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HomeMy WebLinkAboutContract 51314 CITY SECRETARY , CONTRACT NO. 51 VENDOR SERVICES AGREEMENT Axon Enterprise Incorporated This VENDOR SERVICES AGREEMENT ("Agreement") is made and entered into by and between the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation, acting by and through Jay Chapa, its duly authorized Assistant City Manager, and AXON ENTERPRISE, INC. ("Vendor"), a Delaware corporation and acting by and through Jay Chapa, its duly authorized Assistant City Manager, each individually referred to as a"party"and collectively referred to as the"parties." WHEREAS, the Vendor and City are parties to City Secretary Contract No. 48941, dated March 30, 2017, using BuyBoard Contract No. 500-15 for body-worn cameras, conducted electrical weapons, in- car video systems, external data storage and related equipment and services; and WHEREAS, the Vendor now agrees to provide City with a custom TASER 7 offering as a part of their Officer Safety Program bundle; and WHEREAS, the City has determined that Axon Enterprise Incorporated is the documented sole source provider of TASER conducted energy devices, accessories and Officer Safety Plan; and WHEREAS, the City has determined the Agreement is necessary to preserve or protect the public health or safety of the City's residents. NOW, THEREFORE, for and in consideration of the mutual obligations and benefits contained herein,the Parties agree as follows: AGREEMENT DOCUMENTS: The Agreement documents shall include the following: 1. This Vendor Services Agreement; 2. Exhibit A—Vendor's Quotation; 3. Exhibit B—Sole Source Documentation; and 4. Exhibit C—Verification of Signature Authority Form. 5. Exhibit D-Axon Enterprise, Inc.'s TASER 7 Terms and Conditions 6. Exhibit E—Axon Enterprise, Inc's terms and conditions included in City Contract No. 48941, as specifically listed below: a. TASER International,Inc.'s Sales Terms and Conditions Direct to End User Purchasers b. TASER International, Inc. Hardware Warranty, Limitations and Release for Law Enforcement CEW Products and On-Officer Cameras(U.S. and Canada) c. TASER International, Inc.'s Sales Terms and Conditions for the Evidence.com Dock and AXON flexTM and AXON body Cameras TASER Assurance Plan(U.S. Only) d. Evidence.com Master Service Agreement Exhibits A, B C, D, and E which are attached hereto and incorporated herein, are made a part of this Agreement for all purposes. In the event of any conflict between the terms and conditions of Exhibits A, B, C, D, or E and the terms and conditions set forth in the body of this Agreement, the terms and conditions of this Agreement shall control. Vendor Services Agreement Page 1 of Al Axon Enterprise,Inc. 1. SCOPE OF SERVICES. Vendor agrees to provide the City with a custom TASER 7 offering as a part of their Officer Safety Program, Body Worn Camera and Conducted Electric Weapon bundle. Exhibit "A," —Vendor's Quotation more specifically describes the equipment and services to be provided hereunder. 2. TERM. This Agreement shall begin on September 28, 2018 ("Effective Date") and shall expire on September 30, 2019 ("Expiration Date"), unless terminated earlier in accordance with this Agreement ("Initial Term"). Upon the expiration of the Initial Term,the Agreement shall renew automatically under the same terms and conditions for three (3) one-year renewal periods, unless no funds or insufficient funds are appropriated by City in accordance with Section 4.1. 3. COMPENSATION. City shall pay Vendor in accordance with the provisions of this Agreement and Exhibit "A," — Vendor's Quotation. Total payment made under this Agreement for the first year by City shall be in an amount not to exceed one million,five hundred thousand Dollars($1,500,000.00).If the Agreement is renewed in accordance with Section 2, total payment made under this Agreement for any one-year renewal option shall be in an amount not to exceed two million Dollars ($2,000,000.00). Vendor shall not perform any additional services or bill for expenses incurred for City not specified by this Agreement unless City requests and approves in writing the additional costs for such services. City shall not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing. 4. TERMINATION. 4.1 Non-appropriation of Funds. In the event no funds or insufficient funds are appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor of such occurrence and this Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. Notwithstanding the foregoing, in the event of such termination, Section 7,TASER 7 Termination of Exhibit D will apply. 4.2 Duties and Obliptions of the Parties.In the event that this Agreement is terminated prior to the Expiration Date, City shall pay Vendor for services actually rendered up to the effective date of termination and Vendor shall continue to provide City with services requested by City and in accordance with this Agreement up to the effective date of termination. Upon termination of this Agreement for any reason,Vendor shall provide City with copies of all completed or partially completed documents prepared under this Agreement. In the event Vendor has received access to City Information or data as a requirement to perform services hereunder, Vendor shall return all City provided data to City in accordance with the TASER 7 Terms and Conditions. 5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION. 5.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full disclosure in writing of any existing or potential conflicts of interest related to Vendor's services under Vendor Services Agreement Page 2 of 41 Axon Enterprise, Inc. this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement, Vendor hereby agrees immediately to make full disclosure to City in writing. 5.2 Confidential Information. Vendor, for itself and its officers, agents and employees, agrees that it shall treat all information provided to it by City ("City Information") as confidential and shall not disclose any such information to a third party without the prior written approval of City. 5.3 Unauthorized Access. Vendor shall store and maintain City Information in a secure manner and shall not allow unauthorized users to access, modify, delete or otherwise corrupt City Information in any way. Vendor shall notify City immediately if the security or integrity of any City Information has been compromised or is believed to have been compromised, in which event, Vendor shall, in good faith, use all commercially reasonable efforts to cooperate with City in identifying what information has been accessed by unauthorized means and shall fully cooperate with City to protect such City Information from further unauthorized disclosure. 6. RIGHT TO AUDIT. Vendor agrees that City shall, until the expiration of three(3)years after final payment under this contract, or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records, including, but not limited to, all electronic records, of Vendor involving transactions relating to this Agreement at no additional cost to City. Vendor agrees that City shall have access during normal working hours to all necessary Vendor facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City shall give Vendor reasonable advance notice of intended audits. 7. INDEPENDENT CONTRACTOR. It is expressly understood and agreed that Vendor shall operate as an independent contractor as to all rights and privileges and work performed under this Agreement, and not as agent, representative or employee of City. Subject to and in accordance with the conditions and provisions of this Agreement, Vendor shall have the exclusive right to control the details of its operations and activities and be solely responsible for the acts and omissions of its officers, agents, servants, employees, consultants and subVendors. Vendor acknowledges that the doctrine of respondeat superior shall not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents, employees, servants, Vendors and subVendors. Vendor further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Vendor. It is further understood that City shall in no way be considered a Co-employer or a Joint employer of Vendor or any officers, agents, servants, employees or subVendor of Vendor. Neither Vendor, nor any officers, agents, servants, employees or subVendor of Vendor shall be entitled to any employment benefits from City.Vendor shall be responsible and liable for any and all payment and reporting of taxes on behalf of itself, and any of its officers, agents, servants, employees or subVendor. 8. LIABILITY AND INDEMNIFICATION. 8.1 LIABILITY- VENDOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), Vendor Services Agreement Page 3 of 41 Axon Enterprise, Inc. MALFEASANCE OR INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. 8.2 GENERAL INDEMNIFICATION - VENDOR HEREBY COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROMAND AGAINST ANYAND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR,ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES. 8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor agrees to defend, settle, or pay, at its own cost and expense, any claim or action against City for infringement of any patent, copyright, trade mark, trade secret, or similar property right arising from City's use of the software and/or documentation in accordance with this Agreement, it being understood that this agreement to defend, settle or pay shall not apply if City modifies or misuses the software and/or documentation. So long as Vendor bears the cost and expense of payment for claims or actions against City pursuant to this section,Vendor shall have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, City shall have the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect City's interest, and City agrees to cooperate with Vendor in doing so. In the event City, for whatever reason, assumes the responsibility for payment of costs and expenses for any claim or action brought against City for infringement arising under this Agreement, City shall have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, Vendor shall fully participate and cooperate with City in defense of such claim or action. City agrees to give Vendor timely written notice of any such claim or action, with copies of all papers City may receive relating thereto. Notwithstanding the foregoing, City's assumption of payment of costs or expenses shall not eliminate Vendor's duty to indemnify City under this Agreement. If the software and/or documentation or any part thereof is held to infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or compromise, such use is materially adversely restricted, Vendor shall, at its own expense and as City's sole remedy, either: (a) procure for City the right to continue to use the software and/or documentation; or (b) modify the software and/or documentation to make it non-infringing, provided that such modification does not materially adversely affect City's authorized use of the software and/or documentation; or (c) replace the software and/or documentation with equally suitable, compatible, and functionally equivalent non-infringing software and/or documentation at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to Vendor terminate this Agreement, and refund all amounts paid to Vendor by City, subsequent to which termination City may seek any and all remedies available to City under law. 9. ASSIGNMENT AND SUBCONTRACTING. 9.1 Assignment. Vendor shall not assign or subcontract any of its duties, obligations or rights under this Agreement without the prior written consent of City. If City grants consent to an assignment, the assignee shall execute a written agreement with City and Vendor under which the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement. Vendor and Vendor Services Agreement Page 4 of 41 Axon Enterprise, Inc. Assignee shall be jointly liable for all obligations of Vendor under this Agreement prior to the effective date of the assignment. 9.2 Subcontract. If City grants consent to a subcontract, sub Vendor shall execute a written agreement with Vendor referencing this Agreement under which sub Vendor shall agree to be bound by the duties and obligations of Vendor under this Agreement as such duties and obligations may apply. Vendor shall provide City with a fully executed copy of any such subcontract. 10. INSURANCE. Vendor shall provide City with certificate(s) of insurance documenting policies of the following types and minimum coverage limits that are to be in effect prior to commencement of any work pursuant to this Agreement: 10.1 Coverage and -Limits (a) Commercial General Liability: $1,000,000- Each Occurrence $2,000,000- Aggregate (b) Automobile Liability: $1,000,000- Each occurrence on a combined single limit basis Coverage shall be on any vehicle used by Vendor, its employees, agents, representatives in the course of providing services under this Agreement. "Any vehicle"shall be any vehicle owned,hired and non-owned. (c) Worker's Compensation: Statutory limits according to the Texas Workers' Compensation Act or any other state workers' compensation laws where the work is being performed Employers' liability $100,000 - Bodily Injury by accident;each accident/occurrence S100,000- Bodily Injury by disease; each employee $500,000- Bodily Injury by disease; policy limit 10.2 General Requirements (a) The commercial general liability and automobile liability policies shall name City as an additional insured thereon, as its interests may appear. The term City shall include its employees, officers,officials, agents,and volunteers in respect to the contracted services. (b) The workers' compensation policy shall include a Waiver of Subrogation (Right of Recovery) in favor of City. Vendor Services Agreement Page 5 of 41 Axon Enterprise, Inc. (c) A minimum of Thirty (30) days' notice of cancellation or reduction in limits of coverage shall be provided to City. Ten (10) days' notice shall be acceptable in the event of non-payment of premium.Notice shall be sent to the Risk Manager, City of Fort Worth, 200 Texas Street, Fort Worth, Texas 76102, with copies to the Fort Worth City Attorney at the same address. (d) The insurers for all policies must be licensed and/or approved to do business in the State of Texas. All insurers must have a minimum rating of A- VII in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. If the rating is below that required,written approval of Risk Management is required. (e) Any failure on the part of City to request required insurance documentation shall not constitute a waiver of the insurance requirement. (f) Certificates of Insurance evidencing that Vendor has obtained all required insurance shall be delivered to the City prior to Vendor proceeding with any work pursuant to this Agreement. 11. COMPLIANCE WITH LAWS,ORDINANCES.RULES AND REGULA T IOidS. Vendor agrees that in the performance of its obligations hereunder, it shall comply with all applicable federal, state and local laws, ordinances, rules and regulations and that any work it produces in connection with this Agreement will also comply with all applicable federal, state and local laws, ordinances, rules and regulations. If City notifies Vendor of any violation of such laws, ordinances, rules or regulations,Vendor shall immediately desist from and correct the violation. 12. NON-DiSCRINIIidA T ION COVENANT. Vendor, for itself, its personal representatives, assigns, subVendors and successors in interest, as part of the consideration herein, agrees that in the performance of Vendor's duties and obligations hereunder, it shall not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRINIINATION COVENANT BY VENDOR, ITS PERSONAL REPRESENTATIVES,ASSIGNS, SUBVENDORSS OR SUCCESSORS IN INTEREST,VENDOR AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH CLAIM. 13. NOTICES. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by United States Mail, registered, return receipt requested, addressed as follows: Vendor Services Agreement Page 6 of 41 Axon Enterprise,Inc. To CIT Y: To VENDOR: City of Fort Worth Axon Enterprise, Inc. Attn: Jay Chapa,Assistant City Manager Contracts 200 Texas Street 17800 N. 85`h Street Fort Worth, TX 76102-6314 Scottsdale, AZ Facsimile:(817)392-8654 Facsimile: 480-991-0791 With copy to bort Worth City Attorney's Office at same address 14. SO 11CITA T ION OF EMPLOYEES. Neither City nor Vendor shall, during the term of this Agreement and additionally for a period of one year after its termination, solicit for employment or employ, whether as employee or independent contractor, any person who is or has been employed by the other during the term of this Agreement, without the prior written consent of the person's employer. Notwithstanding the foregoing, this provision shall not apply to an employee of either party who responds to a general solicitation of advertisement of employment by either party. 15. GOVERNMENTAL POWERS. It is understood and agreed that by execution of this Agreement, City does not waive or surrender any of its governmental powers or immunities. 16. NO WAIVER. The failure of City or Vendor to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein shall not constitute a waiver of City's or Vendor's respective right to insist upon appropriate performance or to assert any such right on any future occasion. 