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Home My WebLink AboutContract 51579 6 7 8 9 CITY SECRETARY i ro yj CONTRACT NO._ Ivor ADDENDUM TO 6� ,;i AGREEMENT BETWEEN THE CITY OF FORT WORTH c, w AND s e L 9 AXON ENTERPRISE, INCORPORATED This Addendum to Agreement ("Addendum") is entered into by and between Axon Enterprise, Inc., f/k/a Taser International, Inc., ("Seller") and the City of Fort Worth ("City"), collectively the"parties", for a purchase of licenses. The Contract documents shall include the following: 1. The Quote Q-108086-2 dated April 5, 2017; and 2. This Addendum. Notwithstanding any language to the contrary in the attached Quote Q-108086-2 (the "Agreement"), the Parties hereby stipulate by evidence of execution of this Addendum below by a representative of each party duly authorized to bind the parties hereto, that the parties hereby agree that the provisions in this Addendum below shall be applicable to the Agreement as follows: 1. Term and Consideration. The Agreement is effective from the signing of the Quote Q-10808-2 on April 6,2017(the"Effective Date")and shall expire five(5)years after the Effective Date (the Expiration Date"), unless terminated earlier in accordance with the provisions of the Agreement or otherwise extended by the parties. The following terms and conditions are effective upon the date of last signature of this Addendum. Total payments made under this Addendum by City shall not exceed the amount of Three Thousand Five Hundred Ninety-Four and 00/100 Dollars ($3,594.00)per year. 2. Termination. a. Fiscal Funding Out. In the event no funds or insufficient funds are appropriated by City in any fiscal period for any payments due hereunder, City will notify Seller of such occurrence and the Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to the City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. b. Duties and Obligations of the Parties. In the event that the Agreement is terminated prior to the Expiration Date, City shall pay Seller for services actually rendered up to the effective date of termination and Seller shall continue to provide City with services requested by City and in accordance with the Agreement up to the effective date of termination. Upon termination of the Agreement for any reason, Seller shall provide City with copies of all completed or partially completed documents prepared under the Agreement. In the event Seller has received access to City information or data as a requirement to perform services hereunder, Seller shall return all City provided data to City. ----[ _-- OFFIOAk 4KORP:1 Addendum to Axon Enterprise,Inc.Agreement Page 1 of 4 FT. WORTH,TX 3. Attorneys' Fees, Penalties, and. Liquidated Damages. To the extent the attached Agreement requires City to pay attorneys' fees for any action contemplated or taken, or penalties or liquidated damages in any amount, City objects to these terms and any such terms are hereby deleted from the Agreement and shall have no force or effect. 4. Law and Venue.The Agreement and the rights and obligations of the parties hereto shall be governed by, and construed in accordance with the laws of the United States and state of Texas, exclusive of conflicts of laws provisions. Venue for any suit brought under the Agreement shall be in a court of competent jurisdiction in Tarrant County,Texas.To the extent the Agreement is required to be governed by any state law other than Texas or venue in Tarrant County, City objects to such terms and any such terms are hereby deleted from the Agreement and shall have no force or effect. 5. Sovereign Immunity. Nothing herein constitutes a waiver of City's sovereign immunity. To the extent the Agreement requires City to waive its rights or immunities as a government entity; such provisions are hereby deleted and shall have no force or effect. 6. Indemnily. To the extent the Agreement requires City to indemnify or hold Seller or any third party harmless from damages of any kind or character,City objects to these terms and any such terms are hereby deleted from the Agreement and shall have no force or effect. 