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HomeMy WebLinkAboutAxon Master Services and Purchasing Agreement for Agency 2022 12 29 4 JhA\6,, A X 0 N Master Services and Purchasing Agreement for Agency This Master Services and Purchasing Agreement("Agreement')is between Axon Enterprise,Inc.,a Delaware corporation ("Axon"), and the agency listed below or, if no agency is listed below, the agency on the Quote attached hereto ("Agency"). This Agreement is effective as of the later of the (a) last signature date on this Agreement or (b) signature date on the Quote ("Effective Date"). Axon and Agency are each a "Party" and collectively "Parties". This Agreement governs Agency's purchase and use of the Axon Devices and Services detailed in the Quote Appendix("Quote"). It is the intent of the Parties that this Agreement act as a master agreement governing all subsequent purchases by Agency for the same Axon Devices and Services in the Quote, and all such subsequent quotes accepted by Agency shall be also incorporated into this Agreement by reference as a Quote.The Parties agree as follows: 1. Definitions. 1.1. "Axon Cloud Services" means Axon's web services for Axon Evidence,Axon Records,Axon Dispatch, and interactions between Axon Evidence and Axon Devices or Axon client software.Axon Cloud Service excludes third-party applications, hardware warranties,and my.evidence.com. 1.2. "Axon Device" means all hardware provided by Axon under this Agreement. 1.3. "Quote" means an offer to sell and is only valid for devices and services on the quote at the specified prices. Any terms within Agency's purchase order in response to a Quote will be void.Orders are subject to prior credit approval. Changes in the deployment estimated ship date may change charges in the Quote. Shipping dates are estimates only. Axon is not responsible for typographical errors in any offer by Axon, and Axon reserves the right to cancel any orders resulting from such errors. 1.4. "Services" means all services provided by Axon under this Agreement, including software, Axon Cloud Services, and professional services. 2. Term. This Agreement begins on the Effective Date and continues until all subscriptions hereunder have expired or have been terminated ("Term"), 2.1. All subscriptions including Axon Evidence,Axon Fleet, Officer Safety Plans,Technology Assurance Plans,and TASER 7 plans begin on the date stated in the Quote. Each subscription term ends upon completion of the subscription stated in the Quote ("Subscription Term"), 2.2. Upon completion of the Subscription Term, the Subscription Term will automatically renew for an additional 1 year period ("Renewal Term"), unless the parties mutually agree upon pricing and terms for a longer term or Agency notifies Axon of its intent not to renew as provided in this Section. For purchase of TASER 7 as a standalone,Axon may increase pricing to its then-current list pricing for any Renewal Term.Agency may notify Axon of its intent not to renew for an additional Renewal Term at least ninety (90) days' notice in advance of the expiration of the then-current Term. For all other purchases,Axon may increase pricing on all line items in the Quote up to 3%at the beginning of each year of the Renewal Term. New devices and services may require additional terms.Axon will not authorize services until Axon receives a signed Quote or accepts a purchase order,whichever is first. 3. Payment.Axon invoices upon shipment, or on the date specified within the invoicing plan in the Quote. Payment is due and payable in accordance with the Florida Prompt Payment Act, s. 218.70 et. seq„ Florida Statutes. Payment obligations are non-cancelable.Agency will pay invoices without setoff, deduction, or withholding. 4. Taxes. Agency is responsible for sales and other taxes associated with the order unless Agency provides Axon a valid tax exemption certificate. 5. Shipping.Axon may make partial shipments and ship Axon Devices from multiple locations.All shipments are EXW (Incoterms 2020)via common carrier.Title and risk of loss pass to Agency upon delivery (FOB Point of Destination). Agency is responsible for any shipping charges in the Quote. 6. Returns.All sales are final.Axon does not allow refunds or exchanges, except warranty returns or as provided by state or federal law. 7. Warranty. 7.1. Limited Warranty; Disclaimer. Axon warrants that Axon-manufactured Devices are free from defects in workmanship and materials for 1 year from the date of Agency's receipt, except Signal Sidearm and Axon- manufactured accessories, which Axon warrants for 30 months and 90 days, respectively, from the date of Agency's receipt. Used conducted energy weapon ("CEW")cartridges are deemed to have operated properly. Extended warranties run from the expiration of the 1-year hardware warranty through the extended warranty term, All software and Axon Cloud Services, are provided "AS IS," without any warranty of any kind, either express or implied,including without limitation the implied warranties of merchantability,fitness for a particular purpose and non-infringement. Axon Devices, software, and services that are not manufactured, published or performed by Axon ("Third-Party Products") are not covered by Axon's Title: Master Services and Purc asing Agreement between Axon and Agency Department: Legal Version: 15.0 Release Date:8/31/2022 Page 1 of 19 4k&, A X 0 N Master Services and Purchasing Agreement for Agency warranty and are only subject to the warranties of the third-party provider or manufacturer. 