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R-2025-057 Resolution authorizing a contract with Axon Enterprise, Inc. for the purchase of tasers and community request software for the Police Department
A RESOLUTION RESOLUTION NO. R-2025-057 authorizing the execution of a Master Services and Purchasing Agreement for the purchase of police tasers and community request software from Axon Enterprise, Inc. WHEREAS, the Yakima Police Department has identified a critical need for updated law enforcement equipment, including new tasers and community engagement software to support public safety operations and enhance community relations; and WHEREAS, Axon Enterprise, Inc. is the best option to provide the necessary tasers and software solutions that are compatible with existing systems and meet the operational standards of the Yakima Police Department; and WHEREAS, the City of Yakima will be utilizing cooperative purchasing through a Sourcewell contract 101223-AXN, which allows for cost-effective procurement by leveraging the volume pricing and competitive procurement process already completed by Sourcewell; and WHEREAS, continued negotiations between Axon Enterprise, Inc. and the City of Yakima's Finance Department have resulted in a pricing structure that is fair, reasonable, and within the City's budgetary constraints; and WHEREAS, the vendor's quotation meets the City of Yakima's budget and requirements for these products and services; now, therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA: The City Manager is hereby authorized to execute a Master Services and Purchasing Agreement with Axon Enterprise, Inc., attached hereto and incorporated herein by reference. The total value of this cancellable five-year agreement is $1,145,427.63. ADOPTED BY THE CITY COUNCIL this 18th day of March, 2025. Patricia Byers, Mayor ATTEST: DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 101223-AXN urc Solicitation Number: 101223 CONTRACT This Contract is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and Axon Enterprise, Inc., 17800 N. 85th St., Scottsdale, AZ 85255-6311 (Supplier). Sourcewell is a State of Minnesota local government unit and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) that offers cooperative procurement solutions to government entities. Participation is open to eligible federal, state/province, and municipal governmental entities, higher education, K-12 education, nonprofit, tribal government, and other public entities located in the United States and Canada. Sourcewell issued a public solicitation for Public Safety Video Surveillance Solutions with Related Equipment, Software and Accessories from which Supplier was awarded a contract. Supplier desires to contract with Sourcewell to provide equipment, products, or services to Sourcewell and the entities that access Sourcewell's cooperative purchasing contracts (Participating Entities). 1. TERM OF CONTRACT A. EFFECTIVE DATE. This Contract is effective upon the date of the final signature below. EXPIRATION DATE AND EXTENSION. This Contract expires December 15, 2027, unless it is cancelled sooner pursuant to Article 22. This Contract allows up to three additional one-year extensions upon the request of Sourcewell and written agreement by Supplier. Sourcewell retains the right to consider additional extensions beyond seven years as required under exceptional circumstances. B. SURVIVAL OF TERMS. Notwithstanding any expiration or termination of this Contract, all payment obligations incurred prior to expiration or termination will survive, as will the following: Articles 11 through 14 survive the expiration or cancellation of this Contract. All other rights will cease upon expiration or termination of this Contract. Rev. 3/2022 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 101223-AXN 2. EQUIPMENT, PRODUCTS, OR SERVICES A. EQUIPMENT, PRODUCTS, OR SERVICES. Supplier will provide the Equipment, Products, or Services as stated in its Proposal submitted under the Solicitation Number listed above. Supplier's Equipment, Products, or Services Proposal (Proposal) is attached and incorporated into this Contract. All Equipment and Products provided under this Contract must be new and the current model. Supplier may offer close-out or refurbished Equipment or Products if they are clearly indicated in Supplier's product and pricing list. Unless agreed to by the Participating Entities in advance, Equipment or Products must be delivered as operational to the Participating Entity's site. This Contract offers an indefinite quantity of sales, and while substantial volume is anticipated, sales and sales volume are not guaranteed. B. WARRANTY. Supplier warrants that all Equipment, Products, and Services furnished are free from liens and encumbrances, and are free from defects in design, materials, and workmanship. In addition, Supplier warrants the Equipment, Products, and Services will perform in accordance with the manufacturer's specifications. Supplier's dealers and distributors must agree to assist the Participating Entity in reaching a resolution in any dispute over warranty terms with the manufacturer. Any manufacturer's warranty that extends beyond the expiration of the Supplier's warranty will be passed on to the Participating Entity. C. DEALERS, DISTRIBUTORS, AND/OR RESELLERS. Upon Contract execution and throughout the Contract term, Supplier must provide to Sourcewell a current means to validate or authenticate Supplier's authorized dealers, distributors, or resellers relative to the Equipment, Products, and Services offered under this Contract, which will be incorporated into this Contract by reference. It is the Supplier's responsibility to ensure Sourcewell receives the most current information. 3. PRICING All Equipment, Products, or Services under this Contract will be priced at or below the price stated in Supplier's Proposal. When providing pricing quotes to Participating Entities, all pricing quoted must reflect a Participating Entity's total cost of acquisition. This means that the quoted cost is for delivered Equipment, Products, and Services that are operational for their intended purpose, and includes all costs to the Participating Entity's requested delivery location. Regardless of the payment method chosen by the Participating Entity, the total cost associated with any purchase option of the Equipment, Products, or Services must always be disclosed in the pricing quote to the applicable Participating Entity at the time of purchase. Rev. 3/2022 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 101223-AXN A. SHIPPING AND SHIPPING COSTS. All delivered Equipment and Products must be properly packaged. Damaged Equipment and Products may be rejected. If the damage is not readily apparent at the time of delivery, Supplier must permit the Equipment and Products to be returned within a reasonable time at no cost to Sourcewell or its Participating Entities, in accordance with Supplier's warranty process. Participating Entities reserve the right to inspect the Equipment and Products at a reasonable time after delivery where circumstances or conditions prevent effective inspection of the Equipment and Products at the time of delivery. In the event of the delivery of nonconforming Equipment and Products, the Participating Entity will notify the Supplier as soon as possible and the Supplier will replace nonconforming Equipment and Products with conforming Equipment and Products that are acceptable to the Participating Entity in accordance with Supplier's warranty process. Supplier must arrange for and pay for the return shipment on Equipment and Products that arrive in a defective or inoperable condition. Sourcewell may declare the Supplier in breach of this Contract if the Supplier intentionally delivers substandard or inferior Equipment or Products. B. SALES TAX. Each Participating Entity is responsible for supplying the Supplier with valid tax - exemption certification(s). When ordering, a Participating Entity must indicate if it is a tax- exempt entity. C. HOT LIST PRICING. At any time during this Contract, Supplier may offer a specific selection of Equipment, Products, or Services at discounts greater than those listed in the Contract. When Supplier determines it will offer Hot List Pricing, it must be submitted electronically to Sourcewell in a line -item format. Equipment, Products, or Services may be added or removed from the Hot List at any time through a Sourcewell Price and Product Change Form as defined in Article 4 below. Hot List program and pricing may also be used to discount and liquidate close-out and discontinued Equipment and Products as long as those close-out and discontinued items are clearly identified as such. Current ordering process and administrative fees apply. Hot List Pricing must be published and made available to all Participating Entities. 4. PRODUCT AND PRICING CHANGE REQUESTS Supplier may request Equipment, Product, or Service changes, additions, or deletions at any time. All requests must be made in writing by submitting a signed Sourcewell Price and Product Change Request Form to the assigned Sourcewell Supplier Development Administrator. This approved form is available from the assigned Sourcewell Supplier Development Administrator. At a minimum, the request must: Rev. 3/2022 3 DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 101223-AXN Identify the applicable Sourcewell contract number; Clearly specify the requested change; Provide sufficient detail to justify the requested change; • Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change); and Include a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion. The new pricing restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged. A fully executed Sourcewell Price and Product Change Request Form will become an amendment to this Contract and will be incorporated by reference. 5. PARTICIPATION, CONTRACT ACCESS, AND PARTICIPATING ENTITY REQUIREMENTS A. PARTICIPATION. Sourcewell's cooperative contracts are available and open to public and nonprofit entities across the United States and Canada; such as federal, state/province, municipal, K-12 and higher education, tribal government, and other public entities. The benefits of this Contract should be available to all Participating Entities that can legally access the Equipment, Products, or Services under this Contract. A Participating Entity's authority to access this Contract is determined through its cooperative purchasing, interlocal, or joint powers laws. Any entity accessing benefits of this Contract will be considered a Service Member of Sourcewell during such time of access. Supplier understands that a Participating Entity's use of this Contract is at the Participating Entity's sole convenience and Participating Entities reserve the right to obtain like Equipment, Products, or Services from any other source. Supplier is responsible for familiarizing its sales and service forces with Sourcewell contract use eligibility requirements and documentation and will. encourage potential participating entities to join Sourcewell. Sourcewell reserves the right to add and remove Participating Entities to its roster during the term of this Contract. B. PUBLIC FACILITIES. Supplier's employees may be required to perform work at government - owned facilities, including schools. Supplier's employees and agents must conduct themselves in a professional manner while on the premises, and in accordance with Participating Entity policies and procedures, and all applicable laws. 6. PARTICIPATING ENTITY USE AND PURCHASING A. ORDERS AND PAYMENT. To access the contracted Equipment, Products, or Services under this Contract, a Participating Entity must clearly indicate to Supplier that it intends to access this Contract; however, order flow and procedure will be developed jointly between Sourcewell and Rev. 3/2022 4 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 101223-AXN Supplier. Typically, a Participating Entity will issue an order directly to Supplier or its authorized subsidiary, distributor, dealer, or reseller. If a Participating Entity issues a purchase order, it may use its own forms, but the purchase order should clearly note the applicable Sourcewell contract number. All Participating Entity orders under this Contract must be issued prior to expiration or cancellation of this Contract. For avoidance of doubt, if a Participating Entity order extends beyond the Contract's expiration or cancellation, in addition to the survival terms set forth in Section LB of this Contract, Supplier's Master Services and Purchasing Agreement (MSPA) shall also apply, governing the order until all obligations of both the Participating Entity and Supplier are fulfilled. Supplier's acceptable forms of payment are included in its attached Proposal. Participating Entities will be solely responsible for payment and Sourcewell will have no liability for any unpaid invoice of any Participating Entity. B. ADDITIONAL TERMS AND CONDITIONS/PARTICIPATING ADDENDUM. The Supplier's Master Services and Purchasing Agreement (MSPA) attached hereto as Exhibit A is hereby added and incorporated into this Contract. Additional terms and conditions to a purchase order, or other required transaction documentation, may be negotiated between a Participating Entity and Supplier, such as job or industry -specific requirements, legal requirements (e.g., affirmative action or immigration status requirements), or specific local policy requirements. Some Participating Entities may require the use of a Participating Addendum, the terms of which will be negotiated directly between the Participating Entity and the Supplier or its authorized dealers, distributors, or resellers, as applicable. Any negotiated additional terms and conditions must never be Tess favorable to the Participating Entity than what is contained in this Contract. C. SPECIALIZED SERVICE REQUIREMENTS. In the event that the Participating Entity requires service or specialized performance requirements not addressed in this Contract (such as e- commerce specifications, specialized delivery requirements, or other specifications and requirements), the Participating Entity and the Supplier may enter into a separate, standalone agreement, apart from this Contract. Sourcewell, including its agents and employees, will not be made a party to a claim for breach of such agreement. D. TERMINATION OF ORDERS. Participating Entities may terminate an order, in whole or in part, immediately upon notice to Supplier in the event of any of the following events: 1. The Participating Entity fails to receive funding or appropriation from its governing body at levels sufficient to pay for the equipment, products, or services to be purchased; or 2. Federal, state, or provincial laws or regulations prohibit the purchase or change the Participating Entity's requirements. E. GOVERNING LAW AND VENUE. The governing law and venue for any action related to a Participating Entity's order will be determined by the Participating Entity making the purchase. Rev. 3/2022 DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 7. CUSTOMER SERVICE 101223-AXN A. PRIMARY ACCOUNT REPRESENTATIVE. Supplier will assign an Account Representative to Sourcewell for this Contract and must provide prompt notice to Sourcewell if that person is changed. The Account Representative will be responsible for: • Maintenance and management of this Contract; • Timely response to all Sourcewell and Participating Entity inquiries; and Business reviews to Sourcewell and Participating Entities, if applicable. B. BUSINESS REVIEWS. Supplier must perform a minimum of one business review with Sourcewell per contract year. The business review will cover sales to Participating Entities, pricing and contract terms, administrative fees, sales data reports, performance issues, supply issues, customer issues, and any other necessary information. 8. REPORT ON CONTRACT SALES ACTIVITY AND ADMINISTRATIVE FEE PAYMENT A. CONTRACT SALES ACTIVITY REPORT. Each calendar quarter, Supplier must provide a contract sales activity report (Report) to the Sourcewell Supplier Development Administrator assigned to this Contract. Reports are due no later than 45 days after the end of each calendar quarter. A Report must be provided regardless of the number or amount of sales during that quarter (i.e., if there are no sales, Supplier must submit a report indicating no sales were made). The Report must contain the following fields: • Participating Entity Name (e.g., City of Staples Highway Department); • Participating Entity Physical Street Address; • Participating Entity City; • Participating Entity State/Province; • Participating Entity Zip/Postal Code; • Participating Entity Contact Name; • Participating Entity Contact Email Address; • Participating Entity Contact Telephone Number; • Sourcewell Assigned Entity/Participating Entity Number; • Item Purchased Description; • Item Purchased Price; • Sourcewell Administrative Fee Applied; and • Date Purchase was invoiced/sale was recognized as revenue by Supplier. B. ADMINISTRATIVE FEE. In consideration for the support and services provided by Sourcewell, the Supplier will pay an administrative fee to Sourcewell on all Equipment, Products, and Rev. 3/2022 6 DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 101223-AXN Services provided to Participating Entities. The Administrative Fee must be included in, and not added to, the pricing. Supplier may not charge Participating Entities more than the contracted price to offset the Administrative Fee. The Supplier will submit payment to Sourcewell for the percentage of administrative fee stated in the Proposal multiplied by the total sales of all Equipment, Products, and Services purchased by Participating Entities under this Contract during each calendar quarter. Payments should note the Supplier's name and Sourcewell-assigned contract number in the memo; and must be mailed to the address above "Attn: Accounts Receivable" or remitted electronically to Sourcewell's banking institution per Sourcewell's Finance department instructions. Payments must be received no later than 45 calendar days after the end of each calendar quarter. Supplier agrees to cooperate with Sourcewell in auditing transactions under this Contract to ensure that the administrative fee is paid on all items purchased under this Contract. In the event the Supplier is delinquent in any undisputed administrative fees, Sourcewell reserves the right to cancel this Contract and reject any proposal submitted by the Supplier in any subsequent solicitation. In the event this Contract is cancelled by either party prior to the Contract's expiration date, the administrative fee payment will be due no more than 30 days from the cancellation date. 9. AUTHORIZED REPRESENTATIVE Sourcewell's Authorized Representative is its Chief Procurement Officer. Supplier's Authorized Representative is the person named in the Supplier's Proposal. If Supplier's Authorized Representative changes at any time during this Contract, Supplier must promptly notify Sourcewell in writing. 10. AUDIT, ASSIGNMENT, AMENDMENTS, WAIVER, AND CONTRACT COMPLETE A. AUDIT. Pursuant to Minnesota Statutes Section 16C.05, subdivision 5, the books, records, documents, and accounting procedures and practices relevant to this Contract are subject to examination by Sourcewell or the Minnesota State Auditor for a minimum of six years from the end of this Contract. This clause extends to Participating Entities as it relates to business conducted by that Participating Entity under this Contract. B. ASSIGNMENT. Neither party may assign or otherwise transfer its rights or obligations under this Contract without the prior written consent of the other party and a fully executed assignment agreement. Such consent will not be unreasonably withheld. Any prohibited assignment will be invalid. Rev. 3/2022 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 101223-AXN C. AMENDMENTS. Any amendment to this Contract must be in writing and will not be effective until it has been duly executed by the parties. D. WAIVER. Failure by either party to take action or assert any right under this Contract will not be deemed a waiver of such right in the event of the continuation or repetition of the circumstances giving rise to such right. Any such waiver must be in writing and signed by the parties. E. CONTRACT COMPLETE. This Contract represents the complete agreement between the parties. No other understanding regarding this Contract, whether written or oral, may be used to bind either party. For any conflict between the attached Proposal and the terms set out in Articles 1-22 of this Contract, the terms of Articles 1-22 will govern. F. RELATIONSHIP OF THE PARTIES. The relationship of the parties is one of independent contractors, each free to exercise judgment and discretion with regard to the conduct of their respective businesses. This Contract does not create a partnership, joint venture, or any other relationship such as master -servant, or principal -agent. 11. INDEMNITY AND HOLD HARMLESS Supplier must indemnify, defend, save, and hold Sourcewell and its Participating Entities, including their agents and employees, harmless from any claims or causes of action, including reasonable attorneys' fees incurred by Sourcewell or its Participating Entities, arising out of any negligent act or omission in the performance of this Contract by the Supplier or its agents or employees; this indemnification includes injury or death to person(s) or property alleged to have been caused by some defect in the Equipment, Products, or Services under this Contract to the extent the Equipment, Product, or Service has been used according to its specifications. In no event will Supplier be liable for any special, indirect, incidental, exemplary, or consequential damages for any cause of action, whether in contract or tort. Sourcewell's responsibility will be governed by the State of Minnesota's Tort Liability Act (Minnesota Statutes Chapter 466) and other applicable law. 12. GOVERNMENT DATA PRACTICES Supplier and Sourcewell must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell under this Contract and as it applies to all data created, collected, received, maintained, or disseminated by the Supplier under this Contract. 13. INTELLECTUAL PROPERTY, PUBLICITY, MARKETING, AND ENDORSEMENT A. INTELLECTUAL PROPERTY 1. Grant of License. During the term of this Contract: Rev. 3/2022 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 101223-AXN a. Sourcewell grants to Supplier a royalty -free, worldwide, non-exclusive right and license to use the trademark(s) provided to Supplier by Sourcewell in advertising and promotional materials for the purpose of marketing Sourcewell's relationship with Supplier. b. Supplier grants to Sourcewell a royalty -free, worldwide, non-exclusive right and license to use Supplier's trademarks in advertising and promotional materials for the purpose of marketing Supplier's relationship with Sourcewell. 2. Limited Right of Sublicense. The right and license granted herein includes a limited right of each party to grant sublicenses to their respective subsidiaries, distributors, dealers, resellers, marketing representatives, and agents (collectively "Permitted Sublicensees") in advertising and promotional materials for the purpose of marketing the Parties' relationship to Participating Entities. Any sublicense granted will be subject to the terms and conditions of this Article. Each party will be responsible for any breach of this Article by any of their respective sublicensees. 3. Use; Quality Control. a. Neither party may alter the other party's trademarks from the form provided and must comply with removal requests as to specific uses of its trademarks or logos. b. Each party agrees to use, and to cause its Permitted Sublicensees to use, the other party's trademarks only in good faith and in a dignified manner consistent with such party's use of the trademarks. Upon written notice to the breaching party, the breaching party has 30 days of the date of the written notice to cure the breach or the license will be terminated. 4. Termination. Upon the termination of this Contract for any reason, each party, including Permitted Sublicensees, will have 30 days to remove all Trademarks from signage, websites, and the like bearing the other party's name or logo (excepting Sourcewell's pre-printed catalog of suppliers which may be used until the next printing). Supplier must return all marketing and promotional materials, including signage, provided by Sourcewell, or dispose of it according to Sourcewell's written directions. B. PUBLICITY. Any publicity regarding the subject matter of this Contract must not be released without prior written approval from the Authorized Representatives. Publicity includes notices, informational pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Supplier individually or jointly with others, or any subcontractors, with respect to the program, publications, or services provided resulting from this Contract. C. MARKETING. Any direct advertising, marketing, or offers with Participating Entities must be approved by Sourcewell. Send all approval requests to the Sourcewell Supplier Development Administrator assigned to this Contract. D. ENDORSEMENT. The Supplier must not claim that Sourcewell endorses its Equipment, Products, or Services. Rev. 3/2022 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 101223-AXN 14. GOVERNING LAW, JURISDICTION, AND VENUE The substantive and procedural laws of the State of Minnesota will govern this Contract. Venue for all legal proceedings arising out of this Contract, or its breach, must be in the appropriate state court in Todd County, Minnesota or federal court in Fergus Falls, Minnesota. 15. FORCE MAJEURE Neither party to this Contract will be held responsible for delay or default caused by acts of God or other conditions that are beyond that party's reasonable control. A party defaulting under this provision must provide the other party prompt written notice of the default. 16. SEVERABILITY If any provision of this Contract is found by a court of competent jurisdiction to be illegal, unenforceable, or void then both parties will be relieved from all obligations arising from that provision. If the remainder of this Contract is capable of being performed, it will not be affected by such determination or finding and must be fully performed. 17. PERFORMANCE, DEFAULT, AND REMEDIES A. PERFORMANCE. During the term of this Contract, the parties will monitor performance and address unresolved contract issues as follows: 1. Notification. The parties must promptly notify each other of any known dispute and work in good faith to resolve such dispute within a reasonable period of time. If necessary, Sourcewell and the Supplier will jointly develop a short briefing document that describes the issue(s), relevant impact, and positions of both parties. 2. Escalation. If parties are unable to resolve the issue in a timely manner, as specified above, either Sourcewell or Supplier may escalate the resolution of the issue to a higher level of management. The Supplier will have 30 calendar days to cure an outstanding issue. 3. Performance while Dispute is Pending. Notwithstanding the existence of a dispute, the Supplier must continue without delay to carry out all of its responsibilities under the Contract that are not affected by the dispute. If the Supplier fails to continue without delay to perform its responsibilities under the Contract, in the accomplishment of all undisputed work, the Supplier will bear any additional costs incurred by Sourcewell and/or its Participating Entities as a result of such failure to proceed. B. DEFAULT AND REMEDIES. Either of the following constitutes cause to declare this Contract, or any Participating Entity order under this Contract, in default: 1. Nonperformance of contractual requirements, or 2. A material breach of any term or condition of this Contract. Rev. 3/2022 10 DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 101223-AXN The party claiming default must provide written notice of the default, with 30 calendar days to cure the default. Time allowed for cure will not diminish or eliminate any liability for liquidated or other damages. If the default remains after the opportunity for cure, the non -defaulting party may: Exercise any remedy provided by law or equity, or Terminate the Contract or any portion thereof, including any orders issued against the Contract. 18. INSURANCE A. REQUIREMENTS. At its own expense, Supplier must maintain insurance policy(ies) in effect at all times during the performance of this Contract with insurance company(ies) licensed or authorized to do business in the State of Minnesota having an "AM BEST" rating of A- or better, with coverage and limits of insurance not less than the following: 1. Workers' Compensation and Employer's Liability. Workers' Compensation: As required by any applicable law or regulation. Employer's Liability Insurance: must be provided in amounts not less than listed below: Minimum limits: $500,000 each accident for bodily injury by accident $500,000 policy limit for bodily injury by disease $500,000 each employee for bodily injury by disease 2. Commercial General Liability Insurance. Supplier will maintain insurance covering its operations, with coverage on an occurrence basis, and must be subject to terms no less broad than the Insurance Services Office ("ISO") Commercial General Liability Form CG0001 (2001 or newer edition), or equivalent. At a minimum, coverage must include liability arising from premises, operations, bodily injury and property damage, independent contractors, products -completed operations including construction defect, contractual liability, blanket contractual liability, and personal injury and advertising injury. All required limits, terms and conditions of coverage must be maintained during the term of this Contract. Minimum Limits: $1,000,000 each occurrence Bodily Injury and Property Damage $1,000,000 Personal and Advertising Injury $2,000,000 aggregate for products liability -completed operations $2,000,000 general aggregate 3. Commercial Automobile Liability Insurance. During the term of this Contract, Supplier will maintain insurance covering all owned, hired, and non -owned automobiles in limits of liability not less than indicated below. The coverage must be subject to terms Rev. 3/2022 11 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 101223-AXN no less broad than ISO Business Auto Coverage Form CA 0001 (2010 edition or newer), or equivalent. Minimum Limits: $1,000,000 each accident, combined single limit 4. Umbrella Insurance. During the term of this Contract, Supplier will maintain umbrella coverage over Employer's Liability, Commercial General Liability, and Commercial Automobile. Minimum Limits: $2,000,000 5. Professional/Technical, Errors and Omissions, and/or Miscellaneous Professional Liability. During the term of this Contract, Supplier will maintain coverage for all claims the Supplier may become legally obligated to pay resulting from any actual or alleged negligent act, error, or omission related to Supplier's professional services required under this Contract. Minimum Limits: $2,000,000 per claim or event $2,000,000 — annual aggregate 6. Network Security and Privacy Liability Insurance. During the term of this Contract, Supplier will maintain coverage for network security and privacy liability. The coverage may be endorsed on another form of liability coverage or written on a standalone policy. The insurance must cover claims which may arise from failure of Supplier's security resulting in, but not limited to, computer attacks, unauthorized access, disclosure of not public data — including but not limited to, confidential or private information, transmission of a computer virus, or denial of service. Minimum limits: $2,000,000 per occurrence $2,000,000 annual aggregate Failure of Supplier to maintain the required insurance will constitute a material breach entitling Sourcewell to immediately terminate this Contract for default. B. CERTIFICATES OF INSURANCE. Prior to commencing under this Contract, Supplier must furnish to Sourcewell a certificate of insurance, as evidence of the insurance required under this Contract. Prior to expiration of the policy(ies), renewal certificates must be mailed to Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or sent to the Sourcewell Supplier Development Administrator assigned to this Contract. The certificates must be signed by a person authorized by the insurer(s) to bind coverage on their behalf. Rev. 3/2022 12 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 101223-AXN Failure to request certificates of insurance by Sourcewell, or failure of Supplier to provide certificates of insurance, in no way limits or relieves Supplier of its duties and responsibilities in this Contract. C. ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY INSURANCE CLAUSE. Supplier agrees to list Sourcewell and its Participating Entities, including their officers, agents, and employees, as an additional insured under the Supplier's commercial general liability insurance policy with respect to liability arising out of activities, "operations," or "work" performed by or on behalf of Supplier, and products and completed operations of Supplier. The policy provision(s) or endorsement(s) must further provide that coverage is primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds. D. WAIVER OF SUBROGATION. Supplier waives and must require (by endorsement or otherwise) all its insurers to waive subrogation rights against Sourcewell and other additional insureds for losses paid under the insurance policies required by this Contract or other insurance applicable to the Supplier or its subcontractors. The waiver must apply to all deductibles and/or self -insured retentions applicable to the required or any other insurance maintained by the Supplier or its subcontractors. Where permitted by law, Supplier must require similar written express waivers of subrogation and insurance clauses from each of its subcontractors. E. UMBRELLA/EXCESS LIABILITY/SELF-INSURED RETENTION. The limits required by this Contract can be met by either providing a primary policy or in combination with umbrella/excess liability policy(ies), or self -insured retention. 19. COMPLIANCE A. LAWS AND REGULATIONS. All Equipment, Products, or Services provided under this Contract must comply fully with applicable federal laws and regulations, and with the laws in the states and provinces in which the Equipment, Products, or Services are sold. B. LICENSES. Supplier must maintain a valid and current status on all required federal, state/provincial, and local licenses, bonds, and permits required for the operation of the business that the Supplier conducts with Sourcewell and Participating Entities. 20. BANKRUPTCY, DEBARMENT, OR SUSPENSION CERTIFICATION Supplier certifies and warrants that it is not in bankruptcy or that it has previously disclosed in writing certain information to Sourcewell related to bankruptcy actions. If at any time during this Contract Supplier declares bankruptcy, Supplier must immediately notify Sourcewell in writing. Rev. 3/2022 13 DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 101223-AXN Supplier certifies and warrants that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any Participating Entity. Supplier certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this Contract. Supplier further warrants that it will provide immediate written notice to Sourcewell if this certification changes at any time. 21. PROVISIONS FOR NON -UNITED STATES FEDERAL ENTITY PROCUREMENTS UNDER UNITED STATES FEDERAL AWARDS OR OTHER AWARDS Participating Entities that use United States federal grant or FEMA funds to purchase goods or services from this Contract may be subject to additional requirements including the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 C.F.R. § 200. Participating Entities may have additional requirements based on specific funding source terms or conditions. Within this Article, all references to "federal" should be interpreted to mean the United States federal government. The following list only applies when a Participating Entity accesses Supplier's Equipment, Products, or Services with United States federal funds. A. EQUAL EMPLOYMENT OPPORTUNITY. Except as otherwise provided under 41 C.F.R. § 60, all contracts that meet the definition of "federally assisted construction contract" in 41 C.F.R. § 60- 1.3 must include the equal opportunity clause provided under 41 C.F.R. §60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 FR 12319, 12935, 3 C.F.R. §, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," and implementing regulations at 41 C.F.R. § 60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor." The equal opportunity clause is incorporated herein by reference. B. DAVIS-BACON ACT, AS AMENDED (40 U.S.C. § 3141-3148). When required by federal program legislation, all prime construction contracts in excess of $2,000 awarded by non- federal entities must include a provision for compliance with the Davis -Bacon Act (40 U.S.C. § 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction"). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-federal entity must report all suspected or reported violations to the federal awarding agency. The contracts must also include a provision for compliance with Rev. 3/2022 14 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 101223-AXN the Copeland "Anti -Kickback" Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations (29 C.F.R. § 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States"). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-federal entity must report all suspected or reported violations to the federal awarding agency. Supplier must be in compliance with all applicable Davis -Bacon Act provisions. C. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (40 U.S.C. § 3701-3708). Where applicable, all contracts awarded by the non-federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. § 5). Under 40 U.S.C. § 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not Tess than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. § 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. This provision is hereby incorporated by reference into this Contract. Supplier certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above. D. