Service Contract Agreement , dated December 15, 2022, by and between OPAL Fuels Inc. and United Parcel Service Oasis Supply Corporation

CNG Station Operations & Maintenance (OM) and Life Cycle replacement of equipment ("Work") see attached Rider for detailed scope of work. Additional work is to be authorized in advance by Owner’s Buildings and Systems Engineering (BaSE) representatives. Individual purchase orders, work authorizations or Riders in conjunction with this Agreement shall define the scope of Work.

This Agreement shall be for a period of ten (10) years commencing on January 1, 2023 and shall be automatically renewed for 5 years at the end of the agreement term until terminated in writing ninety (90) days prior to expiration date by either party. The date for commencement and completion of Work assigned by this Agreement, individual purchase orders, or work authorizations shall be as specified therein, time being of the essence of this Agreement. This Agreement may be terminated by either party upon the other party’s material breach, and failure to cure such breach within seven (7) days written notice to the breaching party.

Operations & Maintenance (OM) and Life Cycle replacement of equipment cost $[*] per GGE of station throughput, to be billed monthly per individual site. Annual adjustment to be 2% for the Agreement term. If an additional Owner location is added to the Rider, then the Price for such station shall be at the then-prevailing rate. Labor: $[*] per hour. Materials: Cost plus [*]%. In no case shall the amount billed to Owner by the Contractor exceed the amount specified in each individual purchase order, or work authorization, this Agreement or Rider. In addition, Contractor will not charge Owner any federal, state or local taxes, including excise, sales and use taxes, in accordance with paragraph 1 of the General Conditions.

Payment Terms: All invoices shall (a) reference the assigned project or work location and Appropriation number (if applicable); (b) be itemized and substantiate all charges; and (c) include all delivery, installation, transportation and freight. Contractor shall submit its invoices to the Owner in electronic form using Owner’s processes, at Owner’s sole discretion. All invoices will be accumulated for a period commencing on the 14th day of a month and ending on the 13th day of the following month (“Accumulation Period”). All invoices that are received and approved for payment in an Owner-approved e-invoicing system will be included in the current Accumulation Period. Provided that the invoices conform to the requirements of this Agreement, Owner will pay the invoices collected during the Accumulation Period within thirty (30) days from the end of the Accumulation Period. Any early payment discounts allowable under this Agreement, a purchase order or Rider will be calculated from the last day of the applicable Accumulation Period. Nothing in this provision will preclude Owner and Contractor from agreeing upon other payment discounts, which may be offered through Owner’s e-invoicing and electronic payment systems. Contractor shall maintain complete and accurate accounting records, in a form in accordance with generally accepted accounting practices, to substantiate Contractor's charges and expenses. Owner’s required method of payment is via electronic transfer of funds.

General Conditions: See Attached. The General Conditions on the attached page and each purchase order, or work authorizations issued by Owner to the Contractor shall apply to this Agreement hereunder as fully as if repeated word for word therein. If applicable, a Rider is attached and made a part of Agreement by reference.

1.Contractor agrees to provide all labor, supervision, materials, supplies, equipment, transportation, tools, permits, and services for the Work to be performed. Contractor will not charge Owner any federal, state or local taxes, including excise, sales and use taxes. To the extent that Contractor is deemed under state law to be a seller of taxable materials or labor, Contractor acknowledges that such taxable materials and/or labor will be purchased by Owner for resale and that Owner will provide Contractor with a state sales and use tax resale certificate. Accordingly, Contractor will not charge sales or use tax to Owner. Owner acknowledges, in such instances, that it will charge the appropriate sales or use tax upon resale of the Work. To the extent that Contractor is deemed under state law to be the final user or consumer of materials supplied under this Agreement, Contractor shall pay all such taxes and any resale certificate supplied by Owner to Contractor will not apply to such materials.

2.Contractor’s Work shall comply with all applicable laws, regulations, ordinances, building codes, and requirements of federal, state and local governments or agencies having jurisdiction of the Work to be performed. Contractor warrants that its employees are eligible to work in the United States. Contractor agrees to complete and regularly review Federal I-9 verification forms for its employees. Contractor warrants that no individual who is ineligible to work in the United States will perform work for Owner under this Agreement.

