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Home My WebLink AboutRES 23-302RESOLUTION NO. 23-302 BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF BEAUMONT: THAT the City Manager be and he is hereby authorized to approve the purchase of Axon TASER energy weapons and accessories from Axon Enterprise, Inc., of Scottsdale, Arizona for use by the Police Department in the amount of $925,312.80 with payments divided over five (5) years with and annual cost of $186,395.56 per year. The meeting at which this resolution was approved was in all things conducted in strict compliance with the Texas Open Meetings Act, Texas Government Code, Chapter 551. PASSED BY THE CITY COUNCIL of the City of Beaumont this the 17th day of October, 2023. Z Q cO GL-. N m L «O W r ca O LO .-- w .n F-- ?.. C O =3 a (L> cli cm E 0 00 T ° u o na.. U C :. 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Q Imo- cm 4- iu Dn' co CV 0 N d 0 WJ A AXONMaster Services and Purchasing Agreement for Agency This Master Services and Purchasing Agreement ("Agreement") Is between Choose all Item. ("Axon"), and the agency listed below or, If no agency is listed below, the agency on the Quote attached hereto ("Agency"). This Agreement Is offoctive as of the later of the (a) last signature date on thls Agreement or (b) signature date on the Quote ("Effective Date"), Axon and Agency are each a "Party" and collectively "Parties", This Agreement governs Agency's purchase and use of the Axon Devices and Services detalled in the Quote Appendix ("Quote"). It Is the Intent of the Parties that this Agreement will govorn all subsequont purchases by Agency for the same Axon Devices and Services In the Quote, and all such subsequent quotes accepted by Agency shall be also Incorporated Into this Agreement by reference as a Quote. The Parties agree as follows: 1, Definitions, 1.1. "Axon Cloud Services" means Axon's web services for Axon Evidence, Axon Records, Axon Dispatch, and interaotions between Axon EVidence and Axon [Devices or Axon client software. Axon Cloud Service excludes thlyd-party applications, hardware warranties, and my,evidence,com, 1.2, "Axon Dovlco" means all hardware provided by Axon under this Agreement. Axon -manufactured Devices are a subset of Axon Devices. 1.3, "Quote" means an offer to soil and Is only valid for devices and services on the offer at the specifled prices. Any Inconsistent or supplemental terms within Agency's purchase order In rosponso to a Quote will be void. Orders are subject to prior credit approval. changes In the deployment estimated ship dale may change charges in the Quote. Shipping dates are estimates only. Axon Is not responsible for typographical errors In any Quote by Axon, and Axon reserves the right to cancel any orders resulting from such errors, 1.A. "Services" means all services provided by Axon under this Agreement, including software, Axon cloud Services, and professional services. 2, Term, This Agreement begins on (lie Effective Date and continues until all subscriptions hereunder have expired or have been terminated ("Tarn)"). 2.1. All subscriptions including Axon Evidence, Axon Fleet, Officer Safety Plans, Technology Assurance Plans, and TASER 7 or TASER 10 plans begin on the date stated in the Quote, Each subscription term ends upon completion of the subscription stated In the Quote ("Subscription Term"). 2.2, Upon completion of the Subscription Tern), the Subscription Term will automatically renew for an additional 5 years ("Renewal Term"). For purchase of TASER 7 or TASER 10 as a standalone, Axon may Increase pricing to Its then -current list pricing for any Renewal Term. For all other purchases, Axon may Increase pricing on all line Items In the Quote by up to 3% at the beginning of each year of the Renewal Term), New devices and services may require additional terms, Axon will not authorize services until Axon receives a signed Quote or accepts a purchase order, whichever Is first, 3. Payment, Axon Invoices upon shipment, or on the date specified within the Invoicing plan in the Quote. Payment Is due net 30 days from the Invoice date. Payment obligations are non -cancelable, Unless otherwise prohibited by law, Agency will pay interest on all past -duo sums at the lower of one -and -a -half percent (1,5%) per month or the highest rate allowed by law. Agency will pay Invoices without sotoff, deduction, or withholding. If Axon sends a past due account to collections, Agency is responsible for collection and attorneys' fees. 4. Taxes. Agency Is responsible for sales and other taxes associated with the order unless Agency provides Axon a valid tax exemption certificate, 5. Shipping. Axon may make partial shipments and ship Axon Devices from multiple locations. All shipments are EXW (incoterms 2020) vla common carrier. Title and risk of loss pass to Agency upon Axon's delivery to the common carrier, Agency Is responsible for any shipping charges in the Quote, 6, Returns, All sales are final. Axon does not allow refunds or exchanges, except warranty returns or as provided by state or federal law, 7. Warranty, 7,1. Limited Warranty. Axon warrants that Axon-nanufactured Devices are free from defects in workmanship and materials for one (1) year from the data of Agency's receipt, except Signal Sidearm and Axon -manufactured accessories, which Axon warrants for thirty (30) months and ninoty (90) days, respectively, from the date of Agency's receipt. Used conducted energy weapon ("CEW") cartridges are deemed to have operated properly. Extended warranties run from the expiration of the one- (1-) year hardware warranty through the extended warranty term, 7.2. Disclaimer. All software and Axon Cloud Services are provided "AS IS," without any warranty of any kind, alther express or implied, including without [imitation the Implied warranties of merchantability, Tlt e: Master Services and Purc as rig Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/20" Page 1 of 40 AXONMaster Services and PUrChasing Agreement for Agency fitness for a particular purpose and non infringement. Axon Devices and Services that are not manufactured, published or performed by Axon ("Third -Patty Products") are not covered by Axon's warranty and are only subject to the warranties of the third -party provider or manufacturer. 7.3. Claims. If Axon receives a valid warranty claim for an Axon -manufactured Device during the warranty term, Axon's sole responsibility is to repair or replace the Axon -manufactured Device with the same or like Axon - manufactured Device, at Axon's option. A replacement Axon -manufactured Device wil[ be new or like new. Axon will warrant the replacement Axon -manufactured Device for the [onger of (a) the remaining warranty of the original Axon -manufactured Device or (b) ninety (99) days from the date of repair or replacement, 7,3J. If Agency exchanges an Axon Device or part, the replacement Item becomes Agency's property, and the replaced Item becomes Axon's properly. Before delivering an Axon-manufacturod Device for service, Agenoy trust upload Axon -manufactured Device data to Axon Evidence or download It and retain a copy. Axon Is not responsible for any loss of software, data, or other Information contained In storage media or any part of the Axon -manufactured Device sent to Axon for sorvico. 7.4. Spare Axon Devices, At Axon's reasonable discretion, Axon may provide Agency a predetermined number of spare Axon Devices as detailed In the Quote ("Spare Axon Devices"). Spare Axon Devices are Intended to reploco broken or non-functioning units while Agency submits the broken or non-functioning units, through Axon's warranty return process. Axon will repair or replace the unit with a replacement Axon Device. Title and risk of loss for all Spare Axon Devices shall pass to Agency in accordance with shipping terms under Section 5, Axon assumes no liability or obligation In the event Agency does not utilize Spare Axon Devices for the Intended purpose. 7.5. Limitations, Axon's warranty excludes damage related to: (a) failure to follow Axon Device use Instructions; (b) Axon Devices used wlth equipment not manufactured or recommended by Axon; (c) abuse, misuse, or Intentional damago to Axon Device, (d) force majoure; (e) Axon Devices repaired or modified by persons other than Axon without Axon's written permission; or (f) Axon Devices with a defaced or removed serial number. Axon's warranty will be vold If Agency resells Axon Devices. 7,5.1,To the extent permitted by law, the above warranties and remedies are exclusive. Axon disclaims all other warranties, remedies, and conditions, whether oral, written, statutory, or Implied. If statutory or Implied warranties cannot be lawfully disclaimed, then such warranties are limited to the duration of the warranty described above and by the provisions in this Agreement. Agency confirms and agrees that, In deciding whether to sign this Agreement, it has not relied on any statement or representation by Axon or anyone acting on behalf of Axon related to the subject matter of this Agreement that is not in this Agreement. 7,5,2,Axon's cumulative liability to any party for any loss or damage resulting from any claim, demand, or action arising out of or relating to any Axon Device or Service will not exceed the purchase price paid to Axon for the Axon Device, or If for Sot -vices, the amount paid for such Servioes over the twelve (12) months preceding the claim. neither Party will be liable for direct, special, Indirect, Incidental, punitive or consequential damages, however oaused, whether for breach of warranty or contract, negligence, strict liability, tort or any other legal theory. 7.6. Online Support Platforms. Use of Axon's online support platforms (e.g., Axon Academy and MyAxon) is governed by the Axon Online Support Platforms Terms of Use Appendix available at wwwaxon.com/sales- terms-and-condItIons, 7.7. Third -Party Software and Services. Use of software or services other than those provided by Axon Is governed by the terms, if any, entered Into between Agency and the respective thtrd-party provider, Including, without limitation, the terms applicable to such software or services located at www.axon.00m/sales-terms- and-conditions, If any. 7.8. Axon. Aid. Upon mutual agreement between Axon and Agency, Axon may provide certain products and services to Agency, as a charitable donation under the Axon Aid program, in such event, Agency expressly waives and releases any and all claims, now known or hereafter known, agalnstAxon and Its offlcers, directors, employees, agents, contractors, affiliates, successors, and assigns (collectively, "Releasees"), Including but not limited to, on account of Injury, death, property damage, or loss of data, arising out of or attributable to the Axon Aid program whether arising out of the negligence of any Releasees or otherwise. Agency agrees not to make or bring any such claim against any Roleasee, and forever relonse and discharge all Releasees front liability under such claims. Agency expressly allows Axon to publicly announce its participation In Axon Aid and use Its name In marketing materials. Axon may terminate the Axon Aid program without cause Immedlately upon notice to the Agency. 8. Statement of Work. Certain Axon Devices and Services, Including Axon Interview Room, Axon Channel Services, Title: Miqter Services and Purchasing Agreement between Axon wid Agency Department; Legal version; 19.0 Release Date; 8/18/2023 Page 2 of 40 �& AXON Master Services and Purchasing Agreement for Agency and Axon Fleet, may require a Statement of Worm that details Axon's Service doltverables ("SOW"), In the event Axon provides an SOW to Agency, Axon is only responsible for the performance of Services described In ilia SOW. Additional services are out of scope, The Parties must documont scope changes in a written and signed change order. Changes may require an equitable adjustment In fees or schedule, The SOW Is Incorporated Into this Agreement by reference. 9. Axon Crevice Warnings. Soo wwmaxon.eom/legal for the most currentAxon Device warnings. 10, Posign Chancres. Axon may matte design changes to any Axon Device or Service without notifying Agency or making the same change to Axon Devices and Services previously purchased by Agency, 11. Bundled OfferinclA. Some offerings In bundled offerings may not be generally available at the time of Agency's purchase. Axon will not provide a refund, credit, or addlllonal discount beyond what Is in the Quote due to a delay of availability or Agency's election not to utilize any portion of an Axon bundle. 12, Insurance. Axon will maintain General Liability, Workers' Componsatlon, and Automobile Liability insurance. Upon request, Axon will supply certificates of Insurance. 13. IP Rigthts, Axon owns and roserves all right, Vila, and Interest in Axon -manufactured Devices and Services and suggestions to Axon, Including all related Intellectual property rights. Agencywill not cause anyAxon proprietary rights to be violated. 14. IP Indemnification, Axon will indomnify Agency against all claims, losses, and reasonable expenses from any third - party claim alleging that the use of Axon -manufactured Devices or Services Infringes or misappropriates the third- party's Intellectual property rights, Agency must promptly provide Axon with written notice of such claim, tender to Axon the defense or settlement of such claim at Axon's expense and cooperate fully with Axon In the defense or settlemont of such claim. Axon's IP Indemnification obligations do not apply to claims based on (a) modification of Axon -manufactured Device-, or Services by Agency or a thlydRparty not approved by Axon; (b) use of Axon - manufactured Devices and Services In combination with hardware or services not approved byAxon; (c) use of Axon Devices and Services other than as permitted In this Agreement; or (d) use of Axon software that Is not the most current release provided by Axon, 15. Agency Responsibilities. Agency Is responsible for (a) Agency's use of Axon Devices; (b) breach of this Agreement or violation of applicable law by Agency or an Agency and user; (c) disputes between Agency and a third -party over Agency's use of Axon Devices; (d) ensuring Axon Devices are destroyed and disposed of securely and sustalnably at Agency's cost; and (a) any regulatory violations or fines, as a result of improper destruction or disposal of Axon Devices. 16, Termination. 16.1, For Breach, A Party may terminate this Agreement for cause if It provides thirty (30) days written notice of the breach to the othor Party, and the breach remains uncured at the end of thirty (30) days. If Agency terminates this Agreement due to Axon's uncured breach, Axon will refund prepaid amounts on a prorated basis based on the effective date of termination, 16,2, By Agency. If sufficient funds are not appropriated or otherwise legally available to pay the fees, Agency may terminate this Agreement. Agency will deliver notice of termination under this section as soon as reasonably practicable. 16.3. Effect of Termination, Upon termination of this Agreement, Agency rights Immediately terminate. Agency remains responsible for all fees incurred before the effective date of termination. If Agency purchases Axon Devices for less than the manufacturer's suggested retail price ("MSRP") and this Agreement terminates before the end of the Term, Axon will Invoice Agency the difference between the MSRP for Axon Devices received, Including any Spare Axon Dovicos, and amounts paid towards those Axon Devices, Only If terminating for non appropriation, Agency may return Axon Devices to Axon within thirty (30) days of termination. MSRP Is the standalone price of the individual Axon Device at the time of sale. For bundled Axon Devices, MSRP is rho standalone price of all Individual components. 17. Confidentiality. "Confidential Information" means nonpublic Informalion designated as confldentlal or, given the nature of the Information or circumstances Surrounding disclosure, should reasonably be understood to be confident€at. Each Party will take reasonable measures to avoid disclosure, disseminatlon, or unauthorized use of the other Party's Confidential Information. Unless required by law, neither Party will disclose Elie other Parry's Confidential Information during the Term and for five (5) years thereafter. To the extent permissible by law, Axon pricing Is Confidential Information and competition sensitive. If Agency receives a public records request to disclose Axon Confidential Information, to the extent allowed by law, Agency will provide notice to Axon before disclosure, Axon may publicly announce Information related to this Agreement. Title! Master services ant urc ias ng Agreement betwoeri Axon and Agency Department: Legal Verslon: 19.0 Release Date; 8/18/2023 Page 3 of 40 AXONMaster Services and Purchasing Agreement for Agency 18. General, 18,1, Force Majeure. Neither Party will be liable for any delay or failure to perform due to a cause beyond a Party's reasonable control. 18.2. Independent Contractors. The Patties are independent contractor's. Nolthor Patty has the authority to bind Ilia other. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary, or employment relatlonshlp between the Parties. 18.3. Third -Party Beneficiaries, There are no third -party beneficiaries under this Agreement. 18.4. Non-DIscritninatlon. Neither Party nor its employees will discriminate against any person based on race; religion; creed; color; sex; gender Identity and expression; pregnancy; childbirth; breastfeeding; medical conditions related to pregnancy, childbirth, or breastfoeding; sexual orientation; marital status; age; national origin; ancestry; genetic Information; disability; veteran status; or any class protected by local, state, or federal law: 18.6. Export Compliance. Each Party will comply with all import and export control laws and regulations. 