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT. If the federal award meets the definition of "funding agreement" under 37 C.F.R. § 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that "funding agreement," the recipient or subrecipient must comply with the requirements of 37 C.F.R. § 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding agency. Supplier certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above. E. CLEAN AIR ACT (42 U.S.C. § 7401-7671Q.) AND THE FEDERAL WATER POLLUTION CONTROL ACT (33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of $150,000 require the non-federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. § 7401- 7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. § 1251-1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). Rev. 3/2022 15 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 101223-AXN Supplier certifies that during the term of this Contract will comply with applicable requirements as referenced above. F. DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689). A contract award (see 2 C.F.R. § 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 C.F.R. §180 that implement Executive Orders 12549 (3 C.F.R. § 1986 Comp., p. 189) and 12689 (3 C.F.R. § 1989 Comp., p. 235), "Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Supplier certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency. G. BYRD ANTI -LOBBYING AMENDMENT, AS AMENDED (31 U.S.C. § 1352). Suppliers must file any required certifications. Suppliers must not have used federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Suppliers must disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award. Such disclosures are forwarded from tier to tier up to the non-federal award. Suppliers must file all certifications and disclosures required by, and otherwise comply with, the Byrd Anti -Lobbying Amendment (31 U.S.C. § 1352). H. RECORD RETENTION REQUIREMENTS. To the extent applicable, Supplier must comply with the record retention requirements detailed in 2 C.F.R. § 200.333. The Supplier further certifies that it will retain all records as required by 2 C.F.R. § 200.333 for a period of 3 years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed. I. ENERGY POLICY AND CONSERVATION ACT COMPLIANCE. To the extent applicable, Supplier must comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act. J. BUY AMERICAN PROVISIONS COMPLIANCE. To the extent applicable, Supplier must comply with all applicable provisions of the Buy American Act. Purchases made in accordance with the Buy American Act must follow the applicable procurement rules calling for free and open competition. K. ACCESS TO RECORDS (2 C.F.R. § 200.336). Supplier agrees that duly authorized representatives of a federal agency must have access to any books, documents, papers and Rev. 3/2022 16 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 101223-AXN records of Supplier that are directly pertinent to Supplier's discharge of its obligations under this Contract for the purpose of making audits, examinations, excerpts, and transcriptions. The right also includes timely and reasonable access to Supplier's personnel for the purpose of interview and discussion relating to such documents. L. PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322). A non-federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. § 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. M. FEDERAL SEAL(S), LOGOS, AND FLAGS. The Supplier cannot use the seal(s), logos, crests, or reproductions of flags or likenesses of Federal agency officials without specific pre -approval. N. NO OBLIGATION BY FEDERAL GOVERNMENT. The U.S. federal government is not a party to this Contract or any purchase by a Participating Entity and is not subject to any obligations or liabilities to the Participating Entity, Supplier, or any other party pertaining to any matter resulting from the Contract or any purchase by an authorized user. O. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS. The Contractor acknowledges that 31 U.S.C. 38 (Administrative Remedies for False Claims and Statements) applies to the Supplier's actions pertaining to this Contract or any purchase by a Participating Entity. P. FEDERAL DEBT. The Supplier certifies that it is non -delinquent in its repayment of any federal debt. Examples of relevant debt include delinquent payroll and other taxes, audit disallowance, and benefit overpayments. Q. CONFLICTS OF INTEREST. The Supplier must notify the U.S. Office of General Services, Sourcewell, and Participating Entity as soon as possible if this Contract or any aspect related to the anticipated work under this Contract raises an actual or potential conflict of interest (as described in 2 C.F.R. Part 200). The Supplier must explain the actual or potential conflict in writing in sufficient detail so that the U.S. Office of General Services, Sourcewell, and Participating Entity are able to assess the actual or potential conflict; and provide any additional information as necessary or requested. Rev. 3/2022 17 DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 101223-AXN R. U.S. EXECUTIVE ORDER 13224. The Supplier, and its subcontractors, must comply with U.S. Executive Order 13224 and U.S. Laws that prohibit transactions with and provision of resources and support to individuals and organizations associated with terrorism. S. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT. To the extent applicable, Supplier certifies that during the term of this Contract it will comply with applicable requirements of 2 C.F.R. § 200.216. T. DOMESTIC PREFERENCES FOR PROCUREMENTS. To the extent applicable, Supplier certifies that during the term of this Contract will comply with applicable requirements of 2 C.F.R. § 200.322. 22. CANCELLATION Sourcewell or Supplier may cancel this Contract at any time, with or without cause, upon 60 days' written notice to the other party. However, Sourcewell may cancel this Contract immediately upon discovery of a material defect in any certification made in Supplier's Proposal. Cancellation of this Contract does not relieve either party of financial, product, or service obligations incurred or accrued prior to cancellation. Sourcewell By: Jeremy Schwartz Title: Chief Procurement Officer Date: 2/6/2024 112:43 PM CST Axon Enterprise, Inc. d by: By: © k131A4424 Robert Driscoll Title: Vice President Legal, Associate General Counsel Date: 2/6/2024 1 11:02 AM MST Rev. 3/2022 18 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 Exhibit A Axon Master Services and Purchasing Agreement (MSPA) Rev. 3/2022 101223-AXN 19 DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency This Master Services and Purchasing Agreement ("Agreement") is between Axon Enterprise, Inc. ("Axon"), and the agency listed below or, if no agency is listed below, the agency on the Quote attached hereto ("Agency"). This Agreement is effective as of the later of the (a) last signature date on this Agreement or (b) signature date on the Quote ("Effective Date"). Axon and Agency are each a "Party" and collectively "Parties". This Agreement governs Agency's purchase and use of the Axon Devices and Services detailed in the Quote Appendix ("Quote"). It is the intent of the Parties that this Agreement will govem all subsequent purchases by Agency for the same Axon Devices and Services in the Quote, and all such subsequent quotes accepted by Agency shall be also incorporated into this Agreement by reference as a Quote. The Parties agree as follows: 1. Definitions. 1.1. "Axon Cloud Services" means Axon's web services for Axon Evidence, Axon Records, Axon Dispatch, and interactions between Axon Evidence and Axon Devices or Axon client software. Axon Cloud Service excludes third -party applications, hardware warranties, and my.evidence.com. 1.2. "Axon Device" means all hardware provided by Axon under this Agreement. Axon -manufactured Devices are a subset of Axon Devices. 1.3. "Quote" means an offer to sell and is only valid for devices and services on the offer at the specified prices. Any inconsistent or supplemental 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 Quote by Axon, and Axon reserves the right to cancel any orders resulting from such errors. 1.4. "Services" means all services provided by Axon under this Agreement, including software, Axon Cloud Services, and professional services. 2. Term. This Agreement begins on the Effective Date and continues until all subscriptions hereunder have expired or have been terminated ("Term"). 2.1. All subscriptions including Axon Evidence, Axon Fleet, Officer Safety Plans, Technology Assurance Plans, and TASER 7 or TASER 10 plans begin on the date stated in the Quote. Each subscription term ends upon completion of the subscription stated in the Quote ("Subscription Term"). 2.2. Upon completion of the Subscription Term, the Subscription Term will automatically renew for an additional 5 years ("Renewal Term"). For purchase of TASER 7 or TASER 10 as a standalone, Axon may increase pricing to its then -current list pricing for any Renewal Term. For all other purchases, Axon may increase pricing on all line items in the Quote by up to 3% at the beginning of each year of the Renewal Term. New devices and services may require additional terms. Axon will not authorize services until Axon receives a signed Quote or accepts a purchase order, whichever is first. 3 Payment. Axon invoices upon shipment, or on the date specified within the invoicing plan in the Quote. Payment is due net 30 days from the invoice date. Payment obligations are non -cancelable. Unless otherwise prohibited by law, Agency will pay interest on all past -due sums at the lower of one -and -a -half percent (1.5%) per month or the highest rate allowed by law. Agency will pay invoices without 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 Axon Devices from multiple locations. All shipments are EXW (lncoterms 2020) 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. Warranty. 7.1. Limited Warranty. Axon warrants that Axon -manufactured Devices are free from defects in workmanship and materials for one (1) year from the date of Agency's receipt, except Signal Sidearm and Axon -manufactured accessories, which Axon warrants for thirty (30) months and ninety (90) days, respectively, from the date of Agency's receipt. Used conducted energy weapon ("CEW") cartridges are deemed to have operated properly. Extended warranties run from the expiration of the one- (1-) year hardware warranty through the extended warranty term. 7.2. Disclaimer. All software and Axon Cloud Services are provided "AS IS," without any warranty of any kind, either express or implied, including without limitation the implied warranties of merchantability, Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 1 of 40 oocuSignEnvelope ID: co76o 527o1 A X 0 N Master Services and Purchasing Agreement for Agency rp�npnm� � non -infringement. Axon Devices and Services that are not manufactured, pum//anem m fitness -- - particular'»'�� performed by Axon ("Th.rd'PartyPrmducta^)are not covered by Axon's warranty and are only subject to the warranties of the third -party provider or manufacturer. 7.3. Claims. If Axon receives a valid warranty claim for an Axon -manufactured Device during the warranty term, Axon's sole responsibility is to repair or replace the Axon -manufactured Device with the same or like Axon - manufactured Device,t Axon's option. A replacement Axon -manufactured Oovioo will be new or like new. /�mnwarrant�heap|moemant/�mn'monufo�unodDovioofurthe|ongmrof(n)thenemainingwmnantyof - - d �o �h date i ornop|omuman� the ohgina|/�on'man�a�unudDevice or(b)nin�y(0O) days m � repair - 73.1. If Agency exchanges an Axon Device or part, the replacement item becomes Agency's property, the ,wp|moed |Vmm becomes Axon's property. Before delivering an Axon -manufactured Device for oen/ima Agenoymuatup)oa��x�n~mena�unadDevice data $uAxon Evidence ordownload |tand retain -�copy. Axon isnot responsible for any loss ofsoftware, data, orother information contained in storage media or any part of the Axon -manufactured Device sent to Axon for service. 7.4. Spare Axon Devices. At Axon's reasonable discretion, Axon may provide Agency a predetermined number of Axon Devices aadmtaUmdinthe Quote (^SpmnmAxon 0mn|cww^)'Spare Axon Devices are intended ¢x �panmebroken or non'�n��|on|ng units whUeAgency submits the broken or non-functioning units, through replac e Axon's warranty retupno�msa�Amonv8|nepairornep\moetheunitvithanep|acementAxonOaviue. Title and risk nfloss for all Spare Axon Devices shall pass ho Agencyinaccordance with shipping terms under Section utilize 5. Axon assumes no liability orob|igoUon in the event Agency does not u ze Spare Axon Devices for the intended purpose. 7 5 �|nm|����ns Axon's warranty excludes damage rw|odod by: (a)failure toYoUmwAxon Qovkoa use |notmuodnmo; � ' � ' i used equipment not or by )�buao misuse, or (b)Axnn wvumousm equpmen ~^~'~r . Devices --- Devices repaired ���mdbVp�mmnnn\h�r � � dampgetoAxonDevm�<d>foroem�mune;(m)/�mn mwoeunaponeoorm Intentionalthan Axon without Axon's written permission; or (f) Axon Devices with a defaced or removed serial number. Axon's warranty will bmvoid if Agency resells Axon Devices. 7'5'1.Tm the extent permitted by |am' the above warranties and remedies are moo|umi*a. Axon disclaims all other warranties, nommd|ma, and conditions, whether oral, written, statutory, or Implied. Ifstatutory orImplied warranties cannot bwlawfully disclaimed, then such warranties are limited to the duration of the warranty described above and by the provisions in this Agreement. Agency confirms and agrees that, imdeciding vvhatherhosign this Agreement, it �| has not nmWedmnany statement orrmpreemn�t}qnby Axon mranyone acng pnbehalf wf Axon matter Agreement ��hatisnotinthis^��mu�ment ra|atm�tmthemut�eotmm r . 75� Axon's cumulative liability to any party for any loss or damage resulting n� �any claim,' ' 'dmmandoraction arising out ofmrra|adng tmany Axon Device mr Service wU|not exceed the purchase price paid hoAxon for the Axon Device, mr|Yfor Services, the amount paid for such h d| �h claim. Neither pm��m/|U baU�b!mfw���,��� �mnxi�aam�mrthet�m|ve(13)mmsn� o�r�oa w� ��mnm, , special, indirect, incidental, punitive or consequential damages, however caused, whether for breach of warranty mrcontract, negligence, strict liability, tort orany other legal theory. 7£ Online Support Platforms. Use of Axon's online support platforms (m.g..Axon Academy and ) in governed by the Axon Online Support Platforms Terms of Use Appendix available atvmww.mxon.onm/oe/eo' tonnu'and'condiUunu. 77 �h|r������ Gu��werw and Services. Use of software or services other than those provided by Axon in � ' governed bythe terms, � ony,mn*di tobebweenAQwnoyenddhensmpmoUveUhio-partypmvidmr. including, applicable such m bl to ch mfbo�m»orsemicos|ouatadmgmwmmoxonuom�e|es'henno' without limitation, 1h���nnaapp ' ' and'oondiUono.ifony. 7.8. Axon Aid. Upon mutual agreement between Axon and Agency, Axon may provide certain products and h heb| �o aUwn un�ertho/mwnA� prognmm |n such eventAgency mxpremsy aerv|oeo�o aoacer e n . . waives and anyae�|�/ims.now known orhemofterknown, against /bmnand 8m��ces.directors, '------ ~--' employees, gents, oontrmcmns, an||a1mo, nuucmsmona' and mu^.y.= ",=,.~Releeswms^). Including but not limited to, on account of injury, death, property damage, or loss mfdata, arising out ofnrattributable bothe Axon Aid program whether arising out of the negligence of any Releasees or otherwise. Agency agrees not to make or bring any such claim against any Releasee, and forever release and discharge all Releasees from liability under such claims. Agency expressly allows Axon to publicly announce its participation in Axon Aid and use its name in marketing materials, Axon may terminate the Axon Aid program without cause immediately upon notice hnthe Agency. Statement of Work. Certain Axon Devices and 8omioem. including Axon Interview Room, Axon Channel Services, ' Title: Master Services and purchasing Agreement between Axon and Agency Department: Legal ve,siun:rg.o meleasaDate: a/zn/znzs Page oof^m DocuSign 7601 9 34C-4224-A447-0295D1527821 Master Services and Purchasing Agreement for Agency 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 for the performance of 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 Agreement by reference. 9. Axon Device Warnings. See www.axon.com/legal for the most current Axon Device warnings. 10. Design Changes. Axon may make design changes to any Axon Device or Service without notifying Agency or making the same change to Axon Devices and Services previously purchased by Agency. 11. Bundled! ":rings. Some offerings in bundled offerings may not be generally available at the time of Agency's purchase. Axon will not provide a refund, credit, or 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 Axon bundle. 12. Insurance. Axon will maintain General Liability, Workers' Compensation, and Automobile Liability insurance. Upon request, Axon will supply certificates of insurance. 13. IP Rights. Axon owns and reserves all right, title, and interest in Axon -manufactured 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 against all claims, losses, and reasonable expenses from any third- party claim alleging that the use of Axon -manufactured Devices or Services infringes or misappropriates the third- party's intellectual property rights. Agency must promptly provide Axon with written notice of such claim, tender to Axon the defense or settlement of such claim at Axon's expense and cooperate fully with Axon in the defense or settlement of such claim. Axon's IP indemnification obligations do not apply to claims based on (a) modification of Axon -manufactured Devices or Services by Agency or a third -party not approved by Axon; (b) use of Axon - manufactured 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. Agency Responsibilities. Agency is responsible for (a) Agency's use of Axon Devices; (b) breach of this Agreement or violation of applicable law by Agency or an Agency end user; (c) disputes between Agency and a third -party over Agency's use of Axon Devices; (d) ensuring Axon Devices are destroyed and disposed of securely and sustainably at Agency's cost; and (e) any regulatory violations or fines, as a result of improper destruction or disposal of Axon Devices. 16. Termination. 16.1. For Breach. A Party may terminate this Agreement for cause if it provides thirty (30) days written notice of the breach to the other Party, and the breach remains uncured at the end of thirty (30) days. If Agency terminates this Agreement due to Axon's uncured breach, Axon will refund prepaid amounts on a prorated basis based on the effective date of termination. 16.2. By Agency. If sufficient funds are not appropriated or otherwise legally available to pay the fees, Agency may terminate this Agreement. Agency will deliver notice of termination under this section as soon as reasonably practicable. 16.3. Effect of Termination. Upon termination of this Agreement, Agency rights immediately terminate. Agency remains responsible for all fees incurred before the effective date of termination. If Agency purchases Axon Devices for less than the manufacturer's suggested retail price ("MSRP") and this Agreement terminates before the end of the Term, Axon will invoice Agency the difference between the MSRP for Axon Devices received, including any Spare Axon Devices, and amounts paid towards those Axon Devices. Only if terminating for non - appropriation, Agency may return Axon Devices to Axon within thirty (30) days of termination. MSRP is the standalone price of the individual Axon Device at the time of sale. For bundled Axon Devices, MSRP is the standalone price of all individual components. 17. Confidentiality. "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 five (5) years thereafter. To the extent permissible by law, Axon pricing is Confidential Information and competition sensitive. If Agency receives a public records request to disclose Axon Confidential Information, to the extent allowed by law, Agency will provide notice to Axon before disclosure. Axon may publicly announce information related to this Agreement. Title: Master Services and Purchasing Agreement between` Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 3 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency 18. General. 18.1. Force Majeure. Neither Party will be liable for any delay or failure to perform due to a cause beyond a Party's reasonable control. 18.2. Independent Contractors. The Parties are independent contractors. Neither Party has the authority to bind the other. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship between 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 race; 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 information; 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. Axon may assign this Agreement, its rights, or obligations without consent: (a) to an affiliate 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 sections will survive termination: Payment, Warranty, Axon Device Warnings, Indemnification, IP Rights, and Agency Responsibilities. 18.10.Governing Law. The laws of the country, state, province, or municipality 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. Notices to Agency shall be provided to the address on file with Axon. Notices to Axon shall be provided to Axon Enterprise, Inc., Attn: Legal, 17800 North 85th Street, Scottsdale, Arizona 85255 with a copy to legal@axon.com. 18.12 Entire Agreement. This Agreement, including the Appendices and any SOW(s), represents the entire agreement between the Parties. This Agreement supersedes all prior agreements or understandings, whether written or verbal, regarding the subject matter of this Agreement. This Agreement may only be modified or amended in a writing signed by the Parties. Each Party, by and through its respective representative authorized to execute this Agreement, has duly executed and delivered this Agreement as of the date of signature.. AXON: AGENCY: Choose an item. Signature: - Signature: Name: Name: Title: Title: Date: Date: title: Master Services and Purchasing Agree e t between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 4 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 h'\ AXON Master Services and Purchasing Agreement for Agency Axon Cloud Services Terms of Use Appendix 1. Definitions. a. "Agency Content" is data uploaded into, ingested by, or created in Axon Cloud Services within Agency's tenant, including media or multimedia uploaded into Axon Cloud Services by Agency. Agency Content includes Evidence but excludes Non -Content Data. b. "Evidence" is media or multimedia uploaded into Axon Evidence as 'evidence' by an Agency. Evidence is a subset of Agency Content. c. "Non -Content Data" is data, configuration, and usage information about Agency's Axon Cloud Services tenant, Axon Devices and client software, and users that is transmitted or generated when using Axon Devices. Non -Content Data includes data about users captured during account management and customer support activities. Non -Content Data does not include Agency Content. d. "Personal Data" means any information relating to an identified or identifiable natural person. An identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person. 2. Access. Upon Axon granting Agency a subscription to Axon Cloud Services, Agency may access and use Axon Cloud 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. 3. Agency Owns Agency Content. Agency controls and owns all right, title, and interest in Agency Content. Except as outlined herein, Axon obtains no interest in Agency Content, and Agency Content is not Axon's business records. Agency is solely responsible for uploading, sharing, managing, and deleting Agency Content. Axon will only have access to Agency Content for the limited purposes set forth herein. Agency agrees to allow Axon access to Agency Content to (a) perform troubleshooting, maintenance, or diagnostic screenings; and (b) enforce this Agreement or policies governing use of the Axon products. 4. 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 Cloud Services and Agency Content including logical, physical access, vulnerability, risk, and configuration management; incident monitoring and response; encryption of uploaded digital evidence; security education; and data protection. Axon agrees to the Federal Bureau of Investigation Criminal Justice Information Services Security Addendum. 5 Agency Responsibilities . Agency is responsible for (a) ensuring Agency owns Agency Content (b) ensuring no Agency Content or Agency end user's use of Agency Content or Axon Cloud Services violates this Agreement or applicable laws; and (c) maintaining necessary computer equipment and Internet connections for use of Axon Cloud Services. If Agency becomes aware of any violation of this Agreement by an end user, Agency will immediately terminate that end user's access to Axon Cloud Services. a. Agency will also maintain the security of end usernames and passwords and security and access by end users to Agency Content. Agency is responsible for ensuring the configuration and utilization of Axon Cloud Services meet applicable Agency regulation and standards. Agency may not sell, transfer, or sublicense access to any other entity or person. Agency 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. b. To the extent Agency uses the Axon Cloud Services to interact with YouTube®, such use may be governed by the YouTube Terms of Service, available at https://www.youtube.com/static?template=terms. 6. Privacy. Agency's use of Axon Cloud Services is subject to the Axon Cloud Services Privacy Policy, a 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 Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 5 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency 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. 7. Axon Body 3 Wi-Fi Positioning, Axon Body 3 cameras offer a feature to enhance location services where GPS/GNSS signals may not be available, for instance, within buildings or underground. Agency administrators can manage their choice to use this service within the administrative features of Axon Cloud Services. If Agency chooses to use this service, Axon must also enable the usage of the feature for Agency's Axon Cloud Services tenant. Agency will not see this option with Axon Cloud Services unless Axon has enabled Wi-Fi Positioning for Agency's Axon Cloud Services tenant. When Wi-Fi Positioning is enabled by both Axon and Agency, Non - Content and Personal Data will be sent to Skyhook Holdings, Inc ("Skyhook") to facilitate the Wi-Fi Positioning functionality. Data controlled by Skyhook is outside the scope of the Axon Cloud Services Privacy Policy and is subject to the Skyhook Services Privacy Policy. 8. Storage. For Axon Unlimited Device Storage subscriptions, Agency may store unlimited data in Agency's Axon Evidence account only if data originates from Axon Capture or the applicable Axon Device. Axon may charge Agency additional fees for exceeding purchased storage amounts. Axon may place Agency Content that Agency has not viewed or accessed for six (6) months into archival storage. Agency Content in archival storage will not have immediate availability and may take up to twenty-four (24) hours to access. For Third -Party Unlimited Storage the following restrictions apply: (i) it may only be used in conjunction with a valid Axon's Evidence.com user license; (ii) is limited to data of the law enforcement agency that purchased the Third -Party Unlimited Storage and the Axon's Evidence.com end user or Agency is prohibited from storing data for other law enforcement agencies; and (iii) Agency may only upload and store data that is directly related to: (1) the investigation of, or the prosecution of a crime; (2) common law enforcement activities; or (3) any Agency Content created by Axon Devices or Evidence.com. 9. Location of Storage. Axon may transfer Agency Content to third -party subcontractors for storage. Axon will determine the locations of data centers for storage of Agency Content. For United States agencies, Axon will ensure all Agency Content stored in Axon Cloud Services remains within the United States. Ownership of Agency Content remains with Agency. 10. Suspension. Axon may temporarily suspend Agency's or any end user's right to access or use any portion or all of Axon Cloud Services immediately upon notice, if Agency or end user's use of or registration for Axon Cloud Services may (a) pose a security risk to Axon Cloud Services or any third -party; (b) adversely impact Axon Cloud Services, the systems, or content of any other customer; (c) subject Axon, Axon's affiliates, or any third -party to liability; or (d) be fraudulent. Agency remains responsible for all fees incurred through suspension. Axon will not delete Agency Content because of suspension, except as specified in this Agreement. 11. Axon Cloud Services Warranty. Axon disclaims any warranties or responsibility for data corruption or errors before Agency uploads data to Axon Cloud Services. 12. Axon Records. Axon Records is the software -as -a -service product that is generally available at the time Agency purchases an OSP 7 or OSP 10 bundle. During Agency's Axon Records Subscription Term, if any, Agency will be entitled to receive Axon's Update and Upgrade releases on an if -and -when available basis. a. The Axon Records Subscription Term will end upon the completion of the Axon Records Subscription as documented in the Quote, or if purchased as part of an OSP 7 or OSP 10 bundle, upon completion of the OSP 7 or OSP 10 Term ("Axon Records Subscription") b. An "Update" is a generally available release of Axon Records that Axon makes available from time to time. An "Upgrade" includes (i) new versions of Axon Records that enhance features and functionality, as solely determined by Axon; and/or (ii) new versions of Axon Records that provide additional features or perform additional functions. Upgrades exclude new products that Axon introduces and markets as distinct products or applications. c. New or additional Axon products and applications, as well as any Axon professional services needed to configure Axon Records, are not included. If Agency purchases Axon Records as part of a bundled offering, the Axon Record subscription begins on the later of the (1) start date of that bundled offering, or (2) date Axon provisions Axon Records to Agency. d. Users of Axon Records at the Agency may upload files to entities (incidents, reports, cases, etc) in Axon Records with no limit to the number of files and amount of storage. Notwithstanding the foregoing, Axon Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 6 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 .0\ AXON Master Services and Purchasing Agreement for Agency may limit usage should the Agency exceed an average rate of one -hundred (100) GB per user per year of uploaded files. Axon will not bill for overages. 13. Axon Cloud Services Restrictions; Agency and Agency end users (including employees, contractors, agents, officers, volunteers, and directors), may not, or may not attempt to: a. copy, modify, tamper with, repair, or create derivative works of any part of Axon Cloud Services; b. reverse 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; c. access or use Axon Cloud Services with the intent to gain unauthorized access, avoid incurring fees or exceeding usage limits or quotas; d. use trade secret information contained in Axon Cloud Services, except as expressly permitted in this Agreement; e. access Axon Cloud Services to build a competitive device or service or copy any features, functions, or graphics of Axon Cloud Services; f. remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices) of Axon's or Axon's licensors on or within Axon Cloud Services; or use Axon Cloud Services to store or transmit infringing, libelous, or other unlawful or tortious material; material in violation of third -party privacy rights; or malicious code. 14. After Termination. Axon will not delete Agency Content for ninety (90) days following termination. There will be no functionality of Axon Cloud Services during these ninety (90) days other than the 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 ninety (90) days and will thereafter, unless legally prohibited, delete all Agency Content. Upon request, Axon will provide written proof that Axon successfully deleted and fully removed all Agency Content from Axon Cloud Services. 15. Posh -Termination -% istance. 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 service, will result in additional fees and Axon will not warrant or guarantee data integrity or readability in the external system. g. 16. U.S.: Government Rights. If Agency is a U.S. Federal department or using Axon Cloud Services on behalf of a U.S. Federal department, Axon Cloud Services is provided as a "commercial item," "commercial computer software," "commercial computer software documentation," and "technical data", as defined in the Federal Acquisition Regulation and Defense Federal Acquisition Regulation Supplement. If Agency is using Axon Cloud Services on behalf of the U.S. Government and these terms fail to meet the U.S. Government's needs or are inconsistent in any respect with federal law, Agency will immediately discontinue use of Axon Cloud Services. 17. Survival. Upon any termination of this Agreement, the following sections in this Appendix will survive: Agency Owns Agency Content, Privacy, Storage, Axon Cloud Services Warranty, and Axon Cloud Services Restrictions. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 7 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 1,1 AXON Master Services and Purchasing Agreement for Agency Axon Customer Experience Improvement Program Appendix 1. Axon Customer Experience Improvement Program (ACEIP). 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. 2. ACEIP Tier 1. 2.1. 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 Technique(s)"). For illustrative purposes, some examples are described in footnote 1'. 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 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://wwwuaxon.com/acefp and providing Agency with a mechanism to obtain notice of that update or another commercially reasonable method to Agency designated contact) ("New Use Case"). 2.2. Expiration of ACEIP Tier 1. Agency consent granted herein will expire upon termination of the Agreement. In accordance with section 1.1.1, within 30 days of receiving the Agency's request, Axon will no longer access or use Agency Content for ACEIP Purposes and will delete ACEIP Content. Axon will also delete any derivative works which may reasonably be capable of being associated with, or could reasonably be linked directly or indirectly to, Agency. 3. ACEIP Tier 2. In addition to ACEIP Tier 1, if Agency wants to help further improve Axon's services, Agency may choose to participate In lier 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 ' 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: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 8 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 AXO Master Services and Purchasing Agreement for Agency to enable product development, improvement, and support that cannot be accomplished with aggregated, transformed, or de -identified data. 0 Check this box if Agency wants to help further improve Axon's services by participating in ACEIP Tier 2 in addition to Tier 1. Axon will not enroll Agency into ACEIP Tier 2 until Axon and Agency agree to terms in writing providing for such participation in ACEIP Tier 2. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 9 of 40 000uaignEnvelope ID: caron oureu Master Services and Purchasing Agreement for Agency - - Professional Services Appendix If any of the Professional Services specified below are included on the Quote, this Appendix applies. 1. Utilization of Services. Agency must use professional services as outlined in the Quote and this Appendix within six (G)months ofthe Effective Date. 2 Full ServiceFull Smn/|cwl. Axon Full Service Includes advance remote project planning and ' r=~`~configuration ~and up '`--'' 0nfour (4)oonsenut�edays nfon-site sam|meand apna�nsionm8sam;ceamanager bm "°" " ~"^"wwith Agency to assess Agency's deployment and determine which on -site services are appropriate. If Agency h requires more than Your (4) consecutive on -site days, Agency must purchase additional days. Axon Full Service options include: ' set up configuration System° Instructor -led setup of Axon View onamartphone (if applicable) ^ Configure categories and custom roles based onAgency need v Register cameras hoAgency domain ° Troubleshoot |Tissues with Axon Evidence and Axon Dock (^Dozk')access One on -site session included �������m _-_'-_.�.��---' - � � - ' _~--^ ° Wo����e�y�d�d the ����U��D��e�a�c�n��m�onu�u ° Authenticate Dock with Axon Evidence using admin credentials from Agency ° On -site assistance, not boinclude physical mounting ofdocks __ ession �-------'----~-d� men ofv�aopoUcyandayubomoperaUonobne practices based • Provide considerations for the onAxon's observations with other agencies • Oiuouoo the importance of entering m�od�o in the field for organization purposes ond other best practices for digital data management ° Provide na�nm|mofother agencies using the /�mncamera devices and /�mnEv|d�nue ° Recommend rollout plan based onreview ofshift schedules -— a�� training sessions System��~ -~------�-f�AQ��on�0u��nofo�u���e &p�m��n categories Step-byEvidence configuration == ~' retention, and other specific settings for Axon ="'"=~.~^~ ~~'^^`a`--i'-- --'— can euppo�Agenoy�/�omoame�and /bmnEv�encetndn�g Tn�n�Q�nAQenny�|n'�ouoe instructors who needs after Axon has fulfilled its contractual on -site obligations 1tviden,e sh'--a—ringtrainin0 Tailored workflow instruction for Investigative Units on sharing Ceano and Evidence with |mco| prosecuting agencies End and support sessions w Assistance with device set upand configuration T and Evidence Sync �I _~+.o°"document "=cmwt Axon Evidence administrator guides, camera implementation guides, network setup guide, sample policies, and ories&roles ~uide iN 3. Bodv-Wom Camera Starter Service (Axon Starter). Axon Starter includes advance remote project planning and configuration support and one (1) day of on -site Services and a professional services manager to work closely with Agency to assess Agency's deployment and determine which Services are appropriate. If Agency requires more than one (1) day of on -site Services, Agency must purchase additional on -site Services. The Axon Starter options include: System guration (Remote Support) � | ' qmnfAxon View onemartphonea(if applicable) 0 Configure categories & custom roles based onAgency need Troubleshoot IT issues with Axon Evidence and Dock access Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: o/za/aoao Page 1om'm DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency Dock configuration • Work with Agency to decide the ideal location of Dock setup and set configurations on Dock • Authenticate Dock with Axon Evidence using "Administrator' credentials from Agency • Does not include physical mounting of docks Axon instructor training (Train the Trainer) Training for Agency's in-house instructors who can support Agency's Axon camera and Axon Evidence training needs after Axon's has fulfilled its contracted on -site obligations End user go -live training and support sessions • Assistance with device set up and configuration • Training on device use, Axon Evidence, and Evidence Sync Cementation document packet Axon Evidence administrator guides, camera implementation guides, network setup guide, sample policies, and categories & roles guide 4. Bodv-Worn Camera Virtual 1-Day Service (Axon Virtual). Axon Virtual includes all items in the BWC Starter Service Package, except one (1) day of on -site services. 