WEX FLEET CARD FINANCIAL INCENTIVES FOR SOURCEWELL STATEWIDE CONTRACTS

The WEX Fleet Card can be used to purchase fuel and fleet related services and products for the retail price at our accepting locations. We will provide Sourcewell members with rebates in accordance with the below. It is possible to qualify for A, B, both A and B, or neither. The pricing contained in this document supersedes that of the attached sample Business Charge

Account Agreement.

Definitions

“Monthly Gallons” shall mean all gallons of fuel purchased using Cards at retail locations that appear on invoices provided to you during a calendar month. Fuel purchased at Tier 1 Truck

Stop locations (currently Flying J, Loves, Petro, and Pilot) and private site transactions are excluded from the Monthly Gallon amount. Due to billing cycle cut off dates and monthly calendar variances invoices received by you in a given month may contain transactions from the previous month and they may not contain all transactions that occurred during the month in which you were invoiced.

“Monthly Retail Transactions” shall mean the total amount of all purchases made using Cards at retail locations that appear on invoices provided to you in a calendar month. Monthly Retail

Transactions shall not include: (i) those amounts representing credits, disputed items, fees, late fees or charges posted to your accounts (such as returned check fees, collection costs, administrative fees and reporting fees), (ii) fuel purchased at Tier 1 Truck Stop locations

(currently Flying J, Loves, Petro, and Pilot), or (iii) any amounts posted to an account with respect to which a Card has been reported lost or stolen.

A. Volume Rebate

Subject to the express conditions below, we will issue a monthly rebate, paid one month in arrears, in the accordance with the below Rebate Table, off all Sourcewell members’ Monthly

Retail Transactions based on the tier established in the table below (the “Rebate”).

Rebate – Members that are participating in a Statewide contract under Sourcewell

Monthly Spend Basis Points (Rebate Percentage) to member

No minimum spend requirement 185 basis points (1.85%)

Conditions

The Rebate set forth herein is expressly conditioned on the following: (1) monthly billing; (2) electronic reporting; (3) payment in full within 26 calendar days of the billing date appearing on your invoice; (4) credit approval; and (5) signing a three-year contract.

WEX will review any act or law as it pertains to payment timing for Sourcewell and its members. Upon review of such act or law WEX will agree that extended time to remit payment will NOT adversely affect the volume rebate available to Sourcewell members unless such act or law permits payment to be made in excess of 45 days from the billing date appearing on the invoice.

Calculation

We shall commence calculating the Volume Rebate as of the first day of the first billing cycle after an agreement becomes effective. The Rebate will be calculated by multiplying the total dollar amount of Monthly Retail Transactions by the basis points (rebate percentage).

Payment

Rebates for international transactions shall be paid at a rate of 50% of the applicable Rebate

Percentage.

B. Payment Timing Rebate:

Subject to the express conditions below, we will issue a monthly rebate in accordance with the below Payment Timing Table off all Monthly Retail Transactions charged to Sourcewell members’ accounts (the “Payment Timing Rebate”).

Bill Presentment

Payment Timing Options: Payment in full within the following calendar days of the billing date appearing on your invoice

Basis Points (Rebate Percentage)

Monthly 0 20 basis points (0.20%)

Monthly 1 19 basis points (0.19%)

Monthly 2 18 basis points (0.18%)

Monthly 3 17 basis points (0.17%)

Monthly 4 16 basis points (0.16%)

Monthly 5 15 basis points (0.15%)

Monthly 6 14 basis points (0.14%)

Monthly 7 13 basis points (0.13%)

Monthly 8 12 basis points (0.12%)

Monthly 9 11 basis points (0.11%)

Monthly 10 10 basis points (0.10%)

Monthly 11 9 basis points (0.09%)

Monthly 12 8 basis points (0.08%)

Monthly 13 7 basis points (0.07%)

Monthly 14 6 basis points (0.06%)

Monthly 15 5.5 basis points (0.055%)

Monthly 16 5 basis points (0.05%)

Monthly 17 4.5 basis points (0.045%)

Monthly 18 4 basis points (0.04%)

Monthly 19 3.5 basis points (0.035%)

Monthly 20 3 basis points (0.03%)

Monthly 21 2.5 basis points (0.025%)

Monthly 22 2 basis points (0.02%)

Monthly 23 1.5 basis points (0.015%)

Monthly 24 1 basis points (0.01%)

Monthly 25 0.5 basis points (0.005%)

Monthly 26 0 basis points

Conditions

The Payment Timing Rebate set forth herein is expressly conditioned on our receipt of payment in full in accordance with one of the Payment Timing Options in the Payment Timing Table.

