AGR-6964 - AXON ENTERPRISE INC - MOBILE AUDIO VIDEO INTERVIEW ROOM AND BODY WORN CAMERA SYSTEMR-69L-
PROFESSIONAL SERVICES AGREEMENT
THIS PROFESSIONAL SERVICES A REEMENT (the "AgreemenP') is made at
Orange, Califomia, on this ih day of_ rc 2020 (the "Effective Date") by and
behveen the CI1'1' OF ORANGE, a municipal corporation ("City"), acid AXON ENTERPRISE,
INC., a Delaware corporation("Contractor"),who agree as follows:
1. Services. Subject to the terms and conditions set forth in this Agreement,
Conuactor shall provide to the reasonable satisfacrion of City the services set forth in Exhibit"A,"
B," and "C," which are incoiporated herein by reference. As a material inducement to City to
enter into this Agreement, Contractor represents and wanants that it has thoroughly investigated
and considered the scope of services and fully understands the difficulties and restrictions in
performing the work. Contractor shall perform all services in a manner reasonably satisfactory to
City and in a manner in conformance with the standards of quality normally observed by an entity
provided such services to a municipal agency. All services provided shall conform to all federal,
state and local laws,rules and regulations and to the best professional standards and practices. The
terms and conditions set for[h in this Agreement shall control over any terms and conditions in the
Exhibits to the contrary.
The Police Chief or his/her designee ("City's Project Manager"), shall be the person to
whom Conhactor will report for the performance of services hereunder. It is understood that
Contractor's performance hereunder shall be under the supervision of City's Project Manager,that
Contractor shall coordinate its services hereunder with City's Project Manager to the extent
required by City's Project Manager, and that all performances required hereunder by Contractor
shall be performed to [he satisfaction of City's Project Manager and the City Manager.
2. CompensaHon and Fees.
a. Conhactor's total compensation for all services performed under this
Agreement, shall not exceed ONE MILLION SIX HLJNDRED EIGHTY-EIGHT THOUSAND
TWO HLTNDRED SEVEN DOLLARS and 36/]00 ($1,688,20736) without the prior written
authorization of City.
b. The above compensation shall include all costs, including, but not limited
to, all clerical, administrative, overhead, insurance, reproduction, telephone, travel, auto rental,
subsistence and all related expenses.
3. Pavment.
a. Contractor shall submit to City an invoice for the services completed,
authorized expenses and authorized extra work actually performed or incurred according to the
schedule set forth in Exhibit"A."
b. All such invoices shall state the basis for the amount invoiced, including
services completed, the number of hours spent and any extra work performed.
c. City will pay Contractor the amount invoiced within thirty (30) days of
completion of the work and receipt of all deliverables.
d. Payment shall constitute payment in full for all services, authorized costs
and authorized extra work covered by that invoice.
4. CLanEe Orders. No payment for extra services caused by a change in the scope
or complexity of work, or for any other reason, shall be made unless and until such extra services
and a price therefor have been pceviously authorized in writing and approved by City as an
amendment to this Agreement. The amendment shall set forth the changes of work, extension of
time, and adjushnent of the compensation to be paid by City to Con[ractor.
5. Licenses. Confractor represents that it and any subcontractors it may engage,
possess any and all licenses which are required under state or federal law to perfocm the work
contemplated by this Agreement and that Contractor and its subcontractors shall maintain all
appropriate licenses, including a City of Orange business license, at its cost, during the
performance of this Agreement.
6. Indeoendent Cantractor. At all times during the term of this Agreement,
Contractor shall be an independent contractor and not an employee of City. City shall have the
right to control Confractor only insofar as the result of Contractor's services rendered pursuant to
this Agreement. City shall not have the right to control the means by which Contractor
accomplishes services rendered pursuant to this Agreement. Contractor shall, at its sole cost and
expense, fiunish all facilities, materials and equipment which may be required for furnishing
services pursuant to tlus Agreement. Contractor shall be solely responsible for, and shall
indemnify, defend and save City harmless from all matters relating to the payment of its
subcontractors, agents and employees, including compliance with social security withholding and
all other wages, salaries, benefits, taxes, exactions, and regulations of any nature whatsoever.
Contractor acknowledges that it and any subcontractors, agents or employees employed by
Conhactor shall not,under any circumstances,be considered employees of City,and that they shall
not be entitled to any of the benefits or rights afforded employees of City,including,but not limited
to, sick leave, vacation leave, holiday pay, Public Employees Rerirement System benefits, or
health, life, dental, long-term disability or workers' compensation insurance benefits.
7. Contractor Not Aeent. Except as City may specify in writing, Contractor shall
have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an
agent. Contractor shall have no authority, express or implied, to bind City to any obligation
whauoever.
8. Desianated Persons. Only those qualified persons authorized by City's Project
Manager, or as designated in E7chibit"A," shall perfonn work provided for under this Agreement.
It is understood by the parties that clerical and other nonprofessional work may be performed by
persons other than those designated.
9. Assienment or Subcontractin¢. No assigiment or subcontracting by Contractor
of any part of this Agreement or of funds to be received under this Agreement shall be of any force
or effect unless the assignment has the prior written approval of City. City may terminate this
2
Agreement rather than accept any proposed assignment or subcontracting. Such assignment or
subcontracting may be approved by the City Manager or his/her designee.
10. Time of Completion. Except as otherwise specified in Exhibit "B," Contractor
shall commence the work provided for in this Agreement as agreed to by and between the
representatives of the parties.
11. Time Is of the Essence. Time is of the essence in this Agreement. Contractor shall
do all things necessary and incidental to the prosecurion of Conhactor's work.
12. Reserved.
13. Delays and Extensions of Time. Con[ractor's sole remedy for delays outside its
control, other than those delays caused by City,shall be an extension of time. No matter what the
cause of the delay,Contractor must document any delay and request an extension of time in writing
at the time of the delay to the satisfaction of City. Any extensions granted shall be limited to the
length of the delay outside Contractor's control. If Contractor believes that delays caused by City
will cause it to incur additional costs, it must specify, in writing, why the delay has caused
addirional costs to be incurred and the exact amount of such cost at the time the delay occurs. No
additional costs can be paid that exceed the not to exceed amount stated in Section 2.a, above,
absent a written amendment ro this Agreement.
14. Products and Pricina of Contractor. The documents, s[udies, evaluations,
assessments, reports, plans, citations, materials, manuals, technical data, logs, files, designs and
other products produced or provided by Contractor for this Agreement, including Contractor's
Quote, shall become the property of City upon receipt. Contractor shall deliver all such products
to City prior to payment for same. City may use,reuse or otherwise utilize such products wi[hout
restriction. Contractor is specifically notified that this Agreement and the terms and pricing herein
aze subject to disclosure under the Califomia Public Records Act.
15. Equal Emplovment Opportunitv. During the performance of this Agreement,
Contractor agrees as Follows:
a. Contractor shall not discriminate against any employee or applicant for
employment because of race, color,religion, sex,national origin,men[al or physical disability, or
any other basis prohibited by applicable law. Contractor shall ensure that applicants are employed,
and that employees are treated during employment, without regard to their race, color, religion,
sex,national origin,mental or physical disability, or any other basis prohibited by applicable law.
Such actions shall include,but not be limited to the following: employment,upgrading, demotion
or transfer,recrnitment or recruihnent advertising,layoff ar termination,rates ofpay or other forms
of compensation and selection for training, including apprenticeship. Contractor agrees to post in
conspicuous places, available to employees and applicants for employment, a notice setting forth
provisions of ttris non-discriminarion clause.
b. Contractor shall, in all solicitations and advertisements for employees
placed by, or on behalf of Contractor, state that all qualified applicants will receive consideration
3
for employment without regard to race, color, religion, sex, national origin, mental or physical
disability, or any other basis prohibited by applicable law.
c. Contractor sl all cause the foregoing pazagraphs (a)and(b)to be inserted in
all subconhacts for any work covered by this Agreement, provided tbat the foregoing provisions
shall not apply to subcontracts for standard commercial supplies or raw materials.
16. Conflicts of Interest. Contractor agrees that it shall not make, participate in the
making, or in any way attempt to use its position as a consultant to influence any decision of City
in which Contractor lmows or has reason to ]mow that Conhactor, its officers, partners, or
employees have a financial interest as defined in Section 87103 of the Government Code.
17. Indemnitv.
a. To the fullest extent permitted by law, Contractor agrees to indemnify,
defend and hold City,its City Council and each member thereof, and the officers, officials, agents
and employees of City(collectively the "Indemnitees") entirely harmless from all liability arising
out o£
1) Any and all claims under workers' compensation acts and other
employee benefit acts with respect to Contractor's employees or Contractor's subconhac[or's
employees arising out of Conlractor's work under this Agreement, including any and all claims
under any law pertaining to Contractor or its employees' status as an independent contractor and
any and all clauns under Labor Code secrion 1720 related to the payment of prevailing wages for
public works projects; and
2) Any claim, loss, injury to or death of persons or damage to property
caused by any act, neglect, default, or omission other than a professional act or omission of
Contractor, or person, firm or corporation employed by Contractor, either d'uectly or by
independent contract, including all damages due to loss or theft sustained by any person, fum or
corporation including the Indemnitees, or any of them, arising out of, or in any way connected
with the work or services which are the subject of this A eement, including injury or damage
either on or off City's property; but not for any loss, injury, death or damage caused by the active
negligence or willful misconduct of City. Contractor, at its own expense, cost and risk, shall
indemnify any and all claims, actions, suits or other proceedings that may be brought or instituted
against the Indemnitees on any such claim or liability covered by this subparagraph, and shall pay
or satisfy any judgment that may be rendered against the Indemnitees, or any of them, in any
action, suit or other proceedings as a result of coverage under this subpazagraph.
b. To the fullest extent permitted by law, Contractor agrees to indemnify and
hold Indemnitees entirely harmless from all liability arising out of any claim, loss, injury to or
death of persons or damage to property caused by its negligent professional act or omission in the
performance of professional services pursuant to this Agreement.
c. Except for the Indemnitees, the indemnifications provided in this
Agreement shall not be construed to extend any third party indemnification rights of any kind to
any person or en[ity which is not a signatory to this Agreement.
4
d. The indemnities set forth in this section shall survive any closing,
rescission,or termination of this Agreement, and shall continue to be binding and in full force and
effect in perpetuity with respect to Contractor and its successors.
18. Insurance.
a. Confractor shall carry workers' compensation insurance as required by law
for the protection of its employees during the progress of the work. Contractor understands that it
is an independent contractor and not entitled to any workers' compensation benefits under any
City program.
b. Contractor shall maintain during the life of this Agreement the following
minimum amount of comprehensive general liability insurance or commercial general liability
insurance: the greater of (1) One Million Dollars ($1,000,000) per occurrence; or (2) all the
insurance coverage and/or limits carried by or available to Contractor. Said iosurance shall cover
bodily injury, death and property damage and be written on an occurrence basis.
c. Contractor shall maintain during the life of this Agreement, the following
minimiun amount of automotive liability insurance: the greater of(1) a combined single limit of
One Million Dollazs ($1,000,000); or (2) all the insurance coverage and/or limits carried by or
available to Contractor. Said insurance shall cover bodily injury, death and property damage for
all owned, non-owned and hired vehicles and be written on an occurrence basis.
d. Any insurance proceeds in excess of or broader than the minimum required
coverage and/or minimum required limits which are applicable to a given loss shall be available
to City. No representation is made that the minimum insurance requirements of this Agreement
are sufficient to cover the obligations of Contractor under this Agreement.
e. Each policy of general liability and automotive liability shall provide that
City, its officers, officials, agents, and employees are declared to be additional insureds under the
temis of the policy, but only with respect to the work performed by Contractor under this
Agreement. A policy endorsement to that effect shall be provided to City along with the certificate
of insurance. In lieu of an endorsement,City will accept a copy of the policy(ies)which evidences
that CiTy is an additional insured as a contracting party. The minimum coverage required by
Subsection 18.b and c, above, shall apply to City as an additional insured.
f.Contractor shall maintain during the life of this Agreement pmfessional
liability insurance covering errors and omissions arising out of the performance of this Agreement
with a minimuxn limit of One Million Dollars (SI,000,000) per claim. Contractor agrees to keep
such policy in force and effect for at least five (5) years from the date of complerion of this
Agreement.
g. The insurance policies maintained by Confractor shall be primary insurance
and no insurance held or owned by City shall be called upon to cover any loss under the policy.