18.5. Assignment. Neither Party may assign this Agreement without the other Party's prior written consent, Axon may assign this Agreement, its rights, or obligations without consent: (a) to an affillate or subsidiary; or (b) for purposes of financing, merger, acquisition, corporate reorganization, or sale of all or substantially all Its assets. This Agreement Is binding upon the Parties respective successors and assigns, 18.7_ Waiver. No waiver or delay by either Party In exercising any right under this Agreement constitutes a waiver of that right. 18.8. Severability. If a court of compotont jurisdiction holds any portion of this Agreement Invalid or unenforceable, the remaining portions of this Agreement will remain In effect. 18.9. SUrvlvaf, The following sections will survive termination: Payment, Warranty, Axon Device Warnings, Indemnification, IP Rights, and Agency Responsibilities. 18.10.0averning Law, The laws of tho country, state, province, or municipality where Agency is physically located, without reference to conflict of law rules, govern this Agreement and any dispute arlsing from It. The United Nations Convention for the International Sale of Goods does not apply to this Agreement, 18.11. Notices. All notices must be in English, Notices posted on Agency's Axon Evidence site are effective upon posting. Notices by email are effective on the sent date of the email, Notices by personal delivery are offectivo Immediately. Notices to Agency shall be provided to the address on Elie with Axon. Notices to Axon shall be provided to Choose an Item , Attn: Legal, 17800 North 85th Street, Scottsdale, Arizona 85255 with a copy to legal@axon.com. 18.12 Entire Agreement. This Agreement, including the Appendices and any SOW(s), represents the entire agreement between the Parties, This Agreement supersedes all prior agreements or understandings, whether written or verbal, regarding the subject matter of this Agreement. This Agreement may only be modified or amended in a writing signed by the Parties. Each Party, by and through its respective representative authorized to execute this Agreement, has duly executed and delivered this Agreement as of the date of signature. AXON,, AGENCY; Choose an Item, Signature: Signature; Name: Title: Date: Name: Date: Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release bate: 8j18%20n Page 4 of 40 AXONMaster Services and PurchasingAgreement for Agency l� � Y Axon Cloud Services Terms of Use Appendix 1. Definitlons, a, "Agency Content" Is data uploaded into, ingested by, or created In Axon Cloud Services within Agency's tenant, Including media or multimedia uploaded Into Axon Cloud Services by Agency, Agency Content Includes Evidence but excludes Non -Content Data, b. "Evidence" Is media or multimedia uploaded into Axon Evidence as'evidence' by an Agency. Evidence Is a subset of Agency Content, c. "Nan-Contont Data" is data, configuration, and usage Information about Agency's Axon Cloud Services tenant, Axon Devices and client software, and users that is transmitted or generated when using Axon Devices. ikon -Content Data Includes data about users raptured during account management and customer support activities. Non -Content Data does not include Agency Content. d. "personal Data" means any Information relating to an Identified or Identifiable natural person. An identifiable natural person Is one who can be Identified, directly or Indirectly, In particular by reference to an Identifier such as a name, an Identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social Identity of that natural person. 2, Access, Upon Axon granting Agency a subscription to Axon Cloud Services, Agency may access and use Axon Cloud Sorvicos to store and manage Agency Content. Agency may not exceed more end users than the Quote specifies, Axon Ali' requires an Axon Evidence subscription for each drone operator, For Axon I vidonce Lite, Agency may access and use Axon Evidence only to store and manage TASER CEW and TASER CAM data ("TASER Data"), Agency,may not upload non-TASER Data to Axon Evidence Lite. 3, Agency Owns Agency Content. Agency controls and owns all right, title, and Interest In Agency Content, Except as outlined herein, Axon obtains no Interest in Agency Content, and Agency Content is not Axon's business records. Agency is solely responsible for uploading, sharing, managing, and deleting Agency Content, Axon will only have access to Agency Content for the limited purposes set forth herein, Agency agrees to allow Axon access to Agency Content to (a) perform troubleshooting, maintenance, or diagnostic screenings; and (b) enforce this Agreement or policies governing use of the Axon products, 4, Seauritx. Axon will implement commercially reasonable and appropriate measures to secure Agency Content against accidental or unlawful loss, access or disclosure. Axon will maintain a comprehensive Information security program to protect Axon Cloud Services and Agency Content including logical, physical access, vulnerability, risk, and configuration management; Incident monitoring and response; encryption of uploaded digital evidence; security education;'and data protection, Axon agrees to the Federal Bureau of Investigation Criminal Justice Information services Security Addendum. 6. Agency Responsibilities. Agency is responsible for (a) ensuring Agency owns Agency Content; (b) ensuring no Agency Content or Agency end user's use of Agency Content or Axon Cloud Services violates this Agreement or applicable laws; and (c) maintaining necessary computer equipment and Internet connections for use of Axon Cloud Services. If Agency becomes aware of any violation of this Agreement by an and user, Agency will Immediately terminate that end user's access to Axon Cloud Services. a. Agency will also maintain the security of end usernamos and passwords and security and access by end users to Agency Content. Agency Is responsible for ensuring the configuration and utilization of Axon Cloud Services meet applicable Agency regulation and standards. Agency may not sell, transfer, or sublicense access to any other entity or person. Agency smell contact Axon Immediately if an unauthorized party may be using Agency's account or Agency Content, or if account information is lost or stolen. b. To the extent Agency uses the Axon Cloud Services to Interact with YouTube©, such use may be governed by the YouTube Terms of Service, available at https:llwww,youtube.com/static?tomplato=lerms, 6. Privacv. Agency's use of Axon Cloud Services is subject to the Axon Cloud Services Privacy policy, a current version ofwhich is available at https://www,axon,conillegal/cloud-services-privacy-polloy. Agency agrees to allow Axon access to Non-Conient Data from Agency to (a) perform troubleshooting, maintenance, or diagnostic Titie: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version. 19,0 Release Date, 8/18/2023 Page 6 of 40 AXON Master Services and PurchasingA reement for Agency � � Y screenings; (b) provide, develop, Improve, and support current and future Axon products and related services; and (o) enforce this Agreement or policies governing the use of Axon products. 7. Axon Bod 3 Wl-FI Positioning . Axon Body 3 cameras offer a feature to enhance location services where GPS/GNSS signals may not be available, for Instance, within buildings or underground. Agency administrators can manage their choice to use this service within the administrative foatures of Axon Cloud Services. If Agency chooses to use this service, Axon must also enable the usage of the feature for Agency's Axon Cloud Services tenant. Agency Wit not see this option with Axon Cloud Services unless Axon has enabled WI-f i Positioning for Agency's Axon Cloud Services tenant. When WI-Fi Positioning is enabled by both Axon and Agency, Non - Content and Personal Data will be sent to Skyhook Holdings, Inc. ("Skyhook") to facilitate the WI-Fl Positioning functionality. Data controlled by Skyhook Is outside the scope of the Axon Cloud Services Privacy Policy and is subject to the Skyhook Services Privacy Policy. 8. Stara a. For Axon Unlimited Device Storage subscriptions, Agency may store unlimited data in Agency's Axon Evidence account only If data originates from Axon Capture or the applicable Axon Device, Axon may change Agency additional fees for exceeding purchased storage amounts. Axon may place Agency Content that Agency has not viewed or accessed for six (6) months Into archival storage. Agency Content In archival storage will not have Immediate availability and may lake up to twenty-four (24) hours to access. For Third -Party Unlimited Storage the following restrictions apply: (I) It may only be used in conjunction with a valid Axon's Evldence.com user license; (ll) Is limited to data of the law enforcement agency that purchased the Third -Party Unlimited Storage and the Axon's Evidenee.com and user or Agency Is prohibited from storing data for other law onforcement agencies; and (III) Agency may only upload and store data that Is directly related to: (1) the Investigation of, or the prosecution of a crime; (2) common law enforcement activities; or (3) any Agency Content created by Axon [devices or Evkdence,com. 9. Location of Store a. Axon may transfer Agency Content to third -party subcontractors for storage. Axon will determine the locations of data centers for storage of Agency Content. For United States agencies, Axon will ensure all Agency Content stared In Axon Cloud Services remains within the United States. Ownership of Agency Content remains with Agency. 10, Suspension. Axon may temporarily suspend Agency's or any end user's right to access or use any portion or all of Axon Cloud Services immediately upon notice, If Agency or end user's use of or registration for Axon Cloud Services may (a) pose a security risk to Axon Cloud Services or any third -party; (b) adversely impact Axon Cloud Services, the systems, or content of any other customer; (c) subject Axon, Axon's affiliates, or any third -party to liability; or (d) be fraudulent. Agency remains responsible for all fees incurred through susponsion. Axon will not delete Agency Content because of suspension, except as specified In this Agreement. 11. Axon Cloud Sorvicos Wart�anty. Axon disclaims any warranties or responsibility for data corruption or errors before Agency uploads data to Axon Cloud Services. 12. Axon Records. Axon Records Is the software as -a -service product that is generally available at the time Agency purchases an OSP 7 or OSP 10 bundle. During Agency's Axon Records Subscription Term, if any, Agency will be entitled to receive Axon's Update and Upgrade releases on an If -and -when available basis. a. The Axon Records Subscription Term will end upon the completion of the Axon Records Subscription as documented In the Quote, or if purchased as part of an OSP 7 or OSP 10 bundle, upon completion of the OSP 7 or OSP 10 Term ("Axon Records Subscription") b. An "Update" is a generally available release of Axon Records that Axon makes available from time to time. An "Upgrade" includes (1) new versions of Axon Records that enhance features and functionality, as solely determined by Axon; and/or (11) new versions of Axon Records that provide additional features or perform additional functions. Upgrades oxolude new products that Axon Introduces and markets as distinct products or applications. c. New or additional Axon products and applications, as well as any Axon professional services needed to configure Axon Records, are not Included. If Agency purchases Axon Records as part of a bundled offering, the Axon Record subscription begins on the later of the (1) start date of that bundled offering, or (2) date Axon provisions Axon Records to Agency. d. Users of Axon Records at the Agency may upload files to entitles (Incidents, reports, cases, etc) In Axon Records with no limit to the number of files and amount of storage. Notwithstanding the foregoing, Axon Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Bate: 8/18/2.023 Page 6 of 40 AXONMaster Services and Purchasing Agreement for Agency may limit usage should the Agency exceed an average rate of one -hundred (100) GB par user por year of uploaded files, Axon will not bill for overagos. 13. Axon Cloud Services Restrictions, Agency and Agency and users (Including employees, canlraclors, agents, officers, volunteers, and directors), may not, or may not attempt to: a, copy, modify, tamper with, repair, or create derivative works of any part of Axon Cloud Services; b. reverse englneor, disassomble, or decompile Axon Cloud Services or apply any process to derive any source code includod In Axon Cloud Services, or allow others to do the same; c, access or use Axon Cloud Services with the Intent to gain unauthorized access, avoid Incurring fees or - exceeding usage limits or quotas; d, use trade secret information contalned In Axon Cloud Services, except as expressly permitted In this Agreement, o, access Axon Cloud Services to build a competitive device or service or ropy any features, functions, or graphics of Axon Cloud Services; f, remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices) of Axon's or Axon's licensors on or within Axon Cloud Services; or g, use Axon Cloud Services to store or transmit Infringing, libelous, or other unlawful or tortious material; material In violation of third -party privacy rights; or malicious code. 14, After Termination. Axon will not delete Agency Content for ninety (90) days following termination. There will be no functionality of Axon Cloud Services during these ninety (90) days other than the agility to retrieve Agency Content, Agency will not incur additional foes if Agency downloads Agency Content from Axon Cloud Services during this time. Axon has no obligation to maintain or provide Agency Content after these ninety (90) days and will thereafter, unless legally prohibited, delete all Agency Content. Upon request, Axon will provide written proof that Axon successfully deleted and fully removed all Agency Content from Axon Cloud Services, 15. Post-Term€natlon Assistance. Axon will provide Agency with the same post-tormination data retrieval assistance that Axon generally makes available to all customers. Bequests for Axon to provide additional assistance in downloading or transferring Agency Content, including requests for Axon's data egress service, will result In additional fees and Axon will not warrant or guarantee data Integrity or readability in the external system. 16, U.S. Government Rights. If Agency is a U.S. Federal department or using Axon Cloud Services on behalf of a U,S, Federal department, Axon Cloud Services is provided as a "commercial Item," "commercial computer software," "commercial computer software documentation," and "technical data", as defined in the Federal Acquisition Regulation and Defense Federal Acquisition Regulation Supplement. If Agency Is using Axon Cloud Services on behalf of the U,S, Government and these terms fail to moot the U.S. Government's needs or are inconsistent in any respect with federal law, Agency will immediately discontinue use of Axon Cloud Services. 17, Survival, Upon any termination of thls Agreement, the following sections In this Appendix will survive: Agency Owns Agency Content, Privacy, Storage, Axon Cloud Services Warranty, and Axon Cloud Services Restrictions. Title, Master Services and Purchasing Agreement between Axon and Agency Department: Legal Verslon: 19.0 Release Date, 8/18/2023 gaga 7 of 40 AXONMaster Services and Purchasing Agreement for Agency Axon Customer Experience Improvement Program Appendix 1, Axon Customer- Experience improvement Profira€3r (ACEIP), The ACEIP Is designed to accelerate Axon's development of technology, such as building and supporting automated features, to ultimately Increase safety within communi€les and drive offlclency In public safety. To this end, subject to the limitations on Axon as described below, Axon, whor-o allowed by law, may matte limited use of Agency Content from all of Its customers to provide, develop, Improve, and support current and future Axon products (collectively, "ACEIP Purposes"), However, at all times, Axon will comply with Its obligations pursuant to the Axon Cloud Services Terms of Use Appendix to maintain a comprehensive data security program (including compliance with the CJIS Security Policy for Criminal Justice Information), privacy program, and data governance policy, Including high Industry standards of do -identifying Personal Data, to enforce Its security and privacy obligations for the ACEIP, ACEIP has 2 tlers of participation, Tier, 1 and Tier 2. By default, Agency will be a particlpant in ACEIP Tier 1, If Agency does not want to participate In ACEIP Tier 1, Agency can revoke its consent at any time, If Agency wants to participate In Tier 2, as detailed below, Agency can check the ACEIP Tier 2 box below. If Agency does not want to participate In ACEIP Tier 2, Agency should leave box unchecked, At any time, Agency may revoke its consent to ACEIP Tier 1, Tier 2, or both Tiers, 2. ACEIP Tier 1, 21. When Axon uses Agency Content for the ACEIP Purposes, Axon will extract from Agency Content and may store separately coples of certain segments or olaments of theAgency Content (collectively, "ACEIP Content"). When extracting ACEIP Content, Axon will use commercially reasonable efforts to aggregate, transform or de - Identify Agency Content so that the extracted ACEIP Content Is no longer reasonably capable of being associated with, or could reasonably be linked directly or Indirectly to a particular Indlvlduai ("Privacy Preserving Techniques)"). For Illustrative purposes, some examples are described In footnote 11.3✓or clarity, ACEIP Content will still be linked Indirectly, with an attribution, to the Agency from which it was extracted. This attribution will be stored separately from the data itself, but is necessary for and will be solely used to enable Axon to identify and delote all ACEIP Content upon Agency request, Once do-idenilfled, ACEIP Content may than he further modified, analyzed, and used to create derivative works. At any (line, Agency may revoke the consent granted herein to Axon to access and use Agency Content for ACEIP Purposes. Within 30 days of receiving the Agency's request, Axon will no longer access or use Agency Content for ACEIP Purposes and will delete any and all ACEIP Content, Axon will also delete any derivative works which may reasonably be capable of being associated with, or could reasonably be linked directly or Indirectly to Agency. In addition, If Axon uses Agency Content for the ACEIP Purposes, upon request, Axon will make available to Agency a list of the specific type of Ardency Content being used to generate ACEIP Content, the purpose of such use, and the retention, privacy preserving extraction technique, and relevant data protection practices applicable to the Agency Content or ACEIP Content ("Use Cass"), From time to time, Axon may develop and deploy new Use Cases. At least 30 days prior to authorizing the deployment of any new Use Case, Axon will provide Agency notice (by updating the list of Use Case at https:/1w vw,axon.comlaceip and providing Agencywith a mechanism to obtain notice of that update or another commercially reasonable method to Agency designated contact) ("New Use Case"). 