which may be amended as necessary by agreement of the Parties and which will ultimately be approved by the Parties as an addendum to the Agreement in the form of Exhibits. The purpose of the schedules are to identify all such items in detail.

1.5.1.  The schedules shall also set forth which such obligations, liabilities, assets, etc. will be retained by MVCC and MVECA. MVTCG hereby accepts the assumption of all such assets, liabilities, obligations, etc. as shall be set forth in the schedules approved by the Committee.

1.6.  Employees. MVTCG shall offer employment to the existing staff of MVCC and MVECA immediately prior to the Acquisition, effective [DATE]. MVCC and MVECA staff being assumed by MVTCG (“Assumed Employees”) shall receive a total compensation package that is greater than or equal to current compensation, and materially the same benefits provided by MVCC and MVECA, subject to the policies of MVTCG. Employees receiving health care coverage through MVCC and MVECA prior to the acquisition shall continue to do so through [DATE]. Employees shall be permitted to be credited for all accrued sick leave, vacation time and other paid leave, as applicable and as may be limited by the policies of MVTCG. Employees shall thereafter be governed solely by the policies and practices of MVTCG. MVTCG shall ensure that all Employees are covered by workers’ compensation insurance and other applicable policies. Employees of each Party shall be transitioned to the same State of Ohio retirement system, to the extent permissible by law, without reduction of benefits.

2.  Post-Acquisition MVCC and MVECA and Effective Date of Acquisition.

2.1.  As set forth herein, upon execution of this Agreement, MVTCG shall have operational control of all matters not left solely to MVECA or MVCC.

2.2.  The committees set forth in MVCC’s Governing Documents shall continue to operate post-Acquisition, particularly the Government Technology Committee (“Gov-Tech Committee”), Tactical Crime Suppression Unit (“TCSU”), and the Alliance of Public Service Officials (“APSO”). The Parties agree that, at a minimum, the Gov-Tech Committee, TCSU, and APSO shall serve as advisory groups for MVTCG.

2.3.  Post-Acquisition transfers to MVTCG of all assets, liabilities, obligations, etc. of MVCC and MVECA as required hereunder shall be completed as soon as practical, but in no case later than June 30, 2026.

3.  Operation of MVTCG.

3.1.  MVTCG shall perform all work and do all things necessary to perform the services currently being provided for the benefit of the members of both Parties by each of MVECA and MVCC (the "Services"). The Services shall be provided in conformity with the policies of MVTCG, except to the extent any special exceptions or accommodations are requested by MVCC or MVECA and agreed to by MVTCG. MVTCG will be the point of contact for all members related to the provision of Services. MVCC and MVECA shall

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