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FIFTH AMENDMENT TO SUBLEASE AGREEMENT (L7451) BETWEEN A NEW LEAF, INC. AND MARICOPA COUNTY 2254 WEST MAIN STREET, MESA, AZ C-22-14-067-1-05 RECITALS A. Maricopa County, a political subdivision of the state of Arizona (Sublessee), and A New Leaf, Inc., an Arizona non-profit corporation, (Sublessor) are parties to that certain Sublease Agreement dated May 21, 2014, and subsequently amended by First Amendment dated April 22, 2015, Second Amendment dated June 6, 2018, Third Amendment dated June 10, 2020, and Fourth Amendment dated April 14, 2021 (collectively, Agreement). The Agreement is for premises located at 2254 W. Main Street, Mesa, AZ 85201, consisting of 2,779 square feet of classroom space. B. The term of the Agreement expires on June 30, 2024. C. Sublessee and Sublessor now mutually desire to enter into this Fifth Amendment to the Agreement (Amendment) to: (a) redefine term and termination of the Agreement; (b) amend Sublessee’s administration authority; and (c) update counterparts. AGREEMENT NOW THEREFORE, in consideration of the foregoing and other good and valuable consideration, receipt and sufficiency of which is hereby acknowledged, Sublessee and Sublessor agree as follows: 1. The Recitals, by this reference, are hereby incorporated into this Amendment. 2. Capitalized terms used in this Amendment without definition shall have the meanings assigned to such terms in the Agreement, unless the context expressly requires otherwise. 3. Article 6 of the Sublease Agreement, as amended by Section 1 of the First Amendment, Section 2 of the Second Amendment, and Section 3 of the Fourth Amendment are deleted in their entirety and replaced with the following: Article 6 Term and Termination 6.1 Upon the effective date of this Amendment, the term of the Agreement is hereby extended through June 30, 2027, unless terminated earlier as provided for in the Agreement. Notwithstanding the foregoing, if the term of the Master Lease expires or is terminated prior to June 30, 2027, Sublessor and Sublessee agree to terminate the Agreement on the same date as such expiration or termination, as the case may be. 6.2 Either party may terminate the Agreement by giving sixty (60) days prior written notice to the other party. 6.3 Sublessor and Sublessee may extend the Agreement by written mutual consent of the parties (Renewal Term), subject to Master Lease being in effect, by Sublessee providing Sublessor written notice. Notwithstanding the foregoing, if the term of the Master Lease expires or is terminated during a Renewal Term, Sublessor and Sublessee agree to terminate the Agreement on the same date as such expiration or termination, as the case may be. During the Renewal Term, the terms, provisions, and conditions contained within this Agreement shall remain in full force and effect. 6.4 This Agreement may be terminated by Sublessee at the end of any fiscal year due to non-appropriation of funds without any penalty or liability to Sublessee. County and state fiscal years end June 30, Federal fiscal year ends September 30. 6.5 This Agreement as amended is subject to A.R.S. § 38-511 and may be cancelled by Sublessee pursuant thereto without any penalty or liability to Sublessee. 4. Article 17 of the Agreement is hereby deleted in its entirety and replaced with the following: Article 17 Authority to Execute Agreement/Counterparts 17.1 Each party represents to the other that the person executing this Agreement on behalf of the respective entity is authorized to execute this Agreement and the other party shall have the right to rely on such representations or warranties. 17.2 The Assistant County Manager for Maricopa County and/or the Real Estate Director for Maricopa County shall administer this Agreement, including executing documents necessary to administer this Agreement. 17.3 This Agreement may be executed in two or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. Electronic signatures shall have the same force and effect as original signatures. 5. The foregoing paragraphs contain all the changes made by this Amendment. All other terms and conditions of the original Agreement remain the same and in full force and effect, except as herein amended. THE REMAINDER OF THE PAGE INTENTIONALLY LEFT BLANK IN WITNESS WHEREOF, the parties have fully executed this Amendment as of the last date written below. SUBLESSOR: A New Leaf, Inc., an Arizona non-profit corporation By: Michael Hughes, Chief Executive Officer Date LESSEE: Maricopa County, a political subdivision of the State of Arizona Chairman of the Board of Supervisors ATTEST: Clerk of the Board Date APPROVED as to FORM: Deputy County Attorney Date