services will operate error -free or without interruption; (ii) all defects in relation to the Services will be corrected; and (iii) the Services will operate with any software, system, or data not provided for in the Documentation. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES,

WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY

OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTIBILITY, TITLE, OR NON -INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY DEBTBOOK.

7. Confidential Information. "Confidential Information" refers to any non-public information, data, or materials relating to the Services, DebtBook's business, and any other proprietary information provided by DebtBook to You. This includes, but is not limited to, source code, algorithms, trade secrets, and any user data collected by the Services. You agree to keep all Confidential Information confidential and not to disclose, use, or reproduce such information. You will take all reasonable precautions to protect the confidentiality of such Confidential Information. The obligations of this section will not apply to information that: (i) is or becomes publicly known through no wrongful act of You; (ii) is rightfully received by You from a third party without a duty of confidentiality; or (iii) is independently developed by You without reference to DebtBook's Confidential Information.

8. Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL EITHER PARTY BE

LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL

DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, GOODWILL, OR DATA), OR COST OF REPLACEMENT, WHETHER OR NOT A PARTY HAS PREVIOUSLY BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

9. Governing Law. This EULA is governed by and construed in accordance with the laws of North Carolina. You agree to submit to the exclusive jurisdiction of the state and federal courts located in North Carolina for any disputes arising or in connection with this EULA.

10. Force Majeure. In no event will either party be liable to the other party, or be deemed to have breached the EULA, for any failure or delay in performing its obligations under this EULA (except for any obligations to make payments), if and to the extent such failure or delay is caused by any circumstances beyond such party's reasonable control, including acts of God, flood, fire, earthquake, pandemic, epidemic, problems with the Internet, shortages in materials, explosion, war, terrorism, invasion, riot or other civil unrest, strikes, labor stoppages or slowdowns or other industrial disturbances, or passage of law or any action taken by a governmental or public authority, including imposing an embargo.

11. Assignment. This EULA may not be assigned by You without the prior written approval of DebtBook, but may be assigned without Your consent by DebtBook to a successor by merger or acquisition, a parent or subsidiary, or an acquirer of assets.

Any purported assignment in violation of this provision is void.

12. Severability. If any provision of the EULA is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability will not affect any other term or provision of the EULA or invalidate or render unenforceable such term or provision in any other jurisdiction.

13. Updates. DebtBook may make updates from time to time to the terms and conditions listed in this EULA.

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END USER SUBSCRIPTION AGREE ENT
This End User Subscription Agreement ("Agreement") shall apply exclusively to Workday Service(s) that you are ordering through Reseller. These terms shall control and take precedence over any conflicting terms in a Reseller agreement or any other contract, request for quote, terms and conditions, or statement of work in scope. This Agreement is considered part of any agreement or quote issued by Reseller and Customer hereby agrees to this Agreement as it relates to the Workday Service(s).

1. Provision of Service. Workday shall make the Service available to Customer for use by Customer, its Affiliates and Authorized Parties for whom Customer enables access solely for the internal business purposes of Customer and its Affiliates, subject to this Agreement. The Service is provided in U.S. English. Notwithstanding anything contained in any Contract Vehicle or other Reseller Agreement, the Workday Services shall perform according to the Documentation.

1.1 Invoices & Payment. Subscription Fees and all other fees due to Reseller hereunder will be invoiced for an amount and with payment terms as per Customer's Agreement with Reseller, and in a format specified by the applicable Reseller Agreement, including any additional payment instructions or deviations. Unless otherwise detailed in an applicable Order Form, all fees are based on access rights acquired and not actual usage.

1.2 Suspension for Non -Payment. Except where prohibited by Law or applicable Contract Vehicle, and except with respect to charges subject to a reasonable and good faith dispute, if Reseller has failed to make payment on behalf of Customer's account for more than thirty (30) days past due, in addition to any other rights or remedies Workday may have under this Agreement or by Law, Workday reserves the right to suspend the Service upon thirty (30) days written notice, without liability to Customer, until such amounts are paid in full, or until Customer has requested novation of this Agreement to Workday.

1.3 Taxes. Except when Customer has a valid tax exemption certificate authorized by the appropriate taxing authority, Customer is responsible for paying to Reseller all Taxes imposed on the Service or any other services provided under this Agreement. Customer agrees to assist Reseller in providing Workday with a valid reseller certificate where required for tax exemption purposes. If Workday has a legal obligation to pay or collect Taxes for which Customer is responsible under this Agreement, the appropriate amount shall be computed based on Customer's address as provided to Workday by Reseller.

2. Customer Obligations. Customer shall have sole responsibility for (a) obtaining and verifying it has all authorizations, consents, and rights necessary to use the Service; (b) the accuracy, quality, and legality of all Customer Content, and shall take commercially reasonable efforts to prevent unauthorized access to, or use of, the Service, and shall notify Workday promptly of any unauthorized access or use; (c) any Non -Workday Content it installs, uses, or enables; and (d) ensuring compliance with the Agreement and the AUP by its Affiliates and Authorized Parties, and any breach by its Affiliates or Authorized Parties will be deemed a breach by Customer. Customer shall not: (1) use the Service in violation of Laws or the Documentation; (2) in connection with the Service, send or store infringing, obscene, threatening, or otherwise unlawful or tortious material, including material that violates privacy rights; (3) knowingly send or store Malicious Code in connection with the Service; (4) knowingly interfere with or disrupt performance of the Service or the data contained therein; or (5) attempt to gain access to the Service or its related systems or networks in a manner not set forth in the Documentation. During the applicable subscription Term, Workday reserves the right to suspend Customer's access to an applicable Service in the event Workday reasonably determines such action is necessary to preserve the integrity and/or security of such Service or Workday or its suppliers in good faith reasonably determines that Customer has violated the AUP; however, Workday will use commercially reasonable efforts under the circumstances to provide Customer with notice and an opportunity to remedy such violation or threat prior to such suspension.

3. Proprietary Rights.
(a) Customer Ownership. As between Workday and Customer, Customer owns all right, title and interest to its Customer Content. Workday shall have the right to only use Customer Content to provide the Service (including Improvements), subject to this Agreement.
(b) Workday Ownership. As between Customer, Workday, and Workday's licensors, Workday or its licensors own all right, title and interest to the Service (including any third -party content Workday makes available through the Service) and Documentation, including all related Intellectual Property Rights.

End User Subscription Agreement
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END USER SUBSCRIPTION AGREE ENT
(c) Customer Input. Customer hereby grants Workday a royalty -free, worldwide, transferable, sub -licensable, irrevocable, perpetual license to use or incorporate into its services any Customer Input. Workday will have no obligation to make Customer Input an Improvement. Customer will have no obligation to provide Customer Input.

3.1 Restrictions. Customer shall not (a) modify, copy, or create derivative works based on, the Service or Documentation; (b) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share, offer in a service bureau, or otherwise make the Service or Documentation available to any third party other than to Authorized Parties as permitted herein; (c) reverse engineer or decompile any portion of the Service or Documentation, including but not limited to, any software utilized by Workday in the provision of the Service and Documentation, except to the extent required by Law; (d) access the Service or Documentation in order to build any commercially available product or service; or (e) copy any features, functions, integrations, interfaces or graphics of the Service or Documentation. Notwithstanding item (e), the Customer may make a reasonable number of copies of the Documentation for internal business purposes only.

4. Confidentiality. Except as detailed in Section 4.1, each party (the "Recipient") shall use the same degree of care that it uses to protect its own confidential information of like kind (but in no event using less than a reasonable standard of care) not to disclose or use any Confidential Information of the other party (the "Discloser") except as reasonably necessary to perform the Recipient's obligations or to exercise the Recipient's rights under this Agreement or with the Discloser's prior written permission. For purposes of clarification, this Section 4 also applies to Confidential Information either party or its Affiliates shares with the other party or its Affiliates related to potential future subscription services. Either party may disclose Confidential Information on a need to know basis to its Affiliates, advisors, contractors and service providers, including third party submission tools or online portal providers required by the Discloser for internal business purposes ("Representatives"), who are bound by confidentiality obligations at least as restrictive as those in this section. The Recipient shall be responsible for any acts or omission of its Representatives with respect to protection of the Discloser's Confidential Information. The parties agree that the Recipient's or its Representatives' online portal terms conflicting with the terms of this Section 4 (a) shall not be binding on the Discloser submitting its Confidential Information to the Recipient through the Recipient's or its Representative's online portal, (b) this Section 4 applies to all such Confidential Information disclosed to the Recipient through such online portals; and (c) are superseded by this Agreement with respect to confidentiality obligations.

4.1 FOIA/Public Disclosure Laws. Workday acknowledges that Customer may be compelled to disclose certain Workday Confidential Information pursuant to the Federal Freedom of Information Act and/or any state equivalents or other applicable public disclosure Laws. A disclosure by the Customer of Workday's Confidential Information to the extent required by Law shall not be considered a breach of the Agreement, provided the Customer promptly provides Workday with prior notice of such compelled disclosure (to the extent legally permitted), follows the process set forth in any applicable public records law(s), and provides reasonable assistance, at Workday's cost, if Workday wishes to contest the disclosure. Subject to the foregoing, in the event of any request by a government agency or law enforcement authority for access to Customer Content, Workday will seek to redirect the inquiry to Customer. In all such cases, Workday will take all reasonable and legally permissible measures to protect the Customer Content and to inform Customer of such demand.

4.2 FERPA. To the extent Customer is an educational institution subject to the Family Educational Rights and Privacy Act ("FERPA") and determines that Workday is a School Official for purposes of 34 CFR §99.31(a)(1)(i)(B), Workday will comply with its obligations thereunder by complying with the terms of this Agreement and the DPE.

4.3 Business Associate Exhibit. If a Customer concludes that the Service will include access to Customer Content that is protected by the Health Insurance Portability and Accountability Act of 1996 ("HIPAA"), and Customer is a Covered Entity as defined under HIPAA, the parties agree to attach Workday's Business Associate Exhibit to the Agreement, which shall apply to Workday's receipt, maintenance or transmission of Protected Health Information from, or on behalf of Customer, as described in such Exhibit.

5. Protection and Security of Customer Content and Privacy.

5.1 Security Program. Workday maintains a security program that conforms to the Workday Security Exhibit.

5.2 Third -Party Certifications and Audits. Workday maintains Audit Reports as set forth in the applicable Product Terms.

Through Workday's customer self-service systems or upon Customer's written request, Workday shall make available to Customer Workday's then -current Audit Reports for the applicable Service application to enable Customer to verify Workday's End User Subscription Agreement
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compliance with its obligations under this Agreement. Audit Reports constitute Workday's Confidential Information and are subject to the confidentiality terms in this Agreement or separate confidentiality agreement terms (as applicable).

5.3 Privacy. Personal Data will only be processed in accordance with the Data Processing Exhibit.

5.4 Unauthorized Disclosure. If Reseller, Customer, or Workday becomes aware of a Security Breach, that party must promptly notify the other parties, unless legally prohibited from doing so, within 48 hours or any shorter period required by Law except that Customer is not required to notify Workday unless Customer reasonably determines there is a threat to the Service.

Additionally, each party shall reasonably assist the other party in mitigating any potential damage. As soon as reasonably practicable after any Security Breach, Workday shall conduct a root cause analysis and, upon request, shall share the results of its analysis and its remediation plan with Customer. Unless prohibited by Law, each party shall provide the other party with reasonable notice of and the opportunity to review and comment on the content of all public notices, filings, or press releases about a Security Breach that identify the other party by name prior to any such publication.

6. Warranties. Each party warrants that it has the authority to enter into this Agreement and, in connection with its performance of this Agreement, shall comply with all Laws. Workday warrants that during the applicable subscription Order Term: (a) the overall Service (1) will not be materially decreased; and (2) will perform materially in accordance with the feature descriptions in the Documentation; and (b) to the best of Workday's knowledge, the Service does not contain, and Workday will not knowingly introduce, any Malicious Code (collectively, the "Service Warranty"). Customer shall use commercially reasonable efforts to notify Workday in writing, and provide a copy of the notice to Reseller, no later than 30 days after identifying a deficiency, but Customer's failure to notify Workday within that period will not affect Customer's right to receive warranty remedies unless Workday is impaired in its ability to correct the deficiency due to Customer's failure to notify. Notice of breaches of the warranty under item (1) must be made through Workday's then -current error reporting system; notices of breaches of any other warranty must be made in writing to Workday, with a copy provided to Reseller, in accordance with the notice provisions of this EUSA or as required by Contract Vehicle. The Customer's exclusive remedy and Workday's sole liability for breach of the Service Warranty is termination of the applicable Service. Unless agreed to in writing, or as required by Contract Vehicle, notice to Reseller of a warranty defect shall not constitute notice to Workday under this paragraph.