Calculation

We shall commence calculating the Rebate as of the closing of the first billing cycle after an agreement becomes effective. The Rebate will be calculated by determining the Payment

Timing and the applicable Rebate Percentage, then by multiplying the Rebate Percentage by the total dollar amount of Monthly Retail Transactions.

Payment

Payment Timing Rebates for international transactions shall be paid at 50% of the applicable

Rebate Percentage.

Cycle Swaps

Our billing and payment system provides for various billing cycle and payment timing options. In the event you desire to change billing cycles you must make a request to Fleet

Receivables for a billing cycle change. Upon receipt of the request it will be a minimum of thirty

(30) business days to change the billing cycle. In addition, any changes to billing cycles will not take effect until after the current cycle has closed. Cycle changes cannot be made mid-month or mid-week from monthly to weekly billing cycles and cycle changes cannot be made mid-week or mid-month from weekly to monthly billing cycles. Cycle changes can only be made once per calendar year for each billing entity.

Other Discounts

You agree that the only financial incentive to which you will be entitled for the use of accounts will be the Financial Incentives described in this Agreement. Specifically you hereby waive the right to receive the discounts provided within the WEX Electronic Fleet Payment System

Authorization Agreement other than what is described herein.

Billing and Payment

Purchases are due and payable in full within 26 days of the date appearing on your invoice.

WEX will review any act or law as it pertains to payment timing for the Sourcewell and its members. Upon review of such act or law WEX will agree that extended time to remit payment will NOT adversely affect the volume rebate available to Sourcewell members unless such act or law permits payment to be made in excess of 45 days from the billing date appearing on the invoice.

Customer shall make payment in accordance with, and within the time specified in, any specific prompt payment laws to which Customer is subject. Issuer will provide Customer with a billing statement for each Billing Cycle in which the Account has activity. Customer agrees to pay Issuer in full on or before the relevant cutoff time on or before the Due Date. Customer will pay Issuer for all credit extended under the Account, as well as any fees and charges, as provided in this Agreement. Customer is liable for all Transactions on the Account to the fullest extent permitted by applicable law, except as expressly provided in this Agreement. Customer may pay the entire balance of the Account or a portion of it, at any time prior to its Due Date without penalty.

All payments must be made in United States dollars, using checks or similar payment instruments drawn on financial institutions in the United States or by payment through the Automated Clearing House network in accordance with Issuer’s requirements.

Payments made via paper check are posted to the Account after processing and must arrive at Issuer at least two Business Days before the Due Date on the billing statement. It can take up to two Business Days to process a check from the time the envelope containing a check arrives at Issuer’s facility to posting of the check amount to the Account.

For payments not made by paper check, payments on a Business Day before the cut-off will be posted on that Business Day. Payments after the Cut-off Time on a Business Day, or on a day other than a Business Day, will be posted on the following Business Day. The Cut-off Times for payments not made by check are as follows: a payment transaction made via Issuer’s online payment portal must be completed by 3:00 p.m. ET; a payment transaction made via IVR must be completed by 3:00 p.m. ET; and a payment transaction made via ACH must arrive to Issuer by 3:00 p.m. ET.

Regardless of payment method, Customer must ensure that Customer’s account number is provided with the payment. Failure to do so will cause processing delays in posting the payment to the Account. Payments that are received at locations other than the address specified on the billing statement, or that do not otherwise comply with instructions on the billing statement or the Agreement, may be delayed in posting.

