Illinois Local Law Addendum

Hunt Technology Management LLC DBA AlignLayerNine

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This document contains proprietary, confidential, and commercially valuable information owned exclusively by Hunt Technology Management LLC DBA AlignLayerNine (“Provider”). It is made available solely for the evaluation, negotiation, and delivery of services between Provider and the Client.

No portion of this document may be copied, reproduced, distributed, published, reverse-engineered, adapted, or used to create derivative works—whether in whole or in part—by any third party, competitor, or service provider, without the Provider’s prior written consent.

Any unauthorized use, including use by managed service providers, cybersecurity firms, consultants, or other technology service companies, is strictly prohibited and constitutes infringement of Provider’s intellectual property rights.

Client may retain a copy solely for internal business purposes related to its engagement with the Provider.

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Document Versioning & Interpretation Notice

This Illinois Local Law Addendum (“Addendum”) may be distributed electronically or in printed form. Printed, saved, downloaded, or cached versions may become outdated over time. The most current and authoritative version of this Addendum is the version published by the Provider on its designated website or Client Portal. In the event of any discrepancy between versions, the posted online version shall prevail.

Updates to this Addendum may only be made in accordance with Section 6.3 (Amendments). Nothing in this notice modifies or replaces the amendment procedures defined therein.

Headings, formatting styles, bolding, italics, tables, or other stylistic elements are included solely for readability and do not alter the meaning, scope, or enforceability of any provision.

Last Updated: December 2025

This Addendum is available at: https://alignlayernine.com/legal/addendums

Addendum Overview

This Illinois Local Law Addendum (“Addendum”) modifies the AlignLayerNine Master Services Agreement (“MSA”) solely for Clients whose Statement of Work (“SOW”) identifies Hunt Technology Management LLC DBA AlignLayerNine as the Provider.

This Addendum applies exclusively to:

(a) Illinois governmental entities, including but not limited to municipalities, townships, counties, school districts, park districts, library districts, and other units of local government or public bodies that require a locally-registered contracting entity; or

(b) Other Clients whose SOW expressly incorporates this Addendum and identifies Hunt Technology Management LLC DBA AlignLayerNine as the Provider.

This Addendum does not apply to Clients contracting with AlignLayerNine LLC, regardless of Client’s location or headquarters.

Except as expressly modified by this Addendum, all terms and conditions of the MSA remain in full force and effect. In the event of any conflict between this Addendum and the MSA, this Addendum shall control for Clients to whom this Addendum applies.

Capitalized terms used but not defined in this Addendum have the meanings given in the MSA.

1. Provider Entity

For all Clients to whom this Addendum applies, “Provider” means Hunt Technology Management LLC DBA AlignLayerNine, an Illinois limited liability company, and not AlignLayerNine LLC.

All references to “Provider” in the MSA, the Services Guide, and applicable SOWs shall mean Hunt Technology Management LLC DBA AlignLayerNine when this Addendum applies.

2. Governing Law

MSA Section 14.2 is replaced in its entirety with the following for Clients to whom this Addendum applies:

This Agreement is governed by and construed in accordance with the laws of the State of Illinois, without regard to its conflict-of-laws principles. Any legal action permitted under this Agreement shall be brought exclusively in the state or federal courts located in Cook County, Illinois, and the Parties consent to the personal jurisdiction and venue of such courts.

3. Arbitration Venue

MSA Section 14.3 is modified as follows for Clients to whom this Addendum applies:

All references to “the venue identified in Section 14.2” in Section 14.3 shall mean Cook County, Illinois.

4. Provisions Applicable to Illinois Governmental Entities

4.1 Applicability of This Section

The provisions of this Section 4 apply only to Clients that are Illinois governmental entities, including municipalities, townships, counties, school districts, park districts, library districts, and other units of local government or public bodies (each, a “Governmental Client”).

For Clients that are not Illinois governmental entities, Section 4 of this Addendum does not apply. Such Clients are subject to the MSA as modified by Sections 1, 2, 3, 5, 6, and 7 of this Addendum only.