7.2. Claims. If Axon receives a valid warranty claim for an Axon-manufactured Device during the warranty term, Axon's sole responsibility is to repair or replace the Axon-manufactured Device with the same or like Axon- manufactured Device, at Axon's option. A replacement Axon-manufactured Device will be new or like new. Axon will warrant the replacement Axon-manufactured Device for the longer of(a) the remaining warranty of the original Axon Manufactured Device or(b)90-days from the date of repair or replacement. 7.2.1.If Agency exchanges a device or part, the replacement item becomes Agency's property, and the replaced item becomes Axon's property. Before delivering an Axon-manufactured Device for service, Agency must upload Axon-manufactured Device data to Axon Evidence or download it and retain a copy. Axon is not responsible for any loss of software, data, or other information contained in storage media or any part of the Axon-manufactured Device sent to Axon for service. 7.3. Spare Axon Devices.At Axon's reasonable discretion,Axon may provide Agency a predetermined number of spare Axon Devices as detailed in the Quote ("Spare Axon Devices"). Spare Axon Devices are intended to replace broken or non-functioning units while Agency submits the broken or non-functioning units, through Axon's warranty return process. Axon will repair or replace the unit with a replacement Axon Device. Title and risk of loss for all Spare Axon Devices shall pass to Agency in accordance with shipping terms under Section 5, Axon assumes no liability or obligation in the event Agency does not utilize Spare Axon Devices for the intended purpose. 7.4. Limitations. Axon's warranty excludes damage related to: (a) failure to follow Axon Device use instructions; (b) Axon Devices used with equipment not manufactured or recommended by Axon; (c) abuse, misuse, or intentional damage to Axon Device; (d)force majeure; (e)Axon Devices repaired or modified by persons other than Axon without Axon's written permission; or(f) Axon Devices with a defaced or removed serial number. Axon's warranty will be void if Agency resells Axon Devices. 7.4.1.To the extent permitted by law, the above warranties and remedies are exclusive. Axon disclaims all other warranties, remedies, and conditions, whether oral, written, statutory, or implied. If statutory or implied warranties cannot be lawfully disclaimed, then such warranties are limited to the duration of the warranty described above and by the provisions in this Agreement. 7.4.2.Axon's cumulative liability to any Party for any loss or damage resulting from any claim, demand, or action arising out of or relating to any Axon Device or Service will not exceed the $1,000,000.Neither Party will be liable for special,indirect,incidental,punitive or consequential damages, however caused, whether for breach of warranty or contract, negligence, strict liability,tort or any other legal theory. 7.5. Online Support Platforms. Use of Axon's online support platforms (e.g., Axon Academy and MyAxon) is governed by the Axon Online Support Platforms Terms of Use Appendix available at www.axon.com/sales- terms-and-conditions. 7.6. Third-Party Software and Services. Use of software or services other than those provided by Axon is governed by the terms, if any, entered into between Agency and the respective third-party provider, including, without limitation, the terms applicable to such software or services located at www.axon.com/sales-terms-and- conditions, if any. 7.7. Axon Aid. Upon mutual agreement between Axon and Agency, Axon may provide certain products and services to Agency, as a charitable donation under the Axon Aid program. In such event, Agency expressly waives and releases any and all claims,now known or hereafter known,against Axon,and its officers,directors, employees, agents, contractors, affiliates, successors, and assigns (collectively, "Releasees"), including but not limited to, on account of injury, death, property damage, or loss of data, arising out of or attributable to the Axon Aid program whether arising out of the negligence of Axon or any Releasees or otherwise.Agency agrees not to make or bring any such claim against Axon or any other Releasee, and forever release and discharge Axon and all other Releasees from liability under such claims. Agency expressly allows Axon to publicly announce its participation in Axon Aid and use its name in marketing materials.Axon may terminate the Axon Aid program without cause immediately upon notice to the Agency. 8. Statement of Work. Certain Axon Devices and Services, including Axon Interview Room,Axon Channel Services, and Axon Fleet, may require a Statement of Work that details Axon's Service deliverables("SOW"). In the event Axon provides an SOW to Agency,Axon is only responsible to perform Services described in the SOW.Additional services are out of scope. The Parties must document scope changes in a written and signed change order. Changes may require an equitable adjustment in fees or schedule.The SOW is incorporated into this Agreement by reference. 9. Axon Device Warnings. See www.axon.com/legal for the most current Axon Device warnings. