2022-167-E-Solid Waste-Routeware Inc. DBA ReCollect Systems Inc-Recollect Platform

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Customer:Orange County, NC ReC211341755 2.SERVICES 2.1.ReCollect will provide the Services set forth in each Order Form to Customer and its authorized Users during the Term in accordance with the terms and conditions set forth in this Agreement and in accordance with the description of the Services in the applicable Service Schedule. 2.2.ReCollect hereby grants,and Customer hereby accepts,a limited and non-exclusive license to use the ReCollect Platform during the Term upon the terms and conditions specified in this Agreement. 2.3.Customer will reasonably cooperate with and assist ReCollect in order to coordinate the performance of ReCollect's obligations under this Agreement,including by furnishing all Customer Data and Customer Content reasonably requested by ReCollect. 3.APP STORE MANAGEMENT 3.1.If necessary in order to perform the Services,ReCollect and Customer will comply with the terms and conditions of the App Store Addendum (if any) in relation to management of app store accounts as part of the Services. 4.TERM 4.1.This Agreement is effective as of the Effective Date and,unless terminated earlier in accordance with this Agreement, will continue for an initial term expiring on the Termination Date. 4.2.This Agreement shall automatically renew on the Termination Date or the last day of the then-current Renewal Term for additional one (1)year periods (each a "Renewal Term"),unless a party provides written notice of termination to the other party at least 30 days before the Termination Date or the end of the then-current Renewal Term,as applicable (in which case this Agreement will terminate on the Termination Date or at the end of the then-current Renewal Term,as applicable).The "Term"shall mean the initial term beginning on the Effective Date and ending on the Termination Date together with any Renewal Terms. 5.FEES AND PAYMENT TERMS 5.1.Fees.Customer will pay to ReCollect the fees set forth in each Order Form (the "Fees").Payment obligations are non-cancellable and Fees paid are non-refundable except as expressly provided herein.Quantities purchased cannot be decreased during the Term. 5.2.Service Addresses or Population.ReCollect sets its Fees based on the number of Service Addresses of the Customer or the Population of the Customer’s service area as applicable.To the extent that Customer uses the Services for a number of Service Addresses or Population in excess of the number of Service Addresses or Population specified on the Cover Pages (as may be updated by subsequent Order Forms from time to time), ReCollect will be entitled to increase the Fees proportionately upon written notice to the Customer. 5.3.Price Adjustment.Beginning on the first full calendar year commencing after the Effective Date or on the one year anniversary of the Effective Date,Company may,upon thirty (30)calendar days’prior notice to Customer, prospectively increase any Fees, effective on the first day of the subsequent year. 5.4.Payment terms.ReCollect will invoice Customer annually in advance in respect of the Fees due upon signing this Agreement for the first year of the Term.Subsequent invoices will be sent for each subsequent year of the Term. Payment will be due 30 days following receipt of ReCollect's invoice.Customer is responsible for providing ReCollect with complete and accurate billing and contact information and notifying ReCollect of any changes to such information. 5.5.Taxes.The Fees do not include any taxes,levies,duties or similar governmental assessments of any nature, including,for example,value-added,sales,use or withholding taxes,assessable by any jurisdiction whatsoever (collectively,"Taxes").Customer is responsible for paying all Taxes associated with its purchase of Services.If ReCollect has the obligation to pay or collect Taxes for which Customer is responsible under this Section 5.4, ReCollect will invoice Customer for the amount of the Taxes and Customer will pay the amount to ReCollect unless it first provides ReCollect with a valid tax exemption certificate authorized by the appropriate taxing authority. 5.6.Overdue charges.ReCollect has the right to apply an overdue fee of 1.5%per month (equivalent to 19.6%per year) to accounts which undisputed amounts are not paid by the due date. 5.7.Suspension of service.If any undisputed amounts owing by Customer are 60 or more days overdue,ReCollect may,without limiting its other rights and remedies,suspend its provision of ReCollect Services to Customer until such amounts are paid in full. 5.8.Payment Disputes.ReCollect will not exercise its rights under Sections 5.6 and 5.7 if Customer is disputing the applicable charges reasonably and in good faith and is cooperating diligently to resolve the dispute. 5.9.Credit Card payments. There is a 3.0% handling charge for accepting payment by credit card for invoices. RECOLLECT SUBSCRIPTION SERVICE AGREEMENT v 7.2 Page 5 DocuSign Envelope ID: 760DC837-0C4A-440B-B022-A49D26318C57