5. CEW Services Packages. CEW Services Packages are detailed below: System set up and configuration • Configure Axon Evidence categories & custom roles based on Agency need. • Troubleshoot IT issues with Axon Evidence. • Register users and assign roles in Axon Evidence. • For the CEW Full Service Package: On -site assistance included • For the CEW Starter Package: Virtual assistance included Dedicated Project Manager Assignment of specific Axon representative for all aspects of planning the rollout (Project Manager). Ideally, Project Manager will be assigned to Agency 4-6 weeks before rollout Best practice implementation planning session to include: • Provide considerations for the establishment of CEW policy and system operations best practices based on Axon's observations with other agencies • Discuss the importance of entering metadata and best practices for digital data management • Provide referrals to other agencies using TASER CEWs and Axon Evidence • For the CEW Full Service Package: On -site assistance included • For the CEW Starter Package: Virtual assistance included System Admin and troubleshooting training sessions On -site sessions providing a step-by-step explanation and assistance for Agency's configuration of security, roles & permissions, categories & retention, and other specific settings for Axon Evidence Axon Evidence Instructor training • Provide training on the Axon Evidence to educate instructors who can support Agency's subsequent Axon Evidence training needs. • For the CEW Full Service Package: Training for up to 3 individuals at Agency • For the CEW Starter Package: Trainin fg o� to 1 individual at Agency TASER CEW inspection and device assignment Axon's on -site professional services team will perform functions check on all new TASER CEW Smart weapons and assign them to a user on Axon Evidence. Post go -live review For the CEW Full Service Package: On -site assistance included, For the CEW Starter Package: Virtual assistance included. 6. Smart Weapon Transition Service. The Smart Weapon Transition Service includes: Archival of CEW Firing Logs Axon's on -site professional services team will upload CEW firing logs to Axon Evidence from all TASER CEW Smart Weapons that Agency is replacing with newer Smart Weapon models. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 11 of 40 DocuSign Envelope ID: CB7601 E9-C34C 4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency Return of Old Weapons Axon's on -site professional service team will ship all old weapons back to Axon's headquarters. Axon will provide Agency with a Certificate of Destruction *Note: CEW Full Service packages for TASER 7 or TASER 10 include Smart Weapon Transition Service instead of 1-Day Device Specific Instructor Course. 7. VR Services Package. VR Service includes advance remote project planning and configuration support and one (1) day of on -site service and a professional services manager to work with Agency to assess Agency's deployment and determine which Services are appropriate. The VR Service training options include: System set up and configuration (Remote Support) • Instructor -led setup of Axon VR headset content ▪ Configure agency settings based on Agency need • Troubleshoot IT issues with Axon VR headset Axon instructor training (Train the Trainer) Training for up to five (5) Agency's in-house instructors who can support Agency's Axon VR CET and SIM training needs after Axon's has fulfilled its contracted on -site obligations Classroom and practical training sessions Step-by-step explanation and assistance for Agency's configuration of Axon VR CET and SIM functionality, basic operation, and best practices 8. Axon Air, On -Site Training. Axon Air, On -Site training includes advance remote project planning and configuration support and one (1) day of on -site Services and a professional services manager to work closely with Agency to assess Agency's deployment and determine which Services are appropriate. If Agency's requires more than one (1) day of on -site Services, Agency must purchase additional on -site Services. The Axon Air, On -Site training options include: System set up and configuration (Remote Support) • Instructor -led setup of Axon Air App (ASDS) • Configure agency settings based on Agency need • Configure drone controller • Troubleshoot IT issues with Axon Evidence Axon instructor training (Train the Trainer) Training for Agency's in-house instructors who can support Agency's Axon Air and Axon Evidence training needs after Axon's has fulfilled its contracted on -site obligations Classroom and practical training sessions Step-by-step explanation and assistance for Agency's configuration of Axon Respond+ livestreaming functionality, basic operation, and best practices 9. Axon Air, Virtual Training. Axon Air, Virtual training includes all items in the Axon Air, On -Site Training Package, except the practical training session, with the Axon Instructor training for up to four hours virtually. 10. Signal Sidearm Installation Service. a. Purchases of 50 SSA units or more: Axon will provide one (1) day of on -site service and one professional services manager and will provide train the trainer instruction, with direct assistance on the first of each unique holster/mounting type. Agency is responsible for providing a suitable work/training area. b. Purchases of less than 50 SSA units: Axon will provide a 1-hour virtual instruction session on the basics of installation and device calibration. 11. Out of Scope Services. Axon is only responsible to perform the professional services described in the Quote and this Appendix. Any additional professional services are out of scope. The Parties must document scope changes in a written and signed change order. Changes may require an equitable adjustment in the charges or schedule. 12. Delivery of Services. Axon personnel will work Monday through Friday, 8:30 a.m. to 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. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 12 of 40 DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 Master Services and Purchasing Agreement for Agency 13. Access Computer Systems to Perform Services. Agency authorizes Axon to access relevant Agency computers and networks, solely for performing the Services. Axon will work to identify as soon as reasonably practicable resources and information Axon expects to use and will provide an initial 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. 14. Site Preparation. Axon will provide a hardcopy or digital copy of current user documentation for the Axon Devices ("User Documentation"). User Documentation will include all required environmental specifications for the professional services and Axon Devices to operate per the Axon Device User Documentation. Before installation of Axon Devices (whether performed by Agency or Axon), Agency must prepare the location(s) where Axon Devices are to be installed ("Installation Site") per the environmental specifications in the Axon Device User Documentation. Following installation, Agency must maintain the Installation Site per the environmental specifications. If Axon modifies Axon Device User Documentation for any Axon Devices under this Agreement, Axon will provide the update to Agency when Axon generally releases it 15. Acceptance. When Axon completes professional services, Axon will present an acceptance form ("Acceptance Form") to Agency. Agency will sign the Acceptance Form acknowledging completion. If Agency reasonably believes Axon did not complete the professional services in substantial conformance with this Agreement, Agency must notify Axon in writing of the specific reasons for rejection within seven (7) calendar days from 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 seven (7) calendar days of delivery of the Acceptance Form, Axon will deem Agency to have accepted the professional services. 16. 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 event will Axon be liable for loss, damage, or corruption of Agency's network from any cause. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 13 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency Technology Assurance Plan Appendix If Technology Assurance Plan ("TAP") or a bundle including TAP is on the Quote, this appendix applies. 1. TAP Warranty. The TAP warranty is an extended warranty that starts at the end of the one- (1-) year hardware limited warranty. 2. Officer Safety Plan. If Agency purchases an Officer Safety Plan ("OSP"), Agency will receive the deliverables detailed in the Quote. Agency must accept delivery of the TASER CEW and accessories as soon as available from Axon. 3. OSP 7 or OSP 10 Term. OSP 7 or OSP 10 begins on the date specified in the Quote ("OSP Term"). 4. TAP BWC Upgrade. If Agency has no outstanding payment obligations and purchased TAP, Axon will provide Agency a new Axon body-wom camera ("BWC Upgrade") as scheduled in the Quote. If Agency purchased TAP, Axon will provide a BWC Upgrade that is the same or like Axon Device, at Axon's option. Axon makes no guarantee the BWC Upgrade will utilize the same accessories or Axon Dock. 5. TAP Dock Upgrade. If Agency has no outstanding payment obligations and purchased TAP, Axon will provide Agency a new Axon Dock as scheduled in the Quote ("Dock Upgrade"). Accessories associated with any Dock Upgrades are subject to change at Axon discretion. Dock Upgrades will only include a new Axon Dock bay configuration unless a new Axon 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 Axon 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 Axon Device, at Axon's option. 6. Upgrade Delay. Axon may ship the BWC and Dock Upgrades as scheduled in the Quote without prior confirmation from Agency unless the Parties agree in writing otherwise at least ninety (90) days in advance. Axon may ship the final BWC and Dock Upgrade as scheduled in the Quote sixty (60) days before the end of the Subscription Term without prior confirmation from Agency. 7. Upgrade .Change. If Agency wants to upgrade Axon Device models from the current Axon Device to an upgraded Axon Device, Agency must pay the price difference between the MSRP for the current Axon Device and the MSRP for the upgraded Axon Device. If the model Agency desires has an MSRP less than the MSRP of the offered BWC Upgrade or Dock Upgrade, Axon will not provide a refund. The MSRP is the MSRP in effect at the time of the upgrade. 8. Return of Original Axon Device. Within thirty (30) days of receiving a BWC or Dock Upgrade, Agency must return the original Axon Devices to Axon or destroy the Axon Devices and provide a certificate of destruction to Axon including serial numbers for the destroyed Axon Devices, If Agency does not return or destroy the Axon Devices, Axon will deactivate the serial numbers for the Axon Devices received by Agency. 9. Termination. If Agency's payment for TAP, OSP, or Axon Evidence is more than thirty (30) days past due, Axon may terminate TAP or OSP. Once TAP or OSP terminates for any reason: 9.1. TAP and OSP coverage terminate as of the date of termination and no refunds will be given. 9.2. Axon will not and has no obligation to provide the Upgrade Models. 9.3. Agency must make any missed payments due to the termination before Agency may purchase any future TAP or OSP. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 14 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency TASER 7 Appendix This TASER 7 Appendix applies to Agency's TASER 7, OSP 7, or OSP 7 Plus purchase from Axon, if applicable. 1. Duty Cartridge Replenishment Plan. If the Quote includes "Duty Cartridge Replenishment Plan", Agency must purchase the plan for each CEW user. A CEW user includes officers that use a CEW in the line of duty and those that only use a CEW for training. Agency may not resell cartridges received. Axon will only replace cartridges used in the line of duty. 2. Training. If the Quote includes a training voucher, Agency must use the voucher within one (1) year of issuance, or the voucher will be void. Axon will issue Agency a voucher annually beginning on the start of the TASER Subscription Term. The voucher has no cash value. Agency cannot exchange it for another device or service. Unless stated in the Quote, the voucher does not include travel expenses and will be Agency's responsibility. If the Quote includes Axon Online Training or Virtual Reality Content Empathy Development for Autism/Schizophrenia (collectively, "Training Content"), Agency may access Training Content. Axon will deliver all Training Content electronically. 3 TASER Upgrade. If Agency purchases Axon's 10-year certification program for Axon's latest version of its TASER energy weapon ("Certification Program") and has no outstanding payment obligations as of the beginning of the sixth (61h) year of the Certification Program, Agency will qualify for an upgrade to any subsequent version of the Certification Program ("CEW Upgrade"). Agency will receive the CEW Upgrade at no additional cost, only to the extent such subsequent version of the Certification Program includes the same products or features as the Certification Program purchased by Agency. If Agency wants to upgrade to a Certification Program that includes additional products or features, Agency will pay the additional cost associated with such products and features. For the avoidance of doubt, Agency is not required to upgrade to any subsequent version of the Certification Program. Axon may ship the CEW Upgrade as scheduled in the Quote without prior confirmation from agency unless the Parties agree in writing otherwise at least ninety (90) days in advance. If necessary to maintain compatibility among Axon Devices, within thirty (30) days of receiving the CEW Upgrade, Agency must, if requested by Axon, return all hardware and related accessories received in connection with the Certification Program to Axon. In such event, Agency must ship batteries via ground shipping or in accordance with federal regulations in place at the time of the return. Axon will pay shipping costs for the return if Agency uses Axon's RMA process. 4. Extended Warranty. If the Quote includes an extended warranty, the extended warranty coverage period warranty will be for a five- (5-) year term, which includes the hardware manufacturer's warranty plus the four- (4-) year extended term. 5. Trade-in. If the Quote contains a discount on CEW-related line items, including items related to OSP, then that discount may only be applied as a trade-in credit, and Agency must return used hardware and accessories associated with the discount ("Trade -In Units") to Axon. Agency must ship batteries via ground shipping. Axon will pay shipping costs of the return. If Axon does not receive Trade -In Units within the timeframe below, Axon will invoice Agency the value of the trade-in credit. Agency may not destroy Trade -In Units and receive a trade-in credit. Agency Size' Less than 100 officers 100 to 499 officers iay to beta corn Start Date of TASER 7 Subscription 30 days 90 days 500+ officers 180 days 6 TASER 7 Subscription Term. The TASER 7 Subscription Term for a standalone TASER 7 purchase begins on shipment of the TASER 7 hardware. The TASER 7 Subscription Term for OSP 7 begins on the OSP 7 start date. 7. Access Rights. Upon Axon granting Agency a TASER 7 Axon Evidence subscription, Agency may access and use Axon Evidence for the storage and management of data from TASER 7 CEW devices during the TASER 7 Subscription Term. Agency may not exceed the number of end users the Quote specifies. 8. Privacy. Axon will not disclose Agency Content or any information about Agency except as compelled by a court or administrative body or required by any law or regulation. Axon will give notice if any disclosure request is received for Agency Content, so Agency may file an objection with the court or administrative body. 9 Termination. If payment for TASER 7 is more than thirty (30) days past due, Axon may terminate Agency's TASER 7 plan by notifying Agency. Upon termination for any reason, then as of the date of termination: 9.1. TASER 7 extended warranties and access to Training Content will terminate. No refunds will be given. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 15 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 AXO Master Services and Purchasing Agreement for Agency 9. . 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, rechargeable battery, holster, dock, core, training suits, and unused cartridges to Axon within thirty (30) days of the date of termination. 9.3. Agency will be responsible for payment of any missed payments due to the termination before being allowed to purchase any future TASER 7 plan. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 16 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 eb\ AXON Master Services and Purchasing Agreement for Agency TASER 10 Appendix This TASER 10 Appendix applies to Agency's TASER 10, OSP 10, OSP Plus, or OSP 10 Plus Premium purchase from Axon, if applicable. 1. Duty Cartridge Replenishment Plan. If the Quote includes "Duty Cartridge Replenishment Plan", Agency must purchase the plan for each CEW user. A CEW user includes officers that use a CEW in the line of duty and those that only use a CEW for training. Agency may not resell cartridges received. Axon will only replace cartridges used in the line of duty. 2. Training. If the Quote includes a training voucher, Agency must use the voucher within one (1) year of issuance, or the voucher will be void. Axon will issue Agency a voucher annually beginning on the start of the TASER Subscription Term. The voucher has no cash value. Agency cannot exchange it for another device or service. Unless stated in the Quote, the voucher does not include travel expenses and will be Agency's responsibility. If the Quote includes Axon Online Training or Virtual Reality Content Empathy Development for Autism/Schizophrenia (collectively, "Training Content"), Agency may access Training Content. Axon will deliver all Training Content electronically. 3. Extended Wa : nty. If the Quote includes an extended warranty, the extended warranty coverage period warranty will be for a five- (5-) year term, which includes the hardware manufacturer's warranty plus the four- (4-) year extended term. 4. Trade-in. If the Quote contains a discount on CEW-related line items, including items related to OSP, then that discount may only be applied as a trade-in credit, and Agency must return used hardware and accessories associated with the discount ("Trade -In Units") to Axon. Agency must ship batteries via ground shipping. Axon will pay shipping costs of the return. If Axon does not receive Trade -In Units within the timeframe below, Axon will invoice Agency the value of the trade-in credit. Agency may not destroy Trade -In Units and receive a trade-in credit. Agency Size Less than 100 officers 100 to 499 officers 500+ officers C?ae to teturn rom'Start Date of TASER 10 Subscription 60 days 90 days 180 days TASER 10 Subscription Term. The TASER 10 Subscription Term for a standalone TASER 10 purchase begins on shipment of the TASER 10 hardware. The TASER 10 Subscription Term for OSP 10 begins on the OSP 10 start date. Access Rights. Upon Axon granting Agency a TASER 10 Axon Evidence subscription, Agency may access and use Axon Evidence for the storage and management of data from TASER 10 CEW devices during the TASER 10 Subscription Term. Agency may not exceed the number of end users the Quote specifies. Agency Warranty. If Agency is located in the US, Agency warrants and acknowledges that TASER 10 is classified as a firearm and is being acquired for official Agency use pursuant to a law enforcement agency transfer under the Gun Control Act of 1968. Purchase Order. To comply with applicable laws and regulations, Agency must provide a purchase order to Axon prior to shipment of TASER 10. Apollo Grant (US only). If Agency has received an Apollo Grant from Axon, Agency must pay all fees in the Quote prior to upgrading to any new TASER CEW offered by Axon. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 17 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency Axon Auto -Tagging Appendix If Auto -Tagging is included on the Quote, this Appendix applies. 1. Scope. Axon Auto -Tagging consists of the development of a module to allow Axon Evidence to Interact with Agency's Computer -Aided Dispatch ("CAD") or Records Management Systems ("RMS"). This allows end users to auto - populate Axon video meta -data with a case ID, category, and location -based on data maintained in Agency's CAD or RMS. 2. Support. For thirty (30) days after completing Auto -Tagging Services, Axon will provide up to five (5) hours of remote support at no additional charge. Axon will provide free support due to a change in Axon Evidence, if Agency maintains an Axon Evidence and Auto -Tagging subscription. Axon will not provide support if a change is required because Agency changes its CAD or RMS. 3. Changes. Axon is only responsible to perform the Services in this Appendix. Any additional Services are out of scope. The Parties must document scope changes in a written and signed change order. Changes may require an equitable adjustment in fees or schedule. 4. Agency 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 Axon (including remote access if possible); 4.2. Make required modifications, upgrades or alterations to Agency's hardware, facilities, systems and networks related to Axon's performance of Auto -Tagging Services; 4.3. Provide access to the premises where Axon is performing Auto -Tagging Services, subject to Agency safety and security restrictions, and allow Axon to enter and exit the premises with laptops and materials needed to 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 Axon; 4.6. Ensure that all appropriate data backups are performed; 4.7. Provide assistance, participation, and approvals in testing Auto -Tagging Services; 4.8. Provide Axon with remote access to Agency's Axon Evidence account when required; 4.9. Notify Axon of any network or machine maintenance that may impact the performance of the module at Agency; and 4.10. Ensure reasonable availability of knowledgeable staff and personnel to provide timely, accurate, complete, and up-to-date documentation and information to Axon. 5. Access to Systems. Agency authorizes Axon to access Agency's relevant computers, network systems, and CAD or RMS solely for performing Auto -Tagging Services. Axon will work diligently to identify the resources and information Axon expects to use and will provide an initial list to Agency. Agency is responsible for and assumes the risk of any problems, delays, losses, claims, or expenses resulting from the content, accuracy, completeness, and consistency of all data, materials, and information supplied by Agency. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 18 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency Axon Fleet Appendix If Axon Fleet is included on the Quote, this Appendix applies. 1. Agency Responsibilities. 19. Agency must ensure its infrastructure and vehicles adhere to the minimum requirements to operate Axon Fleet 2 or Axon Fleet 3 (collectively, "Axon Fleet") as established by Axon during the qualifier call and on -site assessment at Agency and in any technical qualifying questions. If Agency's representations are inaccurate, the Quote is subject to change. 20. Agency is responsible for providing a suitable work area for Axon or Axon third -party providers to install Axon Fleet systems into Agency vehicles. Agency is responsible for making available all vehicles for which installation services were purchased, during the agreed upon onsite installation dates, Failure to make vehicles available may require an equitable adjustment in fees or schedule. Cradlepoint. If Agency purchases Cradlepoint Enterprise Cloud Manager, Agency will comply with Cradlepoint's end user license agreement. The term of the Cradlepoint license may differ from the Axon Evidence Subscription. If Agency requires Cradlepoint support, Agency will contact Cradlepoint directly. Third t : rtv Installer. Axon will not be liable for the failure of Axon Fleet hardware to operate per specifications if such failure results from installation not performed by, or as directed by Axon. 4. Wireless Offload Server. 4.1. License Grant. Axon grants Agency a non-exclusive, royalty -free, worldwide, perpetual license to use Wireless Offload Server ("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; (f) resell, rent, loan or sublicense WOS; (g) access WOS to build a competitive device or service or copy any features, functions or graphics of WOS; or (h) remove, alter or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices) of Axon or Axon's licensors on or within WOS. 4.3. Updates. If Agency purchases WOS maintenance, Axon will make updates and error corrections to WOS ('WOS Updates") available electronically via the Internet or media as determined by Axon. Agency is responsible for establishing and maintaining adequate Internet access to receive WOS Updates and maintaining computer equipment necessary for use of WOS. The Quote will detail the maintenance term. 4.4. WOS Support. Upon request by Axon, Agency will provide Axon with access to Agency's store and forward servers solely for troubleshooting and maintenance. 5. Axon Vehicle Software. 5.1. License Grant. Axon grants Agency a non-exclusive, royalty -free, worldwide, perpetual license to use ViewXL or Dashboard (collectively, "Axon Vehicle Software".) "Use" means storing, loading, installing, or executing Axon Vehicle Software solely for data communication with Axon Devices. The Axon Vehicle Software term begins upon the start of the Axon Evidence Subscription. 5.2. Restrictions. Agency may not (a) modify, alter, tamper with, repair, or create derivative works of Axon Vehicle Software; (b) reverse engineer, disassemble, or decompile Axon Vehicle Software, apply any process to derive the source code of Axon Vehicle Software, or allow others to do so; (c) access or use Axon Vehicle Software to avoid incurring fees or exceeding usage limits; (d) copy Axon Vehicle Software in whole or part; (e) use trade secret information contained in Axon Vehicle Software; (f) resell, rent, loan or sublicense Axon Vehicle Software; (g) access Axon Vehicle Software to build a competitive device or service or copy any features, functions or graphics of Axon Vehicle Software; or (h) remove, alter or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices) of Axon or Axon's licensors on or within Axon Vehicle Software. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 19 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency Acceptance Che+ klist. If Axon provides services to Agency pursuant to any statement of work in connection'with Axon Fleet, within seven (7) days of the date on which Agency retrieves Agency's vehicle(s) from the Axon installer, said vehicle having been installed and configured with tested and fully and properly operational in -car hardware and software identified above, Agency will receive a Professional Services Acceptance Checklist to submit to Axon indicating acceptance or denial of said deliverables. Axon Fleet Upgrade. If Agency has no outstanding payment obligations and; has purchased the "Fleet Technology Assurance Plan" (Fleet TAP)„ Axon will provide Agency with the same or like model of Fleet hardware ("Axon Fleet Upgrade") as scheduled on the Quote. 7.1. 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 removalof previously installed hardware and installation of the Axon Fleet Upgrade. 7.2. Within thirty (30) days of receiving the Axon Fleet; Upgrade, Agency must return the original Axon Devices to Axon or destroy the Axon Devices and provide a certificate of destruction to Axon, including serial numbers of the destroyed Axon Devices. if Agency does not destroy or return the Axon Devices to Axon, Axon will deactivate the serial numbers for the Axon Devices received by Agency. err Fleet Termination. Axon may terminate Agency's Fleet subscription for non-payment. Upon any termination: 8.1. Axon Fleet subscription coverage terminates, and no refunds will be given. 8.2. Axon will not and has no obligation to provide the Axon Fleet Upgrade. 8.3. Agency will be responsible for payment of any missed payments due to the termination before being allowed to purchase any future Fleet TAP. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 20 of 40 DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency Axon Respond Appendix This Axon Respond Appendix applies to both Axon Respond and Axon Respond Plus, if either is included on the Quote, 1. Axon Respond Subscription Term. If Agency purchases Axon Respond as part of a bundled offering, the Axon Respond subscription begins on the later of the (1) start date of that bundled offering, or (2) date Axon provisions Axon Respond to Agency. If Agency purchases Axon Respond as a standalone, the Axon Respond subscription begins the later of the (1) date Axon provisions Axon Respond to Agency, or (2) first day of the month following the Effective Date. The Axon Respond subscription term will end upon the completion of the Axon Evidence Subscription associated with Axon Respond. 2. Scope of Axon Respond. The scope of Axon Respond 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 Respond outside this scope, Axon may initiate good -faith discussions with Agency on upgrading Agency's Axon Respond to better meet Agency's needs. 3. Axon Bodv_3 LTE Requirements. Axon Respond is only available and usable with an LTE enabled body -worn camera. Axon is not liable if Agency utilizes the LTE device outside of the coverage area or if the LTE carrier is unavailable. LTE coverage is only available in the United States, including any U.S. territories. Axon may utilize a carrier of Axon's choice to provide LTE service. Axon may change LTE carriers during the Term without Agency's consent. 4. Axon Fleet 3 LTE Requirements. Axon Respond is only available and usable with a Fleet 3 system configured with LTE modem and service. Agencyis responsible for providing LTE service for the modem. Coverage and availability of LTE service is subject to Agency's LTE carrier. 5 Axon Respond Service Limitations. Agency acknowledges that LTE service is made available only within the operating range of the networks. Service may be temporarily refused, interrupted, or limited because of: (a) facilities limitations; (b) 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 coverage in a service area, and other causes reasonably outside 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. 5.1. With regard to Axon Body 3, Partner networks are made available as -is and the carrier makes no warranties or representations as to the availability or quality of roaming service provided by carrier partners, and the carrier will not be liable in any capacity for any errors, outages, or failures of carrier partner networks. Agency expressly understands and agrees that it has no contractual relationship whatsoever with the underlying wireless service provider or its affiliates or contractors and Agency is not a third -party beneficiary of any agreement between Axon and the underlying carrier. 6. Termination. Upon termination of this Agreement, or if Agency stops paying for Axon Respond or bundles that include Axon Respond, Axon will end Axon Respond services, including any Axon -provided LTE service. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 21 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency Add -on Services Appendix This Appendix applies if Axon Community Request, Axon Redaction Assistant, and/or Axon Performance are included on the Quote. 1. Subscription Tenn. If Agency purchases Axon Community Request, Axon Redaction Assistant, or Axon Performance as part of OSP 7 or OSP 10, the subscription begins on the later of the (1) start date of the OSP 7 or OSP 10 Term, or (2) date Axon provisions Axon Community Request Axon Redaction Assistant, trAxori'Performance to Agency. 1.1. If Agency purchases Axon Community Request, Axon Redaction Assistant, or Axon Perfonnance as a standalone, the subscription begins the later of the (1) date Mon provisions Axon Community Request, Axon Redaction Assistant, or Axon Performance to Agency, or (2) first day of the month following the Effective mate. 1.2. The subscription term will end upon the completion of the Axon Evidence Subscription associated with the add- on. 2.Mon Community Request Stereos. ForAxon Community tunity Request, Agency may store an unlimited amount of data submitted through the public portal ("Portal t ontenr), within Agency's Axon Evidence instance. The post -terminator provisions outlined in the Axon Claud Services Terms of Use Appendix also apply. to Portal Content. 3. Performance Auto-Taaglrt i Data. In order to provide sortie features of Axon Performance to Agency, Axon will need to More call for service data from Agency's CAD or RMS. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 22 of 40 DocuSign Envelope ID: CB7601E9-C34C4224-A447-0295Dl527B21 Master Services and Purchasing Agreement for Agency ' Axon Auto -Transcribe Appendix This Appendix applies ifAxon Auto -Transcribe isindudedontheCmote. 1. SubscriDtion Term, If Agency purchases Axon Auto -Transcribe as part of o bundle or Axon Cloud Services subscription, the subscription begins on the later of the (1) start date of the bundle or Axon Cloud Services license bonm. or (2) dote Axon provisions /bmn Auto -Transcribe to Agency. If Agency purchases Axon Auto -Transcribe minutes as a standalone, the subscription begins on the date Axon provisions Axon Auto -Transcribe to Agency. 1.1. If Agency cancels Auto -Transcribe services, any amounts owed by the Parties will be based on the amount of time passed under the annual subscription, rather than on the number of minutes used, regardless of usage. 2.Auto-Transcribe A-La-CarteMinutes. Upon Axon granting Agency o met number of minuhoo. Agency may utilize Axon Auto -Transcribe, subject to the number of minutes allowed on the Quote. Agency will not have the ability to roll over unused minutes to fbtumAubo'Tranuchbe terms. Axon may charge Agency additional fees for exceeding the number of purchased minutes. Axon Auto -Transcribe minutes expire one year after being provisioned to Agency by Axon. 3. Axon Unlimited Transcrjbo. Upon Axon granting Agency anUnlimited Transcribe subscription to Axon Auto - transcribe, Agency may utilize Axon Auto -Transcribe with no limit on the number of minutes. Unlimited Transcribe includes automatic transcription ofall Axon 8VVC and Axon Capture footage. With regard to Axon Interview Room. Axon Fleet, Axon CiUzan, orthird-party transcription, transcription must be requested on demand. Notwithstanding the foregoing, Axon may limit usage after 5,000 minutes per user per month for multiple months in a row. Axon will not bill for overages. 4. Warranty. Axon disclaims all warranties, express or implied, for Axon Auto -Transcribe. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 1*u Release Date: a/zu/aoaa Page 23 of 40 000uaignEnvelope ID: caron nrrau Master Services and Purchasing Agreement for Agency Axon- ^=—aU Reality Content Terms of Use Appendix IfVirtual Reality isincluded onthe Quote, this Appendix applies. 1. Term. The Quote Will detail the products and license duration, as oppicebn, of the goods, services, and software, and contents thereof, provided by Axon to Agency related to virtualreality (collectively, 'Virtual Reality Media"). — Headsets.`-- Agency=--^ purchase the event dd�m��| virtual reality ��foru��`�an Virtual Reality purchase those headsets from Axon. License Restrictions. All licenses will immediately terminate if Agency does not comply with any °. term of this Agreement, If Agency utilizes more users than stated In this Agreement, Agency must purchase additional Virtual Reality Media licenses from Axon. Agency may not use 'Virtual Reality Media for any purpose other than aeexpressly permitted by this Agreement, Agency may not: 3.1. modify, tamper with, repair, orotherwise create derivative works nfVirtual Reality Media; 32. reverse engineer, disassemble, or decomplie VirtualReality Media orapply any process toderive the source code .ufVirtual Reality Media, orallow todothe same; 3.3. copy Virtual Reality Media in whole or part, except as expressly permitted in this Agreement; 3.4. use trade secret information contained in Virtual Reality Media; 3.5. resell, rent, loan mrsublicense Virtual Reality Media; 3.0. access Virtual Reality Media to build a competitive device or service or copy any features, functions, or graphics of Virtual Reality Media; or 3.7. remove, a|'�^` confidentiality or .--uno (including trademar k of |/can�rsonorwdhi Virtual Media orany copies of Virtual Reality Media. 4` Virtual Reality Privacy Policy, auunent version of which is available at https://www.agon,coM!axonvroriyacypolicy. 5. Termination. AxonmayUemminateAgehuy'n|iuenaaimmediate|yforAgency'sfei|unobocomp|ym/ithanyofthmtenne in this Agreement. nus: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: a/1e/oozs Page 24m40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency Axon Evidence Local Software Appendix This Appendix applies if Axon Evidence Local is included on the Quote. 1. License. Axon owns all executable instructions, images, icons, sound, and text in Axon Evidence Local. All rights are reserved to Axon. Axon grants a non-exclusive, royalty -free, worldwide right and license to use Axon Evidence Local. "Use" means storing, loading, installing, or executing Axon Evidence Local exclusively for data communication with an Axon Device. Agency may use Axon Evidence Local in a networked environment on computers other than the computer it installs Axon Evidence Local on, so long as each execution of Axon Evidence Local is for data communication with an Axon Device. Agency may make copies of Axon Evidence Local for archival purposes only. Axon shall retain all copyright, trademark, and proprietary notices in Axon Evidence Local on all copies or adaptations. 2. Term. The Quote will detail the duration of the Axon Evidence Local license, as well as any maintenance. The term will begin upon installation of Axon Evidence Local. 3. License strictions. All licenses will immediately terminate if Agency does not comply with any term of this Agreement. Agency may not use Axon Evidence Local for any purpose other than as expressly permitted by this Agreement. Agency may not: 3.1. modify, tamper with, repair, or otherwise create derivative works of Axon Evidence Local; 3.2. reverse engineer, disassemble, or decompile Axon Evidence Local or apply any process to derive the source code of Axon Evidence Local, or allow others to do the same; 3.3. access or use Axon Evidence Local to avoid incurring fees or exceeding usage limits or quotas; 3.4. copy Axon Evidence Local in whole or part, except as expressly permitted in this Agreement; 3.5. use trade secret information contained in Axon Evidence Local; 3.6. resell, rent, loan or sublicense Axon Evidence Local; 3.7. access Axon Evidence Local to build a competitive device or service or copy any features, functions, or graphics of Axon Evidence Local; or 3.8. remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices) of Axon or Axon's licensors on or within Axon Evidence Local or any copies of Axon Evidence Local. 