320 S Walnut Street Lansing, MI 48933 P.O. Box 30026, Lansing, MI 48909

STATE OF MICHIGAN PROCUREMENT

Department Technology, Management and Budget Central Procurement Services

CONTRACT CHANGE NOTICE

CONTRACT SUMMARY

Wireless Voice, Data & Accessories

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

April 1, 2021 August 11, 2024 5 - 1 Year August 11, 2029

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

n/a

P-Card Direct Voucher (PRC) Other Yes No

12920 SE 38th Street

Bellevue WA 98006

Shannon Hewitt-Tapp

916-568-4495

Shannon.Hewitt-Tapp@t-mobile.com

CV0056281

T-Mobile USA, Inc.

C O

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A C

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517-636-4571

McFaddenR@michigan.gov

Mecca Martin

517-230-5694

DTMB

Robert McFadden DTMB

MartinM42@michigan.gov

C on tr ac t A dm in is tr at or

Pr og ra m

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n/aNet 45

Change Notice Number 5

Contract Number MA210000000680 to

DESCRIPTION OF CHANGE NOTICE

OPTION EXTENSIONLENGTH OF OPTION LENGTH OF EXTENSION REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

0 Years

$2,014,500.00 $0.00 $2,014,500.00

DESCRIPTION

Please note the Program Manager or Contract Administrator may have changed, and are reflected on this Change Notice.

Effective 12/19/2025, the State is required to comply with the Americans with Disabilities Act of 1990 (ADA) and has adopted standards and procedures regarding accessibility requirements for websites, applications, content, and electronic documents. Due to a change in the law, the State is required to comply with specific accessibility standards for websites, applications, content, and documents.

Starting 4/24/2026, throughout the Term, all websites, applications, software, content, and electronic documents, including but not limited to mobile applications, text, images, sounds, videos, controls, animations, links, and documents (including files in the following formats: PDF, word processing, presentation, and spreadsheet), created, provided, or made available by the Contractor under this Contract, must comply with WCAG 2.1 Level AA.

All other terms, conditions, specifications and pricing remain the same. Per contractor and agency agreement, and DTMB Central Procurement Services approval.

Program

M anager

Robert McFadden DTMB C ontract

A dm inistrator

DTMBMecca Martin

STATE CONTACTS

STATE OF MICHIGAN PROCUREMENT

Department Technology, Management and Budget Central Procurement Services 320 S Walnut Street Lansing, MI 48933 P.O. Box 30026, Lansing, MI 48909

CONTRACT CHANGE NOTICE

517-636-4571

McFaddenR@michigan.gov

517-230-5694

MartinM42@michigan.gov

T-Mobile USA, Inc.

12920 SE 38th Street Bellevue WA 98006

Shannon Hewitt-Tapp

916-568-4495

Shannon.Hewitt-Tapp@t-mobile.com

VS0133689

N

EW

C O

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CONTRACT SUMMARY

Wireless Voice, Data & Accessories

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE BEFORE April 1, 2021 August 11, 2024 5 - 1 Year August 11, 2029

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

n/a

P-Card Direct Voucher (PRC) Other NoYes n/aNet 45

Contract Number MA210000000680 to

SPRINT SOLUTIONS, INC.

12920 SE 38th Street Bellevue WA 98006

Shannon Hewitt-Tapp

916-568-4495

Shannon.Hewitt-Tapp@t-mobile.com

CV0056281

C U

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EN

T C

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Change Notice Number 4

DESCRIPTION OF CHANGE NOTICE

OPTION EXTENSIONLENGTH OF OPTION LENGTH OF EXTENSION REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

0 Years

$2,014,500.00 $0.00 $2,014,500.00

DESCRIPTION

Please note the Program Manager or Contract Administrator may have changed, and are reflected on this Change Notice.

Effective 12/2/2025, the following amendment is incorporated into this Contract per Attachment 1 - Michigan Control Center Pricing for Michigan State Police (MSP).

All other terms, conditions, specifications and pricing remain the same. Per contractor and agency agreement, and DTMB Central Procurement Services approval.

STATE OF MICHIGAN

ENTERPRISE PROCUREMENT

Department of Technology, Management, and Budget 320 S. Walnut Street 2nd Floor Lansing, MI 48933

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

CONTRACT SUMMARY

Wireless Voice, Data & Accessories

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

April 1, 2021 August 11, 2024 5 - 12 Months August 11, 2024

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

n/a

P-Card Direct Voucher (PRC) Other Yes No

12920 SE 38th Street

Bellevue WA 98006

Shannon Hewitt-Tapp

916-568-4495

Shannon.Hewitt-Tapp@t-mobile.com

CV0056281

T-Mobile USA, Inc.

C O

N

TR

A C

TO

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(517) 636-4571

McFaddenR@michigan.gov

Lauren Stempek

(517) 243-4008

DTMB

Robert McFadden DTMB stempekl@michigan.gov

C ontract

A dm inistrator Program M anagerSTA

TE

n/aNet 45

Change Notice Number 3

Contract Number MA210000000680 to

DESCRIPTION OF CHANGE NOTICE

OPTION EXTENSIONLENGTH OF OPTION LENGTH OF EXTENSION REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

60 Months August 11, 2029

$1,064,500.00 $950,000.00 $2,014,500.00

DESCRIPTION

Effective 8/7/2024, the State is executing 5, 1-year options and increasing this contract by $950,000.00 to cover these option years. The revised contract date is 8/11/2029.

Please note the Contract Administrator for the State has been changed to Lauren Stempek.

All other terms, conditions, specifications and pricing remain the same. Per contractor and agency agreement, DTMB Central procurement Services approval and State Administrative Board approval on 8/7/2024.

