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HomeMy WebLinkAboutC2022-207 - 9/13/2022 - Approved D—iQinn P—ml—In RRRri97(1(`_RRRF_AF.9 ri_RRRA_9 FF4dnFf F9 C.7 DocuSign Envelope ID:C326DC3E-85C9-47B1-808A-3DFA35BB719B 4k,&, A X O N Axon Enterprise, Inc.'s TASER 7 X Agreement This TASER 7 Agreement ("Agreement") applies to Agency's TASER 7 purchase from Axon Enterprise, Inc. ("Axon"). Agency will receive TASER 7 Conducted Energy Weapon ("CEW") hardware, accessories, warranty, and services documented in the attached Quote Appendix ("Quote"). 1 Term. The start date is based on the initial shipment of TASER 7 hardware ("Start Date'). If shipped in the first half of the month, the Start Date is the 1 st of the following month. If shipped in the last half of the month, the Start Date is the 15th of the following month. The TASER 7 term will end upon completion of the associated TASER 7 subscription in the Quote ("Term"). If the Quote has multiple TASER 7 ship dates, each shipment will have a 60-month term, starting on the shipment of TASER 7 as described above. 2 Unlimited Duty Cartridae Plan. If the Quote includes "Unlimited Duty Cartridge Plan", this section applies. Agency must purchase an Unlimited Duty Cartridge Plan for each CEW user. A CEW user includes officers that use a CEW in the line of duty and ones that only use a CEW for training. Agency may not resell cartridges received under any TASER 7 plan. Axon will only replace cartridges used in the line of duty. 3 Trainina. If the Quote includes a training voucher, Agency must use the voucher within 1 year of issuance, or the voucher will be void. During the Term,Axon will issue Agency a voucher annually beginning on the Start Date. The voucher has no cash value. Agency cannot exchange it for another product or service. If the Quote includes Axon Online Training or Virtual Reality Content (collectively, "Training Content"), Agency may access Training Content during the Term. Axon will deliver all Training Content electronically. Unless stated in the Quote, the voucher does not include travel expenses and will be Agency's responsibility. 4 Payment. Unless specified in the Quote, Axon will invoice Agency on the Start Date and then on the Start Date anniversary during the Term, if annual payments are elected. Payment is due net 30 days from the invoice. Payment obligations are non-cancelable. Agency will pay invoices without setoff, deduction, or withholding. Unless Agency provides Axon a valid and correct tax exemption certificate applicable to the purchase and ship-to location, Agency is responsible for all taxes associated with the order. s Shipping. Axon may make partial shipments and ship 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. If the Quote includes future deliveries of hardware, Axon will ship hardware to Agency's address on 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 Hardware Limited Warranty. Axon warrants that Axon-manufactured hardware is free from defects in workmanship and materials for 1 year from the date of Agency's receipt. Axon warrants its Axon-manufactured accessories for 90-days from the date of Agency's receipt. Used CEW cartridges are deemed to have operated properly. Non- Axon manufactured Devices are not covered by Axon's warranty.Agency should contact Title: TASER 7 Agreement Page 1 of 9 Department: Legal Version: 4.0 Release Date: 3/31/2021 C.,..,.ci....c.,,.vi.,.. in-QDQ�47nr QQQG n���_rznQn_�G�znnGrG�a� DocuSign Envelope ID:C326DC3E-85C9-47B1-808A-3DFA35BB719B AXON Axon Enterprise, Inc.'s TASER 7 Agreement � 9 the manufacturer for support of non-Axon manufactured hardware. If Axon receives a valid warranty claim for Axon manufactured hardware during the warranty term, Axon's sole responsibility is to repair or replace the hardware with the same or like hardware, at Axon's option. Replacement hardware will be new or like new. Axon will warrant the replacement hardware for the longer of(a)the remaining warranty of the original hardware or (b) 90-days from the date of repair or replacement. If the Quote includes an extended warranty, the extended warranty coverage begins on the Start Date and continues for the Term for the hardware covered by the extended warranty on the Quote. If Agency exchanges hardware or a part, the replacement item becomes Agency's property, and the replaced item becomes Axon's property. Before delivering hardware for service, Agency must upload hardware 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 hardware sent to Axon for service. s Warranty Limitations.Axon's warranty obligations exclude damage related to(a)failure to follow instructions on