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2033 Oak Industrial Dr. NE, Grand Rapids, MI 49505 www.terryberry.com REV: 08-05-26 VR 26/36 Services (each a “Marketplace Provider”). Customer may configure or otherwise restrict which Marketplace Providers are available to its Authorized Users for Redemptions. Marketplace Providers are independent third parties and will not be treated as Terryberry’s subcontractors or agents under the Agreement. Terryberry may change, add, or remove Marketplace Providers available through the Subscription Services at any time in its discretion. If an Authorized User’s proper use of the Subscription Services is adversely affected by a Marketplace Provider, Terryberry will cooperate with Customer and use commercially reasonable efforts to help resolve or mitigate the issue. 2.Payment. 2.1.Fees. Customer shall pay all invoices as set forth in any applicable Order (except for any amount disputed promptly and in writing by Customer in good faith), and payment will be sent to the address or banking institution specified by Terryberry. Without prejudice to Customer’s rights set out elsewhere in the Agreement, all fees are non-refundable and payable in advance. Terryberry may invoice for purchases of SaaS Products upon delivery. Any amounts arising in relation to this Agreement not paid when due will be subject to a late charge of one and one-half percent (1 ½ %) per month on the unpaid balance or the maximum rate allowed by law, whichever is less. 2.2.Payment Terms. Customer shall pay Terryberry in accordance with the payment terms set forth in the applicable Order. If the Order does not set forth payment terms, Customer shall pay Terryberry all undisputed invoices within thirty (30) days of the invoice date. 2.3.On-Site Travel. Terryberry will not travel in connection with the Services except as expressly requested in writing by Customer and set forth in an applicable Order. 2.4.Taxes. The fees and charges covered by this Agreement are exclusive of any Indirect Taxes imposed or levied, currently or in the future based on applicable legislation, on the SaaS Products. Unless otherwise agreed between the Parties, Customer will be liable for compliance with reporting and payment of such Indirect Taxes in its tax jurisdiction. Terryberry shall include the Indirect Taxes on its invoice to Customer and remit such Indirect Taxes collected to the relevant authority if required by applicable law. Terryberry will be responsible for direct taxes imposed on Terryberry’s net income or gross receipts in its tax jurisdiction. Notwithstanding the foregoing, all payments made under this Agreement shall be in cleared funds, without any deduction or set-off, and free and clear of and without deduction from any Indirect Taxes or other withholdings of any nature. 2.5.Deposit Accounts. Customer will pay a refundable deposit (the “Deposit”) in the amount set out in the applicable Order Form. Terryberry may invoice the Deposit together with the initial subscription, implementation, and/or other SaaS fees under the applicable Order Form. Customer will pay the Deposit and all other amounts on that initial invoice in accordance with Section 2.1, and in any event prior to Terryberry’s obligation to provide access to the Platform for production use or to commence the “go-live,” “launch,” or similar production deployment (the “Platform Launch”). Payment of the Deposit (and any invoiced initial SaaS fees) is a condition precedent to Platform Launch, and Terryberry may suspend or delay Platform Launch until payment is received in full. Unless otherwise stated on the Order Form, the Deposit will be held as security for Customer’s payment and performance obligations under this Agreement and may be applied by Terryberry to satisfy any past-due undisputed amounts. Any unapplied portion of the Deposit will be refunded to Customer after the later of (i) expiration or termination of the applicable Order Form and (ii) payment in full of all amounts due under this Agreement. Terryberry may refund the Deposit by crediting Customer’s final invoice or by other commercially reasonable means. 3.Customer Data. 3.1.Content of Customer Data. As between Terryberry and Customer, Customer is solely responsible for: (i) the content, quality and accuracy of Customer Data as made available by Customer and by its Authorized Users; (ii) providing notice to Authorized Users with regards to how Customer Data will be collected and used for the purpose of the services provided via the Subscription Services; (iii) to the extent required by Applicable Law, ensuring Customer has a valid legal basis for processing Customer Data and for sharing Customer Data with Terryberry; and (iv) ensuring that the Customer Data as made available by Customer to Terryberry complies with Applicable Law. 3.2.Security of Customer Data. ATTY/AGR.2026.217/Terryberry (Employee Service Awards) (Page 26 of 36)