6.1 DISCLAIMER. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT AND TO THE MAXIMUM EXTENT

PERMITTED BY APPLICABLE LAW, WORKDAY MAKES NO WARRANTIES OF ANY KIND, WHETHER EXPRESS,

IMPLIED, STATUTORY OR OTHERWISE, AND SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WORKDAY DOES NOT WARRANT THAT THE SERVICE WILL BE ERROR FREE OR UNINTERRUPTED. THE LIMITED WARRANTIES PROVIDED IN THIS AGREEMENT ARE THE SOLE AND EXCLUSIVE WARRANTIES PROVIDED TO THE CUSTOMER.

7. Indemnification.

7.1 Workday Indemnity. Workday shall defend Customer, at Workday's expense, against any third -party Claim brought against Customer alleging that the use of the Service as contemplated hereunder infringes that third party's Intellectual Property Rights and shall indemnify and hold Customer harmless against any Losses arising from such third -party Claim. Workday will have no liability for Claims or Losses to the extent they arise from: (a) modification of the Service by anyone other than Workday; (b) use of the Service in a manner inconsistent with the Documentation or in violation of this Agreement; or (c) use of the Service in combination with any other product or service not provided by Workday. If Customer is enjoined from using the Service or if Workday reasonably believes it will be enjoined, Workday may, at its sole option, obtain for Customer the right to continue use of the Service or replace or modify the Service so that it is no longer infringing. If neither of the foregoing options is reasonably available to Workday, then either party may terminate the applicable Service and Workday's sole liability, in addition to the indemnification obligations in this section, will be to refund any prepaid Subscription Fees for the Service that was to be provided after the effective date of termination.

7.2 RESERVED

7.3 Conditions. The indemnitor's obligations in Sections 7.1 are conditioned on the indemnitee: (a) promptly giving written notice of the third party Claim to the indemnitor (although a delay of notice will not relieve the indemnitor of its obligations under this section except to the extent that the indemnitor is prejudiced by such delay); (b) giving the indemnitor sole control of the defense and settlement of the third party Claim (although indemnitor may not settle any third party Claim unless it unconditionally releases indemnitee of all liability); and (c) providing to the indemnitor, at the indemnitor's cost, all reasonable End User Subscription Agreement
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assistance. Sections 7.1 through 7.3 state each indemnitee's exclusive remedies and the indemnitor's sole obligations related to the subject matter of these sections.

8. Limitation of Liability.

8.1. LIMITATION OF LIABILITY. EXCEPT WITH RESPECT TO (A) DAMAGES CAUSED BY GROSS NEGLIGENCE,

WILLFUL MISCONDUCT, OR FRAUD OR (B) WORKDAY'S INDEMNIFICATION OBLIGATIONS UNDER THIS AGREEMENT,

IN NO EVENT SHALL WORKDAY OR ITS AFFILIATES' TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO

THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE, EXCEED THE FEES PAID OR PAYABLE UNDER CUSTOMER'S AGREEMENT WITH RESELLER FOR THE SERVICE DURING THE IMMEDIATELY PRECEDING 12 -MONTH PERIOD FOR THE SERVICE FROM WHICH THE CLAIM AROSE.

8.2 EXCLUSION OF DAMAGES. EXCEPT FOR WORKDAY'S INDEMNIFICATION OBLIGATIONS UNDER THIS

AGREEMENT, IN NO EVENT WILL EITHER PARTY OR ITS AFFILIATES HAVE LIABILITY FOR LOST PROFITS OR

REVENUES, LOSS OF USE OR DATA, BUSINESS INTERRUPTION, OR INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE,

CONSEQUENTIAL, OR COVER DAMAGES, HOWEVER CAUSED, WHETHER IN CONTRACT, TORT OR OTHERWISE, EVEN IF THE PARTY OR ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE EXCLUSIONS IN THIS SECTION WILL NOT APPLY TO THE EXTENT PROHIBITED BY LAW. CUSTOMER'S PAYMENT OBLIGATIONS WILL NOT BE CONSIDERED WORKDAY'S LOST PROFITS.

9. Term. The Term of this Agreement shall be as described in the Reseller Agreement or Contract Vehicle. Termination by Customer shall be as specified in the Reseller Agreement, except that nothing in the Reseller Agreement may confer termination rights to the Workday Service or obligate Workday beyond the rights specified in this Section 9.

9.1 Termination by Workday. If not otherwise prohibited by Contract Vehicle, Workday may terminate this Agreement upon thirty (30) days prior written notice to Customer of a material breach by the Customer or Reseller if such breach remains uncured at the expiration of such notice period. In the event this Agreement is terminated, all Order Forms are simultaneously terminated. In the event of a breach by Reseller, and provided Customer is in compliance with all terms of this Agreement, Workday will agree in good faith to negotiate a novation as specified in Section 9.9 (Novation to Workday) to allow Customer to continue using the Service. This provision shall not apply to Federal Customers.

9.2 Suspension. Workday may temporarily suspend Customer's access to, or use of, the Services if Workday believes that (a) there is a significant threat to the functionality, security, integrity, or availability of the Services or any content, data, or applications in the Services; or (b) Customer is accessing or using the Services to commit an illegal act; or (c) Customer is accessing or using the Services in a way that is prohibited by or inconsistent with the service description contained in an applicable Order Specification . When reasonably practicable and lawfully permitted, Workday will provide Customer with advance notice of any such suspension. Workday will use reasonable efforts to re-establish the Services promptly after Workday determines that the issue causing the suspension has been resolved. During any suspension period, Workday will make Customer Content available. Any suspension under this paragraph shall not excuse payment as required by the applicable Contract Vehicle or Reseller Agreement.

9.3 Effect of Termination. Upon any expiration or termination of this Agreement, all Order Forms shall immediately terminate and Customer shall, as of the date of such expiration or termination, immediately cease accessing and otherwise utilizing the applicable Service (except as permitted under the section entitled "Retrieval of Customer Content" and "Transition Period before Final Termination") and shall also cease accessing Workday Confidential Information. Termination for any reason shall not relieve Customer of the obligation to pay any fees accrued or due and payable to Reseller prior to the effective date of termination. Additionally, termination for any reason other than Workday's uncured material breach or as allowed by Reseller Agreement or Contract Vehicle, shall not relieve Customer of the obligation to pay all future amounts due except as detailed in the applicable Contract Vehicle or Reseller Agreement.

9.4 Transition Period before Final Termination. If this Agreement is terminated and Customer submits a written request to Workday or Reseller prior to any such termination for a one-time transition period, Workday will continue to provide the Service for up to three (3) months after the effective date of such termination (the "Transition Period"), subject to the terms and End User Subscription Agreement
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conditions of this Agreement. Monthly fees for the Transition Period will be quoted through Reseller. Notwithstanding the foregoing, if Workday is enjoined from performing, or termination of this Agreement was due to Customer's breach, Workday has no obligation to perform under this section unless it receives from Reseller (i) payment of all fees not subject to reasonable and good faith dispute, (ii) prepayment of fees for further services, and (iii) certification of ongoing compliance with the terms of this Agreement during the Transition Period.

9.5 Transition Consulting Services. During a Retrieval Period or Transition Period, Workday will provide cooperation and assistance as Customer may reasonably request to support an orderly transition to another provider of similar software, services, or to Customer's internal operations. Such cooperation and assistance will be limited to consulting regarding the Workday Service and will be subject to a fee quoted through Reseller that is based on Workday's then -current rates for consulting services and such services will be set out in a statement of work. Notwithstanding the foregoing, in the event of termination of this Agreement by Workday for Customer's breach, Workday may withhold the provision of transition consulting services and condition further performance upon (i) payment of undisputed fees then owed by Reseller and (ii) prepayment of fees for further services by Reseller.

9.6 Retrieval of Customer Content. Upon Customer's written request made on or prior to expiration or termination of the Agreement (including any Transition Period), Workday shall give Customer limited access to the Service for a period of up to 60 days, at no additional cost, solely for purposes of retrieving Customer Content ("Retrieval Period"). After such Retrieval Period and subject to Workday's legal obligations, Workday has no obligation to maintain or provide any Customer Content and shall, unless legally prohibited, delete Customer Content by deleting Customer's applicable Instance; provided, however, that Workday will not be required to remove copies of the Customer Content from its backup media and servers until such time as the backup copies are scheduled to be deleted, provided further that in all cases Workday shall continue to protect the Customer Content in accordance with the Agreement. Customer Content will be made available for extraction in a machine readable format as described in the Documentation.

9.7 Surviving Provisions. The following provisions of this Agreement shall not survive and will have no further force or effect following any termination or expiration of this Agreement: (i) Section 1. Provision of Services" and (ii) those provisions granting Customer access to any SKU(s) and services referenced in any applicable Order Form(s). All other provisions of this Agreement shall survive any termination or expiration of this Agreement.

9.8 Novation to Workday. This End User Subscription Agreement and all applicable Order Forms may be novated to Workday: (1) Upon mutual agreement between Customer, Reseller and Workday; or (2) if Reseller has failed to pay the applicable subscription fees, there is a material threat of Reseller's bankruptcy or insolvency, or is otherwise in breach of its Agreement to Workday, to Customer, or to the applicable Contract Vehicle, and upon mutual agreement between Customer and Workday. Such novation shall be memorialized in a separate, mutually agreed upon novation agreement between the parties. The term of the novated agreement, which will become a Main Subscription Agreement as between Customer and Workday, shall be for whatever subscription period was remaining on Reseller's Agreement or as otherwise negotiated.

Workday and Customer's obligations and terms and conditions shall be limited to those specified in this End User Subscription Agreement, including all applicable Order Forms, or as otherwise negotiated in the novation agreement. Any other Terms and Conditions or obligations contained in Reseller's Agreement unrelated to performance of the Service or applicable fees shall remain as between Customer and Reseller, and Workday shall have no obligation to fulfill any additional requirements or services to Customer.

10. General Provisions.

10.1 Relationship of the Parties. The parties are independent contractors. This Agreement does not create nor is it intended to create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties.

This agreement, when attached to Reseller's contract with Customer, is designed to create a mutual third -party beneficiary relationship between Workday and Customer. No other third -party beneficiary relationships shall be considered a part of this agreement unless otherwise explicitly identified.

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10.2 Insurance. Workday shall maintain, at its own expense, the types of insurance coverage specified below, on standard policy forms and with insurance companies with at least an A.M. Best Rating of A -VII at the time of policy inception. Upon Customer's written request, Workday shall provide a certificate of insurance evidencing the following coverages: (a) Workers' Compensation insurance prescribed by applicable local law and Employers Liability insurance with limits not less than $1,000,000 per accident/per employee; (b) Commercial General Liability insurance including Contractual Liability Coverage, with coverage for products liability, completed operations, property damage and bodily injury, including death, with an aggregate limit of no less than $2,000,000; and (c) Technology Professional Liability Errors & Omissions policy (which includes Cyber Risk coverage and Computer Security and Privacy Liability coverage) with a limit of no less than $10,000,000 per occurrence and in the aggregate. Limits for (1) Employers Liability only, and (2) may be achieved through a combination of primary and excess liability/umbrella policies to reach the level of coverage shown above. Should any of the above described policies be canceled before the expiration date thereof, notice will be delivered to Workday in accordance with policy provisions.

10.3 Notices. Unless expressly stated otherwise, all notices under this Agreement shall be in writing and shall be deemed to have been given upon: (i) personal delivery; or (ii) the third business day after first class mailing. Notices to Workday shall be sent to its General Counsel at [email protected] or other contact indicated by the Reseller. Notices to Customer shall be sent to the address provided by Reseller. Each party may modify its recipient of notices by providing notice pursuant to this Agreement either directly or through communication with Reseller.

10.4 Background Check. Unless prohibited by law, Workday agrees to conduct (or has previously conducted) a criminal background check on personnel employed by Workday (or will require its subcontractors to conduct a background check on their own personnel) who will have access to Customer Content. Such background check shall be in the form generally used by Workday in its initial hiring of employees or contracting for contractors or, as applicable, during the employment -screening process. Workday will not allow any person performing under this Agreement on behalf of Workday to be assigned to have access to Customer Content whose background check revealed a conviction of any violent crime or crime involving theft, dishonesty, moral turpitude, breach of trust, or money laundering.

10.5 Code of Conduct. Workday has a published code of conduct available on its public web site with rules for ethical business conduct which complies with applicable law. Workday uses commercially reasonable efforts to ensure that Workday complies with its code of conduct, including but not limited to periodic training of employees about the code.