product's use; (b) products used with products not manufactured or recommended by Axon; (c) abuse, misuse, intentional, or deliberate damage to the product; (d) force majeure; (e) products repaired or modified by persons other than Axon without the written permission of Axon; or (f) products with a defaced or removed serial number. To the extent permitted by law, the warranties and remedies set forth above are exclusive and Axon disclaims all other warranties, remedies, and conditions, whether oral or written, statutory, or implied, as permitted by applicable law. If statutory or implied warranties cannot be lawfully disclaimed, then all such warranties are limited to the duration of the express warranty described above and limited by the other provisions contained in this Agreement. Axon's cumulative liability to any party for any loss or damage resulting from any claims, demands, or actions arising out of or relating to any Axon product will not exceed the purchase price paid to Axon for the product or if for services, the amount paid for such services over the prior 12 months preceding the claim. In no event will either party be liable for any direct, special, indirect, incidental, exemplary, punitive, or consequential damages, however caused, whether for breach of warranty, breach of contract, negligence, strict liability, tort or under any other legal theory. 9 Spare Products. For qualified purchases, Axon may provide agency a predetermined number of spare TASER 7 hardware as detailed in the Quote ("Spare Axon Devices"). Spare Axon Devices are intended to replace broken or non-functioning units while Agency submits the broken or non-functioning units through Axon's warranty return process. Axon will repair or replace the unit with a replacement Axon Device. Title and risk of loss for all Spare Axon Devices shall pass to agency in accordance with the shipping terms under Section 5. Axon assumes no liability or obligation in the event Agency does not utilize Spare Axon Devices for the intended purpose. so Trade-in. If a trade-in discount is on the Quote, Agency must return used hardware and accessories associated with the discount ("Trade-In Units")to Axon. Agency must ship Title: TASER 7 Agreement Page 2 of 9 Department: Legal Version: 4.0 Release Date: 3/31/2021 On Qin Fn�iclnnc In SiRR�.17(1!`_R RR F_AR1�._RRRA_1 FFZi1nF(`F1 C7 DocuSign Envelope ID:C326DC3E-85C9-47B1-808A-3DFA35BB719B 4kja, A X O N Axon Enterprise, Inc.'s TASER 7 X Agreement batteries via ground shipping. Axon will pay the shipping costs of the return. If Axon does not receive Trade-In Units within the timeframe below, Axon will invoice Agency the value of the trade-in discount. Agency may not destroy Trade-In Units and receive a trade-in discount. Agency Size Days to Return from Start Date Less than 100 officers 30 days 100 to 499 officers 90 days 500+ officers 180 days 11 Product Warninas. See www.axon.com/legal for the most current Axon product warnings. 12 Desian Chanaes. Axon may make changes in the design of any of Axon's products and services without notifying Agency or making the same change to products and services previously purchased. Axon may replace end of life products with the next generation of that product without notifying Agency. 13 Termination. If payment for TASER 7 is more than 30 days past due, Axon may terminate Agency's TASER 7 plan by notifying Agency. Upon termination for any reason, then as of the date of termination: 13.1. TASER 7 extended warranties and access to Training Content will terminate. No refunds will be given. 13.2. Axon will invoice Agency the remaining MSRP for TASER 7 products received before termination. If terminating for non-appropriations, Axon will not invoice Agency if Agency returns the CEW, battery, holster, dock, core, training suits, and unused cartridges to Axon within 30 days of the date of termination. 13.3. Agency will be responsible for payment of any missed payments due to the termination before being allowed to purchase any future TASER 7 plan. 13.4. The continuation of this Agreement after the close of any fiscal year of the Agency, which fiscal year ends on September 30th annually, is subject to budget approval and appropriations specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the Agency's City Council to determine whether or not to fund this Agreement. The Agency does not represent that a budget item providing for this Agreement will be adopted, as that determination is within the Agency City Council's sole discretion when adopting the budget. 