17. GOVERNING LAW f VENUE. This Agreement shall be construed in accordance with the laws of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this Agreement,venue for such action shall lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas,Fort Worth Division. 18. SE VIRABILITY. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. 19. FORCE MAjEURRE. City and Vendor shall exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement, but shall not be held liable for any delay or omission in performance due to force majeure or other causes beyond their reasonable control, including, but not limited to, compliance with any government law, ordinance or regulation, acts of God, acts of the public enemy, fires, strikes, Vendor Services Agreement Page 7 of 41 Axon Enterprise, Inc. lockouts, natural disasters, wars, riots, material or labor restrictions by any governmental authority, transportation problems and/or any other similar causes. 20. HEADINGS NOT CONTROLLING. Headings and titles used in this Agreement are for reference purposes only, shall not be deemed a part of this Agreement, and are not intended to define or limit the scope of any provision of this Agreement. 21. REVIEW OF COUNSEL. The parties acknowledge that each party and its counsel have reviewed and revised this Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or Exhibits A, B, and C. 22. AMENDMENTS/MODIFICATIONS/EXTENSIONS. No amendment, modification,or extension of this Agreement shall be binding upon a party hereto unless set forth in a written instrument,which is executed by an authorized representative of each party. 23. ENTIRETY OF AGREEMENT. This Agreement, including Exhibits A, B, C, D and E, contains the entire understanding and agreement between City and Vendor, their assigns and successors in interest, as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. 24. COUNTERPARTS. This Agreement may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute one and the same instrument. 25. WARRANTY OF SERVICES. Vendor warrants that its services will be of a high quality and conform to generally prevailing industry standards. City must give written notice of any breach of this warranty within thirty (30) days from the date that the services are completed. In such event, at Vendor's option, Vendor shall either (a) use commercially reasonable efforts to re-perform the services in a manner that conforms with the warranty,or(b)refund the fees paid by City to Vendor for the nonconforming services. 26. IMMIGRATION NATIONALITY ACT. Vendor shall verify the identity and employment eligibility of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon request by City, Vendor shall provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Vendor shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any Vendor employee who is not legally eligible to perform such services. VENDOR Vendor Services Agreement Page 8 of 41 Axon Enterprise,Inc. SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES, SUBCONTRACTORS,AGENTS, OR LICENSEES. City, upon written notice to Vendor, shall have the right to immediately terminate this Agreement for violations of this provision by Vendor. 27. OWNERSHIP OF WORK PRODUCT. Vendor shall be the sole and exclusive owner of all reports, work papers, procedures, guides, and documentation, created, published, displayed, and/or produced in conjunction with the services provided under this Agreement (collectively, "Work Product"). Further, Vendor shall be the sole and exclusive owner of all copyright, patent, trademark, trade secret and other proprietary rights in and to the Work Product. To the extent that Vendor develops a work for City's sole and exclusive use, Vendor will grant the City a royalty-free, worldwide, non-transferable, non-exclusive, perpetual right to use such work. Vendor will retain all intellectual property rights and ownership in such work. 28. SIGNATURE AUTHORITY. The person signing this Agreement hereby warrants that he/she has the legal authority to execute this Agreement on behalf of the respective party, and that such binding authority has been granted by proper order, resolution, ordinance or other authorization of the entity. This Agreement and any amendment hereto, may be executed by any authorized representative of Vendor whose name, title and signature is affixed on the Verification of Signature Authority Form, which is attached hereto as Exhibit "C". Each party is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto. 29. CHANGE IN COMPANY NAME OR OWNERSHIP Vendor shall notify City's Purchasing Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining updated City records. The president of Vendor or authorized official must sign the letter. A letter indicating changes in a company name or ownership must be accompanied with supporting legal documentation such as an updated W-9, documents filed with the state indicating such change, copy of the board of director's resolution approving the action, or an executed merger or acquisition agreement. Failure to provide the specified documentation so may adversely impact future invoice payments. 30. PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT ISRAEL Vendor acknowledges that in accordance with Chapter 2270 of the Texas Government Code, the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel" and "company" shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this contract, Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (1) does not boycott Israel; and (2)will not boycott Israel during the term of the contract. Vendor Services Agreement Page 9 of 41 Axon Enterprise, Inc. IN WI T i SSS WHEREOF, the parties hereto have executed this Agreement in multiples this day of 2018. ACCEPTED AND AGREED: CITY OF FORT WORTH: CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration of this By: contract,including ensuring all performance and st+s pa- S uS4n /t(4 A.f s reporting requirements. stant City Manager Date: By: ?✓� � ..,�' ,.�-dames Rodriguez APPROVAL^ CO NDED: Il'- Sr.Management Analyst t' APPROVED AS TO FORM AND LEGALITY: By: r CUef oel F. Pitald MaW Mtw ray Chief of Police By: Matt Murray ATTEST: Assistant City Attorney CONTRACT AUTHORIZATION: By: M&C: P-12254 Mary Kayser F F OR City SecretaryAl xAsf2 VENDOR: 'a � ATTEST: By: By: Robert Driscoll,V.P.and Nam Associate General Counsel Title: SVP 64nr io f�� ,i W Date: ` �13 Vendor Services Agreement Page 10 of 41 Axon Enterprise,Inc. IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples this day of 12018. ACCEPTED AND AGREED: CITY OF FORT WORTH: CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration of this By: contract,including ensuring all performance and Jesus J. Chapa reporting requirements. Assistant City Manager Date: By: James Rodriguez APPROVAL RECOMMENDED: Sr.Management Analyst APPROVED AS TO FORM AND LEGALITY: By: Chief Joel F. Fitzgerald Chief of Police By: Matt Murray ATTEST: Assistant City Attorney CONTRACT AUTHORIZATION: By: M&C: P-12254 Mary Kayser City Secretary VENDOR: ATTEST: By: By: Robert Driscoll,V.P. and Nam 41 Associate General Counsel Title: SVP 6jen r.I r"Icau/ Date: ' : Vendor Services Agreement Page 10 of 41 Axon Enterprise, Inc. Exhibit A Q-175847JG VENDOR'S QUOTATION Issued 07/2412018 0# Quote Expiration:08/30/2018 Axon Enterprise, Inc. 17800 N 85th St. Account Number 105785 1 Scottsdale,Arizona 85255 Start Date: 10/1/2018 United States Payment Terms:Net 30 4klak Phone:(800)978-2737 Delivery Method:Fedex-Ground SALES REPRESENTATIVE SHIP TO BILL TO Elliot Kelly Fort Worth Police Department—TX Fort Worth Police Department-TX Phone:(512)712-3580 Attn: James Rodriguez 505 W Felix St Email:ekelly@TASER.com 505 W Felix St Fort Worth,TX 76115 Fax:(480)991-0791 Fort Worth, TX 76115 US US PRIMARY CONTACT James Rodriguez Phone:(817)877-8385 Email:jamas.rodricuez�fortworthtexas.aov Axon Enterprise,Inc("Axon"or"Party")agrees to sell City of Fort Worth("Agency"or"Party"or collectively "Parties"),with a license start date of 1 October 2018(beginning of Year 2),a custom TASER 7 offering as part of their OSP BWC&CEW BUNDLE purchased under the agreement between City of Fort Worth and Axon Enterprise,Inc.F/K/A TASER International,Inc.dated 30 March 2017("the Agreement").During the 48 Month term of this offering,Axon will provide the deliverable to Agency for the fees listed in this Quote. Deliverables: Year Quantity Hardware Service Leader 2 1,193 TASER 7 Class Ill Handle 2 36 TASER 7 Class III Handle[Spares) 2 1,193 TASER 7 Unlimited Field Use Cartridge Program,1 Year 2 4,772 TASER 7 Live Cartridge Initial Delivery Unlimited Field Use Cartridge Program) 2 1 1,193 TASER 7 Live Cartridge,Close Q2arters 12-Degree)(Training Use 2 2,386 TASER 7 Live Cartridge,Standoff 3.5-Degree)(Training Use 2 2,386 TASER 7 Halt Cartrid e,Close Quarters 12-Degree) 2 3,579 TASER 7 Halt Cartridge,Standoff 3.5-Degree) 2 30 TASER 7 Inert Cartridge,Standoff(3.5-Degree) 2 30 TASER 7 Inert Cartridge,Close Quarters(12-Degree) 2 1,430 TASER 7 Battery Pack 2 1,193 TASER 7 Holster 2 24 TASER 7 Dock&Core 2 24 TASER 7 Dock Power Cable 2 24 TASER 7 Dock Wall Mounts 2 2 Hook-and-Loo Training Halt Suit 2 8 TASER 7 Target 2 1,193 5 Year Warranty,TASER 7 Handle 2 36 5 Year Warran ,TASER 7 Handle for Spares) 2 24 5 Year Warranty,TASER 7 Dock 2 1,430 5 Year Warranty,TASER 7 Battery 2 1 TASER 7 Unlimited Instructor Training Class,1 Year 2 1,193 TASER 7 Online Training Content 1 Year 2 1,193 TASER 7 Evidence.com License,1 Year 2 1 TASER 7 Full Service Leader Package,6 Months Year Quantity Hardware Service 3 1,193 TASER 7 Unlimited Field Use Cartridge Program,1 Year 3 1,193 TASER 7 Live Cartridge,Close Quarters 12-Degree)(Training Use 3 2,386 TASER 7 Live Cartridge,Standoff 3.5-Degree (Training Use 3 2,386 TASER 7 Halt Cartridge,Close Quarters 12-Degree) 3 3,579 TASER 7 Halt Cartridge,Standoff 3.5-Degree) 3 1 TASER 7 Unlimited Instructor Training Class,1 Year Access 3 1,193 TASER 7 Online Training Content 1 Year 3 1,193 TASER 7 Evidence.com License,1 Year Page 11 of 41 AXON Year Quantity Hardware Service 4 1,193 TASER 7 Unlimited Field Use Cartridge Program,1 Year 4 1,193 TASER 7 Live Cartridge,Close Quarters 12-Degree)(Training Use 4 2,386 TASER 7 Live Cartridge,Standoff 3.5-Degree) (Training Use 4 2,386 TASER 7 Halt Cartridge,Close Quarters 12-Degree) 4 1 3,579 TASER 7 Halt Cartridge,Standoff 3.5-Degree) 4 1 TASER 7 Unlimited Instructor Training Class,1 Year Access 4 1,193 TASER 7 Online Training Content,1 Year 4 1,193 TASER 7 Evidence.com License,1 Year Year uanti Hardware Service 5 1,193 TASER 7 Unlimited Field Use Cartridge Program,1 Year 5 1,193 TASER 7 Live Cartridge,Close Quarters 12-Degree) (Training Use 5 2,386 TASER 7 Live Cartridge,Standoff 3.5-Degree)(Training Use 5 2,386 TASER 7 Halt Cartridge,Close Quarters 12-Degree) 5 3,579 1 TASER 7 Halt Cartrid a Standoff 3.5-Degree) 5 1 TASER 7 Unlimited Instructor Training Class,1 Year Access 5 1,193 TASER 7 Online Training Content 1 Year 5 1,193 1 TASER 7 Evidence.com License,1 Year The Agency may prior to the shipment of the initial delivery for Year 2,specify which Handles,Field Use Cartridges,Holsters and Batteries they will receive,from the following list of available products. Axon requests the Agency clarify these specific deliverables at least 14 days before the anticipated initial ship date. Handles • TASER 7 Handle,High Visibility,Class III • TASER 7 Handle,Standard,Class III Field Use Cartridees: • TASER 7 Live Cartridge,Close Quarters(12-Degree) • TASER 7 Live Cartridge,Standoff(3.5-Degree) Holsters: • TASER 7 Holster-Safariland,Right Hand • TASER 7 Holster-Safariland,Left Hand Batteries: • TASER 7 Battery Pack,Standard • TASER 7 Battery Pack,Compact Page 12 of41 Protect Life. AkXON Fees: The Agency's OSP BWC&CEW BUNDLE fee will adjust from$99.00 per month per officer to$139.00 per month per officer for the remaining 48 months billed annually for 1,193 officers.As a part of the upgrade of this OSP BWC&CEW BUNDLE Axon will provide a discount of$140,920.00 from the Year 2 fee due to paid but undelivered services under the prior OSP BWC&CEW BUNDLE periods as well as the Agency s return of 400 X2 CEW handles and associated accessories(holsters and batteries)delivered in October 2017. Axon shall also provide the Agency an additional Trade-in Discount of$377,000.00 in Year 2 for returning to Axon the following quantities of Axon CEW Handles and associated accessories(holsters and batteries): • 615 X2 Handles delivered by Axon and paid in full by the Agency prior to October 2015 with a trade- in value of$250.00 per unit • 190 X2 Handles delivered by Axon and paid in full by the Agency prior to October 2016 with a trade- in value of$500.00 per unit • 171 X2 Handles delivered by Axon and paid in full by the Agency prior to October 2017 with a trade- in value of$750.00 per unit If the Agency fails to return the specific number of units listed above,Axon has a right to invoice the Agency for difference in the value of the trade-in discount value provided in the Year 2 fee,as compared to the entitled trade-in discount.The Parties agree that Axon will consider any units not delivered to Axon to be a reduction of the October 2017 Trade-in Discount,then the October 2016 Trade-in Discount,and finally the October 2015 Trade-in Discount Summary of Fees(Excluding Taxes): Year Program Amount USD Year 2,C1 October 2018 to 30 September 2019 OSP BWC&CEW BUNDLE:YEAR 2 PAYMENT $1,989,924.00 Year 2, 1 October 2018 to 30 September 2019 OSP Trade-in Discount $140,920.00 Year 2 1 October 2018 to 30 September 2019 CEW Handle Trade-in Discount $377,000.00 Year 2, 3 October 2018 to 30 September 2019 Year 2 Subtotal $1,472,004.00 Year 3, 1 October 2019 to 30 September 2020 OSP BWC&CEW BUNDLE:YEAR 3 PAYMENT $1,989,924.00 Year 4, 1 October 2020 to 30 September 2021 OSP BWC&CEW BUNDLE:YEAR 4 PAYMENT $1,989,924.00 Year 5, 10ctober 2021 to 30 September 2022 OSP BWC&CEW BUNDLE: YEAR 5 PAYMENT $1,989,924.00 Program Total, 1 October 2018 to 30 September 2022 Total $7,441,776.00 For clarity the increased value of the New OSP BWC&CEW BUNDLE due the update to TASER 7 resulted in an increase of$1,200,000.00 fees when taking into account Axon's current standard offerings.This is calculated based on a$20.00 per license per month value of the CEW component of Axon's standard OSP offering and a $10.00 per license per month value in standard Unlimited Cartridge Program. Line Pro`ram Value Number Fee in Year i Fee in Year 2 Fee In Year 3 Fee in Year 4 Total per of Month Licenses Per License A CEW Component of OSP $20.00 1,193 S 286,320.00 $ 286,320.00 $ 286,320.00 $ 286 320.00 $1,145,280.00 B lUnlimited Cartridge Program 1$10.00 1,193 $ 143,160.00 $ 143160.00 $ 143,160.00 $ 143,160.00 $ 572,64D.00 C JTotal Existing Offering a+b) $ 429,480.00 IS 429,480.00 $ 429,480.00 1$ 429,480.00 1$1,717,920.00 D New OSP Fee S 1,472,004.00 $1,989,924.00 5 1,989,924.00 $1,989 924.00 $7,441,776.00 E Ivalue of Axon Evidence.com com Hent $79.00 1,193 $1,130,964.00 $1,130,964.00 $1,130 964.00 S 1,130,964.00 $4,523,856.00 F lNet OSP Fee(d-e) $ 341,040.00 $ 858.960.00 $ 858 960.00 $ 858,960.00 $2,917,920.00 G IDIfference in Fees if-c 1 $ 88,440.00 $ 429,480.00 1 $ 429,480.00 1 $ 429,480.00 1$1,200000.00 Page 13 of41 a Protect Life. AXON Optional Purchase Program: During the four-year OSP BWC&CEW BUNDLE term listed in this quote,Agency may purchase additional licenses of the TASER 7 Program at a price of$46.00 USD,excluding taxes,per officer per month in blocks of 60-month periods.Specific deliverable obligations for each additional license purchase is documented below: Quantity Hardware Service Delivery Timing 1 TASER 7 Class III Handle Once Upon Order Placement 1 TASER 7 Unlimited Field Use Cartridge Program,1 Each year for the 5-year term Year 1 TASER 7 Live Cartridge,Close Quarters(12- Upon order placement and upon each order Degree)(Training Useplacement anniversary Date 2 TASER 7 Live Cartridge,Standoff(3.5-Degree) Upon order placement and upon each order (Training Useplacement anniversary Date 2 TASER 7 Halt Cartridge,Close Quarters(12- Upon order placement and upon each order Degree) placement anniversary Date 3 TASER 7 Halt Cartridge,Standoff(3.5-Degree) Upon order placement and upon each order placemen t anniversary Date 1 TASER 7 Battery Pack Once Upon Order Placement.Additional Unit delivered for each 5 licenses 1 TASER 7 Holster Once Upon Order Placement 1 S Year Warranty,TASER 7 Handle Once on each TASER 7 Handle Delivery 1 5 Year Warranty,TASER 7 Battery Once on each TASER 7 Battery Delivery 1 TASER 7 Online Training Content,1 Year Each year for the 5-year term 1 TASER 7 Evidence.com License,1 Year Each year for the 5-year term The following items are delivered based on the following scale of cumulative license purchased: 2uantity Hardware Service Delivery Timing 1 TASER 7 Dock&Core One per every 100 cumulative licenses 1 TASER 7 Dock Power Cable One per every TASER 7 Dock&Core 1 TASER 7 Dock Wall Mounts One per every TASER 7 Dock&Core 1 5 Year Warranty,TASER 7 Dock&Core One per every TASER 7 Dock&Core 1 1 TASER 7 Unlimited Instructor Training Class,1 Year Access I Each year for the 5 ear term For clarity all references to"cumulative licenses"include any TASER 7 purchase within an