10.6 Waiver and Cumulative Remedies. No failure or delay by either party in exercising any right under this Agreement shall constitute a waiver of that right or any other right. Other than as expressly stated herein, the remedies provided herein are in addition to, and not exclusive of, any other remedies of a party at law or in equity.

10.7 Force Majeure. Neither party shall be liable for any failure or delay in performance under this Agreement for causes beyond that party's reasonable control and occurring without that party's fault or negligence, including, but not limited to, acts of God, acts of government, flood, fire, civil unrest, acts of terror, strikes or other labor problems (other than those involving Workday or Customer employees, respectively) ("Force Majeure"). Dates by which performance obligations are scheduled to be met will be extended for a period of time equal to the time lost due to any delay so caused, provided that notice of the Force Majeure event is given in writing within fifteen (15) days after the Force Majeure event begins. Such notice shall identify the nature of the Force Majeure event, its expected duration and the probable impact on the performance of the affected party's obligations.

10.8 Assignment. Except as specified in Section 9.9 (Novation to Workday), neither Customer nor Reseller may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of the other party (which consent shall not be unreasonably withheld). Notwithstanding the foregoing, either party may assign this Agreement in its entirety (including all Order Forms) without consent of the other party in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets (an "M&A assignment") so long as the assignee agrees to be bound by all of the terms of this Agreement in an amendment to this Agreement and all past due fees are paid in full or otherwise accounted for in the amendment. In no event shall Customer have the right to assign this Agreement to a direct Competitor of Workday. In the event of an M&A assignment, the non -assigning party shall be entitled to request from the assignee information to demonstrate that the assignee has the necessary resources and expertise to provide the Service.

Failure to provide such information shall be a material breach of this Agreement. Any attempt by a party to assign its rights or End User Subscription Agreement
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obligations under this Agreement other than as permitted by this section shall be void and of no effect. Subject to the foregoing, this Agreement shall bind and inure to the benefit of the parties, their respective successors and permitted assigns. This provision shall not apply to Federal Customers.

10.9 Governing Law; Venue.
a. If Customer is
a. U.S. federal government or any agency, department, instrumentality, or entity thereof, then this Agreement and any other ancillary agreement between the parties shall be governed and construed in accordance with U.S. federal law, and jurisdiction and venue shall be as required or permitted by federal law or regulation. b. A state government or any agency, department, instrumentality, public university or school system, private university that accepts public funds, public development corporation or authority, or other entity thereof, then this Agreement and any other ancillary agreement between the parties shall be governed and construed in accordance with the laws of that state, and jurisdiction and venue shall be as required by the laws of that state.
c. A local government or any agency, department, instrumentality, public university or school system, public development corporation or authority, or entity thereof, then this Agreement and any other ancillary agreement between the parties shall be governed and construed in accordance with the laws of the state where the local government located, and jurisdiction and venue shall be as required by the laws of that state. b. Except as otherwise provided for in Paragraph a, this Agreement and any other ancillary agreement between the parties shall be governed and construed in accordance with the laws of the State of New York, without giving effect to its principles of conflict of law thereof that would require the application of the laws of any other state or jurisdiction. c. Process may be served on either party by first-class registered mail, as well as in any other manner authorized by applicable law or court rule. Neither the UCITA nor the United Nations Convention on Contracts for International Sale of Goods will apply to this Agreement, except as expressly adopted herein.

10.10 Export. Each party shall comply with the export laws and regulations of the United States and other applicable jurisdictions in providing and using the Service. Without limiting the generality of the foregoing, Customer shall not make the Service available to any person or entity that: (i) is located in a country that is subject to a U.S. government embargo; (ii) is listed on any U.S. government list of prohibited or restricted parties; or (iii) is engaged in activities directly or indirectly related to the proliferation of weapons of mass destruction, unless authorized by the United States government.

10.11 Workday SLA Service Credits. If, in any rolling six-month period, Workday fails to meet the monthly Service Availability or Service Response commitments described in the SLA (a "Failure"), Customer may request the following remedies from Reseller no later than six months after the applicable Failure occurs: (1) a meeting to discuss possible corrective actions for the first Failure; (2) a 10% Service Credit for a second Failure; (3) a 20% Service Credit for a third Failure; and (4) a 30% Service Credit for a fourth Failure. In this Agreement, "Service Credit" means a credit equal to the stated percentage of the applicable monthly Subscription Fee for the affected Service. Workday shall direct Reseller to deduct the highest applicable Service Credit from the next invoice for Subscription Fees or, if there is no subsequent invoice, shall refund the Service Credit to the Reseller who will pass on the Credit to Customer. The remedies in this section are the Customer's exclusive remedies for any Failure.

10.12 Applicability of Order Forms. All Workday Services and Subscriptions are provided as described in the applicable Order Form used by Workday in its customer course of business. With regards to Workday's obligations to Customer, the terms applicable to a particular SKU contained on an Order Form is available here: https://www.workday com/en- us/legal/universal-contract-terms-and-conditions/index.html. Any Terms and Conditions on an Order Form that relate to indemnification or payment, or that otherwise conflict with the applicable Contract Vehicle, or that are otherwise prohibited by law, shall not apply to Customer. The description of the service on the Order Form shall take precedence over any conflicting descriptions in a final quote or order even when Customer is not a party to the Order Form, unless Reseller and Customer End User Subscription Agreement
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specifically negotiate otherwise in writing an alternative description, and provided that any conflicting or alternative descriptions shall not be binding on Workday.

10.13 Federal Government End Use Provisions. Workday provides pre-existing, commercial Service, including related software and technology, for federal government end use solely in accordance with the terms and conditions of this Agreement, and Workday provides only the technical data and rights as provided herein. If a government agency has a need for rights not conveyed under these terms, it must negotiate with Workday to determine whether there are acceptable terms for transferring additional rights. A mutually acceptable addendum specifically conveying such rights must be executed by the parties in order to convey such rights beyond those set forth herein. For avoidance of doubt, Workday does not currently provide the Service for use in furtherance of a federal prime or subcontract. Additionally, the parties agree that the purpose of this Agreement is to provide a sophisticated integrated system solution, principally for the provision of a product, not a service and as such, neither the Service Contract Act nor its related statutes or regulations apply to Workday's performance hereunder.

10.14 Publicity. Except as set forth herein, Workday shall not use Customer's name, logos or trademarks, without the prior written consent of Customer, in any written press releases, advertisements and/or marketing materials. Notwithstanding the foregoing, Workday may use Customer's name in lists of customers and on its website, including, but not limited to, Workday's community portal; however, such usage shall not be classified as an advertisement but only identification as an entity who receives the Service from Workday. For the avoidance of doubt, this section does not prohibit Workday from referencing Customer's name in a verbal format.

10.15 Miscellaneous. This Agreement supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter and is entered into without reliance on any promise or representation other than those expressly contained in this Agreement. No modification, amendment, or waiver of any provision of this Agreement shall be effective unless in writing and signed by both parties. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the provision shall be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement shall remain in effect.

10.11 Local Law Requirements: Canada. With respect to Customers domiciled in Canada, the following provisions shall apply: (a) Choice of Language. The parties accept that the terms of this Agreement be drafted in English. Les parties acceptent que les conditions des presentes soient redigees en anglais. (b) "Gross Negligence" means any act or failure to act in breach of a duty of care that was intended to cause harm, which rises to the level of intentional wrongdoing, or was reckless in regard of or wanton indifference to the harmful and foreseeable consequences of such act or failure to act but does not include an act or failure to act that constituted merely a lack of due care (or a contractual breach alone).

11. Definitions.
"Affiliate" means any entity which directly or indirectly controls, is controlled by, or is under common control by either party.

For purposes of the preceding sentence, "control" means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity.
"Agreement" means this Main Subscription Agreement, including the SLA, Security Exhibit, Data Processing Exhibit, Business Associate Exhibit, and any other exhibits, addenda, or attachments hereto, and any fully executed Order Form. "Audit Reports" means the most recently completed security audit reports prepared by Workday's independent third party auditor and other security relevant assessment reports for the applicable Service as identified in the Product Terms, which may be updated by Workday from time to time. No update will materially decrease the protections provided by the controls set forth in the applicable Audit Report during the Term.
"AUP" means the acceptable use policy for the applicable Service located at httpsJ/community workday.corr:/aup, which also incorporates by reference acceptable use policies of applicable Workday Subprocessors. "Authorized Parties" means Customer's or an Affiliate's Workers and third party providers who are authorized by Customer (a) in writing, (b) through the Service's security designation, or (c) by system integration or other data exchange process to access Customer's Instance or receive Customer Content.

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"Claim" means a claim, demand, lawsuit or other legal proceeding brought against a party to this Agreement. "Confidential Information" means (a) any software utilized by Workday in the provision of the Service and its respective source code; (b) Customer Content; (c) each party's business or technical information, including but not limited to the Documentation, training materials, any information relating to software plans, designs, costs, prices and names, finances, marketing plans, business opportunities, personnel, research, development or know-how and other significant and valuable business information that would otherwise be considered to be trade secrets under Law, that is designated by the disclosing party as "confidential" or "proprietary" or the receiving party knows or should reasonably know is confidential or proprietary; and (d) the terms, conditions and pricing of this Agreement (but not its existence or parties). Confidential Information does not include any information that, without the Recipient's breach of an obligation owed to the Discloser: (1) is or becomes generally known to the public; (2) was known to Recipient prior to disclosure by Discloser; (3) was independently developed by Recipient; or (4) is received by Recipient from a third party. Customer Content will not be subject to the exclusions set forth in this definition.
"Contract Vehicle" means a consortium or government wide acquisition contract that Workday is either a party to directly, or which Workday has allowed Reseller to use to sell Workday Services, and, if applicable, has been incorporated in the Reseller Agreement.
"Customer Content" means electronic data or information submitted to the Service by Customer or Authorized Parties. "Customer Input" means suggestions, enhancement requests, recommendations or other feedback provided by Customer, its users and/or Authorized Parties relating to the operation or functionality of the Service. "Data Processing Exhibit" or "DPE" means the Universal Data Processing Exhibit located at ht sI/ www.workday.com/en- us/legal/universal-contract-terms-and-conditions/index/exhibits.html,which may be updated by Workday from time to time to comply with applicable Data Protection Laws applicable to Workday as a Data Processor. No update will materially decrease Workday's Data Processor obligations under the DPE.
"Documentation" means the current version of the Workday electronic Administrator Guide for the applicable Service application, which may be updated by Workday from time to time. "Enhanced Features" shall have the same meaning as set forth in the applicable Product Terms. "Improvements" means all improvements (including verification of such improvements), updates, enhancements (including Enhanced Features), error corrections, bug fixes, prevention of or addressing service or technical problems, release notes, upgrades and changes to the Service and Documentation, as developed by Workday and made generally available for Production use without a separate charge to Customers.
"Instance" means a unique instance of the Service, with a separate set of Customer Content held by Workday in a logically separated database (i.e., a database segregated through password -controlled access). "Intellectual Property Rights" means any and all common law, statutory and other industrial property rights and intellectual property rights, including copyrights, trademarks, trade secrets, patents and other proprietary rights issued, honored or enforceable under any applicable laws anywhere in the world, and all moral rights related thereto. "Law" means any local, state, national and/or foreign law, treaties, and/or regulations applicable to the respective party. "Loss" means reasonable attorneys' fees and any damages or costs finally awarded or entered into in settlement of a Claim. "Malicious Code" means viruses, worms, time bombs, Trojan horses and other malicious code, files, scripts, agents or programs.
"Non -Workday Content" means a third -party product, web -based, offline, mobile, or other software application functionality or other content that is provided by Customer or a third party and interoperates with a Workday Service application. "Order Form" means the commercial form that Workday uses to conduct its business in the customary course of its business or the equivalent document used by Reseller to convey the pricing and SKUs being purchased by Customer. An order form may contain product or service descriptions, pricing, or other usage terms. Order Forms, as used in this EUSA, do not include End User Subscription Agreement
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the terms of any preprinted terms on a Customer purchase order or other terms on a purchase order that are additional or inconsistent with the terms of this Agreement.
"Personal Data" has the definition set forth in the DPE. "Product Terms" means the product terms for a specific Service application as identified via URL in or attached to the subscription Order Form, which may be updated by Workday from time to time; provided that no update will materially decrease the applicable security and privacy commitments and any such changes will not become effective until 30 days after notice to Customer.
"Production" means the Customer's use of or Workday's written verification of the availability of the Service (a) to administer its users (as identified in the applicable subscription Order Form); (b) to generate data for Customer's books/records; or (c) in any decision support capacity. Production does not include sandbox, preview, or implementation Instance. "Reseller" means the Contracting entity directly selling Workday Service to Customer. "Reseller Agreement" means the contract between Reseller and Customer. "Security Breach" means (a) any actual or reasonably suspected unauthorized use of, loss of, access to or disclosure of, Customer Content; provided that an incidental disclosure of Customer Content to an Authorized Party or Workday, or incidental access to Customer Content by an Authorized Party or Workday, where no reasonable suspicion exists that such disclosure or access involves theft, or is fraudulent, criminal or malicious in nature, shall not be considered a "Security Breach" for purposes of this definition, unless such incidental disclosure or incidental access triggers a notification obligation under any Law; (b) any Personal Data Breach as defined in the DPE, and (c) any security breach (or substantially similar term) as defined by Law affecting Customer Content.
"Security Exhibit" means the Universal Security Exhibit located at https://www.workday.com/en-us/legal/universal-contract- terms-and-conditions/index/exhibits.html, which may be updated by Workday from time to time. No update will materially decrease the protections provided by the controls set forth in the Security Exhibit. "Service" means the applicable Workday software -as -a -service application and Improvements (as described in the Documentation and Product Terms) as subscribed to under an Order Form. For purposes of clarification, Service excludes professional services, support services, training services, and Non -Workday Content. "Signature Document" means the document signed by the parties which lists all the terms and conditions forming part of this Agreement to which the parties agree to be bound.
"SLA" means the Production Support and Service Level Availability Policy for the Service application(s) identified in the applicable Product Terms, which may be updated by Workday from time to time. No update will materially decrease Workday's responsibilities under the SLA.
"Subscription Fees" means all amounts invoiced and payable by Customer for the applicable Service under an Order Form.