2.2, Expiration of ACEIP Tier 1. Agency consent granted herein will expire upon termination of the Agreement. In accordance with section 1.1.1, within 30 days of receiving the Agency's request, Axon will no longer access or use Agency Content for ACEIP Purposes and will delete ACEIP Content. Axon will also delete any derivative works which may reasonably be capable of being associated with, or could reasonably be linked directly or Indirectly to, Agency, 3. ACEIP Tier, 2. In addition to ACEIP Tier 1, If Agency wants to help further Improve Axon's services, Agency may choose to participate In Tier 2 of the ACEIP, ACEIP Tier 2 grants Axon certain additional rights to use Agency Conlant, In addition to those set forth In Tier 1 above, without the guaranteed deployment of a Privacy Preserving Technique r For example; (a) when extracting specific text to Improve automated transcription capabilities, text that could be used to directly Identify a particular lndlvldual•would not be extracted, and extracted textwould be disassoclated from identifying metadola of any -speakers, and the extracted text would be split Into Indivldual words and aggregated with other data sources (including publicly available data) to remove any reasonable ablllty to link any specific text directly or indirectly back to a particular Individual; (b) when extracting license plate data to Improve Automated License Plate Recognition (ALPR) capabllltles, Individual license plate characters would be extracted and disassociated from each other so a complete plate could not be reconstituted, and all assoclatlon to other olomonts of the source video, such as the vehicle, location, time, and the surrounding environment would also be removed; (o)when extracting audlo of potential acoustic events (such as glass breaking or gun shots), very short segments (s1 second) of audlo that only contains the lll<ely acoustic events would be extracted and all Truman utterances would be removed. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 8 of 40 AXONMaster Services and PurchasingAgreement for Agency � �J Y to enable product devolopmont, irnprovement, and support that cannot be accomplished with aggregated, transforniod, or de -identified data. L] Check this box if Agency wants to help further Improve Axon's services by participating in ACEIP Tier 2 In addition to Tier 1. Axon will not enroll Agency Into ACEIP Tier 2 until Axon and Agency agree to terms In writing providing for such participation In ACEIP Tier 2. Title; Master Services and Purchasing Agreement between Axon and Agency Department. Legal Version; 19,0 Release pate, 8/18/2023 Page 9 of 40 �&i, A"X 0 N Master Services and Purchasing Agreement for Agency Professional Services Appendix If any of the Professional Services specified below are included on the Quote, this Appendix applies. 1. Utilization of Services, Agency must use professional services as outlined In the Quote and this Appendix within six (6) months of the Effective Date. 2, Axon Full Service (Axon lull Servlce). Axon lull Service includes advance remote project planning and configuration support and up to four (4) consecutive days of on -site service and a professional services manager to work with Agency to assess Agency's deployment and determine which on -site services are appropriate. If Agency requires more than four (4) consocutivo on -site days, Agency must purchase additional days. Axon Full Service options Include; System set up and configuration • Instructor -led setup of Axon View on smartphones (if applicable) • Configure categories and custom roles based on Agency need • Register cameras to Agency domain • Troubleshoot IT Issues with Axon Evidence and Axon pock ("Dock") access • One on -site session included Dock configuration • Work with Agency to docldo the ideal location of Docks and sat configurations on pock • Authenticate Dock with Axon Evidence using admin credentials from Agency • On -site assistance, not to Include physical mounting of docks Hest practice implementation planning session • provide considerations for the establishment of video policy and system operations best practices based: on Axon's observations with other agencies Discuss the Importance of entering metadata in the field for organization purposes and other best practices for digital data management • Provide referrals of other agencies using the Axon camera devices and Axon Evidence • Recommend rollout plan based on review of shift schedules System Admin and troubleshooting training sessions Step-by-step explanation and assistance forAgoncy's configuration of security, roles & permissions, categories & retention, and other specific settings for Axon Evidence Axon Instructor training (Train the Trainer) Training for Agency's In-house Instructors who can support Agency's Axon carnera and Axon Evidence training needs after Axon has fulfilled Its contractual on -site obligations Evidence sharing training Tailored workflow Instruction for investigative Units on sharing Cases and Evidence with local prosecuting agencies ffrid user go -live training and support sosslons • Assistance with device set tap and configuration • Training on device uso, Axon Evidence, and Evldonco pia hnrsle_mentation_d_ocuffigl i_packet Axon Evidence administrator guides, camera implementation guides, network setup guide, sample policies, and categories & roles guide Post Olive review 3. Body -Worn Camara Starter Service (Axon Starter). Axon Starter Includes advance remote project planning and configuration support and one (1) day of on -site Services and a professional services manager to work closely with Agency to assess Agency's deployment and determine which Services are appropriate. If Agency requires more than one (1) day of on-sito Services, Agency must purchase additional on -site Services, The Axon Starter options include: System set up and configuration (Rernote Support) • Instructor -led setup of Axon View on srxrartphones (if applicable) • Configure categories & custom roles based on Agency need • Troubleshoot IT Issues with Axon Pvldenoe and Dock access Title; Master Services and Purchasing Agreement between Axon and Agency Department; Legal Version; 19.0 Release pate: 8/18/2023 Page 10 of 40 AXON(Master Sorvices and PurchasIng Agreement for Agency Dock configuration W — - • Work with Agency to decide the ideal location of pock setup and set configurations on Dock • Authenticate Dock with Axon Evidence using "Administrator" crodontlals from Agency • goes not Include physical mounting of docks Axon Instructor training (Train tho Trainor) Training for Agency's in-house Instructors who can support Agency's Axon camera and Axon Evldenco training needs after Axon's has fulfilled Its contracted on -site obligations End user go -live training and support sessions • Assistance with device set up and configuration • Training on device use, Axon Evidence, and Evidence 5 nc Implementation document pa_cicef Axon Evidence administrator guides, camera Implemontatlan guides, network sotup guide, sample policies, and categories & roles guide, 4. Body -Worn Camera Virtual I -Day Service (Axon Virtual}, Axon Virtual Includes all Items In the BWC Starter Service Package, except one (1) day of on -site services. 5. CEW Services -Packages, CEW Services Packages are detailed below: System set up and configuration • Configure Axon Evidence catogorles & custom roles based on Agency need, • Troubleshoot IT Issues with Axon Evidence. • Register users and assign roles In Axon Evidence. • For the CEW Full Service Package: On -site assistance Included • For the CEW Starter Package: Virtual assistance Included Dedicated Project Manager Assignment of speo€flcAxon representative for all aspects of planning the rollout (Project Manager). Ideally, Project Manager will be assigned to Agency 4-6 weeks before rollout Best practice implementation planning session to include: • Provide conslderalions for the establishment of CEW policy and system operations best practices based on Axon's observatlons with other agencies • Discuss the Importance of entering metadata and best practices for digital data management • Provide referrals to other agencies using TASER CEWs and Axon Evidence • For tho CEW Full Service Packago; On-slte assistance included • For the CEW Starter Package; Virtual assistance Included System Admin and troubleshooting tralning sessions On -site sessions providing a step-by-step explanation and assistance for Agency's configuration of security, roles & permissions, categories & retention, and other specific settings for Axon Evidence Axon Evidence Instructor training Provide training on the Axon Evidence to educate instructors who can support Agency's subsequent Axon Evidence training needs, • For the CEW Full Service Package; Training for up to 3 Individuals at Agency • For the CEW Starter Package; Tralnin fg_ car up to 1 Individual at Agency TASER CEW inspection and device assignment Axon's on -site professional services team will perform functions check on all now TASER CEW Smart weapons and assign them to a user on Axon Evidence. Post go -live review - - For the CEW Full Service Package: On -site assistance Included. For the CEW Starter Package, Virtual assistance Included. 6. Smart Weapon Transition Service, The Smart Weapon Transition Service Includes; Archival of CEW Firing Logs Axon's on -site professional services team will upload CEW firing logs to Axon Evidence frorn all TASER CEW Smart Weapons that Agency is replacing with newer Smart Weapon models. Title: Master Services and Purchasing Agreement betwnan Axon and Agency Department; Legal Version; 19.0 Release Dater8/18/2023 Pane 11 of 40 Ai, A X 0 N Master Services and PurchasingAgreement for Agency � � Y Return of Old Weapons Axon's on -site professional service tearer will ship all old weapons back to Axon's headquarters, Axon will provide Agency with a Certificate of Destruction *Note,, CEW Full Service packages for TASER 7 or TASER 10 include Smart Weapon Tramitlon Service instead of 1-€day Device Specific Instructor Course, 7. VR Services Package, VR Service includes advance remote project planning and configuration support and one (1) clay of on-slto service and a professional services managor to work with Agency to assess Agency's deployment and determine which Services are appropriate. The VR Service training options include: System set up and configuration (i?emate Support) • lnstruotor-lod setup of Axon VR headset content • Configure agency settings based on Agency need • Troubleshoot IT Issues with Axon VR headset Axon instructor training (Train the Trainer) Training for up to five (ti) Agency's In-house Instructors who can support Agency's Axon VR CET and SIM training needs after Axon's has fulfilled Its contracted on -silo obligations Classroom and practical training sessions Step-by-step explanation and assistance for Agency's configuration of Axon VR CET and SIM functionality, basic o eration, and best ractices 8. Axon Air, On -Site Training. Axon Air, On -Site training Includes advance remote project planning and configuration support and one (1) day of on -site Services and a professional services manager to work closely with Agency to assess Agency's deployment and determine which Services are appropriate. If Agency's requires more than one (1) day of on -site Services, Agency must purchase additional on -site Services. The Axon Air, On -Site training options include, System set up and configuration (Remote Support) • Instructor -led setup of Axon Air App (ASDS) • Configure agency settings based on Agency need • Configure drone controller • Troubleshoot IT issues with Axon Evidence Axon instructor training (Train the Trainer) Training for Agency's in-house instructors who can support Agency's Axon Air and Axon Evidence training needs after Axon's has fulfilled Its contracted on -site obligations Classroom and practical training sessions Step-by-step explanation and assistance for Agency's configuration of Axon Respond+ Iivestreaming functionality, basic operation, and best practices 9. Axon Air, Virtual Training, Axon Air, Virtual training Includes all Items in the Axon Air, On -Site Training package, except the practical training session, with the Axon Instructor training for up to four hours virtually. 10. SIgnal Sidearm Installation Sorvica.. a. Purchases of 50 SSA units or more: Axon will provide one (1) day of on -site service and one professional services manager and will provide train the trainer instruction, with direct assistance on the first of each unique holster/mounting type, Agency is responsible for providing a suitable work/training area. b. Purchases of less than 50 SSA units: Axon will provide a 1-hour virtual instruction session on the basics of Installation and device calibration. 11, Out of Scope Services. Axon is only responsible to perform the professional services described In the Quote and this Appendix, Any additional professional services are out of scope, The parties must document scope changes In a written and signed change order. Changes may require an equitable adjustment in the charges or schedule. 12. Delivery of Services. Axon personnel will work Monday through Friday, 8:30 a.m. to 6:30 p.m., except holidays, Axon will of, all on -site tasks over a consecutive tlmeframe, Axon will not charge Agency travel time by Axon personnel to Agency premises as work hours. Title: Master Services and Purchasing Agreement between Axon and Agency Department., Legal Version: MO Release late: 8/18/2023 Page 12 of 40 AXONMaster Services and Purchasincl Aclreement: for Actenev 13. Access Computer Systems to Perform Services.. Agency authorizes Axon to access relevant Agency computers and networks, solely for performing the Services. Axon will work to Identify as soon as reasonably practicable resources and Information Axon expects to use and will provide an Initial Itomized list to Agency, Agency is responsible for and assumes the risk of any problems, delays, losses, claims, or expenses resulting from the content, accuracy, completeness, and consistency of all data, materials, and Information supplied by Agency. 14. Site preparation. Axon will provide a hardcopy or digital copy of current user documontatlan for the Axon Devices ("User Documentation"), User Documentation will Include all rogulrod onvironmental specifications for the professional services and Axon Devices to operate per the Axon Device User Documentation, Before installation of Axon Devices (whether performed byAgenoy or Axon), Agency must prepare the locatlon(s) whore Axon Devices are to be Installed ("Installation Site") per the environmental specifications In the Axon Device User Documentation, Following Installation, Agency must maintain the Installation Site per the environmental specifications. If Axon modlfles Axon Device User Documentation for any Axon Devices under this Agreement, Axon will provide the update to Agency when Axon generally releases it 1ii, Acceptance, When Axon completes professional services, Axon will present an acceptance form ("Acceptance Form") to Agency. Agency will sign the Acceptance Form acknowledging completion, If Agency reasonably believes Axon did not complete the professional services in substantial conformance with this Agreement, Agency must notify Axon In writing of the specific reasons for rejection within seven (7) calendar days from dellvery of the Acceptance Form. Axon will address the Issues and represent the Acceptance Form for signature. If Axon does not receive the signed Acceptance Form or written notification of reasons for rejection within seven (7) calendar days of delivery of the Acceptance Form, Axon wllt doom Agoncy to have accopted the professional services. 16, Ac,tency Network. For work performed by Axon transiting or making use of Agency's network, Agency is solely responsible for maintenance and functionality of the network. In no event will Axon be liable for loss, damage, or corruption of Agency's network from any cause. Tltle; Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version; 19.0 Release Data: 8/18/2023 Page 13 of 40 AXONMaster Services and PurchasingAgreement for Agency g g Y Technology Assurance Plan Appendix If Technology Assurance Plan ("TAP") or a bundle Including TAP Is on the Quota, this appendix applies. 