OSP BWC&CEW BUNDLE or through an independent TASER 7 program purchase. Page 14 of41 0 Protect dLile.. AXON Additional Terms: Agency understands that it is an initial adopter of this offering,and thus,the specific names and product reference numbers listed on this quote may differ from the final names or product reference numbers as listed on the Axon invoice.Axon shall not change any of the features,functionality,or quantity of the products or services offered under this quote due to a name or reference number change. The Parties agree to terminate the UCP SMART program under the Agreement as of 30 September 2018. The Parties agree that no additional fees or refund of previous paid fees or additional deliverables are due to either Party due to this termination. The Parties agree that the OSP BWC&CEW BUNDLE fees in the Agreement are being changed to the fee listed in this Quote. The CEW deliverables of the OSP BWC&CEW BUNDLE are being modified to the deliverables listed in this quote. The BWC deliverables remain unchanged. All other fees and deliverables under the Agreement remain in effect. Axon's Sales Terms and Conditions This Quote is governed by the provisions set forth herein,the terms and conditions of the agreement between City of Fort Worth and Axon Enterprise,Inc.F/K/A TASER International,Inc.dated 30 March 2017("the Agreement")and the attached TASER 7 Terms and Conditions.Any purchase order issued in response to this Quote is subject solely to the above referenced terms and conditions. In the event of a conflict between the above documents,the order of precedence is as follows: 1)The Quote;2)the TASER 7 Terms and Conditions; 3)the Agreement. By signing below,you represent that you are lawfully able to enter into contracts.If you are signing on behalf of an entity(including but not limited to the company,municipality,or government agency for whom you work),you represent to Axon that you have legal authority to bind that entity.if you do not have this authority,please do not sign this Quote. Signature: Date: Name(Print): Title: PO#: Please sign and email to Elliott Kelly at ekelly@TASER.com or fax to(480)991-0791 Thank you for being a valued Axon customer.For your convenience on your next order,please check out our online store buy.axon.com Quote:Q-175847JG 'Protect Life'©and TASER®are registered trademarks of Axon Enterprise,Inc,registered in the U.S.0 2013 Axon Enterprise,Inc.All rights reserved. Page 15 of41 Protect Life. EXHIBIT B SOLE SOURCE DOCUMENTATION ORT WO THdb Purchasing Division City of Fort Worth SOLE SOURCE PROCUREMENT JUSTIFICATION Purpose This form must accompany all sole source purchase requests for equipment, construction, supplies or services when the purchase is for more than $3,000.00. This form is not needed when the purchase is for a professional services contract. The purpose of the sole source procurement justification is to demonstrate that the competitive process is not required because only one product or service can meet the specific need of the City of Fort Worth ("City"). A sole source procurement may not be-used to circumvent the City's normal purchasing procedures or for a price-based justification. Acceptance of the sole source procurement justification is at the discretion of the Purchasing Division Manager or his designee. Certification My signature below certifies that I am aware that state and federal procurement statutes and regulations require that procurements of a certain amount made by government entities must be competitively bid unless the purchase qualifies as an exemption to the competitive bidding requirements. I am requesting this sole source procurement based on the information provided in the Justification section below. The information is complete, accurate and based on my professional judgment and investigations. I also certify that this purchase will not violate Section 2-238 of the City's Ethics Code. Requesting Department: Police(Training) Requested by [printed name]: Lt. K.Wisdom Signature: "le Recommended by[printed name]: Capt.L. Stuart Department Director Signature: ��_T .. C, a �1 Telephone number: 817.392-4087 Date: 08/20/18 Sole Source Procurement Justification Pagel of 4 Rev. 12/2014 Page 16 of41 Justification L Describe the product(s) or service(s) your department wishes to purchase — provide vendor name, manufacturer,model number and/or generic description identifying the item(s)or service(s). Axon Enterprise, Inc. (Axon) Multi-shot-conducted-electrical-weapon 2. Purpose—provide a brief description of why the product(s)or service(s) is required. The purpose of the multi shot conducted electrical weapon is to upgrade our current weapon system with the newest technology available. 3. Describe your efforts to identify other vendors — trade shows, internet search, vendor catalogues. Provide product and contact information for other products,services and vendors evaluated. (A quote is not required,simply enough information to show the availability/non-availability of other sources.) Axon has provided us (see attachment) with a sole source confirmation letter that they are the only manufacture of this type of weapon. We have also researched the internet as well as spoken to other agencies across the county and are unable to identify other vendors. 4. Justification: a. Identify the reason(s)why other vendors, products, or services competing in this market do not meet the City's needs or specifications: X The product(s) or service(s) is available from only one source because of patents, copyrights,secret processes, or natural monopolies. X The product(s) is a captive replacement part(s)or component(s)for existing equipment. The dollar value of the existing equipment is approximately$377,000. Sole Source Procurement Justification Page 2 of 4 Rev. 12/2014 Page 17 of41 X Use of other than Original Equipment Manufacturer parts jeopardizes the warranty or may result in equipment not functioning to the level of factory specifications. X Authorized factory service is available from only one source. X Maintenance for the existing product is only available from one source. b. Attach justification letter from the manufacturer or originator of the product or service. S. Will this purchase limit the ability of other vendors to compete on future purchases for supplies, upgrades, or replacements? If so, how? No 6. Will this purchase obligate the City to future purchases, for example,maintenance or license(s)?If so, what future purchases will be required? No 7. What will happen if the City does not purchase the requested product(s) or service(s) fiom this vendor? We will continue to use our existing equipment for the life of the current contract. Purchasing Division Comments: Buyer/Senior Buyer/Supervisor: i_ Date: _ Approval PURCHASING DIVISION: Sole Source Procurement approved: Yes No Sole Source Procurement Justification Page 3 of 4 Rev. 12/2014 Page 18 of41 Signature of Purchasing Division Manager: Printed Name: Date: Sole Source Procurement Justification Page 4 of 4 Rev. 12/2014 Page 19 of 41 DocuSign E=nvelope ID:87AF2792-CFC5-4990-878C-1A3F23A10A41 AXON 17600 N 85TH STREET SCOTTSDAI-r,ARIZONA 85255 AXON COPS} August 6, 2018 RE: Sole Source Confirmation for Fort Worth Police Department To Whom It May Concern: I am writing to confirm that Axon Enterprise, Inc. (Axon), the World's only manufacturer of TASER conducted electrical weapons(CEWs), is the only authorized seller or distributor of TASER CEWs to the Fort Worth Police Department.Axon has no contractual agreements in place authorizing any other distributor, company,or individual to sell its TASER CEWs to-Fort Worth Police Department, and therefore is a sole source provider. Please let me know if you have any questions of if I can provide any further information. Otherwise,thank you for your attention to this matter. Best Regards, 0"Uftnad W. Isamagre '� Sr.Vice President and General Counsel Isaiah()axon.com cc: Clay Winn, GM of TASER Weapons(clay@axon.com� TASER INTERNATIONAL_IS NOW AXON ENTERPRISE Page 20 of41 AXON Exhibit C Verification of Signature Authority 17 c,,, :� ��, , r,i AXON corp To: All Axon Enterprise, Inc. ("Axon")Employees From: Douglas Klint, General Counsel Date: January 11, 2018 R e: Individuals Authorized to Legally Bind Axon Dear all, Axon hereby certifies that the following Officers have the authority to legally bind Axon subject to the policies and limitations issued by Axon: Patrick Smith, Chief Executive Officer rick@axon.com; 800-978-2737 Douglas Klint, General Counsel doug@axon.com; 800-978-2737 Jawad Ahsan, Chief Financial Officer jawad@axon.com; 800-978-2737 Luke Larson, President luke@axon.com; 800-978-2737 Joshua Isner, Chief Revenue Officer josh@axon.com; 800-978-2737 Todd Basche,Executive Vice President, Worldwide Products tbasche@axon.com; 800-978-2737 James Reitz, Senior Vice President Software Engineering jay@axon.com; 800-978-2737 Gretchen Mastellon, Senior Vice President People Operations gmastellon@axon.com; 800-978-2737 Joshua Goldman, Senior Vice President Operations jgoldman@axon.com; 800-978-2737 Darren Steele, Senior Vice President Marketing, Training and Communications darren@axon.com; 800-978-2737 Page 1 of 2 Page 21 of41 AXON AXON COM Jenner Holden, Chief Information Security Officer jholden@axon.com; 800-978-2737 Glenn Hickman, Vice President of Engineering glenn@axon.com; 800-978-2737 James Zito, Vice President of Accounting jzilu@axun.com; 800-978-2737 Robert Driscoll, Vice President of Sales Operations bobby@axon.com; 800-978-2737 Isaiah Fields, Vice President and Associate General Counsel isaiah@axon.com; 800-978-2737 Please direct any Questions regarding the foregoing to legal@axon.com. Izcgards Douglas Mint General Counsel Axon Enterprise, Inc. Date: 0001g Page 2 of 2 page 22 of 41 Exhibit D Axon Enterprise, Inc.'s TASER 7 Terms A \ N vand Conditions These TASER 7 Terms and Conditions(Agreement)apply to Agency's purchase from Axon Enterprise,Inc.(Axon)under TASER 7.TASER 7 provides CEW hardware extended warranty coverage, CEW Products, and CEW accessories. Depending on which subscription package Agency purchases,it will receive certain TASER 7 hardware and services as documented in the attached Quote Appendix("Quote"),which is hereby incorporated by reference. 1. Term.The term start date is based upon the initial shipment date of the Taser 7 hardware covered under TASER 7(Start Date).The - TASER-7-term will-end upon-the-completion-of-the-associated-Evidence:com-lice nse-term-as-documented-in-the-Quote-(-Term). 2. Unlimited line of Duty UseCartridge Requirements. If Agency's Quote includes an unlimited line of duty use cartridge subscription plan("Unlimited Duty Cartridge Plan"),this section applies.Agency must purchase the Unlimited Duty Cartridge Plan for each TASER Conducted Electrical Weapon(CEW) user.A CEW user includes an officer that uses a CEW in the line of duty,as well as officers that only use a CEW for training. Agency may not resell cartridges received under any TASER 7 subscription plan.Axon will only replace cartridges consumed in the line of duty. 3. Training. If Agency's Quote includes a training package,this section applies.Agency may choose to send instructors to an unlimited number of instructor training courses each year.The number of instructors an Agency can send to such courses will not exceed 5%of the number of active officers under a TASER 7 subscription plan,and Agency will have the right to send at least 1 instructor to such courses.Agency will also receive access to Axon's online training content for each officer under an active subscription. 4. Payment Terms.Axon invoices for TASER 7 on an annual basis as documented in the Quote.Agency will be invoiced upon the Start Date and then upon the anniversary of the Start Date for the remainder of the Term.Invoices are due to be paid within 30 days of the date of invoice.Payment obligations are non-cancelable and fees paid are non-refundable and all amounts payable will be made without setoff,deduction,or withholding. 5. Taxes.Unless Agency provides a valid and correct tax exemption certificate applicable to the purchase and ship-to location,Agency is responsible for sales and other taxes associated with the order. 6. ShIRRing.Axon may make partial shipments and ship products from multiple locations.All shipments are E.X.W.via common carrier and title and risk of loss pass to Agency upon delivery to the common carrier by Axon.Agency is responsible for all freight charges.Any loss or damage that occurs during shipment is Agency's responsibility.Shipping dates are estimates only. 7. Returns.All sales are final and no refunds or exchanges are allowed,except for warranty returns or as provided by state or federal law. 8. Hardware Umited Warranty.Axon warrants that its law enforcement hardware products are free from defects in workmanship and materials for a period of ONE(1)YEAR from the date of receipt.Extended warranties run from the date of purchase of the extended --warrantythrough the balance of the-1-year limited warranty term plus the term of the extended warranty measured after the expiration of the 1-year limited warranty.CEW cartridges and Smart cartridges that are expended are deemed to have operated properly.Axon- Manufactured Accessories are covered under a limited 90-DAY warranty from the date of receipt.Non-Axon manufactured accessories are covered under the manufacturer's warranty.If Axon determines that a valid warranty claim is received within the warranty period, Axon agrees to repair or replace the Product.Axon's sole responsibility under this warranty is to either repair or replace with the same or like Product,at Axon's option.A replacement product will be new or like new and have the remaining warranty period of the original product or 90 days from the date of replacement or repair,whichever period is longer.Any replacement item becomes Purchaser's property and the replaced item becomes Axon's property. 9. Warranty Limitations. Axon's warranty obligations do not cover damage related to: (a) failure to follow instructions relating to the Product's use;(b)Products used with products that are not manufactured or recommended by Axon;(c)abuse, misuse,intentional,or deliberate damage to the product;(d)force ma)eure;(e)Products repaired or modified by persons otherthan Axon authorized personnel without the written permission of Axon;or(f)Products with a serial number that has been removed or defaced. To the extent permitted by law,the warranties and remedies set forth above are exclusive and Axon disclaims all other warranties, remedies, and conditions, whether oral or written, statutory, or Implied, as permitted by applicable law. if statutory or implied warranties cannot be lawfully disclaimed,then all such warranties are limited to the duration of the express warranty described above and limited by the other provisions contained in this Agreement. Axon's cumulative liability to any Party for any loss or damage resulting from any claims,demands,or actions arising out of or relating to any Axon product will not exceed the purchase price paid to Axon for the product or if for services,the amount paid for such services over the prior 12 months preceding the claim. In no event will either Party be liable for any direct, special,indirect,incidental,exemplary, punitive or consequential damages, however caused,whether for breach of warranty,breach of contract,negligence,strict liability,tort or under any other legal theory. Page i-O 5 Page 23 of41 AXON Axon Enterprise, Inc.'s TASER 7 Terms and Conditions 10. Warranty Returns. For warranty return and repair procedures, including troubleshooting guides, please go to Axon's website www;gxon.com/support. Before delivering Product for warranty service, Agency must upload Product data to Evidence.com or download Product data and retain a copy.Axon is not responsible for any loss of software,data,or other information contained on the storage media or any part of the Product. 11.--TASER 7 Vilarranty Coyeraae.TASER-7_includes-extended warranty come rageJor the TASER CEW handle,dock&core,and rechargeable battery,and as described in the Hardware Limited Warranty as documented on the Quote.TASER 7 warranty coverage starts at the beginning of the Term and continues for 5 years as long as Agencycontinues to paythe required annual fees for TASER 7duringtheTerm. Agency maynot have both an optional extended warranty and TASER 7 on the TASER CEWproduct. 12. Spare Product. For orders of more than 30 units, Axon will provide a predetermined number of spare product for the TASER CEW hardware listed in the Quote("Spare Products")to keep at Agency to replace broken or non-functioning units in order to improve the availability of the units to officers in the field.Agency must return to Axon,through Axon's RMA process,any broken or non-functioning units for which a Spare Product is utilized,and Axon will repair or replace the non-functioning unit with a replacement product.Axon warrants it will repair or replace the unit which fails to function for any reason not excluded by the warranty coverage,during the Term with the same product or a like product,at Axon's sole option.Within 30 days of the termination of this Agreement,Agency must return to Axon all Spare Products.Agency will be invoiced for and are obligated to pay to Axon the MSRP then in effect for all Spare Products not returned to Axon. 13. Trade-In. If a trade-in discount is documented on the Quote,Agency must return to Axon used hardware and accessories associated with the discount("Trade-In Units").Axon will pay the shipping costs of the return.If Axon does not receive the Trade-In Units within the time period stated in the table below,Agency will be invoiced for and is obligated to pay for the value of the trade-in discount. Agency may not destroy Trade-in Units and receive a trade-in discount. Agency Size Days to Return from Start Date Less than 100 officers 30 days 100 to 499 officers 90 days 500+officers 180 days 14. Product Warnings.See our website at wWw.axoa.com for the most current product warnings. 