4. Support. Axon may make available updates and error corrections ("Updates") to Axon Evidence Local. Axon will provide Updates electronically via the Internet or media as determined by Axon. Agency is responsible for establishing and maintaining adequate access to the Internet to receive Updates. Agency is responsible for maintaining the computer equipment necessary to use Axon Evidence Local. Axon may provide technical support of a prior release/version of Axon Evidence Local for six (6) months from when Axon made the subsequent release/version available. 5. Termination. Axon may terminate Agency's license immediately for Agency's failure to comply with any of the terms in this Agreement. Upon termination, Axon may disable Agency's right to login to Axon Evidence Local. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 25 of 40 DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency Axon Application Programming Interface Appendix This Appendix applies if Axon's API Services are included on the Quote. 1. Definitions. 1.1. "API Client" means the software that acts as the interface between Agency's computer and the server, which is already developed or to be developed by Agency. 1.2. "API interface means software implemented by Agency to configure Agency's independent API Client Software try operate in conjunction with the API Service for Agency's authorized Use. 1.3. "Axon EvidencePartner API, API 'o orrAP "" (collectively "API Service") means Axon's API which provides a programmatic means to access data; in Agency's Axon Evidence account or integrate Agency's Axon Evidence account with other systems. 1.4. "Use" means any operation on Agency's data enabled by the supported API functionality. 2. Pu ..se and License. 2.1. Agency may use API Service and data made available through API Service, in connection with an API Client developed by Axon may monitor Agency's use MAR Service to ensure quality, irrsprove Axon devices and services, and verify compliance with this Ag merit. Agency agrees to not interfere with such monitoring or obscure from Axon Agency's use of API Service. Agency will not use API Service for commercial use, 2.2. Axon grants Agency a non-exclusive, non -transferable, non-sgblicens ble, worldwide, revocable right and licAnse during the Term to use API Service, solely for Agency's Use in connection withAgency's API Client. 2.3. Axon reserves the right' to set limitations on Agency's use of the API Service, such as a quota on operations, to ensure stability and availability ofAxon's API'. Axon will use reasonable efforts to accommodate use beyond' the designated limits. 3. Configuration. Agency will work Independently to configure Agency's API Client with API Service for Agency's applicable Use. Agency will be required to provide certain information (such as 'identification or contact details) as part of the registration. Registration information provided to Axon must be accurate. Agency will inform Axon promptly of any updates, Upon Agency's registration, Arson will provide documentation outlining API Service information. 4. Agency Responsibilities. When using API Service, Agency and its end users may not: 4.1. use API Service in any way other than as expressly permitted under this Agreement; 4.2. use in any way that results in, or could result in, any security breach to Axon; 4.3. perform an action with the intent of introducing any viruses, worms, defect, Trojan horses, malware, or any items of a destructive nature to Axon Devices and Services; 4.4. interfere with, modify, disruptor disable features or functionality of API Service or the servers or networks providing API Service; 4.5. reverse engineer, decompile, disassemble, or translate or attempt to extract the source code from API Service or any related software; 4.6. create an API Interface that functions substantially the same as API Service and offer it for use by third parties; 4.7. provide use of API Service on a service bureau, rental or managed services basis or permit other individuals or entities to create links to API Service; 4.8. frame or mirror API Service on any other server, or wireless or Internet -based device; 4.9. make available to a third -party, any token, key, password or other login credentials to API Service; 4.10. take any action or inaction resulting in illegal, unauthorized or improper purposes; or 4.11. disclose Axon's API manual. API, Content. All content related to API Service, other than Agency Content or Agency's API Client content, is considered Axon's API Content, including: 5.1. the design, structure and naming of API Service fields in all responses and requests; Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 26 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency 5.2. the resources available within API Service for which Agency takes actions on, such as evidence, cases, users, or reports; 5.3. the structure of and relationship of API Service resources; and 5.4. the design of API Service, in any part or as a whole. 6. Prohibitions on API Content`. Neither Agency nor its end users will use API content returned from the API Interface to: 6.1. scrape, build databases, or otherwise create permanent copies of such content, or keep cached copies longer than permitted by the cache header; 6.2. copy, translate, modify, create a derivative work of, sell, lease, lend, convey, distribute, publicly display, or sublicense to any third -party; 6.3. misrepresent the source or ownership; or 6.4. remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices). 7. API Updates. Axon may update or modify the API Service from time to time ("API Update"). Agency is required to implement and use the most current version of API Service and to make any applicable changes to Agency's API Client required as a result of such API Update. API Updates may adversely affect how Agency's API Client access or communicate with API Service or the API Interface. Each API Client must contain means for Agency to update API Client to the most current version of API Service. Axon will provide support for one (1) year following the release of an API Update for all depreciated API Service versions. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 27 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 Master Services and Purchasing Agreement for Agency Advanced User Management Appendix This Appendix applies if Axon Advanced User Management is included on the Quote. 1. Scope. Advanced User Management allows Agency to (a) utilize bulk user creation and management, (b) automate user creation and management through System for Cross -domain Identity Management ("SCIM"), and (c) automate group creation and management through SCIM. 2 Advanced User Management Conflauratiort Agency will work independently to configure Agency's Advanced User Management for Agency's applice.ble Use, Upon request, Axon will provide general guidance to Agency, including documentation that details the setup and configuration process. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 28 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency Axon Channel Services Appendix This Appendix applies if Agency purchases Axon Channel Service, as set forth on the Quote. 1. Definitions. 1.1. "Axon Digital Evidence Management System" means Axon Evidence or Axon Evidence Local, as specified in the attached Channel Services Statement of Work. 1.2. "Active Channel" means a third -party system that is continuously communicating with an Axon Digital Evidence Management System. 1.3. "Inactive Channel" means a third -party system that will have a one-time communication to an Axon Digital Evidence Management System. 2. Scope. Agency currently has a third -party system or data repository from which Agency desires to share data with Axon Digital Evidence Management. Axon will facilitate the transfer of Agency's third -party data into an Axon Digital Evidence Management System or the transfer of Agency data out of an Axon Digital Evidence Management System as defined in the Channel Services Statement of Work ("Channel Services SOW"). Channel Services will not delete any Agency Content. Agency is responsible for verifying all necessary data is migrated correctly and retained per Agency policy. 3. Changes. Axon is only responsible to perform the Services described in this Appendix and Channel Services SOW. Any additional services are out of scope. The Parties must document scope changes in a written and signed change order. Changes may require an equitable adjustment in the charges or schedule. 4. Purpose and Use. Agency is responsible for verifying Agency has the right to share data from and provide access to third -party system as it relates to the Services described in this Appendix and the Channel Services SOW. For Active Channels, Agency is responsible for any changes to a third -party system that may affect the functionality of the channel service. Any additional work required for the continuation of the Service may require additional fees. An Axon Field Engineer may require access to Agency's network and systems to perform the Services described in the Channel Services SOW. Agency is responsible for facilitating this access per all laws and policies applicable to Agency. 5. Project Management. Axon will assign a Project Manager to work closely with Agency's project manager and project team members and will be responsible for completing the tasks required to meet all contract deliverables on time and budget. 6.- Warranty. Axon warrants that it will perform the Channel Services in a good and workmanlike manner. 7. Monitoring. Axon may monitor Agency's use of Channel Services to ensure quality, improve Axon devices and services, prepare invoices based on the total amount of data migrated, and verify compliance with this Agreement. Agency agrees not to interfere with such monitoring or obscure from Axon Agency's use of channel services. 8. Agency's Responsibilities, Axon's successful performance of the Channel Services requires Agency: 8.1. Make available its relevant systems for assessment by Axon (including making these systems available to Axon via remote access); 8.2. Provide access to the building facilities and where Axon is to perform the Channel Services, subject to safety and security restrictions imposed by the Agency (including providing security passes or other necessary documentation to Axon representatives performing the Channel Services permitting them to enter and exit Agency premises with laptop personal computers and any other materials needed to perform the Channel Services); 8.3. Provide all necessary infrastructure and software information (TCP/IP addresses, node names, and network configuration) for Axon to provide the Channel Services; 8.4. Ensure all appropriate data backups are performed; 8.5. Provide Axon with remote access to the Agency's network and third -party systems when required for Axon to perform the Channel Services; 8.6. Notify Axon of any network or machine maintenance that may impact the performance of the Channel Services; and 8.7. Ensure the reasonable availability by phone or email of knowledgeable staff, personnel, system administrators, Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 29 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 AX Master Services and Purchasing Agreement for Agency and operators to provide timely, accurate, complete, and up-to-date documentation and information to Axon (these contacts are to provide background information and clarification of information required to perform the Channel Services). Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 30 of 40 DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency VIEVU Data Migration Appendix This Appendix applies if Agency purchases Migration services, as set forth on the Quote. 1. Scope. Agency currently has legacy data in the VIEVU solution from which Agency desires to move to Axon Evidence. Axon will work with Agency to copy legacy data from the VIEVU solution into Axon Evidence ("Migration"). Before Migration, Agency and Axon will work together to develop a Statement of Work ("Migration SOW") to detail all deliverables and responsibilities. The Migration will require the availability of Agency resources. Such resources will be identified in the SOW. On -site support during Migration is not required. Upon Agency's request, Axon will provide on -site support for an additional fee. Any request for on -site support will need to be pre -scheduled and is subject to Axon's resource availability. 1.1. A small amount of unexposed data related to system information will not be migrated from the VIEVU solution to Axon Evidence. Upon request, some of this data can be manually exported before Migration and provided to Agency. The Migration SOW will provide further detail. 2. Changes. Axon is only responsible to perform the Services described in this Appendix and Migration SOW. Any additional services are out of scope. The Parties must document scope changes in a written and signed change order. Changes may require an equitable adjustment in the charges or schedule. 3 Project Management. Axon will assign a Project Manager to work closely with Agency's project manager and project team members and will be responsible for completing the tasks required to meet all contract deliverables on time and budget. 4 Downtime. There may be downtime during the Migration. The duration of the downtime will depend on the amount of data that Agency is migrating. Axon will work with Agency to minimize any downtime. Any VIEVU mobile application will need to be disabled upon Migration. 5. Functionality Changes. Due to device differences between the VIEVU solution and the Axon's Axon Evidence solution, there may be functionality gaps that will not allow for all migrated data to be displayed the same way in the user interface after Migration. 6 Acceptance. Once the Migration is complete, Axon will notify Agency and provide an acceptance form. Agency is responsible for verifying that the scope of the project has been completed and all necessary data is migrated correctly and retained per Agency policy. Agency will have ninety (90) days to provide Axon acceptance that the Migration was successful, or Axon will deem the Migration accepted. 6.1. In the event Agency does not accept the Migration, Agency agrees to notify Axon within a reasonable time. Agency also agrees to allow Axon a reasonable time to resolve any issue. In the event Agency does not provide Axon with a written rejection of the Migration during these ninety (90) days, Agency may be charged for additional monthly storage costs. After Agency provides acceptance of the Migration, Axon will delete all data from the VIEVU solution ninety (90) days after the Migration. 7 Post -Migration. After Migration, the VIEVU solution may not be supported and updates may not be provided. Axon may end of life the VIEVU solution in the future. If Agency elects to maintain data within the VIEVU solution, Axon will provide Agency ninety (90) days' notice before ending support for the VIEVU solution. 8. Warranty. Axon warrants that it will perform the Migration in a good and workmanlike manner. 9. Monitoring. Axon may monitor Agency's use of Migration to ensure quality, improve Axon Devices and Services, prepare invoices based on the total amount of data migrated, and verify compliance with this Agreement. Agency agrees not to interfere with such monitoring or obscure Agency's use of Migration from Axon. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 31 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 {. AXON Master Services and Purchasing Agreement for Agency Axon Technical Account Manager Appendix This Appendix applies if Axon Support Engineer services are included on the Quote. 1. Axon Technical Account wManager Payment. Axon will invoice for Axon Technical Account Manager ("TAM") services, as outlined in the Quote, when the TAM commences work on -site at Agency. 2. Full -Time TAM Scope of Services. 2.1. A Full -Time TAM will work on -site four (4) days per week, unless an altemate schedule or reporting location is mutually agreed upon by Axon and Customer. 2.2. Agency's Axon sales representative and Axon's Agency Success team will work with Agency to define its support needs and ensure the Full -Time TAM has skills to align with those needs. There may be up to a six- (6-) month waiting period before the Full -Time TAM can work on -site, depending upon Agency's needs and availability of a Full -Time TAM. 2.3. The purchase of Full -Time TAM Services includes two (2) complimentary Axon Accelerate tickets per year of the Agreement, so long as the TAM has started work at Agency, and Agency is current on all payments for the Full -Time TAM Service. 2.4. The Full -Time TAM Service options are listed below: Ongoing System Set-up and Configuration Assisting with assigning cameras and registering docks Maintaining Agency's Axon Evidence account Connecting Agency to "Early Access" programs for new devices Account Maintenance Conducting on -site training on new features and devices for Agency leadership team(s) Thoroughly documenting issues and workflows and suggesting new workflows to improve the effectiveness of the Axon program Conducting weekly meetings to cover current issues and program status Data Analysis Providing on -demand Axon usage data to identify trends and insights for improving daily workflows Comparing Agency's Axon usage and trends to peers to establish best practices Proactively monitoring the health of Axon equipment and coordinating retums when needed Direct Support Providing on -site, Tier 1 and Tier 2 (as defined in Axon's Service Level Agreement) technical support for Axon Devices Proactively monitoring the health of Axon equipment Creating and monitoring RMAs on -site Providing Axon app support Monitoring and testing new firmware and workflows before they are released to Agency's production environment Agency Advocacy Coordinating bi-annual voice of customer meetings with Axon's Device Management team Recording and tracking Agency feature requests and major bugs 3. Regional TAM Scope of Services 3.1. A Regional TAM will work on -site for three (3) consecutive days per quarter. Agency must schedule the on - site days at least two (2) weeks in advance. The Regional TAM will also be available by phone and email during regular business hours up to eight (8) hours per week. 3.2. There may be up to a six- (6-) month waiting period before Axon assigns a Regional TAM to Agency, depending upon the availability of a Regional TAM. 3.3. The purchase of Regional TAM Services includes two (2) complimentary Axon Accelerate tickets per year of the Agreement, so long as the TAM has started work at Agency and Agency is current on all payments for the Regional TAM Service. 3.4. The Regional TAM service options are listed below: Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 32 of 40 DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency Account Maintenance Conducting remote training on new features and devices for Agency's leadership Thoroughly documenting issues and workflows and suggesting new workflows to improve the effectiveness of the Axon program Conducting weekly conference calls to cover current issues and program status Visiting Agency quarterly (up to 3 consecutive days) to perform a quarterly business review, discuss Agency's goals for your Axon program, and continue to ensure a successful deployment of Axon Devices Direct Support Providing remote, Tier 1 and Tier 2 (As defined Axon's Service Level Agreement) technical support for Axon Devices Creating and monitoring RMAs remotely Data Analysis Providing quarterly Axon usage data to identify trends and program efficiency opportunities Comparing an Agency's Axon usage and trends to peers to establish best practices Proactively monitoring the health of Axon equipment and coordinating returns when needed Agency Advocacy Coordinating bi-yearly Voice of Agency meetings with Device Management team Recording and tracking Agency feature requests and major bugs 4. Out of Scope Services. The TAM is responsible to perform only the Services described in this Appendix. Any additional Services discussed or implied that are not defined explicitly in this Appendix will be considered out of the scope. 5 TAM Leave Time. The TAM will be allowed up seven (7) days of sick leave and up to fifteen (15) days of vacation time per each calendar year. The TAM will work with Agency to coordinate any time off and will provide Agency with at least two (2) weeks' notice before utilizing any vacation days. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 33 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency Axon Investigate Appendix If the Quote includes Axon's On Prem Video Suite known as Axon Investigate or Third Party Video Support License, the following appendix shall apply. 1. License Grant. Subject to the terms and conditions specified below and upon payment of the applicable fees set forth in the Quote, Axon grants to Agency a nonexclusive, nontransferable license to install, use, and display the Axon Investigate software ("Software") solely for its own internal use only and for no other purpose, for the duration of subscription term set forth in the Quote. This Agreement does not grant Agency any right to enhancements or updates, but if such are made available to Agency and obtained by Agency they shall become part of the Software and governed by the terms of this Agreement. 2. Third-Partv Licenses. Axon licenses several third -party coders and applications that are integrated into the Software. Users with an active support contract with Axon are granted access to these additional features. By accepting this agreement, Agency agrees to and understands that an active support contract is required for all of the following features: DNxHD output formats, decoding files via the "fast indexing" method, proprietary file metadata, telephone and email support, and all future updates to the software. If Agency terminates the annual support contract with Axon, the features listed above will be disabled within the Software. It is recommended that users remain on an active support contract to maintain the full functionality of the Software. 3. Restrictions on Use. Agency may not permit any other person to use the Software unless such use is in accordance with the terms of this Agreement. Agency may not modify, translate, reverse engineer, reverse compile, decompile, disassemble or create derivative works with respect to the Software, except to the extent applicable laws specifically prohibit such restrictions. Agency may not rent, lease, sublicense, grant a security interest in or otherwise transfer Agency's rights to or to use the Software. Any rights not granted are reserved to Axon. 4. Term. For purchased perpetual Licenses only —excluding Licenses leased for a pre -determined period, evaluation licenses, companion licenses, as well as temporary licenses --the license shall be perpetual unless Agency fails to observe any of its terms, in which case it shall terminate immediately, and without additional prior notice. The terms of Paragraphs 1, 2, 3, 5, 6, 8 and 9 shall survive termination of this Agreement. For licenses leased for a pre- determined period, for evaluation licenses, companion licenses, as well as temporary licenses, the license is granted for a period beginning at the installation date and for the duration of the evaluation period or temporary period as agreed between Axon and Agency. 5. Title. Axon and its licensors shall have sole and exclusive ownership of all right, title, and interest in and to the Software and all changes, modifications, and enhancements thereof (including ownership of all trade secrets and copyrights pertaining thereto), regardless of the form or media in which the original or copies may exist, subject only to the rights and privileges expressly granted by Axon. This Agreement does not provide Agency with title or ownership of the Software, but only a right of limited use. 6. Copies. The Software is copyrighted under the laws of the United States and international treaty provisions. Agency may not copy the Software except for backup or archival purposes, and all such copies shall contain all Axon's notices regarding proprietary rights as contained in the Software as originally provided to Agency. If Agency receives one copy electronically and another copy on media, the copy on media may be used only for archival purposes and this license does not authorize Agency to use the copy of media on an additional server. 7. Actions Required Upon Termination. Upon termination of the license associated with this Agreement, Agency agrees to destroy all copies of the Software and other text and/or graphical documentation, whether in electronic or printed format, that describe the features, functions and operation of the Software that are provided by Axon to Agency ("Software Documentation") or return such copies to Axon. Regarding any copies of media containing regular backups of Agency's computer or computer system, Agency agrees not to access such media for the purpose of recovering the Software or online Software Documentation. 8. Export Controls. None of the Software, Software Documentation or underlying information may be downloaded or otherwise exported, directly or indirectly, without the prior written consent, if required, of the office of Export Administration of the United States, Department of Commerce, nor to any country to which the U.S. has embargoed goods, to any person on the U.S. Treasury Department's list of Specially Designated Nations, or the U.S. Department of Commerce's Table of Denials. 9. U.S. Government Restricted Rights. The Software and Software Documentation are Commercial Computer Software provided with Restricted Rights under Federal Acquisition Regulations and agency supplements to them. Use, duplication or disclosure by the U.S. Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFAR 255.227-7013 et. Seq. or 252.211-7015, or Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 34 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D15271321 AXON Master Services and Purchasing Agreement for Agency subparagraphs (a) through (d) of the Commercial Computer Software Restricted Rights at FAR 52.227-19, as applicable, or similar clauses in the NASA FAR Supplement. Contractor/manufacturer is Axon Enterprise, Inc., 17800 North 85th Street, Scottsdale, Arizona 85255. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 35 of 40 DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency My90 Terms of Use Appendix Definitions. 1.1. "My90" means Axon's proprietary platform and methodology to obtain and analyze feedback, and other related offerings, including, without limitation, interactions between My90 and Axon products. 1.2. "Recipient Contact information" means contact information, as applicable, including phone number or email address (if available) of the individual whom Agency would like to obtain feedback. 1.3. "Agency Data" means 1.3.1. "My90 Agency Content" which means data, including Recipient Contact Information, provided to My90 directly by Agency or at their direction, or by permitting My90 to access or connect to an information system or similar technology. My90 Agency Content does not include My90 Non - Content Data. 1.3.2. "My90 Non -Content Data" which means data, configuration, and usage information about Agency's My90 tenant, and client software, users, and survey recipients that Is Processed (as defined in Section 1.6 of this Appendix) when using My90 or responding to a My90 Survey. My90 Non - Content Data includes data about users and survey recipients captured during account management and customer support activities. My90 Non -Content Data does not include My90 Agency Content. 1.3.3. "Survey Response" which means survey recipients' response to My90 Survey. 1.4. "My90 Data" means 1.4.1. "My90 Survey" which means surveys, material(s) or content(s) made available by Axon to Agency and survey recipients within My90. 1.4.2. "Aggregated Survey Response" which means Survey Response that has been de -identified and aggregated or transformed so that it is no longer reasonably capable of being associated with, or could reasonably be linked directly or indirectly to, a particular individual. 1.5. 'Personal Data" means any information relating to an identified or identifiable natural person. An identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural, or social identity of that natural person. 1.6. "Processing" means any operation or set of operations which is performed on data or on sets of data, whether or not by automated means, such as collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure, or destruction. 1.7. "Sensitive Personal Data" means Personal Data that reveals an individual's health, racial or ethnic origin, sexual orientation, disability, religious or philosophical beliefs, or trade union membership. 2. Access. Upon Axon granting Agency a subscription to My90, Agency may access and use My90 to store and manage My90 Agency Content, and applicable My90 Surveys and Aggregated Survey Responses. This Appendix is subject to the Terms and Conditions of Axon's Master Service and Purchasing Agreement or in the event you and Axon have entered into a prior agreement to govern all future purchases, that agreement shall govern. 3. IP address. Axon will not store survey respondents' IP address. 4. Agency Owns Mv90 Agency Content, Agency controls or owns all right, title, and interest in My90 Agency Content. Except as outlined herein, Axon obtains no interest in My90 Agency Content, and My90 Agency Content is not Axon's business records. Except as set forth in this Agreement, Agency is responsible for uploading, sharing, managing, and deleting My90 Agency Content. Axon will only have access to My90 Agency Content for the limited purposes set forth herein. Agency agrees to allow Axon access to My90 Agency Content to (a) perform troubleshooting, maintenance, or diagnostic screenings; and (b) enforce this Agreement or policies governing use of My90 and other Axon products. 5. Details of the Processing. The nature and purpose of the Processing under this Appendix are further specified Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 36 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency in Schedule 1 Details of the Processing, to this Appendix. 6. Security. Axon will implement commercially reasonable and appropriate measures to secure Agency Data against accidental or unlawful loss, access, or disclosure. Axon will maintain a comprehensive information security program to protect Agency Data including logical, physical access, vulnerability, risk, and configuration management; incident monitoring and response; security education; and data protection. Axon will not treat Agency Data in accordance with FBI CJIS Security Policy requirements and does not agree to the CJIS Security Addendum for this engagement or any other security or privacy related commitments that have been established between Axon and Agency, such as ISO 27001 certification or SOC 2 Reporting. 7. Privacy. Agency use of My90 is subject to the My90 Privacy Policy, a current version of which is available at httpsa/ v,axon.com/legal/my90privacvpolicy. Agency agrees to allow Axon access to My90 Non -Content Data from Agency to (a) perform troubleshooting, maintenance, or diagnostic screenings; (b) provide, develop, improve, and support current and future Axon products including My90 and related services; and (c) enforce this Agreement or policies governing the use of My90 or other Axon products. 8. Location of Storage. Axon may transfer Agency Data to third -party subcontractors for Processing. Axon will determine the locations for Processing of Agency Data. For all Agency, Axon will Process and store Agency Data within the United States. Ownership of My90 Agency Content remains with Agency. 9. Required Disclosures. Axon will not disclose Agency Data that Agency shares with Axon except as compelled by a court or administrative body or required by any law or regulation. Axon will notify Agency if any disclosure request is received for Agency Data so Agency may file an objection with the court or administrative body, unless prohibited by law. 10. Data Sharing. Axon may share data only with entities that control or are controlled by or under common control of Axon, and as described below: 10.1. Axon may share Agency Data with third parties it employs to perform tasks on Axon's behalf to provide products or services to Customer. 10.2. Axon may share Aggregated Survey Response with third parties, such as other Axon customers, local city agencies, private companies, or members of the public that are seeking a way to collect analysis on general policing and community trends. Aggregated Survey Response will not be reasonably capable of being associated with or reasonably be linked directly or indirectly to a particular individual. 11. License and Intellectual Property. Agency grants Axon, its affiliates, and assignees the irrevocable, perpetual, fully paid, royalty -free, and worldwide right and license to use Agency Data for internal use including but not limited to analysis and creation of derivatives. Axon may not release Agency Data to any third party under this right that is not aggregated and de -identified. Agency acknowledges that Agency will have no intellectual property right in any media, good or service developed or improved by Axon. Agency acknowledges that Axon may make any lawful use of My90 Data and any derivative of Agency Data including, without limitation, the right to monetize, redistribute, make modification of, and make derivatives of the surveys, survey responses and associated data, and Agency will have no intellectual property right in any good, service, media, or other product that uses My90 Data. 12. Agency Use of Aporepated Survey Response. Axon will make available to Agency Aggregated Survey Response and rights to use for any Agency purpose. 13. Data Subject Rights. Taking into account the nature of the Processing, Axon shall assist Agency by appropriate technical and organizational measures, insofar as this is reasonable, for the fulfilment of Agency's obligation to respond to a Data Subject Request regarding any Personal Data contained within My90 Agency Content. If in regard to My90 Agency Content, Axon receives a Data Subject Request from Agency's data subject to exercise one or more of its rights under applicable Data Protection Law, Axon will redirect the data subject within seventy- two (72) hours, to make its request directly to Agency. Agency will be responsible for responding to any such request. 14. Assistance with Requests Related to My90 Agency Content. With regard to the processing of My90 Agency Content, Axon shall, if not prohibited by applicable law, notify Agency without delay after receipt, if Axon: (a) receives a request for information from the Supervisory Authority or any other competent authority regarding My90 Agency Content; (b) receives a complaint or request from a third party regarding the obligations of Agency or Axon under applicable Data Protection Law; or (c) receives any other communication which directly or indirectly pertains to My90 Agency Content or the Processing or protection of My90 Agency Content. Axon shall not respond to such requests, complaints, or communications, unless Agency has given Axon written instructions to Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 37 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 {� AXON Master Services and Purchasing Agreement for Agency that effect or if such is required under a statutory provision. In the latter case, prior to responding to the request, Axon shall notify Agency of the relevant statutory provision and Axon shall limit its response to what is necessary to comply with the request. 15. Axon Evidence Partner Sharing. If Axon Evidence partner sharing is used to share My90 Agency Content, Agency will manage the data sharing partnership with Axon and access to allow only for authorized data sharing with Axon. Agency acknowledges that any applicable audit trail on the original source data will not include activities and processing performed against the instances, copies or clips that has been shared with Axon. Agency also acknowledges that the retention policy from the original source data is not applied to any data shared with Axon. Except as provided herein, data shared with Axon may be retained indefinitely by Axon. 16. Data Retention Phone numbers provided to Axon directly by Agency or at their direction, or by permitting My90 to access or connect to an information system or similar technology will be retained for twenty-four (24) hours, Axon will not delete Aggregated Survey Response for four (4) years following termination of this Agreement, There will be no functionality of My90 during these four (4) years other than the ability to submit a request to retrieve Aggregated Survey Response. Axon has no obligation to maintain or provide Aggregated Survey Response after these four years and may thereafter, unless legally prohibited, delete all Aggregated Survey Response. 17. Termination, Termination of an My90 Agreement will not result in the removal or modification of previously shared My90 Agency Content or the potential monetization of Survey Response and Aggregated Survey Response. 