4 LEAF, INC. FIRST AMENDMENT (N/A)

LPFD Professional Services Agreement Page 5 Rev. 12/2023 assumption of Consultant’s responsibility or liability by LPFD for any defect or error in the Services. 15. Conflict of Interest. Consultant represents that no LPFD employee or official has a financial interest in Consultant. Consultant shall not offer, encourage, or accept any financial interest in any part of Consultant's business by or from a LPFD employee or official during the term of this Agreement or as a result of being awarded this Agreement. If any of the Services are paid by reimbursement from an agreement between LPFD and a private party, Consultant represents that it has not performed any work for that private party during the 12-month period prior to the execution of this Agreement, and that it shall not negotiate, offer or accept any contract for services from that party during the term of this Agreement. 16. Economic Disclosure. Consultant shall comply with LPFD’s local conflict of interest code and the Political Reform Act and prepare and file an economic disclosure statement if the Services involve making, or participation in making, decisions which may have a material effect on the Consultants’ financial interest. While it is Consultant’s sole responsibility to evaluate its conflicts of interest, the Consultant nevertheless agrees to prepare and file an economic disclosure statement if requested by LPFD. 17. Non-Exclusive Agreement. This is a non-exclusive agreement. LPFD reserves the right to provide, and to retain other consultants to provide, services that are the same or similar to the Services described in this Agreement. 18. No Assignment. Consultant shall not assign or subcontract any of the Services without LPFD’s prior written consent. For the purposes of this section, a change of fifty percent or more in the ownership or control of Consultant constitutes an assignment. 19. Remedies. All remedies permitted or available under this Agreement, or at law or in equity, are cumulative and alternative, and the invocation of a right or remedy will not be construed to waive or elect a remedy with respect to any other available right o r remedy. As a condition precedent to commencing legal action involving a claim or dispute against LPFD arising from this Agreement, the Consultant must present a written claim to LPFD as required by the Government Claims Act. 20. Construction of Language. The terms and conditions in this Agreement have been arrived at through negotiation and each party had a full and fair opportunity to review and revise this Agreement with legal counsel. Any ambiguity in this Agreement will not be resolved against either party as the drafting party. In the event of an inconsistency or conflict between the language in the body of the Agreement and an attachment hereto, the language in the body of the Agreement controls. 21. Entire Agreement; Modification. This Agreement supersedes all other agreements, whether oral or written, between the parties with respect to the Services. Any modification to this Agreement must be in writing and signed by both parties. In the event the original of this Agreement is lost or destroyed, an archival copy maintained by LPFD can be used in place of the original for all purposes with the same effect as if it was the original. Docusign Envelope ID: 687617F9-CC53-4964-A89E-A0D6E1CFE433Docusign Envelope ID: D8AEC206-D40C-4C43-B10F-8EAAF987AB61