STANDARD MAINTENANCE POLICY FOR SOFTWARE LICENSES

July 1, 2024

The PowerPlan Standard Maintenance Policy for Software Licenses (“Policy”) has been developed to help you understand how we will work together to meet your business needs and enable you to maximize the benefits of your PowerPlan solutions. In this  Policy, you will find helpful information about the components of your Maintenance Services, target response times, escalations, and more. If you have questions not answered by this Policy, please contact us directly by emailing support@powerplan.com.

PowerPlan’s mission is to provide world-class products and maintenance, resulting in satisfied customers. PowerPlan strives to deliver this by:

• Delivering value

• Responding timely

• Providing quality resolution

• Encouraging feedback

• Continuous improvement

• Commitment to training

Our Product Support and Product Maintenance Teams are customer-oriented professionals who are excited about collaborating with clients to resolve any questions that arise from using our products.

PowerPlan may update this Policy at any time, and the most current version available at https://powerplan.com/legal will govern your Maintenance Services upon your next renewal. PowerPlan will provide a mechanism to obtain notice of updates, and You should check regularly for updates.

Maintenance Services

PowerPlan will provide all Maintenance Services described in this Policy to Client during its Maintenance Term and so long  as Client is current on the payment of Maintenance Fees.

This Policy uses certain defined terms, which are described at the end of this Policy.

A. PowerPlan Maintenance Responsibilities Generally

PowerPlan provides Maintenance for all Software components and APIs. PowerPlan’s primary Maintenance responsibilities are generally set forth below and more particularly described in this Policy:

• Providing guidance and offering tips and techniques for the use of the Software and APIs.

• Troubleshooting issues with the Software or APIs when the Client experiences unexpected results.

• Using commercially reasonable efforts to reproduce Errors and assist in providing Workarounds to help maintain stability until the Error is resolved.

• Providing Patches, Service Packs, and new Versions.

• Using commercially reasonable efforts to provide Modifications to the Software in connection with changes in accounting laws and regulations.

B. PowerPlan’s Maintenance Services Organization

PowerPlan divides its Maintenance Services Organization into two (2) primary groups, Product Support and Product Maintenance.

Product Support Team: PowerPlan’s Product Support Team serves as the Client’s principal point of contact for Maintenance Services and normally creates or assists with the creation of Workarounds.

Product Maintenance Team: PowerPlan’s Product Maintenance Team handles resolving cases that the Support Team cannot resolve. The Product Maintenance Team handles creating Error Corrections and issuing Patches.

C. Software and API Support

PowerPlan manages support for the Software and APIs through the creation and management of cases. A “case” is a single, reproducible issue or request for assistance that is related to the Software or an API.

1. Requesting Support

Clients may request Maintenance Services by using any of the methods listed at https://powerplan.com/support/.

The Client Portal is available 24 x 7 for submitting cases, searching for solutions, monitoring the status of open cases, and reviewing closed cases. Client may also submit cases by email at any time. Telephone support is available during Standard Support Hours.

To resolve the case as quickly as possible, Client should provide the following information with each request:

• Urgency of the request, including any deadlines.

• Client’s contact information, including company name, name of Maintenance Contact, email, and phone number.

• Product or API name and version number.

• Details of the case, including any error messages, error/job/process logs, steps to produce the problem, screenshots, or other output data.

• Client's hardware configuration, operating system, and database version.

• Method of deployment of the application, e.g., Citrix, VM, cloud hosted, etc.

• Description of the problem’s frequency, e.g., intermittent or always, and whether it affects one, some, or all Authorized Users.

• Description of the problem’s impact to the business.