7. No Debt. In compliance with Article 11 § 5 of the Texas Constitution, it is understood and agreed that all obligations of City hereunder are subject to the availability of funds. If such funds are not appropriated or become unavailable,City shall have the right to terminate the Agreement except for those portions of funds which have been appropriated prior to termination. 8. Confidential Information. City is a government entity under the laws of the State of Texas and all documents held or maintained by City are subject to disclosure under the Texas Public Information Act. To the extent the Agreement requires that City maintain records in violation of the Act,City hereby objects to such provisions and such provisions are hereby deleted from the Agreement and shall have no force or effect.In the event there is a request for information marked Confidential or Proprietary, City shall promptly notify Seller. It will be the responsibility of Seller to submit reasons objecting to disclosure. A determination on whether such reasons are sufficient will not be decided by City, but by the Office of the Attorney General of the State of Texas or by a court of competent jurisdiction. 9. Addendum Controlling. If any provisions of the attached Agreement,conflict with the terms herein, are prohibited by applicable law, conflict with any applicable rule,regulation or ordinance of City, the terms in this Addendum shall control. 10. Immigration Nationality Act. City actively supports the Immigration&Nationality Act(INA)which includes provisions addressing employment eligibility,employment verification, and nondiscrimination. Seller shall verify the identity and employment eligibility of all employees who perform work under the Agreement. Seller shall complete the Employment Eligibility Verification Form(I-9),maintain photocopies of all supporting employment eligibility and identity Addendum to Axon Enterprise,Inc.Agreement Page 2 of 4 documentation for all employees, and upon request,provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under the Agreement. Seller shall establish appropriate procedures and controls so that no services will be performed by any employee who is not legally eligible to perform such services. Seller shall provide City with a certification letter that it has complied with the verification requirements required by the Agreement. Seller shall indemnify City from any penalties or liabilities due to violations of this provision. City shall have the right to immediately terminate the Agreement for violations of this provision by Seller. 11. No Boycott of Israel. Seller acknowledges that in accordance with Chapter 2270 of the Texas Government Code, 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 Addendum, Seller certifies that Seller's signature provides written verification to City that Seller: (1) does not boycott Israel; and(2) will not boycott Israel during the term of the Agreement. 12. Right to Audit_ Seller agrees that City shall, until the expiration of three (3) years after final payment under the Agreement, have access to and the right to examine any directly pertinent books, documents, papers and records of Seller involving transactions relating to the Agreement. Seller agrees that City shall have access during normal working hours to all necessary Seller facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. City shall give Seller reasonable advance notice of intended audits. (signature page follows) Addendum to Axon Enterprise,Inc.Agreement Page 3 of 4 Executed this thee—_ay 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 By: J41.u- Le_ of this contract, including ensuring all Valerie Washington performance and reporting requirements. Assistant City Manager Date: By: - APPROVAL RECOMMENDED: J es Wade Sergeant APPROVED AS TO FORM AND LEGALITY: Timothy Carey Chief Deputy Marshal By: Matt Murray ATTEST: Assistant City Attorney TRACT AUTHORIZATION: By: / Not required Mary K s City Secret ry C1 2 Xx SELLER: Axon Enterprise,Inc. By: ,.,_ JZ.- Robert Driscoll,V.P.and Associate General Counsel Date: ( l 211 '. OFFICIAL RECURV j CITY SECRETARY Addendum to Axon Enterprise,Inc.Agreement F7: 410'rX TASER International Protect Life.Protect Troth. 