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BELL GARDENS PRIME CONTRACT AGREEMENT
This Prime Contract Agreement ("Prime Contract") is made and entered into between the City of Bell Gardens, ("City") and Iron Brick Associates, LLC ("Reseller") effective as of December 12, 2025 (the "Effective Date") for the City's Workday project ("Project"). City and Reseller are hereinafter referred to individually as a Party and collectively as the Parties.

WHEREAS, this Prime Contract is governed by the terms of Reseller's OMNIA Partners HR, Finance and Planning contract #159124, dated February 1, 2025 ("OMNIA Contract"). In the event of any inconsistency between the OMNIA contract, and the Prime Contract, the terms of the Prime Contract shall control.

WHEREAS, Iron Brick is an authorized reseller of certain services, including those provided by ERP Analysts, Inc ("ERPA").

WHEREAS, the City desires to procure services as set forth in Exhibit A ERPA Implementation Services Order Form attached hereto for ERPA services as facilitated through Iron Brick as the Reseller.

WHEREAS, ERPA has issued its standard Service Terms which govern the services provided by ERPA and are incorporated herein and attached hereto at Exhibit A-1.

In consideration of their mutual covenants, the Parties hereby agree as follows:

1. Sco De of Services. Reseller shall provide the following services and/or materials ("the Work"): ERPA implementation of Workday, as specifically described in the Scope of Services in the Exhibits attached hereto:

Exhibit A — ERPA Implementation Services Order Form and associated Attachments.

Exhibit A-1 - ERPA Service Terms.

The Work shall commence on December 12, 2025 and shall be completed in accordance with the attached Order Form and Service Terms, by August 15, 2028 unless such date is extended or otherwise modified by the Parties.

Reseller acts solely as an authorized reseller and facilitator of access to the services identified in the attached Exhibits. Reseller does not itself provide the implementation services described in the attached Order Form and shall have no liability with respect to the performance or non-performance of those services by ERPA.

2. Payment. City shall pay Reseller an amount not to exceed: $709,410 (excluding reimbursable expenses) for the completion of the Work in accordance with the terms and conditions of this Prime Contract. City agrees to pay Reseller for the Fixed Fee Deployment Fees from ERPA. The fixed fees will be invoiced per the schedule in the following tables.

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ERPA Essentials Deployment Fees:
ll:'""""""'"PAYMEN y
2 3
4 5
6 7
Estimated Total
01/15/2026
02/15/2026
03/15/2026
04/15/2026
05/15/2026
06/15/2026
07/15/2026
ERPA Deployment as a Service (DaaS) Year 1 Fees:
2 3
4 5
6 7
8 9
10 DATE
°lolllulu
08/15/2026
09/15/2026
10/15/2026
11/15/2026
12/15/2026
01/15/2027
02/15/2027
03/15/2027
04/15/2027
05/15/2027
2 $60,378.58
$60,378.57
$60,378.57
$60,378.57
$60,378.57
$60,378.57
$60,378.57
$422,650.00
$13,285.87
$13,285.83
$13,285.83
$13,285.83
$13,285.83
$13,285.83
$13,285.83
$13,285.83
$13,285.83
$13,285.83

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11 12
Estimated Total
06/15/2027
07/15/2027
ERPA Deployment as a Service (DaaS) Year 2 Fees:
2 4
5 6
7 8
9 10
11 12
Estimated Total
08/15/2027
09/15/2027
10/15/2027
11/15/2027
12/15/2027
01/15/2028
02/15/2028
03/15/2028
04/15/2028
05/15/2028
06/15/2028
07/15/2028
$13,285.83
$13,285.83
$159,430.00
$10,610.87
$10,610.83
$10,610.83
$10,610.83
$10,610.83
$10,610.83
$10,610.83
$10,610.83
$10,610.83
$10,610.83
$10,610.83
$10,610.83
$127,330.00
The amount stated above is the entire compensation exclusive of reimbursable expenses (which shall be invoiced separately, at cost) payable to Reseller for the Work performed hereunder, including all labor, materials, tools and equipment furnished by Reseller.

The City shall reimburse Reseller for the actual and necessary out—of—pocket travel expenses ("Reimbursable Expenses") incurred by Reseller and ERPA in connection with the Work performed under this Prime Contract, including air and surface transportation, lodging, car rental, and meals.

City shall make payments, based on invoices received, for Work performed in accordance with this Prime Contract. City shall have thirty (30) days from the receipt of an invoice to pay Reseller. 3

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Billing Disputes. The non-payment by the City of an invoice shall not be considered as a breach by the City to the extent that: (i) Customer disputes in writing any such amount in good faith within fifteen (15) days of receipt of invoice; and (ii) Customer and Reseller act diligently to resolve such dispute in accordance with the terms of this Prime Contract; and (iii) such dispute is resolved within thirty (30) days of Reseller submitting the invoice to City for payment.

3. Independent Contractor. It is understood and agreed that this Prime Contract is not a contract of employment and does not create an employer -employee relationship between the City and Reseller. At all times Reseller shall be an independent contractor and City shall not control the manner of Reseller accomplishing the Work. Reseller is not authorized to bind the City to any contracts or other obligations without the express written consent of the City.

4. Notice. All notices and other communications which are required or may be given under this Prime Contract shall be in writing and shall be deemed to have been duly given (i) when received if personally delivered; (ii) if sent for next day delivery to a domestic address by recognized overnight delivery service (e.g., Federal Express); and (iii) upon receipt, if sent by certified or registered mail, return receipt requested. In each case notice shall be sent to the respective Parties as follows:

Reseller:

Iron Brick Associates, LLC
362 Old Hollow Rd.

Sperryville, VA 22740
ATTN: Legal Counsel
City: City Clerk

5. Execution in Counterpart. This Prime Contract may be executed in counterparts and/or by electronic means, and when each Party has signed and delivered at least one such counterpart, each counterpart shall be deemed an original, and, when taken together with other signed counterpart, shall constitute one Prime Contract, which shall be binding upon and effective as to all Parties. The ERPA Service Terms shall be binding upon the City. Reseller shall coordinate the execution and order process as an intermediary but shall not alter, amend, or override the Order Form or ERPA's Service Terms incorporated without ERPA's express written agreement.

6. Assignment, Governing Law. Reseller or its subcontractors may, assign this Prime Contract to any affiliate of such Party or to any person in connection with any sale or other transfer of the business or assets of Reseller or subcontractor, provided that the assignee assumes the assigning Party's duties and obligations under the Prime Contract. Reseller or its subcontractors may engage affiliates, subcontractors and other third parties to perform a portion of the Services. This Prime Contract is governed by the laws of the State of California without giving effect to any choice of law rules that may direct the application of the laws of any other jurisdiction. The Parties agree to waive any right to a jury trial.

7. Consequential Damages. Notwithstanding anything to the contrary herein, to the extent permitted by law, in no event shall either Party be liable for any loss of anticipated savings, harm to reputation, impaired goodwill or lost productivity, lost profits or revenue, diminution in value or consequential, indirect, incidental, special, punitive or exemplary damages suffered by the other Party or its Representatives arising from or related to the Prime Contract, regardless of the applicable legal theory of recovery or the foreseeability thereof (and whether or not such Party was advised of the possibility thereof).
4

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8, Limitation of Liability. IN NO EVENT SHALL IRON BRICK'S TOTAL AGGREGATE

LIABILITY ARISING OUT OF OR RELATED TO THIS PRIME CONTRACT, WHETHER IN

CONTRACT, TORT OR OTHERWISE, EXCEED THE FEES PAID OR PAYABLE UNDER THIS PRIME CONTRACT FOR THE WORK DURING THE IMMEDIATELY PRECEDING 12 -MONTH PERIOD FOR THE WORK FROM WHICH THE CLAIM AROSE.

9. Termination.

9.1 Termination for Cause. Either Party may terminate the Prime Contract hereunder, immediately, in whole or in part, for default, breach, insolvency, bankruptcy, inability to pay debts, or similar financial circumstances by other Party. If the default or breach is reasonably capable of cure, the non -defaulting Party shall give the other Party written notice and reasonable time to cure.

9.2 Consequences of Expiration and/or Termination. In the event the Prime Agreement is terminated, Reseller shall be entitled to fair compensation for the Services provided through the effective date of Tennination. Upon the effective date of termination, Customer may take possession of the Services performed, provided that payment for such Services has been made in full to Iron Brick for the Services.

10. Entire Agreement. This Prime Contract, including all Exhibits and attachments, shall constitute the entire agreement and understanding between the Parties hereto and shall supersede and replace any and all prior or contemporaneous representations, agreements or understandings of any kind, whether written or oral, relating to the subject matter hereof. Any additional, inconsistent, or conflicting terms appearing on any purchase order, invoice, or other documentation issued by the City shall be null and void and have no legal effect. Changes to the Prime Contract, including any Exhibit, may be made only in writing signed by the Parties. This Prime Contract shall be binding on all the Parties and their successors and assigns.

IN WITNESS WHEREOF, the Parties have executed this Prime Contract as of the date written above.

CITY OF BELL GARDENS: IRON BRICK ASSOCIATES, LLC:

By: By:

Print Name: Print Name: Zebulon Mellett
Title: Title: President
5

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EXHIBIT A
ERP ANALYSTS, INC.

IMPLEMENTATION SERVICES ORDER FORM AND

ERPA SERVICE TERMS
Reseller Name
Iron Brick Associates, LLC ("Reseller")
Customer Name
City of Bell Gardens, CA ("Customer") or ("Client")
Prime Contract
Prime Contract between Reseller and Customer dated December 12, 2025
Service Provider
ERP Analysts, Inc. ("ERPA")
Services
Workday Implementation Services
Order Term
December 12, 2025 through August 15, 2028
Additional Terms and
Conditions
ERPA Service Terms incorporated herein and set forth below at Exhibit A-1
Currency
USD
Total Fees
$709,410

STATEMENT OF WORK
Statement of Work Effective Da
e
2/12/2025
Projected Go -Live Date
07/01/2026
I0000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000,0000lg00000000000000 uui uui uui uuu F R u INF
Contact Name
lui G C NTACT PR REITi.utssITACuT
Manuel Carrillo
Manuel Carrillo
Andrew Tse
Title
Director of Finance and
Administrative Services
Director of Finance and
Administrative Services,
Director of Human
Resources
Street Address,
City/Town,
State/Region/County,
Zip/Postal Code, Country
Phone/Fax #
7100 Garfield Ave., Bell Gardens, 7100 Garfield Ave., Bell CA 90201 Gardens, CA 90201
562.806.7700 562.806.7700
Email
[email protected]
[email protected]
[email protected]

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ERPA shall perform the services ("Services") as set forth in this Statement of Work ("SOW"). This SOW is subject to the terms and conditions of the ERPA Services Terms (the "Services Terms") attached hereto at Exhibit A-1. If there is any inconsistency between the Prime Contract, this SOW, implementing documents incorporated into this SOW, and the Services Terms, the order of precedence is as follows:
a. the Services Terms;
b. any approved Change Orders and implementing documents to the SOW in order from the most recent to the earliest date;
c. the SOW;
d. the Prime Contract.