1, TAP Warranty, The TAP warranty is an extended warranty that starts at the end of the one- (1-) year hardware limited warranty, 2. Officer Safety Plan, if Agency purchases an Officer Safety Plan ("OSP"), Agency will receive the dellvarablos detailed In the Quota, Agoncy must accept delivery of the TASER CEW and accessories as soon as available from Axon, 3. OSP 7 or OSP 10 Term, OSP 7 or OSP 10 begins on the date specified in the Quote ("OSP Term"). A. TAP BWC Upgrade. if Agency has no outstanding payment obligations and purchasod TAP, Axon will provide Agency a new Axon body -worn camera ("BWC Upgrade") as scheduled In the Quote, If Agency purchased TAP, Axon will provide a BWC Upgrade that Is the same or like Axon Device, at Axon's option. Axon makes no guarantee the BWC Upgrade will utilize the same accessories or Axon pock, 5. TAP Dock Upgrade, If Agency has no outstanding payment obligations and purchased TAP, Axon will provide Agency a new Axon bock as scheduled In lho Quote ("Dock Upgrade"). Accessories associated with any Dock Upgrades are subject to change at Axon discretion. Dock Upgrades will only Include a now Axon hock bay configuration unless a now Axon Dock core Is required for BWC compatibillty, If Agency originally purchased a single -bay Axon pock, the Dock Upgrade will be a single -bay Axon Dock model that Is the same or like Axon Device, at Axon's option. If Agency originally purchased a multi-bayAxon Dock, the Dock Upgrade will be a multi -bay Axon Dock that is the same or like Axon Device, at Axon's option. 6. Upgrade Delay,. Axon may ship the BWC and Dock Upgrades as scheduled in the Quote without prior confinnatlon from Agency unless the parties agree In writing otherwise at least ninety (90) days in advance, Axon may ship the final BWC and Dock Upgrade as scheduled In the Quote sixty (60) days before the and of the Subscription Term without prior confirmation from Agency, 7, Upgrade Change. If Agency wants to upgrade Axon Device models from the current Axon Device to an upgraded Axon Device, Agency must pay the price difference between the MSRP for the current Axon Device and the MSRP for the upgraded Axon Device, If the model Agency desires has an MSRP less than the MSRP of the offered BWO Upgrade or Dock Upgrade, Axon will not provide a refund. The MSRP Is the MSRP In effect at the time of the upgrade. B. Return of Original Axon Devics.. Within thirty (30) days of receiving a BWC or Dock Upgrade, Agency must return the original Axon Devices to Axon or destroy the Axon Devices and provide a certificate of destruction to Axon Including serial numbers for the destroyed Axon Devices, If Agency does not return or destroy the Axon Devices, Axon will deactivate the serial numbers for the Axon Devices received by Agency. 9. Termination, If Agency's payment for TAP, OSP, orAxon Evidence Is more than thirty (30) days past due, Axon may terminate TAP or OSP. Once TAP or OSP terminates for any reason: 9,1, TAP and OSP coverage terminate as of the date of termination and no refunds wlll be given. 9,2. Axon will not and has no obligation to provide the Upgrade Models. 9.3. Agency must make any missed payments due to the termination before Agency may purchase any future TAP or OSP. 'title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Verslon: ig,0 Release Data: 8/18/2023 Page 14 of 40 AXONMaster Services and PUrchasin Agreement for Agency � J J Y TASER 7 Appendix This TASER 7 Appendix applies to Agency's TASER 7, OSP 7, or OSP 7 Plus purchase from Axon, if applicable. 1. Duty Cartridge Replotifshrnent Plan. If the Quote includes "Duty Cartridge Repienishrnent Plan", Agency must purchase the plan for each CEW user. A CEW user Includes officers that use a CEW In the line of duty and those that only use a CEW for training, Agency may not resell cartridges received. Axon will only replace cartridges used In the line of duty. 2. Tra^ fining. If the Quote Includes a training voucher, Agency must use the voucher within one (1) year of issuance, or the voucher will be void. Axon will Issue Agency a voucher annually beginning on the start of the TASER Subscription Terns. The voucher has no cash value. Agency cannot exchange it for another device or service. Unless stated In the Quote, the voucher does not Include travel expenses and will be Agency's responsibility. If the Quote Includos Axon Online Training or Virtual Reality Content Empathy Oevelopmant for Autism/Schizophrenia (collectively, "Training Content"), Agency may access Training Content. Axon will deliver all Training Content electronically. 3, TASER Upgrade. If Agency purchases Axon's 10-year certification program for Axon's latest version of Its TASER energy weapon ("Certification Program") and has no outstanding payment obligations as of the beginning of the sixth (61h) year of the Certification Program, Agency will qualify for an upgrade to any subsequent version of the Certification Program ("GEW Upgrade"). Agency will receive the CEW Upgrade at no additional cost, only to the extent such subsequent version of the Certification Program Includes the same products or features as the Certification Program purchased by Agency. If Agency wants to upgrade to a Certification Program that includes additional products or features, Agency will pay the additional cost associated with such products and features. For the avoidance of doubt, Agency Is not required to upgrade to any subsequent version of the Certification Program. Axon may ship the CHW Upgrade as scheduled In the Quote without prior confirmation from agency unless the Parties agree In writing otherwise at feast ninety (90) days In advance. If necessary to maintain compatibility among Axon Crevices, within thirty (30) days of receiving the CEW Upgrade, Agency must, if requested by Axon, return all hardware and related accessories received In connection with the Certification Program to Axon. In such event, Agency must ship batteries via ground shipping or In accordance with federal regulations In place at the time of the return. Axon will pay shipping costs for the return If Agency uses Axon's RMA process. 4. Extended Warranty. If the Quote Includes an extended warranty, the extended warranty coverage period warranty will be for a five- (6-) year term, which Includes the hardware manufacturer's warranty plus the four- (4-) year extended term. 5. Trade-in. If the Quote contains a discount on GEW-rolated line Items, Including Items related to OSP, then that discount may only be applied as a trade-in credit, and Agency must return used hardware and accessories associated with the discount ("Trade-in Units") to Axon. Agency must ship batteries vla ground shipping. Axon will pay shipping costs of the return, If Axon does not receive Trade-in Units within the timeframe below, Axon will invoice Agency the value of the trade -In credit, Agency may not destroy Trade-in Units and receive a trade-in credit, Agenev Size Days to Return from Start pate of TASER 7 Subscription Less than 100 officers 30 days 100 to 499 officers 90 days 500.1• officers 180 days 6. TASER 7 Subscription Term.. The TASER 7 Subscription Term for a standalone TASER 7 purchase begins on shipment of the TASER 7 hardware. The TASER 7 Subscription Term for OSP 7 begins on the OSP 7 start date. 7. Access_Rights. Upon Axon granting Agency a TASER 7 Axon Evidence subscription, Agency may access and use Axon Evidence for the storage and management of data from TASER 7 CEW devices during the TASER 7 Subscription Term, Agency may not exceed the number of end users the Quote specifies. 8. Privacy. Axon will not disclose Agency Content or any Information about Agency except as compelled by a court or administrative body or required by any law or regulation. Axon will give notice If any disclosure request is received for Agency Content, so Agency may file an objection with the court or administrative body. 9. Termination. If payment for TASER 7 Is more than thirty (30) days past due, Axon may terminate Agency's TASER 7 plan by notifying Agency. Upon termination for any reason, then as of the date of termination; 9.1. TASER 7 extended warranties and access to Training Content will terminate. No refunds will be given. Title: Master Services and Purchasing Agreement: between Axon and Agency Department: Legal Version: 19,0 Release Date: 8/18/2023 hr:go 48 of 40 AXONMaster Services and Purchasing Agreement for Agency U. Axon will Invoice Agency the remaining MSRP for TASER 7 products received before termination. If terminating for non -appropriations, Axon will not Invoice Agancy If Agency returns the CEW, rechargeable battery, holster, dock, core, training suits, and unused cartridges to Axon within thirty (30) days of the date of termination. 9.3. Agency will be responsible for payment of any missed payments due to the termination before being allowed to purchase any future TASER 7 plan. Title: Master Services and Purchasing Agreement between Axon and Agency Department; Legal Vorslon: 19,0 Release Date, 8/1.8/2023 Wage 16 of 40 �. AXON Master Services and Put-chasingAgreement for Agent g Y TASER 10 Appendix This TASER 10 Appendix applies to Agency's TASER 10, OSP 10, OSP Plus, or OSP 10 Plus Premium purchase from Axon, If applicable. 1. Duty Cartridge Replenishment Plan. If the Quote includes "Duty Cartridge Replenishment Plan", Agency must purchase the plan for each CEW user. A CEW user includes officers that use a CEW In the line of duty and those that only use a CEW for training. Agency may not resell cartridges received, Axon will only replace cartridges used in the line of duty. 2. Training, If the Quote Includes a training voucher, Agency must use the voucher within one (1) year of issuance, or the voucher will be void. Axon will Issue Agency a voucher annually beginning on the start of the TASER Subscription Term, The voucher has no cash value. Agency cannot exchange It for another device or service. Unless stated In the Quote, the voucher does not include travel expenses and will be Agency's responsibility. If the Quote includes Axon Online Training or Virtual Reality Content Empathy Development for Autism/Schizophrenla (collectively, "Training Content"), Agency may access Training Content. Axon will deliver all Training Content electronically. 3. Extended Warranty. If the Quote includes an extended warranty, the extended warranty coverage period warranty will be for a five- (5-) year term, which Includes the hardware manufacturer's warranty plus the four- (4-) year extended term. 4. Trade -In. If the Quote contains a discount on CEW-related line items, including items related to OSP, then that discount may only be applied as a trade-in credit, and Agency must return used hardware and accessories assoclated with the discount ("Trade-in Units") to Axon. Agency must ship batteries via ground shlpp[ng. Axon will pay shlpping costs of the return. if Axon does not receive Trade-in Units within the timeframe below, Axon will Invoice Agency the value of the trade-in credit. Agency may not destroy Trade -In Units and receive a trade-in credit. AcienG Size mDays to Return from Start bate of TASER 10 Subscription Less than 100 officers 60 days 100 to 499 officers 90 days 500.', officers 180 days 5. TASER 10 Subscription Term, The TASER 10 Subscription Term for a standalone TASER 10 purchase begins on shipment of the TASER 40 hardware. The TASER 10 Subscription Term for OSP 10 begins on the OSP 10 start date. 6, Access Rights. Upon Axon granting Agency a TASER 10 Axon Evidence subscription, Agency may access and use Axon Evidence for the storage and management of data from TASER 10 CEW dovices during the TASER 10 Subscription Term. Agency may not exceed the nurnber of end users the Quote specifies. 7. Agency Warranty. If Agency is located In the US, Agency warrants and acknowledges that TASER 10 Is classified as a firearm and is Being acquired for official Agency use pursuant to a law enforcement agency transfer under the Gun Control Act of 1968, 0, Purchase Order. To comply with applicable laws and regulations, Agency must provide a purchase order to Axon prior to shipment of TASER 10. 9, Apollo Grant (US only). If Agency has received an Apollo Grant from Axon, Agency must pay all fees In the Quote prior to upgrading to any now TASER CEW offered by Axon. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version; MO itelease [)ate: 8118/2023 Page 17 of 40 416, A X 0 N Master Services and PurchasingAgreement for Agency g � Y Axon Auto -Tagging Appendix If Auto -Tagging Is Included on the Quote, this Appendix applies, 1. Sco e, Axon Auto -Tagging consists of tho development of a module to allow Axon Evidence to interact with Agency's Computer -Aided Dispatch ("CAD") or Records Management Systems ("RMS"). This allows end users to auto - populate Axon video meta -data with a case ID, category, and location -based on data maintained in Agency's CAD or RMS. 2. Support. For thirty (30) days after completing Auto -Tagging Services, Axon will provide up to five (6) hours of remote support at no additional charge. Axon will provide free support due to a change In Axon Evidence, If Agency maintains an Axon Evidence and Auto -Tagging subscription, Axon will not provide support if a change Is required because Agency changes its CAD or RMS. 3. Changes. Axon is only responsible to perform the Services in this Appendix, Any additional Services are out of scope. The Parties must document scope changes In a written and signed change order. Changes may require an equitable adjustment In fees or schedule, 4, Agency Responsibilitlas. Axon's performance of Auto -Tagging Services requires Agency to: 4.1. Make available relevant systems, Including Agency's current CAD or RMS, for assessment by Axon (including remote access If possible); 4.2. Make required modifications, upgrades or alterations to Agency's hardware, facilities, systems and networks related to Axon's performance of Auto -Tagging Services; 4.3, Provide access to the premises where Axon Is performing Auto -Tagging Services, subject to Agency safety and security restrictions, and allow Axon to enter and exit the premises with laptops and materials needed to porform Auto -Tagging Services; 4.4. Provide all infrastructure and software information (TCP/IP addresses, node names, network configuration) necessary for Axon to provide Auto -Tagging Services, 4.6. Promptly Install and Implement any software updates provided by Axon; 4.6. Ensure that all appropriate data backups are performed; 4,7. Provide assistance, participation, and approvals in testing Auto -Tagging Services; 4.8. Provide Axon with remote access to Agency's Axon Evidence account when required; 4.9. Notify Axon of any network or machine maintenance that may impact the performance of the module at Agency; and 4.10. Ensure reasonable availability of knowledgeable staff and personnel to provide timely, accurate, complete, and up-to-date documentation and Information to Axon. 5, Access to Systems. Agency authorizes Axon to access Agency's relevant computers, network systems, and CAD or RMS solely for performing Auto -Tagging Services. Axon will work diligently to Identify the resources and Information Axon expects to use and will provide an Initial list to Agency. Agency is responsible for and assumes the risk of any problems, delays, losses, claims, or expenses resulting from the content, accuracy, completeness, and consistency of all data, materials, and information supplied by Agency. Itte: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 11l of 40 . AXON Master Services and PurchasingAgreement for Agent g Y Axon Fleet Appendix If Axon Fleet is included on the Quote, this Appendix applies, 1, Agency Pesponsibilittos, 19, Agency must ensure its Infrastructure and vehicles adhere to the minlmum requirements to operate Axon Fleet 2 or Axon Fleet 3 (collectively, "Axon Fleet") as established by Axon during the qualifier call and on -site assessment at Agency and In any technical quallfying questions. If Agency's representations are Inaccurate, the Quote Is subject to change, 20. Agency is responsible for providing a suitable work area for Axon or Axon third -party providers to Install Axon Fleet systems Into Agency vehicles. Agency Is responsible for making available all vehicles forwhich Installation services were purchased, during the agreed upon onsite Installation dates, Failure to make vehicles available may require an equitable adjustment In fees or schedule. 2, Cradlepotnt. If Agency purchases Cradlopoint Enterprise Cloud Manager, Agency will con}ply with Cradlepolnt's end user license agreement. The term of the Cradlopoint license may differ from the Axon Evidence Subscription. If Agency requires Cradiepolnt support, Agency will contact Cradlepolnt directly. 3. Third party Installer. Axon will not be liable for the failure of Axon Fleet hardware to operate per specifications if such failure results from installation not performed by, or as directed by Axon. 4. Wireless Offload Server, 4.1, 111cense Grant. Axon grants Agency a non-exclusive, royalty -free, worldwide, perpetuai license to use Wireless Offload Server ("WpS"). "Use" means storing, loading, Installing,. or executing WOS solely for data communication will) Axon Devices for the number of licenses purchased, The WOS term begins upon the start of the Axon Evidence Subscription. 