Contractor will de[ermine its own needs in procurement of insurance to cover liabilities other than
as stated above.
5
h. Before Confractor performs any work or prepares or delivers any materials,
Contractor shall furnish certificates of insurance and endorsements, as required by City,
evidencing the aforementioned minimum insurance coverages on forms acceptable to City,which
shall provide that the insurance in force will not be canceled or allowed to lapse without at least
ten (10) days'prior written notice to City.
i.Except for professional liability insurance coverage that may be required by
this Agreement, all insurance maintained by Contractor shall be issued by companies admitted to
conduct the pertinent line of insurance business in Califomia and having a rating of Grade A or
better and Class VII or better by the latest edition of Best Key Rating Guide. In the case of
professional liability insurance coverage, such coverage shall be issued by companies either
licensed or admitted to conduct business in California so long as such insurer possesses the
aforementioned Best rating.
j Contractor shall immediately notify City if any required insurance lapses or
is otherwise modified and cease performance of this Agreement unless otherwise directed by City.
In such a case, City may procure insurance or self-insure the risk and charge Contractor for such
costs and any and all damages resulring therefrom, by way of set-off from any sums owed
Contractor.
k. Contractor agrees that in the event of loss due to any of the perils for which
it has agreed to provide insurance, Contractor shall look solely to its insurance for recovery.
Conhactor hereby grants to City, on behalf of any insurer providing insurance to either Contractor
or City with respect to the services of Contractor herein,a waiver of any right to subrogarion which
any such insurer may acquire against City by virtue of the payment of any loss under such
insurance.
1.Contractor shall include all subcontractors, if any, as insureds under its
policies or shall fumish sepazate certificates and endorsements for each subcontractor to City for
review and approval. All coverages for subcontractors shall be subject to all of the requirements
stated herein.
19. Termination. City may for any reason terminate this Agreement by giving
Contractor not less than five (5) days' written notice of intent to terminate. Upon receipt of such
notice, Contractor shall immediately cease work, unless the notice from City provides otherwise.
Upon the termination of this Agreement, City shall pay Contractor for services satisfactorily
provided and all allowable reimbursements incurred to the date of termination in compliance with
this Agreement, unless termination by City shall be for cause, in which event City may withhold
any disputed compensation. City shall not be liable for any claim of lost profits.
20. Maintenance and Inspection of Records. In accordance with generally accepted
accounting principles, Contractor and its subcontractors shall maintain reasonably full and
complete books, documents, papers, accounting records, and other information (collecrively, the
records")pertaining to the costs of and completion of services performed under this Agreement.
City and its authorized representatives shall have access to and the right to audit and reproduce
any of Contractor's records regarding the services provided under this Agreement. Contractor shall
6
maintain all such records for a period of at least three (3) years after terminarion or completion of
this Agreement. Conuactor agrees to make available all such records for inspection or audit at its
offices during normal business hours and upon three(3)days' notice from City,and copies thereof
shall be fumished if requested.
21. Compliance with all Laws/Immi¢rarion Laws.
a. Contractor shall be lmowledgeable of and comply with all local, state and
federal laws wluch may apply to the performance of this Agreement.
b. If the work provided for in this Agreement constitutes a"public works," as
tha[term is defined in Section 1720 of the Califomia Labor Code,for which prevailing wages must
be paid, to the extent Contractor's employees will perform any work that falls within any of the
classifications for which the Departcnent of Labor Relarions of the State of Califomia promulgates
prevailing wage determinations, Contrac[or hereby agrees that it, and any subconhactor under it,
shall pay not less than the specified prevailing rates of wages to all such workers. The general
prevailing wage determinations for crafrs can be located on the website of the Deparhnent of
Industrial Relarions (www.dir.ca.gov/DLSR). Additionally, to perform work under this Contract,
Contractor must meet all State registra[ion requirements and criteria,including project compliance
monitoring.
c. Conhactor represents and warrants that Contractor:
1) Has complied and shall at all times during the term of tlus
Agreement comply, in all respects, with all immigrarion laws, regulations, statutes, rules, codes,
and orders, including, without limitation, the Immigration Reform and Control Act of 1986
IRCA); and
2) Has not and will not knowingly employ any individual to perform
services under this Agreement who is ineligible to work in the United States or under the[erms of
this Agreement; and
3) Has properly maintained, and shall at all times during the term of
this Ageement properly maintain, all related employment documentation records including,
without limitarion, the completion and maintenance of the Form I-9 for each of Con actor's
employees; and
4) Has responded, and shall at all times during the term of this
Agreement respond, in a timely fashion to any government inspection requests relating to
immigration law compliance and/or Form I-9 compliance and/or worksite enforcement by the
Department of Homeland Security, the Department of Labor, or the Social Security
Administration.
d. Conhactor shall require all subcontractors or subconsultants to make the
same representations and warranties as set forth in Subsection 21.b.
7
e. Confractor shall, upon request of City, provide a list of all employees
working under this Agreement and shall provide,to the reasonable satisfaction of City,verification
that all such employees are eligible to work in the United States. All costs associated with such
verification shall be bome by Contractor. Once such request has been made, Conuactor may not
change employees working under this Agreement without written notice to City, accompanied by
the verification required herein for such employees.
f.Contractor shall require all subcontractors or sub-consultants to make the
same verification as set forth in Subsection 21.d.
g. If Contractor or subcontractor knowingly employs an employee providing
work under this Agreement who is not authorized to work in the United States, and/or fails to
follow federal laws to determine the status of such employee,that shall constitute a material breach
of this Agreement and may be cause for immediate terminarion of this Agreement by City.
h. Contractor agrees to indemnify and hold City, its officers, officials, agents
and employees haanless for, of and from any loss, including but not limited to fines,penalties and
correcrive measures City may sustain by reason of Conffactor's failure to comply with said laws,
rules and regulations in connection with the performance of this Agreement.
22. Governin¢ Law and Venue. This Agreement shall be construed in accordance
with and governed by the laws of the State of California and Contractor agrees to submit to the
jtuisdiction of California courts. Venue for any dispute arising under this Agreement shall be in
Orange County, Califomia.
23. Intearation. This Agreement constitutes the entire agreement of the parties. No
other agreement,oral or written,pertaining to the work to be performed under this Agreement shall
be of any force or effect unless it is in writing and signed by both parties. Any work performed
which is inconsistent with or in violation of the provisions of this Agreement shall not be
compensated.
24. Notice. Except as otherwise provided herein, all notices required under this
Agreement shall be in writing and delivered personally, by e-mail, or by fust class U.S. mail,
postage prepaid, to each party at the address listed below. Either party may change the notice
address by notifying the other party in writing. Notices shall be deemed received upon receipt of
same or within three (3) days of deposit in the U.S. Mail, whichever is earlier. Notices sent by e-
mail shall be deemed received on the date of the e-mail transmission.
CONTRACTOR" CTTY"
A con Enterprise, Inc. City of Orange
17800 N. 85' Street 300 E. Chapman Avenue
Scottsdale, AZ 85255 Orange, CA 92866-1591
Attn.: Legal Attn.: Police Chief
Telephone: 800-978-2737 Telephone: 714-744-7444
E-Mail: legal@axon.com E-Mail: tkisela@orangepd.org
S
25. Counterparts. This Agreement may be executed in one or more counterparts,each
of which shall be deemed an original, but all of which together shall constitute one and the same
instrument. Signatures fransmitted via facsimile and electronic mail shall have the same effect as
original signa[ures.
IN WITNESS of this Agreement, the padies have entered into this Agreement as of the
year and day first above written.
CONTRACTOR" CIT'P"
AXON ENTERPRISE, INC., a Delawaze CITY OF ORANGE, a municipal corporation
corporation
By: By: r J
Printed Name: Rr,b•,.l i t,r c 1 Mark A. Murphy,Mayor /
Tit1e: VP, QcTPc . FC t
ky
r j_
By: ATTEST:
Print d Name:
Title: ie,,«</ ..,r SCrrviGr l
Pamela Coleman, City Clerk
APPROVED AS TO FORM:
V VU
Mary E. Bi ing
Senior Assis ant City Atto ey
NOTE:City requires the following signature(s) on behalf of the Contractor:
1)the Chairman of the Board,the President or a Vice-President,AND (Z) the
Secretary, the Chief Financial Officer, the Treasurer, an Assistant Secretary
or an Assistant Treasurer. If only one corporate officer e sts or one corporate
officer holds more than one corporate office,please so indicate. OR
The corporate officer named in a corporate resolution as authorized to enter
into this Agreement. A copy of the corporate resolution, certified by the
Secretary close in Hme to the execution of the Agreement, must be provided to
City.
9
EXHIBIT"A"
COSTPROPOSAL
Beneath this sheet.]
Q-222234 3846.757AS
Ucon Enterprise, Inc.
a e. . ` :i°n'D 2t 2a
17800 N 85th St.
SCottSdale,Arizona 85255 Payment Terms:Net 30
United Sfates Delivery Method: Fedex-Gmund
Phone:(800)976-2737
SALES REPRESENTATIVE
Allen Sliper
SHIP TO 61LL TO Phone:(858)353-3228
Fred Lopez Orange Police Dept. -CA Email:asliper@azon.com
Orange Police Dept.-CA 1107 N. Batavia Street Fax:
1107 N. Batavia Sffeef Ofange,CA 92867 paIMARY CONTACT
Orange,CA 92867 US Fred Lopez
us Phone:(714)744-7468
Email:flopez@orengepd.org
Year1 -BWC
ttem 'Qescnption Quantity
Liit Unit
Nst Bnif Price 'oEal(L!&DJFrica
Ncon Plans 8 Packages
85 14
EVIDENCE.COM INCLUDED STORAGE(GB)-5
q q00 0.00 0.00 0.00
YEAR CONTRACT
80022 PRO EVIDENCE.COM LICENSE:YEAR 1 PAYMENT 40 468.00 468.00 18,720.00
85110 EVIDENCE.COM INCLUDED STORAGE 1,200 0.00 0.00 0.00
80052
ON AUTO TAGGING SERVICE ADD-ON: 1 YEAR
0 180.00 180.00 19,800.00
PAYMENT
Hardware
73202 AXON BODY 3-NA10 110 699.00 699.00 76,890.00
73253
5YearTechnologyAssurancePlanWarrantyAB3
0 0.00 0.00 0.00
Camera
74210 AXON BODY 3-8 BAY OCK 14 1,495.00 1,495.00 20.930.00
70033
wALL MOUNT BRACKET,ASSY, EVIDENCE.COM
4 42.00 42.00 588.00
DOCK
73255
SYearTechnologyAssurancePlanWarrantyAB3
4 0.00 0.00 0.00
Dock 8 Bay
74028 WING CLIP MOUNT, AXON RAPIDLOCK 110 0.00 0.00 0.00
11509 BELT CLIP,R4PIDLOCK 110 0.00 0.00 0.00
11534 US8 SYNC CABLE,FLEX 2 110 0.00 0.00 0.00
Other
73460
IDENCE.COM UNLIMITED PLUS DOCKTAP:S
0 0.00 0.00 0.00
YEAR
73461
Evidence.comUnlimitedPlusLicenseAnnual
0 7,066.00 1,068.00 117,480.00
Paymenl
Q-22?234-43848387AS
Year 1 -BWC (Continued)
K¢m Descripfwn ua fi
unft .