CENTRAL PROCUREMENT SERVICES

Department of Technology, Management, and Budget

320 S. WALNUT ST., LANSING, MICHIGAN 48933

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

Change Notice Number 2 to

Contract Number 210000000680

McFaddenR@michigan.gov

Robert McFadden

Lisa Spitzley shannon.hewitt-tapp@t-mobile.com

Shannon Hewitt-Tapp

Bellevue, WA 98006

T-Mobile USA, Inc.

VS0133689

916-568-4495

12920 SE 38th Street

(517) 249-0440

S T

A T

E

P ro g ra m a n a g e r

C o n tra ct

A d m in istra to r

C O

N T R A C T O

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517-636-4571

DTMB

spitzleyl4@michigan.gov

$225,000.00

April 1, 2021 August 11, 2024

WIRELESS VOICE, DATA & ACCESSORIES

August 11, 2024

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

5 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

☐ P-Card ☒ PRC ☐ Other ☒ Yes ☐ No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION EXTENSION LENGTH OF EXTENSION REVISED EXP. DATE

☐ N/A ☐ N/A N/A

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

N/A

$839,500.00 $1,064,500.00

Effective 9/14/2023 this contract is hereby amended to add Wireless Data services via contractor’s T-Mobile Control Center, including Access Point Name (APN) gateway and Internet of Things (IoT), under Category 3 services and add increase of $839,500.00. See Attachment, IoT SERVICES ADDENDUM and updates to Schedule B, Pricing. Note: This contract is a cooperative agreement via NASPO ValuePoint Master Service Agreement #MA176.

All other terms, conditions, specifications, and pricing remain the same. Per Contractor and Agency agreement, DTMB Procurement approval, and State Administrative Board approval on September 14, 2023.

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

N/A

DESCRIPTION

CONTRACT SUMMARY

DTMB

CN2 210000000680

IoT SERVICES ADDENDUM – SERVICES, PRICING & POLICIES

The following terms apply to Customer’s purchase and use of IoT services (“IoT Services”). References to “Agreement” in this Addendum means: State of Michigan Contract No. 210000000680 (the “Agreement”). Use of the IoT Services is subject to acceptance of this Addendum, the terms set out herein, including the attached and incorporated Attachment 1 to this Addendum – IoT Services Annex.

1. APPROVED SERVICE APPLICATION.

T-Mobile will provide IoT Services to Customer under this Addendum in the form of IoT device-to-application and/or device-to-device connectivity, SIM states and associated account and connectivity management on the T-Mobile IoT Services platform (the “Purpose”).

SIM state and account management is further described in Section 1 of the IoT Addendum Services Annex below. The IoT Services are “Contract Activities” as defined in the Agreement.

Customer is authorized to utilize T-Mobile internet access Services to its End Users, located within the coverage areas of T-Mobile’s Network, solely for the Purpose stated above, in accordance with the terms of this Agreement.

2. ACCOUNT TYPE: Advantage

2.1 Price Plan Changes. If Customer moves a SIM from one price plan (“Existing Price Plan”) to another price plan (“New Price

Plan”) in the middle of a Billing Cycle, the pricing and number of MBs of included IAS usage for the New Price Plan will apply for the entire billing cycle during which the change was made.

3. INTERNET ACCESS SERVICES.

3.1 On and Off Network. T-Mobile will provide Customer with Internet Access Services. “Internet Access Service” (or “IAS”) means a service provided to Customer that permits access to content, information, or services from all or substantially all internet endpoints via transmissions using GPRS, GSM, EDGE, UMTS, HSPA, HSPA+, LTE, LTE+, or other successor technologies on and off the Network. Off Network usage is Roaming and the terms Off Network and Roaming are used herein interchangeably.

3.2 Limitations; Dropped Transmissions. IAS transmissions may be involuntarily interrupted (“dropped”) for a variety of reasons beyond the control of T-Mobile. IAS usage for dropped transmissions will be billed like any other transmission. In addition, T-Mobile may try to resend a dropped transmission, which will result in additional charges for IAS usage.

3.3 IAS Usage. IAS usage charges will apply for IAS transmissions, text messages, downloadables, alerts and any other information or data sent through the Network. Unless stated otherwise, all IAS usage On Network will be calculated and billed in bytes. Any fraction of a megabyte used on a non-T-Mobile network during domestic roaming off the Network will be rounded up at the end of each IAS Session and charged as one (1) kilobyte. “IAS Session” means the duration between the moment in which a Device and the Network create a packet data protocol (“PDP”) context activation state in which the Device is given an IP address, until the time in which the Device and the Network return to a PDP context deactivation state. “IAS Session Volume” means the total number of bytes (rounded up to the nearest KB for off-net usage) that are transferred to and from a Device during an IAS Session during the Billing Month. The total IAS Session Volume for a Billing Month will be expressed in MBs on the invoice.

4. SHORT MESSAGE SERVICE (SMS) and VOICE.

4.1 SHORT MESSAGE SERVICE (SMS). Not enabled.

4.2 VOICE. Not enabled.

5. RATE PLANS FOR IoT SERVICES.

5.1 Charges. Pricing for the Services listed here is based on the Geographic Region where the SIM is deployed (each a “Home

Zone”). Usage outside of a Home Zone on a casual roaming basis may be available and pricing will be identified based on applicable geographic region and as otherwise described below. Both a Home Zone and a region made available for casual roaming may be referred to as a “Zone”. Services are generally not available outside of the countries listed as either a Home Zone or identified as available for casual roaming. The following monthly recurring charges apply to Customer for usage in the identified Home Zone(s):

Home Zone: United States (International Roaming Not Enabled) IoT Services Plan

Zone 1 Included Countries United States

IoT Services Plan

Connectivity Method T-Mobile SIM domiciled in the United States

Plan 1 Plan 2 Plan 3 Plan 4 Plan 5 Plan 6 Plan 7 Plan 8 Plan 9 Plan 10 Plan 11 Plan 12 MRC* $1.00 $1.50 $3.25 $5.25 $8.00 $10.00 $22.50 $43.00 $100.00 $192.50 $273.75 $350.00 IAS Usage Allowance** 1 MB 10 MB 250 MB 500 MB 1 GB 2 GB 5 GB 10 GB 25 GB 50 GB 75 GB 100 GB Overage Rate (per MB) *** $0.10 $0.05 $0.025 $0.015 $0.0125 $0.01

SMS Rate on Net $0.01 MOU Rate on Net

$0.03

Domestic Roaming Rates IAS Usage – Off Net (Per MB)*** $0.10 $0.05 $0.025

SMS Rate $0.01 per SMS MOU Rate $0.03 per MOU

*Usage will be measured at the end of each billing cycle and the MRC (monthly recurring charge, or “MRC”) and any overage will be billed at the applicable rate.