3.Prior to the commencement of the Work, and as necessary thereafter, Contractor shall provide Owner with Safety Data Sheets (SDSs, formerly Material Safety Data Sheets) for all products and chemicals to be used by Contractor on site, incorporated into the Work, or required for the installation of the Work. Contractor shall ensure that its employees and subcontractors (as may be permitted under this Agreement) perform in a safe and professional manner. Contractor agrees to abide by all terms, conditions and procedures set out in the UPS Facility Access Policy for Vendors which is incorporated by reference into this Agreement and to comply with all on-property requirements as may reasonably requested by Owner to ensure safe and secure operations.

4.Contractor shall take all necessary precautions for the safety of persons and the protection of the Work and adjoining property. Contractor shall comply with all applicable provisions of federal, state and local safety laws and building codes including, without limitation, the provisions of 29 CFR 1910.147 (OSHA Lockout/Tagout Standard) and NFPA 70E (National Fire Protection Act/Standard for Electrical Safety in the Workplace).

Contractor shall institute and comply with fall protection safety guidelines. Such fall protection safety guidelines shall at a minimum establish procedures and safety requirements that will ensure that Contractor’s personnel are adequately protected when performing services at distances of four feet or more from the ground or when working over dangerous equipment and machinery.

5.All Work shall be free from defects and performed in the most workmanlike manner and according to the best standard practices; all materials and equipment shall be new, unless otherwise specified, and of first class quality; and all Work, materials and equipment shall be unconditionally guaranteed for one (1) year from the date of completion and acceptance or such longer period of time as may be offered by the suppliers and manufacturers of the materials and equipment. Contractor shall arrange for the Owner to have the benefit and right to enforce all extended and additional warranties provided by the suppliers and manufacturers of the materials and equipment incorporated into the Work. All Work shall be timely performed, time being of the essence of this Agreement.

6.Contractor shall invoice monthly.

7.To the fullest extent permitted by the law of the state of the location of the Work, Contractor waives the right to file a mechanic’s lien. If the law of the state of the location of the Work does not prohibit pre-lien waiver of construction or mechanic’s liens, Contractor shall indemnify Owner against all liens filed by Contractor performing the Work. Regardless as to whether the law of the state of the location of the Work prohibits pre-lien waiver of construction or mechanic’s liens, Contractor agrees and shall indemnify Owner against all claims or liens related to the Work made or submitted by any of Contractor’s subcontractors, suppliers, material suppliers or any of their respective employees related to the Work. Indemnity obligations under this paragraph shall include indemnification of costs and attorneys’ fees.

8.Contractor shall purchase and maintain: Workers’ Compensation insurance in at least the minimum limits as required by law of the state of the location of the Work; Employer Liability limits in the following minimum amounts of liability: $1,000,000 each accident,

$1,000,000 disease/policy limit, and $1,000,000 disease, each employee; Commercial General Liability insurance with a minimum combined single limit of $1,000,000 or a minimum combined single limit of $5,000,000 if Work is being performed at an airport gateway facility (unless the airport authority requires a higher limit), and Automobile Liability insurance with a minimum limit of

$1,000,000, or a minimum limit of $5,000,000 if Work is being performed at an airport gateway facility (unless the airport authority requires a higher limit). Before commencing the Work, Contractor shall furnish appropriate certificates from its insurance carrier showing the above insurance is in force naming United Parcel Service, Inc., a Delaware corporation and each of its successors, subsidiaries and affiliates as additional insureds bearing the contractual indemnity obligations set forth below. Contractor shall be required to give at least thirty (30) days’ notice to Owner of any cancellation, non-renewal or material change to Contractor’s insurance. This obligation shall rest with Contractor notwithstanding any reluctance or refusal on the part of Contractor’s insurance company to endorse its insurance policies or evidence its certificates of insurance to reflect this contractual obligation. The commercial

General and Automobile Liability policies in this paragraph shall be primary and noncontributory to any coverage carried by the Owner.