4,2. Restrictions. Agency may not; (a) modify, alter, tamper with, repair, or create derivative works of WOS; (b) reverse engineer, disassemble, or decompile WOS, apply any process to derive the source code of WOS, or allow others to do so; (o) access or use WOS to avoid Incurring fees or exceeding usage limits; (d) copy WOS In whole or part; (e) use trade secret Information contained In WOS; (f) resell, rent, loan or sublicense WOS; (g) access WOS to build a competitive device or service or copy any features, functions or graphics of WOS; or (h) remove, alter or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices) of Axon or Axon's licensors on or within WOS, 43. Updates. If Agency purchases WOS maintenance, Axon will make updates and error corrections to WOS ("WOS Updates") available electronically via the Internet or media as determined by Axon. Agency Is responsible for establishing and maintaining adequate Internet access to receive WOS Updates and maintaining computer equipment necessary for use of WOS, The (Quote will detail the maintenanco term. 4.4. WOS Support, Upon request by Axon, Agency will provide Axon with access to Agency's store and forward servers solely for troubleshooting and maintenance. 5. Axon Vehlote Software. 5.11. License Grant. Axon grants Agency a non-exclusive, royalty-freo, worldwide, perpetual license to use ViewXL or Dashboard (collectively, "Axon Vehicle Software".) "Use" means storing, loading, Installing, or executing Axon Vehicle Software solely for data communication with Axon Devices. The Axon Vehicle Software term begins upon the staff of the Axon Evidence Subscription, 5.2, Restrictions. Agency may not: (a) modify, alter, tamper with, repair, or create derivative works of Axon Vehicle Software; (b) reverse engineer, disassemble, or decompile Axon Vehicle Software, apply any process to derive the source code of Axon Vehicle Software, or allow others to do so; (c) access or use Axon Vehicle Software to avoid Incurring fees or exceeding usage limits; (d) copy Axon Vehicle Software In whole or part; (a) use trado secret Information contained In Axon Vehicle Software; (f) resell, tent, loan or sublicense Axon Vehlole Software; (g) access Axon Vehicle Software to build a competitive device or service or copy any features, functions or graphics of Axon Vehicle Software; or (h) remove, altar or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices) of Axon or Axon's licensors on or within Axon Vehicle Software, Title: Master Services and Purchasing Agreement between Axon and Agency Department; Legal Version; 19.0 Release Date; 8/18/2023 Page 19 of 40 AXONMaster Services and PurchasingAgreement for Agency � � Y 6, Acceptance Checklist, If Axon provides services to Agency pursuant to any statement of work in connection with Axon Fleet, within seven (7) days of the date on which Agency retrlayss Agency's vehicle(s) from the Axon Installer, said vehicle having boon installed and coriflgurod with tested and fully and properly operational in -car hardware and software Identified above, Agency will rorelve a Professional Services Acceptance Checklist to submit to Axon Indicating acceptance or dental of said deliverables. T Axon Fleet Uperrade, it Agency has no outstanding payment obligations and has purchased the "Hoet'rechnology Assurance Plan" (Fleet TAP), Axon will provide Agency with the satire or like model of Fleet hardware ("Axon Fleet Upgrade") as scheduled on the Quote. 7A, If Agency would like to change models for the Axon Fleet Upgrade, Agency must pay the difference between the MSRP for the offered Axon Fleet Upgrade and the MSRP for the model desired. The MSRP Is the MSRP In effect at the time of the upgrade. Agency Is responsible for the romoval of previously installed hardware and Installation of the Axon Fleet Upgrado. 7.2. Within thirty (30) days of receiving the Axon Fleet Upgrade, Agency must return the original Axon Devices to Axon or destroy the Axon Devices and provide a certificate of destruction to Axon, Including serial numbers of the destroyed Axon Devices, If Agency does not destroy or return the Axon Devices to Axon, Axon will deactivate the serial numbers for the Axon Devices received by Agency, 8. Axon Fleet Termination. Axon may terminate Agency's Fleet subscription for non-payment, Upon any termination: 8.1, Axon Fleet subscription coverage terminates, and no refunds will be given. 8.2. Axon will not and has no obligation to provide the Axon Fleet Upgrado. 8.3, Agency will be responsible for payment of any missed payments due to the termination before being allowed to purchase any future Fleet TAP. Tltte; Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version; 19,0 Release Date: 8/18/2023 Pogo 20 of 40 ® AXON Master Services and Put -chasing Agreement for Agency Axon Respond Appendix This Axon Respond Appendix applies to both Axon respond and Axon Respond Plus, if oither is Included on the Quote. 1. Axon Respond Subscription Term. If Agency purchases Axon Respond as part of a bundled offering, the Axon Respond subscription begins on the later of the (1) start date of that bundled offering, or (2) date Axon provisions Axon Respond to Agency. If Agency purchases Axon Despond as a standalone, the Axon Respond subscription begins the later of the (1) date Axon provislons Axon Respond to Agency, or (2) first day of (lie month following the Effective Date. The Axon Respond subscription term will and upon the completion of the Axon Evidence Subscription associated with Axon Respond. 2. Soo-pe of Axon Despond. The scope of Axon Respond Is to assist Agency with real-time situational awareness during critical Incidents to Improve officer safety, offectivenoss, and awareness. In the event Agency uses Axon Respond outside this scope, Axon may Initiate good -faith discussions with Agency on upgrading Agency's Axon Respond to better meet Agency's needs. 3, Axon Body 3 LTE Requirements. Axon Respond Is only available and usable with an LTE enabled body -worn camera. Axon is not liable if Agency utilizes the LTE device outside of the coverage area or If the LTE carrier Is unavailable, LTE coverage is only available in the United States, Including any U,S, territories. Axon may utilize a carrier of Axon's choice to provide LTE service, Axon may change LTE carriers during the Term without Agency's consent. 4. Axon Fleet 3 LTE ROgUirements. Axon Respond is only available and usable with a Fleet 3 system configured with LTE modem and service. Agency is responsible for providing LTE service for the modem, Coverage and availability of LTE service is subject to Agenoy`s LTE carrier. 5. Axon Respond Service Limitations, Agency acknowledges that LTE service Is made available only within the operating range of the networks. service may be temporarily refused, Interrupted, or limited because of: (a) facilities limitations; (b) transrnisslon limitations caused by atmospheric, terrain, other natural or artificial conditions adversely affecting transmisslon, weak batteries, system overcapacity, movement outside a service area or gaps In coverage In a service area, and other causes reasonably outside of the carriers control such as intontional or negligent acts of third parties that damage or impair the network or disrupt service; or (c) equipment modifications, upgrades, relocations, repairs, and other similar activities necessary for the proper or Improved operation of service. 5.1, With regard to Axon Body 3, Partner networks are made available as -is and the carrier makes no warranties or representations as to the availability or quality of roaming service provided by carrier partners, and the carrier will not be liable In any capacity for any errors, outages, or failures of carrier partner networks. Agency expressly understands and agrees that It has no contractual relationship whatsoever with the underlying wireless service provider or its affiliates or contractors and Agency is not a third -party beneficiary of any agreement between Axon and the underlying carrier. 6, Termination. Upon termination of this Agreement, or If Agency stops paying for Axon Respond or bundles that include Axon Respond, Axon will and Axon Respond services, Including any Axon -provided LTE service. Title: Master Services and Purchasing Agreement between Axon and Agency Department; Legal Version,.19.0 Release Date: 8/18/2023 Page 21 of 40 �. AXON Master Services and Purchasing A roementl for Agency Add -on Services Appendix This Appendix applies If Axon Community Request, Axon Redaction Assistant, anchor Axon Performance are Included on the Quote. 1, SubscrliAlon Torm'. if Agency purchases Axon Community Request, Axon Redaction Assistant, or Axon Performance as part of OSP 7 or OSP 10, the subscription begins on the later of the (1) start date of the OSP 7 or OSP 10 Term, or (2) date Axon provisions Axon Community Request Axon Redaction Assistant, or Axon Performance to Agency. 1.1, If Agency purchases Axon Community Request, Axon Redaction Assistant, or Axon Performance as a standalone, the subscription begins the Tatar of the (1) date Axon provldona Axon Community Request, Axon Redaction Assistant, or Axon Performance to Agency, or (2) first day of the month following the Effective Date, 1.2. The subscription terns will end upon the completion of the Axon Evidence Subscription associated with the add - Or), 2, Axon Community Request Storaga. ForAxon Community Request, Agency may store an unlimited amount of data submitted through the public portal ("portat Content"), within Agency's Axon Evidence Instance. The post -termination provisions outlined in the Axon Cloud Services Terms of Use Appendix also apply to Portal Content, 3, Performance Auto -Tagging Data, In order to provide some features of Axon Performance to Agency, Axon will need to store call for service data from Agency's CAD or RMS, Title: Master Services and Purchasing Agreement between Axon and Agency Department. regal Version: 19.0 Release pate: 8/18/2023 Page 22 of 40 A0 N Master Services and Purchasin Agreement for Agency � t� 9 Y Axon Auto -Transcribe Appendix This Appendix applies If Axon Auto -Transcribe is included on the Quote, 1. Subscription Term. If Agency purchases Axon Auto -Transcribe as part of a bundle or Axon Cloud Services subscription, the subscription begins on the later of the (1) start date of the bundle or Axon cloud Services license term, or (2) date Axon provisions Axon Auto -Transcribe to Agency, If Agency purchases Axon Auto -Transcribe minutes as a standalone, the subscription begins on the date Axon provisions Axon Auto -Transcribe to Agency, 1.1. If Agency cancels Auto -Transcribe services, any amounts owed by the Parties will be based on the amount of time passed under the annual subscription, rather than on the number of minutes used, regardless of usage, Z Auto-Transorlbe_ A -La -carte Minutes. Upon Axon granting Agency a set number of minutes, Agency may utilize Axon Auto -Transcribe, subject to the number of minutes allowed on the Quote, Agency will not have the ability to roll over unused minutes to future Auto -Transcribe terms. Axon may charge Agency additional foes for exceeding the number of purchased minutes. Axon Auto-Transorlbe minutes expire one year after being provisioned to Agency by Axon. 3. Axon Unlimited Transcribe. Upon Axon granting Agency an Unlimited Transcribe subscription to Axon Auto - Transcribe, Agency may utilize Axon Auto-Transcribo with no limit on the number of minutes. Unlimlted Transcribe Includes automatic transcription of all Axon BWC and Axon Capture footage. With regard to Axon interview Room, Axon Fleet, Axon Citizen, or third -party transcription, transcription must he requested on demand. notwithstanding the foregoing, Axon may limit usage after 5,000 minutes per user per month for multiple months In a row. Axon will not bill for overages. 4. Warranty. Axon dlsclalms all warranties, express or implied, for Axon Auto-Transorlbe. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release bate: 8/18/2023 Page 23 of 40 AXONMaster Services and Purchasing Agreement for Agency Axon Virtual Reality Content Terms of Use Appendix If Virtual Reality is Included on the Quota, this Appendix applies. 1. Term. The Quote will dolail the products and license duration, as applicable, of the goods, services, and software, and contents thereof, provided by Axon to Agency related to virtual reality (collectively, "Virtual Reality Media"). 2, Headsets, Agency may purchase additional virtual reality headsets from Axon. In the event Agency decides to purchase additional virtual reality headsets for use with Virtual Reality Media, Agency must purchase those headsets from Axon. 3. License. Restrictions, All licenses will Immediately terminate if Agency does not comply with any terms of tills Agreement, if Agency utilizes more users than stated In this Agreement, Agency must purchase additional Virtual Reality Media licenses from Axon, Agency may not use Virtual Reality Media for any purpose other than as expressly permitted by tills Agreement. Agency may not; 3.1, modify, tamper with, repair, or otherwise create derivative works of Virtual Reality Media; 3.2, reverse engineer, disassemble, or decomplle Virtual Reality Media or apply any process to derive the source code of Virtual Reality Media, or allow others to do the same; 3.3. copy Virtual Reality Media In whole or part, except as expressly permitted In this Agreement; 3.4. use trade secret Information contained in Virtual Reality Media; 3.5. resell, rent, loan or sublicense Virtual Reality Media; 3.6. access Virtual Reality Media to build a competitive device or service or copy any features, functions, or graphics of Virtual Reality Media; or 3,7, remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices) of Axon or Axon's licensors on or within Virtual Reality Media or any copies of Virtual Reality Media, 4. Privac , Agency's use of the Virtual Reality Media Is subject to the Axon Vlrtuai Reality Privacy Policy, a current version of which is available at hitos;{lwww.axon. comfaxanyroriyaqY0 ollcy. 5. Termination. Axon may terminate Agency's license immediately for Agency's failure to comply with any of the terms In tills Agreement. Tltle; Muster Services and Purchasing Agreement between Axon and Agency Department; Legal Version; 19.0 Release Date; 8/18/2023 Page 24 of 40 AXONMaster Services and Purchasing Agreement for Agency Axon Evidonce Local Software Appendix This Appendix applies If Axon Evidence Local is included on the Quote. 1, License. Axon owns all executable Instructions, Images, Icons, sound, and text in Axon Evidence Local. All rights are reserved to Axon. Axon grants a nonexclusive, royalty -free, worldwide right and license to use Axon Evidence Local. "Use" means storing, loading, Installing, or executing Axon Evidence Local exclusively for data communication with an Axon Device. Agency may use Axon Evidence Local In a notworked environment on computers other than the computer It Installs Axon Evidence Local on, so long as each execution of Axon Evidence Local is for data communication with an Axon Device. Agency may make copies of Axon Evidence Local for archival purposes only. Axon shall retain all copyright, trademark, and proprietary notices In Axon Evidence Local on all copies or adaptations. 2, Term. The Quote will detail the duration of the Axon Evidence Local license, as well as any maintenance. The term will begin upon Installation of Axon Evidence Local, 3. License Restrictions. All licenses will Immediately terminate if Agency does not comply with any term of this Agreement. Agency may not use Axon Evidence Local for any purpose other than as expressly permitted by this Agreement. Agency may not: 3.1. modify, tamper with, repair, or otherwise create derivative works of Axon Evidence Local; 3.2. reverse engineer, disassemble, or decompile Axon Evidence Local or apply any process to derive the source code of Axon Evidence Local, or allow others to do the same; 3.3, access or use Axon Evidence Local to avoid incurring fees or exceeding usage limits or quotas; 3A. copy Axon Evidence Local in whole or part, except as expressly permitted in this Agreement; 15, use trade secret information contained in Axon Evidence Local; 3.6, resell, rant, loan or sublicense Axon Evidence Local; 3.7. access Axon Evidence Local to build a competitive device or service or copy any features, functions, or graphics of Axon Evidence Local; or 3.8. remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices) of Axon or Axon's [Icensors on or within Axon Evidence Local or any copies of Axon Evidence Local. 4. Su ort, Axon may make available updates and error corrections ("Updates") to Axon Evidence Local. Axon will provide Updates electronically via the Internet or media as determined by Axon. Agency is responsible for establishing and maintaining adequate access to the Internet to receive Updates, Agency is responsible for maintaining the computer equipment necessary to use Axon Evidence Local, Axon may provide technical support of a prior release/version of Axon Evidence Local for six (6) months from when Axon made the subsequent release/version available. 5. Termination, Axon may terminate Agency's license immediately for• Agency's failure to comply with any of the (arms In this Agreement. Upon termination, Axon may disable Agency's right to login to Axon Evidence Local, Title: Master Services and purchasing Agreement between Axon and Agency Department: legal Verslon: 19.0 Release Date: 8/18/2023 page 25 of 40 AXON!Master Services and Purchasing Agreement for Agency Axon Application Programming interface Appendix This Appendix applies If Axon's API Services are Included on the Quote. 1. Definitions. 1,1, "API Client" means the software that acts as the Interface between Agency's computer and the server, which Is already developed or to be developed by Agency, 1.2. "API Interface" means software implemented by Agency to configure Agency's Independent API Client Software to operate In conjunction with the API Service for Agency's authorized Use, 1.3, "Axon Evidence Partner API, AN or Axon API" (collectively "API Service") means Axon's API which provides a programmatic means to access data In Agency's Axon Evidence account or Integrate Agency's Axon Evidence account with other systems. 