Customer will be billed within the United States in U.S. dollars. Public Static IPv4 included in the MRC.

**The IAS allowance is pooled among all active lines of service on the same price plan. An IAS allowance accrues for a billing cycle only for lines of service that pay an MRC for that billing cycle.

***Data usage will be billed by kilobytes. Every session will be rounded UP to the next kilobyte.

****Other taxes and government mandated fees are addressed and shall be governed by Exhibit 1 Section 6 “Terms of Payment” of the State of Michigan Contract

No. 210000000680.

Plan 13 Monthly Cost

MRC $33.60

IAS Usage Allowance (on net) Unlimited Overage Rate (on net) Not Applicable Domestic Roaming IAS Usage Enabled Plan 13 Specific Terms/Conditions of Use:

- Unless otherwise indicated directly below, all terms and conditions of the Agreement will apply.

-Plan 13 is restricted to qualifying state government, local government and tribal government fire, police, and EMS agencies who verify eligibility (“First Responder Agencies”). Minimum qualification is meeting one of the following NAICS Codes [(i) Police Protection 922120, (ii) Fire Protection 922160, (iii) Ambulance Services 621910). Final eligibility determinations are in T-Mobile’s sole discretion.

- Domestic roaming is enabled.

- This is a single line rate plan and cannot be combined with regular family/pooling plans.

- Customer may only suspend service for up to 90 days each calendar year, per line.

- Any applicable minimum service term associated with an order placement for a Subsidized Device purchase shall apply.

- Plan 13 will be created under an Essential Account Type. Essential Account Type is defined as follows: If Customer moves a SIM from one Rate Plan to a new Rate Plan in the middle of a billing cycle, the new Rate Plan will go into effect on the first day of the next billing cycle.

- Monthly recurring charge is net of all discounts. No other service discounts will apply.

- Plan 13 data limits may apply should the Customer exceed data use beyond the Purpose of Customer’s agreed upon use case applicable to this Addendum as agreed to by Customer and T-Mobile. As such, T- Mobile may implement reasonable network management in which its service may be slowed, suspended, terminated, or restricted for misuse, abnormal use, interference with T-Mobile’s network or ability to provide quality service to other users.

-Customer and its end-users acknowledge and agree that the Service under this Addendum is not intended to support continuous uninterrupted/sustained livestreaming of video at any time. Customer acknowledges and agrees that sustained or uninterrupted use of, and/or simultaneous use by, a number of Devices operating may exceed available network capacity which would impact Service speed and availability. Service shall continue to be governed by and be subject to the terms and conditions of the Master Agreement, including, but not limited to, T-Mobile’s disclaimers on service availability and T-Mobile’s right to secure, protect, improve and/or manage its Network. Further, T-Mobile may at its sole discretion monitor and require Customer to implement mitigation efforts in the event line(s) of Service have data usage exceeding 50GB/month for more than two consecutive billing cycles. Should Customer not implement and enforce mitigation efforts that bring data usage below the 50GB/month limit after two consecutive billing cycles, T-Mobile shall have the right to request further discussion with Customer to address the excessive usage which may include, but shall not be limited to, a rate plan change to accommodate Customer’s usage effectuated only upon a Contract Change Notice between the State and T-Mobile.

SIM States and Change Fees Test Ready The Test Ready state allows a Device to establish a data connection and use other services free of charge. SIMs in this state are not considered billable. By default, the Test Ready state provides each Device with the following services.

• IAS – 10KB

• MOU – 10KB

• SMS – 10KB

As soon as the Device reaches the configured IAS, MOU, SMS the Device will systemically be transitioned to a target state and free IAS, MOU, SMS test traffic will cease. Typically, the target state for SIMs reaching their Test Ready threshold is either Activation Ready or Activated.

Inventory The Inventory state does not allow a Device to establish data connections. Devices in the Inventory state are generally not considered billable. Devices in the Inventory state behave similarly to those in the Deactivated state.

Activation Ready An Activation Ready Device can establish a data connection, but is generally not considered billable. When an Activation Ready Device makes a data connection or sends an SMS, SIM status will automatically be changed to Activated, causing the Device to become billable.

Activated An Activated Device can establish data connections and is considered billable. A SIM in the Activated State is visible and operating on the TMUS Network. TMUS will charge the applicable MRC set out in the Agreement for a SIM while it is in the Activated State.

Activation Fee

$0 An Activated Device can establish data connections and is considered billable. A SIM in the Activated State is visible and operating on the TMUS Network. TMUS will charge the applicable MRC set out in the Agreement for a SIM while it is in the Activated State.

Deactivated or Suspend Mode

At any time, Customer may suspend a line of service. During suspend mode, the SIM will not have connectivity. Should such suspension span only a portion of a bill cycle, Customer will be charged the standard MRC for the suspended line. If a line of service is in a suspend status for an entire bill cycle, Customer will not be charged the MRC for that line. For plans with included IAS allowance, the IAS is added to the pool in any billing cycle when MRC is billed, but not in billing cycles when MRC is not billed.

Re-Activation Fee No Charge.