17800 N 85th St. Scottsdale,Arizona 85255 ^* United States Phone:(800)978-2737 Fax: 888-843-4309 David Vela (817)392-6739 lawrence.vela@fottworthtexas.gov Quotation Quote: Q-108086-2 Date:3/27/2017 10:53 AM Quote Expiration: 8/31/2017 Contract Start Date*:3/23/2017 Contract Term:5 years AX Account Number: 455172 Bill To: Ship To: Fort Worth Marshal's Office-TX David Vela 1000 Throckmorton Fort Worth Marshal's Office-TX Fort Worth,TX 76102 1000 Throckmorton US Fort Worth,TX 76102 US SALESPERSON PHONE EMAIL DELIVERY METHOD PAYMENT METHOD Colin Fine 480-463-2167 cfine@taser.com Fedex-Ground Net 30 *Note this will vary based on the shipment date of the product. BCP Year 1 Due Net 30 QTY ITEM# DESCRIPTION UNIT TOTAL BEFORE DISCOUNT($) NET TOTAL PRICE DISCOUNT 50 88120 BCP STANDARD-YEAR 1 PAYMENT USD 71.88 USD 3,594.00 USD 0.00 USD 3,594.00 100 44203 CARTRIDGE-25'HYBRID USD 0.00 USD 0.00 USD 0.00 USD 0.00 100 44203 CARTRIDGE-25'HYBRID USD 0.00 USD 0.00 USD 0.00 USD 0.00 BCP Year 1 Total Before Discounts: USD 3,594.00 BCP Year I Net Amount Due: USD 3,594.00 Year 2 Due 2018 QTY ITEM# DESCRIPTION UNIT TOTAL BEFORE DISCOUNT($) NET TOTAL PRICE DISCOUNT 50 88121 BCP STANDARD-YEAR 2 PAYMENT USD 71.88 USD 3,594.00 USD 0.00 USD 3,594.00 Year 2 Due 2018 Total Before Discounts: USD 3,594.00 Year 2 Due 2018 Net Amount Due: USD 3,594.00 Page 1 of 2 Year 3 Due 2019 QTY ITEM# DESCRIPTION UNIT TOTAL BEFORE DISCOUNT($) NET TOTAL PRICE DISCOUNT 50 88122 BCP STANDARD-YEAR 3 PAYMENT USD 71.88 USD 3,594.00 USD 0.00 USD 3,594.00 Year 3 Due 2019 Total Before Discounts: USD 3,594.00 Year 3 Due 2019 Net Amount Due: USD 3,594.00 Year 4 Due 2020 QTY ITEM# DESCRIPTION UNIT TOTAL BEFORE DISCOUNT($) NET TOTAL PRICE DISCOUNT 50 88123 BCP STANDARD-YEAR 4 PAYMENT USD 71.88 USD 3,594.00 USD 0.00 USD 3,594.00 Year 4 Due 2020 Total Before Discounts: USD 3,594.00 Year 4 Due 2020 Net Amount Due: USD 33594.00 Year 5 Due 2021 QTY ITEM# DESCRIPTION UNIT TOTAL BEFORE DISCOUNT($) NET TOTAL PRICE DISCOUNT 50 88124 BCP STANDARD-YEAR 5 PAYMENT USD 71.88 USD 3,594.00 USD 0.00 USD 3,594.00 Year 5 Due 2021 Total Before Discounts: USD 3,594.00 Year 5 Due 2021 Net Amount Due: USD 3,594.00 Subtotal USD 17,970.00 Estimated Shipping&Handling Cast USD 230.20 Grand Total USD 18,200.20 TASER International,Inc.'s Sales Terms and Conditions for Direct Sales to End User Purchasers By signing this Quote,you are entering into a contract and you certify that you have read and agree to the provisions set forth in this Quote and TASER's Master Services and Purchasing Agreement posted at www.taser.com/leeal.You represent that you are lawfully able to enter into contracts and if you are entering into this agreement for an entity,such as the pony,municipality,or government agency you work for,you represent to TASER that you have legal authority to bind that entity.If you do not have thi ut ority,do not si_gft this Quote. Signature: Date: �j�J/� Name(Print): Q Llk—/ Title: t h/e-FIVe—FtJ Q PO#(if needed): /lQ '�(��!S3 yJC —/,—2 Quote:Q-108086-2 Please sign and email to Colin Fine at cfine@taser.com or fax to 888-843-4309 THANK YOU FOR YOUR BUSINESS! `Protect Life'and 0 are trademarks of TASER International,Inc.,and TASER®is a registered trademark of TASER International,Inc.,registered in the U.S. ®2013 TASER International,Inc.All rights reserved. Page 2 of 2 Page 1 of 1 P.O.DATE: 4/5/2017 FORT WORTH CITY OF FORT WORTH Purchase Order Blanket Order Number PO-16-00095345-17 SHOW THIS NUMBER ON ALL PACKAGES,INVOICES AND SHIPPING PAPERS. V Vendor Number:0000009351 MUNICIPAL COURT E TASER INTERNATIONAL INC S Public Safety/Courts Building 17800 NORTH 85TH STREET H 1000 Throckmorton Street N SCOTTSDALE,AZ 85265-9306 1 FORT WORTH,TX 76102 D p 0 O Phone: R INVOICES: Direct invoices in DUPLICATE to the address shown. MAIL INVOICE IN DUPLICATE TO: STANDARD PURCHASING TERMS AND CONDITIONS set forth in the B MUNICIPAL COURT City of Fort Worth's Bid or Quotation, are incorporated herein by reference I Public Safety/Courts Building and become a part of this order. L 1000 Throckmorton Street L FORT WORTH,TX 76102 T O Phone: Account Code:25002-0380412-5330201--S00094-S00001-- Payment Terms: Shipping Terms: Bid No.: Delivery Calendar Day(s)A.R.O.: 0 Item Requisition# Quantity Unit I Unit Price Total 1 Item#88120 BCP Standard-Quote Q-108086-2 1 EA $3,594.00 $3,594.00 Ship To: Attn:Dave Vela-Marshals Division TOTAL: $3,594.00 APPROVED: Ray.20100104 By: Sherral Dulaney Phone#: (817)392-6727 BUYER