eGllqit Prtee Tatal(ttSD)Pri
Other(Continued)
71019 NORTH AMERICA POW ER CORD 14 0.00 0.00 0.00
73652 AWAREANSERVICELINE:SYEAR 110 0.00 0.00 0.00
73403 Aware Mnual Payment 110 108.00 108.00 11,880.00
Services
85055 AXON FULL SERVICE 1 17,000.00 17,000.00 17,000.00
Subtotal 283,288.00
Estimated Shipping 0.00
EstimatedTaz 18,048.83
Total 301,336.83
Year 1 -Fleet
ffsm 6 trigtioa Q nti
LisGUnit
Qt uriit P ce Total(llSU)Prtte
Axon Plans&Packages
80156 FLEET 2 UNLIMITED PACKAGE:YEAR 1 PAYMENT 49 1,548.00 1,548.00 75,852.00
85739 FLEET EVIDENCE.COM STORAGE, UNLIMITED 49 0.00 0.00 0.00
Hardware
71088 AXON FLEET 2 KIT 49 0.00 0.00 0.00
80192 5 YEAR TAP, FLEET 2 KIT 49 0.00 0.00 0.00
CRADLEPOINTIBR900-1200M-NPS+SYEAR
11634
NETCLOUD ESSENT(PRIME)
49 1,509.00 1,509.00 73,941.00
741'10 CABLE, CAT6 ETHERNET 25 FT, FLEET 49 0.00 0.00 0.00
1151'I ROUTER ANTENNA, FLEET 49 270.00 270.00 13,230.00
Other
No Custom
No Custom Tnggers(Declined) 49 0.00 0.00 0.00
Triggers
Services
74063 STANDARD FLEET INSTALLATION (PER VEHICLE) 49 1,200.00 1,200.00 58,800.00
Subtotal 221,823.00
Estimated Tax 12,63429
Total 234,45729
Year 1 -Interview Room
Itero Descript`ron Ruantity
gf unit
Flat US'tlt Pric¢ Tota!(USD)
PP1CQ
Axon Plans&Packages
50071
ON STREAMING SERVER LICENSE(PER
2 750.00 1,750.00 3,500.00
SERVER)
50070
ON CLIENT SOFTVJARE(EACH CLIENT AND
y 1,500.00 1,500.00 6,000.00
TOUCH PANEL)
Q.222234 d38A6:757A3.
2
Year 1 -Interview Room (Continued)
itam FJctsartptior uantG:.,
iSk Un .
et l nit PcP¢e otal(U.:Q)
Pria9
Axon Plans 8 Packages(Continued)
50055
INTERVIEW ROOM UNLIMITED EVIDENCE.COM
88.00 1,188.00 9,504.00
LICENSE YEAR 1 PAYMENT
Hardware
502'18 AXIS F41 COVERT MAIN UNIT-NON SER 8 594.75 594.75 4,758.00
50118 LOUROE DV-ML MICROPHONE(POE)8 196.50 196.50 1,572.00
50220
HP SWITCH-BPORT GIGABIT MAX POE
760.00 760.00 760.00
MANAGED SWITCH-NON SER
50221
HP SWITCH-24PORT GIGABIT POE MANAGED
1,304.35 1,304.35 1,304.35
SW ITCH-NON SER
50144
RECORDING SERVER-Windows 2012 R2 64 bit-
Z 5,200.00 5,200.00 10,400.00
2U Xeon(4-core)
50223
POS-X TOUCHPANEL W/SGB RAM, 500GB SSD
4 2,600.00 2,600.00 10,400.00
HD-NONSER
74062 INTERVIEW ROOM 5 YR EXTENDED WARRANTY 4 1,240.99 1,240.99 4,963.96
50114 AXIS F1025 SENSOR UNIT . 8 369.57 369.57 2,956.56
74059
MOTIONSENSORENCLOSURE-COVERT
4 135.00 135.00 540.00
CAMERA
74055 FIRE STROBE-RED 4 222.00 222.00 868.00
74056 TOUCH PANEL WALL MOUNT 4 64.00 64.00 256.00
Services
85170 INTERVIEW ROOM, INSTALL AND SETUP 4 2,500.00 2,500.00 10,000.00
Subtotal 67,802.87
Estimated Tax 4,133.45
Total 71,936.32
Spares
fe Qe3oC Pti n g ranfi List p nit
NetUnifPr c Tatal(U&0
Prica
Hardware
71088 AXON FLEET 2 KIT 1 0.00 0.00 0.00
80192 5 YEAR TAP, FLEET 2 KIT 1 0.00 0.00 0.00
Subtotal 0.00
Estimated Tax 0.00
Total 0.00
Year 2 -BWC
f m 6 sci pfion Q ant,
List Unif
e!UrtiY Price Fatal{USUjprice
Ncon Plans&Paekages
80023 PRO EVIDENCE.COM LICENSE:YEAR 2 PAYMENT 40 468.00 468.00 18,720.00
65110 EVIDENCE.COM INCLUDED STORAGE 1,200 0.00 0.00 0.00
q--22 34-4'3846.767AS
3
Year 2 -BWC (Confinued)
Lia nit
ltem Desc'p on C3uanCity Prrc
Nef UnH Ptico Totetl{USD)
Axon Pians&Paekages(Continued)
80053
ONAUTOTAGGINGSERVICEADD-ON:2YEAR
0 180.00 180.00 19,800.00
PAYMENT
Other
73461
Evidence.comUnlimitedPlusLicenseAnnual
0 I,O66.00 1,068.00 1'17.480.00
Payment
73403 Aware Mnual Payment 110 108.00 108.00 11,880.00
SubtoWl '167,880.00
EstimatedTax 9,104.70
Total 176,984.70
Year 2 -Fleet
iCe Uescriptron Quartiity
LIst Unit
4k Unit PriCe T U3D}
RfiGB
Axon Plans&Packages
60157 FLEET 2 UNLIMITED PACKAGE:YEAR 2 PAYMENT 49 1,548.00 1,548.00 75,852.00
85739 FLEET EVIDENCE.COM STORAGE, UNLIMITED 49 0.00 0.00 0.00
Subtolal 75,852.00
Estimated Tax 5,878.53
Total 81,730.53
Year 2 -Interview Room
LisC U it
I[sm Dcscrlption Qua.n[i4y p.
NaiUnitPrioo Tatnf. SD)
Axon Plans&Packages
50056
INTERVIEW ROOM UNLIMITED EVIDENCE.COM
8 88.00 1,188.00 9,504.00
LICENSE YEAR 2 PAYMENT
50072
ON STREAMING SERVER SOFIWARE
2 350.00 350.00 700.00
MAINTENANCE ANNUAL PAYMENT
50074
ON CLIENT SOFTWARE MAINTENANCE
q 300.00 300.00 1,200.00
ANNUALPAVMENT
Subtotal 11,404.00
Estimated Tax 0.00
Total 11,404.00
Year 3 -BWC
item Uascript an Qua Si. LSrue Net Uriit Price Total(USf])
Axon Plans 8 Packages
60024 PRO EVIDENCE.COM LICENSE:YEAR 3 PAYMENT 40 468.00 4fi8.00 18,720.00
85110 EVIDENCE.COM INCLUDED STORAGE 1,200 0.00 0.00 0.00
80054
N AUTO TAGGING SERVICE AOD-ON:3 YEAR
0 180.00 180.00 19,800.00
PAYMENT
Gt-22223A-038A8:75iAS
4
Year 3 -BWC (Continued)
liem aesctip ion Q n ty
List Wnit ..
Upit Price T i USfS)Pt oe
Other
73461
Evidence.com Unlimited Plus LicenseAnnual
0 1,068.00 1,068.00 117,480.00
Payment
73403 Aware Mnual Payment 10 108.00 106.00 11,880.00
Subtotal 167,880.00
EstimatedTax 9,04.70
Total 176,984.70
Year 3 -Fleet
tte . Descriptjfon Qua lity -
n
W¢t Uni Prize Tatal(US
Prir.¢
Ncon Plans&Packages
60158 FLEET 2 UNLIMITED PACKAGE:YEAR 3 PAYMENT 49 1,548.00 1,548.00 75,852.00
85739 FLEET EVIDENCE.COM STORAGE, UNLIMITED 49 0.00 0.00 0.00
Subtotal 75,652.00
Estimated Tax 5,878.53
Total 81,730.53
Year 3 -Interview Room
List n"st
i Des¢ription. Quarni Net n E Pfice USQ}
Axon Plans&Packages
50057
INTERVIEW ROOM UNLIMITED EVIDENCE.COM
g 7,88.00 1,188.00 9,504.00
LICENSE YEAR 3 PAYMENT
50072
N STREAMING SERVER SOFTWARE
z 350.00 350.00 700.00
MAINTENANCE ANNUAL PAYMENT
50074
ON CLIENT SOFTVJARE MAINTENANCE
4 300.00 300.00 1,200.00
ANNUALPAYMENT
Subtolal 11,404.00
Estimaled Tax 0.00
Total 1,404.00
Year 4-BWC
Lf t u»i
4tem 4escrlptzur Qu.-:tfiy P .
at Upit Rriae Total f19Y!
Axon Plans 8 Paekages
80025 PRO EVIDENCE.COM LICENSE:YEAR 4 PAYMENT 40 468.00 468.00 18,720.00
85110 EVIDENCE.COM INCLUDED STORAGE 1,200 0.00 0.00 0.00
80055 `
N AUTO TAGGING SERVICE ADD-ON:4 YEAR
0 18D.00 180.00 19,800.00
PAYMENT
CC•22223d-43 . 5 AS
5
Year 4-BWC (Continued)
isf nit
It4. - 4eacrip ion QudnBty P O
Ne Untt PiiCe Total(US.-.}
Other
73461
Evidence.comUnlimitedPlusLicenseAnnual
Q 1,068.00 1,068.00 117,480.00
Payment
73403 Aware Annual Payment 110 108.00 108.00 11,880.00
SubtoWl 167,880.00
EslimatedTax 9,104.70
Total '176'984.70
Year 4-Fleet
4ist Unit
Item Descrip.'on Qw tity F. .
Net Untt Prits T»4af(U5D.)