5.2 Roaming usage may not exceed more than 5% of all usage (both T-Mobile Network Usage and Roaming Usage). If roaming is above the stated percentage for three consecutive months, Customer and T-Mobile agree to migrate enough high roaming usage devices off of the T-Mobile network to drop below the 5% threshold or to reopen pricing negotiations. Additionally, T-Mobile may require that lines of service that permanently roam for more than 30 days may be removed from the network even if the aggregate roaming on the account is below the five percent of total usage.

5.3 Permanent Roaming and Local Profile. Customer may have devices Permanently Roaming or using a Local Profile in a country listed as a Home Zone or part of a Home Zone above only with the prior written consent of T-Mobile. As of the Effective Date of the Agreement, no Permanent Roaming is authorized.

5.4 IoT Devices. The cost of IoT devices are not included in the MRC.

5.4.1 IoT SIMs. For all IoT Services, Customer must acquire IoT SIMs from either (i) a T-Mobile-authorized third party or

(ii) directly from T-Mobile. SIMs provided by T-Mobile are at no cost.

6. THE SERVICES PLATFORM.

6.1 Functionality. Provides a self-service, web-based SIM management platform for Customer to manage and obtain reporting for SIMs and IoT Services on the T-Mobile Network, and certain International IoT Networks (when enabled).

6.2 IoT Onboarding. T-Mobile or T-Mobile’s authorized provider will provide the services set forth below to enable IoT Services for Customer. Standard Onboarding is available without an additional fee. Standard onboarding may include the following services as applicable:

1 Enterprise production account 1 Standard shared APN 1 Standard private APN 1 T-Mobile SIM profile (T-Mobile default, non-custom) 1 Standard Roaming Profile (T-Mobile default, non-custom)

6.3 Advanced Onboarding and supplemental services may be available to Customer for an additional non-recurring fee.

6.4 IoT SIM State Management. SIMs added to Customer’s account will be placed in the state chosen at the time the SIM order is placed. All available states are described in the “SIM States and Change Fees” table above, and Customer has the option to select another available state for each SIM on the account.

7. Term and Termination. The term of this IoT Addendum will commence on the Contract Change Notice Effective Date and will run coterminous with the Agreement. All termination rights of a Party under this IoT Addendum shall be pursuant to the terms and conditions (including notice requirements) of the Agreement.

8. Intentionally Left Blank.

9. ADDITIONAL TERMS

9.1 Services Annexes. Customer must comply with the IoT Services Annex attached to this IoT Addendum. Capitalized terms not otherwise defined in this Attachment will have the meaning assigned to such terms as set forth in the Agreement.

9.2 Permanent Roaming. Fixed or permanent roaming and SIM local profile – whether Domestic or International – is prohibited under this Agreement unless explicitly stated otherwise.

9.3 No Discounts. The Customer plan is not eligible for any discounts.

ATTACHMENT 1 to the IoT ADDENDUM IoT SERVICES ANNEX

The following terms and conditions, together with the Agreement and exhibits thereto (collectively, the “Agreement”), govern T- Mobile’s provision and Customer’s use of the IoT Services. Capitalized terms are defined in the Definitions section at the end of this IoT Services Annex if not otherwise defined elsewhere in the Agreement.

1. IoT Services Description. IoT Services are provided to SIMs on T-Mobile’s Network and managed through T-Mobile’s IoT self-service platform. IoT Services allow Customer to self-manage SIM states, including activation (either manually or automatically);

deactivation (temporary suspend) mode; re-activation (restore from temporary suspend); retire (terminate service). IoT Services includes self-service capability to place SIM orders. IoT Services also allow Customer to self-manage and control SIM usage with the use of automation tools such as alerts, triggers, and to download various reports, including reports containing detailed billing and usage (IAS, SMS and MOU) records at individual SIM and group levels (excluding taxes, surcharges and applicable credits).

2. SALE of IoT Services. T-Mobile will provide and sell IoT Services to Customer, and Customer will purchase IoT Services from T- Mobile under the terms and conditions set forth in the Agreement and this Attachment. No provision of the Agreement will be construed as vesting in Customer any control whatsoever in any facilities or operations of T-Mobile, including the Facilities, or the operations of any T-MOBILE Affiliate or contractual third party of T-Mobile. Customer will not represent itself as an FCC, federal, state, or other governmental or regulatory agency certified licensee for T-Mobile by reason of the Agreement. Customer will not enter, directly or indirectly, into any agreement or other arrangement with a third party that gives the third party any rights to purchase IoT Service for resale to other parties, unless otherwise explicitly stated in this Agreement. The provisions of this Section and the applicable pricing attachment(s) to the Agreement are not severable.

3. Scope of Services.

3.1 Limitation on Scope of Service.

3.1.1 General. Customer agrees that (i) Services are available to SIMs only within the operating range of the T-Mobile Network and (ii) Services may be temporarily refused, interrupted, curtailed, or otherwise limited because of transmission limitations caused by any factor, including atmospheric, environmental, or topographical conditions; concentrated usage or capacity constraints;

Facilities limitations or constraints; Facilities changes, modifications, updates, relocations, repairs, maintenance, or other similar activities necessary for the proper or improved operation of the Facilities; a failure by third-party suppliers or service provider; the failure of an IoT device; or a public safety emergency. T-MOBILE is not liable for any claims or damages related to or arising out of or in connection with (i) any coverage gap, or (ii) any Service refusal, interruption, curtailment, or other limitation provided above.

3.1.2 Disclaimer. T-Mobile is not a publisher of third party content that can be accessed through IoT Services. T-Mobile is not responsible for any content, including information, opinions, advice, statements, or services that are provided by third parties and accessible through IoT Services or any damages resulting therefrom. T-Mobile does not guarantee the accuracy, completeness, or usefulness of information that is obtained through the IoT Services. T-Mobile makes no representations or warranties regarding the provider, scope or nature of the content, or services that will be available through IoT Services.

