Carrot Fertility Inc 1/19/2023 - Laserfiche WebLink

Page 2 of 14 v. 202208 Annual Admin Fee: $2.40 per Eligible Employee per year Annually, invoiced 30 days prior to Subscription Period start date and annually thereafter ACH push/wire by Customer upon receipt of invoice Within 30 days of invoice date Case Rate Fee: $2,200.00 for each Engaged Member per year Each month during the Subscription Period, Carrot will invoice the Case Rate Fees, provided, however, that in no event may any Case Rate Fee be invoiced more than once per Engaged Member per rolling 12-month period. Monthly, for the previous month's Case Rate Fees ACH push/wire by Customer upon receipt of invoice Within 30 days of invoice date Reimbursements N/A for Carrot Core Purchase Order Requirements (if any) [X] Purchase Order is not required Notes This Agreement is signed by duly authorized representatives of the parties and is effective as of the Effective Date. CARROT FERTILITY, INC. Signature: Print Name: Print Title: Date: CUSTOMER Signature: Print Name: Cassie Franklin Print Title: Mayor Date: TERMS AND CONDITIONS 1. DEFINITIONS 1.1. “Carrot Account” means an account created by a Member linked with Customer. 1.2. “Carrot Plan” means the digital guide that Members request, receive and refresh through the Carrot Platform (or alternative delivery mechanism). 1.3. “Carrot Platform” means Carrot’s proprietary online technology platform, through which Carrot provides Member Services to Members. 1.4. “Customer Data” means personally identifiable information Customer provides to Carrot for use in connection with Services, generally: (a) contact information (first name, last name , and work email address); and (b) relevant Employee details (unique Employee identification number, eligibility start date, date of birth, sex, zip code (US members only)). For clarity, Customer Data excludes information collected from or otherwise provided by Members under the Terms of Service and Privacy Policy. 1.5. “Day” or “Days” means the number of calendar days (as applicable). 1.6. “Dependent” means a legal spouse, legal dependent partner, or domestic partner of an Eligible Employee, as determined in Customer’s discretion and in compliance with applicable state and municipal law. 1.7. “Eligible Employee” means a Customer Employee who is eligible to create a Carrot Account. 1.8. “Employee” means an individual that Customer designates as an employee. 1.9. “Engaged Member” means a Member who has received or refreshed a Carrot Plan in the last three months. 1.10. “Member” means an Eligible Employee or Dependent who has created a Carrot Account. 1.11. “Member Services” means, with respect to each country listed in this Order Form, the same services within the applicable product tier (e.g., Carrot Core or Carrot Pro) as Carrot makes generally available to all other Carrot end Cassie Franklin 01/19/2023 APPROVED AS TO FORM OFFICE OF THE CITY ATTORNEY January 18, 2023DocuSign Envelope ID: D630F73D-D64F-4694-A24A-FC8220069016 VP Sales 1/23/2023 Kirsten Ferro