2. Maintenance Contacts

Client shall designate a Maintenance Contact for each applicable major suite of the Software (currently defined as Fixed Assets, Income Tax, Property Tax, Asset Investment Optimization, Capital Planning & Forecasting, Project Portfolio Cost Management, Lease Accounting, Rate Case & ROE Management, and Platform). Client should also name an IT contact who supports the application. A Maintenance Contact may have responsibility for multiple suites of the Software. Client End Users shall report issues to the applicable Maintenance Contact for internal Client tracking and troubleshooting. When Client needs assistance from PowerPlan, the Maintenance Contact is responsible for reporting the issue to the PowerPlan Product Support Team. Additionally, Client should name a Tier 1 Coordinator. Such Tier 1 Coordinator will be responsible for prioritizing requests, coordinating system refreshes, and resolving any conflicting requests from Maintenance Contacts as needed. Maintenance Contacts shall report all suspected Errors and Maintenance Service requests, including requests to escalate issues, to PowerPlan. Maintenance Contacts must receive periodic training (at Client’s expense) as reasonably determined by PowerPlan from time to time. Maintenance Contacts must be knowledgeable of Client’s IT infrastructure, how the Software has been implemented, and how the API is used.

Client shall provide Tier 1 support to Authorized Users. Tier 1 support includes: (i) providing support and assistance regarding the proper use and functionality of the Software and APIs; (ii) troubleshooting Errors through front end/self-help error resolution tactics (user guide, error message information, resolve kickouts, review logs and address issues); and (iii) reviewing historical cases reported and applying previously provided Error Corrections or Workarounds to repeat Errors. Client shall not allow Authorized Users (who are not Maintenance Contacts) to contact PowerPlan for Maintenance Services.

3. Case Management

When a new case is received from Client, it will be automatically routed to the appropriate queue and will be assigned to the next available and appropriate support analyst, who is a member of the Product Support Team. If necessary, the support  analyst will contact the Client for more information or clarification, prior to conducting an in-depth analysis. Support analysts  resolve most cases; however, if the support analyst cannot resolve an issue, then PowerPlan will escalate such issue to an  analyst with more specialized experience and/or expertise. Once the support analyst has resolved a case, the support  analyst will close the case. If the support analyst identifies a reproducible Error, the support analyst will create a defect ticket  for the Product Maintenance Team for further action. The support analyst will share the ticket number with the Client and  close the support case.

Using the results from the support analyst, the Product Maintenance Team will perform further research, programming, and testing to help resolve the Error. The Product Maintenance Team will schedule and address  work on resolving verifiable and reproducible Errors and prioritize the higher severity level Errors. The Product Maintenance Team is also responsible for developing Patches as it deems necessary. Several factors, including viability of the  Workaround and case severity, determine whether PowerPlan will schedule an Error Correction for a future Patch, Service  Pack, or Version, or if PowerPlan will provide a specific Error Correction to Client. 

4. Remote Access

Establishing and maintaining a remote connection allows PowerPlan support analysts remote access to your PowerPlan  system, which facilitates faster case resolution. PowerPlan’s support may connect (i) via GoToAssist or Teams after  requesting permission from your team or (ii) independently following your established VPN protocols, if you have provided  the necessary accounts, access, and additional security measures such as Multi-Factor Authentication. However, PowerPlan reserves the right to decline remote access in the event your protocols require material deviations from  PowerPlan’s established processes and procedures. Support analysts require access to a development environment with read and write privileges that Client maintains with recent backups from the production environment. The machine that  houses this development environment must also have the requisite tools to access the Client's PowerPlan landscape  (database query tools, application bin and source code, and PowerBuilder). To facilitate faster case resolution, PowerPlan recommends (but does not require) that you provide production database read only access to PowerPlan support analysts.

5. Severity Levels and Response Time Targets

PowerPlan will make commercially reasonable efforts to provide an Error Correction or Workaround for all Errors that PowerPlan can verify and reproduce. Without limiting the foregoing, PowerPlan is not responsible to provide Maintenance Services related to failures or other problems caused by (a) the use or operation of the Software or APIs with any other software or in an environment other than as intended, recommended or otherwise authorized by PowerPlan, (b) Client specific modifications to the Software or other functionality or interfaces created by the Client or by PowerPlan as Deliverables via Professional Services, (c) operator error or use of the Software or APIs in a manner inconsistent with the Documentation or the License Agreement, or (d) Client’s hardware, operating system or database.

PowerPlan’s targets for response times are dependent on the impact that a particular case is having on the Client.

The following table defines PowerPlan’s Severity Level classifications and Response Time Targets.

D. Escalation management

PowerPlan Product Support and Product Maintenance teams employ internal escalation procedures to ensure Client is receiving the appropriate response and attention.