Axon Plans&Paekages
80159 FLEET 2 UNLIMITED PACKAGE:YEAR 4 PAYMENT 49 1,548.00 1,548.00 75,852.00
85739 FLEET EVIDENCE.COM STOR4GE, UNLIMITED 49 0.0 0.00 0.00
Subtotal 75,852.00
Estimated Tax 5,878.53
Total 81,730.53
Year 4-Interview Room
t UniE
Itsm Descript on Quantity P NstUni Rrize Total(SD}
Axon Plans 8 Packages
50058
NTERVIEW ROOM UNLIMITED EVIDENCE.COM
8 1,188.00 1,188.00 9,504.00
LICENSE YEAR 4 PAYMENT
50072
ON STREAMING SERVER SOFTWARE
Z 350.00 350.00 700.00
MAINTENANCE ANNUAL PAYMENT
50074
ON CLIENT SOFPNARE MAINTENANCE
q 300.00 300.00 1,200.00
ANNUALPAYMENT
Subtotal 11,404.00
Estimated Tax 0.00
Total 11,404.00
Year 5 -BWC
tam escrfp;ion fluat tity
Unet
G..:ti Priee o 1(WSD)
r4cc
Axon Plans&Packages
80026 PRO EVIDENCE.COM LICENSE:YEAR 5 PAYMENT 40 468.00 468.00 18,720.00
85110 EVIDENCE.COM INCLUDED STORAGE 1,200 0.00 0.00 0.00
80056
ON AUTO TAGGING SERVICE ADD-ON:S YEAR
0 180.00 180.00 19,800.00
PAYMENT
Q Z22234 3846. 5TA5
8
Year 5-BWC (Continued)
Item DeseN ',on Quanti
n^
Net.nK price atal(U$p}P ice
Other
73461
Evidence.comUnlimitedPlusLicenseAnnual
0 1,068.00 1,068.00 1'17,480.00
Payment
73403 AwareMnualPayment 110 108.00 108.00 11,680.00
Subtotal '167,680.00
EstimatedTax 9,104.70
Total 176,964.70
Year 5 -Fleet
i;t nit
em Uesc+iption C!a tity Nat 41n's!p ic Totai(USD)
Ncon Plans&Packages
60160 FLEET 2 UNLIMITED PACKAGE:YEAR 5 PAYMENT 49 1,548.00 1,548.00 75,852.00
65739 FLEET EVIDENCE.COM STORAGE, UNLIMITED 49 0.00 0.00 0.00
Subtotal 75.852.00
EsUmated Tax 5,678.53
Total 81,730.53
Year 5-Interview Room
ttem tl ser p4iuh Quanfify
4i U+ni
rito TqtaI.USU)
Axon Plans 8 Packages
50059
NTERVIEW ROOM UNLIMITED EVIDENCE.COM
6 88.00 1,'188.00 9,504.00
LICENSE YEAR 5 PAYMENT
50072
N STREAMING SERVER SOFTWARE
2 350.00 350.00 700.00
MAINTENANCE ANNUAL PAYMENT
50074
ON CLIENT SOFTWARE MAINTENANCE
y 300.00 300.00 1,200.00
ANNUALPAYMENT
Sublotal 11,404.00
Estimated Tax 0.00
Total 11,404.00
Grand TnCel. 1,69 ,207•36
23A 3848.767 5
7
AX I I
Summary of Payments
Payme t Arnount (USD)
Year 1 - BWC 301,336.83
Year 1 - Fleet 234,457.29
Year 1 - Interview Room 71,936.32
Spares 0.00
Year 2 - BWC 176,984.70
Year 2 - Fleet 81,730.53
Year 2 - Interview Room 11,404.00
Year 3 - BWC 176,984.70
Year 3 - Fleet 81,730.53
Year 3 - Interview Room 11,404.00
422223A•43846:75ZiAS
@
Summary of Payments co t ed
Faym nt A: oun (USD)
Year 4 - BWC 176,984.70
Year 4 - Fleet 81,730.53
Year 4 - Interview Room 11,404.00
Year 5 - BWC 176,984.70
Year 5 - Fleet 81,730.53
Year 5 - Interview Room 11,404.00
Grand Total 1,688,207.36
i1;22223$-4384 8.757 S
9
EXHIBIT "B"
STATEMENT OF WORK& CONFIGURATION DOCUMENT
Beneath this sheet.]
11
STATEMENT OF WORK&CONFIGURATION DOCUMENT
on Fleet In-Car R cording Pta orm
This document details a proposed system design
Agency Created For:Orange Police Dept.-CA Quote:Q-222234-03846.757AS
SOItl By: Allen Sliper
Designed By: Je50n SOuth
Installed By: Axon
Targetlnstall Date:
V-3.26.18
Q-222234-4384fi.757A5
10
VEHICLE OVERVIEW
Sit 4M¢. Elisf7?dE-.;qN(E
Head arters Ora. ..Pahce DepL-E;P.
Tofal Configuretl Vehicles
49 TotaNehiclesvriththisConfiguratlon Q
Video CaptureSources Ncon Camera
98 Total Cameres Oepioyed
1 Axon Signal Unit(s)PerVehicle
Mahile Oata Terminai Per Vehicle
Signal Unit
1 Located In Each Vehicle
Mo6fle RouterPerVehicle
1 CradlepointlBR900-7200
In-Car Router
OfFloatl Mechanism
4G LTE Cellular
Evidence Management System
Battery Box
Evidence.com
SYSTEM CONFIGURATION DETAILS
The following sections detail the configuration of the Ncon Fleet In-Car System
Vehicle Hardware
2 Axon Fleet Cameras will be installed in each vehicle
2 lixon Fleet Battery Boxes will be inslalled in each vehicle
VeS icie Hatdware Arzon Signal Units will be installed in each vehicle
Cradlepoint IBR900-1200 router will be installed in each vehicle
a,a The battery box provides power to its connected ramera for up to 4 hours allowing for video offload while
ihe vehicle ignition state is OFF and the MDT is connected and available.
S gnOi Rctivateon FRethads When triggered,ihe Axon Signal Vehicle(ASV)device will activate the recording mechanism for allconfiguredAzoncameraswilhin30feetofthevehicle.
ldatiilc Daf 7enminal Each vehicle will be equipped with a Mo6ile Data Terminal provided by the customer.
Operating System:Windows 7 or Windows 10-x32 or x64 with the most currenl service packs and
updates
Hard Drive: Must have 25GB+of free disk space
RAMIMemory:Windows 7-4GB or greater Windows 10-8GB or greater
Mohite.Dafa Tet'rnina Ethemet Port:The syslem requires the MDT to have one dedicated and available Ethemet port reserved
for an Ethernet cable trom mutec The Elhemet port can be located on an electronic and stationary mobile
Req. ir matrts docking station.If a docking sla[ion is used,it is ihe prefeved location tor the Ethemet poA.
Wi-Fi Card:The system requires an 802.11n compatible Wi-Fi card using 5Ghz band.
USB Ports: If the computer is assigned to the offcer and does not remain with the vehicle,then the
number dongles ordered should equal the number of oKcers or the number of computers assigned.At least
one dedicated and available USB 2.0 port for the Fleel USB dongle USB Port on MDT or pock.
Q-222234-43846.757A5
11
If the customer has a MiFi hotspot,em6edded cellular, or USB 4G,then the customer must purchase a
Cradlepoint router with an eMemal antenna and Cradlecare.
For agencies that use NetMotion Mobility, Axon traffic must be passed through;such that it does nol
Additional use the Mobility VPN tunnel. Customer must provide IT and/orAdmin resources at time of installation
Cansiderations to ensure data routing if functional tor Axon Fleet operation.
In the event an Agency is unable to support lhe IT requirements associated with the installation,Axon
reserves the right to charge lhe Agency for additional time associated with on-site work completed by
an A con Employee.
Axon will provide the following router for all vehicles: Cradlepoint IBR900-1200
Haedwars Provi ion ng The customer will provide a MDT tor each vehicle
In-Car Network Considerations
M1fefwor Requ remenE
Cradlepoint IBR900-1200wi11 create a dedicated 5Ghz WiFi nehvork within each vehicle.This nehvork
will join lhe Axon Fleet cameres and Mobile Data Terminal together.
IP Addressing Total IPs Required
Ncon FleetCameras 98
NekvrotkAddress€ng
Mobile Data Terminal 49 196
CradlepointlBR900-'1200 49
N ardvrare Psovtsia t Cuslomer to provide all IP addressing and applicable nehvork information
Neiwork ConsiderationAgreement
Customer acknowledges lhe minimum requirements for the nehvork to support this Statement of Work.
All Axon employees performing services underthis SOW are CJIS certified.
Ne werk Cansidarat on.
AgraemeMi If the network provided by Customer does not meet the minimum requirements,or in lhe event of a
requested change in scope of the project,a Change Order will he required and additional fees may
apply. Additional fees would also apply if Axon is required to eztend the installalion time for reasons
caused by the customer or the customer network accessibility.
Q-222234-43846.757A5
12
Professional Services & Training
Axon will assign a Project Manager that will provide the expertise to execute a successful Fleet
camere deployment and implementation.The Project Manager will have knowledge and experience
Projee4klanagemen with all phases of the project management lifecycle and with all application modules being
implemented. He/she will work closely with the customer's project manager and project team members
and will be responsible for completing the tasks required to meet all contract deliverables.
Axon will be pertorming the installation of all Axon Fleet vehicle hardware. Installation services
purchased from Axon include a"clip"and removal of existing in-car system hardware.This does nol
include"full removal"of existing wiring.A'full removal"of all existing hardware and wiring is subject to
additional fees.Ncon provides basic Fleet operation overview to lhe customer lead and/or Admin at
the lime of Install.
Clip vs Rip installation removal:
o It is necessary to differentiale behveen the type of equipment removal to be provided by
Axon.Standard Fleet Installation includes hardware removal in a fashion considered
Clip"which means Axon cuts the wires from the old system without removing multiple
Wahicleln,,fallaf[ n panels, removing all wiring and parts from lhe old system. In the case FUcon removes
the hardware Axon is not responsible for lhe surplus of hardware or any devices that
may have been physically integrated with lhe removed system. In some situations,
radar systems are integrated wilh the in-car video system and have a cable that
connects to the system, IflUcon removes the old in car system then Axon is not
responsible for the radar system as part of the removal.
o A"Rip'removal should be conlracted through ProLogic directly.The Rip would be
similar to a complete and full removal,which is more common when they retire a
vehicle trom service.
Axon Signal Units have multiple trigger configuration options.Any trigger configurations lhat include a
door or magnetic door switch are considered'custom"and may be subject to additional fees.
An Axon representative has discussed with ihe Agency the standard Iriggers ot the Fleet System.
Custom iggar Those standard triggers include light-bar activation,speed,crash and gun-locks.The light-bar must
InstaRatioq have a controller to allow Auon to interface for the desired position,gun-locks musl be installed with
existing hardware in the vehicle. Doors are considered"CUSTOM"since they required additional
hardware and time for installation,typically requiring lhe door may need to be taken apart for the
installation.
End-usergo-live training provides individual device set up and configuration assistance,training on
Frainirog device use, Evidence.com and AXON View XL.
End-user go-live training and support is not included in the installation fee scope.
Q-222234-43846.757A5
13
4G / Cellular Offload Considerations
The Cradlepoint 18R900-1200 will be the connection which allows 4G upload of recorded video
N .k:i
The wstomer will ensure that iheir cellular contract does not allow for data throttling,or service denial,once
a set data threshold is met.Throttling or denial of service will negatively affect Fleet upload capabilities.
The MDTs 4G conneclion will facilitate the upload of recorded video content.
ardtxare P- 'sionirt. ' The customer will provide all 4G sim cards as required by their mobile provider.
Q-222234-43846.757A5
14
STATEMENT OF WORK & CONFIGURATION DOCUMENT
on Inte tew R'ecording P!a#form
This document delails a proposed system design
Agency Created For:Oange Police ept-CA
soia ey: Allen Sliper
Designed By: Jason South
Installed By: Axon Professional Services
Customer Contact: Ffed Lopez
Target Install Date: OS/31I2020
QR-11810-a3hf30000021s6FAA4
15
AXON INTERVIEW RECORDING PLATFORM
This image is intended to be a generel visual of how Interview Room is configured.Please read through the SOW for
configuration specific to lhis deal.