9.Contractor hereby assumes the entire responsibility and liability for all Work, labor and materials provided hereunder to the fullest extent permitted by the law of the state of the location of the Work. Contractor shall indemnify and hold harmless Owner against all costs, damages, or liability, including reasonable attorney fees and other costs of defense, arising out of: (a) the performance or nonperformance of this Agreement by Contractor or its subcontractors, materialmen, agents and employees; or (b) injury to or death of any person (including Contractor’s employees), or for damage to or loss of tangible property, caused in whole or in part by Contractor’s negligence or that of its subcontractors, materialmen, agents, and employees. In the event Contractor makes use of any equipment owned or leased by Owner, Contractor agrees to indemnify and hold harmless Owner against all costs, damages, or liability, including reasonable attorney fees and other costs of defense, arising out of injury to or death of any person (including Contractor’s employees), or for damage to or loss of tangible property, caused in whole or in part by Contractor’s negligence or that of its subcontractors, materialmen, agents, and employees, as it relates to Contractor’s use of Owner’s equipment. Contractor shall also indemnify Owner for any liability arising out of Contractor’s failure to comply with federal, state or international immigration law. The foregoing indemnity shall not extend to liability for injury to or death of persons or property damage caused by Owner’s sole negligence. The foregoing indemnity shall be construed in its broadest sense allowed by applicable state law.

The term Owner as used in paragraphs 7, 8, and 9 shall include Owner, its affiliated companies, including without limitation, United Parcel Service, Inc., a Delaware corporation, its successors, subsidiaries and affiliated companies, and the agents, servants, officers, shareholders and employees of any of the foregoing.

10.Owner may from time to time, by written instructions issued to Contractor, make changes to the Work or the Drawings or the Specifications or issue additional instructions or may require additional Work or direct the omission of Work previously ordered (allowing a credit to the Owner for the costs of such omitted work). The provisions of this Agreement shall apply to all such changes, modifications, additions or deletions with the same effect as if they were embodied in the original Agreement or contract documents, Drawings or Specifications. No extra or additional Work shall be compensated unless authorized by prior written change order from Owner’s project engineer.

11.This Agreement represents the entire and integrated agreement between the parties and supersedes all prior negotiations, proposals, representations, commitments, understandings or agreements between the parties, either written or oral, which are not included in the Agreement or the documents incorporated in the Agreement. This Agreement shall not be changed or modified by any oral agreement or any other agreement unless the same is in writing and signed by the party against whom enforcement of the change, modification or discharge is sought. If Contractor’s proposal or bid is made a part of this Agreement and said proposal contains any terms or conditions inconsistent with the terms and conditions of this Agreement, then this Agreement shall govern.

12.By executing this Agreement, Contractor represents that it has examined carefully all the contract documents referenced in the Agreement, acquainted itself with the premises where the Work is to be performed and all conditions relevant to the Work, and has made all evaluations and investigations necessary to a full understanding of any difficulties which may be encountered in performing the Work. Contractor acknowledges that the contract documents referenced in the Agreement are sufficient for the proper and complete execution of the Work.

13.Contractor acknowledges that the party signing this Agreement has authorization to sign on behalf of Contractor.

14.Contractor shall provide Owner with a list of all subcontractors performing Work with regard to this Agreement. In no event shall Contractor’s use of subcontractors relieve Contractor of its obligations under this Agreement. Contractor shall be fully liable to Owner for the acts or omissions of its subcontractors.

15.Because UPS and UPS Affiliated Companies perform U.S. government contracts and subcontracts, to the extent they are applicable, the Contractor agrees to comply with the following Federal Acquisition Regulation (FAR) clauses (in effect at the time this Agreement is executed), which are incorporated by reference into this Agreement to implement provisions of United States laws or Executive Orders.

(a)All Subcontracts: Combating Trafficking in Persons (FAR 52.222-50 and Alternate I, where appropriate) prohibiting the Contractor from engaging in conduct related to human trafficking and requiring, among other things, that the Contractor take certain affirmative steps to prevent trafficking, including developing and maintaining an anti-human trafficking compliance plan.