4.2 Acknowledgment of Governmental Status

Provider acknowledges that Governmental Client is a unit of local government or public body organized under the laws of the State of Illinois. Provider agrees to comply with all applicable Illinois laws governing contracts with public bodies to the extent required by law.

4.3 Illinois Local Governmental and Governmental Employees Tort Immunity Act

The Parties acknowledge that Governmental Client is subject to the Illinois Local Governmental and Governmental Employees Tort Immunity Act, 745 ILCS 10/1-101 et seq. (“Tort Immunity Act”). Nothing in this Agreement shall be construed to waive, limit, or modify any defenses, immunities, or limitations of liability available to Governmental Client under the Tort Immunity Act or any other applicable law.

4.4 Limitation on Governmental Client Indemnification

Notwithstanding MSA Section 13.4 (Client Indemnification Obligations), Governmental Client’s indemnification obligations shall be limited to the extent permitted by Illinois law. To the extent Illinois law prohibits or limits Governmental Client from providing indemnification, such prohibition or limitation shall apply, and Governmental Client shall not be required to indemnify Provider beyond what is legally permissible.

For Governmental Clients, MSA Section 13.4 is modified to add the following:

“Governmental Client’s indemnification obligations under this Section are subject to and limited by applicable Illinois law, including but not limited to the Illinois Constitution, the Tort Immunity Act, and any other statutory or common law limitations on governmental indemnification. Nothing in this Agreement requires Governmental Client to indemnify Provider for Provider’s own negligence, willful misconduct, or breach of this Agreement.”

4.5 Illinois Freedom of Information Act (FOIA)

Provider acknowledges that Governmental Client is subject to the Illinois Freedom of Information Act, 5 ILCS 140/1 et seq. (“FOIA”). Governmental Client may be required to disclose records, documents, and information related to this Agreement in response to a FOIA request.

Provider agrees that:

(a) Provider shall clearly mark any materials submitted to Governmental Client that Provider believes in good faith constitute trade secrets or confidential commercial or financial information exempt from disclosure under FOIA Section 7(1)(g);

(b) Governmental Client shall make reasonable efforts to notify Provider of any FOIA request seeking disclosure of materials Provider has marked as confidential, to the extent such notice is practical and permitted by law;

(c) Provider may, at its own expense, seek to prevent disclosure through appropriate legal action; however, Governmental Client shall not be required to withhold records beyond the time permitted by FOIA or to incur legal expense in defending Provider’s confidentiality claims;

(d) Governmental Client’s disclosure of records pursuant to FOIA shall not constitute a breach of any confidentiality provision in this Agreement; and

(e) Provider shall not include any contractual provision that would prohibit or penalize Governmental Client for complying with FOIA.

4.6 Illinois Prevailing Wage Act

To the extent any Services performed under this Agreement constitute “public works” within the meaning of the Illinois Prevailing Wage Act, 820 ILCS 130/0.01 et seq. (“Prevailing Wage Act”), Provider shall comply with all applicable requirements of the Prevailing Wage Act, including but not limited to:

(a) paying laborers, mechanics, and other workers employed in the performance of public works the prevailing rate of wages as determined by the Illinois Department of Labor;

(b) maintaining and submitting certified payroll records as required by law; and

Provider represents that typical managed IT services, remote support, and cloud-based services do not constitute “public works” under the Prevailing Wage Act. However, if any on-site installation, construction, or physical infrastructure work is performed and constitutes public works, Provider shall comply with the Prevailing Wage Act for such work.

4.7 Illinois Local Records Act

Provider acknowledges that Governmental Client is subject to the Illinois Local Records Act, 50 ILCS 205/1 et seq. (“Local Records Act”). To the extent Provider creates, maintains, or stores records on behalf of Governmental Client that constitute “public records” under the Local Records Act:

(a) Provider shall maintain such records in accordance with applicable retention schedules;

(b) Provider shall not destroy, delete, or dispose of public records without Governmental Client’s prior written authorization;

(c) Upon termination or expiration of this Agreement, Provider shall transfer or make available to Governmental Client all public records in Provider’s possession in a format reasonably accessible to Governmental Client; and

(d) Provider shall cooperate with Governmental Client in responding to records requests and audits related to public records.

