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Payment Terms - <br />Software Fees are invoiced thirty (30) days after the Contract Start Date (the Effective Service Date). <br />Invoices for Recurring Subscriptions shall be issued annually in advance, with the initial invoice issued on the Effective Service Date <br />and each subsequent invoice due on the corresponding date of each successive anniversary thereafter. The term of the Recurring <br />Subscription(s) shall commence on the Effective Service Date. <br />Terms & Conditions Information - <br />This Order and all products and services herein are subject to and limited to the terms and conditions of the Master Software Services <br />Agreement, dated March 29, 2023, between Orange County and Rubicon Global, LLC, as reassigned to Wastech Corp., a wholly- <br />owned subsidiary of Routeware, Inc. Any purchase orders issued in response to this Order will be deemed acceptance of such terms. <br /> Prices are exclusive of any federal, state, or local taxes. The customer is responsible for all federal, state, and local taxes. <br />This system requires a specific server to operate Routeware software, which may need to be purchased separately. <br />This system requires cellular connectivity for each vehicle which may need to be purchased separately. <br />If route sequencing by Routeware is a requirement, additional professional services fees may apply. <br />On-Board Computer software is sold as a perpetual license, allowing the license to be activated on replacement hardware. <br />Any lapse in support voids perpetual license. <br />Pricing does not include freight cost or travel expenses, which will be invoiced as they are incurred. <br />Subscription Hardware Additional Terms - <br />All Hardware on this Order sold as a subscription is the property of Routeware. Throughout the term of this Order and at no additional <br />cost to the Customer, Routeware will repair or replace defective Subscription Hardware purchased on this Order with a comparable <br />unit, provided that, in Routeware's sole determination, the unit has not been damaged beyond normal wear and tear. Normal wear and <br />tear includes battery/component failure, scratches and superficial damage to the top, bottom, and corners of the unit. That not covered <br />under the replacement program includes, but is not limited to, damage from (a) drops, (b) immersion in water, (c) cracked screens <br />caused by excess pressure or hard devices, or (d) deliberate damage to the unit. Unit replacement costs resulting from damage not <br />covered by the warranty is the responsibility of Customer. Customer shall surrender to Routeware any computers that are replaced <br />under this program. Notwithstanding any other agreements or clauses on this matter in this agreement or others, Routeware reserves <br />the right to increase monthly service if, in Routeware's sole determination, units are routinely abused or mishandled to the point of <br />failure. Refer to Section 7.2 of the Routeware Master Sales and License Agreement for additional warranty details. At the conclusion <br />of the License Period, Customer shall return all Subscription Hardware to Routeware in good condition and working order. In the <br />event the Customer does not return all Subscription Hardware, or the Subscription Hardware is damaged, lost, or stolen while in the <br />Customer’s possession, the Subscription Hardware will be deemed sold to Customer, and Customer agrees to pay the then-current list <br />price (plus any applicable taxes) upon receipt of an invoice. <br />Q-15126 <br />Docusign Envelope ID: FFB4EE6C-3253-40B1-A49E-49F86A9E0D99