(b)For agreements exceeding $2,500 and subject to the Service Contract Labor Standards statute: Service Contract Labor Standards (41 U.S.C. chapter 67, the Fair Labor Standards Act of 1938, 29 U.S.C. 201, et seq., FAR 52.222-41) requiring Contractor to pay service employees not less than the wages and fringe benefits determined by the applicable Department of Labor Wage Determination.

(c)For all agreements, regardless of value, that are subject to the Service Contract Labor Standards statute, and are to be performed in whole or in part in the United States: Minimum Wages Under Executive Order 13658 (FAR 52.222-55) requiring, among other things, that the Contractor pay covered employees a minimum hourly wage rate, as defined by the Secretary of Labor.

(d)For agreements exceeding $3,000 that include work performed in the United States: Employment Eligibility Verification (E-Verify) (FAR 52.222-54) requiring the Contractor to enroll in the E-Verify program and process all new employees and certain existing employees through the E-Verify system.

(e)For agreements exceeding $10,000: Equal Opportunity (Exec. Order 11246, FAR 52.222-26) requiring, among other things, that Contractor not discriminate against any employee or applicant because of race, color, religion, sex, sexual orientation, gender identity, or national origin, and to annually submit SF EEO-1. Notification of Employee Rights Under the National Labor Relations Act (Exec. Order 13496, FAR 52.222- 40) requiring Contractor to

conspicuously post the specific notice identified in the clause regarding employees' rights to organize and bargain collectively.

(f)For all agreements that contain the Equal Opportunity clause: Prohibition of Segregated Facilities (FAR 52.222-21) requiring the Contractor to agree not to maintain or provide for its employees any segregated facilities at any of its establishments.

(g)For agreements exceeding $15,000 unless otherwise exempt: Equal Opportunity for Workers with Disabilities (Rehabilitation Act of 1973, 29 U.S.C. § 793; FAR 52.222-36; 41 CFR part 60-741) requiring, among other things, that Contractor not discriminate against any employee or applicant because of physical or mental disability and to have an approved affirmative action plan if applicable.

(h)For agreements exceeding $25,000 that involve the provision, service, or sale of food in the United States: Promoting Excess Food Donation to Nonprofit Organizations (Federal Food Donation Act of 2008, 42 U.S.C. 1792, FAR 52.226-6) encouraging Contractor, to the maximum extent practicable and safe, to donate excess, apparently wholesome food to nonprofit organizations that provide assistance to food-insecure people. (i)For agreements exceeding $100,000 unless otherwise exempt: Equal Opportunity for Veterans (Vietnam Era Veterans' Readjustment Assistance Act of 1972, 38 U.S.C. § 4211 and 4212; FAR 52.222-35; 41 CFR part 61-250, part 60-300, and part 61-300) requiring, among other things, that Contractor not discriminate against the individual because the individual is a special disabled veteran, a veteran of the Vietnam era, or other eligible veteran regarding any position for which the employee or applicant for employment is qualified, and to have an approved affirmative action plan, if applicable. Employment Reports on Veterans (FAR 52.222-37) requiring that the Contractor report, at least annually, the total number of employees by job category that are disabled veterans or certain other protected veterans.

(j)For agreements exceeding $150,000: Restrictions on Subcontractor Sales to the Government (FAR 52.203-6, Alternate I) requiring Contractor to agree it will not enter into any agreement with an actual or prospective subcontractor to restrict sales directly to the Government. Nondisplacement of Qualified Workers (Exec. Order 13495, FAR 52.222-17), requiring the Contractor to offer in good faith, those service employees employed under the predecessor contract whose employment will be terminated as a result of award of this contract or the expiration of the contract under which the service employees were hired, a right of first refusal of employment under this contract in positions for which the service employees are qualified.