14 Delays. Axon will use reasonable efforts to deliver products and services as soon as practicable. If delivery is interrupted due to causes beyond Axon's control, Axon may delay or terminate delivery with notice. 15 Pro ria etary Information. Agency agrees Axon has and claims various proprietary rights in the hardware, firmware, software, and the integration of ancillary materials, knowledge, and designs that constitute Axon products and services. Agency will not directly or indirectly cause any proprietary rights to be violated. 16 Export Com Iia ance. Each party will comply with all import and export control laws and regulations. Title: TASER 7 Agreement Page 3 of 9 Department: Legal Version: 4.0 Release Date: 3/31/2021 Dnr iginn Fnvalnna In RRR517n(.-RRRF_AFi15_RRRd-1FF3dn F('F1Fi7 DocuSign Envelope ID:C326DC3E-85C9-47B1-808A-3DFA35BB719B AXON Axon Enterprise, Inc.'s TASER 7 Agreement reement 17 Assignment. Agency may not assign or transfer this Agreement without Axon's prior written approval. 18 Governina Law: Venue. The laws of the state where Agency is physically located, without reference to conflict of law rules, govern this Agreement and any dispute that might arise between the parties. The United Nations Convention for the International Sale of Goods does not apply to this Agreement. Title: TASER 7 Agreement Page 4 of 9 Department: Legal Version: 4.0 Release Date: 3/31/2021 DI c.,..r:--i---in QaQaa7nrr QQQG nala_uQQn 1FGgnncrF-1a7 DocuSign Envelope ID:C326DC3E-85C9-47B1-808A-3DFA35BB719B 4ka, g A �/ ANxon Enterprise, Inc.'s TASER 7 XO Agreement 19 Entire Aareement. This Agreement, including the appendices, 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. 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. Each representative identified below declares they have been expressly authorized to execute this Agreement as of the date of signature. AXON: AGENCY: Axon Enterprise, Inc. Corpus Christi Police Department Docusigned by: DocuSigned by: Signature: Signature: Name: SBAEC- Name: Robert E. Driscoll, Jr. Josh Chronley Title: VP, Associate General Counsel Title: AD of Finance & Procurement Date: 9/8/2022 1 1:00 PM MST Date: 9/20/2022 pgyQdbgs to Legal form: n�q�{ 9/16/2022 Assistant City Attorney Date Res. 032861 Authorized By 9-13-2022 Council Ds DS bbG�tgnea by: /sis 37A77R?(31]50947❑ Rebecca Huerta City Secretary Title:TASER 7 Agreement Page 5 of 9 Department: Legal Version: 4.0 Release Date: 3/31/2021 D.6�-qiy""gI —in QrzQF,47nf- QQQG nal V,_rzQQn_1GGznnGrG1a7 DocuSign Envelope ID:C326DC3E-85C9-47B1-808A-3DFA35BB719B 4ka. AXON Axon Enterprise, Inc.'s TASER 7 Agreement TASER 7 Axon Evidence Terms of Use Appendix 1 Definitions. "Agency Content" is data uploaded into, ingested by, or created in Axon Evidence within Agency's tenant, including media or multimedia uploaded into Axon Evidence 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 Evidence tenant, Axon Devices and client software, and users that is transmitted or generated 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. The TASER 7 Axon Evidence Subscription Term begins on the Start Date. 3 Access Rights. Upon Axon granting Agency a TASER 7 Axon Evidence subscription,Agency may access and use Axon Evidence for the storage and management of data from TASER 7 CEW devices during the TASER 7 Axon Evidence Subscription Term. Agency may not upload any non- TASER 7 data or any other files to Axon Evidence. Agency may not exceed the number of end- users than the Quote specifies. 4 Aaency Owns Agency Content. Agency controls and owns all right, title, and interest in Agency Content. Except as outlined herein, Axon obtains no interest in Agency Content, and Agency Content is not Axon's business records. Agency is solely responsible for uploading, sharing, managing, and deleting Agency Content. Axon will only have access to Agency Content for the limited purposes set forth herein. Agency agrees to allow Axon access to Agency Content to (a) perform troubleshooting, maintenance, or diagnostic screenings; and (b) enforce this Agreement or policies governing use of the Axon products. s Security. Axon will implement commercially reasonable and appropriate measures to secure Agency Content against accidental or unlawful loss, access, or disclosure. Axon will maintain a comprehensive information security program to protect Axon Evidence and Agency Content including logical, physical access, vulnerability, risk, and configuration management; incident monitoring and response; encryption of uploaded digital evidence; security education; and data protection. Axon agrees to the Federal Bureau of Investigation Criminal Justice Information Services Security Addendum. 