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DocuSign Envelope ID: 58FE3CF5-7330-4F18-9C60-B177A84C616D AMI System Master Agreement This AMI System Master Agreement ("Agreement") is effective December 31st, 2022 ("Effective Date") by and between Elk River Municipal Utilities, a Minnesota municipal corporation, ("ERMU") whose principal office is located at 13069 Orono Parkway Elk River, MN 55330, and Core & Main LP, whose principal office is located at 1830 Craig Park Court, St. Louis, MO 63146 ("Distributor") (individually referred to as "Party" or collectively as "Parties"). 1. Recitals 1.1. ERMU is a municipal corporation that serves about 13,600 electric and about 5,500 water accounts within a service territory covering approximately 50 square miles. 1.2. Distributor is a Florida limited partnership engaged in the sale, installation, and support of the SENSUS FlexNet® Advanced Metering Infrastructure (hereinafter referred to as "AMI System"); and 1.3. ERMU desires to purchase from Distributor, and Distributor desires to provide to ERMU, the AMI System and associated maintenance services for the AMI System according to this Agreement. For and in consideration of the foregoing recitals and the mutual promises, terms, conditions, and warranties set forth herein, ERMU and Distributor hereby agree as follows: 2. Definitions The following terms, when capitalized in this Agreement, shall mean as follows: "Agreement" means this AMI System Master Agreement by and between ERMU and Distributor, including all documents and exhibits attached hereto and incorporated herein by reference. "Active Meters" means an installed Sensus FlexNet meter (with a SmartPoint Module installed) or a Sensus SmartPoint Module which has been installed on a third party meter, and which, in either case, is not an Unavailable Meter (or on an Unavailable Meter in the case of SmartPoint Modules on third party meters) and which satisfies all of the following criteria: (i) it functions properly, is powered and is not a damaged or failed meter; (ii) it is in a deployment area of meters for Customer such that a sufficient number of two-way meters are in range of each other; (iii) it is serviced by RF Field Equipment that has not been subjected to a power failure greater than eight (8) total hours; (iv) neither it nor the RF Field Equipment that serves that meter has been affected by a Force Majeure event; (v) jamming of the radio spectrum is not preventing or interfering with radio communication to or from the meter; (vi) it is installed in the Service Territory; (vii) it has not been reported to Customer under Sensus' or Customer's preventative maintenance; (viii) its functioning or performance has not been adversely affected by a failure of Customer to perform its obligations or tasks for which it is responsible under this Agreement, including, but not limited to, testing and confirming that the socket to which the meter will be/is connected is in safe operating condition, is fully functional, is not corroded, does not contain improperly installed jaws or other deficiencies, complies with ANSI standards, and is not hot, damaged, or otherwise in need of maintenance or repair; (ix) its functioning or performance has Elk River Municipal Utilities 3 Core & Main LP W