18. Managing Data Shared. Agency is responsible for: 18.1. Ensuring My90 Agency Content is appropriate for use in My90. This includes, prior to sharing: (a) applying any and all required redactions, clipping, removal of metadata, Togs, etc. and (b) coordination with applicable public disclosure officers and related legal teams; 18.2. Ensuring that only My90 Agency Content that is authorized to be shared for the purposes outlined is shared with Axon. Agency will periodically monitor or audit this shared data; 18.3. Using an appropriately secure data transfer mechanism to provide My90 Agency Content to Axon; 18.4. Immediately notifying Axon if My90 Agency Content that is not authorized for sharing has been shared. Axon may not be able to immediately retrieve or locate all instances, copies or clips of My90 Agency Content in the event Agency requests to un-share previously shared My90 Agency Content; 19. Prior to enrollment In Mv90. Prior to enrolling in My90, Agency will: 19.1. determine how to use My90 in accordance with applicable laws and regulations including but not limited to consents, use of info or other legal considerations; 19.2. develop a set of default qualification criteria of what My90 Agency Content may be shared with Axon; and 19.3. assign responsibilities for managing what My90 Agency Content is shared with Axon and educate users on what data may or not be shared with Axon. 20. Agency Responsibilities. Agency is responsible for: 20.1. ensuring no My90 Agency Content or Agency end user's use of My90 Agency Content or My90 violates this Agreement or applicable laws; 20.2. providing, and will continue to provide, all notices and has obtained, and will continue to obtain, all consents and rights necessary under applicable laws for Axon to process Agency Data in accordance with this Agreement; and 20.3. maintaining necessary computer equipment and Internet connections for use of My90. If Agency becomes aware of any violation of this Agreement by an end user, Agency will Immediately terminate that end user's access to My90. Agency will also maintain the security of end usernames and passwords and security and access by end users to My90 Agency Content, Agency is responsible for ensuring the configuration and utilization of My90 meets applicable Agency regulations and standards. Agency may not sell, transfer, or sublicense access to any other entity or person. Agency shall contact Axon immediately If an unauthorized party may be using Agency's account or My90 Agency Content or if account information is lost or stolen. 21. Suspension. Axon may temporarily suspend Agency's or any end user's right to access or use any portion or all of My90 immediately upon notice, if Agency or end user's use of or registration for My90 may (a) pose a security Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 38 of 40 DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 Master Services and Purchasing Agreement for Agency risk to Axon products including My90, or any third -party; (b) adversely impact My90, the systems, or content of any other customer; (c) subject Axon, Axon's affiliates, or any third -party to liability; or (d) be fraudulent. Agency remains responsible for all fees, if applicable, incurred through suspension. Axon will not delete My90 Agency Content or Aggregated Survey Response because of suspension, except as specified in this Agreement. 22. My90 Restrictions. Agency and Agency end users (including employees, contractors, agents, officers, volunteers, and directors), may not, or may not attempt to: 22.1. copy, modify, tamper with, repair, or create derivative works of any part of My90; 22.2. reverse engineer, disassemble, or decompile My90 or apply any process to derive any source code included in My90, or allow others to do the same; 22.3. access or use My90 with the intent to gain unauthorized access, avoid incurring fees or exceeding usage limits or quotas; 22.4. use trade secret information contained in My90, except as expressly permitted in this Agreement; 22.5. access My90 to build a competitive product or service or copy any features, functions, or graphics of My90; 22.6. remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices) of Axon's or Axon's licensors on or within My90; or 22.7. use My90 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 transmit malicious code. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 39 of 40 DocuSign Envelope ID: CB7601E9-C34C 4224-A447-0295D1527B21 AXON Master Services and Purchasing Agreement for Agency .......... Schedule 1- Details of the Processing Nature and Purpose of the P oeesiri a To help Agency obtain feedback from individuals, such as members of their community, aff„ or officers. Features of My90 may include: 1.1. Survey Tool where Agency may create, distribute, and analyze feedback from individuals it designates. Agency may designate members of the community, staff or officers from whom they would like to obtain feedback; 1.2. Creation of custom forms for surveys. Agency may select questions from a list of pre -drafted questions or create their own; 1.3. Distribution of survey via multiple distribution channels such as text message; 1.4. Ability to access and analyze Survey Response. Axon may also provide Agency Aggregated Survey Responses which contain analysis and insights from the Survey Response; 1.5. Direct integrations into information systems including Computer Aided Dispatch ("CAD"). This will enable Agency to share contact information easily and quickly with Axon of any individuals from whom it wishes to obtain feedback, enabling Axon to corrimunicatedirectly with these individuals; 1.6. Data Dashboard Seta Test ('"Data Dashboard") where Survey Response and Aggregated Survey Response will be displayed for Agency use. Agency will be able to analyze, interpret, and share results of the Survey Response, My90 may provide beta versions of the Data Dashboard that are specifically designed for Agency to test before they are publicly available; 1.7. Survey Responses Wit be aggregated and de -identified and may be subsequently distributed and disclosed through various mediums to: (1) Agency; (2) other Axon Agency; (3) privatecompanies; and (4) mbers of the public. The purpose of disclosure is to provide ongoing insights and comparisons on general policing and community trends. Prior to disclosing this information, Axon will ensure that the Survey Response has been de -identified and aggregated or transformed so that it is no longer reasonably capable of being associated with, or could reasonably be linked directly or indirectly to a particular individual; and 1.8. Provide services and materials to engage Agency stakeholders, market the partnership to the public, and facilitate training. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 19.0 Release Date: 8/18/2023 Page 40 of 40 DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D15271321 101223 Iic Safety Video Surveillance Solutions with elated quh ent, So ware and Accessories Vendor Details Company Name: Axon Enterprise, Inc. Does your company conduct business under any other name? If AZ yes, please state: 17800 N. 85th Street Address: Scottsdale, Arizona 85255 Contact: Sales Ops Email: contracts@axon.com Phone: 480-905-2000 Fax: 480-991-0791 HST#: 86-0741227 Submission Details Created On: Wednesday August 30, 2023 10:37:47 Submitted On: Wednesday October 11, 2023 15:09:59 Submitted By: Sales Ops Email: contracts@axon.com Transaction #: af6bb863-0ce1-46b3-8191-7a3da35d0e85 Submitter's IP Address: 69.207.124.95 Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 Specifications Table 1: Proposer Identity & Authorized Representatives General Instructions (applies to all Tables) Sourcewell prefers a brief but thorough response to each question. Do not merely attach additional documents to your response without also providing a substantive response. Do not leave answers blank; respond "NIA" if the question does not apply to you (preferably with an explanation). Line Item Question Response* 1 Proposer Legal Name (one legal entity only): (In the event of award, will execute the resulting contract as "Supplier") 2 Identify all subsidiary entities of the Proposer whose equipment, products, or services are included in the Proposal. Identify all applicable assumed names or DBA names of the Proposer or Proposer's subsidiaries in Line 1 or Line 2 above. on Enterprise, Inc. Axon Enterprise, Inc. is not a subsidiary of another firm or company; Axon is the direct or indirect parent company of the following entities: • Axon Enterprise Holding Company, LLC, organized In the United States Vievu, LLC, organized in the United States • Dextro, Inc., organized in the United States • amillar Inc., organized in the United States ti ediasoly Solutions Corporation, organized in the United States Axon Public Safety B.V., organized in the Netherlands • TASER Holland B.V., organized in the Netherlands • Axon Public Safety Canada, organized in Canada • Axon Public Safety U.K. Limited, organized in the United Kingdom • Axon Public Safety Australia Pty Ltd., organized in Australia • Axon Public Safety Germany SE, organized in Germany • Axon Public Safety Southeast Asia LLC, organized in Vietnam • Axon Public Safety Finland Oy, organized in Finland • Axon Public Safety India Private Limited, organized in India • Axon Public Safety Hong Kong Limited, organized in Hong Kong • Axon Enterprise Italia S.r.I., organized in Italy Axon Enterprise, Inc. is also referred to as Axon. 4 Provide your CAGE code or Unique Entity Identifier (SAM): Proposer Physical Address: TBW7MGPYURM7 17800 N. 85th St. Scottsdale, AZ 85255-6311 6 Proposer website address (or addresses): 7 Proposer's Authorized Representative (name, title, address, email address & phone) (The representative must have authority to sign =the "Proposer's Assurance of Compliance" on behalf of the Proposer and, in the event of .award, will be expected to execute the resulting contract): Proposer's primary contact for this proposal (name, title, address, email address & phone): exon.corn Robert Driscoll 17800 N. 85th St. Scottsdale, AZ 85255-6311 bobby@axon.com 1-408-502-6257 Kenneth Maum 17800 N. 85th St. Scottsdale, AZ 85255-6311 kmaum@axon.com 1-315-251-5882 9 Proposers other contacts for this proposal, if any (name, tiUe, address, email address & phone): Ashley Forbrich 17800 N. 85th St. Scottsdale, AZ 85255-6311 aforbrich@axon.com 1-301-356-5253 Table 2: Company Information and Financial Strength Line Item uestion Response'4 Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 10 Provide a brief history of your company, including your company's core values, business philosophy, and industry longevity related to the requested equipment, products or services. 11 What are your company's expectations in the event of an award? Since 1993, Axon Enterprise, Inc. has been committed to delivering safe, secure solutions for law enforcement, militaries, and citizens. From our humble beginning as TASER International, Inc. to now, we have worked diligently to develop a network of TASER smart weapons, body cameras, and industry -leading cloud -based evidence management software to help accomplish a singular goal —to protect life. Over this time, we have partnered with more than 7,500 law enforcement agencies to deploy tailored solutions designed to preserve transparency and truth. With 10 offices based in Arizona, Washington, Australia, Canada, Finland, Germany, India, the Netherlands, the United Kingdom, and Vietnam, Axon's team of more than 1,000 employees continue to define smarter policing through the development of industry -leading technology solutions. We are Axon. Axon is a market -driven organization dedicated to solving real problems for law enforcement agencies. We create meaningful value through high -quality products, enhanced technology solutions and extraordinary service. We are proud of the values with which we conduct our business. We instill a culture of morality and good ethical conduct in all our business practices. We have and will continue to uphold the highest levels of business ethics and personal integrity in all types of transactions and interactions, both intemally and in dealings with our customers, vendor, suppliers and other business relationships. To this end, our Code of Business Conduct and Ethics Code serves to (a) emphasize the Company's commitment to ethics and compliance with the law; (b) set forth basic standards of ethical and legal behavior; (c) provide reporting mechanisms for known or suspected ethical or legal violations; and (d) help prevent and detect wrongdoing. All employees are required to read and sign our Code of Business Conduct and Ethics policy, which is available on our website https://www.axon.com/legal. Additionally, our employees and business practices are guided by our core values, which are: BE OBSESSED: Walk with the customer as you transform their world. We never want to develop or sell something that you don't want or need. We're obsessed with creating products that solve real problems and add value. If it doesn't benefit you, then we rethink what we're doing. AIM FAR: Think big with a long-term view. We want to reinvent the world to be a safer, better place. We've failed spectacularly a few times, but that's what you get when you aim for the stars. That's our final destination. WIN RIGHT: Win with integrity. We are fiercely competitive and have an unquenchable thirst to win, but we don't think winning and doing the right thing are mutually exclusive. Our challenge is to make them synonymous, and never compromise our integrity. OWN IT: Commit, take action, and deliver. We empower individuals to step up and take initiative. Be an owner and see things through to completion. That's the only way we've been able to succeed as a company, and it's the only way we will continue to grow. JOIN FORCES: Act as one global team. Creating the future is a team sport. When a company scales globally in 40 different markets with multiple technology stacks ranging from wearables and cloud to electronic weapons, you need teamwork. We're one global team committed to an audacious vision. EXPECT CANDOR: Deliver with respect and assume positive intent. Candor gets critical issues elevated, puts truth on the table, and gets us to the right answer faster. How can we be the best version of ourselves ands the best company we can be, if we can't offer and be given critical feedback. If awarded a contract again, Axon will continue to actively include Sourcewell in our marketing efforts as an option to our customers. 12 Demonstrate your financial strength and stability with meaningful data. This could include such items as financial statements, SEC filings, credit and bond ratings, letters of credit, and detailed reference letters. Upload supporting documents (as applicable) in the document upload section of your response. 13 What is your US market share for the solutions that you are proposing? Axon is a public company and our latest annual report (2022) is attached. Expected annual revenue for 2023 is approximately $1.5B USD. Axon signs long-term contracts and a large portion of our revenue is from subscriptions, providing a very stable financial base. Further information can be obtained at: https://investor.axon.com/. works with over 17,000 public safety agencies globally and is a major supplier of public safety equipment. For body-wom cameras, Axon has a market share of approximately 14% in the US. ,The vehicle cameras represent a 7% market share, and DEMS 4%. Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 .14 ylthat`is your Canadian market share for the ons that you are proposing? 15 16 Has your business ever petitioned for bankruptcy pro on? If so, explain in detail. How is your organization best described: is :it a manufacturer, a distributoddealed. Iler, or a service provider? Answer whichever question (either a) or b) just below) best applies to your organization. a) If your company is best described as a distributorddealerir« alter (or similar entity), provide your written authorization to act as a d€strbutordd alerdre eIler for the menu urer of the products proposed in this RFP. If applicable, is your dealer network independent or company ed` b) if your company is best de *+ as a manufacturer or service provider, describe ur relationship with your sales and service and with your dealer network in delivering the products and services proposed in this REP. Are these individuals your emplt, _, or the employees of a third party? Axon works with over 17,000 public safety agencies globally and is a major supplier of public safety equipment. Canada is not separately tracked, but generally mirrors the US. For body-wom cameras; Axon has a market share of approximately 14% in the US. The vehicle cameras repr nt a 7% market share, and DEMS 4%. Axon has never petitioned for bankruptcy protection. a} N/A b) Axon Sales Repr ntati es play a pivotal rote lri knowing business need applyins technological utitans to solve potentlat ntaell saes. Th. represent must have a tuskless rnindsetE that enables them t t understand complex challenges and present solutions that might solve th They are empt s ;of Axon Enterprise, tno, Some sales representatives wor from our main office in ttsdale. AZ and others work throughout the United Slates and globally, rein servi« . Axon Prof tonal Service employ: « , support and install the ority of our products. Axon utilizes ProLgic for some aspects of installation of ur Axon Fleet and Axon Interview solutions. Axon handles technical support and repairs for all of its manufactured products Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 17 If applicable, provide a detailed explanation outlining the licenses and certifications that are both required to be held, and actually :held, by your organization (including third parties and subcontractors that you use) in pursuit of the business contemplated by this RFP. 18 Provide all "Suspension or Debarment :information that has applied to your organization during the past ten years. AXON EVIDENCE Axon's compliance demonstrates our commitment to providing a trustworthy platform and; offers customers a way to understand the controls that have been put in place to secure Axon Evidence and their data. Axon holds the following certifications, in partnership with Microsoft Azure, for Axon Evidence. CJIS Compliant ISO/IEC 27001:2013 Certified - Information Security Management Standards ISO/IEC 27018:2014 Certified Code of Practice for Protecting Personal Data in the Cloud • CALEA Standard 17.5.4 Compliant SOC 2+ Report Cloud Security Alliance - CSA STAR Attestation (Level Two) Cloud Security Alliance CSA STAR Self -Assessment (Level One) • FedRAMP Joint Authorization Board (JAB) Provisional Authority to Operate (PATO) at the Moderate Impact Level (applicable only to the US Federal Region of on Evidence). Axon has achieved a Fed , P Joint Authorization :.srd (JAB) Provisional Authority to Operate (P-ATO) at the Moderate Impact Level. Axon's Compliance website(https://www.axon.com/trust/compliance) includes additional information on our security certifications as well as copies of certificates and compliance documentation. AXON BODY CAMERAS Batteries used in Axon body-wom cameras meet the following safety standards. • UL1642 UL2054 IEC 62133 AXON FLEET • The Axon Fleet solution is wholly FCC certified, the Axon Fleet camera FCC ID is X4GS00947. • Per the component -based standards as set by Electronic Industries Association (EIA), Axon Fleet utilizes industry standard components, which meet all necessary standards for sale and use in the United States. • Axon Fleet's communication interfaces are designed to IEEE 802.15.1 and IEEE 802.11 guidelines and is IEC 60529 and IEC55022 compliant. • Axon Fleet has been tested to and meets ISO 16750-2:2012, ISO 17215- .1:2014, and ISO 13766:2006. • The system hardware components of the system are low -voltage devices. Axon Fleet batteries comply with UL 1642 and UL 2054. • Axon Fleet batteries are UL 1642 compliant. QUALITY ACCREDIDATIONS MANUFACTURING • ISO 9001 — Axon is accredited to design, develop, manufacture, -distribute, and provide services for public safety solutions including, but not limited to digital video recorders and accessories used in the law enforcement industry. These products and services are manufactured and supported according to ISO standards. • ISO 14001 - Environmental INFORMATION SECURITY • ISO 27001 — Axon is aligned with the scope of the ISO 27001 certification; the Information Security Management System that govems all customer data that resides in the Axon Evidence application. Axon has not been suspended or disbarred in the past ten years. Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 Table 3: Industry Recognition & Marketplace Success any relevant industry awards or recognition that your company has received in the past five years 20 percentage of your sales are to the govemmental sector in the past three years 21 What percentage of your sales are to the education sector in the past three years 22 List any state, provincial, or coopera purchasing t you hold. What is the annual sales volume for each of these contracts over the past three years? 23 List any GSA contra Is or Standing Offers and Supply Arrangements (SOSA) that you hold, What is the annual sales volume for each of these contracts over the past three years? Table 4: References/Testimonials Response* • Axon was recently awarded Comparably's 2022 awards for Best Sales Teams of 2022, Best Places to Work in Phoenix 2022 and Best Company Outlook 2022. The overall culture score, 98/100 or A+, incorporates employee ratings based on their feedback on the Professional Development, CEO Rating, Manager and more. hrips://www.comparably.com/companies/axon • In 2021, Axon won for Best Company for Women 2021 and Best Company Culture 2021. Based on 6,069 ratings and 210 participants, employees at Axon are very satisfied with their work experience. • Axon won 3 awards in 2019 and 4 awards in 2018. In 2019, Axon won for Best Company Compensation 2019, Best Engineering Team 2019 and Best Company Outlook 2019. • In 2018, Axon won for Best Company Culture 2018, Best Company Happiness, Best Company Perks & Benefits and Best Company Compensation. Based on 6,069 ratings and 210 participants, employees at Axon are very satisfied with their work experience. The overall culture scare, 87/100 or A+, incorporates mployee ratings based on their feedback on the Office Culture, eNPS. Diversity d more. `4% • Sourcewell Contract #010720 AXN: $775M+ • Texas BuyBoard 803-20 (CEW only): $15M+ • City of Charlotte CCPA Contract 2022000665: $25M+ • League of Oregon Cities (fka NPP) Contract No. PS20270: $110M+ • New York State Police Contract No. PA01857: $595K+ '• State of Arizona No. 8PM002192/CTR049284-1: $10M+ • State of Delaware PA for LOC Contract No. GSS20808-TASERS: $90K+ • State of Kansas Contract No. 42523: $4M+ • State of Michigan Contract No. 071B4300067: $4M+ • State of Minnesota Contract 199111: $1M+ • State of New Jersey T0106/17-FLEET-00738: $95M+ • State of Oregon CEW Contract No. 8913: $400K+ State of Pennsylvania Contract No. 4400019257: $18M+ • Washington State DES Contract No. 04220 for CEW: $960K+ Please note that since most Axon sales are for a five-year term, the above dollar amounts represent the approximate overall contract values over a five-year period and are not fully indicative of sales over the last 3 years, on does not hold any GSA contracts. Line Item 24. Supply reference information from three customers who are eligible to be Sourcewell participating entities. Entity Name * Contact Name * Burbank Police Department, Califomia Jason Miller Gilbert Police Department, Arizona Avondale Police Department, Arizona Noah Baker Lt. Mathew Hintz Phone Number * 1-818-238-5096 1-480-635-7326 1-623-333-7302 Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 Table 5: Top Five Government or Education Customers Line Item 25. Provide a list of your top five govemment, education, or non-profit customers (entity name is optional), including entity type, the state or province the entity is located in, scope of the project(s), size of transaction(s), and dollar volumes from the past three years. Entity Name Entity Type* Province* Scope of Work * Size of Transactions * 'Years Volume Past Three Fort Worth Govemment Texas -TX Officer Safety Plan (OSP7+) for Approximately $200K - Approximately $68M+ Police 1600+ users, 600 Axon Fleet 3 $66M Department Advanced, 43 Axon Interview rooms Fort Bend Govemment Texas -TX :483 OSP7+, 152 Unlimited 7+, Approximately $50K — Approximately $22M+ County 424 Axon Fleet 3 Basic + TAP ,$17M Sheriffs Office Manatee Govemment Florida - FL 550 OSP7+, 250 TASER 7 Cert, Approximately $1M — $3M Approximately $17M+ County 800 VR Unlimited Sheriffs Office Travis County Govemment Texas -TX 287 Axon Body 3 cameras, 90 Approximately $100K — Approximately $15M+ Sheriffs Office Axon Fleet 3 in -car cameras, $13M Axon Evidence, Axon Interview Room Grand Prairie Police Department Govemment Texas -TX OSP7+ Premium with TASER 7 .Approximately $19K — Approximately $14M+ products, Axon Body 3 cameras, $12M Axon Fleet 3 in -car cameras, Axon Dispatch, Axon Records, and Axon Evidence software for 200+ users Table 6: Ability to Sell and Deliver Service Describe your company's capability to meet the needs of Sourcewell participating entities across the US and Canada, as applicable. Your response should address in detail at least the following areas: locations of your network of sales and service providers, the number of workers (full-time equivalents) involved in each sector, whether these workers are your direct employees (or employees of a third party), and any overlap between the sales and service functions. Line hem Question Response * Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 26 Sales force. Axon directly employs approximately 250 employees in sales -related positions who are committed to selling and delivering service to Sourcewell entities across the US and Canada. Our sales resources are spread throughout the US and Canada. This ensures that we have qualified Axon employees close to our customers in order to conduct site visits, demonstrations, or to check on customer satisfaction. Axon organizes representatives into sales divisions to provide services to agencies based on multiple factors including agency type, agency size (Le, swom officer counts), agency geographic location, whether the agency is an existing Axon customer or building a new relationship with Axon, and Axon product types. Our multiple sales divisions help ensure we have qualified Axon employees close to Sourcewell entities to provide you with conducted energy weapon equipment, products, and services; conduct site visits; provide demonstrations; and check on customer satisfaction as needed. All sales representatives have access to the Sourcewell contract via our Salesforce system. Our hiring process is designed to find the highest caliber employees to help us achieve our mission. take the hiring process seriously, as Axon Sales Representatives play a pivotal role in knowing business needs and applying technological solutions to solve potential challenges, These representatives must have a "business mindset," that enables them to understand complex challenges and present solutions that might ve these. Axon's hiring process intends to identify candidates who can do this actively. its our intention to hire people who also derive great satisfaction in ping others solve challenges through technological adoption, implementation, and advancement. andidates are first phone screened by highly qualified firms who seek top talent m related industries. They are then screened again by a senior member of the Axon team to vet their personal and professional qualifications. During this time, candidates demonstrate how they have successfully Teamed about past businesses nd helped solve their challenges through complex technological solutions. tt is xpected that candidates can demonstrate success in doing so throughout multiple years of their professional careers The most successful candidates are then invited to Axon headquarters or, as our workforce expands geographically, are invited to participate in multiple on-line interviews. _uring this process, they meet approximately five senior members of the Axon team o more deeply validate who they are personally and professionally — personal _racterlstics, business skill, cultural fit within public safety, organiizational fit within one The internal team then debriefs about the candidate's potential fit as a resentative of the company, on law enforcement's behalf, internal team finds the candidate appropriate in this position, the candidate _s on to preparing and providing a plan for how they are going to work with a ber of accounts. This includes an understanding of how they're going to rch, engage, understand, and work with each potential agency, They present the hiring manager (a Director or Vice President at Axon). „ppropriate, candidates move on to the final stage of the review and hiring process. During this final stage, candidates speak directly with the Vice President of the Axon Sales Team or with the Executive Vice President of Global Sales for the organization. During this time, the candidate, once again, reviews their personal and professional qualifications as welt as their approach to working within the organization and with public safety agencies, At this lime, a decision to extend an offer of employment is made. The multiple steps and many stakeholders in the hiring process are to ensure proper rigor in vetting those who work with the many 'es we have or would like to partner with through a business engagement. The Axon organization is a proud technological partner of many in public safety and looks forward to hiring many more qualified individuals to appropriately work with, understand, and solve challenges within, for, and alongside countless agencies for years to come. 27 Dealer network or other distribution methods. Bid Number: RFP 101223 Axon does not sell the video solutions that are the subject of this RFP in the US or Canada through distributors. Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 28 Service force. Axon employes approximately 145 in customer support positions who are committed to providing Sourcewell entities with post -sales and post -deployment support. 29 Describe the ordering process. If orders will be handled by distributors, dealers or in the United States and Canada does not sell our video products. others, explain the respective roles of the Proposer and others. Axon has a full customer and technical support division available 24 hours a day, seven days a week. The Technical Support team is based in Scottsdale, Arizona with additional employees in our Melbourne, Australia and Daventry, UK offices. • REPAIR (RMA) DEPARTMENT The Retum Material Authorization (RMA) department is located at Axon Headquarters .in Scottsdale, Arizona. The RMA department prioritizes retumed products for analysis and/or repair on a first -in -first -out (FIFO) basis, based on the severity of the .complaint (or unless otherwise requested by the agency). The general tum-around-time for a full resolution is less than 30 calendar days from receipt of the returned product. Axon provides agencies with the ability to manage RMA requests within Axon Evidence. Authorized users will be able to create, update, save, submit, and track device returns for their agency in one place. Axon Evidence Device Return Service is integrated with FedEx and return shipping labels are provided at no extra charge. RMAs may also be generated at https://retums.axon.com, although retum shipping labels are not available via this method. Upon receipt of the item(s), the RMA department will conduct a failure analysis investigation to determine the root cause of the issue and repair the item if possible. It is at Axon's sole discretion to repair or ;replace a device as identified in the original manufacturer warranty and/or the extended warranty policy. CUSTOMER SUCCESS MANAGERS (CSM) Throughout the length of their contract, some customers will have a dedicated, in country Customer Success Manger (CSM). This is determined on the size and location of the customer; Currently the CSM team is operating within the United 'States only. The team is being expanded, but we do not have an estimated time of implementation in Canada. The CSM will have comprehensive knowledge of a customers' solution and its components, including any applicable custom integrations. The CSM will be available to offer support and escalate any issues or concerns as needed. Axon will process orders from Sourcewell members directly, as our distributor network The ordering is simple and primarily follows a process where the customer will contact an Axon sales resource. The sales resource will use pre -defined Sourcewell skus in Salesforce to request a quote from our intemal quoting department. The department will create a quote using the pre -approved pricing and release the quote to the sales resource. The sales resource will either provide the quote directly, or will work with the Axon Proposal Team to deliver the offer. The entire process is tracked within ° Salesforce. Quarterly, our intemal Sourcewell resource runs reports from Salesforce and uses this data to prepare and submit quarterly reports to Sourcewell. Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 30 Describe in detail the process and procedure of your customer service 'program, if applicable. Include your response -time capabilities and commitments, as well as any Incentives that help your providers meet your stated service goals or promises. 31 Describe your ability and willingness to provide your products and services to Sourcewell participating entities in the United States. 32 'Describe your ability and willingness to provide your products and services to Sourcewell participating entities in Canada. 33 Identify any geographic areas of the United States or Canada that you will NOT be fully serving through the proposed contract. 34 ;Identify any Sourcewell participating entity sectors (i.e., government, education, not -for - .profit) that you will NOT be fully serving through the proposed contract. Explain in detail. For example, does your company have only a regional presence, or do other .cooperative purchasing contracts limit your ability to promote another contract'? 35 Define any specific contract requirements or restrictions that would apply to our participating entities in Hawaii and Alaska and in US Territories. Customers can initiate live phone support 24 hours a day, seven days a week by calling the support center at +1-800-978-2737 (extension 2), or via email at Support@axon.com. Online, email -based support and remote -location troubl ongoing basis as part of your investment in the Axon Calls are first routed to the Tier 1 technical support team. Through troubleshooting, they can resolve most calls. If at any point an issue needs to be escalated to a higher technical tier, the call may be immediately transferred to a Tier 2 support specialist, or a phone number may be taken for a callback, depending on call volume and issue complexity. The following describes our levels of support available by tiers (based on the nature and criticality of the issue): TIER 1 TECHNICAL SUPPORT - GENERAL HOW-TO QUESTIONS • Frequently asked questions (FAQs) • Product navigation • Feature clarification • Standard queries • Assistance with known solutions TIER 2 TECHNICAL SUPPORT • Advanced Product trouble shooting • Advanced Axon Evidence Configuration • Any Escalated issues from Tier 1 support TIER 3 ENGINEERING SUPPORT • Critical problem or recurring problems rendering the product inoperable or requiring workarounds, bug fixes, testing and/or simulation The targeted response time for critical problems is one business day. The targeted resolution time (depending on severity and potential workarounds) is between less than 24 hours to less than two weeks, Monthly, the Customer Service and Support team manager evaluates three calls for each team member. This audit checks adherence to policies, troubleshooting ability and customer satisfaction, Team members are evaluated on the scores they receive each month. Additionally, each team member is evaluated on their customer feedback score and the number of cases that remained unresolved after 24 hours. This assesses customer satisfaction and ensures that cases are handled in a timely manner, re included on an Axon is willing to provide all included products and services to Sourcewell participating entities in the United States. Axon is willing to provide all included products and services to Sourcewell participating entities in Canada. There are no restricted areas in the United States or Canada for the proposed contract. Axon will serve any participating sectors for the proposed contract. Axon does not have any specific contract requirements related to Hawaii or Alaska for this contract. Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 Table 7: Marketing Plan Line Item Question Response"' 36 Describe your marketing strategy for promoting this contract opportunity. Upload representative samples of your marketing materials (if applicable) in the document upload section of your response. 37 Describe your use of technology and digital data (e.g., social media, metadata usage) to enhance marketing effectiveness. 38 In your view, what is Sourcewell's role in promoting contracts arising out of this RFP? How will you integrate a Sourcewell-awarded contract into your sales process? 39 Are your products or services available through an e-procurement ordering process? If so, describe your e-procurement system and how govemmental and educational customers have used it. Table 8: Value -Added Attributes As a current Sourcewell contract holder, Axon already has programs in place to educate staff and perspective customers on the appropriate use of the contract mechanism. Our sales team is our primary link to customers and our best path for marketing cooperative contract benefits to our customers. Our sales teams favor cooperative contracts because they simplify the sales process. We focus education intemally on our sales and contract teams. All sales staff are trained on the availability and use of cooperative contracts. This is done through sales training and webinars, and the contracting process is built into our tools, such as Salesforce . We are also expanding our internal resource guides specifically with information on cooperative contracts. This tool provides sales teams with information on all our cooperative contracts, including availability dates, authorized users, price lists and relevant terms and conditions. The tool also includes the public links and information that can be provided to customers to improve their awareness and tie them directly to cooperative resources, such as Sourcewell. Our Salesforce tracking system for order processing includes internal links to the available cooperative contracts which customers may use for purchasing Axon products. By ensuring our sales force has access to this information, our representatives are able to quickly provide details for agencies to engage in pricing discussions and justify purchasing via a cooperative. We have also run public webinars to educate potential customers on different buying options. Cooperative Contracts Webinar (axon.com). We actively recruit staff, including legal staff, with knowledge of cooperative contracts. This is another way of expanding the visibility both intemally and externally https://www.axon.com/job/5738892003. Axon uses a variety of technologies to enhance our marketing effectiveness. This includes visibility on various platforms such as Linkedln, where we leverage both text and custom videos to inform customers of new products and to demonstrate thought leadership. In addition, we maintain a detailed website where both current and prospective customers can access detailed information, including product sheets, training materials, event schedules, and detailed user documentation. Our Salesforce database provides detailed information on customer buying habits, prospective opportunities, and actions taken. It is integrated with our purchasing processes to ensure a smooth connection between sales and ordering processes. Axon provides on-line and in -person demonstrations of our products, attends trade shows, and has a travelling road show where people can get detailed information and hands -en access to our products. Some of these more traditional technologies are still the most effective ways to reach customers. Sourcewell can help promote membership to law enforcement agencies who may not realize they are members. Axon has seen in past interactions that many agencies do not know they are already members of a cooperative. Because we already have a Sourcewell contract, the foundation for integration is already in place. Upon award of a new contract, we will announce it to our sales teams, and update SFDC to ensure that any new pricing or terms are available to the sales teams. We will also update any training as needed to reflect the new contract. Yes, Axon provides an ecommerce site that requires an authorized login and purchase eligibility to access. The ecommerce site acts as another 'ingestion point' for orders. The platform is intended to make ordering faster, easier, and more efficient. The site customizes product visibility and includes contracted pricing for each agency. We allow authorized customers to pay by credit card. With prior authorization by both an agency and Axon, we will also allow Purchase Orders/Invoices. After the order is placed, it is processed as any other order would. The e-procurement site is generally used for small add on products. Most govemment and education customers work directly with sales representatives for more complex projects. Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 Line Item 4 Question Response* Describe any product, equipment, maintenance, or operator training programs that you offer to Sourcewell participating entities. Include details, such as whether training is standard or optional, who provides training, and any costs that apply. Bid Number: RFP 101223 :Training is a standard part of all Axon programs and is included in the base cost of the program. Training Overview Axon's training approach is aligned with the overall coordination of the integrated body-wom camera, in -car camera, and digital evidence management solution implementation. Our :approach ensures that those responsible for administering the digital evidence ecosystem, as well as those responsible for using our systems and devices, have multiple options for .initial and recurring training. We will provide initial training, as well as access to the on-line Axon Academy for refresher training, and future training of new users. Axon is highly flexible with our training options, and can adjust courses and approaches as needed based on discussions in the project planning phase. Training is largely centered around the types of users and devices, focusing on those with administrative responsibility, in house trainers, detectives, redaction technicians, body -worn camera users and Fleet users. Our proposed training is outlined below. Training Materials ,Our Professional Services team will provide soft copies of User Guides, Axon Quick Start Guides, and Manuals, Axon Evidence Administrator Reference Guide, Axon Evidence Security Guide, End -to -End Deployment Guide, Implementation Best Practices Guideline, and a Go -Live Checklist. 'Additional curriculum and support materials include, but are not limited to: Job Aids E-Learning Certification Programs Video Training Demonstrations Software Simulations Enrollment for Virtual Classes Recordings of Previous Classes and Demonstrations Sample Lesson Plans Key User Training (Train the Trainer) End users can be trained one by one or in a train -the -trainer style. For a department of the size of Champaign, we advise training an initial subset of key end users. This group will .serve several roles, including confirmation of system functionality, performance, and feedback on any localized issues that had not been previously identified. 'This initial subset of trainees can act in a "train the trainer" capacity for their co-workers and typically become a resource when newer users are activated and require training or assistance. System Administration Training System Administrator training typically consists of a session covering custom roles and permissions, retention categories, and other critical Axon Evidence settings. Additionally, Axon Evidence features will be discussed, including working with evidence, redaction capabilities, case functionality, reporting options, audit trails, and device inventory. Administrators will also learn how to configure items specifically related to Axon Body 3, Axon Fleet 3, Axon Signal, and ALPR. Each System Administrator training session is generally three to four hours in length and can accommodate up to 10 users. Axon Evidence User Training If training for evidence technicians, supervisors, detectives, or redaction technicians is necessary for your program, our team can accommodate those needs. These sessions are customized and will cover portions of Axon Evidence that are central to the job functions of those in attendance. Recommended Class Structure / Training Plan 'Under this project, Axon will provide the following training classes: One (1) three-hour Super User (Administrative) Training session (two (2) sessions can be conducted, if needed). There is no limit to the number of attendees for these sessions. One (1) three (3) hour Train the Trainer session. There is no limit to the number of attendees for these sessions. One (1) one and a half (1.5) hour Evidence Tech Training. There is no limit to the number of attendees for these sessions. Fleet 3 Training - Generally, end users will be trained on the system when they retum to pick up their vehicle after hardware installation is complete. They will be trained on system operation and best practices. This process can be modified if needed; in some larger agencies a group of end users may be trained, who will then train other groups of end users. The customer trainers would then complete the rollout of the cameras and training to all the officers. The number of classes will vary depending on the size of each department. For customer train the trainer rollout, we recommend a limit of 15 officers per class. .Training is normally conducted at the beginning of a shift so that the officer can begin using the equipment immediately. Having training coincide with deployment reinforces the material taught during training and allows any issues that arise to be addressed by training staff immediately. While this is our recommended and proposed class structure and curriculum, our approach is flexible and can be modified to meet the needs of different customers. Additional Training Resources and Continued Leaming Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 Our continued learning site, Axon Academy, is your go -to online resource for learning more about your TASER smart weapon, Axon camera, Axon Evidence account, and how each of these components interface with other elements of the Axon ecosystem. Supported by the Police One web infrastructure, Axon Academy is a convenient and secure way of accessing information to help agencies make the most of the Axon Ecosystem of products and digital evidence management software. Within Axon Academy, there are three different ways to leam: ON -DEMAND E-LEARNING MODULES — Each of these modules address a different element of the Axon Ecosystem and provide a self -paced, individual leaming experience whenever is convenient for your users VIRTUAL TRAINING COURSES — these courses are offered live via the web, and give your users the ability to participate in a class and interact with the instructor CERTIFICATION PROGRAMS — Our comprehensive certification programs allow leamers to pull together a specified list of resources to quantify their knowledge in a particular area (e.g., CEWs, Axon Evidence, Axon cameras). Training content is developed and maintained by Axon subject matter experts and supporting documentation is designed to provide a simple and straightforward way of leaming about c to+"+ = The database continues to grow as our product and service offering expands. 41 Describe any technological advances that your proposed products or services offer. Axon Body 4's integration with the Axon Ecosystem enables dispatch and command staff to gain real-time situational awareness of events in the field through Axon Respond. Axon Respond enables remote personnel to quickly gain insight into a call -for -service or an officer's whereabouts. By simply signing into Axon Evidence or the Axon Respond mobile application, users can use the Axon Respond Map to view the real time location of officers wearing the Axon Body 4 or vehicles equipped with the Fleet in -car cameras, as well as receive live alerts and notifications. This solution is provided anytime LTE connectivity is available. If an agency elects to upgrade to Axon Respond+, video can also be live streamed from the LTE enabled cameras. When livestreaming begins, the officer will be notified via audible and haptic (vibration) feedback and visually by an icon on the display. If stealth is enabled, the officer will not be notified. A new 'Watch Me" button on Axon Body 4 devices empowers officers to signal for an additional set of eyes to watch their back when responding to calls. When an officer presses this button, Axon Respond users receive a notification within moments so they can immediately support the officer. This enables supervisors and dispatchers to prioritize which officers can most benefit from additional support. A new Voice Communication functionality is also available on Axon Body 4 devices. After starting a livestream on Axon Respond, Respond users then have the ability to start a v ton with the device wearer by pressing the "Start Call" button. The Respond viewer n then communicate with the officer by our "push -to -talk' feature. The device wearer can hands -free talk back to the Respond viewer. This feature supplies officers and supervisors with a communication method through Axon Respond. Thy capabilities make it possible for those not on scene to gather better intel and help officers in the field as situations change. Whether checking in on a responding officer or sharing tactical advice during a critical event, Axon Respond gives your agency access to information in the moment. Video and audio are Iivestreamed via WebRTC (Web Real -Time Communication) protocol, with media secured using SRTP (Secure Real -Time Transport Protocol), and encryption keys agreed upon using DTLS (Datagram Transport Layer Security). All are industry standards. Today, livestreaming uses AVC (h.264) for video encoding and G.711 p-law for audio. Axon Body 4 bi-directional voice communications are encoded with Opus. Livestreams consume 800kbps-1 Mbps. ALPR INTEGRATED ALPR OVERVIEW Axon Fleet 3 revolutionizes daily patrol by fully integrating ALPR and evidence cameras into a single unit. This addition enables communities to make the most of ALPR coverage and helps identify more offenders, missing persons, and stolen vehicles when patrolling your Ircommunities. Though most U.S. law enforcement agencies already use ALPR technology today, the cost to deploy and outfit an entire fleet of patrol vehicles can be very expensive. Fortunately, Axon Fleet 3's level of integration changes the economics of ALPR. There is no additional installation required to enable ALPR meaning no additional equipment, drilling of holes, extemal mounting of hardware/cables, or complicated camera aiming/calibration processes. HOTLISTS The ALPR process starts by setting up hotlists within Axon Evidence. These hotlists are made up of known license plates and vehicles of interest that are either stolen, wanted for, or potentially associated with unlawful activity or missing persons. They often fall into the following categories: A list of license plates or vehicles known to be stolen A list of license plates or vehicles known to be associated with known or potential criminal activity such as gang involvement, watch lists, known associates of criminal activity, etc. A list of license plates or vehicles with administrative issues such as unpaid vehicle Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 registration, unpaid traffic fines, etc. Hottists are then sent to the Axon Fleet 3 vehicles via incremental updates when changes are made. Typically, if a plate is added to a hotlist, the hotlist is updated in all Axon Fleet 3 vehicles within minutes if they are on and connected. ALPR DETECTION Axon Fleet 3's ALPR technology will activate once the in -car system is booted up. As long as the Axon Fleet 3 in -car system is powered on, the ALPR technology will continue to operate even if the Axon Fleet Dashboard application is not running or the MDC is powered off. The Dual -View Camera leverages built-in 4K sensors to help legibly capture license plates up to 3 lanes away and -50 feet (15.2 meters) in distance, at a closing speed of -140 MPH (-225 km/h). Plate reads and hits are encrypted and stored on the Axon Hub and securely uploaded to our CJIS-certified cloud storage. ALPR ALERTS Axon's ALPR is accessible from the Axon Fleet Dashboard application that runs on the MDC. Users can easily navigate between ALPR and in -car video workflows. Once the camera makes a plate read, plates are compared to agency hottists and, if there is a match, an alert is generated and presented on the MDC via the Axon Fleet user interface for officer disposition. Our ALPR technology will alert the in -car system less than one second after a plate is read. If multiple plate reads or hits happen at the same time, all plate reads and hits will be saved, but the highest severity read or hit will be prioritized for an alert. Once an alert is detected and confirmed as correct, the Axon ALPR system will copy the plate number to the Windows clipboard so that it can be easily pasted Into and validated by a CAD application. This seamless integration between systems helps improve workflows and efficiencies through an Intelligent ALPR system. RESPONDING TO ALPR ALERTS Using the Dashboard application on the MDC, users can quickly review and act on notifications populated when a plate number appears on an agency*s hotlist. If a plate number activates a notification, users can review the hotlist source, offense category, additional vehicle details, and verify the accuracy of the plate read. Officers can record an action taken on a particular hit, whether that be a waming given to the driver, a citation being issued, or an arrest being made. FLOCK ALPR INTEGRATION Axon has a proven integration with the FLOCK ALPR system. Users of the FLOCK Safety system will have an integration that allows the Look Up interface to search information in Axon Evidence, Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 42 Describe any "green" initiatives that relate to your company or to your products or services, and include a list of the certifying agency for each. 43 Identify any third -party issued eco labels, ratings or certifications that your company has received for the equipment or products included in your Proposal related to energy efficiency or conservation, life -cycle design (cradle -to -cradle), or other green/sustainability factors. ye take ev acti to mini, and is fully COrriptiafli with all including U.S. EPA and 0.8.14A. slandards. Axon is certified to ISO 14001< .to to the environment. Axon r:.agnizes and ign government requirements Axon is committed to excellence and leadership in protection of the environment. We strive to minimize adverse impact on the air, water, and land through excellence in pollution prevention and waste abatement. By preventing pollution at the source, we save resources, increase operational efficiencies, and maintain a safe and healthy work environment for our employees, visitors, contractors, and neighbors. Axon manages an on -premise waste minimization program. The objective is to reduce the quantity of non -hazardous solid waste produced, recycle materials, and reuse materials when possible. Other green initiatives in the building include in-house recycling and the use of variable frequency drives on our main exhaust systems and cooling towers, which allow for more efficient methods of using energy. Our Scottsdale office has on -premise xeriscape, which conserves water by eliminating the need for supplemental water from irrigation. Our Scottsdale headquarters and surrounding buildings use 60% and 95% LED lighting, respectively, which produces less heat and uses less energy. We supplement this with having large windows around the offices, which brings in ample natural light and saves electricity. 5 to 10 percent of the plastics we use in manufacturing our products are made of recycled materials. In addition, we substitute non -hazardous or less toxic material in our manufacturing processes when feasible. Examples are: • Substituting an alcohol -based glue accelerator for an aliphatic petroleum -based product • Replacing the gluing system with a less hazardous two -component epoxy In conjunction with the following practices, Axon has invested in re -usable material handling systems, much of which is also recyclable. • Use of corrugated materials exceeding 35% post -consumer recycled content • Use of other packaging materials that contain recycled content and are recyclable in most local programs • Both the printed and corrugated boxes used to ship our products to customers (and the protective foam used in shipping) are recyclable • We promote waste prevention and source reduction by reducing the extent of the packaging and/or offering • To minimize packaging waste on larger orders, 'bulk packaging' was developed • We also employ packaging take -back services and shipping carton return • We reduce and/or eliminate the use of materials which have been bleached with chlorine or chlorine derivatives Axon engages in the following practices that serve to reduce or minimize effects on the environment, including, but not necessarily limited to the following. • Corrugated boxes are broken down and processed for recycling • Offices and dining areas contain recycling bins in addition to trash bins to minimize waste and encourage employee participation in green initiatives • Axon Employee Transportation programs are in place using company supplied vans that reduce congestion on the roadways and carbon monoxide emissions into the environment. • We are compliant with laws pertaining to Axon is certified to ISO 14001. Axon also utilizes a green IaaS provider, Microsoft Azure; this partnership extends our focus and investment on a sustainable future and that will have positive global impact. The datacenters are 100 percent carbon neutral and rely on a larger percentage of wind, solar and hydropower electricity over time. Today roughly 44% of the electricity used by datacenters comes from these sources. The goal is to pass the 50 percent milestone, move to the top 60 percent early in the next decade, and then to keep improving from there. 44 Describe any Women or Minority Axon does not hold any WMBE, SBE, or veteran -owned business certifications. Business Entity (WMBE), Small Business Entity (SBE), or veteran owned business certifications that your company or hub partners have obtained. Upload documentation of certification (as applicable) in the document upload section of your response. Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 45 What unique attributes does your Axon has long made the priorities of law enforcement our own, and ther chaflenges ours to company, your products, or your solve. When Members partner with Axon, they're partnering with a team of product experts, services offer to Sourcewell security professionals, engineers, technology specialists, and former law enforcement participating entities? What makes personnel. We are dedicated to pushing the boundaries of technology and are committed to your proposed solutions unique in delivering on those efforts, to offer law enforcement the solutions needed to help make the your industry as it applies to world a safer place. By becoming a part of our Axon Ecosystem made up of connected Sourcewell participating entities? devices and apes, Members can better position themselves to keep their officers and community safe. Axon provides hardware and software solutions to law enforcement agencies throughout the globe and Is proud to work with the following clients to implement the technology used to help increase workflow efficiencies, reduce incidents, and protect the truth. Some of our largest customers include: London Metropolitan Police Service, London UK • Los Angeles, CA Police Department Calgary Police Service, AB • Charlotte -Mecklenburg, NC Police Department Fort Worth, TX Police Department Dallas, TX Police Department • San Diego, CA Police Department • Baltimore City, MD Police Department • Baltimore County, MD Police Department Memphis, TN Police Department Washington, DC Metropolitan Police Department • Denver, CO Police Departrnent • Cincinnati, OH Police Department • Atlanta, GA Police Department Because our solutions are deployed by thousands of law enforcement agencies across the globe, we are experienced In the development of technology at scale and put a great deal of emphasis on improving our end-usets ease of use. By demonstrating a large investment in research and development —with expenses reaching $76.9 million, $55,4 million, and $30.6 million in 2018, 2017, and 2016, respectively —we are committed to identifying improvements and developing new and Innovative solutions. As a member of some of the most prestigious associations across the country, Axon is dedicated to staying Involved —and through our participation —we hope to continue building on our understanding of the issues Members face while staying apprised of the conversations affecting the communities they serve. Axon is proud to be a part of the following associations. • The International Association of Chief of Police (IACP) • The Major City Sheriff's Association (MCSA) • The National Organization of Black Law Enforcement Executives (NOBLE) • The FBI National Academy Associates (FBINAA) Once a solution is delivered, most agencies are left asking, what's next? Axon has you covered. Our dedicated customer success and support managers are committed to providing Members with post -sales and post -deployment support. Whether that be troubleshooting assistance, technical support, or help with understanding a new feature, our Customer Success team is here to be your main point of contact and advocate. Through regular communication, our knowledgeable staff can offer Members the support you should expect from a service provider. This support includes: • Notifying customers of Important firmware and hardware updates, identifying bugs, and addressing general issues • Fulfilling hardware refreshes and deployment of new equipment • Conducting Quarterly Business Reviews with customers • Identifying important customer feature requests Our goat is to provide Members with the necessary assistance to help make the most of the solutions you count on every day. Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 Table 9: Warranty Describe in detail your manufacturer warranty program, including conditions and requirements to qualify, claims procedure, and overall structure. You may upload representative samples of your warranty materials (if applicable) in the document upload section of your response in addition to responding to the questions below. Line item Question .Response* 46 Do your warranties cover all products, parts, and labor? Axon warrants that its law enforcement hardware products which are manufactured by Axon are free from defects in workmanship and materials for a period of one (1) year from the date of receipt. Axon -manufactured accessories are covered under a limited ninety -day warranty from the date of receipt. Non -Axon manufactured accessories are covered under the manufacturer's warranty. There are extended warranties available as defined .in the Axon Master Services and Purchasing Agreement (MSPA). NON -AXON MANUFACTURED PRODUCTS For some solutions we are authorized resellers of hardware (Cradlepoint routers for Axon Fleet, Axis cameras for Axon Interview, etc.). Products that we are authorized to resell abide by the manufacturer's warranty. Further details can be provided upon request. 47 ,Do your warranties impose usage restrictions or other limitations that adversely affect coverage? Restrictions are outlined in our warranty, which has been included in the uploaded attachments . 48 Do your warranties cover the expense of technicians' travel time and mileage to perform warranty repairs? No, our warranties do not cover the expense of technicians' travel time or mileage to perform warranty repairs. 49 ,Are there any geographic regions of the United States or Canada (as applicable) for which you cannot provide a certified technician to perform warranty repairs? How will Sourcewell participating entities in these regions be provided service for warranty repair? Axon will be available 24 hours/7 days per week by phone for emergency technical support for any system outage, and if mutually agreed upon by both parties, we can provide onsite support for local issues. If a site visit is ,k deemed necessary due to an issue (i.e. access point failures or accidental cut wires) and not an Axon or Axon Evidence issue there may be a charge assessed to the agency. 50 Will you cover warranty service for items made by other manufacturers that are part of your proposal, or are these warranties issues typically passed on to the original equipment manufacturer? Axon will troubleshoot third party devices to the best of our ability. If we are unable to resolve the issue and the devices require warranty service, this will be performed by the manufacturer. Axon solutions require minimal third -party hardware, limited primarily to commercial -off -the -shelf (COTS) computing devices such as routers, servers, and hard drives. Additionally, some solutions such as Axon Interview rely on third party cameras and tablets which are also COTS. 51 What are your proposed exchange and retum programs and policies? Axon does not allow exchanges or returns except on failed items. Please see our MSPA for full details. 52 Describe any service contract options for the items included in your proposal. Please refer to the included MSPA. Table 10: Payment Terms and Financing Options Line Question Item 'Response* 53 Describe your payment terms and accepted payment methods. Payment terms are Net 30. 54 Describe any leasing or financing options available for use by educational or govemmental entities. Axon does not providing leasing or financing options. We do have a provision in our MSPA that allows for cancellation by an agency if * sufficient funds are not approved. 55 Describe any standard transaction documents that you .Axon's Master Services and Purchasing Agreement (MSPA) is a propose to use in connection with an awarded contract :standard transaction document that includes the terms and (order forms, terms and conditions, service level conditions we propose to use in connection with an awarded agreements, etc.). Upload a sample of each (as contract. A sample MSPA has been uploaded with our response." applicable) in the document upload section of your response. 56 Do you accept the P-card procurement and payment Axon can process via P-card if necessary but prefers ACH process? If so, is there any additional cost to Sourcewell payments whenever possible. participating entities for using this process? Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 Table 11: Pricing and Delivery Provide detailed pricing information in the questions that follow below. Keep in mind that reasonable price and product adjustments can be made during the term of an awarded Contract as described in the RFP, the template Contract, and the Sourcewell Price and Product Change Request Form. Line Item Question Response* 57 58 59 60 61 62 Describe your pricing model (e.g., tine -item discounts or product -category discounts). Provide detailed pricing data (including standard or list pricing and the Sourcewell discounted price) on all of the items that you want Sourcewell to consider as part of your RFP response. If applicable, provide a SKU for each item in your proposal. Upload your pricing materials (if applicable) in the document upload section of your response. Quantify the pricing discount represented by the pricing proposal in this response. For example, if the pricing in your response represents a percentage discount from MSRP or list, state the percentage or percentage range. Axon is proposing a Schedule Discount for Sourcewell Members, including quantity discounts. See question #58 for additional detail. Axon is proposing the following discount schedule based on order quantity. This discount schedule applies to Axon manufactured items. This does not apply to items which Axon resells as part of its offerings. Please see the uploaded price sheet, included in the document section. Quantity: 1 • Customer Discount % off MSRP: 0.00% Quantity: 2-99 • Customer Discount Quantity: 100-249 • Customer Discount Quantity: 250-499 • Customer Discount Quantity: 500-999 • Customer Discount Quantity 1000+ • Customer Discount % off MSRP: 1.00% % off MSRP: 3.00% % off MSRP: 5.00% % off MSRP: 7.00% % off MSRP: 10.00% Describe any quantity or volume discounts or rebate programs that you offer. Propose a method of facilitating "sourced" products or related services, which may be referred to as "open market' items or "nonstandard options". For example, you may supply such items "at cost' or at cost plus a percentage," or you may supply a quote for each such request. See question 58. Axon generally sells at the sourced partys MSRP. Discounts may be applied on a case -by -case basis. Identify any element of the total cost of acquisition that is NOT included in the pricing submitted with your response. This includes all additional charges associated with a purchase that are not directly identified as freight or shipping charges. For example, list costs for items like pre - delivery inspection, installation, set up, mandatory training, or initial inspection. identify any parties that impose such costs and their relationship to the Proposer. AD standard costs, such as those for professional services like installation and training, are included in standard pricing. If freight, delivery, or shipping is an additional cost to the Sourcewell participating entity, describe in detail the complete freight, shipping, and delivery program. 63 Speccatty describe programs available fo offshore delivery. nigh Ala ng, and delivery terms or wail, Canada, or any Freight, shipping and delivery are included in our costs. Freight, shipping and delivery are included in our costs. 64 Describe any unique distribution and/or delivery methods or options offered in your proposal. Table 12: Pricing Offered Axon offers expedited shipping upon request. -Line The Pricing Offered in this Proposal is: * Item .65 .b. the same as the Proposer typically offers to GPOs, cooperative procurement organizations, or state purchasing `departments. Bid Number: RFP 101223 Comments :A detailed price list is attached. Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 Table 13: Audit and Administrative Fee Line Item 66 Specifically describe any self -audit process or program that you plan to employ to verify compliance with your proposed Contract with Sourcewell. This process includes ensuring that Sourcewell participating entities obtain the proper pricing, that the Vendor ,reports all sales under the Contract each quarter, and that the Vendor remits the proper administrative fee to Sourcewell. Provide sufficient detail to support your ability to report quarterly sales to Sourcewell as described in the Contract template. Question Response* Axon utilizes Salesforce as our CRM tool and Microsoft Dynamics AX as our enterprise resource -planning tool. Salesforce has the Sourcewell contract skus built in. A salesperson requesting a quote for a Sourcewell contract must use these skus, and our formal quoting team creates the quote, adding a further layer of review to ensure that the quote is produced correctly. Quarterly, our Sales Operations team runs standard reports `to review all prospects that closed during the prior quarter using a cooperative contract. This information is confirmed within our resource planning tool to ensure that any .prospects that have closed, but not yet shipped are accounted for. The collected information is used to calculate the :administrative fees owed to Sourcewell, 67 If you are awarded a contract, provide a few examples of intemal metrics that will be tracked to measure whether you are having surrpss with the contract. Axon will track the following intemal metrics to measure success with the contract: • The number of agencies who utilize the cooperative • The dollar amount of sales associated with the cooperative • The Length of time it takes to update the contract after new products/services are announced by Axon. 68 identify a proposed administrative fee that you will pay to Sourcewell for facilitating, managing, and promoting the Sourcewell Contract in the event that you are awarded a Contract. This fee is typically calculated as a percentage of Vendor's sales under the Contract or as a per -unit fee; it is not a line -item addition to the Member's cost of goods. (See the RFP and template Contract for additional details.) Axon proposes 1.05% on all equipment, products and ,services to all participating entities. Table 14A: Depth and Breadth of Offered Equipment Products and Services Line Question Item Response* 69 Provide a detailed description of the equipment, products, and services that you are offering in your proposal. A summary description of the offered products is included as a response to this question. Detailed solution descriptions for each product have been included as attachments. Capturing Evidence Axon Body 4 The Axon Body 4 camera is designed to capture clear, admissible video and audio evidence when an officer is in the field. The camera has four configurable resolutions from 480p to 1440p and leverages low -light and clear frame technology to capture high -quality video evidence in a variety of environments. Four -built in microphones, strategically placed inside the camera, leverage audio algorithms and onboard audio processing to capture high -quality audio recordings. When combined, these elements help officers capture truth in the moment and maintain transparency. The Axon Body 4 camera is compatible with an easily integrated point -of -view camera called the Axon Flex POV module. Without having to register, assign, or charge the accessory before use, an officer can simply plug the Axon Flex POV module into the Axon Body 4 and begin capturing the same quality evidence from a different vantage point. With this accessory, agencies no longer have to decide between deploying a body-wom camera or a point -of -view camera; they can have both. Camera Features and benefits A DURABLE DESIGN that has been tested to meet/pass the Ingress Protection Rating, MIL -STD Defense, and Impact Certified standards, and can withstand impacts and operate in the harshest environments. A LONG-LASTING BATTERY that is capable of providing approximately 14 hours of battery life under normal usage. A LARGE INTERNAL STORAGE CAPACITY of 128 GB to house captured video files A MAGNETIC FAST CHARGE DISCONNECT CABLE that allows officers to rapidly charge their cameras from the patrol vehicle and falls off when they need to Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D15271321 Bid Number: RFP 101223 leave the vehicle at a moment's notice. AN INTEGRATED AND EASY -TO -USE MOUNTING SYSTEM that allows officers to quickly mount their cameras to various locations on the body and across different uniform types and equipment, such as helmets and belts. EMBEDDED REAL-TIME AWARENESS TECHNOLOGY via Axon Respond, which allows the camera to send notifications and alerts, GPS and Wi-Fi location information, and a secure livestream feed over an LTE connection to Axon Evidence or a mobile application. This includes future support for bi-directional communication in the field. INTEGRATED AXON SIGNAL TECHNOLOGY that activates cameras if an action is taken, such as a firearm being removed from a holster equipped with Axon Signal Sidearm. A CONFIGURABLE PRE -EVENT BUFFER that can capture up to two minutes of video before the camera is actively recording. AN IN -FIELD EVIDENCE OFFLOAD OPTION that allows officers to send individual pieces of evidence directly from the camera to Axon Evidence. Axon Body 3 The Axon Body 3 camera is designed to capture clear, admissible video and audio evidence when an officer is in the field. The camera has four configurable resolutions from 480p to 1080p and leverages low -light and clear frame technology to capture high -quality video evidence in a variety of environments. Four built-in microphones, strategically placed inside the camera, leverage audio algorithms and onboard audio processing to capture high -quality audio recordings. When combined, these elements help officers capture truth in the moment and maintain transparency in the field. AB3 Features and benefits A DURABLE DESIGN that has been tested te meet/pass the Ingress Protection Rating, MIL -STD Defense, and Impact Certified standards, and can withstand impacts and operate in the harshest environments. AN INTEGRATED AND EASY -TO -USE MOUNTING SYSTEM that allows officers to quickly mount their cameras to various locations on the body and across different uniform types and equipment, such as helmets and belts. EMBEDDED REAL-TIME AWARENESS TECHNOLOGY via Axon Respond. which aliows the camera to send notifications and alerts. GPS and Wi-Fi location information, and a secure livestream feed over an LTE connection to Axon Evidence or a mobile application. INTEGRATED AXON SIGNAL TECHNOLOGY that activates cameras if an action is taken, such TASER being armed. A LONG-LASTING BATTERY that is capable of providing 12 hours of battery life under normal usage. A MOBILE CHARGING OPTION that allows officers to charge the camera from their patrol vehicle via a USB-C cable. A CONFIGURABLE PRE -EVENT BUFFER that can capture up to two minutes of video before the camera is actively recording. AN IN -FIELD EVIDENCE OFFLOAD OPTION that allows officers to send individual pieces of evidence directly from the camera to Axon Evidence. Fleet 3 with ALPR Axon Fleet 3 is an In -car video system purpose-built to capture audio and video within and outside of the vehicle. Axon Fleet 3 offers comprehensive evidence capture so that Incidents are accurately documented. Evidence captured by the system Is stored on the Axon Hub and offloaded to Axon Evidence via LTE or Wi- Fi connections. The system features Automatic License Plate Recognition (ALPR) technology that is integrated into the same camera housing to quickly gather information tied to plate reads. The hardware for ALPR is included, and THE CITY can request activation of the ALPR service in the future if desired. Features and Benefits A DURABLE DESIGN that has been tested to meet/pass the Ingress Protection Rating, MIL -STD Defense, and Impact Certified standards, and can withstand impacts and operate in a range of temperatures. CONTINUOUS SYSTEM POWER FROM THE PATROL VEHICLE'S ENGINE that keeps the system running while the ignition is switched on. BACK UP BATTERY POWER for up to 30 minutes once the ignition is switched off* A BUILT-IN ALPR CAMERA with 4K sensors to help legibly capture license plates up to 3 lanes away and —50 feet in distance, at a closing speed of —140 MPH. A CONFIGURABLE PRE -EVENT BUFFER that can capture up to two minutes of video before the camera is actively recording. EMBEDDED REAL-TIME AWARENESS TECHNOLOGY that allows the camera to send notifications and alerts, GPS and Wi-Fi location information, and a livestream feed over an LTE connection to Axon Evidence or a mobile application. EMBEDDED AXON SIGNAL TECHNOLOGY tied to configurable triggers that Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 activate cameras if a particular ac(bo €s t n—like a door being opened or a weapon rack. being unlocked, as II as on vity with the Axon BtLL VIDEO RECALL FEATURE that alt for re very of 24 hours of v( if a device was not recording at the time of an incident. Axon Signal Sidearm Axon Signal Sidearm is a smart sensor that attaches to a firearm holster to remotely activate Axon body-wom and in -car cameras. When a firearm is removed from the holster, the Axon Signal Sidearm device transmits a signal for up to 30 seconds to activate Axon cameras up to 100 feet away. The device can be configured to activate recordings of Axon body-wom cameras or Axon Fleet in -car cameras, leading to better coverage of critical events. Axon Respond+ Axon Respond enables remote personnel to quickly gain insight into a call -for - service or an officer's whereabouts. By simply signing into Axon Evidence or the Axon Respond mobile application, users can use the Axon Respond Map to view the real time location of officers wearing the Axon Body 4 or vehicles equipped with the Fleet in -car cameras, as well as receive live alerts and notifications. This solution is provided anytime LTE connectivity is available. If an agency elects to upgrade to Axon Respond+, video can also be live streamed from the LTE enabled cameras. When livestreaming begins, the officer will be notified via audible and haptic (vibration) feedback and visually by an icon on the display. If stealth is enabled, the officer will not be notified. Video and audio are livestreamed via WebRTC (Web Real -Time Communication) protocol, with media secured using SRTP (Secure Real -Time Transport Protocol), and encryption keys agreed upon using DTLS (Datagram Transport Layer Security). All are industry standards. Today, livestreaming uses AVC (h.264) for video encoding and G.711 p-law for audio. Axon Body 4 bi-directional voice communications are encoded with Opus. Livestreams consume 800kbps-1Mbps. A new "Watch Me" button on Axon Body 4 devices empowers officers to signal for an additional set of eyes to watch their back when responding to calls. When an officer presses this button, Axon Respond users receive a notification within moments so they can immediately support the officer. This enables supervisors and dispatchers to prioritize which officers can most benefit from additional support. A new Voice Communication functionality is also available on Axon Body 4 devices. After starting a livestream on Axon Respond, Respond users then have the ability to start a conversation with the device wearer by pressing the "Start Call" button. The Respond viewer can then communicate with the officer by our "push -to -talk" feature. The device wearer can hands -free talk back to the Respond viewer. This feature supplies officers and supervisors with a communication method through Axon Respond. These capabilities make it possible for those not on scene to gather better intel and help officers in the field as situations change. Whether checking in on a responding officer or sharing tactical advice during a critical event, Axon Respond gives your agency access to information in the moment. Axon Community Request+ Axon Community Request is a tool built to securely request evidence from community members for ingestion into Axon Evidence. Axon Community Request can be used by officers in the field to collect video and audio evidence from witness or victim cell phones, or from surveillance video. Community members can then access the portal link and upload any evidence they have related to the incident in question, greatly simplifying the evidence collection process. Axon Interview Room Axon Interview is an interview system designed to reliably record and protect evidentiary footage throughout the interview process. Axon Interview includes both hardware and software components that are integrated together to simplify interview workflows. A standard Axon Interview setup can include one or two cameras per room, a microphone, and camera enclosures. Two servers, touch panels, and power over ethernet (POE) switches are also a part of a standard solution setup. Axon Device Manager The Axon Device Manager mobile application assists agencies deploying large numbers of devices by enabling administrators to complete device management tasks for one or multiple Axon devices in seconds. Axon Device Manager transforms device management processes by starting with the devices themselves, instead of an inventory search and armory or storage room visit. Managing Evidence Axon Evidence Axon Evidence is a scalable, cloud -based Digital Evidence/Asset Management System (DEMS), which stores all digital evidence in a centralized, secure system. Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 Bid Number: RFP 101223 Axon Evidence integrates with the entire Axon Ecosystem of devices and applications, so your personnel can use its suite of features to easily store, organize, and view evidence. Axon Evidence includes easy -to -use case -building tools and sharing workflows that allow users to build cases out of the evidence stored in the system. Once built, these cases can then be shared across your agency and with prosecuting partners in other agencies and jurisdictions. Axon focuses on creating solutions to solve the complex challenges of digital evidence management. Rather than focusing solely on the camera or "capture" aspect, Axon looks at the bigger picture, considering the costs of ingesting, managing, retrieving, and sharing the data or the "capture to courtroom" workflow. We pay close attention to how officers interact with the application, as we believe it should conform to the needs of law enforcement and never the other way around. After years of collecting feedback and listening to input from law enforcement, Axon created the Digital Evidence Workflow (DEW) framework. The DEW Framework was designed to help agencies make sense of complicated and complex systems and highlight areas where they could improve their efficiency and effectiveness. The Axon Evidence digital evidence management solution was designed to align with and simplify this workflow. Axon Evidence automatically integrates with all Axon solutions including TASER CEWs, Axon Fleet, and Axon body -worn cameras. Axon Evidence also has manual bulk upload capabilities to ingest and manage many other forms of digital evidence. Axon Evidence is a true end -to -end solution providing the application and the (restructure required to run it. With Axon Evidence, all you need to access your identlary information is an internet connection and a standard web browser. on Evidence can ingest assets from multiple sources, manage them simply with configurable metadata fields, retrieve them with an advanced search engine, automate access control and retention with intelligent workflow features, redact videos using powerful tools for FOIA requests, and collaborate effortlessly with other stakeholders using secure sharing features. Unlimited storage Our Axon OSP package includes unlimited storage for all evidence —including Axon - generated footage, third -party footage, and anything else that can be stored in Axon Evidence. With unlimited storage, your agency will be equipped to make Axon Evidence your single destination for storage of your most critical evidence, without having to worry about storage overages or additional fees. Third -party video support The Axon Evidence third -party video playback feature automatically converts and plays videos not supported by the default video player. Officers and investigators will save time when ingesting video of a non-standard file type, as the feature automatically converts and plays more than 1,000 file types and their variations, with new file types added regularly and directly from customer requests. Auto -transcribe Axon Auto -Transcribe is a tool in Axon Evidence made up of two modules: Review Assistant and Transcription Assistant. Investigators can use Review Assistant to accelerate their review of evidence by generating a searchable, time -synced transcript of the evidence's audio. This allows a user to click on a word spoken in the evidence file and be immediately taken to that point of the video. Transcription Assistant generates a transcript of an entire video via Al. An investigator can use Transcription Assistant to speed up the process of creating a transcript by correcting any errors in the AI -generated transcript, rather than typing a transcript from scratch, Auto -tagging The Auto -Tagging service takes information directly from your CAD or RMS solution and correlates it with the associated videos stored in Axon Evidence. Your officers will no longer need to manually tag their body-wom and in -car camera recordings or double-check manual entries for errors. Administrators can rest easy knowing that the metadata from your CAD and RMS systems are correlated via auto -tagging with custom retention categories in Axon Evidence, making proper evidence retention simple. Axon Records Axon Records is a cloud -based database application, that is intended to help improve incident reporting based on customized forms and automation tools, Axon Records is fully integrated with Axon Evidence, as well as other devices in the Axon Ecosystem, such as body-wom cameras and TASER energy weapons. Axon Records is designed to make report writing more efficient, and submission and review processes faster, by generating information from the Axon Ecosystem of nnected devices and software. Direct access to Axon Evidence allows users to lessly attach digital evidence from TASER devices, cameras, and citizen phones to an incident. Axon Records reports are collaborative in nature and hared with involved officers, partner agencies, and prosecutors. Cases aped in Axon Records are automatically created in Axon Evidence. this connectivity, agencies can access agency -wide data that can be reviewed and imported into Axon Records" reporting modules, thus offering improved fficiency, and helping to ease your administrative burden, Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 Axon Investigate Axon Investigate is a forensic platform for everything video related, with a trackable set of tools which allow users to quickly overcome challenges seen with modem video and multimedia evidence streams. Users can easily convert files to playable formats in bulk and manage multiple video sources in a single project. Additionally, the tools in Axon Investigate Pro assist with video analysis, including multi -clip time syncing and stitching, video enhancement, narrative report creation, and court demonstratives. To accomplish these goals, Axon Investigate uses workflows —a combined set of processing steps —to forensically interrogate the media files. Improving Performance Axon Performance "•Axon Performance is a module within Axon Evidence that provides two capabilities: reviewing individual evidence entries and managing overall performance. Axon Performance is designed to reduce the amount of time field supervisors spend reviewing compliance with agency policies and programs. With Axon Performance, agencies streamline the supervisor review and enable supervisors to deliver tailored personnel training and feedback to ensure that teams are operating within agency guidelines and policies. While using Axon Performance, supervisors or managerial -level staff can review electronic evidence, leave feedback on findings to be added to the Audit Report, and add inspection notes all within the Review pane. As shown below, Axon Performance provides an easy -to -use interface to review video and mark pre -defined items, as well as enter more descriptive notes. Axon Performance allows supervisors or managerial -level staff to review their agency's body-wom camera, Fleet and TASER metrics. Not only can Axon Performance help an agency adhere to policies and programs currently in place, but they can leverage the technology to identify gaps in performance and evidence management. By gathering this information, your agency can work to train and improve an officer's skill set. Axon Standards Axon Standards is an internal affairs tool in Axon Evidence that assists with report writing and tracking of officer -involved events such as use -of -force, injury, or pursuit incidents. Supervisors, Professional Standards, or Internal Affairs (IA) units can streamline their report writing duties by having direct access to any associated digital evidence and take advantage of predictive typing, task delegation, and data management features. System administrators can create custom forms specific to an agency's policies, design routing and approval processes to match your workflows, and create automated alerts so that reports are not bottlenecked for review. With Axon Standards, users can also access interactive reports to help provide data - driven insights and quicker investigative outcomes. These reports can help supervisors and leaders in the chain of command to thoroughly investigate staff - Involved incidents, ultimately leading to better transparency amongst the community Axon My90 My90 is a comprehensive engagement tool that helps taw enforcement leaders conduct surveys, capture data, and display the results. My90 collects, de -identifies, and aggregates the survey responses to identify trends, surface positive feedback, and find specific opportunities for improvement. My90's offers three types of surveys: - POST -CONTACT SURVEYS — Text or web -based surveys automatically sent to 911 callers to evaluate their interaction with officers COMMUNITY SURVEYS — Sent to the general population either in -person or online using QR codes and URLs to gauge community -wide sentiments - EMPLOYEE SURVEYS — Short "pulse surveys" sent to agency staff via text message, email, and the web to evaluate morale or staff burnout Training Axon Virtual Reality Axon Virtual Reality (VR) Training is an immersive training program that uses virtual reality hardware and software to enhance officer performance; critical thinking; and de- 'r:taton skills. The solution is fully wireless and is made up of VR h.dsets, controllers, tablets, and integrated software. Axon VR Training allows training at the station or a remote location, with its quick set-up experience and minimal amount of hardware'. The solution has a small form; factor, meaning there is no longer a need for a training room dedicated to housing cameras, truss systems, backpacks, or computers. Axon VR Training is very portable, and no complex room calibration is required. The innovative Axon VR Training software is comprised of three core elements: Community Engagement Training, Simulator Training, and Axon Academy. Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 70 Within this RFP catsctry there may be subcategories of solutions. List subcategory titles that best describe your products and services. For video surveillance, our products generally fall into the categories of: Body-wom cameras In -vehicle camera solutions Interview Room solutions Digital Evidence Management Systems Table 14B: Depth and Breadth of Offered Equipment Products and Services Indicate below if the listed types or classes of equipment, products, and services are offered within your proposal. Provide additional comments in the text box provided, as necessary. Line Item jCategory or Ty 71 Offered* Comments Portable and mobile video camera and recording solutions, such as body-wom, in -car, and equipment -mounted devices. 2 Permanently mounted or instalted video camera and recording solutions designed for at! taw enforcement, school resource officers, corrections, first responders, and emergency medical services. Bid Number: RFP 101223 a Yes r No a Yes r No Axon's offer includes the Axon Body 3 and Axon Body 4 body-wom cameras, as well as the Axon Fleet '3 in -vehicle camera solution. These products, and the mounts below, are .described in answer 69 and detailed product sheets are attached. The Axon Body 3 and 4 cameras are self-contained audio-visual unit with no external wires. The cameras utilize a proprietary mounting system, allowing it to fully attach or detach from a mount in less than one second. Whether officers decide to mount their devices on a shirt, patrol vest, jacket, or belt, our easy -to -use mounting system —which includes an attachment piece built into the back of the device and an attachment receiver built into each mount —allows them to simply attach and lock the camera in a desired place and position. Officers can easily remove ,and securely remount the camera as needed and no alteration to uniforms is necessary for most mounts, Having multiple mounting options that attach to a variety of uniforms and ,clothing types can be both beneficial and convenient, Axon provides both low -retention mounts that are easy to maneuver and breakaway, as well as high -retention models that become an integral part of the uniform, With either option, officers can leverage our secure mounting system with RapidLock technology to help capture ,truth. The camera's magnetic mounts are strong enough to hold the devices in place while running or fighting. To mitigate the jostling and bouncing that might happen during a foot pursuit or a physical altercation, Axon camera mounts are designed to fit on the centerline or above the beltline of the user to benefit from the human body's own mechanics for absorption of impact and energy. Axon Interview is an interview system designed to reliably record and protect evidentiary footage throughout the interview process. Axon Interview includes both hardware and software components that are integrated together to simplify interview `workflows. A standard Axon Interview setup can include one or two Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 cameras per room, a microphone, and camera enclosures. Two servers, touch panels, and power over ethernet (POE) switches are also a part of a standard solution setup. Axon can build custom interview rooms to meet your specific needs. Available options include: Overt and Covert Cameras Covert Camera Enclosures Microphones Physical or Virtual Recording Servers Touch Panels Software application for workstations POE Switches Point -to -zoom cameras In -room remote viewing indicator lights Motion -detector camera activation Button -Push / Toggle switch camera activation Detectives responsible for conducting interviews will have access to an easy -to -use solution that will reliably capture crucial statements and important body language. This evidence can then be reviewed later and used when building a case. The system is controlled with touch panels that are pre -installed with Axon Interview software. With a simple tap of the screen, detectives can start an interview from either inside or outside of the interview room. The touch panel also unlocks time -saving workflows that can be leveraged during an interview —such as metadata entry to make evidence management easier, audio/video masking to protect individual privacy, note -taking tools, and bookmarking features to flag points of interest in an interview for later review. Additionally, command staff or other personnel can keep track of interviews as they happen through Axon Interview's Live Streaming application. The personnel can view multiple rooms at once and add notes and markers to an interview in progress. For security, access to interview rooms via livestream can be password protected. Features and benefits REDUNDANT ON -PREMISE STORAGE SERVERS to prevent the loss of critical evidence if a connectivity issue were to occur prior to uploading to the cloud A CONTINUOUS RECORDING BUFFER that temporarily stores audio and video to local servers, which allows agencies to retrieve evidence if a user forgot to start a recording A SECURE EVIDENCE UPLOAD PROCESS TO AXON EVIDENCE that protects the chain of custody and offers cloud -based storage Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 73 Video capable threat and weapons detection. IT Yes The Fleet 3 in -vehicle camera r No solution offers integrated Automatic License Plate Recognition technology. This technology can be used in combination with pre -defined criteria to alert based on a number of factors, such as a vehicle being stolen, or as part of an active search. 74 Related equipment complementary to the offering of the solutions in 7143 shwa, including ,automated activation devices, lasers, monitors, recorders, microphones, and transmitters. Yes r No Axon Signal technology utilizes Bluetooth to activate nearby cameras in certain situations. This can be based on activating a TASER, withdrawing a weapon armed with Axon Signal Sidearm, and a variety of 12-volt signals in the vehicle, including, for example, activating sirens, a crash, or opening doors. Certain Axon Interview cameras can be configured to activate based on motion. Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 Technology, data storage, advanced analytics, redaction, and management software solutions and applications for self -hosted, cloud -based, and hybrid systems that are complementary to the offering of the solutions in 71-73 above. Axon Evidence is a scalable, cloud - based Digital Evidence/Asset Management System (DEMS), which stores all digital evidence in a centralized, secure system. Axon Evidence integrates with the entire Axon Ecosystem of devices and applications, so your personnel can use its suite of features to easily store, organize, and view evidence. Please see the attached solution description for detailed information on Axon Evidence. Axon Evidence includes easy -to -use case -building tools and sharing workflows that allow users to build cases out of the evidence stored in the system. Once built, these cases can then be shared across your agency and with prosecuting partners in other agencies and jurisdictions. Axon focuses on creating solutions to solve the complex challenges of digital evidence management. Rather than focusing solely on the camera or "capture" aspect, Axon looks at the bigger picture, considering the costs of ingesting, managing, retrieving, and sharing the data or the "capture to courtroom" workflow. We pay close attention to how officers interact with the application, as we believe it should conform to the needs of law enforcement and never the other way around. After years of collecting feedback and listening to input from law enforcement, Axon created the Digital Evidence Workflow (DEW) framework. The DEW Framework was designed to help agencies make sense of complicated and complex systems and highlight areas where they could improve their efficiency and effectiveness. The Axon Evidence digital evidence management solution was designed to align with and simplify this workflow. Axon Evidence automatically integrates with all Axon solutions including TASER CEWs, Axon Fleet, and Axon body-wom cameras. Axon Evidence also has manual bulk upload capabilities to ingest and manage many other forms of digital evidence. Axon Evidence is a true end -to -end solution providing the application and the infrastructure required to run it. With Axon Evidence, all you need to access your evidentiary information is an intemet connection and a standard web browser. Axon Evidence can ingest assets from multiple sources, manage them simply with configurable metadata fields, retrieve them with an advanced search engine, automate access control and retention with intelligent workflow features, redact videos using powerful tools for FOIA requests, and collaborate effortlessly with other stakeholders using secure sharing features. Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 76 Accessories complementary to the offering above, 6 Yes Including docking stations, chargers, memory c No cards, cables, adapters, clips, mounts, batteries, holsters, and harnesses. Bid Number: RFP 101223 Docking stations The Axon Body 3 cameras are compatible with two types of docks — an 8-bay Dock and a 1-bay Dock. Each dock is designed to charge the camera or cameras, and provide a connection to our DEMS, Axon Evidence, to securely upload evidence and receive the newest operating system updates or configuration changes. Please see the attached Axon Body 3 and Axon Body 4 solution descriptions for a images and specifications. Each dock function as an Ethernet adapter, an unmanaged network switch, and charger. All Axon Body 3 cameras are compatible with any Axon Body 3 Dock, All that is required to install an Axon Body 3 Dock, is the supplied Ethernet cable, an active Internet port that connects to your network, and the included power cord, Upload rates average 30 MBPS withing a dock. Each time the Axon Body 3 camera is docked, the time is automatically checked and reset. The dates and timestamps sync with the atomic clocks at the National Institute of Standards and Technology (NIST) and cannot be altered, which protects the chain of custody. The timestamp can be displayed in local or UTC. Axon also provides an option for Wall Mount Brackets, which were designed to minimize the device- torage footprint, as welt as provide [easy access to your device(s). The docks are typically mounted at an angle to help keep devices connected and operating tights visible. Mounts The Axon Body 3 camera is a self- contained audio-visual unit with no external wires. The camera utilizes a proprietary mounting system, allowing it to fully attach or detach from a mount in less than one second. Please see the attached Axon Body 3 and Axon Body 4 solution descriptions for a detailed list with images of all mounting options. Whether your officers decide to mount their devices on a shirt, patrol vest, Jacket, or belt, our easy -to -use mounting system —which includes an attachment piece built into the back of the device and an attachment receiver built into each mount —allows them to simply attach and lock the camera in a desired place and position. Officers can easily remove and securely remount the camera as needed and no alteration to uniforms is necessary for most mounts. Having multiple mounting options that attach to a variety of uniforms and clothing types can be both beneficial and convenient. Axon provides both low -retention mounts that are easy to maneuver and breakaway, as well as high -retention models that become an integral part or the uniform. With Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 77 Services complementary to the offering above, t: Yes including training, installation, and administration of r No warranty programs. either option, officers can leverage our secure mounting system with RapidLock technology to help capture truth. The camera's magnetic mounts are strong enough to hold the devices in place while running or fighting. To mitigate the jostling and bouncing that might happen during a foot pursuit or a physical altercation, Axon camera mounts are designed to fit on the centerline or above the beltline of the user to benefit from the human body's own mechanics for absorption of impact and energy. Body 4 Point of View Module Tfte Axon Body 4 camera offers an sfly integrated point -of -view camera called the Axon Flex POV Accessory. The Flex POV module does not require charging or offload. When a Flex POV module is connected, Axon Body 4 will buffer and record from the POV module perspective. When the POV module is disconnected, Axon Body 4 will automatically switch back to the Body Wom Camera perspective. When a Flex POV module is connected to a user's camera for the first time, Axon Body 4 will prompt the user to set the POV orientation. The orientation of the POV module n be determined using the letter on the top of the POV module when mounted. Once set, orientation can be updated using the camera menu. Axon Body 4 Quick Disconnect Charger While the Axon Dock is the primary means of charging, the Ax Mrascan be cite t by any tl charger with a USS nnector. The Axon Body 4 uses a USB 3.0, Type-C receptacle. This flexibility allows an officer to charge a camera from any location with a USB-compatible power source. The Axon Body 4 also includes a magnetic disconnect charger for additiorial ease of charging. A successful program depends on the ease of implementation and the experience of the deployment team: Axon's Professional Servl (PSO) team includes experienced professionals who have completed hundreds of deployments covering hundreds of thousands of cameras, as well as the supporting evidence management systems. Axon's PSO, data migration, training and Fleet installation teams have extensive experience helping agencies of all sizes implement their body -worn and in -car camera programs. By offering dynamic deployment plans, experienced deployment teams, and a solution developed in-house specifically for public safety, Axon is uniquely positioned to provide customers with an effective deployment, training, and Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 Bid Number: RFP 101223 Support experienCe. With Axon, customers receive a full solution, mitigating the project and support risks assocoeted with having multiple, different suppliers. Axon has the nufacturing capability, financial capacity and skilled and available workforce to ensure that a program is successful. Our reputation for gong above and beyond to ensure. that Our dist° i are not only satisfied, but su ssful with our products is well known throughout the industry, and we all customers to validate this with objective resources. By having our staff complete installations, customers can expect project alignment, with end users paining a more complete picture of Me features and functionality of the solutions. Our PSO team is trained specifically to install our proprietary solutions, meaning customers vell benefit from having installers with the most up-to-date product information, product training, and installation techniques. Many of our PSO angle rotation spedalists joined Axon directly from law enforcement and were responsible for planning and managing similar prop in their former law enforcement roles. This real -world experience is an invaluable resource and allows them to predict and overcome potential challenges as well as effectively collaborate with cum nd and IT staff. Our staff can also offer guidance on custom workflows and processes to help use your body-wom and in -car cameras and DEMS effectively and in compliance with local laws and statutes. When selecting a solution, it is worth considering whether the hardware and software were built from company acquisitions or developed by the same engineers who support it today. The pro -worn and in -car camera hardware and DEMS software were designed and maintained by Axon's in-house engi -IS, allowing our teams to easily pass on feedback for feature requests as programs progress. Our U.S.-based Technical Support team can engage directly with our in-house engineers for advan troubleshooting if the -d arees, At the beginning of each program, we m t with customers to define requirements and outline a project schedule. Our programs typically include items required to: Migrate your existing data; Establish integrations with your current platforms as defined in the requirements; Build and deliver your solutions; Configure all body-wom camera LTE sim cards, establishing them on the appropriate carrier networks, and Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 managing all body-wom LTE data plans. Create your initial configuration in Axon Evidence; Train your administrators; Install your in -car cameras and, Provide long term support. Deployments are led by Axon's PSO team, who will begin by reviewing the proposed project plan with designated point of contact. Axon's PSO team will coordinate direction with; this point of contact throughout theproject to accomplish the tasks necessary for a smooth, successful implementation. During the implementation kick-off calls, our resources will work collectively to refine the plan, and define a final schedule: These initial discussions will set pectations for deployment timing and staffing. Administrator guides, networking information, and other critical solution information will be provided to your program point of contact to assist with planning. Axon's PSO team will also evaluate the project for proper scoping and follow-up; to obtain additional information if necessary prior to on - site services. This may include information on network specifications/bandwidth, CAD/RMS integration, desired offload method, and other system information that may require involvement from your network administrators or IT team. It is important to agree on a solid plan at the beginning of the program, as well as to set the policies that will guide how data is migrated and establish the rules that will be used to configure the systems. The resulting plan will be documented and shared with each member of the team, providing the structure to successfully complete your project implementations. Having your policies in place before deployment begins helps to streamline the go -live process and ensures officers are prepared to use the system as soon as possible. Additionally, necessary categories in Axon Evidence should be considered, as they determine evidence retention. Categories are completely customizable to meet your local policies and laws. To ensure proper input and legal compliance, customers should gather the following agency and community stakeholders before building your body-wom and in- car camera policies. POLICY MAKERS — Stakeholders such as command staff and community leaders should be included when developing body -worn and in -car camera policies. FIELD TRAINING OFFICERS — Officers who represent the end users of the devices. EVIDENCE CUSTODIANS — Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 Bid Number: RFP 101223 Including those who will be responsible for digital evidence sharing is key. LEGAL REPRESENTATIVES — Including members of the larger legal community can assist with community alignment and buy -in. Once the proper stakeholders are gathered, Axon's team will collaborate with customer personnel to help draft the policy definitions necessary for the successful use of Axon Evidence. First, user roles should be considered. User roles and their permissions in Axon Evidence are highly customizable, and our PSO team can assist with the development of custom roles during deployment. Identifying the level of permissions needed (such as the ability to view evidence, share evidence, download evidence, restrict evidence, etc.) for each role is customized. The guides provided by the PSO coordinator during initial planning conversations will help with this task. When determining necessary custom retention categories, customers should consider consulting State Retention Schedules or other legal guidance. During on -site services, our PSO team can then offer guidance to set up these pre -determined retention categories in Axon Evidence. Having these critical system policies in place prior to deployment will support a quicker, more thorough roll -out. While the primary Evidence solution will be maintained in the cloud, there an be a number of areas where and customers will need to on information technology ches and requirements, This primarily includes decisions- related to LTE and Wi-Fi uploads, networking permissions for body-wom camera docks, and offload methods or the Fleet 3 system. discussions will happen early the program, allowing Axon to ve details of the implementation plan, including configuration and installation requirements. For customers with existing DEMS, Axon will help define a migration strategy. Axon Evidence is designed to be highly configurable, and supports the creation of both free -text metadata (tags) and customer -defined metadata fields. The flexibility of Axon Evidence ensures customers get the information they need that is most effective for searching, while at the same time standardizing their terminology over time. This supports greater efficiency, less re-training, and ultimately greater organizational value. Every system your agency uses may be organized a little differently. For example, in your in -car video management system, you may Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 classify evidence as "Evidence Type" whereas in your CCTV system you may classify evidence as "Offense". Axon's migration process allows customers to visualize and map out how they want this information to appear in Axon Evidence. Axon will work with customers to design a metadata mapping schema for Axon Evidence based on the metadata tags and fields from the legacy system. Based on this mapping schema, an Axon Field engineer will use our automated tools to map the desired metadata to fields, pre -append any audit information into Axon Evidence audit logs and upload the assets with this information populated in Axon Evidence. Axon will demonstrate this migration in a test environment for customers to review and sign off that the data is uploaded and organized as desired. Ingesting and pre -appending the audit trail for each piece of evidence maintains full evidentiary integrity as you migrate systems automatically. This allows Axon Evidence to be a single source of truth detailing the lifespan of your evidence. Upon sign -off, Axon will install the migration tools and initiate upload into the live environment. The upload of historical data will commence after all legacy cameras are decommissioned to ensure that no evidence is lost in the transition. Training Training Overview Axon's training approach is aligned with the overall coordination of the integrated body -worn camera, in -car camera, and digital evidence management solution implementation. Our approach ensures that those responsible for administering the digital evidence ecosystem, as well as those responsible for using our systems and devices, have multiple options for initial and recurring training. We will provide initial training, as well as access to the on-line Axon Academy for refresher training, and future training of new users. Axon is highly flexible with our training options, and can adjust courses and approaches as needed based on discussions in the project planning phase. Training is largely centered around the types of users and devices, focusing on those with administrative responsibility, in house trainers, detectives, redaction technicians, body- wom camera users and Fleet users. Our proposed training is outlined below. Training Materials Our Professional Services team will provide soft copies of User Guides, Axon Quick Start Guides, and Manuals, Axon Evidence Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527621 Bid Number: RFP 101223 Administrator Reference Guide, Axon Evidence Security Guide, End -to -End Deployment Guide, Implementation Best Practi.z.