5 Agency Resl2onsibmiotmes. Agency is responsible for (a) ensuring Agency users comply with this Agreement; (b) ensuring Agency owns Agency Content and no Agency Content or Agency end user's use of Agency Content or Axon Evidence violates this Agreement or applicable laws; and (c) maintaining necessary computer equipment and Internet connections for use of Axon Evidence. 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 Evidence. Agency is also responsible for maintaining the security of end-user names and passwords and taking steps to maintain appropriate security and access by end-users to Agency Content. Login credentials are for Agency internal use only and Agency may not sell, transfer, or sublicense them to any other entity or person. Agency may download the audit log at any time. Agency shall contact Axon immediately if an unauthorized third party may be using Agency's account or Agency Content or if account information is lost or stolen. 7 Privacy. Your use of Axon Cloud Services is subject to the Axon Cloud Services Privacy Policy, a Title: TASER 7 Agreement Page 6 of 9 Department: Legal Version: 4.0 Release Date: 3/31/2021 [)nn ginn P—nin—in. SZWQr,17nf'QQQC n919 QQQn 'ICC�AfIC!'Cn C� DocuSign Envelope ID:C326DC3E-85C9-47B1-808A-3DFA35BB719B A Axon Enterprise, Inc.'s TASER 7 /�ON Ar mn 4k&, gee e t current version of which is available at https://www.axon.com/legal/cloud-services-privacy-policy. Agency agrees to allow Axon access to Non-Content Data from Agency to (a) perform troubleshooting, maintenance, or diagnostic screenings; (b)provide, develop, improve,and support current and future Axon products and related services; and (c)enforce this Agreement or policies governing the use of Axon products. s Storage. 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 Data Storage. Axon may transfer Agency Content to third party subcontractors for storage. Axon will determine the locations of data centers where Agency Content will be stored. For United States agencies, Axon will ensure all Agency Content stored in Axon Evidence remains within the United States. Ownership of Agency Content remains with Agency. 10 Suspension. Axon may suspend Agency access or any end-user's right to access or use any portion or of Axon Evidence immediately upon notice, if: 10.1. The Termination provisions of the TASER 7 Terms and Conditions apply; 10.2. Agency or an end-user's use of or registration for Axon Evidence (i) poses a security risk to Axon Evidence or any third party, (ii) may adversely impact Axon Evidence or the systems or content of any other customer, (iii) may subject Axon, Axon's affiliates, or any third party to liability, or(iv) may be fraudulent; Agency remains responsible for all fees incurred through the date of suspension without any credits for any period of suspension. Axon will not delete any of Agency Content on Axon Evidence due to suspension, except as specified elsewhere in this Agreement. 11 Axon Evidence Warranty. Axon warrants that Axon Evidence will not infringe or misappropriate any patent, copyright, trademark, or trade secret rights of any third party. Axon disclaims any warranties or responsibility for data corruption or errors before the data is uploaded to Axon Evidence. 12 Axon Evidence Restrictions. All Axon Evidence subscriptions will immediately terminate if Agency does not comply with any term of this Agreement. 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 Evidence; 12.2. reverse engineer, disassemble, or decompile Axon Evidence or apply any other process to derive any source code included in Axon Evidence, or allow any others to do the same; 12.3. access or use Axon Evidence 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 Evidence, except as expressly permitted in this Agreement; 12.5. access Axon Evidence to build a competitive product or service or copy any features, functions, or graphics of Axon Evidence; 12.6. remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices)of Axon's or Axon's licensors on or within Axon Evidence; or 12.7. use Axon Evidence to store or transmit infringing, libelous, or otherwise unlawful or tortious material, to store or transmit material in violation of third-party privacy rights, or to store or transmit malicious code. 13 After Termination. Axon will not delete Agency Content for 90 days following termination. During these 90 days, Agency may retrieve Agency Content only if all amounts due have been paid. There will be no application functionality of Axon Evidence during these 90 days other than the ability to Title: TASER 7 Agreement Page 7 of 9 Department: Legal Version: 4.0 Release Date: 3/31/2021 [7f1!