If Client believes that it is not receiving the appropriate level of support and would like to escalate a case, Client should send an email to the appropriate email address as listed in the table below. Clients must escalate in the sequence noted below (i.e., Client should first escalate to Level 1 before escalating to Level 2, and first escalate to Level 2 before escalating to Level 3).

E. After Hours Support

Upon Client’s request, PowerPlan may be available to help on urgent issues outside of our Standard Support Hours. Additional fees apply for assistance outside of Standard Support Hours. Client may be eligible for a reduction in after-hours fees if Client makes an advance reservation for after-hours assistance.

For assistance outside of PowerPlan’s Standard Support Hours, Client should call 1-888-725-0158 to be routed to the on call support analyst. PowerPlan will notify Client of the after-hours fees in writing and will request written approval of the associated fees from Client before helping with the issue. For potential after-hours assistance, Client can make a reservation for after-hours assistance in advance by emailing support@powerplan.com. For planned after-hours assistance for activities that fall outside the scope of Standard Support, a reservation is not sufficient to engage PowerPlan resources. Client should coordinate that in advance to ensure that the appropriate PowerPlan resources are available, and any applicable fees are discussed and agreed to in advance, up to and including a statement of work.

Making a reservation in advance allows PowerPlan more time to arrange the appropriate type of resource for Client’s issue and it increases, but does not guarantee, the likelihood that an appropriate subject matter expert will be available.

• Client must make the reservation at least two (2) Business Days in advance.

• A reservation may not be made for more than one (1) day over the weekend or two (2) consecutive business days.

Notwithstanding anything to the contrary, nothing in the foregoing is intended to obligate PowerPlan to provide any Maintenance Services or assistance which fall outside of the scope of this Policy or outside of Standard Support Hours, and any assistance or related Services provided after hours shall be provided at PowerPlan’s sole and exclusive discretion.

F. Patches, Service Packs, and New Versions

Upon request, PowerPlan will make available to Client already existing Releases of the Software and APIs and provide  Client with, or assist Client with the creation of, Workarounds, along with other generally available technical materials and  updated versions of the Documentation. The timing, nature, and content of any Release are within the sole discretion of  PowerPlan. New Versions, Service Packs, and Patches exclude new products and/or new functionality for which PowerPlan generally charges a separate or additional fee. PowerPlan normally only releases Patches to address issues in the most  recent Version or Service Pack, as applicable, of a supported Version of the Software or API. Patches made available since  the last Version or Service Pack, as applicable, will normally be released on a cumulative basis as a part of the next Service  Pack or Version.  

New Versions may include, but are not limited to, the following: (a) Error Corrections to previously identified Errors, (b) new  features, (c) major feature changes and enhancements, and (d) applicable documentation updates. PowerPlan will make  new Versions available at its sole discretion.  

If Client requires onsite or remote assistance in the installation of a Release, PowerPlan may provide those services as  Professional Services, at its current rates on a time and expenses basis, pursuant to a separate statement of work.

G. Supported Products and Versions; Sunsetting Products and Versions

Client may opt to not install a Release at its discretion; however, PowerPlan will provide Maintenance Services only for the  two most recent Versions, but in no event less than 36 months from the initial general availability of the applicable Version.  

PowerPlan’s product lifecycle contemplates Sunsetting products or Versions, and potentially replacing sunset products or  Versions with new products or Versions. As part of the Sunsetting process, PowerPlan may stop developing enhancements and stop including base code in Releases. PowerPlan may, in its sole discretion, offer an option for extended support for products or Versions that have reached their End of Standard Support date. PowerPlan will communicate relevant  information about Sunset Milestones dates to affected Clients. 

For products or Versions that have reached their End of Defect Support date but have not reached their End of Standard  Support date, PowerPlan will continue to answer general questions and will assist with the creation of a Workaround when  possible. When a reasonable Workaround does not exist, the Client will need to upgrade to the latest Version (where  available) to receive the code fix or adopt the replacement product (if applicable). Once an End of Standard Support date is reached, Client must procure an extended support plan, if offered, for continued assistance. PowerPlan may not offer an  extended support plan option for all products or Versions; if not offered, End of Life will coincide with End of Standard  Support. 