1 A, "Use" means any operation on Agency's data enabled by the supported API functionality. 2. Purpose and License, 2,1. Agency may use AN Service and data made available through AN Service, in connection with an API Client developed by Agency, Axon may monitor Agency's use of API Service to ensure quallty, Improve Axon devices and services, and verify compliance with this Agreement. Agency agrees to not Interfere with such monitoring or obscure from Axon Agency's use of API Service, Agency Minot use API Service for commercial use. 2,2. Axon grants Agency a non-exclusive, nontransferable, nonsubllcensablo, worldwide, revocable right and license during the Term to use API Service, solely for Agency's Use In connection with Agency's AN Client, 2.3. Axon reserves the right to set limitations on Agency's use of the AN Service, such as a quota on operations, to ensure stability and availability of Axon's API. Axon will use reasonable of{orts to accommodate use beyond the designated limits. 3. Configuration.. Agency will work independently to configure Agency's API Client with API Service for Agency's applicable Use, Agency will be required to provide certain Information (such as Identifleatlon or contact details) as part of the registration. Registration Information provided to Axon must be accurate. Agency will Inform Axon promptly of any updates, Upon Agency's registration, Axon will provide documentation outlining API Service information, 4, Agency Responsibilities, When using API Service, Agency and Its end users may not; 4,1. use API Service In anyway other than as expressly permitted under this Agreement; 4.2. use In any way that results In, or could result in, any security breach to Axon; 4,3. perform an aotlon with the Intent of introducing any viruses, worms, defect, Trojan horses, malware, or any Items of a destructive nature to Axon Devices and Services; 4.4, Interfere with, modify, disrupt or disable features or functionality of API Service or the servers or networks providing API Service; 4,5, reverse ongineer, decompile, disassemble, or translate or attempt to extract the source code from API Sorvice or any related software; 4.6. create an API Interface that functions substantially the same as AN Service and offer it for use by third parties; 4.7. provide use of API Service on a servloo bureau, rental or managed services basis or permit other individuals or entities to create links to API Service; 4.8. frame or mirror AN Service on any other server, or wireless or Internet-basod device, 4.9, make available to a third -party, any token, key, password or other login credentials to API Service; 4,10. take any action or Inaction resulting in Illegal, unauthorized or Improper purposes, of 4.11. disclose Axon's AN manual. 5. API Content. All content related to AN Service, other than Agency Content or Agency's API Client content, Is considered Axon's AN Content, including; M. the design, structure and naming of API Service fields In all responses and requests; Title; Master Services and Purchasing Agreement between Axon and Agency Department: legal Version: 19,0 Release pate., 8/18/2023 Page 26 of 40 AXONMaster Services and Purchasing Agreement for Agency 5,2, the resources available within API Service for which Agency takes actions on, Such as evidence, cases, users, or reports; 6.3. the structure of and relailonship of API Sorvice resourcos; and 5.4. the design of API Service, In any paid or as a whole. 6. Prohibitions on API Content. Neither Agency nor its end users Mil use Ail content returned from the API Interface to: 6,1, scrape, build databases, or otherwise create permanent copies of such content, or keep cached copies longor than permitted by the cache header; 6.2. copy, translate, modify, create a derivative work of, sell, lease, lend, convey, distribute, publicly display, or sublicense to any third -party; 6.3. misrepresent the source or ownership; or 6.4, remove, alter, or obscure any confidentiality or proprletary rights notices (including copyright and trademark notices). 7. API Updates, Axon may update or modify the API Service from time to time ("API Update"). Agency is required to implement and use the most current version of API Service and to make any applicable changes to Agency's API Client required as a result of such API Update, API Updates may adversely affect how Agency's API Client access or communicate with API Service or the AN Interface. Each AN Cliont must contain means for Agency to update AN Client to the most current version of API Service. Axon will provide support for one (1) year following the release of an API Update for all depreciated AN Service versions. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 27 of 40 AXONMaster Services and PurchasingAgreement for Agency g � Y Advanced User Management Appendix This Appendix applies if Axon Advanced User Management Is included on the Quote. 1. S„cope, Advanced User Management allows Agency to (a) utilize bulk user creation and management, (b) automate user creation and management through system for Cross-domaln Identity Management ("SGIM"), and (c) automate group creation and management through SCIM, 2. Advanced User Manaciornent Configuration, Agency will work Indopendontly to configuroAgency's Advanced User Management for Agency's applicable Use, Upon request, Axon will provide general guidance to Agency, including documentation that details the setup and configuration process. Title: Master services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19,0 Release Date; 8/18/2023 Page 28 of 40 AXONMaster Services and PUrchasing Agreement for Agency Axon Channel Services Appendix This Appendix applies If Agency purchases Axon Channel Service, as sot forth on the Quote. 1. Definitions. 1,1, "Axon Digital Evidence Management System" means Axon Evidence or Axon Evidence Local, as specified In the attached Channel Services Statement of Work, 1.2. "Active Channel" means a third -party system that Is continuously communicating with an Axon Digital Evidence Management System. 13. "Inactive Channel" means a third panty system that will have a one-time communication to an Axon Digital Evidence Management System, 2, Scope. Agency currently has a thlyd-party system or data repository from which Agency desires to share data with Axon Digital Evidence Management. Axon will facilitate the transfer of Agency's third -party data into an Axon Digital Evidence Management System or the transfer of Agency data out of an Axon Digital Evidence Management System as defined in the Channel Services Statement of Work ("Channel Services SOW"). Channel Services will not delete any Agency Content. Agency is responsible for verifying all necessary data Is migrated correctly and retained per Agency policy. 3. Changes. Axon Is only responsible to perform the Services described in this Appendix and Channel Services SOW. Any additional services are out of scope, The Parties must document scope changes In a written and signed change order, Changes may require an equitable adjustment in the charges or schedule, 4, Purpose and Use. Agency is responsible for verifying Agency has the right to share data from and provide accoss to third -party system as it relates to the Services described In this Appendix and the Channel Services SOW, F-or Active Channels, Agency is responsible for any changes to a third -party system that may affect the functionality of the channei service. Any additional work required for the continuation of the Service may require additional fees. An Axon Field Engineer may require access to Agency's notwork and systems to perform the Services described In the Channel Services SOW. Agoncy Is responsible for facilitating lhls access per all laws and pollcies applicable to Agency, 5. Project Management, Axon will assign a Project Manager to work closely with Agency's project manager and project team members and will be responsible for completing the tasks required to meet all contract deliverables on time and budget. 6. Warranty. Axon warrants that It will perform the Channel Services in a good and workmanlike manner. 7. Monitoring. Axon may monitor Agency's use of Channel Services to ensure quality, improve Axon devices and services, prepare Invoices based on the total amount of data migrated, and verify compilanco with this Agreement. Agency agrees not to Interfere with such monitoring or obscure from Axon Agoncy's use of channel services. 8. Agency's Responsibilities, Axon's successful performance of the Channel Services requires Agency. 8.1. Make available Its relevant systems for assessment by Axon (including making these systems available to Axon via remote access); 8.2, Provide access to the building facilities and where Axon Is to perform the Channel Services, subject to safety and security restrictions imposed by the Agency (including providing security passes or other necessary documentation to Axon representatives performing the Channel Services permitting them to enter and exit Agency premises with laptop personal computers and any other materials needed to perform the Channel Servlces); 8.3. Provide ail necessary Infrastructure and softwaro Information (TCP1iP addresses, node names, and network configuration) for Axon to provide the Channel Services; 8.4. Ensure all appropriate data backups are performed; 8.6. Provide Axon with rernote access to tho Agency's network and third -party systems when required for Axon to perform the Channel Services; 8,6, Notify Axon of any network or machine maintenance that may Impact the performance of the Channel Services; and 83, Ensure the reasonable availability by phone or email of knowledgeable staff, personnel, system administrators, Title,, Master Services and Purchasing Agreement: between Axon and Agency Department, Legal Version; 19.0 Release Data; 8/18/2023 Pago 29 of 40 AXONFaster Services and Purchasing Agreement for Agency and operators to provide firnely, accurate, complete, and up -to -data documentation and Information to Axon (thes(- contacts are to provide baokground Information and clarification of tnformatton required to perform the Channel Services), Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release mate: 8/18/2023 Page 30 of 40 �.. AXON Master Services and Purchasin Agreement for Agency g g � Y -- - - VIEVU Data Migration Appendix This Appendix applies if Agency purchases Migration services, as set forth on the Quote. 1. Scope. Agency currently has legacy data in the VIEVU solution from which Agency desires to move to Axon Evidence. Axon will work with Agency to copy legacy data from the VIEVU solution Into Axon Evidence ("Migration"), Before Migration, Agency and Axon will work together to develop a Statement of Work ("Migration SOW") to detail all deliverables and responsibilities, The Migration will require the avallabllity of Agency resources. Such resources will be Identified In the SOW. On -site support during Migration Is not required. Upon Agency's request, Axon will provide on -silo support for an additional fee. Any request for on -site support will need to be pre -scheduled and Is subject to Axon's resource availability, 1.1, A small amount of unexposed data related to system information will not be migrated from the VIEVU solution to Axon Evldenco. Upon request, some of this data can be manually exported before Migration and provided to Agency. The Migration SOW will provide further detail, 2, Changes, Axon Is only responsible to perform the Services described in this Appendix and Migration SOW. Any additional services are out of scope. The Parties must document scope changes In a written and signed change order, Changes may require an equitable adjustment In the charges or schedule. 3, Project Manager rent, Axon will asslgn a Project Manager to work closely with Agency's project manager and project team members and will be responsible for completing the tasks required to meet all contract deliverables on lime and budget. d. Downtlme. There may be downtime during the Migration, The duration of the downtime will depend on the amount of data that Agency is migrating. Axon will work with Agency to minimize any downtime. Any VIEVU mobile application will need to be disabled upon Migration. 5. Functionality Changes. Due to device differences between the VIEVU solution and the Axon's Axon Evidence solution, there may be functionality gaps that will not allow for all migrated data to be displayed the same way In the user Interface after Migration. 6. Acceptance. Once the Migration Is complete, Axon will notify Agency and provide an acceptance form. Agency is responsible for verifying that the scope of the project has been completed and all necessary data is migrated correctly and retained perAgenoy policy. Agency will have ninety (90) days to provide Axon acceptance that the Migration was successful, orAxon will dearn the Migration accepted. B.1. In the event Agency does not accept the Migration, Agency agrees to notify Axon within a reasonable time, Agency also agrees to allow Axon a reasonable time to resolve any issue. In the event Agency does not provide Axon with a written rejection of the Migration during these ninety (90) days, Agency may be charged for additional monthly storage costs. After Agency provides acceptance of the Migration, Axon will delete all data from the VIEVU solution ninety (90) days after the Migration. 7. mast -Migration, After Migration, the VIEVU solution may not be supported and updates may not be provided. Axon may end of life the VIEVU solution in the future, If Agency elects to maintain data within the VIEVU solution, Axon will provide Agency ninety (90) days' notice before ending support for the VIEVU solution. 8, War , Axon warrants that It will perform the Migration In a good and workmanlike manner. 9, Monitoring. Axon may monitor Agency's use of Migration to ensure quallty, Improve Axon Devices and Services, prepare invoices based on the total amount of data migrated, and verify compliance with this Agreement. Agency agrees not to interfere with such monitoring or obscure Agency's use of Migration frorn Axon. Title: Master Services and Purchasing Agreement between Axon and Agency Department; Legal Version. 19.0 Release Date; 8/18/2023 Paget 31 of 40 AXONMaster Services and Purchasing Agreement for Agency Axon Technical Account Manager Appendix This Appendix applies If Axon Support Engineor services are included oil the Quote. 1. Axon Technical Account Manager Payment. Axon will Invoice for Axon Technical Account Manager ("TAM") services, as outlined in (lie Quote, when the TAM commences work on -site at Agency. 2. Full-Tirne TAM Scope of Services. 2.1. A Full -Time TAM will work on -site four (4) days par week, unless an alternate schedule or reporting location Is mutually agreed upon by Axon and Customer. 2,2. Agency's Axon sales representative and Axon's Agency Success team will work with Agency to doflne Its support needs and ensure the Full -limo TAM has skills to align with those needs. There may be up to a s€x- (8-) month waiting period before the Full -Time TAM can work on -site, depending upon Agency's needs and availability of a Full-Tlmo TAM. 2.3. The purchase of Full -Time TAM Services Includes two (2) complimentary Axon Accelerate tickets per year of the Agreement, so long as the TAM has staved work at Agency, and Agency Is current on all payments for the Full-TIme TAM Service. 2.4. The Full -Time TAM Service options are listed below: Ongoing System Setup and Configuration Asslsting with asslgning cameras and registering docks Maintaining Agency's Axon Evidence account Connecting Agency to "Early Access" programs for new devices Account Maintenance Conducting on -site training on new features and devices for Agency leadership team(s) Thoroughly documenting Issues and workfiows and suggesting new workflows to Improve the offectiveness of the Axon program Conducting weekly meetings to cover current Issues and program status Data Analysis Providing on -demand Axon usage data to Identify trends and insights for improving daily workflows Comparing Agency's Axon usage and trends to peers to establish best practices -...- Proactively monitoring the health of Axon equipment and coordinating returns when needed ---.._.__..-.....-.- ---- _--__ .----_-------- �---..--- -—-- - ...- ..- - -- - .-------_-........... L7Irect Support Providing on -sits, Tier 7 and Tior 2 (as defined In Axon's Service Level Agreement) technical support for Axon Devices Proactively monitoring the health of Axon equipment Creating and monitoring RMAs on -site Providing Axon app support i -- g - - __. _-- to -. ore they ire released to Agency's production environment Morn€tor€n and testing new firmware and work#(ows before Agency Advocacy Coordinating bl-annual voice of customer meetings with Axon's Device Management team Recording and tracking Agency feature requests and major bugs Re ional TAM Scene of Services 3.1. A Regional TAM will work on -into for three (3) consecutive days per quarter, Agency must schedule the on - site days at least two (2) weeks In advance. The regional TAM will also be available by phone and emali during regular business hours up to eight (8) hours per week. 3.2. There may be up to a six- (S-) month waiting period before Axon assigns a Regional TAM to Agency, depending upon the avallability of a Regional TAM, 3,3. The purchase of Regional TAM Services Includes two (2) complimentary Axon Accelerate tickets per year of the Agreement, so long as the TAM has started work at Agency and Agency Is current on all payments for the Reglonal TAM Service, 3.4. The Regional TAM service options are listed below. Title; Master Services and Purchasing Agreement between Axon and Agency Department; Legal Version; 19,0 Release Date; p/1£3/2023 Page 32 of 40 AXONMaster Services and Purchasing Agreement for Agency Account Maintenance Conducting remote tralning on new features and devices for Agency's leadership Thoroughly documenting Issues and workflows and suggesting new workflows to improve the effectiveness of the Axon program Conducting weekly conference calls to covet current issues and program status Visiting Agency quarterly (up to 3 consecutive days) to perform a quarterly business review, discuss Agency's goals for your Axon prograrn� and continue to ensure a successful depioy_ment of Axon Devices .... Direct Support ._. .