(k)For agreements exceeding $204,000: Trade Agreements (various bilateral and multilateral trade agreements) Contractor certifies that the end product delivered under a line item of the agreement is a U.S. made, designated country, Caribbean Basin country, or FTA country end product OR Contractor lists them as other end products along with their country of origin.

(l)For subcontracts that offer further subcontracting opportunities. Utilization of Small Business Concerns (15 U.S.C. 637(d)(2) and (3), FAR 52.219-8), requiring Contractors to agree to award subcontracts to the full extent consistent with efficient contract performance to small, veteran- owned small, service-disabled veteran-owned small, HUBZone small, small disadvantaged, and women-owned small business concerns.

(m)For agreements exceeding $5,000,000 and a performance period of more than 120 days: Contractor Code of Business Ethics and Conduct (41 U.S.C. 3509, FAR 52.203-13), requiring, among other things, that the Contractor comply with the requirements of the “Mandatory Disclosure Rule” and prepare a written “Code of Business Ethics and Conduct” within 30 days of contract award and make the Code available to every employee engaged in performance of the contract.

(n)For agreements that may involve ocean transportation of supplies: Preference for Privately Owned U.S.-Flag Commercial Vessels (46 U.S.C. App. 1241 and 10 U.S.C. 2631, FAR 52.247-64) requiring Contractor to use privately owned U.S.-flag commercial vessels to ship at least 50 percent of the gross tonnage involved under the contract.

(o)For contracts in the areas of contingency operations outside the United States (Department of Defense Contracts only), combat operations, or other significant military operations: Contractors Performing Private Security Functions Outside the United States (NDAA FY 2008, Section 862, 10 U.S.C. 2302 Note, FAR 52.225-26) requiring Contractor to comply with various requirements regarding the use of weapons by personnel, the registration and use of armored vehicles or military vehicles, and the reporting of certain incidents involving the discharge of weapons or the death or injury of personnel.

(p)In addition to the above requirements, Contractor and any sub-Contractor(s) shall abide by the requirements of 41 CFR 60-1.4(a), 60-300.5(a) and 60-741.5(a). These regulations prohibit, among other things, discrimination against qualified individuals based on their status as protected veterans or individuals with disabilities, and prohibit discrimination against all individuals based on their race, color, religion, sex, sexual orientation, gender identity or national origin. Moreover, these regulations require that covered prime contractors and subcontractors take certain affirmative actions to employ and advance in employment individuals without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, protected veteran status or disability. Furthermore, contractors and subcontractors may not discharge or discriminate against employees or applicants for inquiring about, discussing, or disclosing their compensation or that of another employee or applicant.

(q)To the extent applicable, the employee notice requirements set forth in 29 CFR Part 471, Appendix A to Subpart A, are hereby incorporated by reference into this Agreement.

16.This Agreement shall be governed in all respects by the laws of the State of Georgia, excluding its principles of conflicts of law.

17.Contractor shall treat as strictly confidential all information it obtains in connection with this Agreement which (i) is confidential or proprietary to UPS or its customers; (ii) relates to the operations, policies, procedures, techniques, accounts and personnel of UPS; or (iii) is confidential or proprietary to a third party and is in the possession, custody or control of UPS. Without UPS’s written permission, Contractor shall not (i) disclose information pertaining to this Agreement or any information obtained through the performance of this Agreement unless required to be disclosed pursuant to applicable law, regulation or legal process; (ii) make any use whatsoever of any photograph, drawing or other representation of a the structure which is the subject matter of this Agreement; and (iii) make any use whatsoever of the corporate or trade name of United Parcel Service of America, Inc., or any of its trademarks in connection with any advertising, promotion, publicity or other printed material. This provision shall survive the termination of this Agreement.

•Critical service calls (those service calls reporting any disabled, impaired or malfunctioning safety device/system, or a natural gas leak in excess of acceptable industry standards) must be responded to and made safe within 1 hours following notification of the problem by UPS.

Replace all inter-stage filter elements; as applicable and to manufacturers requirements Exchange motion work oil and filter” as applicable and to manufacturers requirements Clean motion work oil strainer during oil changes

Inspect/clean discharge check valves