IP C-amera('s Prirnary,RecordIng SerVer
r
Mic{S) C2a aSa it i(QE!Power . videnceAAenap em_rst5Y 8am
Tvuch Panei(3'Secohdary Retcrding Sesver_
AXON-PROVIDED HARDWARE SUMMARY
The following section oRers a broad summary of the Axon-provided hardware needed to configure this order.W ith the
exception of server quantities,QUANTITIES DO NOT REFLECT CUSTOMER-PROVIDED ITEMS.
Total Camera Configuratfons
8 Camera(s) Loeations Rooms
Headquartefs 4
8 Cavert Enclosure(s)
8 Microphone(s)
Injector(s)
ToWI Switches
2 POE Svri[ch(es)
ToWlServers
2 Server(s)(customer-pmvidedincluded)
Total Touch Panels
4 Touch Panel(s)(virtual not includetl)
4 Wall Mount(s)
Total Camera Configurations
0 I/0 Box(es)
QR-11810-a3hf30000021s6FAAQ
16
INTERVIEW ROOM OVERVIEW
The tollowing sections detail the configuration of the Axon Interview recording system at all locations.
Network Considerations
Each IP Camera will be connected to a POE switch that provides the device with power and nehvork
I connectiviry.
Each Recording Server must be given a static IPv4 network address that is routable across the
nehvork.
Nefwaak Reqs7irements
Each IP Camera must be given a static IPv4 network address ihat is routable across lhe nehvork.
Each touch paneVkiosk must be given a static IPv4 network address that is routable across the
I nehvork.
Nehvork Device Statie IPs ToWI IPs
ty of IP Cameras 8
NeiworkAddre ng
I ty of Touch Panels 4 14
Qty of Rewrding Servere 2
Data Switch ProviSrOrfitfg This install will require POE data switches at each location.
Virt a!KioSks 0 workstations will require virtual kiosk software to be installed.
Customer to provide all device IP addresses
Customer to also provide:
Subnet Mask
Gateway IP
Gu9tomer Providad i ems DNSIWINS IP
Time Server IP
Customer IT staff will configure all switches with proper network confguration.
Metadata Tags
h9 tdda.T3 m
The system will collect metadata infortnation prior to,and after,the interview recording pmcess(i.e.
S Interviewer Name, Interviewee Name,Case Number).
Information collected prior to recording:
Interviewee first and last name
Case number
Metadata Tags Case rype
Interviewee type
Informatlon collected post recording:
Interviewer name(s)
Gu54o. :er PCaVlded it tn5 Customer to pmvide preferred metadata fields.
AXon Pravtded I ems ibcon to facilitate ihe creation of inetadata felds.
QR-11810-a3bf30000021s6FAAQ
17
NETWORK CONFIGURATION DETAILS
The tollowing section offers a broad summary of the Axon-provided hardware needed to configure this order.
Network Configuration Details
EN2 7enoe Adx ag,ero?rV<fiystzm Evidence.cam
Nehvork Applications:
Remote monitoring application
Evidence.com Application Fealures:
Agplicatian Fea res Secure Cloud Storage
Redaction
Download/Sharing
Audit Treil
Reporting
Training
This solulion will include on-site applirafion training covering:
Touch panel overview
Initiating interview wizard
Appiieafton -ack ga Entering metadata
Controlling the interview process
Closing an interview
Evidence.com functionality
Additional General Deal Notes
Not25 Detective Rooms 1-3 are cabled to an adjacent monitoring room where one of the switches will be
installed. The Detention room will be cabled to the second switch.
qR-11910-a3bf30000021s6FAAQ
18
LOCATION DETAILS: Headquarters
The following sections detail ihe configuration of the Axon Interview recording system at HEADQUARTERS
Loeatian Name Headquarters
Cable Considerations
Cuslomer will inslall the nelworking cables using a Cat5e Cable.
Ga6hng RunS 16 cable runs are required for this installalion.
10 110v power outlets are required for this installation(Customer Responsibiliry).
All Devices:
Network cabling must be provided tor the following devices:
Ca6ling Axis IP Camera
REquYmmc ts Server
Touch Panel or PC running a virtual Touch Panel
POE Switch
Servers, Switches, Touch Panels
Axon Interview Standard Server 1
Servets Quantity:
Axon Interview Standard Server 1
Reau dancy This system includes recording redundancy
HPE Aruba 2530 24-Port POE Switch 1
Dnla wttch POE Pawsr Quantity:
HPE Aruba 2530 8-Port POE Switch 1
TaucH.Paneis POS-X Touch Panel
Touch Panel Lucatinn Wall mounted oulside each mom
Murnber of IJQ Boxas RequirerJ 0
Additional Location Notes
Notts
QR-11810-a3bf30000021s6FAAQ
19
ROOM DETAILS: Detective 1
The following seclions detail the configurations specific to DETECTIVE t
L ca ion Namo Headquarters
Room Name Detective 1
Camera Configuration
Camera 1 will be a(n):AXIS F47/F1025 Covert IP Camera
Covert Enclosure:Motion Sensor Enclosure
Camera 1
Mic:Louroe Tamper Proof Mic
Camere 2 will be a(n):AXIS F41/F1025 Covert IP Camere
Covert Enclosure:Thermostat Enclosure
Camera 2
Mic:Louroe Tamper Proof Mic
RecaPding AciiVOKion Recording will be triggered via lR Client
xtemai Becardng•Irl- N!A
Pro re s Visual
Wall Gtirtfigc rataon orywall
C iCing CQnflg -at3op Standard Tile
Additional Location Notes
N tes
QR-11810-a3bH0000021s6FAAQ
20
ROOM DETAILS: Detective 2
The following sections detail the confgurations specific to DETECTIVE 2
Loca `an Name Headquarters
Roam Name Detective 2
Camera Configuration
Camera 1 will be a(n):AXIS F41/F'1025 Covert IP Camera
Covert Enclosure:Motion Sensor Enclosure
Camera 1
Mic:Louroe Tamper Proof Mic
Camera 2 will be a(n):AXIS F41/F1025 Covert IP Camera
Covert Enclosure:Thermostal Enclosure
CarnCra 2
Mic:Louroe Tamper Proof Mic
lBetO:ding- QtTvaRioA Recording will be tnggered via lR Client
E cfernal Re -ording-tn-
N/A
Pr gYess su l
VYall6on guratio:n Drywall
Ceiiing :anfk 4lraYion StandardTile
Additional Location Notes
Notes
QR-11S10-a3 bf30000021s6FAAQ
21
ROOM DETAILS: Detective 3
The following secGons detail the configurations specific to DETECTIVE 3
Loc iion Name Headquarters
Room Naroe Deteclive 3
Camera Configuration
Camera'I will be a(n):AXIS F41/F1025 Covert IP Camera
Covert Enclosure:Motion Sensor Enclosure
Eamefa 'f
Mic:Louroe Tamper Proof Mic
Camera 2 will be a(n):AXIS F41/F1025 Covert IP Camera
Covert Enclosure:Thermostat Enclosure
Ca r 2
Mic:Louroe Tamper Proof Mic
Resarding Acfiiva ion Recording will 6e triggered via lR Client
External ftceording-f -
N/A
Progress V'sual
1Nai1 Con guration Drywall
G.Hing.Gotti;guration Standard Tile
Additional Location Notes
Svotas
QR-11S10-a3 bf30000021s6FAAQ
22
ROOM DETAILS: Detention 1
The following sections detail lhe configura6ons specific to DETENTION 1
Locaf'on Narne Headquarters
R'oom Nae ee Detention 1
Camera Configuration
Camera 1 will be a(n):AXIS F41/F'1025 CoveR IP Camera
Covert Enclosure: Motion Sensor Enclosure
Camera 1
Mic:Louroe Tamper Proof Mic
Camere 2 will be a(n):AXIS F41/F1025 Covert IP Camera
Covert Enclosure:Thermostat Enclosure
Gamera 2
Mic: Louroe Tamper Proof Mic
ReCo[ding ActiVation Recording will be lriggered via lR Client
Ex am I Reeording-tn-
N/A
Progces Viau l
afl Gon igu tion Cinder Block
Gci3ing Conft¢uca io Standard Tile
Additional Location Notes
hlates
QR-11810-a3bf3000002156FAA4
23
A con International, Inc's Sales Terms and Conditions
for Direct Sales to End User Purchasers
This Statement of Work is bound to the applicable signed quote. Upon confirmation of
the installation dates, to be confirmed in writing, the agency will give no less than a 2-
week advanced notice of cancellation or change from the date of the scheduled
installation. In the event the Agency cancels 2 weeks or less from the date of the
scheduled installation, the agency wiil be responsible for all travel booked, and
resource costs associated with the cancelled installation. Rescheduling of the
installation will be at the discretion ofAxon Professional Services based on available
dates within the installation schedule calendar.
Changes to the scope of this SOW must be documented and agreed upon by the
Parties in a change order. if the changes cause an increase or decrease in any
charges or cause a scheduling change from that originally agreed upon, an equitable
adjustment in the charges or schedule will be agreed upon by the Parties and included
in the change order, signed by both Parties.
QR-11810-a3hf30000021s6FAAQ
24
Tax is subject la change at ortler pmcessing vnih valiC ezempGon.
Axon's Sales Terms and Conditions
This Duote is Iimited to and conditional upon your acceptance of ihe provisions set forth herein and l on's Master Services and Purchasing Agreement
posted at www axon com/leqal/sales-terms-and-conditions),as well as ihe atlached Statement ot Work(SOW)for Ncon Fleet and/or Ncon Interview
Room purchase,if applicable.Any purchase order issued in response to this Quote is subject solely to Ihe above re(erenced tertns and wnditions.By
signing below,you represent that you are lawFully able to enter in o contrac[s.If you are signing on behalf o(an enUty(including but not limited to lhe
company,municipality,or govemment agency(or whom you work),you represent to Azon that you have legal authority to bind ihat enGty.If you do not
have this authorily,please do not sign ihis uote.
Signature:Date:
Name(Print): Title:
PO# (Orwrite
N!A):
Please sign and email to Allen Sliper at asliper@a<on.wm or f to
Thank you for being a vatued Axon customer.Foryour wnvenience on your nexl order,ptease check out our online store buv.axon.com
The tredemarks referenced above are the propedy of their respective owners.
Azon Internal UseOniy`*'
SFDC ConVact#:
OrderType:
RMA#:
Address Used:
KE.cv Revica 2 50#:
Comments:
Q,22223 -43848+757A3
25
Orange Police Dep . - CA
ATTENTION
This order may qualify for freight shipping, please fill out the following information.
What is the contact name and ;
phone number for this shipment? '
What are your receiving hours?
Monday-Friday)
Is a dock available for this k
incoming shipment? ;I
Are there any delivery
restrictions? (no box trucks, etc.)
R 222234-43848,757A8-.
2&
EXHIBIT"C"
MASTER SERVICES AND PURCHASING AGREEMENT
Beneath this sheet.]
12
AXO N Master Services and Purchasing Agreement
This Master Services and Purchasing Agreement ("Agreement' is between Axon Enterprise, Inc., a Delaware
corporotion ("Axon"), and Orange Police Department ("Agency"). This Agreement is effective as of the later of the
a) last signature date on this Agreement or (b) signature date on [he quote ("Effective Date"). Axon and Agency
are each a "Party" and collectively "Parties". This Agreement governs Agency's purchase and use of the A con
Devices and Services detailed in the Quote Appendix ("Quote").The Parties therefore agree as follows:
1 Term. This Agreement begins on the Effedive Date and continues until terminated pursuant to this
Agreement("Term").Agency may renew this Agreement for an additional 5 years upon execution of a new
quote. 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.