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 15.0 Release Date:8/31/2022 Page 2 of 19 Ak., A X 0 N Master Services and Purchasing Agreement for Agency 10. Design Changes.Axon may make design changes to any Axon Device or Service without notifying Agency or making the same change to Axon Devices and Services previously purchased by Agency. 11. Bundled Offerings. Some offerings in bundled offerings may not be generally available at the time of Agency's purchase.Axon will not provide a refund, credit, or additional discount beyond what is in the Quote due to a delay of availability or Agency's election not to utilize any portion of an Axon bundle. 12. Insurance. . Liability Amounts. During the term of this Agreement,Axon shall be responsible for providing the types of insurance and limits of liability as set forth below. a. Cyber Liability Insurance. Information Security/Cyber Liability Insurance must include: Internet Media Liability including cloud computing and mobile devices,for protection of private or confidential information whether electronic or non-electronic, network security and privacy; privacy against liability for system attacks, digital asset loss, denial or loss of service, introduction, implantation or spread of malicious software code, security breach, unauthorized access and use; including regulatory action expenses; and notification and credit monitoring expenses with at least the minimum limits of not less than $2,000,000 per claim, $2,000,000 aggregate. Coverage must be maintained in effect during the period of the Agreement and for not less than two(2) years after termination or completion of the Agreement. Information/Cyber Liability Insurance must be written on a"claims-made"basis covering Axon, its employees, subcontractors and agents for expenses, claims and losses resulting from wrongful acts committed in the performance of, or failure to perform, all services under this Agreement, including,without limitation, claims, demand and any other payments related to electronic or physical security, breaches of confidentiality and invasion of or breaches of privacy. b. General Liability.Axon shall maintain comprehensive general liability insurance in the amount of $1,000,000.00 as the combined single limit for each occurrence and $2,000,000 in the aggregateu, to protect Axon from claims of property damages and personal injury which may arise from any Services performed under this Agreement,whether such Services are performed by Axon or by anyone directly employed by or contracting with Axon. c. Automobile Liability. Axon shall maintain comprehensive automobile liability insurance in the amount of $1,000,000 per occurrence combined single limit for bodily injury, including wrongful death, and property damage,which may arise from the ownership, use or maintenance of owned and non-owned automobiles, including rented automobiles, whether such operations be by Axon or by anyone directly or indirectly employed by Axon, d. Workers'Compensation. Axon shall maintain,during the life of this Agreement, adequate Workers' Compensation Insurance and Employers' Liability Insurance in at least such amounts as are required by law for all of its employees performing Work for the City pursuant to this Agreement. Current, valid insurance policies meeting the requirements herein identified shall be maintained during the term of this Agreement. Renewal certificates shall be sent to the City thirty(30)days prior to any expiration date.There shall also be a thirty (30) day advance written notification to the City in the event of cancellation or material modification of any stipulated insurance coverage.The City shall be an additional insured on stipulated insurance policies, except professional liability and worker's compensation policies. In the event that Axon shall fail to comply with the foregoing requirement, the City is authorized, but in no event shall be obligated, to purchase such insurance, and the City may bill Axon. Axon shall immediately forward funds to the City in full payment for said insurance. It is expressly agreed that neither the provision of the insurance referred to in this Agreement nor the City's acceptance of the terms, conditions or amounts of any insurance policy shall be deemed a warranty or representation as to adequacy of such coverage. All insurance coverage shall be with insurer(s) rated as A+ by Best's Rating Guide(or equivalent rating and rating service as reasonably determined by the City Manager)and licensed by the State of Florida to engage in the business of writing of insurance or provided through the London Market for Professional Liability Insurance. For all Work performed pursuant to this Agreement, Axon shall continuously maintain such insurance in the amounts, type and quality as required by the Agreement. 12. IP 12ights. Axon owns and reserves all right, title, and interest in Axon-manufactured Devices and Services and Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 15.0 Release Date: 8/31/2022 Page 3 of 19 Jkj& A X 0 N Master Services and Purchasing Agreement for Agency suggestions to Axon, including all related intellectual property rights.Agency will not cause any Axon proprietary rights to be violated. 