- .. _.. - Providing remote, Tier 1 and Tier Z (As defined Axon's Service Level Agreament) tochnlcal support for Axon Devices Groating_and monitoring f�MAs_�•ematoly-__..-�-_-- Data Analysis Providing quarterly Axon usage data to Identify trends and program efficiency opportunities Comparing an Agency's Axon usage and trends to peers to establish best practices Proactively monitoring the health of Axon equlprpent and coordinating_ returns when needed Agency Advocacy Coordinating bl-yearly Voice of Agency meetings with Device Management team Recording and tracking Agency feature requests and major bugs 4. Out of Sca a Services. The TAM is responsible to perform only the Services described In this Appendix. Any additional Services dlscussod or Implied that are not defined explicitly In this Appendix will be considered out of the scope. 6. TAM leave Time. The TAM will be allowed up seven (7) days of sick leave and up to fifteen (15) days of vacation time per each calendar year, The TAM will work with Agency to coordinate any time off and will provide Agency with at least two (2) weeks' notice before utilizing any vacation days, Title; Master Services and Purchasing Agreement between Axon and Agency DepartrnenU Legal Version; B.0 Release Date; 8/18/2023 Page 33 of 40 AXONMaster services and Purchasing Agreement for Agency Axon Investigate Appendix If the Quote includes Axon's On Pram Video Suite known as Axon Investigate or Third Party Video Support License, the following appendix shall apply. 1, License Grant, Subject to the terms and conditions specified below and upon payment of the applicable fees set forth In the Quote, Axon grants to Agency a nonexclusive, nontransferable license to Install, use, and display the Axon Investigate software ("Software") solely for its own internal use only and for no other purpose, for the duration of subscription term set forth in the Quote. This Agreement does not grant Agency any right to enhancements or updates, but if such are made available to Agency and obtained by Agency they shall become part of the Software and governed by the terms of this Agreement. 2. Third -Party Licenses. Axon licenses several third -party codecs and applications that are Integrated' into the Software. Users with an active support contract with Axon are granted access to these additional features. By accepting this agreement, Agency agrees to and understands that an active support contract is required for all of the following features: DNxHD output formats, decoding files via the "fast indexing" method, proprietary file metadata, tolophono and email support, and all future updates to the software. if Agency terminates the annual support contract with Axon, the features listed above will be disabled within the Software. It is recommended that users remain on an active support contract to maintain the fuil functionality of the Software. 3. Restrictions on Use. Agency may not permit any other person to use the Software unless such tme is in accordance with the terms of this Agreement. Agency may not modify, translate, reverse engineer, reverse compile, decompile, dlsassernble or create derivative works with respect to the Software, except to the extent applicable laws specifically prohibit such restrictions, Agency may not rent, lease, sublicense, grant a security Interest In or otherwise transfar Agency's rights to or to use the Software. Any rights not granted are reserved to Axon. 4. Term. For purchased perpetual Licenses only--oxcluding Licenses leased for a pre -determined period, evaluation licenses, companion licenses, as well as temporary licenses --the license shall be perpetual unless Agency fails to observe any of Its terms, In which case It shall terminate immediately, and without additional prior notice, The terms of Paragraphs 1, 2, 3, 5, 6, 3 and 9 shall survive termination of this Agreement. For, licenses leased for a pre- determined period, for evaluation licenses, companion Ilcenses, as well as temporary licenses, the license is granted for a period beginninq at the Installallon dale and for the duration of the evaluation period or temporary period as agreed between Axon and Agency. 5, Title. Axon and Its licensors shall have solo and exclusive ownership of all right, title, and Interest in and to the Software and all changes, modifications, and enhancements thereof (including ownership of all trade secrots and copyrights pertaining thereto), regardless of the form or media in which the original or copies may exist, subject only to the rights and privileges expressly granted by Axon, This Agreement does not provide Agency with title or ownership of the Software, but only a right of limited use. 6. C, opies. The Software is copyrighted under the laws of the United States and International treaty provisions, Agency may not copy the Software except for backup or archival purposes, and all such copies shall contain all Axon's notices regarding proprietary rights as contained In the Software as originally provided to Agency. If Agency receives one copy electronically and another copy on media, the copy on media may be used only for archival purposes and this Ilcense does not authorize Agency to use the copy of tnedla on an additlonal server. 7, fictions Required Upon Termination. Upon termination of the license associated with this Agreement, Agenoy agrees to destroy all copies of the Software and other text and/or graphical documentation, whether In electronic or printed formal, that describe the features, functions and operation of the Software that are provided by Axon to Agency ("Software Documentation") or return such copies to Axon. Regarding any copies of media containing regular backups of Agency's computer or computer system, Agency agrees not to access such media for the purpose of recovering the Software or online Software Documentation. 8. Export Controls, None of the Software, Software Documentation or underlying Information may be downloaded or othorwise exported, directly or Indirectly, without the prior written consent, If required, of the office of Export Adminlslratlon of the United States, Department of Commerce, nor to any country to which the U,S, has embargoed goods, to any person on the U.S. Treasury Department's list of Specially Designated Nations, or the U,S. Department of Commerce's Table of Denials. 9, U.S, Government Restricted Rights, The Software and Software Documentation are Commercial Computer Software provided with Restricted Rights undor Federal Acquisition Regulations and agency supplements to them. Use, duplication or disclosure by the U.S. Government Is subject to restrictions as set forth In subparagraph (c)(1)(11) of the Fights in Technical Data and Computer Software clause at DFAR 2fi5.227-7013 ot, Soq, or 262,211-7015, or Title. Master Servlces and Purchasing Agreement between Axon and Agency Department; Legal Verslon, 19.0 Release pate: 8/18/2023 Page 34 of 40 AXONMaster Services and Purchasing A reemont for A anc subparagraphs (a) through (d) of tho CUmmorcial Computer Softwaro Rostric:ted Rights at FAR r32.227-i0, as applicable, or sirnllar clausos In the NASA FAR Supplement. Axon Enterprise, Inc„ V800 North 85th Street, Scottsdale, Arizona 85255, Title: Master Services and Pur6lasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 35 of 40 AXONMaster Services and PurchasingAgreement for Agency � � Y My9Q Terms of Use Appendix Definitions, 1 1 "My90" moans Axon's proprietary platform and methodology to obtain and analyze feedback, and other related offerings, Including, without limitation, interactions between My90 and Axon products, 1.2, "Recipient Contact Information" means contact information, as applicable, Including phone number or email address (if available) of the Individual whom Agency would like to obtain feedback, 1.3. "Agency Data" means 1.3.1. "My90 Agency Content" which moans data, including Rocipient Contact Information, provided to My90 directly by Agoncy or at their direction, or by permitting My90 to access or connect to an information system or similar technology, My90 Agency Content does not Include My90 Non - Content Data. 1,3,2. "My90 Non -Content Data" which moans data, configuration, and usage information about Agency's My90 tenant, and client software, users, and survey recipients that Is Processed (as defined In Section 1.6 of this Appendix) when using My90 or responding to a My90 Survey, My90 Non - Content Data includes data about users and survey recipients captured during account management and customer support activities. My90 Bien -Content Data does not Include My90 Agency Content. 1.3.9. "Survey Response" which moans survey recipients' responso to My90 Survey. 1.4. Wy90 Bata" moans 1.4,1, "My90 Survey" which means surveys, material(s) or content(s) made available by Axon to Agency and survey recipients within My90. 1.4,2. "Aggregated Survey Response" which means Survey Response that has been de-ldentlfied and aggregated or transformed so that it is no longer reasonably capable of being associated with, or could reasonably be linked drectly or indirectly to, a particular Individual. 1.6. "Personal Data" means any Information relating to an Identified or identifiable natural person, An Identifiable natural person Is one who can be Identified, directly or indirectly, In particular by reference to an identifier such as a name, an identification number, location data, an online Identifier or to one or more factors specific to tho physical, physiological, genetic, mental, economic., cultural, or social Identity of that natural person. 1.6, "Processing" means any operation or sot of operations which Is performed on data or on sets of data, whether or not by automated moans, such as collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure, or destruction. 1,7. "Sensitive Personal Data" means Personal Data that reveals an Individual's health, racial or ethnic origin, sexual orientation, disability, religious or philosophical beliefs, or trade union membership, 2, Access. upon Axon granting Agency a subscription to My90, Agency may access and use My90 to store and manage My90 Agency Content, and applicable My90 Surveys and Aggregated Survey Rosponses. This Appendix is subject to the Terms and Conditions of Axon's Master Service and Purchasing Agreement or In the event you and Axon have entered into a prior agreement to govern all future purchases, that agreement shall govern. 3. IP address, Axon will not store survey respondents' IP address. 4, Aqe"GV Owns M 90 Agency Content. Agency controls or owns all right, title, and Interest In My90 Agency Content. Except as outlined herein, Axon obtains no Interest In My90 Agency Content, and My90 Agency Content Is not Axon's business records. Except as set forth In this Agreement, Agency is responsible for uploading, sharing, managing, and deleting My90 Agency Content. Axon will only have access to My90 Agency Content for the limited purposes set forth herein. Agency agrees to allow Axon access to My90 Agency Content to (a) perform troubleshooting, maintenance, or diagnostic screenings; and (b) enforce this Agreement or policies governing use of My90 and other Axon products. "a. Dotails of the Pro.cesslnp, The nature and purpose of the Processing under this Appendix are further specified Title; Master Services and Purchasing Agreement between Axon and Agency Department. Legal Version; 19.0 Release Date; 8/18/2023 Pup 30 of 40 �&AXON Master Services and PurchasingAgreement for Agency � � Y in Schedule 1 Details of the Processing, to this Appendix. 6. Security. Axon will Implement conimerclally reasonable and appropriate measures to secure Agency Data against accidental or unlawful loss, access, or disclosure. Axon will maintain a comprehensive Information security program to protect Agency Data including logical, physical access, vulnerability, risk, and configuration management; Incident monitoring and response; security education; and data protection, Axon will not treat Agency Data In accordance with FBI CJIS Security Policy requirements and does not agree to the CJIS Security Addendum for this engagement or any other security or privacy related commitments that have been established between Axon and Agency, such as ISO 27001 certification or SOC 2 Reporting. 7, Privacy. Agency use of My90 is subject to the My90 Privacy Policy, a current version of which Is available at hftps;Iwww.axon,corn/legai/ttay90priyacypolicy, Agency agrees to allow Axon access to My90 Non -Content Data from Agency to (a) perform troubleshooting, maintenance, or diagnostic screenings; (b) provide, develop, Improve, and support current and future Axon products including My90 and related services; and (c) enforce this Agreement or policies governing the use of My90 or other Axon products. 8, Location of Storage, Axon may transfer Agency Data to third -party subcontractors for Processing. Axon will determine tho locations for Processing of Agency Data. For all Agency, Axon will Process and store Agency Data within the United States, Ownership of My90 Agency Content remains with Agency. 9. Required Disclosures, Axon will not disclose Agency Data that Agency shares with Axon except as compelled by a court at, administrative body or required by any law or regulation. Axon will notify Agency if any disclasure request is received for Agency Data so Agency may file an objection with the court or, administrative body, unless prohibited by law, 10. Data Sharing. Axon may share data only with entities that control or are controlled by er under common control of Axon, and as described below: 10.1. Axon may share Agency Data with third parties It employs to perform tasks on Axon's behalf to provide products or services to Customer. 10.2. Axon may share Aggregated Survey Response with third parties, such as other Axon customers, local city agencies, private companies, or members of the public that are seeking a way to collect analysis on general policing and communfty trends, Aggregated Survey Response will not be reasonably capable of being associated with or reasonably be linked directly or indirectly to a particular Individual, 11. License and Intellectual Proper( , Agency grants Axon, Its affiliates, and assignees the Irrevocable, perpetual, fully paid, royalty free, and worldwide right and license to use Agency Data for internal use including but not limited to analysis and creation of derivatives. Axon may not release Agency Data to any third party under this right that Is not aggregated and do-Idontifled. Agency acknowledges that Agency will have no Intellectual property right In any media, good or service developed or Improved by Axon. Agency acknowledges that Axon may make any lawful use of My90 Data and any derivative of Agency Data Inciuding, without Ilmltallon, the right to monetize, redistribute, make modification of, and make derivatives of the surveys, survey responses and associated data, and Agency will have no Intellectual property right In any good, service, media, or other product that uses My90 Data. 12, Agency Use of Aggregated Survey Response. Axon will make available to Agency Aggregated Survey Response and rights to use for any Agency purpose. 13, Data Subject Rights. Taking Into account the nature of the Processing, Axon shall assist Agency by appropriate technical and organizational measures, insofar as this Is reasonable, for the fulfilment of Agency's obligation to respond to a Data Subject Request regarding any Personal Data contained within My90 Agency Content, if in regard to My90 Agency Content, Axon receives a Data Subject Request from Agonoy's data subject to exercise one or more of Its rights under applicable Data Protection Law, Axon will redirect the data subjectwithln seventy- two (72) hours, to make Its request directly to Agency. Agency will be responsible for responding to any such request. 14, Assistance with Recluests related to My90 Agen" Cgpttprtt, With regard to the processing of My90 Agency Content, Axon shall, if not prohibited by applicable law, notify Agency without delay after receipt, if Axon: (a) receives a request for information from the Supervisory Authority or any other competent authority regarding My90 Agency Content; (b) receives a complaint or request from a third party regarding the obligations of Agency or Axon under applicable Data Protection Law; or (c) receives any other communication which directly or Indirectly pertalns to My90 Agency Content or the Processing at, protection of My90 Agency Content. Axon shall not respond to such requests, complaints, or communications, unless Agency has given Axon written Instructions to Title; Master Services and Purchasing Agreement: between Axon and Agency Department: Legal Version: 1.9,0 Release Date: 8/18/2023 Page 37 of 40 AXONMaster Services and PUrchasing A reetnent for Agency that effect or If such Is required under a statutory provision. In the latter caso, prior to responding to the roquost, Axon shall notify Agency of the relevant statutory provision and Axon shall limit its response to what Is necessary to comply with the request. 