2 Definitions.
Axon Cloud Services" means Axon's web services for Axon Evidence, Axon Records, Axon Dispatch, and
interections between Evidence.com and Axon Devices or Axon client software.Axon Cloud Service excludes
third-party applications, hardware warranties, and my.evidence.com.
Auon Devices" means all hardware provided by Axon under this Agreement.
Quote"means an offer to sell and is only valid for devices and services on the quote at the specified prices.
Any terms within Agency's purchase order in response to a Quote will be void. Orders are subject to prior
credit approval.Changes in the deployment estimated ship date may change charges in the Quote.Shipping
dates are estimates only. Axon is not responsible for typographical errors in any offer by Axon, and Ncon
reserves the right to cancel any orders resulting from such errors.
Services" means all services provided by Axon under this Agreement, including software, Axon Cloud
Services, and professional services.
3 Pavment. Axon invoices upon shipment. Payment is due net 30 days from the invoice date. Payment
obligations are non-cancelable.Agency will pay invoices without setoff, 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 Devices from multiple locations. All shipments are
FOB shipping point via 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 Warranri.
7.1 Hardware Limited Warrenty. Axon warrants that Axon-manufactured Devices are free from
defects in workmanship and materials for 1 year from the date of Agency's receipt, except Signal
Sidearm, which Axon warrants for 30 months from the date of Agency's receipt. Axon warrants its
Ncon-manufactured accessories for 90-days from the date of Agency's receipt. Used conducted
energy weapon ("CEW")cartridges are deemed to have operated properly. Extended warrenties run
Tit e: Master Services and Purc asing Agreement between Axon an Agency
Department: Legal
Version: 8.0
Release Date: 11/8/2019 Page 1 of 16
AXO N Master Services and Purchasing Agreement
from the expiration of the 1-year hardware warranty through the extended warranty term. Non-
Axon manufactured Devices are not covered by Axon's warrenty. Agency should contact the
manufacturerforsupport ofnon-Axon manufactured Devices.
7.2 Claims. If Axon receives a valid warranty claim for an Ncon manufactured Device during the
warranty term, Axon's sole responsibility is to repair or replace the Device with the same or like
Device, at Axon's option. A replacement Device will be new or like new. Axon will warrant the
replacement Device for the longer of (a) the remaining warranty of the original Device or (b) 90-
days from the date of repair or replacement.
If Agency exchanges a device or part, the replacement item becomes Agency's property, and the
replaced item becomes Axon's property.Before delivering a Device forservice,Agency must upload
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 Device sent
to Axon for service.
7.3 Spare Devices.Ncon may provide Agency a predetermined number of spare Devices as detailed in
the Quote("Spare Devices").Spare Devices will replace broken or non-functioning units. If Agency
utilizes a Spare Device, Agency must return to A con, through Axon's warranty return process, any
broken or non-functioning units. Axon will repair or replace the unit with a replacement Device.
Upon termination,Axon will invoice Agency the MSRP then in effect for all Spare Devices provided.
If Agency returns the Spare Devices to Axon within 30 days of the invoice date, Axon will issue a
credit and apply it against the invoice.
7.4 Limitations. Axon's warranty excludes damage related to: (a) failure to follow Device use
instructions; (b) Devices used with equipment not manufactured or recommended by Axon; (c)
abuse, misuse, or intentional damage to Device;(d)force majeure;(e) Devices repaired or modified
by persons other than Auon without Axon's written permission; or ( Devices with a defaced or
removed serial number.
7.4.1 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.lf 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.
7.4.2 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 Device, or if for Services, the
amount paid for such Services over the 72 months preceding the claim.Neither Party
will be liable for direct, special, indirect, incidental, punitive or consequential
damages, however caused, whether for breach of warranty or contrect, negligence,
strict liability,tort or any other legal theory.
8 Statement of Work. Certain Axon Devices and Services, including Axon Interview Room, and Axon Fleet,
may require a Statement of Work that details Axon's Service deliverables ("SOW"). In the event Axon
provides an SOW to Agency,Axon is only responsible to perform Services described in the SOW.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. The SOW is incorporated into this
Ti[e: Master Services an Purc asing Agreemen[between Axon an Agency
Departmen[: Legal
Version: 8.0
Release Date: 11/8/2019 Page 2 of 16
AXO N Master Services and Purchasing Agreement
Agreement by reference.
9 Device Warninqs. See www.axon.com/leaal for the most current Axon device warnings.
10 Design Chanaes.Axon may make design changes to any Axon Device or Service without notifying Agency
or making the same change to Devices and Services previously purchased by Agency.
11 Insurance.Axon will maintain General Liability,Workers'Compensation,and Automobile Liability insurance.
Upon request,Axon will supply certificates of insurance.
12 Indemnification.Axon will indemnify Agency's officers, directors,and employees("Agency Indemnitees")
against all claims, demands, losses, and reasonable expenses arising out of a third-party claim against an
Agency Indemnitee resulting from any negligent act,error or omission,or willful misconduct by Axon under
this Agreement, except to the extent of Agency's negligence or willful misconduct, or claims under workers
compensation.
13 IP Riahts.Axon owns and reserves all right, title,and interest in Fixon devices and services and suggestions
to Axon, including all related intellectual property rights.Agency will not cause any Axon proprietary rights
to be violated.
14 IP Indemnification. Axon will indemnify Agency Indemnitees against all claims, losses, and reasonable
expenses from any third-party claim alleging that the use of Auon 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
cooperete fully with Ncon in the defense or settlement of such claim.Axon's IP indemnification obligations
do not apply to claims based on (a) modification of Ncon Devices or Services by Agency or a third-party not
approved by Axon; (b) use of Axon Devices and Services in combination with hardware or services not
approved by Axon; (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 Aaency 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 end user; and (c) a dispute between
Agency and a third-party over Agency's use of Axon Devices.
16 Termination.
76.1 For Breach.A Party may terminate this Agreement for cause if it provides 30 days written notice of
the breach to the other Party, and the breach remains uncured at the end of 30 days. If Agency
terminates this Agreement due to Axon's uncured breach, Auon 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 Devices for less than the manufacturer's suggested retail price ("MSRP") and this
Ti[e: Master Services an Purc asing Agreement etween Axon an Agency
Department: Legal
Version: 8.0
Release Date: 11/8/2019 Page 3 of i6
AXO N Master Services and Purchasing Agreement
Agreement terminates before the end of the Term,/con will invoice Agency the difference between
the MSRP for Devices received and amounts paid towards those Devices. If terminating for non-
appropriation, Agency may return Devices to Axon within 30 days of termination. MSRP is the
standalone price of the individual Device at the time of sale. For bundled Devices, MSRP is the
standalone price of all individual components.
17 Confidentialitv. "Confidential Information" means nonpublic information designated as confidential or,
given the nature of the information or circumstances surrounding disclosure, should reasonably be
understood to be confidential. Each Party will take reasonable measures to avoid disclosure, dissemination,
or unauthorized use of the other Party's Confidential Information. Unless required by law, neither Party will
disclose the other Party's Confidential Information during the Term and for 5-years thereafter.Axon pricing
is Confidential Information and competition sensitive. If Agency is required by law to disclose Axon pricing,
to the eutent allowed by law, Agency will provide notice to Axon before disclosure. Axon may publicly
announce information related to this Agreement.
18 Generel.
18.1 Force Majeure.Neither Partywill be liable for any delay or failure to perform due to a cause beyond
a Parry's reasonable control.
18.2 Independent Contrectors.The Parties are independent contrectors.Neither Party has the authority
to bind the other. This Agreement does not create a partnership, franchise,joint venture, agency,
fiduciary, or employment relationship behveen the Parties.
18.3 Third-Party Beneficiaries.There are no third-party beneficiaries under this Agreement.
18.4 Non-Discrimination. Neither Party nor its employees will discriminate against any person based
on: rece; religion; creed; color; sex; gender identity and expression; pregnancy; childbirth;
breastfeeding; medical conditions related to pregnancy, childbirth, or breastfeeding; sexual
orientation; marital status; age; national origin; ancestry; genetic intormation; disability; veteran
status; or any class protected by local, state, or federal law.
18.5 Export Compliance. Each Party will comply with all import and export control laws and regulations.
18.6 Assignment. Neither Party may assign this Agreement without the other Party's prior written
consent. Fixon may assign this Agreement, its rights, or obligations without consent: (a) to an
a liate 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 competent jurisdiction holds any portion of this Agreement invalid or
unenforceable,the remaining portions of this Agreement will remain in effect.
18.9 Survival. The following sec[ions will survive termination: Payment, Warranty, Device Warni gs,
Indemnification, IP Rights, and Agency Responsibilities.
Tit e: Master Services antl Purc asing Agreement ehveen Axon an Agency
Department: Legal
Version: 8.0
Release Date: 11/S/2019 Page 4 of 16
AXO N Master Services and Purchasing Agreement
18.10 Governing Law. The laws of the state where Agency is physically located, without reference to
conflict of law rules, govern this Agreement and any dispute arising 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 effective immediately. Contact information for notices:
Axon:lUcon Enterprise, Inc. Agency:
Attn: Legal Attn:
17800 N. 85th Street Street Address
Scottsdale,Arizona 85255 City, State,Zip
legal@axon.com Email
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 representative identified below declares they have been expressly authorized to execute this Agreement as of
the date of signature.
Axon Enterprise, Inc. Agenry
Signature: Signature:
Name:Name:
Title: Title:
Date: Date:
Tit e: Master Services and Purc asing Agreement etween .4 con an Agency
Department: Legal
Version: 8.0
Release Date: 11/8/2019 Page 5 of 16
AXO N Master Services and Purchasing Agreement
Axon Cloud Services Terms of Use Appendix
1 Definitions.
Agency ContenY' 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.
Evidence" is media or multimedia uploaded into Axon Evidence as 'evidence' by an Agency.
Evidence is a subset of Agency Content.
Non-Content Data" is data, configuration, and usage information about Agency's Axon Cloud
Services tenant,Fvcon Devices and client software,and users that is transmitted or genereted when
using Axon Devices. Non-Content Data includes data about users captured during account
management and customer support activities.Non-Content Data does not include Agency Content.
2 Subscription Term. For Axon Evidence subscriptions, including Fleet 2 Unlimited, the subscription
begins after shipment of the applicable Axon Device. If Axon ships the Device in the first half of the
month, the start date is the tst of the following month. If Auon ships the Device in the second half
of the month,the start date is the 15th of the following month. For phased deployments,the start
date begins on shipment of phase one. For purchases solely of Axon Evidence subscriptions, the
start date is the Effective Date.The Axon Evidence subscription term ends upon completion of the
Axon Evidence subscription stated in the Quote ("Axon Evidence Subscription Term").
3 Access.Upon Axon grenting Agency a subscription to Axon Cloud Services,Agency may access and
use Axon Cloud Services to store and manage Agency Content.Agency may not exceed more end
users than the Quote specifies. Axon Air requires an Axon Evidence subscription for each drone
operator. For Axon Evidence 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.
4 Aaency Owns Agencv 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 are not business records of Axon. Agency is solely responsible for uploading, sharing,
managing, and deleting Agency Content. Axon will have limited access to Agency Content solely
for providing and supporting Axon Cloud Services to Agency and Agency end users.
5 Securi . 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 Ncon Cloud Services and Agency Content
including logical, physical access, vulnerebility, risk, and configuration management; incident
monitoring and response; encryption of uploaded digital evidence; security education; and data
protection.Fixon agrees to the Federel Bureau of Investigation Criminal Justice Information Services
Securiry Addendum.