DEFINITIONS
As used herein, the following terms shall have the meaning set forth or referred to below and shall be equally applicable to the singular and plural form. Capitalized terms not defined herein shall have the meanings assigned to them in the Services Terms and have the same meaning in this SOW as ascribed to them therein.
"Services Terms" has the meaning set forth in the first paragraph. "Change Management Services" means the change management consulting services and user adoption deliverables identified in the Attachments to this SOW; provided that any reference to the Services in the Services Terms, shall include Change Management Services described herein. "Critical Project Milestone" means the dates and deliverables which are key to the project rollout. These may be changed by the Customer and ERPA during the project planning phase after the project kick off. "Custom Integration" means any integration between Workday and a third -party system for which a Workday template does not exist.
"Go -Live" means the date that the impacted workstream(s) under this SOW is released to employee self- service or manager self-service or otherwise made available to the worker population. "Move -to -Production" means the date the functionality which has been configured under this SOW is either moved to the production tenant or the gold tenant is moved to the production tenant. "Parties" — ERPA and Client.
"Project Plan" means a list of tasks to be performed by each Party along with associated dates, dependencies, and milestones relating to the implementation of Workday for Customer. The customer can and should integrate this plan into their own program level plan that includes all of the customer owned tasks.
"Tenant" - a unique instance of the Workday service with a separate set of data held by Workday in a logically separated data storage (i.e., a data segregated through password -controlled access). While 2

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Fixed Fee — Essentials Deployment
Workday may supply additional tenants, the following tenants will be used for the deployment of Workday for Client (Note: Student deployment will have its own set of tenants):
"Workday Solution" means the subscription service offered by Workday, Inc., a Delaware corporation. "Worksets" —These are time -boxed periods of time containing dependent configuration objectives, tasks, and activities.

DESCR@PTION OF SERVmCES
ERPA shall perform the Services set forth in this Statement of Work in the manner forth herein. 2 The Services are further described in the following attachments:
a. Attachment 1: Project Scope
b. Attachment 2: Project Approach
c. Attachment 3: Project Timeline
d. Attachment 4: Project Roles & Responsibilities
e. Attachment 5: Project Assumptions
FEES AND B1LLING
SOW Fees. The costs for ERPA's Workday deployment efforts are based on information shared during the sales process and identified in Attachment 1: Project Scope. The fixed fees shown below are based on the proposed scope and timeline. If either the scope or timeline changes it will be subject to a Change Order Process detailed in Attachment 2. ERPA has relied on the accuracy and completeness of the information provided by Customer to estimate and price the scope of this work.

Travel and other related expenses are not included in the fixed fees and will be billed at cost in accordance with ERPA's Travel and Expense Policy which can be provided upon Customer's request, or as may otherwise be specified in the Services Terms. Travel and other related expenses will not be incurred without prior approval of Customer. ERPA Engagement Manager will ensure that Customer and ERPA meet periodically to ensure project costs are in alignment with the budgeted amount. ;100
$422,650
L
Deployment as a Service First 12 Months upon
Go -Live
___

PIXED PEES
$159,430

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Deployment as a Service Next Following 12
Months
Total Deployment as a Service Fees*
$127,330
$286,760
*Deployment as a Service Fees are billed after go -live in equal monthly installments for the next 24 months.

July 1, 2026 —June 30, 2028
30 Hours
AMS Billing. ERPA has proposed estimated hours based on understanding of Customer requirements, and these are indicative hours. Customer agrees to a minimum commitment of hours as shared in the table above per month and may choose to utilize more hours per month at the rate of $252 per hour.

SOW Billing. Reseller will invoice Customer as detailed in the Prime Contract. Reseller on behalf of ERPA may suspend work on this SOW without penalty if Customer fails to pay undisputed overdue amounts to Reseller within 15 days of Reseller's written notice specifying the undisputed amounts.

Note: Workday fees associated with Workday Success Plans and Training & Education are delivered and billed directly from Workday and are not included in these Fees. 4

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1.01 EXECUTIVE SUMMARY
This SOW details the professional services that ERPA will perform for City of Bell Gardens for Workday services, including the ERPA deliverables and pricing during the duration of the contract. The parties acknowledge that additional SOWs may be entered between the parties at such time as additional efforts are initiated. If Customer wishes to secure additional services to implement additional functionality not included in the scope of this SOW, ERPA will provide a proposal for such services and add to existing scope via change request process or develop a separate statement of work to the Prime Contract.

1.02 SUMMARIZED FUNCTIONAL SCOPE
The following assumptions were made with respect to the Workday deployment for City of Bell Gardens, initial activation and deployment for a targeted July 1, 2026 Go -Live date.

HCM, Compensation, Onboarding,
Mobile & Dashboards
Core HCM
Absence
Absence Management, Time Off
Benefits
Benefits, with Workday Cloud
Connect for Benefits
Payroll
Payroll for U.S.

Time Tracking
Time Tracking
Recruiting
Talent Management (Recruiting)
Core Financials
Banking and Settlements, Business
Assets, Customer Accounts,
Customer Contracts, Supplier
Accounts
Procurement
Procurement
Projects
Projects
Integrations
Integrations to External Vendors and
Other Systems

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1.©3 DETAILED FUNCTIONAL_ SCOPE
The table below reflects the proposed project scope for this effort. Any feature or functionality not explicitly identified in the scope section is assumed to be out of scope for this project.

Description Scope
Foundation Features
Organizations
Security
Setup
und:a:tion
Payment Elections & Associated Rules
Pre -Packaged Business Processes
Workday Assistant, Excludes customer security groups.

Standard Notification Templates
Delivered Notifications
Workday Home page with 4 standard cards
Organizational Management
Staffing Management
Up To 5 Legal Entities
MOUs — up to 5 active agreements
Supervisory Organization and Hierarchy
Cost Centers and Cost Center Hierarchy
Up to 4 Custom Organizations (across up to 2 Custom Organization Types) and Hierarchies. Used for worker assignment and tracking only.

No custom security included
Locations and Location Hierarchy
Pay Groups
Multi -Factor Authentication
Delivered User and Role Based Security Groups
English Language Support
Global Address Localization
Mobile
Currency
Duplicate Management
Worker Data
Contingent Worker Types
Personal Information
Contact Information
Position and Job Profile Assignment
Employee Types
6

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Reporting
Standard Dashboards & Analytics
500+ Delivered Reports
Description
r
Scope
Hu an C
Compensation
Jobs and Positions
Basic Compensation Management
Grade and Grade Profiles (up to 100 Grade Profiles)
Up to 10 Salary Schedule Groups/Associations
Hourly Plans as needed
Up to 10 One Time Payment Plans
Worker Profile: Total Rewards Statement without Payroll results Delivered Compensation Basis
1 Delivered Wage Theft Notice and one additional configurable Wage Theft Notice
Job Catalog (Job Family Groups, Job Families, Job Profiles) Position Management Staffing Model
Management Types & Management Level Hierarchy
Onboarding
Organization
Security Groups
Setup
Worker Data
Data Conversion
Onboarding Dashboard with Delivered Content and 1 Custom Bulletin Worklet
Up to 5 attachments for Onboarding Review
Delivered Onboarding Setup Template & Home Page Announcement I-9 Functionality
Organizations (Supervisory, Cost Center, Company, Location) and Associated Hierarchies
Delivered Security Groups, Roles
Event Categories and Reasons
Employee Self -Service
Manager Self Service Enablement
Headquarters (HQ) Country Operations Only
Tenant Branding
Manager Insights Hub
HR Partner Hub
Personal Data, Contact Information, ID Information
Employee Photos
Delivered Service Dates
..............................................................................................................................................................................................................................................................................................

Shifts
Active Employees or Contingent Workers Including Current Personal Data, Current Contact Data, and Current Job Record
Includes Loading of Employee Photos. Customer will be responsible for photo file preparation.

Attachment of Third Party Documents out of Scope
7

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Transactional History excluded. History requirements met by the enablement for customer load of previous system history using EIB templates (using Workday's Maintain Worker History from Previous System functionality)
Terminated employees who received payment in the last 12 months (using Worker Object)
Compensation — Current Compensation Data and Compensation effective as of Benefits effective date
Description
Holiday Calendars
Scope
Up to 5 Holiday Calendars (USA)
Leave of Absence Types
Up to 10 Standard Regulatory Leave Types (minor modifications permitted).

1. USA FMLA Non -Military
- GTE 12 months of service
-1250 worked hours eligibility criteria based on scheduled hours - 480 hours of entitlement during a 12 month rolling backward period

2. USA Long Term Disability

3. USA Military Service

4. USA Personal Leave

5. USA Short Term Disability

6. USA Workers Compensation
Up to 3 additional Leave Types without specific rules, validations entitlements such as the following examples:

1. USA Maternity Leave

2. USA Paid Parental Leave

3. USA ADA Leave
or
Vacation Plans
Sick Leave Time off Plans
Time off Plans
Up to 10 separate standard USA Vacation or PTO Plans
Up to 10 separate regulatory USA State Paid Sick Leave Time Off Plans Sick Leave Time off Plans to cover CA State Sick Pay requirements 5 Pre -Delivered Separate Time Off Plans

1. USA Bereavement

2. USA Jury Duty

3. USA Floating Holiday

4. USA Intermittent FMLA (tracked against the FMLA leave entitlement) Up to 5 additional Time Off Plans including specific rules, validations or entitlements such as the following examples:

1. USA Marriage

2. USA Compensatory Time
8

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Up to 2 additional Time Off Plans without specific rules, validations or entitlements such as the following examples:

Work Schedules
Data Conversion

1. USA Personal Time

2. USA Unpaid Time
Up to 5 Work Schedule Calendars
Up to 5 Work Schedule Rules
Time off Balance Conversion Included
Active Leaves for the Previous 12 Months
Time Off Event Conversions Excluded
Description
Allocations
Consolidations & Intercompany
Financial Accounting Structure
Journals
Scope
Allocation Definitions (up to 10)
Consolidation
Intercompany Process
Actual/Commitment/Obligation ledgers and one book
Balancing by Company/Legal Entity plus balancing worktag Single Primary Chart of Accounts Only
Single Primary Fiscal Schedule For All Companies
US only
Journal Processing
Up to 10 Custom Validations
Import Journals via Spreadsheet
Accounting Adjustment
Statistics
Reporting
Foundation Data Support
Data Conversion
Up to 10 Statistics Definitions
Prescribed Income Statement
Prescribed Balance Sheet
Cash Forecast Report is specifically excluded
Up to 4 Foundation Data Management Sessions
Company Base Currency Only
Transactional Journals Not Converted
Opening Balances Only. Post go -live, Customer can loadpriormonth's balances using the tools provided.

Description
1099 Reporting
Supplier Invoices
ounts PaYablep (SuPior Ac ts)
Scope
1099 Adjustment
1099 Suppliers
Electronic File Generation for 1099's
Supplier Invoice

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Recurring Supplier Invoice
Prepaid Spend Amortization
Suppliers
Transaction Tax
Data Conversion
Operational Transactions in the United States only
No Supplier Portal
Manual selection on transactions for configured Tax Authorities, Rates, Codes and Applicability for In Scope Countries only. Tax Defaulting logic is not included.

Suppliers with activity within 6 months prior to go live.

Current year to date 1099 balance
Description Scope
Customer Collections
Customer Invoices
Customer Payments
Customer Refunds
Deferred Revenue
Customer Invoice Maintenance
Customer Statement (Standard Layout)
Receivable Write Off
Receivable Aging
Collections and Dispute Activities
No Customer Portal
Customer Invoice (Standard layout)
Intercompany Invoice
Dunning Letters (Standard Layout)
Operational Transactions in the United States only
Customer Payment Processing - Manual processing of customer deposits and remittance information
Delivered Auto -Apply Payment Rules Only
Customer Deposit
Customer Refund
Revenue Recognition Schedule Templates
Deferred Revenue Recognition
Transaction Tax
Data Conversion
Description
Manual selection on transactions for configured Tax Authorities, Rates, Codes and Applicability for the United States only. Tax Defaulting logic is not included.

Open Account Receivables Items in Transaction Currency
Customers With Activity Within 6 Months Prior to Go Live Scope
nage
Asst
Asset Accounting
Asset Accounting
Asset Sharing
Asset Depreciation for GAAP book only
Asset Book Rules
10

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Asset Adjustments
Non WIP Related Assets Only
Asset Maintenance
Asset Tracking
Data Conversion
Description
Affordable Care Act
COBRA
Enrollment
Evidence of Insurability
Operational Transactions in the United States only
Asset Reclassification
Pooled Assets
Asset Transfer
Accounting for Leased Assets is excluded.