Payments will be applied first to fees and then to other amounts owing on the Account. Issuer, in its sole discretion, may determine when to restore available credit in the Credit Limit after crediting a payment to an Account.

Late Fees

Late fees to be applied and paid in accordance with any specific prompt payment laws to which

Customer is subject. If the Customer is not subject to a prompt payment law, the following applies.

If Customer fails to make payment in full by the applicable Due Date, or a payment is returned

(each a “Payment Default”), then a fee (the “Late Fee”) will apply to the Total Outstanding

Balance (as defined below). The Late Fee will be the greater of $75 or 7.99% (for monthly Billing

Cycles) of the Total Outstanding Balance on the Calculation Date, not to exceed the amount allowable by applicable law. For Billing Cycles other than monthly, the percentage rate used in the Late Fee calculation will be prorated based on the length of the billing cycle in relation to a monthly billing cycle. Customer will be considered to have made a payment to Issuer on an

Account only when the payment is posted to the Account as provided in this Agreement.

The “Calculation Date” is the earlier of (a) the posting date for Customer’s payment in full of the invoiced amount to its Account, or (b) the last day of the Billing Cycle during which the Payment

Default occurred. The “Total Outstanding Balance” is the invoiced amount, plus the amount of any unbilled Transactions delivered by a merchant to Issuer, and minus any credits that have posted to the Account, through the Calculation Date.

Issuer will not charge a Late Fee if the unpaid portion of the invoice as of the Due Date is $10 or less.

WEX Universal Fleet Card Fee Schedule Set-up Fee WAIVED

Monthly Card Charge WAIVED

Replacement Card WAIVED

International Currency Conversion Fee 2% of the total transaction value

Reproduced Reports $25.00 per request

General Research Fee $15.00 per hour

Expedited Shipping Fees Cost varies

Returned Payment Fee $50.00 per occurrence

Reactivation Fee $50.00 per occurrence (max monthly fee of $50.00)

Truck Stop Fee $3.00 per card swipe at a diesel pump1

Paper Delivery Fee $10.00 per month for paper invoicing and reporting

Clearview Essentials WAIVED

Clearview Advanced $0.50 per active card, per month

Private Site Transaction Fee $0.15 per transaction

Pricing for additional products and services is available upon request or reflected on the enrollment forms or in the terms of use that you must agree to in order to receive the additional products and services.

1At Tier 1 truck stops.

Please see the attached “WEX Telematics Pricing.xlsx” and “WEX Telematics Master

Agreement.pdf.”

WEX EV EN ROUTE & WEX AT-HOME SOLUTION

WEX is able to offer two enhancements to our existing fuel card products which expand payment capabilities for electric vehicle ("EV") charging subject to the additional terms and conditions attached to this request. All participating entities may complete the attached enrollment form to opt-in to EV payment capabilities. The fees specified in the enclosed terms and conditions will apply. The EV En Route product expands the merchant network to allow payments through the

WEX cards with 80% of public stations in the US and growing. Fleet managers benefit from integrated expense management for both internal combustion engine (ICE) vehicle fueling and EV charging through their WEX fleet account -- all on a single invoice.

The WEX At-home solution allows fleets to enjoy the most cost-effective light-duty electric vehicle charging experience via residential electricity rates. The solution can support fleet managers through the process of having chargers installed in driver homes. Then, as drivers begin charging their fleet vehicle(s), the solution uses real-time electric utility rates to efficiently calculate accurate reimbursements for vehicle charging costs. Alternatively, fleet managers can choose to reimburse costs at a custom flat rate. Once the fleet manager approves each vehicle charge expense in WEX Online, funds are efficiently deposited into each driver's personal reimbursement account.

WEX EV En Route & At-Home Fee Schedule

RFID Monthly Charge $5.00

RFID Replacement Fee $10.00

Cost of EV Charge Cost varies on EV Charging Company

At-Home Charging Solution Cost varies

Sawatch Labs a WEX Company Please see the attached “Sawatch WEX EV Analytics Pricing” and “Sawatch Terms and

Conditions”