3.2 Use of Services. For devices that allow multiple users to share one connection and subscription, the wireless performance may degrade as more users are added to the single device. Use of Services is subject to any storage, memory or other Device limitation. If Customer accesses, uses, or authorizes third party Applications through Services, Customer authorizes T-Mobile to provide to the third party information related to Customer’s use of the Services or the Application(s). Customer acknowledges that use of third party Applications is subject to the third party’s terms, conditions and policies, including its privacy policy.

3.3 Domicile. Unless otherwise stated, SIMs must be domiciled in the United States. Regardless of the location of any IoT SIM, Customer is responsible for complying with the laws and regulations of each country where the IoT SIMs are used and any applicable rules of the third party carrier. T-Mobile is not responsible for any SIMs that become inoperable due to Customer’s noncompliance with applicable laws, regulations, or rules.

3.4 IoT SIM Activation. Only IoT SIMs can be deployed on the T-Mobile Network. IoT SIMs will be loaded to Customer’s account upon fulfillment of Customer’s order placed through the IoT platform or an authorized third party SIM provider.

3.5 Compatibility of Wireless Devices and Services. Devices may not be compatible with services provided by other wireless carriers, except in connection with Roaming agreements. T-Mobile does not guarantee current or future compatibility of Devices or Services with third party products, features or Applications. Apparent compatibility or notice from T-Mobile of compatibility is not a T-Mobile endorsement of a third party product, feature or Application.

3.6 Data Encryption. Customer acknowledges and agrees that (i) the IoT Services to be provided by T-Mobile is limited to transporting information and data on behalf of Customer utilizing T-Mobile’s network, and (ii) T-Mobile will not access, view, process, store, or otherwise use any information or data transported by T-Mobile on Customer’s behalf through the IoT Service. Customer will ensure that (A) all information and data to be transported by T-Mobile pursuant to the IoT Service is encrypted in accordance with industry-best practices, before any such information or data is delivered or made available to T-Mobile, and (B) Customer does not make available to T-Mobile any key, code, or related information that would enable T-Mobile to decrypt the encrypted information or data, or to otherwise be able to view or discover the original content of the encrypted information or data. If T-Mobile discovers that any information or data transported through the IoT Service is not encrypted, or that T-Mobile is otherwise able to view or discover the original content of the information or data (an “Encryption Failure”), T-Mobile will promptly notify the Customer so that it can remedy any such Encryption Failure. If Customer is unable to remedy the Encryption Failure within two (2) Business Days, then T-Mobile may suspend the IoT Service without further notice to Customer TO THE EXTENT PERMITTED BY LAW, CUSTOMER WAIVES ANY AND ALL CLAIMS AGAINST T-MOBILE FOR ANY AND ALL DAMAGES, LOSSES, EXPENSES, DEMANDS, ACTIONS OR CAUSES OF ACTION ARISING OUT OF CUSTOMER’S FAILURE TO ENCRYPT DATA PROVIDED TO T-MOBILE AS DETAILED ON THIS SECTION.

4. POLICIES.

4.1 Location Based Services. To the extent an IoT SIM involves a Location Based Service, Customer must ensure that each End User using such device is properly notified in accordance with the CTIA Best Practices and Guidelines for Location-Based Services, which can be found at https://www.ctia.org/the-wireless-industry/industry-commitments/best-practices-and-guidelines-for-location-based-services. In addition, for International IoT Services, Customer must provide any applicable notification and comply with all regulatory rules or requirements, statutes or obligations applicable to Location Based Services in the jurisdiction where the International IoT Services are provided. TO THE EXTENT PERMITED BY LAW CUSTOMER WAIVES ANY AND ALL CLAIMS, LOSSES, EXPENSES, DEMANDS, ACTIONS OR CAUSES OF ACTION AGAINST T-MOBILE ARISING OUT OF CUSTOMER’S USE OF LOCATION BASED SERVICES AND CUSTOMER’S FAILURE TO NOTIFY END USERS OF CUSTOMER’S ELECTION TO USE ANY LOCATION BASED SERVICE OR LOCATION INFORMATION ON IoT SIMs.

4.2 Device Content. Customer’s Devices may contain sensitive or personal information. T-Mobile is not responsible for any information on Customer’s Devices, including sensitive or personal information. Customer should remove or otherwise safeguard any sensitive or personal information when Customer relinquishes, exchanges, returns, or recycles a Device. If Customer exchanges, returns, or recycles Devices through T-Mobile, Customer must remove all data from Devices before providing them to T-Mobile.

4.3 Modifications. T-Mobile may, in its reasonable discretion, change or update the Facilities or T-Mobile’s operations, equipment, software, procedures, or services. T-Mobile will not be liable if those modifications, changes, or updates require changes to, updates of, or modifications of IoT SIMs, IoT devices, other devices, or other products, accessories, systems, or procedures. T-Mobile and Customer will work together in good faith to mitigate adverse impacts to Customer as a result of the modifications described in this Section. After the parties work in good faith and the modifications instituted by T-Mobile continue to have material adverse impact on Customer, Customer may terminate impacted IoT SIMs, as applicable, or this Attachment without liability by giving T-Mobile at least thirty (30) days prior written notice.

4.4 International Roaming. If the terms and conditions under which T-Mobile provides access to an International Roaming network materially change, T-Mobile reserves the right, upon notice, to change Customer’s terms, conditions, and pricing to align with the changes to T-Mobile’s agreements. T-Mobile does not independently provide IoT Services outside of the United States and as such, IoT connectivity provided outside of the United States is provided under a contractual agreement between T-Mobile and an international wireless carrier that permits International Roaming. In countries where regulatory authority is required and T-Mobile does not hold such regulatory authority to provide the IoT Services, Customer appoints T-Mobile as its agent to obtain, on Customer's behalf, from authorized providers, the required services and any associated equipment. IoT Service performance while Roaming, including available service features, may be different than the IoT Service on the T-Mobile Network.