15. Deslin Changes.Axon reserves the right to make changes in the design of any of Axon's products and services without incurring any ----obligation-to notify Agency or to make the same change-to products and-services-previously purchased.Axon-may replace end of life products with the next generation of that product without notifying Agency. 16. TASER 7 Termination. If an invoice for TASER 7 is more than 30 days past due,then Axon may terminate TASER 7.Axon will provide notification that TASER 7 coverage is terminated.Once TASER 7 coverage is terminated for any reason,then: 16.1. TASER 7 coverage will terminate as of the date of termination and no refunds will be given. 16.2. Agency will be invoiced and obligated to pay for the remainder of the MSRP for TASER 7 Products received before the termination date. In the case of termination 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 30 days of the date of termination. 16.3. Agency will be responsible for payment of any missed payments due to the termination before being allowed to purchase any future TASER 7 plan. 17. Excusable Delays.Axon will use commercially reasonable efforts to deliver all products and services ordered as soon as reasonably practicable.in the event of interruption of any delivery due to causes beyond Axon's reasonable control Axon has the right to delay or terminate the delivery with reasonable notice. 18. Proprietary Information.Agency agrees that Axon has and claims various proprietary rights in the hardware,firmware,software,and the integration of ancillary materials, knowledge, and designs that constitute Axon products and services, and that Agency will not directly or indirectly cause any proprietary rights to be violated. 19. Import and Export Compliance.In connection with this Agreement,each Party will complywith all applicable import,re-import,export, and re-export control laws and regulations. Be I MY Page 24 of 41 Axon Enterprise, Inc.'s TASER 7 Terms 44111 AXON and Conditions 20. Assignment.Agency may not may assignor otherwise transfer this Agreement without Axon's prior written approval. 21. Severability.This Agreement is contractual and not a mere recital.If any portion of this Agreement is held to be invalid or unenforceable, the remaining portions of this Agreement will remain in full force and effect. 222-6overning Law:Venue.—The-laws-0f-thestate-where-Agency-is-physically-located,-without_reference-to_conflict_of-lav-r-ules,_govern-this- Agreement and any dispute of any sort that might arise between the Parties.The United Nations Convention for the International Sale of Goods does not apply to thisAgreement. 23. Entire Agreement.This Agreement,the Evidence.com Terms of Use Appendix,and the Quote provided by Axon,represents the entire agreement between the Parties. This Agreement supersedes all prior or contemporaneous representations, understandings, agreements,or communications between the Parties,whether written or verbal,regarding the subject matter of this Agreement.No modification or amendment of any portion of this Agreement will be effective unless in writing and signed by the Parties to this Agreement. Each representative identified below declares that they have been expressly authorized to execute this Agreement as of the date of signature. Axon Enterprise,Inc. Agency Signature: Signature: Name: Name: Title: Title: Date: Date: Page 3 5M Page 25 of 41 4& Q Axon Enterprise, Inc.'s TASER 7 Terms &k A X 0 N and Conditions m,m AXON,Axon,TASER CAM,and TASER are trademarks of Axon Enterprise, Inc., some of which are registered in the US and other countries. For more information,visit www.axon.com/legal.All rights reserved.©2017 Axon Enterprise, Inc. TASER 7 Evidence.com Terms of Use Appendix 1 TASER 7 Evidence.com Subscription Term. The TASER 7 Evidence.com Subscription Term will begin after shipment of TASER 7 hardware.If shipped in the 1st half of the month,the start date is the 1st of the following month.If shipped in the last half of the month, the start date is the 15th of the following month. For phased deployments, the TASER 7 Evidence.com Subscription Term begins upon the shipment of the first phase. 2 Access Rights."Agency Content"means software,data,text,audio, video,images or other Agency content or any of Agency's end users (a) run on Evidence.com; (b)cause to interface with Evidence.com; or(c) upload to Evidence.com under Agency account or otherwise transfer, process, use or store in connection with Agency account. Upon Axon granting Agency a subscription to Evidence.com,Agency will have access and use of Evidence.com for the storage and management of Agency Content during the Evidence.com Subscription Term. Evidence.com may not be accessed by more than the number of end users specified in the Quote.If Agency becomes aware of any violation of this Agreement by an end user, Agency will immediately terminate that end user's access to Agency Content and Evidence.com.For TASER 7-Evidence.-conn subscriptions;Agency will-have"access and use of-Evidence.com-for only the storage and - management of data from TASER 7 CEW devices during the TASER 7 Evidence.com Subscription Term.Agency may not upload any non-TASER 7 data or any other files to Evidence.com 3 Attencv Owns Agency Content. Agency controls and owns all right, title, and interest in and to Agency Content and except as otherwise outlined herein,Axon obtains no interest in Agency Content,and Agency Content are not business records of Axon.Agency is solely responsible for the uploading, sharing,withdrawal, management and deletion of Agency Content. Axon will have limited access to Agency Content solely for providing and supporting Evidence.com to Agency and Agency end users. 4 Evidence.com Data S uritV. Axon will implement commercially reasonable and appropriate measures designed to secure Agency Content against accidental or unlawful loss,access or disclosure.Axon will maintain a comprehensive Information Security Program that includes logical and physical access management,vulnerability management,configuration management, incident monitoring and response, encryption of digital evidence uploaded, security education, risk management, and data protection. Agency is responsible for maintaining the security of end user names and passwords and taking steps to maintain appropriate security and access by end users to Agency Content. Login credentials are for Agency internal use only and Agency may not sell, transfer, or sublicense them to any other entity or person. Agency agrees to be responsible for all activities undertaken by Agency, Agency employees, Agency contractors or agents, and Agency end users that result in unauthorized access to Agency account or Agency Content.Audit log tracking for the video data is an automatic feature of the Services that provides details who accesses video data and may be downloaded by Agency at any time.Agency shall contact Axon immediately if an unauthorized third party may be using Agency account or Agency Content or if account information is lost or stolen.Axon agrees to the terms and requirements set forth in the Federal Bureau of Investigation Criminal Justice Information Services Security Addendum for the Term of this Agreement. Page 4 of 5 Page 26 of41 Axon Enterprise, Inc.'s TASER 7 Terms N A XO and Conditions 5 Axon's Support.Axon will make available updates as released by Axon to Evidence.com.Agency is responsible for maintaining the computer equipment and Internet connections necessary for use of Evidence.com. 6 Data 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.Agency agrees to allow Axon access to Agency Content from Agency in order to: (a) perform troubleshooting services upon request or as_part of Axon's regular diagnostic screenings;_(b) enforce this agreement or policies governing use of Evidence.com;or(c)perform analytic and diagnostic evaluations of the systems. 7 Data Storage.Axon will determine the locations of the data centers in which Agency Content will be stored and accessible by Agency end users.For United States customers,Axon will ensure that all Agency Content stored in Evidence.com remains within the United States,including any backup data,replication sites,and disaster recovery sites.Axon may transfer Agency Content to third parties for the purpose of storage of Agency Content.Third party subcontractors responsible for storage of Agency Content are contracted by Axon for data storage services.Ownership of Agency Content remains with Agency. 8 Susoension of Evidence.com Access.Axon may suspend Agency access or any end user's right to access or use any portion or all of Evidence.com immediately upon notice, in accordance with the following: 8.1. The Termination provisions of the TASER 7 Terms and Conditions apply; 8.2. Agency or an end user's use of or registration for Evidence.com(i)poses a security risk to Evidence.com or any third party, (ii) may adversely impact Evidence.com or the systems or content of any other customer, (iii) may subject Axon, Axon's affiliates,or any third party to liability,or(iv)may be fraudulent; 8.3. If Axon suspends the right to access or use any portion or all of Evidence.com,Agency remains responsible for all fees and charges incurred through the date of suspension without any credits for any period of suspension.Axon will not delete any of Agency Content on Evidence.com due to suspension,except as specified elsewhere in this Agreement. 9 Software Services Warranty.Axon warrants that Evidence.com will not infringe or misappropriate any patent,copyright,trademark, or trade secret rights of any third party.Axon disclaims any warranties or responsibility for data corruption or errors before the data is uploaded to Evidence.com. 10 License Restrictions. Neither Agency nor any Agency end users (including, without limitation, employees, contractors, agents, officers,volunteers,and directors), may,or may attempt to:(a)permit any third party to access Evidence.com,except as permitted in this Agreement;(b) modify,alter,tamper with, repair,or otherwise create derivative works of any of Evidence.com;(c)reverse engineer,disassemble,or decompile Evidence.com or apply any other process or procedure to derive the source code of any software included in Evidence.com,or allow any others to do the same;(d)access or use the Evidence.com with the intent to gain unauthorized access,avoid incurring fees or exceeding usage limits or quotas;(e)copy Evidence.com in whole or part,except as expressly permitted in this Agreement;(f)use trade secret information contained in Evidence.com,except as expressly permitted in this Agreement;(g) resell,rent,loan,or sublicense Evidence.com;(h)access Evidence.com in order to build a competitive product or service or copy any features, functions, or graphics of Evidence.com; (i) 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 Evidence.com or any copies of the Evidence.com;or 0)use Evidence.com to store or transmit infringing,libelous,or otherwise unlawful or tortious material,to store or transmit material in violation of third party privacy rights,or to store ortransmit malicious code.All licenses granted in this Agreement are conditional on continued compliance this Agreement, and will immediately and automatically terminate if Agency does not comply with any term or condition of this Agreement. 11 After Termination.Axon will not delete Agency Content for 90 days following termination. During this 90-day period,Agency may retrieve Agency Content only if all amounts due have been paid.There will be no application functionality of Evidence.com during this 90-day period other than the ability to retrieve Agency Content.Agency will not incur any additional fees if Agency Content is downloaded from Evidence.com during this 90-day period.Axon has no obligation to maintain or provide any Agency Content after this 90-day period and will thereafter, unless legally prohibited delete all of Agency Content stored in Evidence.com. Upon request, Axon will provide written proof that all Agency Content has been successfully deleted and fully removed from Evidence.com. 12 Post-Termination Assistance.Axon will provide Agency with the same post-termination data retrieval assistance that Axon generally makes available to all customers.Requests for Axon to provide additional assistance in downloading or transferring Agency Content, including requests for Axon's Data Egress Services,will result in additional fees and Axon will not warrant or guarantee data integrity or readability in the external system. Page 5 o-5 Pate 27 of 41 r,xnioic IL In the evert of a conflict bewsan BtyB(ard contract#5)0-15,TASER's terms and conditions, or any other terms and conditions included In this Agreement,the terms and conditions of BtyBard contract #5)0-15 shall control. Title: TASER International, Inc.'s Sales Terms and Conditions Direct Sales to End User Purchasers Department: Legal Version: 7.0 Release Date: 111412015 TASER International, inc.'s Sales Terms and Conditions for Direct Sales to End User Purchasers (Effective January 14, 2015) These-Sales Terms-and-Conditions-apply-to-your-purchase-of-all TASER--International;-Inc. ("TASER," "we," "us," or"our"') products and services purchased directly from us. Products and services sold by us are expressly subject to and conditioned upon the terms and conditions set forth below. By signing a quote, issuing a purchase order, or accepting delivery of the product or service, you accept and are bound to these Sales Terms and Conditions.Any different or additional terms set forth by you, whether in your purchase order or another communication, are expressly objected to and will not be binding on us. Return Policies. All sales are final and no refunds or exchanges are allowed, except as provided by state or federal law and as specified below for TASER®Citizen Products. Exchanges for TASER Citizen Products. The citizen model products that are unopened and still in their sealed package may be returned or exchanged within 15 days from the date of receipt of the product for a credit or a refund of the purchase price paid, less shipping and handling, and any applicable restocking fees. Any product returned to TASER without prior authorization from us will be considered an unauthorized return, and you will not receive credit for the product and we will not ship the product back to you. Unless the product is defective or the return is a direct result of our error, we may charge a restocking fee of up to 15% of the purchase price paid, plus any applicable sales tax. To return a citizen model product, you must first go to our website,www.TASER.com and obtain a Return Material Authorization ("RMA") number before the end of the applicable return period. We will not accept returns without an RMA number. See the Product Warranty, www.TASER.corn or contact us at 800.978.2737 (+1.480.905.2000 for International callers)for information on how to obtain an RMA number. You must ship the product to us within 5 days of the date that we issue the RMA number as follows: • in the original product packaging, in as-new condition, along with any media, documentation, and any other items that were included in your original shipment; • at your expense and insured (if you return the product uninsured then you accept the risk of loss or damage during shipment); • with the RMA number clearly marked on the outside of the return packaging; • with proof of purchase of the product(receipt, purchase order, or invoice); and • with your name, address, and phone number of where to send the exchange item or the product credit or refund. Upon receipt of your return, we will issue a credit or a refund of the purchase price paid, less shipping and handling, and any applicable restocking fees. For partial returns, your credit may be less than the invoice or individual component price due to bundled or promotional pricing or any unadvertised discounts or concessions. If you fail to follow the return or exchange instructions and policies provided by us, we are not responsible for product that Is lost, damaged, modified, or otherwise processed for disposal or resale. Quotes. A quotation is an offer to sell, is valid only for the products and services listed on the quote at the prices listed on the quote, and is subject to these Sales Terms and Conditions, all of which are TASER Page 1 of Page 28 of 41 Title: TASER international, Inc.'s Sales Terms and Conditions—Direct Sales to End User Purchasers Department: Legal Version: 7.0 Release Date: 