13. IP Indemnification.Axon will defend and indemnify Agency Indemnitees against all claims, losses, and reasonable expenses from any third-party claim alleging that the use of Axon-manufactured Devices or Services infringes or misappropriates the third-party's intellectual property rights.Agency must promptly provide Axon with written notice of such claim, tender to Axon the defense or settlement of such claim at Axon's expense and cooperate fully with Axon in the defense or settlement of such claim.Axon's IP indemnification obligations do not apply to claims based on (a) modification of Axon-manufactured Devices or Services by Agency or a third-party not approved by Axon; (b) use of Axon-manufactured Devices and Services in combination with hardware or services not approved by Axon; (c) use of Axon Devices and Services other than as permitted in this Agreement; or(d) use of Axon software that is not the most current release provided by Axon. 14. A iency Responsibilities.Agency is responsible for(a)Agency's use of Axon Devices; (b)breach of this Agreement or violation of applicable law by Agency or an Agency end user; (c)a dispute between Agency and a third-party over Agency's use of Axon Devices; (d)to ensure Axon Devices are destroyed and disposed of securely and sustainably at Agency's cost; and (e) any regulatory violations or fines, as a result of improper destruction or disposal of Axon Devices. 15. Breach Notifications. To the extent Axon is deemed to be a third-party agency under Section 501,171, Florida Statutes, Vendor shall notify the City as soon as possible, but no later than ten (10) business days following the determination of any breach or potential breach of personal and confidential data held on the City's behalf. Further, Axon shall provide the City with all information necessary to comply with notice requirements of Section 501.171, Florida Statutes, and shall, at its own cost and expense, provide notices on behalf of the City to affected parties as provided in Section 501.171, Florida Statutes. Axon shall also at its own cost and expense implement measures reasonably required to avoid or mitigate potential injury to any person due to a breach or potential breach of personal and confidential data and indemnify and hold harmless the City for the cost of the same, to the extent such a breach arises out of Axon's negligence or willful misconduct. Axon shall cause each of its subcontractors having access to personal information as defined in Section 501.171, Florida Statutes, to comply with the provisions of this Section. Further details about Axon's handling of security policies can be found at https://www.axon.com/security/cloud- services-incident-handling, a current version of which is attached hereto as Exhibit A. 16. Termination. 16.1. For Breach.A Party may terminate this Agreement for cause if it provides 30 days written notice of the breach to the other Party, and the breach remains uncured at the end of 30 days. If Agency terminates this Agreement due to Axon's uncured breach,Axon will refund prepaid amounts on a prorated basis based on the effective date of termination. 16.2. By Agency. If sufficient funds are not appropriated or otherwise legally available to pay the fees,Agency may terminate this Agreement. Agency will deliver notice of termination under this section as soon as reasonably practicable. 16.3. Effect of Termination. Upon termination of this Agreement, Agency rights immediately terminate. Agency remains responsible for all fees incurred before the effective date of termination. If Agency purchases Axon Devices for less than the manufacturer's suggested retail price(WSRP")and this Agreement terminates before the end of the Term for any reason other than Axon's uncured breach,Axon will invoice Agency the difference between the MSRP forAxon Devices received, including any Spare Axon Devices, and amounts paid towards those Axon Devices. Only if terminating for non-appropriation,Agency may return Axon Devices to Axon within 30 days of termination, and Axon shall not invoice Agency. MSRP is the standalone price of the individual Axon Device at the time of sale, For bundled Axon Devices, MSRP is the standalone price of all individual components. 17. Confidentiality."Confidential Information"means nonpublic information meeting the definition of a trade secret as provided by Florida law and designated and marked as such when provided to Agency. Each Party will take reasonable measures to avoid disclosure, dissemination, or unauthorized use of the other Party's Confidential Information. Unless required by law, neither Party will disclose the other Party's Confidential Information during the Term and for 5 years thereafter. If Agency receives a public records request to disclose Axon Confidential Information, to the extent allowed by law, Agency will provide notice to Axon before disclosure. Axon may publicly announce information related to this Agreement. 18. General. 18.1. Force Majeure. If the performance of this Agreement by either party is prevented, hindered, delayed or Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 15.0 Release Date:8/31/2022 Page 4 of 19 4k,k\ AXON Master Services and Purchasing Agreement for Agency otherwise made impracticable by reason of any flood, riot, fire,judicial or governmental action, labor disputes, or act of God, that party will be excused from such performance to the extent that it is prevented, hindered or delayed by such causes, provided that prompt notice of such failure to perform or delay is given by such party to the other and each of the parties hereunto shall be diligent in attempting to remove such cause or causes of the Force Majeure Event. If any circumstance of a Force Majeure Event remains in effect for sixty days, either party may terminate this Agreement. 