4.5 Device Certification. Customer will ensure that all Devices and Modules, in connection with the Service have gained PCS Type Certification Review Board (PTCRB) certification, FCC certification, and have been approved by T-Mobile in writing for use on the T- Mobile Network, in each case as directed by T-Mobile (“Approved Devices”). T-Mobile has sole discretion over authorizing the certification of a Device and software as well as subsequent operation of the Device on the T-Mobile Network. Customer may not distribute, sell or activate any Device that is not an Approved Device. Customer will pay all costs associated with obtaining approval for Approved Devices. In the event that any Approved Devices do not meet these standards, Customer must use its best efforts to ensure that such Approved Devices are no longer using the Service and shall terminate such Service. Further, in the event that T- Mobile determines that Equipment intended for use or being used by Customer, has a significant impact on the Network (hereafter “Equipment Issue”) with regard to emergencies or similar events, as to which T-Mobile has no obligation to provide notice, T-Mobile will provide Customer with evidence of such Equipment Issue and Customer and T-Mobile shall diligently work together to resolve the Equipment Issue for a period not to exceed ten (10) days from the date such evidence is provided to Customer. If Customer and T- Mobile are unable to resolve the Equipment Issue at the end of such ten (10) day period, T-Mobile may notify Customer that such Equipment is not authorized for use on the Network, and Customer must ensure that all Equipment at issue is removed from use on the Network no later than five (5) days after receiving such notice.

https://checkpoint.url-protection.com/v1/url?o=https%3A//www.ctia.org/the-wireless-industry/industry-commitments/best-practices-and-guidelines-for-location-based-services&g=ODQ0ZjliZWM0NGMwZTYwYw==&h=OGM5YzVhODc0YWZiZThkZmFkMTdmNGZhNTNiMDNiYTM0YTUxZTQxNGE5MGY0Mjg4MmYxMjdlMmE4NWI0YzIyMA==&p=YzJ1OnRtb2JpbGV1c2E6YzpvOmQzZjI3MGFhN2ZmZmVlOWQxNzIxZTE5ZGZkNmM0YjkyOnYxOnA6Rg== https://checkpoint.url-protection.com/v1/url?o=https%3A//www.ctia.org/the-wireless-industry/industry-commitments/best-practices-and-guidelines-for-location-based-services&g=ODQ0ZjliZWM0NGMwZTYwYw==&h=OGM5YzVhODc0YWZiZThkZmFkMTdmNGZhNTNiMDNiYTM0YTUxZTQxNGE5MGY0Mjg4MmYxMjdlMmE4NWI0YzIyMA==&p=YzJ1OnRtb2JpbGV1c2E6YzpvOmQzZjI3MGFhN2ZmZmVlOWQxNzIxZTE5ZGZkNmM0YjkyOnYxOnA6Rg==

CENTRAL PROCUREMENT SERVICES

Department of Technology, Management, and Budget

525 W. ALLEGAN ST., LANSING, MICHIGAN 48913

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

Change Notice Number 1 to

210000000680Contract Number

McFaddenR@michigan.gov

Robert McFadden

Lisa Spitzley shannon.hewitt-tapp@t-mobile.com

Shannon Hewitt-Tapp

Bellevue, WA 98006

T-Mobile USA, Inc.

VS0133689

916-568-4495

12920 SE 38th Street

(517) 249-0440 S

T A

T E

P ro g ra m a n a g e r

C o n tra ct

A d m in istra to r

C O

N T R A C T O

R

517-636.4571

DTMB

spitzleyL4@michigan.gov

$225,000.00

April 1, 2021 August 11, 2024

WIRELESS VOICE, DATA & ACCESSORIES

August 11, 2024

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

5 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

☐ P-Card ☐ PRC ☐ Other ☒ Yes ☐ No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION EXTENSION LENGTH OF EXTENSION REVISED EXP. DATE

☐ ☐ N/A

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

N/A

$0.00 $225,000.00

Effective 6/23/2021, this contract is amended to include the attached Apple Business Manager disclosure and authorization.

All other terms, specifications and pricing remain unchanged.

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

N/A

DESCRIPTION

CONTRACT SUMMARY

DTMB

N/A

DISCLOSURE INFORMING COMPANY ABOUT APPLE BUSINESS

MANAGER AND C O M P A N Y AUTHORIZATION

T-Mobile USA, Inc. (“T-Mobile”) has previously entered into an agreement with the State of Michigan (“State” or “Agency”) under T-Mobile Participating Addendum Master Agreement # MA176 / State of Michigan Contract No.

210000000680 that enables Agency’s employees, agents, or contractors to use Apple mobile devices (“Device” or “Devices”) that Agency manages on their behalf. Apple Business Manager (“ABM”) is an optional service provided through Apple and Agency may choose to participate or not in its sole discretion.

Agency’s participation in ABM allows T-Mobile to provide Apple or its affiliates any Device Information that Apple requests or requires in relation to the Devices that Agency manages. Device Information (“Device Information”) may include information such as Serial Number of the Device, International Mobile Equipment Identity (IMEI) Number, Subscriber Identity Module (SIM) Number, Telephone Number, or other related information necessary for enrollment and management of Apple mobile devices.

By agreeing to participate in ABM, Agency acknowledges and agrees, on behalf of itself and each of its employees, agents, or contractors, that neither T-Mobile nor any of its affiliates has any responsibility or liability whatsoever for Apple’s use, storage, transmission, processing, disclosure, or disposal of any Device Information. Agency further acknowledges that any such use, storage, transmission, processing, disclosure, or disposal b y A p p l e will be governed by any terms that may be in effect between Apple and Agency, including any terms relating to ABM, terms and conditions of Apple products and services, or any other agreement between Apple and Agency concerning the collection of Device Information by Apple.

Agency represents and warrants to the best of its knowledge to T-Mobile on a continuing basis that it has obtained and will maintain any and all consents, approvals and authorizations from its employees, agents, or contractors that may be necessary for T-Mobile to provide the Device Information to Apple as contemplated by this disclosure.