1/14/2015 deemed incorporated into the quote.The quote from TASER contains the entire terms and conditions associated with the transaction. You may accept a quotation by signing the quote, issuing a purchase order, or other writing expressing your intention to be bound.Any terms, conditions or writing within your purchase order or other writing addressing the subject matter of the transaction,will be for your internal purposes only and.the terms. and conditions contained therein will have no force or effect. If you have not signed a quote from TASER, then your order is subject to cancellation by us, in our sole discretion.We are not responsible for pricing, typographical, or other errors in any offer by us and reserve the right to cancel any orders resulting from such errors.. Prices. The price of the products and services are set forth in the quote specifically provided to-you (if no quote was provided then the price Is that set forth on our current price list or Mgper�TASER.com). Prices do not include taxes, shipping, handling, insurance or other similar charges; any such charges will be added to the price or separately invoiced unless otherwise expressly indicated at the time of sale. Payment Terms. Invoices are due and payable within the time period noted.on your invoice, measured from the date of the invoice. We may invoice parts of an order separately. Where no credit has.been granted to you or where credit has been withdrawn (in our absolute discretion) or for international sales, payment is required in full prior to shipment. Payment must be by credit card, wire transfer, or some other prearranged payment method. if we have reasonable grounds to believe that you will fail to comply with the payment terms or with the agreed credit terms; we are entitled to postpone or to refuse delivery of an order. Taxes. Unless you. provide us with a valid and:correct tax exemption certificate applicable to your purchase and ship-to location, you are responsible for sales and other taxes associated with your order. Shipping;Title; Risk of Loss. We reserve the right to make partial shipments and products may ship from multiple locations.All shipments are E.X.W. via common corrier, unless otherwise specified, and title and risk of loss pass to you upon delivery to the common carrier by TASER. You are responsible for all freight charges. Any loss or damage that occurs during shipment is your responsibility. Shipping dates are estimates only. Delivery is typically 2-6 weeks after receipt of order or payment. Excusable delays. We will use commercially reasonable efforts to deliver all products and services ordered by you as soon as reasonably practicable. In the event of Interruption of any del"due to causes beyond our reasonable control, including but not limited to force majeure,fire, labor disturbances, riots, accidents,�or inability to obtain necessary materials or components, we have the right, in our sole discretion and upon oral or written notice to you, to delay or terminate the delivery. Not For Resale or Export. Shipping of some our products out of the United States Is restricted by U.S.federal law and neither the product nor its technology can be exported out of the U.S, without a validated export license issued by the U.S. Department of Commerce and a signed BIS-711 on file with US. Regulations and Restrictions. You agree to comply with all applicable laws, codes and license requirements, and controls of the United States and other applicable jurisdictions in connection with the use of TASER products and services including your acceptance of responsibility.for the payment of any relevant taxes or duties. Please go to our website( r.TASER.com)or contact our Customer Service 0 TASER Page 2 of s nnn • no. re Page 29 of 41 Title, TASER International, Inc.'s Sales Terms and Conditions—Direct Sales to End User Purchasers Department: Legal Version: 7.0 Release Date: 1/14/2015 Department for a list of known regulations and restrictions regarding the sale, possession, and use of TASER CEW products. You are responsible for understanding and verifying all local laws, regulations, and restrictions. Warranty Coverage. Our current-warranty-provisions, warranty exclusions Irelease, and any limitations of liability located at www.TASER.com are also applicable to your purchase. Product Warnings. See our website at www.TASER.com for the most current product warnings. Proprietary Information. You agree that we have and claim various proprietary rights in the hardware, firmware, software, and the integration of ancillary materials, knowledge, and designs that constitute our products and services, and that you will not directly or indirectly cause any proprietary rights to be violated. Design Changes. We reserve the right to make changes in design of any of our products and services without incurring any obligation to notify you or to make the same change to products and services previously purchased. Severable Provisions. If any provision of these Sales Terms and Conditions is found by a court of competent jurisdiction to be invalid or unenforceable, then the remainder will have their full force and effect and the invalid provision will be modified or partially enforced by the court to the maximum extent permitted by law to effectuate the purpose of this agreement. No Assignment. You may not assign this agreement nor any related order and you may not delegate your duties under this agreement without our prior written consent which will not be unreasonably withheld. We may assign this agreement without your consent. Entire Agreement. These Sales Terms and Conditions, along with the quote, sales order acknowledgement, and the applicable product warranty, license and service agreement(s), constitute the-entire agreement between the parties. These Sales Terms and Conditions supersede and replace any prior agreement or understanding between the parties, including any oral representations concerning the subject matter of this agreement. Any prior or extrinsic representations or agreements, with the exception of the product warranty, any service and license agreement(s), are intended to be discharged or nullified. Governing Law. The laws of the state where you are physically located, without reference to conflict of law rules, govern these Sales Terms and Conditions and any dispute of any sort that might arise between the parties. The United Nations Convention for the International Sale of Goods does not apply to these Sales Terms and Conditions. 'Protect Life'is a trademark of TASER international,Inc.,and(D and TASER are trademarks of TASER International,Inc.,registered In the U.S.All rights reserved. ®2015 TASER International, Inc. TA...' Page 3 of 3 Dom- '10 nidi TASER International,Inc.'s Hardware Warranty, Limitations and Release for Law Enforcement CEW Products and On-Officer Cameras(U.S. and Canada) (Effective March 12, 2014) *he following TASER International, Inc. (TASER) or replace with the same or like product, at repair,whicheve arranty provisions are applicable on all sales or TASER's option. or part is exchan transfers of TASER Law Enforcement Products, Optional Extended Hardware Warranty for AXON becomes Purchc Including conducted electrical weapons(CEWs), on flex.AXON body. ETM, EVIDENCE.com Dock, item becomes T. officer audio/video cameras and related TASER CAM HD,X2.X26,and X26P period,TASER r accessories.' The term"Purchaser"means any replace a TASEF purchaser, possessor, or user of the TASER brand The optional extended warranty,when available, of-warranty reps products. BY USING THE-TASER PRODUCT YOU may only be purchased at the point of sale of the with-the-manufat ARE AGREEING TO BE BOUND BY THE TERMS product.The extended warranty runs from the date This warrant do OF THE WARRANTY AS SET OUT BELOW. of receipt of the extended warranty through the y z balance of the 1-year limited warranty plus the term responsible for a Manufacturers Limited Warranty of the extended warranty measured after the other liabilities al TASER warrants that its Law Enforcement expiration of the 1 year limited warranty. Purchaser to follow instructs Hardware Products3 are free from defects in may not buy more than one extended warranty for (b) damage cau: workmanship and materials for a period of ONE(1) any one specific product. The extended warranty products or from YEAR from the date of receipt. CEW cartridges and does not cover user-removable battery other parts, com Smart cartridges that are expended are deemed to replacement, abuse, Intentional or deliberate manufactured or have operated properly:°TASER-Manufactured damage to the product,or force majeure during the damage caused Accessories6 are covered under a limited 90-DAY extended warranty period.6 For customers who deliberate damai warranty from the date of receipt. Non-TASER purchase an extended warranty TASER warrants it (d)damage to a manufactured accessories are covered under the will repair or replace the TASER product,which falls repaired or mod! manufacturer's warranty. In the event any country or to function for any reason not excluded by this authorized persc state imposes a longer express warranty term than warranty,during the extended warranty period with permission of TP that described in this warranty document, then the the same or like product, at TASER's option. number has bee country or state's term will take precedence. Purchaser may not buy a new extended warranty To the extent pt If a valid warranty claim is received by TASER for any replacement or repaired product which Is and the remedlt within the warranty period, TASER agrees to repair replaced or repaired under the extended warranty. and In lieu of al replace the product which TASER determines In Exclusions and Limitations conditions,whf sole discretion to be defective under normal use, A replacement product will be new or like new and express or impl as defined in the product Instructions. TASER's sole have the remaining warranty period of the original law.TASER sp( responsibility under this warranty is to either repair product or 90 days from the date of replacement or statutory or Im f i The warranty does not apply to software or services offered for, the universal magnetic dip),AXON body camera,Evidence Shockwave Power N by,on,or through the TASER.com or EVIDENCE.com webeftes. Transfer Managers(ErMs),and EVIDENCE.com Dodos. system. This warranty only applies to hardware. a Broken blast doors are not covered under TASER's limited 6 The manufacturer's 7 A product's estimated useful No or expiration date may not be warranty. AXON flex camera,I the product's warranty expiration date. I TASER-Manufactured Accessories include,but are not limited that have failed or a► 3 TASER Law Enforcement Hardware Products Include TASER to: batteries;battery chargers;carrying cases;caber;docking a manufacturing deft X2.X26,and X26P CEWs,Simulation Handles assembled by bars;USB data download kka,headbands;holsters;mounts; replacement of the A TASER,TASER CAM and TASER CAM HD recorders,CEW DPM.XDPM,CDPM,PPM,TPPM,APPM,XPPM,TPM,and replacement of the A cartridges,and Smart cartridges,AXON flex camera(including battery are not cove) 71k; TASERIMeaedanal.WiNualearellaneap,Lkieadonsand bleuelactixEnlaceso flW1RodabaedOrOf mCmalU.S.adCenedel t wr"m: legal Vealoe; 13.0 Release Oak: VINN04 Page 1 of 2 Page 31 of 41 TASER International, Inc.'s Hardware Warranty, Limitations and Release for Law Enforcement CEW Products and On-Officer Cameras (U.S.and Canada) Effective 1':arch 12, 2t)14) without limitation,warranties of merchantability, any claims for damages and personal injuries. been paid f wl design, fitness for a particular purpose, arising Purchaser agrees to assume all risks of loss required ir. ,a from a course of dealing, usage or trade and all liability for any damages and personal a period of 90 da practice,warranties against hidden or latent injury which may result from the deployment, product by TASf defects,and warranties against patent use,or misuse of the TASER product.TASER is TASER may disc infringement. If statutory or implied warranties not liable for the failure of the TASER product to any liability, com cannot be lawfully disclaimed,then all such perform and TASER Is not liable for any claims Purchaser, warranties are limited lo-the-duratlon of the made-by-a-third-party-or-by-Purchaser-for or-on Before you deliv, express warranty described above and limited behalf of a third party. service, it is your by the other provisions contained in this Purchaser Responsibilities and Product contained in the warranty document. Registration services or dowr The remedies provided for in the above warranty Purchaser should update product software and/or separate backup are expressly in lieu of any other liability TASER firmware as they become available through TASER, warranty service may have.TASER's cumulative liability to any as well as perform periodic data uploads to will be deleted ai party for any loss or damage resulting from any EViDENCE.com services or download/backup responsible for a claims, demands,or actions arising out of or copies of the information, data, and/or vldeo or other informal relating to any TASER product will not exceed contained on the TASER product storage media to or any other part the purchase price paid to TASER for the protect the contents and as a precaution against product will be r+: product. In no event will TASER be liable for any possible operational failures. originally purcha direct, special, indirect, incidental, exemplary, To register your TASER product, please go to updates. Recove punitive or consequential damages, however y�tas'er.com/resister. Registration of your programs and w caused,whether for breach of warranty,breach warranty. If you of contract, negligence, strict liability,tort or product allows TASER to contact you with important must be specific, rea q under any other legal theory, even if TASER has Product notifications and provides a record in case /red or the f of product loss or theft. Registration is voluntary and been advised of the possibility of those failure to register will not diminish your limited deleted and the, damages or if those damages could have been warranty rights. course of warrar reasonably foreseen, and notwithstanding any General failure of essential purpose of any exclusive Warranty Repair Procedure remedy provided in this warranty.Some local For warranty return and repair procedures, including This warm es laws do not allow for the limitation or exclusion troubleshooting guides, please go to TASER's additional repres of liability for incidental or consequential websites www.taser.com/supgort or This warranty is and may not be I damages,so the above limitation or exclusion www.evidence.com, as indicated in the appropriate may not apply to you.Any repair to or product user manual or quick start guide. employee, distrit warranty, includi replacement of any product under this warranty Failure to provide the required information for the transferable, may result in a loss of programs or data, returned product will delay the return of the repaired AXON IIex"',shockwavery, Release or replaced item. If Purchaser fails to provide the 'ProlmlLife'and'FrolectrrL Purchaser agrees to release TASER from an required information, Including the RMA number, TAlstefe axheU.S.OW lr�h g y registered In the U.S.A(!dgh and all liability arising out of the deployment, then TASER assumes no liability for loss of the use, or misuse of the TASER product, including returned product. Any TASER product that has not Tele; 1ASER6demadonal,IM's RardwamalYananj,Limea6aeandReleasefor lawEnlaremnlMYProdornaadOn091mCor erasJUIandCanahl Oepaftft Legal Venim. flA ReleaeDela; LINNII Page 2 of 2 Page 32 of 41 In the event of a conflict between BuyBoard contract#500-15,TASER's terms and conditions,or any other terms and conditions included in this Agreement,the terms and conditions of BuyBoard contract#500-15 shall control. TASER International,lihc.'s Sales Terms and Conditions for the Evidence.com Dock and AXON flexTM and AXON body Cameras TASER Assurance Plan(U.S.Only) (Effective May 15,2015) These Sales Terms and Conditions("Terms')apply to your Products")to you to keep at your location to replace purchase of the TASERo Evldence.com Doric(*ock"j,AXON broken or non-functioning units In order to Improve the availability flexTM cam"AXON body camue,related accessories,and the of the units to officers in the field, You must return to TASER, TASER Assurance Plan("TAP").f. The products and TAP are through TASER's RMA process,any broken or non-funelloning expressly subjed to and oondiNoned upon the Term set forth units for which a Spare Product Is utilized,and TASER will repair below, By signing a quote;Issuing a purchase order,or accepting or replace the non=functioning unit with a replacement product. delivery of the products,you.accepi and are bound-lo:these TASER wetrantsll will repair or replace lhe-unit Which falls to Terms. Any different or additional terms set forth by you,whether function for any reason not excluded by the TAP warranty in a purchase order or another communlcallon;are expressly coverage,"during the TAP Term with the same product or a like objected to and will not be binding on TASER. product,at TASER's sole option. You