15, Axon lrvidence Partner. Sharin . if Axon Evidence partner sharing is used to share My90 Agency Content, Ardency will manage the data sharing partnership with Axon and access to allow only for authorized data sharing with Axon. Agency acknowledges that any applicable audit trail on the original source data will not Include activities and processing performed against the instances, copies or clips that has been shared with Axon. Agency also acknowledges that the retention policy from the original source data Is not applied to any data shared with Axon. Except as provided heroln, data shared with Axon may be retained Indefinitely by Axon, 1 G. Data Retention. Phone numbers provided to Axon directly by Agency or at their direction, or by permitting My90 to access or connect to an Information system or slmllar technology will be retained for twenty-four (24) hours. Axon will not delete Aggregated Survey Response for four (4) years following termination of this Agreement, There will be no functionality of My90 during these four (4) years other than the ability to submit a request to retrieve Aggregated Survey Response, Axon has no obligation to maintain or provido Aggregated survey Response after these four years and may thereafter, unless legally prohibited, delete all Aggregated Survey Response. 17. Termination.. Termination of an My90 Agreement will not result In the removal or rmodlflcatlon of previously shared My90 Agency Content or the potential monetization of Survey Response and Aggregated Survey Response, 18. Managing Data Shared. Agency Is responsible for: 18J. Ensuring My90 Agency Content is appropriate for use in My9o. This Includes, prior to sharing: (a) applying any and all required redactions, clipping, removal of rnetadata, logs, etc. and (b) coordination with applicable public disclosure officers and related legal teams; 18.2. insuring that only My90 Agency Content that is authorized to be shared for the purposes outlined is shared with Axon. Agency will periodically monitor or audit this shared'data; 18,3. using an appropriately secure data transfer mechanism to provide My90 Agency Content to Axon; 18.4. lmmodiately notifying Axon if My90 Agency Content that Is not authorized for sharing has been shared. Axon may not be able to immediately retrieve or locate all Instances, copies or clips of My90 Agency Content In the event Agency requests to un-share previously shared My90 Agency Content; 19. Prior to enrollment in MOO. Prior to enrolling In My90, Agency will: 19.1, determine how to use My90 in accordance with applicable laws and regulations including but not limited to consents, use of Info or other legal considerations; 19.2. develop a set of default qualification criteria of what My90 Agency Content may be shared with Axon; and 19.3. assign responsibilities for managing what My90 Agency Content is shared with Axon and educate users on what data may or not be shared with Axon. 20. Agency Responsibilities. Agency is responsible for: 20,1, ensuring no My90 Agency Content or Agency end user's use of My90 Agency Content or My90 violates this Agreement or applicable laws; 20.2. providing, and will continue to provide, all notices and has obtained, and will continue to obtain, all consents and rights necessary under applicable laws for Axon to process Agency Data In accordance with this Agreement; and 20,3, maintaining necessary computer equipment and Internet connections for use of My90. If Agency becomes aware of any violation of this Agreement by an end user, Agency will Immediately terminate that end user's access to My90. Agency will also maintain the security of end usernames and passwords and security and access by end users to My90 Agency Content. Agency Is responsible for ensuring the conflguratlon and utilization of My90 ineets applicable Agency regulations and standards. Agency may not sell, transfer, or sublicense access to any other entity or person. Agency shall contact Axon Immediately if an unauthorized party may be using Agency's account or My90 Agency Content or if account information is lost or stolen. 21, Suspension, Axon may termporarlly suspend Agency's or any end user's right to access or use any portion or all of My90 immediately upon notice, If Agency or end user's use of or registration for My90 may (a) pose a security Title, Master servlcas and Purchasing Agreement between Axon and Agency Department: legal Version: 19.0 Release Date: 8/18/2023 Page 38 of 40 AXONMaster Services and Purchasing,A reetnent for Agency � g Y risk to Axon products including MygO, or any third -party; (b) adversely Impact My90, the systems, or content of any other customer; (c) subject Axon, Axon's a€flllates, or any third -party to liability; or (d) be fraudulent. Agency remains responsible for all fees, If applicable, incurred through suspension, Axon will not delete My90 Agency Content or Aggregated Survey response because of suspension, except as spaclfled In this Agreement. 22. My90 Restrictions, Agency and Agency end users (Including employees, contractors, agents, officers, volunteers, and directors), may not, or may not attempt to: 22.1. copy, modify, tamper with, repair, or create derivative works of any part of My90; 22.2. reverse engineer, disassemble, or decompile My90 or apply any process to derive any source code Included In My90, or allow others to do the same; 22.3. access or use My90 will) the Intent to gain unauthorized access, avoid Incurring fees or exceeding usage limits Or quotas; 22.4. use trade secret information contained in My90, oxcept as expressly pormittod In this Agreement; 22.6. access My90 to build a competitive product or service or copy any features, functions, or graphics of My90; 22.6. remove, alter, or obscure any confldentlallty or proprietary rights notices (including copyright and trademark notices) of Axon's or Axon's licensors on or wilhln My90; or 22.7. use My90 to store or transmit Infringing, libelous, or other unlawful or tortious material; to stare or transmit material in violation of third -party privacy rights; or to stare or transmit malicious code. Title: Master Services and purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release pate: 8/18/2023 Pago 39 of 40 AXONMaster Services and PurchasingAgreement for Agency � 9 Y Schedule 1- Details of the Processing 1. Nature and Purpose of the Processing. To help Agency obtain foodback from individuals, such as members of their community, staff, or officers, Features of My9O may Include: 1.1, Survey Toot where Agency may create, distribute, and analyze feedback from Individuals it designates. Agency may designate members of the community, staff or officers from whom they would like to obtain foodback; 1.2. Creation of custom forms for surveys. Agency may select questions from a list of pre -drafted questions of - create their Own; 1.3. Dlstrlbution of survey via multiple distribution channels such as text message; 1.4. Ability to aecoss and analyze Survey Response, Axon may also provide Agency Aggregated Survey Responses which contain analysis and Insights from the Survey Response; 1.66. Direct integrations Into Informatlon systems including Computer Aided Dispatch ("CAD"), This will enable Agency to share contact Information easily and quickly with Axon of any individuals from whom it wishes to obtain feedback, enabling Axon to communicate directly with these Individuals; 1.6. Data Dashboard Beta Test ("Data Dashboard") where Survey Response and Aggregated Survey Response will be displayed for Agency use. Agency will be able to analyze, Interpret, and share results of the Survey Response. My96 may provide beta verslons of the Data Dashboard that are specifically designed for Agency to test before they are publicly available; 1.7. Survey Responses will be aggregated and de -Identified and may be subsequently distributed and disclosed through various mediums to; (1) Agency; (2) other Axon Agency; (3) private companies; and (4) members of the public. The purpose of disclosure is to provide ongoing insights and comparisons on general policing and community trends, Prior to disclosing this Information, Axon will ensure that the Survey Response has been de -identified and aggregated or transformed so that It is no longer reasonably capable of being associated with, or could reasonably be ]Inked directly or Indirectly to a particular Individual; and 1.6, Provide services and materials to engage Agency stakeholders, market the partnership to the public, and facilitate training. Title; Master Services and Purchnsing Agreement between Axon and Agency Department: legal Version: 19.0 Release page: W18/2023 Page 40 of 40 SHIP TO Beaumont Police Dept-801 Main St. 801 Main St Suite 330 Beaumont, TX 77701 USA Quote Summary Axon Enterprise, Inc. 17800 N 85th St. Scottsdale, Arizona 85255 United States VAT: 86-0741227 Domestic: (800) 978-2737 International: +1.800.978.2737 BILL TO Beaumont Police Dept. - TX PO Box 3827 Beaumont TX 77704-3827 USA Email: Program Length 60 Months TOTAL COST $925,312.80 ESTIMATED TOTAL WI TAX $925,312.80 Payment Summary Date rJan 2024 Feb 2024 Jan 2025 _ Jan 2026 _ Jan2027 Jan 2028 Total Page 1 Q-469862-45203.607J G y Quote Expiration: 11/15/2023 Account Number: 110311 Payment Terms: N30 Delivery Method: SALES REPRESENTATIVE PRIMARY CONTACT Joe Gauthier Phone: 5046214917 Phone: Email: jauthier@axon.com Email: Fax: Fax: Discount Summary Average Savings Per Year TOTAL SAVINGS Subtotal $186,395.56 ($6,665.00) $186,395.56 $186,395.56 $186,395.56 $186,395.56 $925,312.80 $27,944.52 $139,722.60 Tax Total $0.00 $186,395.56 $0.00 ($6,665.00) $0.00 $186,395.56 $0.00 $186,395.56 $0.00 $186,395.56 $0.00 $186,395.56 $0.00 $925,312.80 Q-469862-45203.607JG Pricing All deliverables are detailed in Delivery Schedules section lower in proposal Item Description Qty Term Program 100553 TRANSFER CREDIT - SOFTWARE AND SERVICES 1 T10Cert TASER 10 CertiGtion Bundle 211 60 A la Carte Services H147 CEW STARTER 1 Total Quote Unbundled Price: Quote List Price: Quote Subtotal: Unbundled List Price Net Price $1.00 ($6,665.00) $83.34 $75.83 $72.83 $9,950.00 $9,950.00 $1,065,035.40 $969,958.80 $925,312.80 Subtotal Tax Total ($6,665.00) $0.00 ($6,665.00) $922,027.80 $0.00 $922,027.80 $9,950.00 $0.00 $9,950.00 $925,312.80 $0.00 $925,312.80 Page 2 Q-469862-45203.607JG Delivery Schedule Hardware Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle - -- —...--------------- TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle Software Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle Services Bundle TASER 10 Certification Bundle Page 3 Item 100390 100390 100393 100393 100394 100395 100396 100399 100400 100401 100616 100617 100623 20018 20018 20018 70033 71019 74200 80087 80090 100399 100400 100399 100400 100399 100400 100399 100400 Description - TASER 10 HANDLE, YLW, CLASS 3R TASER 10 HANDLE, YLW, CLASS 3R TASER 10 LIVE DUTY MAGAZINE BLACK TASER 10 LIVE DUTY MAGAZINE BLACK _ TASER 10 HALT TRN MAGAZINE BLUE (HOOK -AND -LOOP -TRAINING) TASER 10 LIVE TRAINING MAGAZINE PURPLE TASER-10-INERT MAGAZINE RED TASER 10 LIVE CARTRIDGE TASER 10 HALT CARTRIDGE TASER 10 INERT CARTRIDGE TASER 10 BLACKHAWK HOLSTER, RH TASER 10 BLACKHAWK HOLSTER, LH ENHANCED HOOK -AND -LOOP TRAINING (HALT) SUIT (V2) TASER BATTERY PACK, TACTICAL TASER BATTERY PACK, TACTICAL TASER BATTERY PACK, TACTICAL WALL MOUNT BRACKET, ASSY, EVIDENCE.COM DOCK NORTH AMER POWER CORD FOR AB3 8-BAY, AB2 1-BAY / 6-BAY DOCK TASER 6-BAY DOCK AND CORE TASER TARGET, CONDUCTIVE, PROFESSIONAL (RUGGEDIZED)__ TARGET FRAME, PROFESSIONAL, 27.5 IN. X 75 IN., TASER 7 TASER 10 LIVE CARTRIDGE TASER 10 HALT CARTRIDGE _ TASER 10 LIVE CARTRIDGE TASER 10 HALT CARTRIDGE TASER 10 LIVE CARTRIDGE TASER 10 HALT CARTRIDGE TASER 10 LIVE CARTRIDGE TASER 10 HALT CARTRIDGE Item Description 20248 TASER 7 EVIDENCE.COM LICENSE 20248 TASER 7 EVIDENCE.COM LICENSE QTY 211 2 Item Description 100751 TASER 10 DUTY CARTRIDGE REPLACEMENT ACCESS PROGRAM QTY Estimated Delivery Date 211 01/01/2024 7 01/01/2024 211 01 /01 /2024 7 01/01/2024 9 9 9 4220 1270 85 188 23 4 211 36 7 3 3 3 3 ---- 3-- 430 1270 _.. 420 1260 420 1270 420 1260 01/01/2024 01/01/2024 01/01/2024 01/01/2024 01/01/2024 01/01/2024 _ 01/01/2024 01/01/2024 01/01/2024 01/01/2024 01/01/2024 01/01/2024 01/01/2024 01/01/2024 01/01/2024 01/01/2024 01/01/2024 01/01/2025 01/01/2025 01 /01 /2026 01/01/2026 01/01/2027 01/01/2027 01/01/2028 01 /01 /2028 Estimated Start Date Estimated End Date 02/01 /2024 01 /31 /2029 02/01/2024 01/31/2029 QTY 211 Q-469862-45203,607JG Services Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle A la Carte Warranties Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle TASER 10 Certification Bundle Item Description 20119 TASER 7 MASTER INSTRUCTOR SCHOOL VOUCHER 20119 TASER 7 MASTER INSTRUCTOR SCHOOL VOUCHER 20119 TASER 7 MASTER INSTRUCTOR SCHOOL VOUCHER 20119 TASER 7 MASTER INSTRUCTOR SCHOOL VOUCHER 20119 TASER 7 MASTER INSTRUCTOR SCHOOL VOUCHER ..-- — - --._ 20120 TASER 7 INSTRUCTOR COURSE VOUCHER --- 20120 TASER 7 INSTRUCTOR COURSE VOUCHER _ 20120 TASER 7 INSTRUCTOR COURSE VOUCHER 20120 _ TASER 7 INSTRUCTOR COURSE VOUCHER 20120 TASER 7 INSTRUCTOR COURSE VOUCHER 85147 CEW STARTER Item Description CITY Estimated Start Date 100704 EXT WARRANTY, TASER 10 HANDLE 211 01/01/2025 100704 EXT WARRANTY, TASER 10 HANDLE 7 01/01/2025 80374 EXT WARRANTY, TASER 7 BATTERY PACK 211 01/01/2025 80374 EXT WARRANTY, TASER 7 BATTERY PACK 7 01101/2025 80374 EXT WARRANTY, TASER 7 BATTERY PACK 36 01/01/2025 80396 EXT WARRANTY, TASER 7 SIX BAY DOCK 3 01/01/2025 QTY 1� 1 1 2 2 2 2 2 _ 1 Estimated End Date 01/31/2029 01/31/2029 01/31/2029 01/31/2029 01 /31 /2029 01/31/2029 Page 4 Q-469862-45203.607JG Payment Details Jan 2024 Invoice Plan Item Description Qty Subtotal Tax Total Year 1 85147 CEW STARTER 1 $1,990.00 $0.00 $1,990.00 Year 1 T10Cert TASER 10 Certification Bundle 211 $184,405.56 $0.00 $184,405.56 Total $186,395.56 $0.00 $186,395.56 Feb 2024 Invoice Plan Item Description Qty Subtotal Tax Total Invoice Upon Fulfillment 100553 _ _ _ _ TRANSFER CREDIT - SOFTWARE AND SERVICES 1 ($6,665.00) $0.00 ($6,665.00) Total ($6,665.00) $0.00 ($6,665.00) Jan 2025 Invoice Plan Item Description Qty Subtotal Tax Total Year 85147 CEW STARTER 1 $1,990.00 $0.00 $1,990.00 Year 2 T10Cert TASER 10 Certification Bundle 211 $184,405.56 $0.00 $184,405.56 Total $186,395.56 $0.00 $186,395.56 Jan 2026 Invoice Plan Item Description Qty Subtotal Tax Total Year 85147 CEW STARTER 1 $1,990.00 $0.00 $1,990.00 Year 3 T10Cert TASER 10 Certification Bundle 211 $184,405.56 $0.00 $184,405.56 Total $186,395.56 $0.00 $186,395.56 Jan 2027 Invoice Plan Item Description Qty Subtotal Tax Total Year 85147 CEW STARTER 1 $1,990.00 $0.00 $1,990.00 Year 4 T10Cert TASER 10 Certification Bundle 211 $184,405.56 $0.00 $184,405.56 Total $186,395.56 $0.00 $186,395.56 Jan 2028 Invoice Plan Item Description Qty Subtotal Tax Total Year 5 85147 CEW STARTER 1 $1,990.00 $0.00 $1,990.00 Year 5 T10Cert TASER 10 Certification Bundle 211 $184,405.56 $0.00 $184,405.56 Total _ $186,395.56 $0.00 $186,395.56 Page 5 Q-469862-45203.607JG Tax is estimated based on rates applicable at date of quote and subject to change at time of invoicing. If a tax exemption certificate should be applied, please submit prior to invoicing. Contract BuyBoard Proposal No. 698-23 (CEW only) is incorporated by reference into the terms and conditions of this Agreement. In the event of conflict the terms of Axon's Master Services and Purchasing Agreement shall govern. Standard Terms and Conditions Axon Master Services and Purchasing Agreement: ACEIP Axon Enterprise Inc. Sales Terms and Conditions This Quote is limited to and conditional upon your acceptance of the provisions set forth herein and Axon's Master Services and Purchasing Agreement (posted at www.axon.com/legal/sales-terms-and-conditions), as well as the attached Statement of Work (SOW) for Axon Fleet and/or Axon Interview Room purchase, if applicable. In the event you and Axon have entered into a prior agreement to govern all future purchases, that agreement shall govern to the extent it includes the products and services being purchased and does not conflict with the Axon Customer Experience Improvement Program Appendix as described below. The Axon Customer Experience Improvement Program Appendix, which includes the sharing of de -identified segments of Agency Content with Axon to develop new products and improve your product experience (posted at www.axon.com/legal/sales-terms-and-conditions), is incorporated herein by reference. By signing below, you agree to the terms of the Axon Customer Experience Improvement Program. Acceptance of Terms: Any purchase order issued in response to this Quote is subject solely to the above referenced terms and conditions. By signing below, you represent that you are lawfully able to enter into contracts. If you are signing on behalf of an entity (including but not limited to the company, municipality, or government agency for whom you work), you represent to Axon that you have legal authority to bind that entity. If you do not have this authority, please do not sign this Quote. Page 6 Q-469862-45203.607JG Exceptions to Standard Terms and Conditions Elected discount of $37,980.00 for trade in of old X26P handles expires after 11/15/2023. Agency has existing contract #00080838 (originated via Q-413061) and is terminating that contract upon the new license start date (2/1/2024) of this quote. The parties agree that Axon is granting a refund of $6,665.00 to refund paid, but undelivered services. This discount is based on a ship date range of 1/1/2024 - 1/15/2024, resulting in a 2/1/2024 license date. Any change in this date and resulting license start date will result in modification of this discount value which may result in additional fees due to or from Axon. Signature 10/4/2023 /'0 'xs_::z -/�' Date Signed Page 7 Q-469862-45203.607JG Page 8 Q-469862-45203.607JG