`IlClnn P—.1—in. RRRF17n(-_5ZRRC AR1[". QQQA 1CC�AnCrC DocuSign Envelope ID:C326DC3E-85C9-47B1-808A-3DFA35BB719B AXON Axon Enterprise, Inc.'s TASER 7 � Agreement retrieve Agency Content. Agency will not incur any additional fees if Agency Content is downloaded from Axon Evidence during these 90 days. Axon has no obligation to maintain or provide any Agency Content after these 90 days and will thereafter, unless legally prohibited delete all of Agency Content stored in Axon Evidence. Upon request, Axon will provide written proof that all Agency Content has been successfully deleted and fully removed from Axon Evidence. 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 Axon to provide additional assistance in downloading or transferring Agency Content, including requests for Axon's Data Egress Services, will result in additional fees and Axon will not warrant or guarantee data integrity or readability in the external system. 15 U.S. Government Rights. If Agency is a U.S. Federal department or using Axon Evidence on behalf of U.S. Federal department,Axon Evidence is provided as a"commercial item,""commercial computer software," "commercial computer software documentation," and "technical data," as defined in the Federal Acquisition Regulation and Defense Federal Acquisition Regulation Supplement. If Agency is using Axon Evidence on behalf of the U.S. Government and these terms fail to meet the U.S. Government's needs or are inconsistent in any respect with federal law, Agency will immediately discontinue the use of Axon Evidence. 16 Survival. Upon any termination of this Agreement,the following sections will survive: Agency Owns Agency Content, Storage, Axon Evidence Warranty, and Axon Evidence Restrictions. Title: TASER 7 Agreement Page 8 of 9 Department: Legal Version: 4.0 Release Date: 3/31/2021 DnruSinn Fnvelnna in,RRR517n(--RRRF-d Fit F_RRRd_1 FF'�tdnFCF9 Fi7 DocuSign Envelope ID:C326DC3E-85C9-47B1-808A-3DFA35BB719B 4kj& AXON Axon Enterprise, Inc.'s TASER 7g Agreement Axon Customer Experience Improvement Program Appendix 1 Axon Customer Experience Improvement Program (ACEIPI. The ACEIP is designed to accelerate Axon's development of technology, such as building and supporting automated features, to ultimately increase safety within communities and drive efficiency in public safety. To this end, subject to the limitations on Axon as described below, Axon, where allowed by law, may make limited use of Agency Content from all of its customers, to provide, develop, improve, and support current and future Axon products(collectively, "ACEIP Purposes").However, at all times,Axon will comply with its obligations pursuant to the Axon Cloud Services Terms of Use Appendix to maintain a comprehensive data security program (including compliance with the CJIS Security Policy for Criminal Justice Information), privacy program, and data governance policy, including high industry standards of de-identifying Personal Data, to enforce its security and privacy obligations for the ACEIP. ACEIP has 2 tiers of participation, Tier 1 and Tier 2. By default,Agency will be a participant in ACEIP Tier 1. If Agency does not want to participate in ACEIP Tier 1, Agency can revoke its consent at any time. If Agency wants to participate in Tier 2, as detailed below, Agency can check the ACEIP Tier 2 box below. If Agency does not want to participate in ACEIP Tier 2,Agency should leave box unchecked. At any time, Agency may revoke its consent to ACEIP Tier 1, Tier 2, or both Tiers. 1.1 ACEIP Tier 1. 1.1.1. When Axon uses Agency Content for the ACEIP Purposes, Axon will extract from Agency Content and may store separately copies of certain segments or elements of the Agency Content (collectively, "ACEIP Content"). When extracting ACEIP Content, Axon will use commercially reasonable efforts to aggregate,transform or de-identify Agency Content so that the extracted ACEIP Content is no longer reasonably capable of being associated with, or could reasonably be linked directly or indirectly to a particular individual ("Privacy Preserving Techniques)"). For illustrative purposes, some examples are described in footnote 11. For clarity, ACEIP Content will still be linked indirectly, with an attribution, to the Agency from which it was extracted. This attribution will be stored separately from the data itself, but is necessary for and will be solely used to enable Axon to identify and delete all ACEIP Content upon Agency request. Once de-identified, ACEIP Content may then be further modified, analyzed, and used to create derivative works. At any time, Agency may revoke the consent granted herein to Axon to access and use Agency Content for ACEIP