Active Capitalized Assets (Reconciled to Balance Sheet) Tracked Expensed Assets (No Cost)
Scope
Core ACA Functionality: ACA Measurement Periods and Eligibility, ACA Dashboard, Setup for 1094-C and 1095-C Reports
Manage COBRA Eligibility Designations for Participants Who Lose Coverage
Benefits for Headquartered (HQ) Country Operations Only Enrollment Instructions
Enrollment Event Types (including Eligibility Changes, Life Events, and Reinstatement Events)
Enrollment Event Rule
Up to 3 Plan Year Definitions (current year, subsequent year, ongoing plans)
Cross Plan Enrollment Rules
Manage Evidence of Insurability
Plans
Administer Benefit Enrollments for Most Commonly Offered Plan Types, Including Health Care, Insurance, Spending Accounts (US/Canada), Health Savings Accounts (US/Canada), Retirement Savings, and Additional Benefits Plans.

Up to 30 separate Benefit Plans (including Eligibility Rules, Coverage Tiers, Rates, and other components). Eligibility rules based on payroll hours worked are excluded.

Setup
Data Conversion
Benefit Groups (including Eligibility Rules)
Individual Rates
Excludes Tracking of Service Benefits
Benefit Annual Rates
Benefit Defaults
Up to 5 Passive Event Rules
Current Benefit Elections
Dependents & Beneficiaries
11

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Benefit Annual Rates
Medical History for Current Year for ACA Reporting
ACA Worker Hours and Wages
ankittg tt
Description
Bank Reconciliation
Banking Setup
Settlement
Data Conversion
Scope
Foundation Delivered Bank Reconciliation Matching Rules and First Notice Rules only (Parsing Rules Excluded)
Bank Account Management
Up to 2 Financial Institutions (US only)
Up to 10 Bank Accounts (Merchant Accounts out of scope) Operational Transactions - United States Only
Settlement
Ad Hoc Payment
Bank Routing Rule
Bank Account Transfer / Bank Account Transfer for Settlement Ad Hoc Bank Transaction
Miscellaneous Payment Request Event
Integrations Restricted to US Banks for initial go -live Beginning Balance
Unreconciled Open items
Description
Scope
Banking
Checks and Payslips
Costing Allocations
General Ledger
Pay Components
Payroll Processing
Payment Election Rules
Up to 2 Bank Accounts, Up to 2 Routing Rules, Default Check Layout Default Check and Payslip Layouts
Simple Worker Costing Allocations - Single Dimension
Fiscal Posting Intervals, Schedules, Summary Schedules, Fiscal Years Journal Sources, Ledger, Ledger Types, Account Sets, Account Posting Rules to support a single General Ledger
Up to 150 Pay Components (Earnings and Deductions)
Net Pay Validation and Arrears
Pay Accumulations, Pay Balances, Pay Component Groups, Tax Authority Exceptions
Up to 2 Pay Groups
Up to 2 Run Categories
Off -Cycle Payments
Retro Processing
Audit Report Configuration
12

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Period Schedules
Payroll Command Center
Payroll Involuntary Withholding Orders and Deduction Recipients Period Schedules for Payroll
FLSA Work Period Calendar Rules
Tax Reporting
Companies
Company Federal, State and Local Payroll Tax Configuration W-2 Configuration
Payroll Reporting Codes
Data Conversion
Payroll Balances for Current Year
Worker Tax Elections
Withholding Orders Excluded (Manual Data Entry Required) Worker Payment Elections
Costing Allocations Excluded (Manual Data Entry Required) Description
Procurement Setup
Scope
Operational Transactions in the United States only
Punchout Configuration (Workday Delivered)
Purchase Orders
Receipts
Requisitions
Change Order
Purchase Order (Standard Layout) - English Language Only Receipt
Requisition
Sourcing
Receipt Accruals
Suppliers
Transaction Tax
Data Conversion
Supplier Invoice Matching
Matching Override
No Supplier Portal
Manual selection on transactions for configured Tax Authorities, Rates, Codes and Applicability. Tax Defaulting logic is not included. 100 Open Approved Purchase Orders
Receipt for Open Approved Purchases Orders
Description Scope
Project Plans Phases
Project plan structure and project budgets
Standard Cost Rate Sheets by Job Profile
Project Resources
Project Plan Template
Multifunding sources for projects
Project Resources
13

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Workday Standard Project Reports
Project Labor Costing
Standard Cost Rate Sheets by Project Role
Standard Cost Rate Rules (Up to 50)
Project Setup I Projects (Non -Billable). Project Template (Non -Billable) Up to 10 Custom Validations
Data Conversion
Description
CIP - Construction in Progress
Active Projects
Project Plans
Resource Plans
Scope
-Cuatontertoat act
Contract Schedules & Templates
Customer Contracts
Transaction Tax
Data Conversion
Description
Contract Billing (Goods and services and usage -based contracts only) Billing and Revenue Schedule Templates
Revenue Recognition (Fixed fee and usage only)
Operational Transactions in the United States only
Manual selection on transactions for configured Tax Authorities, Rates, Codes and Applicability for In Scope Countries only. Tax Defaulting logic is not included.

No Conversion of Customer Contracts
Scope
Setup and Features
Career Site Configuration
Internal Application
Auto Disposition Candidate's Other Job Applications
Auto Unpost Jobs
Task Consolidation for Review Offer
Job Requisition Management
One Time Payment for Offers
Simple Referral (Does Not Include Payout Process)
Evergreen Requisition Management
Candidate Screening
Candidate Review
Skills for Talent Acquisition
Candidate Home
1 Internal and 1 External Career Site
External Candidate Job Alerts (delivered template without customization)
External Career Site Privacy Policy
Configurable Candidate Consent
14

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Prospect Introduce Yourself on External Career Site
Configurable Content
Integrations
Security
Workday Documents — 1 document template to capture)
Internal/External dynamic offer letter variations or employment agreement including: -Simple letter header including company logo and footer (note this will appear on all pages of the offer letter) -Up to 10 paragraphs, 5 of which may be conditional (may include introduction, offer details (full-time, part-time, location, manager, job details), basic compensation language (hourly, salary, bonus, allowances, one-time payments), conclusion)
Up to 3 Internal and 3 External Application Questionnaires (each questionnaire with up to 10 questions)
Setup of existing document template for Regenerate Offer Documents Guidance of Apply with Linkedln
Guidance for Workday Outlook or Google Calendar Interview Scheduling Integration for Internal Interviewers Only
Delivered Primary Recruiter Security
Setup
Reporting
Data Conversion
lerts and Validations
Schedules and Calendars
Security
Background Check (excludes integration to an external background check system)
Interview Management
Interview.. Ratings
Candidate Endorsement
Section Headers and Instructional Text on Job Application Templates Duplicate Management (delivered framework)
Delivered Job Requisition Categories and Reasons
Prospect Management
Candidate Pool Functionality
Delivered Talent Acquisition Standard Reports
Candidate Grid (delivered)
Job Requisition Workspace
No Conversion of Existing Job Requisitions or Positions, nor Active Candidates or Prospects
Prospect Conversion Excluded
Scope
Up to 3 Alerts
Up to 5 Time Entry Validations
Up to 3 Holiday Calendars
Up to 10 Work Schedule Calendars
Up to 2 Security Groups to Support Employee Self Service and Manager Self Service
15

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Time Calculations
Time Entry
Reporting
Data Conversion
Up to 15 Time Calculations
Up to 5 Time Entry Templates
Up to 5 Time Entry Codes
Time and Absence Dashboard
Included Features
Edit and Approve Time Task
Excluded from the scope for go -live
en
Change Management Kickoff Meeting & Deck
Change Management Plan & Working Session
Up to 4 Check -In Meetings (1 hour each) — Includes Emails Rolling Adoption SKU scope for future Deployment as a Service:

Description
Scope
Security Groups
Security Groups (Up to 4 security groups excluding topic and course segmented security groups)
Topic and Course Segmented Security (up to 10 segments with 10 supporting security groups)
Setup
Learning Configuration on Edit Tenant Setup tasks
Configure Learning Dashboards (Learning, Learning Administrator, My Team's Management, My Library, Learning Trainer, Home) Topics (Up to 10)
Custom Learning Slider (Up to 1 custom slider and 1 associated custom search)
Internal Learning Instructors (Up to 50)
Up to 50 Internal Learning Assessors
Up to 8 Campaign Audiences and reports
Campaigns (Up to 8)
Calendar Integration - MS Outlook (365) or Google Calendar for Instructor Led Content
Custom Notifications (up to 8)
Reason setup for Drop Enrollments, Cancel Learning Enrollments, Cancel Course Offerings, Waive Learning Assignments (Up to 5 each)
Up to 5 total Prerequisite and/or Equivalency rules
Up to 5 Unit types/ Sales items not connected with Financials transactions
Learning certifications - Up to 1 certification, customer to configure additional

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Validation Rules (up to 5
Skills for Learning
Reporting
Delivered Learning standard reports
Modifiable Business Processes
Manage Lesson
Manage Course
Manage Course Offering
Enroll in Content
Drop Learning Enrollment
Manage Program
Manage Equivalency Rule
Data Conversion
Data conversion not required for digital courses
Data conversion not required for completed enrollments
Data conversion not required for media importer
Data conversion not required for blended courses
Data conversion not required for course offerings
Data conversion not required for standalone lessons
Data conversion not required for active instructors
Data conversion not required for future enrollments for active workers
Data conversion not required for learning programs
Data conversion not required for prerequisite rules
Data conversion not required for equivalencies rules
Knowledge Transfer to load media content: - Up to 200GB of SCORM/Video. - Up to 100 images. - Up to 100 media documents.

Description Scope
Expense Credit Cards Spend Authorizations
Single Tax Code Defaulted for Expenses per Country
If Corporate Liability card exists, then you must purchase related integration
Expense Rate Tables Mileage Rates
Expense Rate Tables (Maximum Up to 5 Expense Items with Rate Tables Included; third -party integration not included) Simple Per Diem (non Travel Journal)
Expense Reports Processing of Expenses Reports for Workers and Pre -Hires (no Spend Authorizations)
Create' Delegation for "Chief Level" Executives Only
Up to 10 Custom Validations
Up to 20 Expense Item Attributes
Expense Report Instructions
17

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Travel Profile
Mobile Enablement
Note: If Credit Card Integration(s) is included In Scope, it will be for Expenses related to Worker T&E Expenses Only
Expense Report Payment
Expenses Hub
Modifiable Business Processes
Spend Authorization
Expense Report Event
Data Conversion
Worker Payment Elections for Expense Payments
Up to 1 Use Case, Up to 1 External Data Source (Source data is prepared by Customer for Prism)
Included Features
Payroll Result Line Data from Legacy Provider
Mapping of Pay Components to Pay Category
Payroll Results Data from Legacy Provider
Reporting
Payroll Result Search
Simple Pay Stub (BIRT)
Payroll Result Line Search
Pay Category Trend
Data Conversion
Excluded from Scope
Payroll Bridge Support (Post Go Live for Essentials Deployment): Initiates commencing the first pay period for the first check date in July 2026 and the next consecutive four payrolls.

Configuration
Updates/Corrections
ERPA will support ad hoc fixes to pay components and other configuration that present blockers to the processing of payroll in a timely manner with recommendations for future optimization and workflow enhancements.

Testing
ERPA will provide support to the customer team in safely testing adjustments to configuration in the Sandbox environment to ensure confidence in using Workday functionality.

EIB Creation and Upload ERPA will troubleshoot customer created ElBs related to the Payroll Support functional area. ERPA will also aid the customer in populating EIBs when applicable.

Payroll Processing Support
ERPA will schedule pre -determined meetings to provide support in the calculation, auditing, and completion of payroll in Workday.

Dependent on customer needs, ERPA can perform these steps on behalf of the customer provided a signed waiver is on file for each pay period completed by an ERPA employee.

Review/Create Job Aids ERPA will review existing customer job aids and provide newly created documentation to assist in the ongoing knowledge transfer 18

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of tasks related to the payroll processing workflow and associated tasks.

Review/Update Payroll Check
List (Workflow)
ERPA will assist the customer in optimizing their payroll workflow to ensure an efficient use of time and resources and improve audit capabilities.

Off Cycle Payments/Manual
Support
ERPA will support the customer in the creation, calculation, and completion of off cycle payments including On Demands, Manuals, and Reversals.

Settlement Assistance
ERPA will support the customer team in the settlement of payroll on and off cycle results. This also encompasses support in reviewing reporting from a financial and tax reconciliation standpoint.

Cross Functional Support
ERPA will provide support in analyzing and triaging issues related to other workstreams outside of Payroll, Absence, and Time Tracking.

This will not include configuration changes in those areas.

Custom Reports (Create)
ERPA will assist in the creation of custom reports and support with existing reporting deficiencies.