6 Aaenry 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
Tit e: Master Services an Purc asing Agreement etween Axon an Agenty
Department: Legal
Version: 6.0
Release Date: 11/8/2019 Page fi of 16
AXO N Master Services and Purchasing Agreement
Internet connections for use of Axon Cloud Services. If Agency becomes aware of any violation of
this Agreement by an end user, Agency will immediately terminate that end user's access to Axon
Cloud Services.
Agency will also maintain the security of end user names 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 entiry or person. Agency shall contact Axon
immediately if an unauthorized party may be using Agency's account or Agency Content, or if
account information is lost or stolen.
7 Privacv.Axon will not disclose Agency Content or information about Agency except as compelled
by a court or administrative body or required by law or regulation. If Axon receives a disclosure
request for Agency Content,Axon will give Agency notice, unless legally prohibited from doing so,
to allow Agency to file an objection with the court or administrative body.Agency agrees to allow
Axon access to certain information from Agency to (a) perform troubleshooting services upon
request or as part of regular diagnostic screening; (b) enforce this Agreement or policies governing
the use of Auon Evidence;or(c) perForm analytic and diagnostic evaluations of the systems.
8 Storaae. For Axon EvidenceUnlimited, Agency may store unlimited data in Agency'sfucon
Evidence account only if data originates from Axon Capture or an Axon body-worn camera. For
Axon Air Evidence subscriptions, Agency may store unlimited data in Agency'sAxon
Evidence account only if data originates from an Axon Air device. For Axon Interview Room
Unlimited, Agency may store unlimited data in Agency'sFixon Evidenceaccount only if data
originates from Axon Interview Room hardware. For Auon Fleet Unlimited, Agency may store
unlimited data in Agency's Axon Evidence account only if data originates from Axon Fleet hardware.
Axon may charge Agency additional fees for exceeding purchased storage amounts. Axon may
place Agency Content that Agency has not viewed or accessed for 6 months into archival storage.
Agency Content in archival storage will not have immediate availability and may take up to 24 hours
to access.
9 Location of Storaae.Axon may trensfer Agency Content to third-party subcontractors for storage.
Axon will determine the locations of data tenters for storage of Agency Content. For United States
agencies, Axon will ensure all Agency Content stored in Axon Cloud Services remains within the
United States. Ownership of Agency Content remains with Agency.
10 Susoension.Axo 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 freudulent.
Agency remains responsible for all fees incurred through suspension. Axon will not delete Agency
Content because of suspension, except as specified in this Agreement.
11 Axon Cloud Services Warranri.Axon disclaims any warranties or responsibility for data corruption
Tit e: Master Services an Purc asing Agreement ehveen Axon an Agency
Department: Legal
Version: 8.0
Release Date: 11/8/2019 Page 7 ot 16
AXO N Master Services and Purchasing Agreement
or errors before Agency uploads data to Axon Cloud Services.
12 Axon Cloud Services Restrictions. Agency and Agency end users (including employees,
contractors, agents, officers,volunteers, and directors), may not, or may not attempt to:
12.1. copy, modify, tamper with, repair, or create derivative works of any part of Axon Cloud
Services;
12.2, reverse engineer, disassemble, or decompile Axon Cloud Services or apply any process to
derive any source code included in Axon Cloud Services, or allow others to do the same;
12.3. access or use A con Cloud Services with the intent to gain unauthorized access, avoid
incurring fees or exceeding usage limits or quotas;
12.4. use trade secret information contained in Axon Cloud Servites, except as expressly
permitted in this Agreement;
12.5. access Ncon Cloud Services to build a competitive device or service or copy any features,
functions, or graphics of Auon Cloud Services;
12.6. remove, alter, or obscure any confidentiality or proprietary rights notices (including
copyright and tredemark notices) of Axon's or Axon's licensors on or within Axon Cloud
Services; or
12.7. use Ncon Cloud Services to store or transmit infringing, libelous, or other unlawful or
tortious material; to store or transmit material in violation of third-party privacy rights; or
to store or trensmit malicious code.
13 After Termination.Axon will not delete Agency Content for 90-days following termination. There
will be no functionality oflUcon Cloud Services during these 90-days other than the ability to retrieve
Agency Content. Agency will not incur additional fees if Agency downloads Agency Content from
Axon Cloud Services during this time. Axon has no obligation to maintain or provide Agency
Content after these 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 Ncon Cloud Services.
14 Post-Termination Assistance. Axon will provide Agency with the same post-termination data
retrieval assistance that Axon generally makes available to all customers. Requests for Ncon 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.
15 U.S. Government Riahts. If Agency is a U.S. Federel department or using Axon Cloud Services on
behalf of a U.S. Federal department, lUcon 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 Federel Acquisition Regulation
Supplement. If Agency is using Axon Cloud Services on behalf of the U.S. Government and these
terms fail to meet the U.S. GovernmenYs needs or are inconsistent in any respect with federal law,
Agency will immediately discontinue use of Axon Cloud Services.
16 Survival. Upon any termination of this Agreement, the following sections in this Appendix will
survive: Agency Owns Agency Content, Storage, Axon Cloud Services Warranty, and Axon Cloud
Services Restrictions.
Tit e: Master Servi[es an Purc asing Agreement ehveen Axon an Agency
Department: Legal
Version: 8.0
Release Date: 11/8/2019 Page 8 of 16
AXO N Master Services and Purchasing Agreement
Professional Services Appendix
1 Utilization of Services.Agency must use pre-paid professional services as outlined.in the Quote and
this Appendix within 6 months of the Effective Date.
2 Body-Worn Camera Full Service(BWC Full Service). BWC Full Service includes 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 4 consecutive on-
site da s, additional da s are $2,500 er da . BWC Full Service o tions include:
System set up and configuration
Setup 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 Dock("Dock") access
One on-site session included
Dock con£guration
Work with Agency to decide the ideal location of Docks and set configurations on Dock
Authenticate Dock with Axon Evidence using admin credentials from Agency
On-site assistance, not to include h sical mountin of docks
Best practice implementation planning session
Provide considerations for the establishment of video policy and system operations best
prectices based on Axon's observations with other agencies
Discuss the importance of entering metadata in the field for organization purposes and other
best practice for digital data management
Provide referrals of other agencies using the Auon camera devices and Axon Evidence
Recommend rollout lan based on review of shift schedules
System Admin and troubleshooting treining sessions
Step-by-step explanation and assistance for Agency's configuration of security, roles & permissions,
cate ories &retention, and other s ecific settin s for Axon Evidence
Axon instructor training (Trein the Treiner)
Treining for Agency's in-house instructors who can support Agency's Axon camera and Axon Evidence
trainin needs after Axon has fulfilled its contractual on-site obli ations
Evidence sharing training
Tailored workflow instruction for Investigative Units on sharing Cases and Evidence with local prosecuting
a encies
End user go-live training and support sessions
Assistance with device set up and configuration
Treinin on device use,Axon Evidence, and Evidence S nc
Implementation document packet
Axon Evidence administrator guides, camera implementation guides, network setup guide, sample
olicies, and cate ories &roles uide
Post o-live review
3 Out of Scope Services.Ncon 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 sthedule.
Title: Master Services antl Purc asing Agreement etween Axon and Agen[y
Department: Legal
Vereion: 8.0
Release Date: 11/8/2019 Page 9 of 76
AXO N Master Services and Purchasing Agreement
4 Delivery of Services. Axon personnel will work Monday through Friday, 8:30 a.m. to 5:30 p.m.,
except holidays. Axon will perform all on-site tasks over a consecutive timeframe. Axon will not
charge Agency travel time by Axon personnel to Agency premises as work hours.
5 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 itemized 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.
6 Site Preparation.Axon will provide a hardcopy or digital copy of current user documentation for
the Devices ("User pocumentation"). User pocumentation will include all required environmental
specifications for the professional Services and Devices to operate per the Device User
Documentation. Before installation of Devices (whether performed by Agency or Axon), Agency
must prepare the location(s) where Devices are to be installed ("Installation Site") per the
environmental specifications in the Device User pocumentation. Following installation, Agency
must maintain the In5tallation Site per the environmental specifications. If Axon modifies Device
User pocumentation for any Devices under this Agreement,Axon will provide the update to Agency
when Axon generelly releases it.
7 Acceptance. When Axon completes professional Services, Ncon will present an acceptance form
Acceptance Form")to Agency.Agency will sign theAcceptance 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 7 calendar days from delivery of the Acceptance Form.Axon will address the issues
and re-present the Acceptance Form for signature. If Axon does not receive the signed Acceptance
Form or written notification of reasons for rejection within 7 calendar days of delivery of the
Acceptance Form,Axon will deem Agency to have accepted the professional Services.
8 Agency 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 eventwill Axon
be liable for loss, damage, or corruption of Agency's network from any cause.
Tit e: Master Services an Purt asing Agreement etween Axon and Agenty
Department: Legal
Version: 8.0
Release Date: 11/8/2019 Page 70 of 16
AXO N Master Services and Purchasing Agreement
Technology Assurance Plan Appendix
If Technology Assurance Plan ("TAP") or a bundle including TAP is on the Quote, this appendix applies.
1 Term. TAP begins after shipment of Devices covered under TAP. If Axon ships Devices in the first
half of the month, TAP starts the 1st of the following month. If Axon ships Devices in the second
half of the month,TAP starts the 15th of the following month. ("TAP Term").
2 TAP Warranri. The TAP warranty is an extended warranty that starts at the end of the 1-year
Hardware Limited Warranty.
3 Officer Safety Plan Standard. The Officer Safety Plan Standard ("OSP SWndard") includes Auon
Evidence Unlimited, TAP for Axon body-worn camera ("BWC") and Axon Dock, one TASER X2 or
X26P CEW with a 4-year extended warranty, one CEW battery, and one CEW holster. Agency must
purchase OSP for S years ("OSP Term").At any time during the OSP Term, Agency may choose to
receive the X2 or X26P CEW, battery and holster by providing a $0 purchase order.
4 Officer Safety Plan 7. Both the Officer Safety Plan 7 ("OSP 7")and Officer Safety Plan 7 Plus ("OSP
7 Plus") include Axon Evidence Unlimited,TAP for Axon BWC and Axon Dock,TASER 7 Certification
Plan, Axon Records, and Auon Aware. OSP 7 Plus also includes Axon Aware Plus, Signal Sidearm,
Auto-Tagging, Axon Performance, Axon Redaction Assistant, and Ncon Citizen for Communities.
Both bundles are subject to additional terms for services in their bundle.Agency must purchase an
OSP 7 subscription for every TASER 7 CEW user. Agency must accept delivery of the TASER 7 CEW
and accessories as soon as available from Fixon. Some offerings in the OSP 7 bundles may not be
generally available at the time of Agency's OSP 7 purchase. Axon will not provide a refund, credit,
or additional discount beyond what is in the Quote due to a delay of availability or Agency's election
not to utilize any portion of an OSP 7 bundle.
Axon Records is the software-as-a-service product that is generally available at the time Agency
purchases an OSP 7 bundle. During the Term, you will be entitled to receive A con's Update and
Upgrade releases on an if-and-when available basis.
An "Update" is a generelly available release of Axon Records that Axon makes available from time
to time. An Upgrade includes (i) new versions of Auon Records that enhance features and
functionality, as solely determined by Axon;and/or (ii) new versio s of Axon Records that provide
additional features or perform additional functions. Upgrades exclude new products that Fvcon
introduces and markets as distinct products or applications.
New or additional Axon products and applications,as well as anyAxon professional services needed
to configure/ucon Records, are not included in the OSP 7 bundle. The Axon Records subscription
will begin upon the start of the OSP 7 Term and end at the end of the OSP 7 Term,as defined below.
