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DocuSign Envelope ID:A592732E-4AD1-40B9-9039-BAF4018D1DC4 <br /> r• CENTRALSQUARE <br /> SALES ORDER <br /> PURSUANT TO EXISTING AGREEMENT <br /> This Sales Order is intended as a binding Agreement between the City of Everett("Client")and Superion, LLC.a <br /> CentralSquare company ("Superion")and shall be effective as of the date of the last signature herein. <br /> Quote Number:Q-21019 is attached hereto as Exhibit"A". The Quote contains a description of all products and <br /> services sold pursuant to this Sales Order. The Quote is hereby incorporated by reference as a term of this Sales Order. <br /> Payment Terms: <br /> ONE TIME FEES <br /> a. CentralSquare Professional Services Fees are due as follows: Public Administration Technical Services($1440.00) <br /> shall be due as incurred.All other Professional Service Fees shall be Fixed Fees due 50%upon Execution of this <br /> Agreement and 50%upon Go-Live of the new Community Development Solution. <br /> RECURRING FEES <br /> b. The Annual Subscription Fee is due:on the Go-Live of the new Community Development Solution, and annually <br /> thereafter on the anniversary of the Go-Live date.Beginning in Year Two, the Annual Subscription Fees are subject <br /> to an annual increase of 5%per annum. <br /> c. Annual Support&Maintenance Fees are due as follows: <br /> 1. <br /> i. End Billing with Continued Support. Upon commencement of pilling for the Annual Subscription Fees, <br /> Customer acknowledges the termination of the current maintenance billing structure for any legacy <br /> products that will be effectively replaced by modules listed in Exhibit I. CentralSquare shall continue to <br /> provide Customer with Maintenance of these products until the transition to a new environment is <br /> complete. at which time Maintenance will be terminated. <br /> ii. Credit. A credit in the amount of the unused portion of Maintenance paid by Customer,if any,shall be <br /> applied towards Customers first Annual Access Fee.The unused portion of paid Maintenance will consist <br /> of the amount unused as of Execution Date. <br /> Payment due in full 30 days from date of invoice. <br /> Master Agreement. This Sales Order shall be goverened by the terms and conditions of the existing Agreement <br /> between the parties,more specifically described as:Software License and Maintenance Agreement signed and dated on <br /> July 11,2016(the"Master Agreement").NO OTHER TERMS OR CONDITIONS OF THE MASTER AGREEMENT <br /> ARE NEGATED OR CHANGED AS A RESULT OF THIS DOCUMENT. <br /> Purchase Order. Customer may provide CentralSquare with a valid purchase order,upon execution of this Sales Order. <br /> Notwithstanding anything to the contrary herein,purchase orders are to he used solely for Customer's accounting <br /> purposes and any terms and conditions contained therein shall be deemed null and void with respect to the parties' <br /> relationship and this Sales Order.Any such purchase order provided to CentralSquare shall in no way relieve Customer <br />