Purposes. Within 30 days of receiving the Agency's request, Axon will no longer access or use Agency Content for ACEIP Purposes and will delete any and all ACEIP Content. Axon will also delete any derivative works which may reasonably be capable of being associated with,or could reasonably be linked directly or indirectly to Agency. In addition, if Axon uses Agency Content for the ACEIP Purposes, upon request, Axon will make available to Agency a list of the specific type of Agency Content being used to generate ACEIP Content, the purpose of such use, and the retention, privacy preserving extraction technique, and relevant data protection practices applicable to the Agency Content or ACEIP Content ("Use Case"). From time For example; (a)when extracting specific text to improve automated transcription capabilities,text that could be used to directly identify a particular individual would not be extracted, and extracted text would be disassociated from identifying metadata of any speakers, and the extracted text would be split into individual words and aggregated with other data sources (including publicly available data)to remove any reasonable ability to link any specific text directly or indirectly back to a particular individual; (b)when extracting license plate data to improve Automated License Plate Recognition (ALPR) capabilities, individual license plate characters would be extracted and disassociated from each other so a complete plate could not be reconstituted, and all association to other elements of the source video, such as the vehicle, location, time, and the surrounding environment would also be removed; (c) when extracting audio of potential acoustic events (such as glass breaking or gun shots), very short segments (<1 second) of audio that only contains the likely acoustic events would be extracted and all human utterances would be removed. Title: TASER 7 Agreement Page 9 of 9 Department: Legal Version: 4.0 Release Date: 3/31/2021 DncuSinn Fnvalnna in,RRRF17(1C_RARF_dL 1F_RARd_1 FFZA nF� F1 R7 DocuSign Envelope ID:C326DC3E-85C9-47B1-808A-3DFA35BB719B 4'jai AXON Axon Enterprise, Inc.'s TASER 7 Agreement to time, Axon may develop and deploy new Use Cases. At least 30 days prior to authorizing the deployment of any new Use Case, Axon will provide Agency notice (by updating the list of Use Case at https://www.axon.com/aceip and providing Agency with a mechanism to obtain notice of that update or another commercially reasonable method to Agency designated contact) ("New Use Case"). 1.1.2. Expiration of ACEIP Tier 1. Agency consent granted herein, will expire upon termination of the Agreement. In accordance with section 1.1.1, within 30 days of receiving the Agency's request, Axon will no longer access or use Agency Content for ACEIP Purposes and will delete ACEIP Content. Axon will also delete any derivative works which may reasonably be capable of being associated with, or could reasonably be linked directly or indirectly to Agency. 1.2 ACEIP Tier 2. In addition to ACEIP Tier 1, if Agency wants to help further improve Axon's services, Agency may choose to participate in Tier 2 of the ACEIP. ACEIP Tier 2, grants Axon certain additional rights to use Agency Content, in addition to those set forth in Tier 1 above, without the guaranteed deployment of a Privacy Preserving Technique to enable product development, improvement, and support that cannot be accomplished with aggregated, transformed or de-identified data. ❑ Check this box if Agency wants to help further improve Axon's services by participating in ACEIP Tier 2 in addition to Tier 1. By checking this box, Agency hereby agrees to the Axon Customer Experience Improvement Program Tier 2 Terms of Service, available at https://www.axon.com/sales-terms-and-conditions and incorporated herein by referenc Title: TASER 7 Agreement Page 10 of Department: Legal Version: 4.0 Release Date: 3/31/2021 DocuSign Envelope ID:C326DC3E-85C9-47B1-808A-3DFA35BB719B w U w �t M LL 4 W M m M LL W 00 00 U' 0 co a� CL 0 w c rn cn U O ❑ DocuSign Envelope ID:C326DC3E-85C9-47B1-808A-3DFA35BB719B Axon Enterprise,Inc. Q-403131-44813.718CP 17800 N 85th St. Scottsdale,Arizona 85255 Issued 09/09/2022 United States VAT:86-0741227 Quote Expiration:09/30/2022 Domestic:(800)978-2737 Estimated Contract Start Date 10/01/2022 International:+1.800.978.2737 Account Number:143965 Payment Terms:N30 Delivery Method: SHIP TO BILL TO SALES REPRESENTATIVE PRIMARY CONTACT Corpus Christi Police Dept.Attn:Robert Chapa Corpus Christi Police Dept.