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DocuSign Envelope ID: 6BBA9CA6-BEBB-4290-82B7-501D979EB000 Ascentis Corporation Master Services Agreement This Master Services Agreement (tile "Agreement") is made on November 22, 2019 (the "Effective Datc, j between Ascentis Corporation, a Delaware corporation with offices at 11995 Sixtgletree Lane, Suite 400, Eden prairie, mN 55344 ("Ascentis") and KJttitals County with offices at 205 W. Stir Avenue, lElleanburg, WA 98926 ("Client") (each a "Party" and collectively the "Parties') on the following terms and conditions: 1. r d critie eri d The initial term (the "Initial Term") of this Agreement will be for a period starting upon the Effective Date of this Master Services Agreement and ending on December 31, 2022. At the end of the Initial Term, and each January 1st thereafter (the "Renewal Date"), this Agreement shall automatically renew for a term of one year (each a "Renewal Term"), unless either of Ascentis or Client has notified the other, in writing, of its intention not to renew, no later than 30 days prior to the then Renewal Date. The initial Term of this Agreement may include one or more annual "Subscription Periods." A Subscription Period is defined as a period of tune during which Ascentis provides any or all of the services listed in Attachment A, and for which an annual fee is charged. The initial Subscription Period begins on January 17 2020 and ends on December 31, 2020. Subsequent Subscription Periods (if any) begin on January 1" and end on )December 31i1 of successive years. 2. Services. 2.1 Ascentis provides Human Capital Management solutions via a Software-as-a-Seryica model along with associated consulting services ((be "Services'). The specific Services to be provided by Ascentis to Client will be identified in written order form(s) (each, an "Order Form") or through a Statement of Work ("SOW") that, upon execution by the Parties, will be incorporated into this Agreement. Additional Order Forms or SOWS may be entered into by the Parties to subscribe to additional or diff'ermt features of the Service. unless designated as replacing a specific Order Form or SOW, subsequent Order Forms or SOWS will be considered in addition to currently effective Order Farms and SOWS. Any conflict between the terms and conditions set forth in this Agreement and any Order Form or SOW shall be resolved in the following order: (i) the Order Form, (ii) this Agreement and (iii) the sow, except this Agreement shall govern all terms relating to intellectual property rights, confidential information, warranty, indemnification and Iimitation of liability. 2.2 A description of the Services provided by Ascentis as well as a Security Overview and Service Level Standards is available at h(tp://w-ww.ascentil.com/services-d.m ii (the "Services Descriptions"). Ascentis may make modifications to the Services or particular components of the Services from time to time, provided that such modifications do not materially degrade any functionality or features of the Services. Ascentis may from time to time engage third parties to perform or to assist in the delivery of the Services. 3. Fees. The fees for the Services as specified in each Order Form or SOW (the "Fees") will be paid by Client to Client's HR/Payroll partner, DataPre Solutions, Inc., with offices at 6336 East Utah Avenue, Spokane Valley, WA 9921.2 ("Partner'). 4. Bidling and Payment. Fees will be invoiced to, and paid by, Partner, pursuant to a separate agreement between Panner and Ascentis. If any payment is not received by the last day of the month in which the original payment was due, Client's access to the Services may be denied until such time as payment is received. Aswntis MSA v.020418 Page 1 of 6