5 OSP 7 Term. OSP 7 begins after Axon ships the Axon Body 3 or TASER 7 hardware to Agency. If
Axon ships in the first half of the month, OSP 7 starts the 1st of the following month. If Axon ships
in the second half of the month, OSP 7 starts the 15th of the following month. For phased
deployments, each phase has its own start and end date based on the phase's first shipment per
the above. OSP 7 runs for S years from the OSP 7 start date ("OSP 7 Term").
Ti[e: Master Services an Purc asing Agreement ehveen Axon an Agency
Department: Legal
Version: 8.0
Release Date: 11/8/2019 Page 11 of 16
AXO N Master Services and Purchasing Agreement
6 TAP BWC Upgrade. If Agency purchased 3 years of Axon Evidence Unlimited or TAP as a
standalone and makes all payments, Axon will provide Agency a new Axon BWC 3 years after TAP
starts ("BWC Upgrade"). If Agency purchases 5 years of Axon Evidence Unlimited, an OSP, or TAP
as a standalone and makes all payments,Axon will provide Agency a BWC Upgrede 2.5 and 5 years
after TAP starts. If Agency purchased TAP as a standalone, Ncon will provide a BWC Upgrade that
is the same or like Device, at Axon's option.Axon makes no guarantee the BWC Upgrade will utilize
the same accessories or Axon Dock. If Agency purchased Axon Evidence Unlimited or an OSP,
Agency may choose a new BWC of Agency's choice.
7 TAP Dock Upgrade. If Agency purchased 3 years of Dock TAP and makes all payments,Axon will
provide Agency a new Axon Dock 3 years after TAP starts ("Dock Upgrade"). If Agency purchases
5 years ofAxon Evidence Unlimited,an OSP,or pockTAP and makes all payments,Axon will provide
Agency a Dock Upgrede 2.5 and 5 years after TAP starts. The Dock Upgrade at year 2.5 will only
include a new Auon Dock bay configuration unless a new Auon Dock core is required for BWC
compatibility. If Agency originally purchased a single-bay Axon Dock, the Dock Upgrade will be a
single-bay Axon Dock model that is the same or like Device, at Axon's option. If Agency originally
purchased a multi-bay Axon Dock, the Dock Upgrade will be a multi-bay Axon Dock that is the
same or like Device, at Axon's option.
8 Upgrede Delay.Axon may ship the BWC and Dock Upgredes at year 2.5 without prior confirmation
from Agency unless the Parties agree in wri[ing otherwise at least 90 days in advance. Axon may
ship the second BWC and Dock Upgrade 60 days before the end of the Term without prior
confirmation from Agency.
9 Uoarade Chanqe. If Agencywants to change Device models for the offered BWC or pock Upgrede,
Agency must pay the price difference behveen the MSRP for the offered BWC or pock Upgrade
and the MSRP for the model desired. If the model Agency desires has an MSRP less than the MSRP
of the offered BWC Upgrade or pock Upgrade, Axon will not provide a refund. The MSRP is the
MSRP in effect at the time of the upgrade.
10 Return of Original Device. If Axon provides a warranty replacement 6 months before the date of
a BWC Upgrede or pock Upgrade, the replacement is the upgrade. Within 30 days of receiving a
BWC or pock Upgrede,Agency must return the original Devices to Axon or destroy the Devices and
provide a certificate of destruction to Axon including serial numbers for the destroyed Devices. If
Agency does not return or destroy the Devices, Axon will deactivate the serial numbers for the
Devices received by Agency.
11 Termination. If Agency's payment for TAP, OSP, or Axon Evidence is more than 30 days past due,
Axon may terminate TAP or OSP. Once TAP or OSP terminates for any reason:
11.1. TAP and OSP coverage terminates as of the date of termination and no refunds will be
given.
11.2. Auon will not and has no obligation to provide the Upgrade Models.
11.3. Agency must make any missed payments due to the termination before Agency may
purchase any future TAP or OSP.
Tit e: Master Services an Purc asing Agreement ehveen Axon an Agency
Department: Legal
Version: 8.0
Release Date: 11/8/2019 Page 12 of 16
AXO N Master Services and Purchasing Agreement
Axon Auto-Tagging Appendix
1 Scoue. Axon Auto-Tagging consists of the development of a module to allow Axon Evidence to
interect 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.Agency must purchase Axon Auto-Tagging for
every/ixon Evidence user in Agency, even if the user does not have an Axon body camera.
2 Su000rt. For thirty days after completing Auto-Tagging Services, llicon will provide up to S hours
of remote support at no additional charge.Axon will provide free support due to a change in Axon
Evidence, so long as long as 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 Chanaes.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 Responsibilities.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 Ncon (including remote access if possible);
4.2. Make required modifications, upgredes 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 perform 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;
4.5. Promptly install and implement any software updates provided by Ncon;
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 Fixon 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 performante 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 as soon as reasonably practicable resources and information Ncon 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.
Title: Master Services an Purc asing Agreemen[ e[ween Axon an Agency
Department: Legal
Version: S.0
Release Date: 11/8/2019 Page 13 of 16
AXO N Master Services and Purchasing Agreement
A con Fleet Appendix
1 Aaency Responsibilities. Agency must ensure its infrastructure and vehicles adhere to the
minimum requirements to operate Axon Fleet as established byAuon during the on-site assessment
at Agency and in any technical qualifying questions. If Agency's representations are inaccurate,the
Quote is subjed to change.
2 CradlePoint. If Agency purchases CradlePoint Enterprise Cloud Manager,Agency will comply with
CredlePoinYs end user license agreement.The term of the CradlePoint license may differ from the
Ncon Evidence Subscription. CradlePoint installation is outride the scope of this Agreement. If
Agency requires CrodlePoint support, Agency will contact CredlePoint directly.
3 Third-party Installer. If Agency (a) installs Ncon Fleet and related hardware without"train the
trainer" Services from Axon; (b) does not follow instructions provided by Axon during train the
trainer; or(c) uses a third-party to install the hardware (collectively, 'Third-party Installer"),fvcon
will not be responsible for Third-party Installer's failure to follow instructions relating to installation
and use of Axon Fleet.Axon will not be liable for the failure of Axon Fleet hardware to operate per
Fixon's specifications or damage to Axon Fleet hardware due to a Third-party Installer.Axon may
charge Agency if Axon is required to (a) replace hardware damaged by Third-party Installer; (b)
provide eutensive remote support; or (c) send Axon personnel to Agency to replace hardware
damaged byThird-party Installer.
4 Wireless Offload Software.
4.1. License Grant. Axon grants Agency a non-exclusive, royalty-free, worldwide, perpetual
license to use Wireless Offload Software ("WOS"). "Use" means storing, loading, installing,
or executing WOS solely for data communication with 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; (c) 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; ( 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 tredemark notices) of Axon or Axon's Iicensors on or within WOS.
4.3. Updates. If Agency purchases WOS maintenance, Axon will make updates and error
corrections to WOS ("WOS Updates") available eledronically via the Intemet 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 maintenance term.
4.4. WOS Support. Upo request by Axon, Agency will provide Axon with access to Agency's
store and forward servers solely for troubleshooting and maintenance.
5 Wireless Microphone. The Auon Fleet Wireless Microphone subscription is a 5-year term. If this
Agreementierminates for any reason before the end ofthe 5 years,Agency must pay the remaining
MSRP for the Wireless Microphone, or if terminating for non-appropriations, return the Wireless
Tit e: Master Services an Purc asing Agreemen[between Axon an Agency
Department: Legal
Version: 8.0
Release Date: 11/S/2019 Page 14 of i6
AXO N Master Services and Purchasing Agreement
Microphone to Axon.
6 Fleet 2 Unlimited. Both Fleet 2 Unlimited and Fleet 2 Unlimited 60 require a 5-year term. Both
offerings provide a 4-year extended warranty on Axon Fleet camere hardware.
7 Fleet 2 Unlimited Upgrade.ForAxon Fleet 2 Unlimited,5-years afterthe start of the Auon Evidence
Subscription associated with Agency's Axon Fleet Purchase,Axon will provide Agency a new front
and new rear Axon Fleet camera that is the same or like Device, at Auon's sole option ("Axon Fleet
Upgrade").Axon Fleet 2 Unlimited 60 is not eligible to receive an Axon Fleet Upgrade.
After Agency makes the fifth Axon Fleet Unlimited payment,Agency may elect to receive the Axon
Fleet Upgrade anytime in the fifth year of the Axon Evidence Subscription associated with Agency's
Axon Fleet Purchase. 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 removal of previously installed hardware and installation of the Axon Fleet Upgrade.
Within 30 days of receiving the Axon Fleet Upgrade, Agency must return the original Devices to
Axon or destroy the Devices and provide a certificate of destruction to Axon, including serial
numbers of the destroyed Devices. If Agency does not destroy or return the Devices to Auon,Fixon
will deadivate the serial numbers for the Devices received by Agency.
8 Fleet Unlimited Termination. If Agency's payment for any Axon Fleet Unlimited program or Axon
Evidence is more than 30 days past due, Axon may terminate Auon Fleet Unlimited. Once Ncon
Fleet Unlimited terminates for any reason,then:
6.1. Axon Fleet Unlimited coverage terminates, and no refunds will be given.
8.2. Auon will not and has no obligation to provide the Axon Fleet Upgrade Models.
8.3. Agency will be responsible for payment of any missed payments due to the termination
before being allowed to purchase any future Ncon Fleet Unlimited.
Tit e: Master Services an Purc asing Agreement ehveen Ncon and Agency
Department: Legal
Version: 8.0
Release Date: 11/8/2019 Page 15 of i6
AXO N Master Services and Purchasing Agreement
A con Aware Appendix
This Axon Aware Appendix applies to both Axon Aware and ,4xon Aware Plus.Axon Aware Plus includes
Axon Aware.
1 Axon Aware Subscription Term. If Agency purchases Axon Aware as part of a bundled offering,
the Axon Aware subscription begins on the later of the(1)start date of that bundled offering, or(2)
date Axon provisions Axon Aware to Agency.
If Agency purchases Axon Aware as a standalone, the Axon Aware subscription begins the later of
the (1) date Axon provisions A con Aware to Agency, or (2) first day of the month following the
Effective Date.
The Axon Aware subscription term will end upon the completion of the Axon Evidence Subscription
associated with Axon Aware.
2 Scope of Axon Aware. The scope of Axon Aware is to assist Agency with real-time situational
awareness during critical incidents to improve officer safety, effectiveness, and awareness. In the
event Agency uses Axon Aware outside this scope, Axon may initiate good-faith discussions with
Agency on upgreding Agency's Axon Aware to better meet Agency's needs.
3 LTE Requirements. Axon Aware 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.Ncon may change LTE
carriers during the Term without Agency's consent.
4 Axon Aware 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) transmission limitations caused by atmospheric,
terrain, other natural or artificial conditions adversely affecting transmission,weak batteries,system
overcapacity, movement outside a service area or gaps in coverege in a service area and other
causes reasonably outride of the carrier's control such as intentional 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.
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 contrectual relationship whatsoever with the
underlying wireless service provider or its affiliates or contrectors and Agency is not a third-party
beneficiary of any agreement between Axon and the underlying carrier.
5 Termination. Upon termination of this Agreement, or if Agency stops paying for Axon Aware or
bundles that include Axon Aware,Axon will end LTE service.
Tit e: Master Services an Purc asing Agreement ehveen Axon an Agenry
Department: Legal
Version: 8.0
Release Date: Il/8/2019 Page i6 of 16