may not buy a new TAP for Ihe:replacement product or the Spare Product. TASER Assurance Plan(TAP). TAP may be purchased as pall of the Evldence.eom Ulllmale License("Ultimate License'), Within 30 days of the end of the TAP Term you must return to Evidence.com Unlimited License("Unlimited License"),Officer TASER all Spare Products. You will be Invoiced fop and are Safety Plan("OSP"),or on a standalone basis.If TAP Is purchased obligated to pay to TASER the MSRP then In effect for all Spare on a standalone basis,TAP's purchase price does not include any Products not returned to TASER. If AN the Spare Products are Initial hardware,software and the Evidence,com services must be returned to TASER,then TASER will refresh your allotted number purchased separately. TAP provides you with hardware extended of Spare Products with Upgrade Models if you purchase a new watranly fie,Spare Products(for AXON cameras),and TAP for the Upgrade Models. Upgrade Models at The end of the TAP Term.TAP only apples to the AXON flex camera and controller,AXON body camera,or TAP Upgrade Models. Upgrade Mod"els to be provided as follows Dods,depending on the plan purchased.TAP does not appy to during andlbr after the TAP Term:(1)after 3 years M you purchased software or services offered for,by,orh,or through the TASER.com 3_yews of Evidence com servicesllfNkmale LicehsealUnlimited or Evidence.com websites. Licenses and all TAP payments are made;or(1)once after 2.5 years and once again after-5 years I you purchased 5 years of To qualify to purchase TAP,you must either purchase:(a)Ultimate Evkience.com setviceslUIllatete LicensesIfUnImIled Llcernses/0SP or Unlimited Licenses for a 3-yeer lmm;(b)OSP for a 5-year term; and made all TAP payments. Any products replaced within the six or(c)standalone TAP and Evidence:com services for at feast 3 months prior to the scheduled upgrade will be deemed the years. Upgrade Model. Thirty days after you receive the Upgrade Models,you must return the products to TASER or TASER WIN You may not buy more than one TAP for anyone AXON camera or deactivate the serial numbers for the products'for which you Dock product. TAP must be purchased for all AXON camerast received Upgrade Models unless you purchase additional Docks purchased by your agency after your:agency elects to EVTdence.com licenses for the AXON camera products you are participate In TAP, keeping. You may buy a new TAP for any Upgraded Model: TAP Warranty Coverage. See TASER's current Hardware TAP AXON Camera upgAW&Models: if you purchased TAP as a Warranty.Limitations and Release for Law Enforcement CEW stand-alone service,thin TASER will upgrade the AXON camera Products and On-Otflcer Cameras at wmLTASER,com (and controller if:applicable);free of charge,with a new on-officer ('Hardware Warranty"). TAP includes the extended warranty video camera that Is the same product or a like product,at coverage described in the current Hardware Warranty. TAP for TASER's sole option; TASER makes no guarantee:that the the AXON camera products also includes trete replacement of the Upgrade Model will utilize the same accessories or Dock, If you AXON Ilex controller battery and AXON body battery during the would like to change product models for the Upgrade Model,then TAP Term? TAP warranty coverage starts al the beginning of the you must pay the price difference in effect at the lime.of the TAP Term and continues as long as you continue to pay the upgrade between the MSRP'fa the offered Upgrade Model and required annual fees for TAP.-You may not have both an optional the MSRP for the model you desire to Acquire. No refund wA be extended warranty and TAP on the AXON camera/Dock product. provided if the MSRP of the new model is less than the MSRP of the offered Upgrade Model. SPARE AXONcameras. For TAP for AXON camera products, TASER will provide a predetermined number of spare AXON If you purchased Ultimate License,Unlimited License or OSP,then cameras(and controllers if applicable)(collectively the"Spare TASER will upgrade the AXON camera(and controller if I These terms apply when you purchase TAP as a stand-alone service for for Docks.: AXON camera products or Docks or as part of the Uliknele License, r Applies to replacement for batteries which fah to function for any reason Unlimited License or OSP.The Ultimate and Unlirtdled Licenses do not not excluded by the Hardware Warranty, Include TAP coverage for Docks. The OSP does Include TAP coverage f"�SCn IMAV.11•114 1•W.6.1..ww..•4.4fi •: •,.iAmIII.••-.•tAX(IN"•arc•mh..VAKII Aq.u..•PI..W.S,o.Id Page 1 of Z Pa vP I I of 41 TASER international,Inc.'s Sales Terms and Conditions for the Evidence.com Dock and AXON flex""and AXON body Cameras TASER Assurance Plan(U.S.Only) (Effective May 15,20151 applkable),°free ofcharge,with a new on-officer video camera of future TAP. yolir dioice: TAP Payment Terms. TAP may only be purchased at the point of r"AP pock Upgrade°Models: TASER will upgrade the bock free of sale. TASER wilt separately invoice.you on an annual basis for the charge,with a new tock with the same rtumber of bays that is the cost of TAP and you are responsible for payment wilhin 30 days of same product or a Ike product,at TASER's sole option. if you the invoice(even if TASER does not receive an annual purchase would like to change product models-for the Upgrade Model or add order from-you prior to-issuing-the invoice). The-payment due-date- addllonal bays,then you must pay the price difference In effect at Is based upon the Term start date. If multiple purchases of AXON the time of the upgrade between the MSRP for the offered camera produclslDocks have been made,eaoh purchase may Upgrade Model and the MSRP for the model you desire to:acquire: have a separate TAP payment due date. Payment will be No refund will be provided if the MSRP of the view model is less considered past due If not paid in full or If not received within 30 than the MSRP of tfie offered Upgrade Model, days of the invoice'dale. TAP Term, The TAP Term start date is based upon the shipment Sates Terms. TABER's current Sales Terms and Conditions for date of the hal tllrare covered under TAP. If the shipment of the Direct Sales to End User Purchasers,located at hardware occurred in the first half of the month,then the Term htlosTtwww.taser.00milesml,are also applicable to your purchase. starts on the 1n of the following month. If the shipment of the hardware occurred in the second half of the month,their the'Term No Assignment. You may not assign the TAP or any related slarts on the 15e of the following month, order and you may not delegate your duties underthese Terms without TABER's prior written consent,which will not be TAP Termination. If an Invoice for TAP is more than 30 days past unreasonably withheld: due or your agency defaults on its payments for the Evidence corn services then TABER may terminate TAP.and all outstanding Entire Agreement. These Tenns,along with the quote,sales AXON product related TAPS with yogi agency, TASER will order acimowtedgemerlt;No Toms and Conditions for Direct provide notification to you that TAP coverage is terminated. OnceSales to End User Purchasers,and the applicable product TAP coverage Is terminated,then: warranty,license and service agreements,constitute the entire 1.TAP coverage will terminate as of the date of termination and no agreement between the pailles for the purchase of the AXON refurds will be given. cameralDock products and TAP. These Terms supersede and 2.TASER will not and has no obligation to provide the free replace any prior agreement or undelitari ft belwm the parties, Upgrade Models. Including any oral representallons:concerning the subject matter of 3.You will be Invoiced for and we obligated to pay to TASER the this agreement. MSRP then in erect for all Spare Products provided to you under TAP. If the Spare Products are retuned within 30 days of the Spare Product Invoice date,credit will be Issued and applied against the Spare Product invoice. 4.You will be responsible forpayment of any missed payments due to the termination before being allowed to purchase any TASER International,Inc.. Agency Name: By: Name: Name: Title: Title: Signature Dale: Signature Dales Address: Address: 17800 N.85p Street Scottsdale,AZ 85050 Attn: General Counsel Fax:480-9052027 Email::legal@taser.com AXON Ilex Is a Trademark of TASER International,Inc.,and TASER and l)are reg'MWd trademarks of TASER Inlerhalionel;lot.,registered In the U.S.m 2015 TASER Intematonal,Inc.At rights reserved. IIO�i T/YIC'1 ,.I.I.Ie.1 I.I. MWL+WNK,.tMadML­M AXON Ik4-MAAN"Lrl,Cim�YALCILAUYisi jplM PlA.Ond1 L/IL9 Is Page`2 of 2 In the event or a comuci between tsuytioara contract ifouu-1 o, I AbLK's terms ana conolnonS, or any other terms and conditions included in this Agreement,the terms and conditions of BuyBoard contract#500-15 shall control. ATASER Evidence.com Master Service Agreement V M U 1 1. G I 4 1 1• f TASER International,Inc.(TASER,us,or we)and (Agency,your,or you)agree to accept and be bound by the following terms and conditions effective ,20_(Effective Date), 1 Access Rights.Upon the purchase or granting of a subscription from TASER and your opening of an Evidence.com account you will have access and use of the Evidence.com Services for the storage and management of and Your Content during the subscription term ("Term").This is not a data sharing agreement. We do not continuously audit,inspect,or monitor individual agency content or Your Content. You are not intending to waive or diminish any privacy interests by your use of the Evidence.com Services.The Evidence.com Services and data storage are subject to usage limits, including,for example,the quantities specified in quotes,order forms and purchase orders.Unless otherwise specified, (a)a quantity in a quote, order form or purchase order refers to end users,and the Evidence.com Service may not be accessed by more than that number of end users,and(b)an end user identification may be reassigned to a new individual replacing one who no longer requires ongoing use of the Evidence.com Service.You and each of your end users agree to adhere to this Agreement and all laws, rules,regulations, and policies applicable to your use of the Evidence.com Services, If you become aware of any violation of this Agreement by an end user, you will immediately terminate that end user's access to Your Content and the Evidence.com Services. 2 You Own Your Content.You control and own all right,title,and interest in and to Your Content and we obtain no rights to Your Content. You are solely responsible for the uploading,sharing,withdrawal,management and deletion of Your Content.You consent to our limited access to Your Content solely for the purpose of providing and supporting the Evidence.com Services to you and your end users.You represent that you own Your Content;and that none of Your Content or your end users'use of Your Content or the Evidence.com Services will violate this Agreement or applicable laws. 3 Evidence,com Data Secg ft. 3.1 Generally,We will implement commercially reasonable and appropriate measures designed to secure Your Content against accidental or unlawful loss,access or disclosure.We will maintain a comprehensive Information Security Program(ISP)that includes logical and physical access management,vulnerability management,configuration management,incident monitoring and response,encryption of digital evidence you upload,security education,risk management,and data protection.You are responsible for maintaining the security of your end user names and passwords and taking steps to maintain appropriate security and access by your end users to Your Content. Log-in credentials are for your internal use only and you may not sell, transfer,or sublicense them to any other entity or person.You agree to be responsible for all activities undertaken by you,your employees,your contractors or agents,and your end users which result in unauthorized access to your account or Your Content.Audit log tracking for the video data is an automatic feature of the Services which provides details as to who accesses the video data and may be downloaded by you at any time.You will contact us immediately if you believe an unauthorized third party may be using your account or Your Content or if your account information is lost or stolen. 3.2 FBI CJIS Security Addendum.For customers based in the United States,we agree to the terms and requirements set forth in the Federal Bureau of Investigation(FBI)Criminal Justice Information Services(CJIS)Security Addendum for the Term of this Agreement,Upon request we will provide a signed CJIS Security Addendum Certification for each authorized employee to you or,if it exists,a statewide repository for such documentation. 4 OuE&woort.We will make available to you updates as released by us to the Evidence.com Services.Updates maybe provided electronically via the Internet, It is your responsibility to establish and maintain adequate access to the Internet in order to receive the updates. We will use reasonable efforts to continue supporting the previous version of any API or software for 6 months after the change(except if doing so(a)would pose a security or intellectual property issue,(b)is economically or technically burdensome,or(c)is needed to comply with the law or requests of governmental entities).You are responsible for maintaining the computer equipment and Internet connections necessary for your use of the Evidence.com Services. 5 Data IPrium We will not disclose Your Content or any information about you except as compelled by a court or administrative body or required by any law or regulation.We will give you notice if any disclosure request is received for Your Content so you may file an objection with the court or administrative body.You agree to allow us access to certain information from you in order to: (a)perform troubleshooting services for your account at your request or as part of our regular diagnostic screenings; (b)enforce our agreements or policies governing your use of Evidence.com Services;or(c)perform analytic and diagnostic evaluations of the systems, 6 Data Storage.We will determine the locations of the data centers in which Your Content will be stored and accessible by your end users, For United States customers,we will ensure that all of Your Content stored in the Evidence.com Services remains within the United States including any backup data,replication sites, and disaster recovery sites.You consent to the transfer of Your Content to third parties for the purpose of storage of Your Content.Third party subcontractors responsible for storage of Your Content are contracted by us for data storage services. Ownership of Your Content remains with you.TASER will ensure that third parties used for the purpose of storage of Your Content will be CJIS compliant.In addition, TASER will provide notice to the Agency if it switches third party storage providers. 7 Fees and Payment.Additional end users may be added during the Term at the pricing in effect at the time of purchase of additional end users,prorated for the duration of the Term;except in the case of the Public Agency Optional Licenses described in Section 8.1.Additional end user accounts will terminate on the same date as the pre-existing subscriptions.You are responsible for paying all subscription fees and applicable taxes and duties for Evidence.com Services.Unless otherwise specified by us,all fees for Evidence.com Services are due and payable net 30 days for approved credit. Payment obligations are non-cancelable and fees paid are non-refundable and all amounts payable will be made without setoff,deduction,or withholding. We reserve the right to charge additional fees for you exceeding your purchased storage nfw Edd. ,rum Mager SnMa Agmemenl DWS bwm- LeAd Vw2n: 1/J 4.I.n�Daq: 7�IY]YtS Page 1 of 7 Pm vP I'S of 41 TASEA Evidence.com Master Service Agreement amounts or for TASER's assistance in the downloading or exporting of Your Content.We may charge you interest at the rate of 1.5%per month(or the highest rate permitted by law,if less)on all late payments. If a delinquent account is sent to collections,you are responsible for all collection and attorneys'fees. 8 Optional Subscription License Tiers. This Section 8 applies to the optional subscription licenses listed below, You may elect to be billed upfront or annually for these optional subscription licenses,and that election will be reflected on your quote.The optional subscription license prices do not include the purchase price of any hardware or data storage of other data files generated from non-Axon cameras or the Evidence Mobile App.If the optional subscription license is terminated early,no refunds or credits will be given.This Section 8 does not apply if-you do-not-purchase-any-of-the-Optional-Subscdpgon-License Tiers. 8.1 Public Agency Optional Licenses.Each of the optional subscription licenses in'this Section 8.1 must be purchased at the point of sale of the hardware.Any hardware provided under the optional subscription licenses is subject to TASER's current Hardware Warranty,Limitations and Release for Law Enforcement CEW Products and On-Officer Cameras available at https://www.taser.coavlegal. 