-TX Zach Deegan Robert Chapa 4510 Corona Drive PO Box 9277 Phone:7738705188 Phone 1-361-826-4070 Corpus Christi,TX 78411 Corpus Christi,TX 78469-9277 Email:zdeegan@axon.com Email:robertchapa.klam@gmail.com USA USA Fax Fax Email:robertrc@cctexas.com Quote Summary Discount Summary Program Length 60 Months Average Savings Per Year $75,667.80 TOTAL COST $1,521,900.00 TOTAL SAVINGS $378,339.00 ESTIMATED TOTAL W/TAX $1,521,900.00 Payment Summary Date Subtotal Tax Total Oct 2022 $304,380.16 $0.00 $304,380.16 Oct 2023 $304,379.96 $0.00 $304,379.96 Oct 2024 $304,379.96 $0.00 $304,379.96 Oct 2025 $304,379.96 $0.00 $304,379.96 Oct 2026 $304,379.96 $0.00 $304,379.96 Total $1,521,900.00 $0.00 $1,521,900.00 Page 1 Q-403131-44813.718CP DocuSign Envelope ID:C326DC3E-85C9-47B1-808A-3DFA35BB719B Quote Unbundled Price: $1,900,239.00 Quote List Price: $1,602,000.00 Quote Subtotal: $1,521,900.00 Pricing All deliverables are detailed in Delivery Schedules section lower in proposal Item Description Qty Term Unbundled List Price Net Price Subtotal Tax Total Program T7Cert 2021 Taser7 Certification Bundle 445 60 $71.17 $60.00 $57.00 $1,521,900.00 $0.00 $1,521,900.00 Total $1,521,900.00 $0.00 $1,521,900.00 Page 2 Q-403131-44813.718CP DocuSign Envelope ID:C326DC3E-85C9-47B1-808A-3DFA35BB719B Delivery Schedule Hardware Bundle Item Description QTY Estimated Delivery Date 2021 Taser 7 Certification Bundle 20008 TASER 7 HANDLE,YLW,HIGH VISIBILITY(GREEN LASER),CLASS 3R 445 09/01/2022 2021 Taser 7 Certification Bundle 20008 TASER 7 HANDLE,YLW,HIGH VISIBILITY(GREEN LASER),CLASS 3R 14 09/01/2022 2021 Taser 7 Certification Bundle 20018 TASER 7 BATTERY PACK,TACTICAL 534 09/01/2022 2021 Taser 7 Certification Bundle 20050 HOOK-AND-LOOP TRAINING(HALT)SUIT 4 09/01/2022 2021 Taser 7 Certification Bundle 20062 TASER 7 HOLSTER-BLACKHAWK,RIGHT HAND 445 09/01/2022 2021 Taser 7 Certification Bundle 22175 TASER 7 LIVE CARTRIDGE,STANDOFF(3.5-DEGREE)NS 1335 09/01/2022 2021 Taser 7 Certification Bundle 22175 TASER 7 LIVE CARTRIDGE,STANDOFF(3.5-DEGREE)NS 890 09/01/2022 2021 Taser 7 Certification Bundle 22176 TASER 7 LIVE CARTRIDGE,CLOSE QUARTERS(12 DEGREE)NS 1335 09/01/2022 2021 Taser 7 Certification Bundle 22176 TASER 7 LIVE CARTRIDGE,CLOSE QUARTERS(12 DEGREE)NS 890 09/01/2022 2021 Taser 7 Certification Bundle 22177 TASER 7 HOOK-AND-LOOP TRN(HALT)CARTRIDGE,STANDOFF NS 890 09/01/2022 2021 Taser 7 Certification Bundle 22178 TASER 7 HOOK-AND-LOOP TRN(HALT)CARTRIDGE,CLOSE QUART NS 890 09/01/2022 2021 Taser 7 Certification Bundle 22179 TASER 7 INERT CARTRIDGE,STANDOFF(3.5-DEGREE)NS 50 09/01/2022 2021 Taser 7 Certification Bundle 22181 TASER 7 INERT CARTRIDGE,CLOSE QUARTERS(12 DEGREE)NS 50 09/01/2022 2021 Taser 7 Certification Bundle 70033 WALL MOUNT BRACKET,ASSY,EVIDENCE.COM DOCK 5 09/01/2022 2021 Taser 7 Certification Bundle 71019 NORTH AMER POWER CORD FOR AB3 8-BAY,AB2 1-BAY/6-BAY DOCK 5 09/01/2022 2021 Taser 7 Certification Bundle 74200 TASER 7 6-BAY DOCK AND CORE 5 09/01/2022 2021 Taser 7 Certification Bundle 80087 TASER 7 TARGET,CONDUCTIVE,PROFESSIONAL(RUGGEDIZED) 6 09/01/2022 2021 Taser 7 Certification Bundle 80090 TARGET FRAME,PROFESSIONAL,27.5 IN.X 75 IN.,TASER 7 6 09/01/2022 2021 Taser 7 Certification Bundle 22175 TASER 7 LIVE CARTRIDGE,STANDOFF(3.5-DEGREE)NS 890 09/01/2023 2021 Taser 7 Certification Bundle 22176 TASER 7 LIVE CARTRIDGE,CLOSE QUARTERS(12 DEGREE)NS 890 09/01/2023 2021 Taser 7 Certification Bundle 22175 TASER 7 LIVE CARTRIDGE,STANDOFF(3.5-DEGREE)NS 890 09/01/2024 2021 Taser 7 Certification Bundle 22176 TASER 7 LIVE CARTRIDGE,CLOSE QUARTERS(12 DEGREE)NS 890 09/01/2024 2021 Taser 7 Certification Bundle 22177 TASER 7 HOOK-AND-LOOP TRN(HALT)CARTRIDGE,STANDOFF NS 890 09/01/2024 2021 Taser 7 Certification Bundle 22178 TASER 7 HOOK-AND-LOOP TRN(HALT)CARTRIDGE,CLOSE QUART NS 890 09/01/2024 2021 Taser 7 Certification Bundle 22175 TASER 7 LIVE CARTRIDGE,STANDOFF(3.5-DEGREE)NS 890 09/01/2025 2021 Taser 7 Certification Bundle 22176 TASER 7 LIVE CARTRIDGE,CLOSE QUARTERS(12 DEGREE)NS 890 09/01/2025 2021 Taser 7 Certification Bundle 22175 TASER 7 LIVE CARTRIDGE,STANDOFF(3.5-DEGREE)NS 890 09/01/2026 2021 Taser 7 Certification Bundle 22176 TASER 7 LIVE CARTRIDGE,CLOSE QUARTERS(12 DEGREE)NS 890 09/01/2026 Software Bundle Item Description QTY Estimated Start Date Estimated End Date 2021 Taser 7 Certification Bundle 20248 TASER 7 EVIDENCE.COM LICENSE 445 10/01/2022 09/30/2027 2021 Taser 7 Certification Bundle 20248 TASER 7 EVIDENCE.COM LICENSE 2 10/01/2022 09/30/2027 Services Bundle Item Description QTY 2021 Taser 7 Certification Bundle 20119 TASER 7 MASTER INSTRUCTOR SCHOOL VOUCHER 1 2021 Taser 7 Certification Bundle 20119 TASER 7 MASTER INSTRUCTOR SCHOOL VOUCHER 1 2021 Taser 7 Certification Bundle 20119 TASER 7 MASTER INSTRUCTOR SCHOOL VOUCHER 1 2021 