- Guideline, and a Go - Live Checklist. Additional curriculum and support materials include, but are not limited to: Job Aids E-Learning Certification Programs Vi Training Demonstrations Software Simulations Enrollment for Virtual Classes Recordings of Previous Classes and Demonstrations Sample Lesson Plans Key U Training (Train the Trainer) End users can be trained one by one or in a train -the -trainer style. For a department of the size of Champaign, we advise training an initial subset of key end users, This group will serve several roles, including confirmation of system functionality, performance, and feedback on any localized issues that had not been previously identified. This initial subset of trainees can act in a "train the trainer" capacity for their co-workers and typically become a resource when newer users are activated and require training or assistance. System Administration Training System Administrator training typically consists of a session covering custom roles and permissions, retention categories, and other critical Axon Evidence settings. Additionally, Axon Evidence features wilt be discussed, including working with evidence, redaction capabilities, case functionality, reporting options, audit trails, and device inventory. Administrators will also leam how to configure items specifically related to Axon Body 3, Axon Fleet 3, Axon Signal, and ALPR. Each System Administrator training session is generally three to four hours in length and can accommodate up to 10 users. Axon Evidence User Training If training for eVi:nce technicians, supervisors, detectives, or redaction technicians is necessary for your program, our team can accommodate those needs. These sessions are customized and will cover portions of Axon Evidence that are central to the job functions of those in attendance. Recommended Class Structure / Training Plan Under this project, Axon will provide the following training classes: One (1) three-hour Super User (Administrative) Training s (two (2) sessions can be conducted, if needed). There is no limit to the number of attendees for these sessions. One (1) three (3) hour Train the Trainer session. There is no limit to the number of attendees for these Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 Bid Number: RFP 101223 {1) one and a half (1.5) hour evidence Tech Training. There is no limit to the number of attendees for th s sessions. Fleet 3 Training - Generally, end users will be trained on the system when they retum to pick up their vehicle after hardware installation is complete. They will be trained on system operation and best practices. This process can be modified if needed; in some larger agencies a group of end users may be trained, who will then train other groups of end users. The customer trainers would then complete the rollout of the cameras and training to all the officers. The number of classes will vary depending on the size of each department. For customer train the trainer rollout, we recommend a limit of 15 officers per class. Training is normally conducted at the beginning of a shift so that the officer can begin using the equipment immediately. Having training coincide with deployment reinforces the material taught during training and allows any issues that arise to be addressed by training staff immediately. While this is our recommended and proposed class structure and curriculum, our approach is flexible and can be modified to meet the needs of the City. Additional Training Resources and Continued Learning Our continued leaming site, Axon Academy, is your go -to online resource for leaming more about your TASER smart weapon, Axon camera, Axon Evidence account, and how each of these components interface with other elements of the Axon ecosystem. Supported by the Police One web infrastructure, Axon Academy is a convenient and secure way of accessing information to help agencies make the most of the Axon Ecosystem of products and digital evidence management software. Within Axon Academy, there are three different ways to leam: ON -DEMAND E-LEARNING MODULES — Each of these modules address a different element of the Axon Ecosystem and provide a self - paced, individual learning experience whenever is convenient for your users VIRTUAL TRAINING COURSES — these courses are offered live via the web, and give your users the ability to participate in a class and interact with the instructor CERTIFICATION PROGRAMS — Our comprehensive certification programs allow leamers to pull together a specified list of resources to quantify their knowledge in a particular area (e.g., CEWs, Axon Evidence, Axon cameras). Training content is developed and maintained by Axon subject matter Vendor Name: Axon Enterprise, Inc. 000uaignEnvelope ID: Caroo norau Bid Number: RFP 101223 experts and supporting documentation is designed to provide a simple and straightforward way of leaming 8bOut specific topics. The database continues to grow as our product and service offering expands. ,Axon Fleet 3 significantly reduces the !need for bulky and expensive components often seen in traditional in -car solutions. With Axon Fleet 3, customers will benefit from minimally - designed system components such as our integrated cameras built to capture both audio and video, as well as provide integrated ALPR capability, Our sleek hardware and ,non -obtrusive wiring installation help optimize space within the patrol vehicle and promote an open and safe cabin in which an officer can move about freely and unobstructed. The Axon Fleet 3 in -car system has a small form factor designed to offer ,a discreet and inconspicuous setup within a variety of vehicles, including ,civilian, unmarked, and patrol vehicles. Our team will work with customers to identify mounting locations within the vehicle that limit unwanted attention. Our proposed solution will include all necessary wiring. Axon Fleet 3 has been developed to utilize Power over Ethernet (PoE) connections, which offer both greater connection speed and stability. All wiring will be installed and run undenneath the lining of the vehicle or with the shape of the vehicle where possible. Any exposed wire 411 be secured, mounted, and bundled together to During installation, our team will work with customers to determine the best mounting option for Axon Fleet 3 cameras in each vehicle, while keeping practical use and officer safety in mind. Cameras are typically mounted to the windshield or rear glass with an adhesive and can be removed without permanent damage. The offered Fleet 3 system includes two cameras: the dual view, forward facing camera that includes the ALPIR camera, and the interior camera to capture the rear cabin. The Axon Fleet 3 Dual -View Camera is mounted on a swivel -ball joint that allows the camera to be panned and tilted to ensure objects of interest are within the camera's field of view. It supports 360-degree articulation. An Internal spring provides consistent sensory feedback as a user makes adjustments. The swivel -ball joint has detents that click in place every 22.5 degrees of horizontal rotation (pan) to hold the camera in the desired position. The Axon Fleet 3 Interior Camera ,is mounted on an adjusted angle ,mount that allows the camera to be Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 tilted up or down to ensure objects of interest are within the camera's field of view. The Interior Mount can be adjusted to capture a comprehensive view of the cabin. Long Term Support In our view, a project is not over when a deployment is concluded, The final portion of any Axon delivery is our professional cus r support, which starts after deployment concluii4,4 and continues for the life of the solution. Axon has included an Initial five-year warranty as part of this project. We have a multi -level approach to service, including our account specific Customer Success Managers, our 24/7 technical support and our Return Merchandise Authorization (RMA) team to help our law enforcement partners have the most successful body-wom, in -car camera and digital evidence management programs possible. We begin the post -deployment process with a survey that allows all customers to provide feedback directly to Axon leaders, and we provide multiple options for getting help, offering suggestions, or expanding your Axon ecosystem. Customer Success Manager We assign a customer success manager (CSM) to your account for the remainder of your contract. Their goal is to support your day-to-day needs, educate you on new features, and help you receive value from your investment. Your CSM will wear multiple hats, from project management to product expert to consultant, and will continually be focused on making the City more efficient and confident in your daily workflows. As your program develops and progresses, your CSM can take hardware and software feedback and pass it along to our engineers — another benefit of deploying a solution that is serviced by the same engineers who developed it. In fact, many new features have been built directly from such suggestions from our law enforcement partners. They will also work with your sales executive if any further purchases are desired. Your CSM can be reached by phone or email and can be adaptable to your communication preferences. 24/7/365 Technical Support Our Technical Support team is US - based and offers live phone support 24 hours a day, seven days a week. This is included as part of your investment in the Axon ecosystem and any member of your agency can call; our staff will help anyone with their questions, not just supervisors. A caller is usually talking with one of our support staff within 30 szt-onds of placing their call. Online, email - based support and remote -location Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527621 troubleshooting are also included. If a technical issue requires advanced troubleshooting or interfacing with our in-house engineers, our Senior Technical Support team (Tier 2) can take over from the Technical Support team (Tier 1). All senior technical support representatives hold certifications from their respective govemments for access to CJI. The team currently holds a variety of education and information technology certifications, and many have a background in law enforcement. RMA Process If equipment needs to be returned for repair or warranty work, we make the process as simple and hassle - free as possible. Axon's return material authorization (RMA) request process is housed directly within Axon Evidence, allowing users with appropriate permissions to create repair requests easily. Our US -based RMA team works out of our Scottsdale, AZ headquarters. All retums are initiated, tracked, and managed using the hardware's unique device serial number, which also correlates with warranty status and helps protect evidence integrity if evidence recovery is needed. Axon's RMA process is also integrated with FedEx and retum labels are provided at no extra cost. Table 15: Industry Specific Questions Line Question Item Response* 78 Describe the security features of your Axon Evidence, the same application used for managing TASER evidence, is a proposed solutions in relation to data cloud -based solution that complies with the Federal Bureau of Investigation's Criminal security. Justice Information Services (CJIS) Security Policy, which sets the minimum -security requirements to provide an acceptable level of assurance to protect the full lifecycle of Criminal Justice Information (CJI), Axon Cloud Services was designed and is operated to ensure that it is compliant with the FBI CJIS Security Policy at both the application and data storage layers. Customers can be assured that their digital data is protected by a robust information security program that is designed to exceed the CJIS security requirements as wet as provide protection against current and emerging threats. The Axon CJIS Compliance White paper outlines the specific security policies and practices for Axon Evidence and how they are compliant with the CJIS Security Policy, Read more about Axon's CJIS Compliance program and commitments here. http://www.axon.com/compliance. Axon Evidence offers numerous data security management functions to meet and exceed industry standards for the architecture and security of Axon Evidence. Axon has developed and operates secure software development lifecycle procedures (SDLC). Execution within the SDLC ensures security is evaluated at every phase of development and that quality measures are met. All evidence data is encrypted at rest and in transit. Robust SSUTLS is implemented for data in transit using TLS 1.2 with a 256-bit connection and Perfect Forward Secrecy. Evidence data stored at rest is encrypted with at least 256-bit AES. The graphic below offers a high-level view of the various layers of security implemented in the CJIS compliant solution. Axon's compliance with a number of security standards in addition to CJIS demonstrate our commitment to providing a trustworthy platform to our customers, and offers a way to understand the controls put in place to secure Axon Evidence and the data you store in it. These additional certifications, compliance measures, and security assurances include: ISO/IEC 27001:2013 Certified - Information Security Management Standards ISO/IEC 27017:2015 Certified - Code of Practice for Inforrnation Security Controls Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601 E9-C34C- 4224-A447-0295D1527B21 ISO/IEC 27018:2019 Certified - Code of Practice for Protecting Personal Data in the Cloud CALEA Standard 17.5.4 Compliant HIPAA and HITECH AICPA SOC 2 Type 2 Reporting (Applicable only to Axon Evidence) Cloud Security Alliance - CSA STAR Attestation (Level Two) Cloud Security Alliance - CSA STAR Self -Assessment (Level One) Accessibility Conformance Report - WCAG 2.0 & VPAT/Section 508 BWC Security Overview Law enforcement data is among the most sensitive in the world and, with Axon's robust information security program, we can help keep that data protected at all times. Our latest body -worn camera, Axon Body 3, includes a number of security features that help keep your valuable evidence and other information safe. Both physical and software approaches ensure the security of data even if the camera is lost or stolen, and help you maintain a proper chain of custody. Physical Security SECURED COMPARTMENT — Axon assembles Axon Body 3 cameras with Torx screws, thus preventing access to the storage without proper tools. EMMC STORAGE (EMBEDDED MULTIMEDIA CARD) — eMMC storage is populated on the circuit board rather than using an SD card. Accessing and reading eMMC is difficult and would require destruction and/or modification of the circuit board. Videos cannot be deleted from the camera. Cameras will not natively mount into a Microsoft Windows operating system like a mass storage device such as a flash drive or extemal hard drive would. Software/Firmware Security NO PARTITION TABLE — The storage media does not have a partition table and will show as an unreadable drive/ card (under any operating system). ENHANCED VIDEO AUTHENTICITY & INTEGRITY VALIDATION — Authentication and validation checks between the camera and Axon Evidence; SIGNED COMMANDS — Cryptographic validation of commands sent to the camera from Axon Evidence; SECURE BOOT — Only trusted, cryptographically signed firmware will run on the camera; HASH TREE IMPLEMENTATION — Facilitates multiple layers of forensic integrity; DISK ENCRYPTION — While on the device, evidentiary video is protected from manipulation with AES-XTS 128-bit encryption. Currently AES-128 is acceptable for protection of classified data, up to SECRET, by the US federal government. Secure Transfer The Secure Upload Process Axon cameras are designed to protect and preserve the evidence they capture. The cameras store all video files securely in onboard storage until the files are completely and successfully transferred into the digital evidence management system. All communication between the Axon Body 3 camera and Axon Evidence is conducted over 256-bit AES encryption to safeguard data during transfer. During offload from the camera to Axon Evidence: 1. The precomputed SHA-2 cryptographic hash tree is located for each video that needs to be uploaded and each SHA-2 hash tree is computed immediately after the corresponding MP4 video finishes recording. 2. The SHA-2 cryptographic hash tree and video metadata are transmitted to Axon Evidence. The MP4 video files are saved securely on Axon Evidence in their original state, as verified by the SHA-2 hash tree function. 3. Upon completion of the upload process, the SHA-2 cryptographic hash tree values are evaluated to detect data corruption of any kind. A contiguous SHA-2 hash is computed after this verification step. 4. Once the hash values and data integrity are verified, the file is confirmed to be uploaded, and the corresponding video files are deleted from the camera. If a transfer is terminated before its video files are fully uploaded, any files not completely uploaded to Axon Evidence will remain on the camera, so that upload can resume the next time the camera is docked or connected. Loss of power to an Axon camera will not cause data loss or corruption. The devices maintain a suitable amount of backup power to ensure proper shutdown. If a device were to lose power, it would properly close out all incident files (videos) to ensure that no data was lost or corrupted. In the event of sudden and complete power loss, the device will perform a video recovery operation during the next boot process and close out the incident file. The interrupted recording file, as well as any previously recorded files, will be available once power is restored. Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 79 Describe the data storage, Artificial As a cloud -based system, Axon Evidence's architecture is modular, scalable, and Intelligence (Al) analytics, and management extensible. All data is stored in the Evidence instance at a Microsoft Azure data features and functionality as they relate to center, Managing the vast amount of digital evidence available to agencies today your proposed products. can be overwhelming. Especially when the burden is on end users to keep evidence organized —no matter the source. This becomes even more difficult when digital evidence is stored in various locations, on different devices, and across many platforms. Axon's unlimited third -party storage plan —which includes storage for both Axon - captured evidence and third -party evidence —offers agencies a modernized approach to digital evidence management that is affordable, convenient, modular, secure and can scale to meet any storage requirements. With unlimited storage, Axon Evidence can be the main source of storage for ail digital evidence. You can then easily manage, store, share, receive, and investigate your data all from a single system. To help with the usability of large data volumes, content that has not been viewed or accessed for six months may be moved into archival storage, Archived files are still searchable and can be retrieved with a single cliick. Interview Room Axon Interview uses a local storage server to temporarily store video before upload to Axon Evidence. This is in place to ensure that no evidence is lost due to communications issues. Axon Body Wom Cameras Axon cameras will never overwrite previously recorded footage. It is not possible to delete or modify any video content on the device; videos are only deleted from the camera once they completely and verifiably upload to the application. This safeguard ensures no video content is accidentally lost or altered. The Axon Body 3 has 64 GB of non -removable storage to house captured video tiles and the camera's operating system. This is sufficient to hold 11 to 46 hours of recorded video (depending on resolution). The Axon Body 4 has 128 GB of non -removable storage on a solid state eMMC to house captured video files and the camera's operating system. This is sufficient to hold 11 to 103 hours of recorded video (depending on resolution). Axon Performance Axon Performance allows supervisors or managerial -level staff to review their agences body-wom camera, Fleet and TASER metrics. Not only can Axon Performance help an agency adhere to policies and programs currently in place, but they can leverage the technology to identify gaps in performance and evidence management. By gathering this information, your agency can work to train and improve an officer's skill set. Please see the attached solution overview for more information. Auto -transcription As cases make their way through the justice system, an accurate transcript will be required at some point. Manual transcription typfeatly takes 4-10 times longer to produce than the length of the actual audio, meaning there are often lengthy backlogs and budget constraints, which slow the delivery of admissible evidence. Furthermore, during the transcription process, transcribers ere forced to repeatedly listen to potentially disturbing audio to ensure accuracy. To address these issues, Axon's Transcription Assistant offers access to powerful artificial intelligence (Al) and an intuitive user interface (UI) to help make transcribing audio faster and more .efficient. Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 80 Describe how your proposed product(s) or Axon Evidence is a Digital Evidence Management System (DEMS), and a large systems integrates with Computer Aided benefit with Axon is that our full ecosystem of products natively integrates with Axon Dispatch, Records Management, Digital Evidence. There is never a need to worry about the core integration of evidence Evidence Management, and/or Situational collection, storage and management as Axon provides all these capabilities. Awareness Systems. Axon has a proven integration with situational awareness systems such as RapidSOS and Flock through our Axon Respond API. This API is fully developed and requires no additional work for customers. Generally, the situational awareness systems will begin polling Axon Respond continuously, providing real-time access to officer locations. The location data of both body-wom and Fleet cameras will flow into these systems for visualization on their display. Integration with CAD/RMS Auto -tagging is a feature that categorizes videos based on the correlated event metadata captured by the respective systems. Common data already collected by the CAD or RMS, such Event ID, Event Type, Officer Badge ID, and Dispatched and Cleared Times can be automatically associated with evidence, without the need for manual intervention. Integrating a CAD or RMS system with Axon Evidence will save officers valuable time, because the majority of tags will be automatically added by the system. With auto -tagging, officers simply record videos with Axon body -worn or in -car cameras and upload them. Axon Evidence will use the data from the CAD and RMS solutions to apply the appropriate tags. Officers will still be able to add :custom metadata tags in the field. On a regular schedule, customers export a database -printout file to a specific folder from the CAD or RMS software. The printout file format, generally an .xml or .csv, is designed to comply with Axon Evidence requirements for integration. :Axon supplies a .NET 4.0 service 'Integrator Application" on your server that monitors the selected folder. When the service detects the presence of a printout file, it encrypts the file using AES 256-bit encryption and sends it securely to Axon 'Evidence. After Axon Evidence confirms receipt of the file, the application deletes ,the local copy of the file. Axon Evidence decrypts the printout file and parses the data found in the file. Using an algorithm, Axon Evidence determines which evidence file each piece of data applies to and tags those files appropriately. Evidence can be auto -tagged for 72 hours after upload, and then will require manual tagging. When Axon Evidence finishes processing a batch of data received from the CAD/RMS solution, it sends the specified recipients a reporting email that includes summary results of the processing and detailed reports about evidence matched. Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527621 81 82 Describe how your system allows for Sharing Evidence secured sharing of videos - file sharing Axon Evidence enables users to share content with intemal and external msstakeholders without the need for additional licenses. This includes other agencies already using Axon Evidence or Axon Justice Premieras well as extemal users • do not have Axon Evidence accounts. Sharing with Chitside Agency s Evidence Users Axon Evicts makes tt .r,y to share evidence and with other Axon Evidence notes, as well as MAIM' our Justice Premier solution for prosecutore and public def ars. Since e external users al dy have a,sentials, sha vs evidence can be d in the same y erown as th I n tsthigitaeth l ey: ermeisithAfter evisu ie. ts added to Axon Evidence a ,n:zr can sirnply at z arty of their tedparbler agencies welt Axon Evi ce ntials. As users share evidence with partner agencl , the partner at ins will only have a to the data a user has chosen to share via an list. AU unshared data remains completely unavailable. When di are shared with a partner agency, Axon Evidence sends a copy of the files and their associated metadata, which the partner agency can manage independently without affecting the original evidence. Any evidence that is shared is preserved in its original form in the sharer's instance of Axon Evidence. Sharing With Non -Axon Evidence Users A user can share evidence with those who are not Axon Evidence users by e dling a download link to an external email address. Audit Trails, Table of Contents, and Transcripts, an Optional Message and the Duration in days that the shi is active, can all be shared with the core evidence. All included documents will be made available via a ZIP folder, which a recipient ,Can access without having to sign into an Axon Evidence account. There are no additional authorizations or licenses required by Axon to share files using this method. However, please note that access can no longer be centrally 'controlled once it is downloaded locally. Data Export Users cannot modify original videos captured for chain of custody and chain of evidence reasons. If the original content or video evidence is uploaded as an MP4 it will be downloaded as an MP4 for review. Axon does not apply any proprietary for uts when files are exported, This applies with any files such as PDF, DOC, AVI, WAV, MP3, AAC, etc. At the time of upload an SHA cryptographic hash function is generated and used to verify the integrity of the content uploaded. This SHA hash is also available at time of download for verification of authenticity, Detail how your system complies with Axon Evidence, the same application used for managing TASER evidence, is a Criminal Justice Information Systems cloud -based solution that complies with the Federal Bureau of Investigation's Criminal (CJIS) security requirements. .Justice Information Services (CJIS) Security Policy, which sets the minimum -security requirements to provide an acceptable level of assurance to protect the full lifecycle of Criminal Justice Information (CJI). 'Axon Cloud Services was designed and is operated to ensure that it is compliant .with the FBI CJIS Security Policy at both the application and data storage layers. Customers can be assured that their digital data is protected by a robust information security program that is designed to exceed the CJIS security .requirements as well as provide protection against current and emerging threats. The Axon CJIS Compliance White paper outlines the specific security policies and practices for Axon Evidence and how they are compliant with the CJIS Security Policy, Read more about Axon's CJIS Compliance program and commitments here. htexi .axon.com/compliance. Exceptions to Terms, Conditions, or Specifications Form Only those Proposer Exceptions to Terms, Conditions, or Specifications that have been accepted by Sourcewell have been incorporated into the contract text. Documents Ensure your submission document(s) conforms to the following: Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601E9-C34C-4224-A447-0295D1527B21 1. Documents in PDF format are preferred. Documents in Word, Excel, or compatible formats may also be provided. 2. Documents should NOT have a security password, as Sourcewell may not be able to open the file. It is your sole responsibility to ensure that the uploaded document(s) are not either defective, corrupted or blank and that the documents can be opened and viewed by Sourcewell. 3. Sourcewell may reject any response where any document(s) cannot be opened and viewed by Sourcewell. 4. If you need to upload more than one (1) document for a single item, you should combine the documents into one zipped file. If the zipped file contains more than one (1) document, ensure each document is named, in relation to the submission format item responding to. For example, if responding to the Marketing Plan category save the document as "Marketing Plan." • Pricing - 2023 Axon Pricebook - Sourcewell 2.0.xlsx - Tuesday October 10, 2023 15:41:59 • F' i i r i' - AXON_2022_AnnualReport.pdf - Tuesday October 10, 2023 15:42:15 marketing PIa0 satrpp - Cooperative Contract Marketing Example.docx - Wednesday October 11, 2023 15:08:36 • WMBE/MBE/SBE or Related Certificates (optional) • Warranty Information; - Axon -Master Services and Purchasing Agreement- Sourcewell 101223.docx - Tuesday October 10, 2023 15:43:02 October 10, 2023 15:42:43 - Axon -Master Services and Purchasing Agreement- Sourcewell 101223.docx - Tuesday - Product Descriptions.zip - Tuesday October 10, 2023 15:46:25 -Sourcewell RFP 101223 - Axon's Exceptions.docx - Tuesday October 10, 2023 15:42:34 Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 Addenda, Terms and Conditions PROPOSER AFFIDAVIT AND ASSURANCE OF COMPLIANCE I certify that I am the authorized representative of the Proposer submitting the foregoing Proposal with the legal authority to bind the Proposer to this Affidavit and Assurance of Compliance: 1. The Proposer is submitting this Proposal under its full and complete legal name, and the Proposer legally exists in good standing in the jurisdiction of its residence. 2. The Proposer warrants that the information provided in this Proposal is true, correct, and reliable for purposes of evaluation for contract award. 3. The Proposer, including any person assisting with the creation of this Proposal, has arrived at this Proposal independently and d1e Proposal has been created without colluding with any other person, company, or parties that have or will submit a proposal under this solicitation; and the Proposal has in all respects been created fairly without any fraud or dishonesty, The Proposer has not directly or indirectly entered into any agreement or arrangement with any person or business in an effort to influence any part of this solicitation or operations of resulting contract; and the Proposer has not taken any action in restraint of free trade or competitiveness in connection with this solicitation. Additionally; if Proposer has worked with a consultant on the Proposal, the consultant (an individual or a company) has not assisted any other entry that has submitted or will submit a proposal for this solicitation. 4. To the best of its knowledge and belief, and except as otherwise disclosed in the Proposal, there are no relevant facts or circumstances which could give rise to an organizational conflict of interest. An organizational conflict of interest exists when a vendor has an unfair competitive advantage or the vendor's objectivity in performing the contract is, or might be, impaired. 5. The contents of the Proposal have not been communicated by the Proposer or its employees or agents to any person not an employee or legally authorized agent of the Proposer and will not be communicatedto any such persons prior to Due Date of this solicitation. 6. If awarded a contract, the Proposer will provide to Sourcewell Participating Entities the equipment, products, and services in accordance with the terms, conditions, and scope of a resulting contract. 7. The Proposer possesses, or will possess before delivering any equipment, products, or services, all applicable licenses or certifications necessary to deliver such equipment, products, or services under any resulting contract. 8. The Proposer agrees to deliver equipment, products, and services through valid contracts, purchase oresrs', or means that are acceptable to Sourcewell Members. Unless otherwise agreed to, the Proposer must provide only new and first -quality products and related services to Sourcewell Members under an awarded Contract. 9. The Proposer will comply with all applicable provisions of federal, state, and local laws, regulations, rules, and orders. 10. The Proposer understands that Sourcewell will reject RFP proposals that are marked "confidential" (or "nonpublic," etc.), either substantially or in their entirety. Under Minnesota Statutes Section 13.591, subdivision 4, all proposals are considered nonpublic data until the evaluation is complete and a Contract is awarded. At that point, proposals become public data. Minnesota Statutes Section 13.37 permits only certain narrowly defined data to be considered a "trade secret," and thus nonpublic data under Minnesota's Data Practices Act. 11. Proposer its employees, agents, and subcontractors are not: 1. Included on the "Specially Designated Nationals and Blocked Persons" list maintained by the Office of Foreign Assets Control of the United States Department of the Treasury found at: ht a;/ treasury, oviof n , 2. Included on the government -wide exclusions lists in the United States System for Award Management found at: ; or 3. Presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. DocuSign Envelope ID: CB7601 E9-C34C-4224-A447-0295D1527B21 by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any Participating Entity. Vendor certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this solicitation. r By checking this box I acknowledge that I am bound by the terms of the Proposer's Affidavit, have the legal authority to submit this Proposal on behalf of the Proposer, and that this electronic acknowledgment has the same legal effect, validity, and enforceability as if I had hand signed the Proposal. This signature will not be denied such legal effect, validity, or enforceability solely because an electronic signature or electronic record was used in its formation. - Kenneth Maum, Senior Proposal Manager, Axon The Proposer declares that there is an actual or potential Conflict of Interest relating to the preparation of its submission, and/or the Proposer foresees an actual or potential Conflict of Interest in performing the contractual obligations contemplated in the bid. r Yes a No The Bidder acknowledges and agrees that the addendum/addenda below form part of the Bid Document. Check the box in the column "I have reviewed this addendum" below to acknowledge each of the addenda. File Name Addendum 11 _RFP_101223_Pu bl i c_S afety_S u rve i l la n ce Thu October_20 5 23 06:32 AM Addendu m_10_RFP_101223_Public_Safety_Surveillance Mon October 2 2023 03:56 PM Addendum _9_ R F P_ 101223_P u b l i c_S afety_S u rve i l l a n c e Tue September 26 2023 03:16 PM Addendum _8_RFP_101223_Publ ic_Safety_Su rvei llance Thu September 21 2023 04:09 PM Addendum _7_R F P_ 101223_P u b l i c_S afe ty_S u rye i l l a n c e Thu September 21 2023 07:35 AM Addendum_6_RFP_ 101223_Public_Safety_Surveillance Wed September 20 2023 12:49 PM Addendum 5_RFP_101223_Public_Safety_Survei llance Mon September 18 23 03:49 PM Addendum_4_RFP_ 101223_Public_Safety_Surveillance Fri September 15 2023 10:52 AM Addendum _3_RFP_101223_Publ ic_Safety_Survei llance Tue September 5 2023 03:47 PM Addendum _2_RFP _101223_Public_Safety_Su rvei llance Fri August 25 2023 01:53 PM Addendum _1_RFP 101223_Public_Safety_Surveillance Fri August 25 2023 1_1:11 AM have reviewed the below addendum and attachments (if applicable) F7 2 2 Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. CO T o #101223- between Sourcewell and Axon Enterprise, Inc. (Supplier), collectively referred to as "parties." e TH|SAMENDMENTiseffeciveupnnthedateofthe|astsignaturebe|mm/EffectveD$t \bvand SourcevveU awarded a contract to the Supplier to provide Public Safety Video Surveillance Solutions with Related Equipment, Software and Accessories to Sourcewell and its Participating Entities, effective February 6, 2024, through December 15, 2027 (Contract). Supplier requested that its Canadian affiliate, Axon Public Safety Canada, Inc., be named as an additional Contract holder. Therefore, the parties agree that as of the effective date of this Amendment, the named Cnntnactho|der"AxonEnterphse,|nc"inContract#101Z33-AXNvvi||benep|acedvvith"Axon Enterprise,|nc.andit'sConadianaffi|iateAxonPub|icSafetyCanada,|nc.^ Except as amended by this Amendment, the Contract remains in full force and effect. S murcemxeU Axon Enterprise, affiliate Axon Public Safety Canada, Inc. Inc. and it's Canadian ftned by, By: Procurement Rober1�r�co|LVp\/�renny�cnxvar���n/e/ / Assoc. 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For Meeting of: March 18, 2025 Resolution authorizing a contract with Axon Enterprise, Inc. for the purchase of tasers and community engagement software for the Police Department SUBMITTED BY: Lt. Tory Adams, Yakima Police Department SUMMARY EXPLANATION: The City of Yakima, through its Police Department, will purchase new tasers and community engagement software from Axon Enterprise, Inc. These acquisitions are essential to enhancing public safety operations and improving community relations. To facilitate this procurement, the City will utilize a cooperative purchasing agreement through Sourcewell contract 101223-AXN, which enables cost- effective purchasing by leveraging volume pricing and a competitive process that has already been completed by Sourcewell. After negotiations, a fair and reasonable pricing structure has been agreed upon, ensuring it aligns with the City's budget. The agreement is structured as a five-year cancellable contract with a total value of $1,145,427.63. ITEM BUDGETED: Yes STRATEGIC PRIORITY 24-25: A Resilient Yakima RECOMMENDATION: Adopt Resolution. ATTACHMENTS: Resolution SS Axon_PD.docx Axon Contract 101223.pdf Quote Axon Tasers (Q-564844-45706.711JH).pdf