Right to desupport: It may become necessary as a part of PowerPlan’s product lifecycle to desupport certain products,  Versions, or feature and functionality sets (including any embedded third-party programs for which support has been retired  by the manufacturer or vendor of such programs for which, in PowerPlan’s good faith determination, it is no longer  practicable for PowerPlan to support) and, therefore, PowerPlan reserves that right. PowerPlan will notify Clients of any  desupport decisions that supersede previously published Sunset Milestones.

Information about historical and announced Sunset Milstones and desupport decisions can be found here: https://communities.powerplan.com/s/article/PowerPlan-End-of-Maintenance-Services.

H. Modifications for Changes in Regulations

PowerPlan will make commercially reasonable efforts to keep the Software up to date with the Federal Energy Regulatory Commission, Generally Accepted Accounting Principles and International Financial Reporting Standards requirements related to asset accounting, as well as Internal Revenue Service regulations related to tax depreciation and deferred tax accounting, as applicable to the Software.

I. Outside of scope:

PowerPlan strives to help support Client with all issues, including spending up to 15 minutes on issues that are outside the scope of Maintenance Services. This applies to the following out-of-scope areas:

Through its Professional Services, PowerPlan can provide Deliverables, including customizations, custom application extension code, custom reports, customer-specific requirements, and customer interfaces. In its discretion, PowerPlan may try to provide suggestions, directions, or workarounds for Deliverables, but PowerPlan will not debug, resolve issues related to, or develop Deliverables as a part of Maintenance Services. Services related to Deliverables are not within the scope of Maintenance Services and will require a separate statement of work to provide such assistance.

System Administration Protocols

Client should have robust internal system administration procedures to ensure smooth system operations and to protect the integrity of the Client's Data. This includes, but is not limited to, the following:

• Proper change control procedures that cover changes to the application, database, and operating environments.

• Compile application code and maintain version control when a local patch or Release is needed to maintain the  PowerPlan application code.^**

• Run database scripts required to apply Releases and/or resolve issues identified jointly by Client and PowerPlan  Product Support Team.^***

• Establishment of a stand-alone test environment where both Maintenance Contacts and support analysts can test  solutions, Patches, and reproduce and troubleshoot any problems.^***

• Procedures for periodic and/or on demand refreshing of the test environment with production data to facilitate  problem investigation and resolution.^***

• Routine system backups of all programs and data.^***

• Without careful monitoring, performance and free disk space can erode over time with any production system.  Therefore, monitoring procedures are important to prevent sudden problems that significantly impact the Client’s  production environment.^***

• System management protocols to help protect information in case of an Error or malfunction to any component of  the production environment, and to expedite recovery in the event of a system failure.^***

A lack of documented procedures that Client routinely executes may have adverse effects on Client’s systems and impede our efforts to respond to cases efficiently.

^** This is not Client’s responsibility for Software deployed via Cloud Services or PowerPlan’s AIO product suite (whether deployed on-premises or via Cloud Services).

^*** This is not Client’s responsibility for Software deployed via Cloud Services.

Definitions

The defined terms below are intended to be the same as those in your License Agreement. If the defined terms below are different than those in your License Agreement, then for the purposes of this Policy, such terms will have the meanings as defined in this Policy. To the extent defined terms are used in this Policy but are not defined, they have the same meaning as in the License Agreement.

“API” means PowerPlan’s application programming interfaces, as well as other PowerPlan code made available through the Software that allow other software products to communicate with or call on the Software or Platform provided under this Agreement. APIs include callable interfaces, tables, files, and database management system entry points such as tables, views, and stored procedures.

“Business Day” means Monday – Friday, excluding PowerPlan U.S. published holidays.

“Business Hours” means 8am – 8pm Eastern Time, Monday – Friday, excluding PowerPlan U.S. published holidays.

“Client” means the entity that enters into a License Agreement with PowerPlan, where the License Agreement provides that Client is to receive a license to Software. Client may also be referred to in this Policy as “you” or “your.”

“Cloud Services” means the services provided by PowerPlan to make the Software available remotely over the Internet  during the Cloud Term.

“Deliverable” means documents and materials delivered or made accessible to Client by PowerPlan in the provision of  Professional Services or any other services provided by PowerPlan. Deliverable does not include Software, APIs,  Integrations, Documentation, or Source Code of the Software. 