Standard Reports
ERPA will provide support in using Workday delivered reports and recommendations for their placement in the workflow.

Knowledge Transfer
ERPA will facilitate knowledge transfer sessions with the customer team during non -peak processing times. This will also include sessions to address customer specific gaps in Workday knowledge.

Financials Bridge Support: Includes Two Months of Period Close (assumes July 2026 and August 2026), First Quarter Close (assumes Fiscal Quarter 1 2026 (July, August, September). The Financial Bridge Support service will observe a hiatus period until it resumes to support the first Budget Audit conducted in Workday, assumes approximate timing of January 2027.

Configuration
Updates/Corrections
ERPA will support ad hoc fixes to business processes and configuration that present blockers to the processing transactions in a timely manner with recommendations for future optimization and workflow enhancements.

Period Close Process and
Guidance
ERPA will provide support during period close and help configure or refine the period/year end close business process and related reporting.

Finance Administrator
Training
ERPA will train Finance Administrators how to review and update key configuration, such as account posting rules.

Role Based Training
ERPA will train personas from key finance functional areas to help them process and review transactions efficiently, as needed.

Security Training and
Establishing Governance
Processes
ERPA will train Security Administrators in updating security assignments and reviewing delivered segregation of duties reports. 19

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Regular Touchpoint
ERPA will also advise on creating security and reporting governance processes.

Job Aids
ERPA will provide documentation to assist in ongoing knowledge transfer.

Testing
ERPA will support the customer team testing configuration changes to ensure confidence in using Workday functionality.

EIB Creation and Upload
Support
ERPA will troubleshoot customer created EIBs related to Workday Financials functional areas and assist in customizing the EIB templates to reduce the number of unutilized fields within the templates. ERPA will also aid the customer in populating EIBs, when applicable.

Integration Support
Assist in troubleshooting financials integrations issues as they arise.

Workflow
ERPA will assist the customer in optimizing their business processes to ensure an efficient use of time and resources.

GL Conversion
ERPA will assist with any outstanding GL and operational transaction conversion items.

Custom Reports
ERPA will review existing custom reports and dashboards and create or assist in the creation of new custom reports and dashboards.

Standard Reports
ERPA will provide support in using Workday delivered reports and assist in enabling key delivered dashboards.

Knowledge Transfer
ERPA will facilitate knowledge transfer sessions with the customer team. This will also include sessions to address customer specific gaps in Workday knowledge.

Value -Added Workday Managed Services:

Ticket prioritization, escalation point, budget management Assistance and guidance provided to manage work and efforts between tenants. (ex. Weekly Sandbox refresh)
Guidance and insight regarding additional benefits from the Workday tool and rollout
Scheduled forum for solution sharing and collaboration with ERPA Proactive preparation and assistance for known & identified calendar events
Tenant / Work Management
Product Road Mapping
Office Hours
Calendar Management
Named Resources
ERPA Support resources will be named to provide consistent support Workday Update Support
Planning, guidance, and support for each workday update release cycle
ERPA will conduct a review of Reports in Workday and will provide metrics into their utilization and recommendations on reports that are not currently being used.

Reporting Assessment
20

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Monthly Status Reporting
Stay on top of the health of your tenant through the entire year with analytics ensuring the accuracy and reliability of your configuration and your data.

Engagement Manager
An ERPA resource assigned to manage your services with us. * NOTE: ERPA's Value -Added Workday Managed Services (a.k.a. AMS): includes a roll-over policy on unused hours. Should Customer not utilize the full allotment of Monthly Support hours in a given month, up to 30% of these monthly support hours will be allowed to roll over into the following month.

Rollover hours require an active AMS contract with ERPA to be utilized.

1.04 INTIEG ATIONS SCOPE
During the Architect and Configuration stage, ERPA will collaborate with the Customer to review and refine the list of integrations, prioritize, and identify integrations to be developed by ERPA. The total number of integrations to be developed by ERPA is (15) integrations. Additional integrations beyond this number based on this discovery may be developed by Customer or added to ERPA's scope of integrations to develop via a change order.

1.05 EXCLUSIONS
Customer may choose to implement any project component (if subscribed) that is not listed as in scope at their discretion following the initial Workday deployment project phase. The following application components are examples of features excluded from scope unless otherwise stated as in scope:

Exclusions:

The following application components are excluded from the scope:
• Implementation of Workday Grants Management
• Multiple accounting standards
• Large historical data conversions
• Multiple Jobs
• Retirement Benefits Payments
• Severance
• Advanced Security
• Custom Reports
• Any additional Workday Functional Area not stated in the Deployment Scope section • Any additional Integration not stated in the Deployment Scope section Customer may choose to implement these project components (if subscribed) at their discretion.

General Assumptions:
• Customer will leverage pre -built configurations
21

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• Any requested configuration decisions from Customer will be made within the tenant build window. Any decisions not provided will be deferred until after go live. • Security will be the Workday delivered profiles/roles • Changes will be deferred until after Move to Production • Customer will have (or augment staff) the following roles: Project Manager, Test Lead, Functional Area SMEs, IT/Tech Lead, Change Management Lead
• Union configuration and effort estimates are highly dependent upon customer specific collective bargaining agreements
• Primary change management and training responsibility for roll -out to employees and related end user training is the responsibility of the customer
22

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2.C OVERALL ERPA (DEPLOYMENT ACTIVITIES
ERPA shall perform the following Services as part of the deployment process:
a. Scope review and Customer orientation to Workday deployment process b. Initial configuration assembly
c. Load Customer data into Workday testing, gold, and PROD tenants, per the functional scope tables
d. Provide relevant knowledge transfer
e. Support Customer testing efforts (Customer is responsible for all testing, including test scenario development)
f. Final readiness check before go -live; support cut -over activities and provide support throughout go -live
g.

Post go -live support; ERPA Deployment as a Service includes post go -live stabilization including ERPA Payroll and Financials Bridge post go -live support for a minimum period of 2 months.

The Customer shall perform the following activities as part of the deployment process:
a. Review scope;
b. Attend training, workshops and meetings as required; c. Collect, clean and validate all Customer data;
d. Test system, identify problems and aid in issue resolution; e. Train all managers and employees for self-service functionality; f. Be responsible for all internal change management; and g. Move -To -Production sign off.

2.02 ERPA AND WORKDAY TENANT ALIGNMENT AND CONFIRMATION The following critical steps outline Workday and ERPA responsibilities during the initial 6-8 weeks after ERPA reservation date (aka project start date) during planning and alignment phases. 23

Page 676 of 1410 ends

TB
Provision Tenants
Scope Review and
Confirmation
Assemble Tenant
Conversion Framework
Orientation
Discovery Workbook
Sessions
Data Validation
Build Foundation
Tenant
Tenant Confirmation
Adjustment
£PTO
N/A
Key Customer
Representatives must
participate in a detailed
review session to review
Customer discovery
results and establish the
agreed upon scope.

N/A
Customer
representatives
participate in an
orientation session
during ERPA SPARK.

Customer gathers,
transforms, enriches
and provide its data
Customer will validate
data in the Workday
Foundation Tenant
Service workbook.

N/A
N/A
N/A
24 watt ittlt,Ay Eft Fo.,,tk,
Provision tenants for
alignment
Leverage the
Workday Object
Assembler and
Workday Solution
Library tolls based
on the agreed upon
Customer
deployment scope
to provision the pre -
configured tenant.

N/A
N/A
ERPA will assist
Customer with
identifying functional
leads and subject matter
experts.

N/A
N/A
ERPA will provide
guidance and support to
the Customer as
necessary within the
framework of the
Workday Launch
Program.

Support Customer in
data validation and
provisioning.

Load Customer data into
pre -configured tenant.

ERPA will ensure
Workday assembled
tenant will meet initial
configuration needs
identified and captured
in the SOW.

Utilize Workday Solution
Library content to adjust

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TE
Foundation Tenant
Transformation
Key Customer
representatives must
participate in a detailed
review session.

2.04 DETAILED DEPLOYMENT ACTIVITIES
N/A
tenant according to
notes from the Tenant
Confirmation, to the
extent available through
the Workday Launch
methodology.

ERPA will coordinate
sessions to review initial
tenant with the key
Customer
representatives.

The following chart depicts the major processes and activities for the Launch deployment effort.

Project Planning
Customer Scope Review
Meeting
Customer Training Plan
Communication Plan
Project Plan
Change Management Plan
•
Customer engagement
manager, Customer
stakeholders confirms
project scope.

Customer stakeholders
participate in training
sessions detailed in the
Training Packages and
Training paths.

Customer engagement
manager documents
audience, method,
communication channels,
key messages and approach
to Customer
communications.

Customer engagement
manager provides input and
confirms the project plan.

Customer engagement
manager provides plan that
defines the change
management strategy and
25 ERPA engagement
manager reviews Project
Scope, highlight work
required to complete
deliverables.

ERPA engagement
manager will review
Training Tiers, Timeline,
Paths, and Free Training
Resources.

ERPA engagement
manager will review
communications plan.

ERPA engagement
manager will provide a
project plan. Upon
finalization, ERPA will
maintain the plan.

ERPA engagement
manager will review
change management plan.

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Issue Management Plan
Project Kick -Off
Project Kick -Off
Foundation Alignment
Sessions
Management Checkpoint
Operational Readiness
Assessment
Workday Deployment
Documentation Review
Final Supplemental Scope
4 Services Work
Design Elements
approval methods for the
following:
"Strategy Change
° Process Change
°Scope Change
Customer roles and
responsibilities in
context of Workday
solution
Customer engagement
manager will review Issues
log and participate in weekly
status meetings.

Customer stakeholders
participate in project kick
off.

Customer engagement
manager and Customer
stakeholders review
Foundation Tenant
Customer engagement
manager participates in
assessment sessions after
each project stage.

Customer engagement
manager participates in a
review of Workday
Deployment documentation
including the baseline
project plan.

Customer engagement
manager agrees to final
scope and executes
necessary change orders.
26 .. . .. . .....

ERPA engagement
manager will provide issue
tracking templates and
process. ERPA
recommends weekly status
meetings and will provide
meeting summaries and
progress reports.

ERPA engagement
manager will conduct
project kick off.

ERPA engagement
manager and ERPA
specialists lead Foundation
Alignment Sessions and
gather final configuration
requirements.

ERPA manager leads
assessment sessions after
each project stage.

ERPA engagement
manager leads a review of
Workday project plan.

ERPA engagement
manager agrees to final
scope and if necessary,
executes change orders.

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Design Configured
Integration Elements, if in
Scope
Design Custom Integration
Elements, if in Scope
Configure & Test Elements
Configure Functional
Tenant Builds
Customer Confirmation
Sessions
Build and Configuration
Unit Test Custom Report
Elements
Build and Configuration
Unit Test Configured
Integration Elements
Build and Unit Test
Custom Integration
Elements
Customer stakeholders
supports ERPA effort and
will provide any Company
specific information
required for integrations
design requirements.

Customer stakeholders
supports ERPA effort and
will provide any Company
specific information
required for integrations
design requirements.

NA
Customer engagement
manager and Customer
stakeholders participate in
jointly run sessions with
ERPA specialists to confirm
configuration and begin
configuration unit testing.

Customer stakeholders
participate in custom report
build. They also
configuration unit test and
approve custom reports, if
appropriate and described in
Attachment 1.

Customer stakeholders
supports ERPA effort.

Customer stakeholders
supports ERPA effort.
27 ERPA ACTIVITY
psi
ERPA Specialists facilitate
completion of the
configured integration
templates for each
configured integration in
scope.

ERPA Specialists facilitate
completion of the custom
integration templates for
each custom integration in
scope.

ERPA configures functional
tenant builds according to
data and configuration
workbooks. ERPA will
configure an additional
tenant build if payroll is in
scope.

ERPA engagement
manager and ERPA
specialists participate in
jointly run sessions with
Customer stakeholders to
confirm configuration and
begin configuration unit
testing.

ERPA Specialists build
custom reports according
to design documents, if
appropriate and described
in Attachment 1.

ERPA Specialists complete
build and configuration
unit test of configured
integration elements
specified in integration
scope (Attachment 1).

ERPA Specialists complete
build and unit test of
custom integration
elements specified in

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6 Prepare for Production
End User Training Plan
Test Plan
Knowledge Transfer
5 Management Checkpoint
Training Plan Review
Test Plan Review
Final Production Scope
Final Test & Production
Plan
Customer stakeholders will
document education plan,
including:

Personnel
° Roles & responsibilities
° Approach
Population to be trained
° Data elements
° Materials
°Timing & Milestones
Customer stakeholders
participate in final project
test plan development to
assure that they can conduct
the tests effectively.