Taser 7 Certification Bundle 20119 TASER 7 MASTER INSTRUCTOR SCHOOL VOUCHER 1 2021 Taser 7 Certification Bundle 20119 TASER 7 MASTER INSTRUCTOR SCHOOL VOUCHER 1 Page 3 Q-403131-44813.718CP DocuSign Envelope ID:C326DC3E-85C9-47B1-808A-3DFA35BB719B Services Bundle Item Description QTY 2021 Taser 7 Certification Bundle 20120 TASER 7 INSTRUCTOR COURSE VOUCHER 4 2021 Taser 7 Certification Bundle 20120 TASER 7 INSTRUCTOR COURSE VOUCHER 4 2021 Taser 7 Certification Bundle 20120 TASER 7 INSTRUCTOR COURSE VOUCHER 4 2021 Taser 7 Certification Bundle 20120 TASER 7 INSTRUCTOR COURSE VOUCHER 4 2021 Taser 7 Certification Bundle 20120 TASER 7 INSTRUCTOR COURSE VOUCHER 4 Warranties Bundle Item Description QTY Estimated Start Date Estimated End Date 2021 Taser 7 Certification Bundle 80374 EXT WARRANTY,TASER 7 BATTERY PACK 534 09/01/2023 09/30/2027 2021 Taser 7 Certification Bundle 80395 EXT WARRANTY,TASER 7 HANDLE 445 09/01/2023 09/30/2027 2021 Taser 7 Certification Bundle 80395 EXT WARRANTY,TASER 7 HANDLE 14 09/01/2023 09/30/2027 2021 Taser 7 Certification Bundle 80396 EXT WARRANTY,TASER 7 SIX BAY DOCK 5 09/01/2023 09/30/2027 Page 4 Q-403131-44813.718CP DocuSign Envelope ID:C326DC3E-85C9-47B1-808A-3DFA35BB719B Payment Details 0&2022 Invoice Plan Item Description Qty Subtotal Tax Total Year 1 T7Cert 2021 Taser 7 Certification Bundle 445 $304,380.16 $0.00 $304,380.16 Total $304,380.16 $0.00 $304,380.16 0&2023 Invoice Plan Item Description Qty Subtotal Tax Total Year 2 T7Cert 2021 Taser 7 Certification Bundle 445 $304,379.96 $0.00 $304,379.96 . Total $304,379.96 $0.00 $304,379.96 0&2024 Invoice Plan Item Description Qty Subtotal Tax Total Year 3 T7Cert 2021 Taser 7 Certification Bundle 445 $304,379.96 $0.00 $304,379.96 Total $304,379.96 $0.00 $304,379.96 0&2025 Invoice Plan Item Description Qty Subtotal Tax Total Year4 T7Cert 2021 Taser7 Certification Bundle 445 $304,379.96 $0.00 $304,379.96 Total $304,379.96 $0.00 $304,379.96 0&2026 Invoice Plan Item Description Qty Subtotal Tax Total Year 5 T7Cert 2021 Taser 7 Certification Bundle 445 $304,379.96 $0.00 $304,379.96 . Total $304,379.96 $0.00 $304,379.96 Page 5 Q-403131-44813.718CP DocuSign Envelope ID:C326DC3E-85C9-47B1-808A-3DFA35BB719B Tax is estimated based on rates applicable at date of quote and subject to change at time of invoicing.If a tax exemption certificate should be applied,please submit prior to invoicing. Standard Terms and Conditions Axon Enterprise Inc.Sales Terms and Conditions Axon Master Services and Purchasing Agreement: This Quote is limited to and conditional upon your acceptance of the provisions set forth herein and Axon Enterprise,Inc.'s TASER 7 Agreement executed by Axon on September 08,2022. Acceptance of Terms: Any purchase order issued in response to this Quote is subject solely to the above referenced terms and conditions.By signing below,you represent that you are lawfully able to enter into contracts.If you are signing on behalf of an entity(including but not limited to the company,municipality,or government agency for whom you work),you represent to Axon that you have legal authority to bind that entity. If you do not have this authority,please do not sign this Quote. Page 6 Q-403131-44813.718CP DocuSign Envelope ID:C326DC3E-85C9-47B1-808A-3DFA35BB719B Exceptions to Standard Terms and Conditions Agency has existing contract 00017671 (originated via Q-125602)from 7/15/2018-7/14/2023 and is terminating this contract effective 7/14/22.Termination of aforementioned contract(s)will be accepted when an executed copy of this agreement is received. Agency may add additional Taser 7 Certification bundles at the current contracted$60 Per User Per Month price,plus a True-Up fee,until business close on 12/31/2023. In addition to inherent savings through Axon's bundled offerings,a 5%discount was applied to this contract,amounting to approximately$189.37 per older TASER device. Signature Date Signed 9/9/2022 Page 7 Q-403131-44813.718CP DocuSign Envelope ID:C326DC3E-85C9-47B1-808A-3DFA35BB719B Page 8 Q-403131-44813.718CP DocuSign Envelope ID:C326DC3E-85C9-47B1-808A-3DFA35BB719B ATTENTION This order may qualify for freight shipping,please fill out the following information. Who is the receiving contact and what is the contact phone number for this shipment? What are the receiving hours of operation? Is a loading dock available for this incoming shipment? If yes,are you able to unload pallets from the trailer or will the driver need to assist with unload? Do you have a forklift and/or pallet jack to transport pallets into your facility? Are there any delivery restrictions(no 53trailers,no box trucks,etc.)? Page 9 Q-403131-44813.718CP