“Documentation” means the user guide(s), installation instructions, user instructions, Release notes, manuals, and on-line  help files in the form generally made available by PowerPlan to its customers regarding the use of the applicable Software or API, including the minimum hardware, software, operating system, and other system and configuration requirements for  the proper use of the Software or API, as updated from time to time. 

“End of Defect Support” means that PowerPlan will no longer provide additional Error Corrections, Service Packs, or  Patches for a product or Version. 

“End of Life” means that a product or Version has been fully deprecated and for such product or Version, PowerPlan will no  longer: provide additional Error Corrections, Service Packs, or Patches; answer general questions about; assist in the  creation of Workarounds; or offer extended support options. 

"End of Standard Support” means that for a product or Version, PowerPlan will no longer: provide additional Error  Corrections, Service Packs, or Patches; answer general questions about; or assist in the creation of Workarounds. 

“Error” means a material failure of the Software or API to conform to the functional specifications described in its  Documentation. 

“Error Correction” means any Modification to the Software or API, or a routine intended to correct the practical adverse  effect of an Error or Modification to the Documentation.  

“License Agreement” shall refer to the applicable licensing agreement in effect between PowerPlan and Client, as amended.

“Maintenance Contact” means Client’s personnel more particularly described in Section I.C.2 of this Policy. “Maintenance Services” means the services to be provided by PowerPlan in accordance with this Policy. “Modification” means any enhancement, new Release, Error Correction, derivative work, or other change. 

“Patch” means a new, generally available Release of the Software or API made available between Service Packs as needed  based on PowerPlan’s determination of the severity of a reported Error. Patches are denoted by a change in the number  immediately following the second decimal point.  

“Platform” means the information technology infrastructure, including computers, servers, hardware, databases, database  management systems, networks, communications infrastructure, devices, websites, and third-party software used by  PowerPlan to provide access to the Software pursuant to a subscription for Cloud Services. 

“PowerPlan” means PowerPlan, Inc., or an affiliate of PowerPlan. 

“Product Maintenance Team” means PowerPlan personnel who are responsible for addressing issues that the Product  Support Team is unable to address, including creating Error Corrections. 

“Product Support Team” means PowerPlan personnel who are responsible to respond Client’s initial requests for  Maintenance Services, answer general questions regarding the operation and use of the Software and APIs, and to serve  as the normal liaison with the Client in the provision of Maintenance Services. 

“Professional Services” means the implementation, training, consulting, and other services provided by PowerPlan in  accordance with a statement of work or otherwise billed on a time and materials basis. 

“Release” means a Version, Service Pack, or Patch that is made available to Client as a part of Maintenance Services. 

“Service Pack” is a new, generally available Release to a Version that may contain Patches and Software or API enhancements, including Software enhancements to address certain changes in laws or regulations. Except as noted in the  definition of “Version”, a new Service Pack is denoted by a change in the number immediately following the first decimal  point. 

“Services” is more particularly defined in the License Agreement, which is a broad definition of all services to be provided  by PowerPlan under the License Agreement.  

“Software” means the Object Code version of the software module(s) identified on the Order Form, including all Modifications  thereto. Software does not include any Deliverables. 

“Standard Support Hours” are 8am – 8pm Eastern Time, Monday – Friday, excluding PowerPlan U.S. published holidays. 

“Sunset Milestones” are certain events that occur during the planned deprecation of products or Versions. Examples include initial announcement that PowerPlan is Sunsetting a product or Version, End of Defect Support, and End of Life.  

“Sunsetting” means the planned deprecation of products or Versions according to a timeline where support activities for  such products or Versions are phased out or offered in an alternative manner. 

“Version” means a new, generally available Release of the Software or API that frequently will contain new functionality and  is normally released less frequently than Patches and Service Packs. A Version is denoted by a change in the number  immediately before the first decimal point. For Versions prior to 2015.0, a new Version is denoted by a change in the number  immediately after the first decimal point. For example, 10.3 and 10.4 are considered Versions. 

“Workaround” means a reasonable change in Client’s operating procedures that reasonably minimizes the effects of an  Error on the normal operation of the Software or API.