8.1.1 Evidence.com Ultimate License.Each Evidence.com Ultimate License includes the benefits of the Evidence.com Pro License,20 GB of storage,and TAP for the Axon camera.TASER's current Sales Terms and Conditions for the Axon Flex®and Axon Body Cameras TASER Assurance Plan(U.S. Only)(TAP)are available at htipsJ1www.taser cotrftal. 8.1.2 Evidence.com Unlimited License.Each Evidence.com Unlimited License includes the benefits of the Evidence.com Ultimate License and unlimited data storage for Axon camera and Evidence Mobile generated data in the Evidence.com Services.You must implement a data retention schedule in the Evidence.com Services for the management of Your Content stored in the Evidence.com Services to qualify for the Evidence.com Unlimited License.We reserve the.right,in our sole discretion,to place any data stored in your Evidence.com accounts and not viewed or accessed for 6 months into archival storage.Data stored in archival storage will not have immediate availability and may take up to 24 hours to access.The Evidence.com Unlimited License must be purchased for a 3-or 5-year term. 8.1.3 OMcer SaWy Plan. The Officer Safety Plan includes all the benefits of the Evidence.com Unlimited License, TAP for the Evidence.com Dock,one TASER brand conducted electrical weapon(CEW)with a 4-year extended warranty,one CEW battery, and one CEW holster of your choice.At any time during the Officer Safety Plan term you may choose to receive the CEW, battery and holster by providing a$0 purchase order(orders may take 4-6 weeks to process).At the time you elect to receive the CEW,you may choose from any CEW model currently offered by us.The Officer Safety Plan must be purchased for a 5-year term.If the Officer Safety Plan is terminated before the end of the term and you did not receive your CEW,battery and holster then we will not and have no obligation to provide these items or a credit under the Officer Safety Plan.If the Officer Safety Plan is terminated before the end of the term and after you receive your CEW,battery and holster then then:(a)you will be invoiced for the remainder of the MSRP for the CEW,battery,and holster not already paid as part of the Officer Safety Plan before the termination date;or(b)only in the case of termination for non-appropriations,return the CEW, battery and holster to us within 30 days of the date of termination. 8.2 Prosecutor Licenses.Each Prosecutor Standard License and Prosecutor Professional License includes unlimited data storage for data shared through the Evidence.com Services.You must implement a data retention schedule for the storage of relevant evidence and case related data in the Evidence.com Services for the management of Your Content stored in the Evidence.com Services to qualify for the Evidence.com Prosecutor Standard License or Prosecutor Professional License.We reserve the right,in our sole discretion,to place any data stored in your Evidence.com accounts and not viewed or accessed for 6 months into archival storage,Data stored in archival storage will not have immediate availability and may take up to 24 hours to access. 9 Suspension of Evldence.com Services.We may suspend your or any end user's right to access or use any portion or all of the Evidence.com Services(t)immediately if your continued access poses an immediate security threat to Evidence.com,or(ii)upon 30 days' notice to you of the alleged infraction,unless you cure such breach within the 30 day notice period,if we determine: 9.1 Your or an end user's use of or registration for the Evidence.com Services(i)poses a security risk to the Evidence.00m Services or any third party, (tt)may adversely impact the Evidence.com Services or the systems or content of any other customer, (iii)may subject us,our affiliates,or any third party to liability,or(iv)may be fraudulent; 9.2 You are,or any end user is,in breach of this Agreement,including if you are delinquent on your payment obligations for more than 30 days;or 9.3 You have become the subject of any bankruptcy,reorganization,liquidation,dissolution,or similar proceeding. 9.4 If we suspend your right to access or use any portion or all of the Evidence.com Services,you remain responsible for all fees and charges incurred through the date of suspension without any credits for any period of suspension. We will not delete any of Your Content on Evidence.com as a result of your suspension,except as specified elsewhere in this Agreement. 10 Term. 10.1 Subscription Term.The start date of the Term of this Agreement will be determined based upon the shipment date of any hardware ordered as authorized by you in a signed quote or purchase order and will remain in effect for the subscription Term agreed to in the quote or purchase agreement together with any renewal Terms until terminated as provided in this Agreement. If the hardware is shipped in the first half of a month,then the Term starts on the 18'of the following month. If the hardware is shipped in the last half of a month,then the Term begins on the 15th of the following month, If no hardware is purchased,then the Term will begin on the first of the month following the invoice date of the initial invoice containing the licenses.This Agreement automatically renews for additional successive Terms of one(1)year Vu- E.W..ura.WIl.r S.npw Ajll.M%V O.p.*..M: L.pl V.1d_ 10.0 qN..»D.tr: 7fpig0l! Page 2 of 7 'P 'Z F. of A I thT^SF=n Evidence.com Master Service Agreement r .: o r k c , each after the completion of your initial Term at the list prices then in effect,unless you give us written notice of cancellation sixty(60)days prior to the end of a Term. 10.2 Free Trial Term.If you signed up for a free trial,you are granted a limited non-exclusive license to use the Evidence.com Services for the term of the free trial period(Trial Term).Upon the expiration of the Trial Term you must purchase the Evidence.com Services to continue to use the Evidence.com Services to access Your Content. 10.3 Free Evidence.com Lite Account.If you signed up for a free Evidence.com Lite account,you are granted a limited non- exclusive license to use the Evidence.com Lite Services. Your use of the Evidence.com Lite Services is not limited to a specific term and you may-cancel-your-Evidence:com-Lite-account-and download Your Content at any_time._Evidence.com-Lite allows users to manage their conducted electrical weapon(CEW)firing logs and TASER CAM data. 11 Tern 9a g,wi. 11.1 Termination for Cause. 11.1.1 By Either Party. Either party may terminate this Agreement for cause upon 30 days advance notice to the other party if there is any material default or breach of this Agreement by the other party,unless the defaulting party has cured the material default or breach within the 30-day notice period.In the event that you terminate this Agreement under this Section and we failed to cure the material breach or default,we will issue you a refund of any prepaid amounts on a prorated basis. 11.1.2 By Agen . You are obligated to pay the fees under this Agreement as may lawfully be made from funds budgeted and appropriated for that purpose during your then current fiscal year.In the event that sufficient funds will not be appropriated to pay the fees required under this Agreement, this Agreement may be terminated by you.You agree to deliver notice of termination under this Section(11.1.2)at least 90 days prior to the end of the then current fiscal year. 11.2 Effect of Termination.Upon any termination of this Agreement:(a)all your rights under this Agreement immediately terminate;(b)you remain responsible for all fees and charges you have incurred through the date of termination;and(c)Sections 2,5-7, 12, 13(except the license granted to you in Section 13),14,and 16-20 will continue to apply in accordance with their terms. 12 Retum of Your Content. 12.1 During the Term.You can log into the Evidence.com Services to retrieve and manually download Your Content at any time during the Term. 12.2 After Termination.We will not delete any of Your Content as a result of a termination during the 90 days following termination.During this 90-day period you may retrieve Your Content only if you have paid all amounts due(there will be no application functionality of the Evidence.com Services during this 90-day period other than the ability for you to retrieve Your Content).You will not incur any additional fees if you download Your Content from the Evidence.com Services during this 90-day period.We have no obligation to maintain or provide any of Your Content after the 90-day period and will thereafter,unless legally prohibited,delete all of Your Content stored in the Evidence.com Services. In the event there is a dispute between TASER and the agency regarding amounts due,TASER will not delete the data for 90 days after the earlier of a)the parties reaching a mutually agreed upon solution;or b)the dispute has reached final adjudication.Upon request,we will provide written proof that all of Your Content has been successfully deleted and fully removed from the Evidence.com Services. 12.3 Post-Termination Assistance.We will provide you with the same post-termination data retrieval assistance that we generally make available to all customers.Requests that we provide additional assistance to you in downloading or transferring Your Content will result in additional fees from us and we will not warranty or guarantee data integrity or readability in the external system. 13 IP Rlsthts.We or our licensors own and reserve all right,title,and Interest in and to the Evidence.com Services and related software. Subject to the terms of this Agreement,we grant you a limited,revocable,non-exclusive,non-sublicensable,non-transferrable license to access and use the Evidence.com Services solely in accordance with this Agreement during the Term.We own all right,title,and interest in and to the Evidence.com Services,including without limitation all Intellectual Property Rights.If you or your end users provide any suggestions to us for enhancements or improvements,we will own all right,title, and interest in and to the suggestions and have the right to use the suggestions without restriction,even if you or your end users have designated the suggestions as confidential.You irrevocably assign to us all right,title,and interest in and to the suggestions and agree to provide us any assistance we may require to document,perfect,and maintain our rights in the suggestions. 14 License Restrictions.Neither you nor any of your end users may use the Evidence.com Services in any manner or for any purpose other than as expressly permitted by this Agreement.Neither you nor any of your end users may,or attempt to:(a)permit any third party to access the Evidence.com Services except as permitted in this Agreement;(b)modify,alter,tamper with,repair,or otherwise create derivative works of any of the Evidence.com Services;(c)reverse engineer,disassemble,or decompile the Evidence.com Services or apply any other process or procedure to derive the source code of any software included in the Evidence.com Services,or allow any others to do the same;(d) access or use the Evidence.com Services in a way intended to gain unauthorized access, avoid incurring fees or exceeding usage limits or quotas;(e)copy the Evidence.com Services in whole or part,except as expressly permitted in this Agreement;(0 use trade secret information contained in the Evidence.com Services,except as expressly permitted in this Agreement;(g)resell,rent,loan,or sublicense the Evidence.com Services;(h)access the Evidence.com Services in order to build a competitive product or service or copy any features, functions,or graphics of the Evidence.com Services;(i)remove,alter,or obscure any confidentiality or proprietary rights notices(including TM.: Wdl.n mYul.,S-1-AS.—a 1).p.N..nb L.S.1 Vend..:.. 10.0 141. .on.: IM4 010 Page 3 of 7 T3--- 1'7 —�^l TAE3ER Evidence.com Master Service Agreement .. It (, I .. .: . I I Ia copyright and trademark notices)of ours or our licensors on or within the Evidence.com Services or any copies of the Evidence.com Services; or 0)use the Evidence.com Services to store or transmit infringing,libelous,or otherwise unlawful or tortious material,to store or transmit material in violation of third-party privacy rights,or to store or transmit malicious code.All licenses granted to you in this Agreement are conditional on your continued compliance this Agreement,and will immediately and automatically terminate if you do not comply with any term or condition of this Agreement.During and after the Term,you will not assert,nor will you authorize, assist,or encourage any third party to assert,against us or any of our affiliates,customers,vendors, business partners,or licensors,any patent infringement or other intellectual property infringement claim regarding any Evidence.com Services you have used.You may only use our trademarks in accordance with the TASER Trademark Use Guidelines(located at www.TASER.com). 15 Third-Party Products and Services.No purchase of third-party products or services is required to use the Evidence.com Services other than a computer and Internet access.Any acquisition by you of third-party products or services and any exchange of data or Your Content between you and any third-party provider,is solely between you and the applicable third-party provider;including any fees necessary to obtain or use the third-party products or services.We are not responsible for examining or evaluating the content or accuracy of third-party products or services and we do not warrant and will not have any liability or responsibility for any third-party products or services,or for any other materials,products,or services of third parties.if you install or enable Third-Party Applications for use with Evidence.com Services,you acknowledge that we may need to allow providers of those Third-Party Applications to access Your Content as required for the interoperation of the Third-Party Applications with the Evidence.com Services. We are not responsible for any disclosure,modification or deletion of Your Content resulting from any access by Third-Party Application providers. 16 Representations by You. You represent and warrant to us that:(a)you have been duly authorized by the laws of the applicable jurisdiction,and by a resolution of your governing body,if legally required,to execute and deliver this Agreement and to carry out your obligations under this Agreement;(b)all legal requirements have been met,and procedures have been followed,including public bidding,if legally required,in order to ensure the enforceability of this Agreement;(c)if you are a government agency,that the Evidence.com Services will be used by you only for essential governmental or proprietary functions consistent with the scope of your authority and will not be used in a trade or business of any person or entity,by the federal government or for any personal,family or household use;(d)if you are a government agency,you have funds available to pay until the end of its current appropriation period, and you intend to request funds to make payments in each appropriation period,from now until the end of the Term;and(e)you are responsible for(i)your or any of your end users'use of the Evidence.com Services(including any activities under your account and use by your employees and agents),(ii)breach of this Agreement or violation of applicable law by you or any of your end users, (iii)Your Content or the combination of Your Content with other applications, content or processes,including any claim involving alleged infringement or misappropriation of third-party rights by Your Content or by the use of Your Content,(iv)a dispute between you and any of your end users,and(v)a dispute between you and any third-party over your collection or use of Your Content.You agree to maintain insurance coverage up to the amount allowed by State and local laws and regulations that would cover any claims,damages,losses,liabilities,costs,and expenses(including reasonable attorneys'fees)arising out of or related to any third-party claim in this Section 16. 17 Our Warranty.We warrant that the Evidence.com Services(a)will perform materially in accordance with the Documentation,(b)will be performed in a timely and professional manner by qualified persons with the technical skills,training,and experience to perform the Evidence.com Services,and(c)will not infringe or misappropriate any patent,copyright,trademark,or trade secret rights of any third party.All warranties or guarantees given or made by us with respect to the Evidence.com Services are solely for the benefit of you and your end users and are not transferable and are null and void if you breach any term or condition of this Agreement. THE EVIDENCE.COM SERVICES ARE PROVIDED"AS IS."WE AND OUR AFFILIATES AND LICENSORS MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND,WHETHER EXPRESS,IMPLIED, STATUTORY OR OTHERWISE THAT THE EVIDENCE.COM SERVICES OR THIRD-PARTY CONTENT WILL BE UNINTERRUPTED,ERROR FREE OR FREE OF HARMFUL COMPONENTS,OR THAT ANY CONTENT, INCLUDING YOUR CONTENT OR THE THIRD-PARTY CONTENT,WILL BE SECURE OR NOT OTHERWISE LOST OR DAMAGED,OR THAT THE EVIDENCE.COM SERVICES WILL MEET YOUR REQUIREMENTS.EXCEPT AS PROVIDED IN THIS SECTION 17,TO THE EXTENT PROHIBITED BY LAW,WE AND OUR AFFILIATES AND LICENSORS DISCLAIM ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY,SATISFACTORY QUALITY,FITNESS FOR A PARTICULAR PURPOSE,NON-INFRINGEMENT,OR QUIET ENJOYMENT,AND ANY WARRANTIES ARISING OUT OF ANY COURSE OF DEALING OR USAGE OF TRADE. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THAT YOUR USE OF THE EVIDENCE.COM SERVICES IS IN ACCORDANCE WITH APPLICABLE LAW.You are solely responsible for:(a)all data before it is uploaded to the Evidence.com Services;(b) configuring and setting up any hardware or networks that you connect to the Evidence.com Services;(c)your networks and how they may interact with the hardware,software,or Evidence.com Services;and(d)any security settings you establish to interact with or on the Evidence.com Services. We disclaim any warranties or responsibility for data corruption or errors before the data is uploaded to the Evidence,com Services, 18 Indemnification by Us.We will defend,indemnify,and hold you harmless,and each of your respective employees,officers, directors,and representatives from and against any claims,damages,losses,liabilities,costs, and expenses(including reasonable attorneys' fees)arising out of or relating to any:(a)acts or omissions of us or our subcontractors or anyone directly or indirectly employed by any of them, save and except for damage or injury caused solely by the negligence of you or your agents, officers,or employees;and(b)third-party claim We: Edd—c—M..fe.5-1.Ag..m.nl U.p.11m ant: Lepel Ve.1- 10.0 net...E).W M4WO Page 4 of 7 TASER Evidence.com Master Service Agreement alleging that the use of the Evidence.com Services as permitted under this Agreement infringes or misappropriates the intellectual property rights of a third party.You must provide us with prompt written notice of each such claim,tender to us the defense or settlement of each such claim at our expense,and cooperate fully with us in the defense or settlement of each such claim.If we receive notice of an alleged infringement,or if your use of the Evidence.com Services will be prevented by permanent injunction,we may,at our sole option and expense,procure for you the right to continue using the Evidence.com Services as provided in this Agreement,modify the Evidence.com Services so that it no longer infringes,replace the Evidence.com Services with other services of equal or superior functional capability,refund to you all amounts paid by you to us under this Agreement for the Evidence.com Services in the 1-year period immediately preceding the first event giving rise to the claim of infringement,or in the case of trademark infringement,instruct you to use an alternative trademark.In the event that you do not consent to using a service of equal or superior functional capability,you may terminate this Agreement.We have no liability to you or any third party if any alleged infringement or claim of infringement is to any extent based upon:(a)any modification of the Evidence.com Services by you or any third party not approved by us;(b)use of the Evidence.com Services in connection or in combination with equipment,devices,or services not approved or recommended by us;(c)the use of Evidence.com Services other than as permitted under this Agreement or in a manner for which it was not intended;or(d)the use of other than the most current release or version of any software provided by us as part of or in connection with the Evidence.com Services.Nothing in this Section will affect any warranties in favor of you that are otherwise provided in or arise out of this Agreement. 19 Limitations of Liability.WE AND OUR AFFILIATES OR LICENSORS WILL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL,SPECIAL,CONSEQUENTIAL OR EXEMPLARY DAMAGES(INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, OR DATA),EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.FURTHER,NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS WILL BE RESPONSIBLE FOR ANY COMPENSATION,REIMBURSEMENT,OR DAMAGES ARISING IN CONNECTION WITH:(A)YOUR INABILITY TO USE THE EVIDENCE.COM SERVICES, INCLUDING AS A RESULT OF ANY(1)TERMINATION OR SUSPENSION OF THIS AGREEMENT OR YOUR USE OF OR ACCESS TO THE EVIDENCE.COM SERVICES,(ii)OUR DISCONTINUATION OF ANY OR ALL OF THE EVIDENCE.COM SERVICES,OR,(iii)WITHOUT LIMITING ANY OTHER OBLIGATIONS,ANY UNANTICIPATED OR UNSCHEDULED DOWNTIME OF ALL OR A PORTION OF THE EVIDENCE.COM SERVICES FOR ANY REASON, INCLUDING AS A RESULT OF POWER OUTAGES,SYSTEM FAILURES OR OTHER INTERRUPTIONS;(B)THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES;(C)ANY INVESTMENTS, EXPENDITURES, OR COMMITMENTS BY YOU IN CONNECTION WITH THIS AGREEMENT OR YOUR USE OF OR ACCESS TO THE EVIDENCE.COM SERVICES;OR(D)ANY UNAUTHORIZED ACCESS TO,ALTERATION OF,OR THE DELETION,DESTRUCTION,DAMAGE,LOSS OR FAILURE TO STORE ANY OF YOUR CONTENT OR OTHER DATA. IN ANY CASE,WHETHER IN CONTRACT,TORT OR UNDER ANY OTHER THEORY OF LIABILITY, OUR AND OUR AFFILIATES'AND LICENSORS'AGGREGATE LIABILITY UNDER THIS AGREEMENT WILL BE LIMITED TO THE GREATER OF$100,000 OR THE AMOUNT YOU ACTUALLY PAY US UNDER THIS AGREEMENT FOR THE EVIDENCE.COM SERVICES THAT GAVE RISE TO THE CLAIM DURING THE 12 MONTHS PRECEDING THE CLAIM. 20 Miscellaneous. 20.1 Definitions. 20.1.1 "Evidence.com Services"means our web services for Evidence.com,the Evidence.com site, EVIDENCE Sync software,EVIDENCE Mobile App,Axon@ Mobile App,other software,maintenance,storage,and any other product or service provided by us under this Agreement. This does not include any Third-Party Applications,hardware warranties,or the my.evidence.com services. 20.1.2 "Your Content"means software,data,text,audio,video,images or other content you or any of your end users (a)run on the Evidence.com Services,(b)cause to interface with the Evidence.com Services,or(c)upload to the Evidence.com Services under your account or otherwise transfer,process,use or store in connection with your account. 20.1.3 "Documentation"means the user guides,quick reference guides,and other technical and operations manuals and specifications for the Evidence.com Services provided by us,as that documentation may be updated by us from time to time. 20.1.4 "Confidential Information"means all nonpublic information disclosed by us,our affiliates,business partners or our or their respective employees,contractors or agents that is designated as confidential or that,given the nature of the information or circumstances surrounding its disclosure,reasonably should be understood to be confidential.Confidential Information includes:(a)nonpublic information relating to our or our affiliates or business partners'technology,customers,business plans,promotional and marketing activities, finances and other business affairs;(b)third-party information that we are obligated to keep confidential;and(c)the nature,content and existence of any discussions or negotiations between you and us or our affiliates that is not subject to your public record laws.Confidential Information does not include any information that:(i)is or becomes publicly available without breach of this Agreement;(ii)can be shown by documentation to have been known Eo you at the time of your receipt from us;(iii)is received from a third party who did not acquire or disclose the same by a wrongful or tortious act;or(iv)can be shown by documentation to have been independently developed by you without reference to the Confidential Information. 20.1.5 "Policies"means any Service Level Agreement,the Trademark Use Guidelines,all restrictions described on the Evidence.com site,and any other policy or terms referenced in or incorporated into this Agreement.Policies do not include whitepapers or other marketing materials. 20.2 Confidentiality.Any party may use the other party's Confidential Information only as permitted under this Agreement. Except as required by applicable law orjudicial order,neither party will disclose the other party's Confidential Information during the Term or at any time during the 5-year period following the end of the Term. Each party will take all reasonable measures to avoid disclosure, Till.; E0d.0—Y.A rS—T-ARl—W DspenmeeC L.gel vamRe"lees Ds1e00 71142015 Page 5 of 7 T-1___ -7n —.CAI /7A TASER Evidence.com Master Service Agreement dissemination or unauthorized use of the other party's Confidential Information.In the event there is a breach under this Section, the breaching party will notify the non-breaching party as soon as reasonable under the circumstances,but in no event later than seven(7)days after learning of the breach. 20.3 Force Majeure.Neither party will be liable for any delay or failure to perform any obligation under this Agreement where the delay or failure results from any cause beyond the parties'reasonable control,including acts of God,labor disputes or other industrial disturbances,systemic electrical, telecommunications,or other utility failures,earthquake,storms or other elements of nature,blockages, embargoes, riots,acts or orders of government,acts of terrorism,or war. 20:4 Independent-Contractors.The-partles-are-Independent contractors,-and neither-party,nor-any-of their-respective affiliates,is an agent of the other for any purpose or 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. 20.5 No Third-Party Beneficiaries.This Agreement does not create any third-party beneficiary rights in any individual or entity that is not a party to this Agreement. 20.6 Non-discrimination and Equal Opportunity.During the performance of this Agreement,we agree that neither we nor our employees will discriminate against any person,whether employed by us or otherwise,on the basis of basis of race,color,religion,gender, age,national origin, handicap,marital status,or political affiliation or belief. In all solicitations or advertisements for employees,agents, subcontractors or others to be engaged by us or placed by or on behalf of us,we will state all qualified applicants will receive consideration for employment without regard to race,color,religion,gender,age, national origin,handicap,marital status,or political affiliation or belief. 20.7 U.S.Government Rights.The Evidence.com Services are provided to the U.S.Government as"commercial items," "commercial computer software,""commercial computer software documentation,"and'technical data"with the same rights and restrictions generally applicable to the Evidence.com Services. If you are using the Evidence.com 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,you will immediately discontinue your use of the Evidence.com Services.The terms"commercial item,""commercial computer software,""commercial computer software documentation," and"technical data"are defined in the Federal Acquisition Regulation and the Defense Federal Acquisition Regulation Supplement. 20.8 Import and Export Compliance.In connection with this Agreement,each party will comply with all applicable import,re- import,export,and re-export control laws and regulations,including the Export Administration Regulations,the International Traffic in Arms Regulations,and country-specific economic sanctions programs implemented by the U.S.Office of Foreign Assets Control.You are solely responsible for compliance related to the manner in which you choose to use the Evidence.com Services,including your transfer and processing of Your Content,the provision of Your Content to end users,and the region in which any of the foregoing occur, 20.9 Assignment.Neither party may assign or otherwise transfer this Agreement or any of its rights and obligations under this Agreement without the prior written approval of the other party;except that we may assign or otherwise transfer this Agreement or any of our rights or obligations under this Agreement without your consent(a)for financing purposes,(b)in connection with a merger,acquisition or sale of all or substantially all of our assets,(c)to as part of a corporate reorganization,or(d)to a subsidiary corporation.Subject to the foregoing, this Agreement will be binding upon,and inure to the benefit of the parties and their respective successors and assigns. 20.10 No Waivers.The failure by either party to enforce any provision of this Agreement will not constitute a present or future waiver of the provision nor limit the party's right to enforce the provision at a later time.All waivers by a party must be in writing and sent in accordance with this Agreement to be effective. 20.11 Severability.This Agreement is contractual and not a mere recital.If any portion of this Agreement is held to be invalid or unenforceable,the remaining portions of this Agreement will remain in full force and effect.Any invalid or unenforceable portions will be interpreted to effect and intent of the original portion. If such construction is not possible,the invalid or unenforceable portion will be severed from this Agreement but the rest of the Agreement will remain in full force and effect. 20.12 Governing Law;Venue.The laws of the state where you are physically located,without reference to conflict of law rules, govern this Agreement and any dispute of any sort that might arise between the parties.The United Nations Convention for the International Sale of Goods does not apply to this Agreement. 20.13 Reserved. 20.14 Notices.All communications and notices to be made or given pursuant to this Agreement must be in the English language. 20.14.1 To You.We may provide any notice to you under this Agreement by:(i)posting a notice on your specific agency Evidence.com site;or(ii)sending a message to the email address(es)then associated with your account.Notices we provide by posting on your Evidence.com site will be effective upon posting and notices we provide by email will be effective when we send the email.You will be deemed to have received any email sent to the email address then associated with your account when we send the email,whether or not you actually receive the email. 20.14.2 To Us.To give us notice under this Agreement,you must contact us:(i)by email transmission to evidencecontracts@taser.com;or(ii)by personal delivery,overnight courier or registered or certified mail to TASER International, Inc.,ATTN: Evidence Contracts, 17800 N.851h Street,Scottsdale,Arizona 85255.We may update the email or address for notices to us by posting a notice on your Evidence.com site.Notices provided by personal delivery will be effective immediately.Notices provided by email transmission or overnight courier will be effective one business day after they are sent.Notices provided registered or certified mail will be effective 3 business days after they are sent. Tlde: E.Idenu.cam Kesler Some.Ag—menl D.perlm.a Legel V.relm: 10.0 A.[. a D.W 1114M15 Page 6 of 7 "1`ASER Evidence.com Master Service Agreement 20.15 Entire Agreement.This Agreement,including the Policies and the quote provided by TASER,is the entire agreement between you and TASER regarding the Evidence.com Services.This Agreement supersedes all prior or contemporaneous representations, understandings,agreements,or communications between you and TASER,whether written or verbal,regarding the subject matter of this Agreement You agree that your purchases are neither contingent on the delivery of any future functionality or features nor dependent on any oral or written public comments made by us regarding future functionality or features of the Evidence.com Services.We will not be bound by, and specifically object to,any term,condition or other provision which is different from or in addition to the provisions of this Agreement (whether or not it would materially alter this Agreement)and which is submitted by you in any order,receipt,acceptance,confirmation, —correspondence or other document.-No-modification or amendment of any portion of this Agreement witi be effective unless in writing and signed by the parties to this Agreement. If we provide a translation of the English language version of this Agreement,the English language version of the Agreement will control if there is any conflict. 20.16 Voluntary Agreement.This Agreement was negotiated and executed voluntarily and is not the result of duress,fraud, undue influence or any threat of any kind.All parties had the opportunity to read and consider this Agreement,to consult with counsel,and fully understand the Agreement. 20.17 Time Is of the Essence.Time is of the essence in connection with all matters and obligations pertaining to this Agreement. 20.18 Counterparts.If this Agreement form requires the signatures of the parties)then this Agreement may be executed In multiple counterparts,each of which is considered an original. The counterparts of this Agreement may be executed and delivered by facsimile or other electrortic signature by any of the parties to any other party and the receiving party may rely on the recelpt of the document as if the original had been received. TASER International,Inc. Agency Name: By: By: Name: Name: Title: Title: Signature Date: Signature Date: Address: Address: 17800 N.85th Street Scottsdale,AZ 85255 Attn: General Counsel Email:legai@taser.com [Document revised 7-142015] Evidence.com and'Protect life'are trademarks of TASER International,Inc,and TASER,Axon,Axon Flex,and©are trademarks of TASER IritemaUonal;Ina;registered In the U.S.All rights reserved.®2015 TASER International,Inc. T11W Wd.—.—Meet-Smlu Apn).nnnl D.p.tlln..L• L.pal vand.n: 10.0 Ralme Date: 7114 015 Page 7 of 7 T'- -P d 1 of d 1