4.8 Certification Regarding Debarment

Provider certifies that it is not barred from contracting with any unit of state or local government in Illinois as a result of a violation of Section 33E-3 or 33E-4 of the Illinois Criminal Code of 2012 (720 ILCS 5/33E-3, 33E-4) or any similar federal debarment.

4.9 Certification Regarding Non-Discrimination and Equal Employment Opportunity

Provider certifies that it will comply with all applicable federal, state, and local laws, regulations, and ordinances prohibiting discrimination, including but not limited to the Illinois Human Rights Act, 775 ILCS 5/1-101 et seq., and will provide equal employment opportunity regardless of race, color, religion, sex, national origin, ancestry, age, marital status, sexual orientation, disability, military status, unfavorable discharge from military service, or any other protected classification.

4.10 No Personal Liability of Governmental Officials

No elected official, appointed official, officer, employee, agent, or representative of Governmental Client shall be personally liable under this Agreement or for any action taken in connection with this Agreement, except for claims arising from such individual’s gross negligence, fraud, willful misconduct, or criminal acts.

4.11 Appropriations and Funding

Governmental Client’s obligations under this Agreement are subject to and contingent upon the availability of funds appropriated by Governmental Client’s governing body. If Governmental Client fails to appropriate funds sufficient to pay amounts due under this Agreement, Governmental Client may terminate this Agreement or the applicable SOW upon written notice to Provider, and such termination shall not constitute a breach or default by Governmental Client.

Upon termination for non-appropriation:

(a) Governmental Client shall pay all amounts due for Services performed through the effective date of termination;

(b) Governmental Client shall pay for any non-cancellable Access Licensing or Consumption Services commitments incurred prior to termination to the extent funds have been appropriated; and

(c) Provider shall have no claim against Governmental Client for lost profits, anticipated fees, or damages arising from termination due to non-appropriation.

Governmental Client agrees to use reasonable efforts to include in its annual budget request sufficient funds to meet its obligations under this Agreement and to provide Provider with reasonable advance notice if appropriation of funds is in doubt.

4.12 Multi-Year Contracts

If this Agreement or any SOW extends beyond the current fiscal year of Governmental Client, the Agreement or SOW is deemed to be a continuing contract subject to annual appropriation. Governmental Client shall not be obligated to make payments for any fiscal year for which funds have not been appropriated, and the termination provisions of Section 4.11 shall apply.

5. Notices for Illinois Clients

For Clients to whom this Addendum applies, the following notice address is added for Provider:

Provider Notices (Illinois):

Hunt Technology Management LLC DBA AlignLayerNine
Attn: Legal
2700 Patriot Blvd
Glenview, Illinois 60026
Email: legal@aln.co

The notice provisions of MSA Section 15.4 otherwise remain in effect.

6. Miscellaneous

6.1 Severability

If any provision of this Addendum is held invalid or unenforceable under Illinois law, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, and the remaining provisions of this Addendum and the MSA shall continue in full force and effect.

**6.2 Entire Agreement and Understanding

This Addendum, together with the MSA, the Services Guide, and applicable SOWs, constitutes the entire agreement and understanding between the Parties with respect to the subject matter hereof for Clients to whom this Addendum applies.

6.3 Amendments

This Addendum may be amended in accordance with MSA Section 15.8. Amendments to this Addendum apply only to Clients to whom this Addendum applies and do not affect the MSA for other Clients.

6.4 No Third-Party Beneficiaries

This Addendum does not create any third-party beneficiary rights in any person or entity that is not a Party to this Agreement.

7. Effective Date

This Addendum is effective as of the date the applicable SOW is executed or approved by a Client to whom this Addendum applies, and remains in effect for the duration of such Client’s engagement under the MSA.

HUNT TECHNOLOGY MANAGEMENT LLC DBA ALIGNLAYERNINE

Illinois Local Law Addendum
Version: December 2025