Customer stakeholders write
all test cases. (ERPA to
provide standard Workday
test scenarios to Customer.)
Customer Functional Lead(s)
receive preparation for End
to End Testing.

Customer engagement
manager leads a review of
the training plan. Customer
stakeholders participate in
the review.

Customer stakeholders
participate in a review of the
test plan.

Customer engagement
manager agrees to final
production scope and
executes necessary change
orders.
28 .. . .. . .....
integration scope
(Attachment 1).

ERPA Specialists will review
training templates and
advise on education plan if
Change Management is in
scope.

ERPA provides test plan to
be used as a starting point,
including:
° Items
° Purposes
° Responsibilities
Guidelines.

ERPA will provide End to
End preparation
knowledge transfer and a
high-level review of WD
sample End to End test
cases.

ERPA engagement
manager participates in a
review of the training plan.

ERPA engagement
manager will review the
Customer owned test plan.

ERPA engagement
manager agrees to final
production scope and
executes any necessary
change orders.

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wT'
Cutover Plan
User Readiness Review
Integration Test
End to End Test
Payroll Parallel Test (If
Payroll is in Scope)
7 Management Checkpoint
Test Stage Sign -Off
Deploy
End User Training
Final Data Conversion
Customer stakeholders will
document education plan,
including:

Timeline of Activities
',Tenant Information
Roles & Responsibilities
Logistics
Communications.

Customer trains User
Readiness Review end users
with developed training
materials ensures end users
have thorough
understanding of Workday.

Customer conducts
Integration Test per the test
plan.

Customer conducts End to
End Test of business
transactions and
integrations within Workday
service per the test plan.

Customer conducts
comparison test of Workday
services against legacy
payroll system.

Customer engagement
manager will signoff that
system is complete in the
context of pre -configuration,
scope, and any change
orders with the "MTP
(move -to -production)
Checklist".

Customer executes the
training strategy per the
plan.

Customer will provide full
and final data through ERPA
provided workbooks.
29 ER' FDA AcorrIVITo5T—
.. . .. . .....

ERPA engagement
manager leads effort to
establish plan for final
conversion to production.

The plan includes all tasks
and responsible parties.

ERPA engagement
manager confirms
Customer conducts User
Readiness review.

ERPA supports Integration
Test.

ERPA supports End to End
Test.

ERPA engagement
manager and ERPA
specialist confirms
Customer conducts parallel
tests.

ERPA engagement
manager will acknowledge
system signoff and prepare
for move -to -production.

ERPA engagement
manager and ERPA
specialists confirm
Customer trains end users.

ERPA will load full
Customer data into the
Pre -Production tenant.

Page 682 of 1410 ends

Move -To -Production
Post -Production Support
Post -Production Support
Transition/Support
Orientation
Customer approves and
signs off that the Workday
solution is ready to move -to -
production.

NA
Customer primary contact
receives orientation in ERPA
support processes.
2,05 COMMUNICATION AND ISSUE ESCALATION
Workday will migrate the
Pre -Production tenant to
the Production data
center.

This support will
encompass all functionality
that was deployed by ERPA
during the project.

ERPA will support all
functional areas for two
payroll runs from the
Move -to -Production date
as well as integrations
deployed by ERPA.

Integrations will be
supported for one
successful production run
of integrations or 30 days
from Move -to -Production,
whichever comes first.

After the post Move -to -
Production support period,
Customer will address
defects with their on -going
production support
organization (e.g. in-house,
ERPA applications
management, etc.).

ERPA will provide
orientation in Workday
Production Support.

Regular communications are planned to ensure that constraining issues do not arise. Customer engagement manager is the primary escalation point for all Customer employees and issues. If necessary, Customer issues will be escalated to Customer's project sponsor for prompt resolution by obtaining direction from the appropriate people within Customer's organization. The ERPA engagement manager is the escalation point for all ERPA employees and issues. If necessary, ERPA issues will be escalated to the ERPA's Executive sponsor for prompt resolution. ;30

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The parties acknowledge that throughout the project there may be issues that require escalation. If this is the case, either Party may convene a meeting with the executive sponsors to resolve such issues and develop a mutually agreed solution. A Change Order may be initiated, as detailed below, if any part of the agreed solution impacts scope, effort, timeline, resource commitments, proposed services fees or expenses.

2.06 CUSTOMER SIGN OFFS
ERPA is devoted to assuring that tenant build is consistent within the parameters of the Customer Scope found in Attachment 1, which may be adjusted by a Change Order upon review of the Customer Data and Configuration Workbooks. To accomplish this, a number of "Sign Offs" will be established to maintain this consistency and will be jointly determined by the Customer and ERPA engagement managers.

2.07 CHANGE ORDER PROCESS
Either Client or ERPA may request changes to the Services, Service Deliverables, and/or any other aspect of a SOW through a written change order ("Project Change Order") and provide justification for the change and the impact to the project's scope, schedule, and cost. Promptly thereafter Client and ERPA shall discuss what impact the Project Change Order will have on the Services and Service Deliverables and on pricing, timing, quality, and other terms of the applicable SOW. Any changes to a SOW agreed upon by the parties as a result of the foregoing process shall be set forth in a change order signed by the Customer and the Reseller ("Change Order"). Once a Change Order is signed, it shall amend, and become part of, the applicable SOW. Neither Client nor ERPA is obligated to change the Services, Service Deliverables, or any other aspect of a SOW unless a Change Order for such change has been signed by the Customer and Reseller and ERPA shall not be required to suspend its performance of the Services while the negotiation of a Change Order is ongoing. If any of the following events occur while ERPA is engaged to provide the Services (each a "Change Order Event"), the parties will work to mutually agree upon a Change Order to the applicable SOW to eliminate such adverse impact (the following list is not all-inclusive):
(i) The scope, approach, or timing of the Services change. (ii) Delays are encountered that are beyond the reasonable control of ERPA, including delays caused by third party software and hardware vendors or their related products and/or services; (iii) An assumption set forth in the applicable SOW is invalid; or (iv) Client fails to meet its obligations outlined in the Services Agreement, Services Terms, or the applicable SOW.

ERPA shall notify Client and Reseller within ten (10) days after becoming aware of a Change Order Event.

Notwithstanding anything to the contrary in the applicable SOW, if Client and Reseller do not sign a Change Order within ten (10) days of Client's receipt of such notice, ERPA may:
(i) The COR status will be logged, tracked, and managed as a 'deferred' request. 31

Page 684 of 1410 ends

(ii) Work will progress without incorporating the requested change into the work plan. (iii) Where an approval or rejection decision is necessary for the managed services engagement to progress, the change request decision will be escalated as a project issue. (iv) suspend or terminate the Services upon written notice to Client.

Change Orders will only be binding when signed by authorized representatives of each of Client and Reseller. For CORs outside the stated project scope, the Customer approver will authorize budget allowance, on a time and materials basis, for ERPA to perform the initial analysis of a change request.

ERPA shall coordinate any changes in hardware, network, software, configuration, or services with Customer and Reseller. Customer may defer the change based on impact to business operations. 32

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Attachment 3: Project Timeline

3.01 ANTICIPATED DEPPLOYMENT'TIMELINE
The proposed duration and completion date of each Launch stage is listed below, based upon the execution date of this SOW and availability of resources and training. ERPA requires two (2) weeks from SOW signature date to align and engage resources.

3.02 PROJECT TIMELINE
The following table highlights the proposed project timeline:

Project phase
Phase 1 Essentials
Deployment
Deployment as a
Service
ed'
awn
6 months
24 months
ed Project Start Date Workday p-L)ve
January 5, 2026
July 1, 2026 —June 30, 2028
July 1, 2026
n/a

3.0'3 HOURS OF OPERATION
ERPA will provide services during Customer's normal business hours (Monday through Friday). ERPA observed Holidays below:

Labor Day;

3.04' TIMELY' PERFOII" MANCE
Thanksg'hth g
1hdependnce
Day
Four (4) project milestones ("Project Milestone") will be used to determine timely performance in the deployment of Workday functionality. These project milestones, their description, the responsible party, and the general due date for each Project Milestone are set out in the following table. Actual due dates will be mutually agreed upon by both parties once project commences and will be documented in the Project Plan during the planning phase.
111111111111
Critical Employee and
Configuration
Workbooks are
This work is the result
of Data Gathering and
Discovery and
000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000 p Fis;los isLE
rop pARTy
33 Customer
Illllllllillllilllllll IVVIIIIII IVI V VVVVV IIVVVVVVVVVVVVVVVIIIIIIVVVI VVVVIIVVVVVVVVVVI Approximately 3-4
weeks after reservation
date

Page 686 of 1410 ends

complete, and
customer has signed
off that the data is
ready to be loaded
into their Deployment
Tenant.

Deployment Tenant is
loaded and configured
based upon data
provided in
workbooks.

End -to -End is complete
Final Tenant
Configured, moved to
Production
environment, and is
available for use by
Customer.

3.05 NOTES
represents all critical
employee and
configuration data
from legacy systems to
be loaded into
customer's deployment
tenant. These
workbooks will be
identified in the Project
Plan.

Employee and
configuration data
from completed
Workbooks is loaded
and configured into the
customer's
Deployment tenant
used for End -to -End
testing.

Customer will
complete End -to -End
and document all
known issues in the
Issues Log.

ERPA will configure
final tenant using data
and configuration from
Deployment tenant
that been updated
based on End -to -End
results. ERPA will close
all Customer reported
issues identified as
blockers to going live.
(Exception of any
issues identified to be
considered "bugs" and
logged with Workday
as official cases.
34 ERPA
Customer
ERPA
Approximately when
the project is 50%
complete
Approximately when
the project is 70%
complete
Approximately when
the project is 90%
complete

Page 687 of 1410 ends

° All other Project Milestones will be found in the Project Plan. The project plan will be loaded into Smartsheet.

Any change to dates will be acknowledged via email.
° Workbooks will be managed through SFTP using comments and version history. ° The Customer's Deployment Tenant will be tested and validated based on the data contained in the Workbooks provided.
° Issues — Issues are logged in the Issue Log.

If any Project Milestone date is not achieved by the associated milestone due date, 'All subsequent milestone due dates will be revised to a mutually agreed upon milestone due date to accommodate for the lapse time caused by the past due occurrence and 'The responsible party shall use all commercially reasonable efforts to do all that is required to meet the Critical Project Milestone as soon as possible after the original milestone due date.

If ERPA is the responsible party and the failure causes extra work to be performed by ERPA or any other delays, ERPA shall perform the duties herein at no charge to the Customer. If the Customer is the responsible party and the failure results in extra work to be performed by ERPA, a resulting change order will be submitted to the Customer that reflects the additional cost and effort. 35

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tachment 4: Project roles and Responsibilities

4.01 CUSTOMER ROLES AND RESPONSIBILITIES
Customer's core responsibilities include: a. managing Customer -specific deployment components and resources; b. managing overall migration of Customer from its existing systems to Workday and the Services contemplated in the Services Terms and educating Customer's workforce; c. providing Customer Data, documentation, and information in a timely manner as reasonably requested by ERPA; d. responsible for vendor management and data validation as it relates to integrations; e. managing design, development, and testing of all Custom Customer -developed Integrations; f. analyzing, evaluating, testing, verifying, and making decisions on new processes and systems with respect to Workday.

Responsibilities assigned to project sponsor, engagement manager, and other named positions below may be delegated to other Customer personnel at Customer's discretion.

Customer will assume responsibility for the following roles and responsibilities:

Customer Project
Sponsor
Customer Project
Manager
Customer Functional
Lead
SPONSI
Obtaining appropriate internal funding and approvals
Resolving issues related to Customer's responsibilities and within Customer's control that are impeding the progress of the Services Providing overall direction to the Customer engagement manager Point of contact for overall deployment
Obtain applicable participation of appropriate Customer resources Work closely with ERPA Engagement Manager
Provide business and technical guidance with respect to Customer's applicable business operations
Facilitate Workday tenant review sessions
Participate in project status sessions
Timely resolution of any escalated issues that are Customer's responsibility and within Customer's control
Communication with key stakeholders
Provide/coordinate signoff on all deliverables
Participate in all transition and wrap-up discussions
Jointly develop with ERPA a Workday cutover plan and assist ERPA with managing Workday cutover execution
Close project from Customer's perspective
Point of contact for overall deployment
Communicate functional and business process requirements with respect to Customer's applicable business operations
Validate Customer data
Identify, escalate and seek to resolve project issues that are Customer's responsibility and within Customer's control
Participate in tenant review sessions
Develop test scenarios and test cases for testing
36

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Bell Gardens City CouncilDecember 8, 2025

Bell Gardens City Council
December 8, 2025