If Agency wishes to return a Device enrolled in ABM to T-Mobile, Agency must reset any Apple device to factory settings and remove any passwords or locking features before sending it to T-Mobile, as failure to do so correctly will result in disqualifying the Device and will result in a $0.00 credit for the Device.

NOTICE OF CONTRACT

NOTICE OF CONTRACT NO. 210000000680 .

between

THE STATE OF MICHIGAN

and

CO

NT

RA

CT

O R

T-Mobile USA, Inc.

ST

A

TE

P ro gr am an ag er Martin Burnett DTMB

12920 SE 38th Street 517-898-0806

Bellevue, WA 98006 BurnettM@Michigan.gov

Shannon Hewitt-Tapp

C on tra ct

A dm in is tra to r Steven Motz DTMB

(916) 568-4495 517-331-6086

Shannon.Hewitt-Tapp@t-mobile.com Motzs1@michigan.gov

CV0059104

CONTRACT SUMMARY

DESCRIPTION: Wireless Voice, Data & Accessories

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE

INITIAL AVAILABLE

OPTIONS

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

4/1/2021 8/11/2024 5 - 1 Year N/A

PAYMENT TERMS DELIVERY TIMEFRAME

N/A N/A

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

☒ P-card ☒ Payment Request (PRC) ☐ Other ☒ Yes ☐ No

MINIMUM DELIVERY REQUIREMENTS

N/A

MISCELLANEOUS INFORMATION

This contract is a result of a Participating Addendum executed under the NASPO ValuePoint Wireless Communication Services and Equipment Master Agreement Number #MA176.

ESTIMATED CONTRACT VALUE AT TIME OF EXECUTION $225,000.00

STATE OF MICHIGAN PROCUREMENT

Department of Technology Management and Budget 525 W. Allegan 1st Floor, Lansing, MI 48913 P.O. BOX 30026 Lansing, MI 48909

CONTRACT NO. 210000000680

FOR THE CONTRACTOR:

T-MOBILE USA, Inc.

Company Name

Authorized Agent Signature

David Bezzant, Vice President, T-Mobile For Government

Authorized Agent (Print or Type)

Date

Legal Approved by:

T-Mobile USA, Inc. Legal Department

FOR THE STATE:

Signature

Name & Title

Agency

Date

FINAL VERSION (4/2020)

Master Agreement #: MA176

Contractor: T-MOBILE USA, INC.

Participating Entity: STATE OF MICHIGAN

1. Scope: This Participating Addendum ("PA") covers the NASPO ValuePoint Wireless, Data, Voice and

Accessories Master Agreement led by the State of Utah (Master Agreement No: MA176) for use by state agencies and other entities, as provided in the Master Agreement, and as more specifically detailed in Paragraph 2, “Participation,” below. There were four categories included in the solicitation:

Category 1: Cellular Wireless Services Category 2: Equipment and Accessories Category 3: Turnkey Wireless and IoT Solutions offered as a Product Category 4: Alternative Wireless Transport Options

Contractor was awarded Categories 1, 2, 3A, and 3C.

Participating Entity has elected to participate in Categories 1 and 2.

2. Participation: This PA may be used by all state agencies, Michigan MiDEAL members, and other entities who are authorized by the State Chief Procurement Official or otherwise eligible to place orders against this PA (collectively “Purchasing Entities”, each a “Purchasing Entity”). MiDEAL members include local units of government, school districts, universities, community colleges, and nonprofit hospitals. A current list of MiDEAL members is available at www.michigan.gov/mideal. It will be the responsibility of the Purchasing Entity to comply with any legal or regulatory provisions applicable to the Purchasing Entity. A Purchasing Entity may issue individual releases (Purchase Orders) against this PA on an as-needed basis; provided however, the terms and conditions of this PA or the Master Agreement No: MA176 will not be modified or superseded by any terms and conditions in a Purchasing Entity generated Purchase Order. Purchase Orders will have no force or effect other than to denote quantity, the products or services purchased, delivery destinations, requested delivery dates and any other information required by this PA.

3. Participating Entity Modifications or Additions are attached and incorporated as Exhibit # 1 and Exhibit # 2 to Participating Addendum for Michigan Additional Terms.

4. Order of Precedence: Except as specifically provided otherwise herein, this PA consists of and precedence is established by the order of the following documents:

This PA, including the Exhibit #1 to Participating Addendum for Michigan Additional Terms incorporated below; and

The Master Agreement (including the Master Agreement Order of Precedence established in the NASPO ValuePoint Master Terms and Conditions).

5. Administrative Fee and Reporting: Pursuant to Section 3 of the Attached Exhibit 1 (additional terms), the administrative fee owed to the State of Michigan is 1% of total sales made under this Participating Addendum.

6. Purchase Order Instructions: The Master Agreement number and the Participating Addendum Number must appear on every Delivery Order or other SIGMA ordering document placed under this Participating Addendum.

http://www.michigan.gov/mideal

Any agreement, including any Statement of Work under Category 3, between Contractor and MiDEAL members will be independently negotiated by the Contractor and MiDEAL member. Contractor must submit invoices to, and receive payment from, extended purchasing program members on a direct and individual basis.

7. Individual Customer: Each Purchasing Entity placing an order under this Participating Addendum will be treated as if it was an individual customer. Except to the extent modified in this Participating Addendum, each Purchasing Entity will be responsible for compliance with the terms and conditions of the Master Agreement; and they will have the same rights and responsibilities for their purchases as the Lead State has in the Master Agreement. Each Purchasing Entity will be responsible for its own charges, fees and liabilities. Each Purchasing Entity will have the same rights to any indemnity or to recover any costs allowed in the contract for its purchases; and Contractor will apply the charges to each Participating Entity individually. The Individual Customer agrees to the terms of the Participating Addendum, including the disclosure of limited account information as part of the contractual reporting requirements to NASPO ValuePoint and/or the Participating Entity for purposes of monitoring the contract and calculating the administrative fee.

