2025-045-E-AMS-MBP Carolina-Commissioning and Post Commissioning for Whitted Human Services

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Page 1 of 6 © MBP 2012. All Rights Reserved. (Revised 03 2022) MBP CAROLINAS, INC. STANDARD CONTRACT TERMS AND CONDITIONS MBP Carolinas, Inc. ("MBP") has been requested to perform certain professional services (the “Services”) for the Client (the “Client”). The Parties agree that these Services shall be performed pursuant to the following terms and conditions (the “Standard Contract Terms and Conditions ”); and that the Client’s acceptance of MBP’s proposal or agreement (the “Agreement”) to which these Standard Contract Terms and Conditions are attached or have been referenced in any MBP proposal or agreement or the Client’s direction for MBP to commence any Services, constitute the Client’s acceptance of these Standard Contract Terms and Conditions. All P arties acknowledge that the Services may have been supplied prior to the effective date of the Agreement and the Parties’ execution thereof; however, the Parties agree that this Agreement applies to the Services provided by MBP, whether provided before, on, or after the effective date of this Agreement or the Parties’ execution thereof. It is understood that MBP’s (or its subconsultant’s) employees shall not be required to work more than 40 hours per week, or work other than normal business hours (i.e. 8am-5pm, Mondays through Fridays), or holidays (which are observed as holidays by the Client) unless the Parties have mutually agreed otherwise in writing. If the Client and Owner are the same entity, these Standard Terms and Conditions shall be considered to apply to the Party with whom MBP is contracting regardless of whether the term “Owner” or “Client” is used herein. 1. INVOICING The Client will pay MBP for Services and expenses in accordance with this Agreement. MBP will submit invoices to the Client for progress payments, not more than once each month. An invoice (including any accrued interest), representing the value of the completed Services and supported by appropriate documentation, is due and payable in full by the Client within seven calendar days of the Client’s receipt of MBP’s invoice. It is understood that the Client’s obligation to pay for Services contracted is not dependent on the Client’s ability to obtain financing, payment from third parties, approval of governmental or regulatory agencies, successful completion of the project, or any other contingencies. The Client agrees that MBP may impose a service charge of 1% per month (12 percent per annum) and suspend or terminate the Services if invoices are not paid as required by this Agreement. The Client shall be liable to MBP for reasonable attorney’s fees and other costs incurred by MBP in collecting past due amounts. The Client agrees to waive any claim against MBP and to indemnify and hold MBP harmless from and against any claims arising from MBP’s suspension or termination of Services due to the Client’s failure to provide timely payment as set forth herein. Any charges disputed by the Client shall be called to MBP’s attention in writing within five calendar days of the Client’s receipt of MBP’s invoice, and MBP and the Client shall work together in good faith to resolve any differences. Any charges not in dispute shall be paid in full within the time required by this Agreement and amounts in dispute shall be resolved separately. 2. STANDARD OF CARE The standard of care applicable to MBP’s performance will be the degree of skill and care originally used by members of MBP’s profession performing the same or similar services under similar circumstances at the same time and in the same locality. No other representation, expressed or implied, and no warranty or guarantee is included or intended in this Agreement, or in any oral or written work product provided by MBP, including but not limited to any report, opinion, or document. 3. CONFIDENTIALITY MBP shall treat information submitted and marked by the Client as confidential and employ practices used for MBP’s protected information, provided that the limitation shall not apply to any information or portion thereof in whatever form, which is: (a) within the public domain at the time of its disclosure; (b) is furnished or obtained from a third party who is under no obligation to keep the information confidential; (c) required to be disclosed by law or on order of a court, administrative agency, or other authority with proper jurisdiction. Docusign Envelope ID: 7CA4BC4F-3EF8-44C1-B1B9-12DF26878683