8. Primary Contacts: The primary contact individuals for this Participating Addendum are as follows (or their named successors):

Contractor

Name: David Bezzant

Address: c/o T-Mobile USA, Inc., 12920 SE 38th Street, Bellevue, WA 98006

Telephone: (480) 638-2608

Fax:

Email: David.Bezzant@T-Mobile.com

Participating Entity

Name: Steven Motz

Address:

State of Michigan, Department of Technology, Management & Budget 525 West Allegan Street (1st Floor) Lansing, MI 48909

Telephone: (517) 331-6086

Fax: (517) 335-0046

Email: Motzs1@michigan.gov

9. Software Terms and Conditions: Purchasing Entities that acquire software shall be subject to the license agreements distributed with such software; however, in the event of a conflict in language between an end user license agreement (EULA) and the Contract (as defined below), the language in this Contract will supersede and control. In addition, any language in a EULA which violates a Purchasing Entity’s constitution, statute or other applicable law will be deemed void, and of no force or effect, as applied to the Purchasing Entity. Further, Contractor agrees that the State will not be bound by any terms in any EULA requiring indemnification by the State to third parties; consent to arbitration;

provisions regarding audits; provisions regarding remote access to the State’s systems; or agreeing to be bound by the laws of another jurisdiction contained in any other agreements or documents incorporated therein.

10. Term: The Term of this Participating Addendum shall begin on April 1, 2021 (“Effective Date”), and unless earlier terminated, is coterminous with the Master Agreement #MA176 (the “Term”). If, pursuant to the terms of Master Agreement # MA176 the term of the Master Agreement is extended, this Participating Addendum may be renewed by the State for any applicable number of additional one (1) year periods or other length of time that coincides with any such extension of the term of the Master Agreement. Any renewal by the State, including the length of such renewal, is at the sole discretion of the State and will automatically extend the Term of this Participating Addendum. The State will document the exercise of its renewal option(s) via Contract change notice.

11. Entire Agreement: This Participating Addendum, including the Exhibit #1 to Participating Addendum for Michigan Additional Terms incorporated below; and the Master Agreement, including all amendments and attachments thereto, (collectively, the “Contract”), set forth the entire agreement between the Parties with respect to its subject matter, and it supersedes all previous communications, representations or agreements, whether oral or written, with respect thereto. UNLESS OTHERWISE SPECIFIED IN THIS

PARTICIPATING ADDENDUM, NO TERMS ON CONTRACTOR’S INVOICES, ORDERING

DOCUMENTS, WEBSITE, BROWSE-WRAP, SHRINK-WRAP, CLICK-WRAP, CLICK-THROUGH OR

OTHER NON-NEGOTIATED TERMS AND CONDITIONS PROVIDED WITH ANY OF THE CONTRACT

SERVICES OR DELIVERABLES WILL CONSTITUTE A PART OR AMENDMENT OF THIS CONTRACT

OR IS BINDING ON THE STATE FOR ANY PURPOSE. ALL SUCH OTHER TERMS AND CONDITIONS

HAVE NO FORCE AND EFFECT AND ARE DEEMED REJECTED BY THE STATE, EVEN IF ACCESS

TO OR USE OF THE CONTRACT SERVICES OR DELIVERABLES REQUIRES AFFIRMATIVE

ACCEPTANCE OF SUCH TERMS AND CONDITIONS.

12. Pursuant to Amendment No. 2 of Master Agreement No. MA176, upon execution of this Contract, the parties agree that this Contract will supersede and replace any existing Participating Addendum(s) executed by the Participating Entity under either: 1) the NASPO ValuePoint Master Agreement #1907 between the State of Nevada and Contractor; or 2) the NASPO ValuePoint Master Agreement #1907 between the State of Nevada and Sprint Solutions, Inc., (“Existing 1907 Participating Addendums”) as of this Contract Effective Date, subject to the terms herein. The Existing 1907 Participating Addendums will be terminated in their entirety as of this Contract Effective Date.

13. Technology Evolution:

13.1 In the normal course of technology evolution and enhancement, T-Mobile continually updates and upgrades its Services, Products and networks. In some instances, these efforts will result in the need to ultimately replace or discontinue certain offerings or technologies. In such event, T-Mobile will undertake such efforts in a customer-focused and commercially reasonable manner. Accordingly and notwithstanding anything in the PA to the contrary, T-Mobile reserves the right, in its sole discretion, after providing the notice set forth in subsection 13.2 below, to

(a) migrate Purchasing Entity to a mutually agreed upon replacement technology unless, within the notice period described in subsection 13.2 below, the Purchasing Entity opts to discontinue its Service, Product, network standard, or technology; or (b) discontinue any Service, Product, network standard, or technology without replacement without either party being in breach of the PA or incurring early termination liability relating to the discontinuance of the affected Service, Product, network standard, or technology.

13.2 If T-Mobile takes any action set forth in subsection 13.1 above, T-Mobile will provide no less than 60 days’ advance notice reasonably designed to inform Purchasing Entity (if affected) of such pending action. The form of T-Mobile’s notice may include providing written notice to any address (a) T-Mobile uses for billing the Purchasing Entity, (b) set forth in Purchasing Entity’s Order, or, if (a) or (b) are unavailable, (c) listed in the PA for Participating Entity. Participating Entity agrees that such notice is reasonable and sufficient notice of T-Mobile’s pending action.

The parties have executed this Participating Addendum as of the date of final execution below.

Participating Entity:

Contractor: T-Mobile USA, Inc.

Signature:

Signature:

Printed Name:

Printed Name:

Title:

Title:

Date:

Date:

Legal Approved by:

T-Mobile USA, Inc. Legal Department

For questions on the Participating Addendum or NASPO ValuePoint cooperative…