18.2. Independent Contractors. The Parties are independent contractors. Neither Party has the authority to bind the other. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship between the Parties. 18.3. Third-Party Beneficiaries. There are no third-party beneficiaries under this Agreement. 18.4. Non-Discrimination. Neither Party nor its employees will discriminate against any person based on race; religion; creed; color; sex; gender identity and expression; pregnancy; childbirth; breastfeeding; medical conditions related to pregnancy, childbirth, or breastfeeding; sexual orientation; marital status; age; national origin; ancestry; genetic information; disability; veteran status; or any class protected by local, state, or federal law. 18.5. Export Compliance. Each Party will comply with all import and export control laws and regulations. 18.6. Assignment, Neither Party may assign this Agreement without the other Party's prior written consent.Axon may assign this Agreement, its rights, or obligations without consent: (a)to an affiliate or subsidiary; or(b)for purposes of financing, merger, acquisition, corporate reorganization,or sale of all or substantially all its assets. This Agreement is binding upon the Parties respective successors and assigns. 18.7. Waiver. No waiver or delay by either Party in exercising any right under this Agreement constitutes a waiver of that right. 18.8. Severability. If a court of competent jurisdiction holds any portion of this Agreement invalid or unenforceable, the remaining portions of this Agreement will remain in effect. 18.9. Survival. The following sections will survive termination: Payment, Warranty, Axon Device Warnings, Indemnification, IP Rights, and Agency Responsibilities. 18.10.Governing Law and Venue.The laws of the state where Agency is physically located, without reference to conflict of law rules, govern this Agreement and any dispute arising from it. The United Nations Convention for the Intemational Sale of Goods does not apply to this Agreement. Venue for any state action or litigation shall be Seminole County, Florida. Venue for any federal action or litigation shall be Orlando, Florida. 18.11.Notices. All notices must be in English. Notices posted on Agency's Axon Evidence site are effective upon posting. Notices by email are effective on the sent date of the email. Notices by personal delivery are effective immediately. Notices to Axon shall be provided to Axon Enterprise, Inc.,Attn: Legal, 17800 North 85th Street, Scottsdale,Arizona 85255 with a copy to legalaaxon.com. Notices to Agency shall be in writing and either by personal delivery,overnight courier services,or by registered or certified mail and U.S. Mail, postage prepaid, addressed to the City Manager at 1126 E. State Road 434, Winter Springs, Florida 32708. All notices are effective: (a) when delivered via ovemight courier mail or in person to the recipient named above; or(b)three business days after mailed via regular U.S. Mail. Notices via email shall be permissible only in the event that the notice pertains directly to Agency's tenant of Evidence.com. 20.12 Entire Agreement. This Agreement, including the Appendices, Exhibits A, B, and C, and any SOW(s), represents the entire agreement between the Parties. This Agreement supersedes all prior agreements or understandings, whether written or verbal, regarding the subject matter of this Agreement. This Agreement may only be modified or amended in a writing signed by the Parties. 21. SOVEREIGN IMMUNITY. Notwithstanding any other provision set forth in this Agreement to the contrary, the Agency intends to avail itself of the benefits of Section 768.28, Florida Statutes and any other statutes and common law governing sovereign immunity to the fullest extent possible. Neither this provision nor any other provision of this Agreement shall be construed as a waiver of the Agency's right to sovereign immunity under Section 768.28, Florida Statutes, or other limitations imposed on the Agency's potential liability under state or federal law. Axon agrees that City shall not be liable under this Agreement for punitive damages or interest for the period before judgment. Further,Agency shall not be liable for any claim or judgment, or portion thereof, to any one person for over two hundred thousand dollars ($200,000.00), or any claim or judgment, or portion thereof, which, when totaled with all other claims or judgments paid by the State or its agencies and subdivisions arising out of the same incident or occurrence, exceeds three hundred thousand dollars Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 15.0 Release Date:8/31/2022 Page 5 of 19 4kah, A X 0 N Master Services and Purchasing Agreement for Agency ($300,000.00). Nothing in this Agreement is intended to inure to the benefit of any third party for the purpose of allowing any claim which would otherwise be barred under the doctrine of sovereign immunity or by operation of law. This paragraph shall survive termination of this Agreement. 22. E-VERIFY. Pursuant to section 448.095, Florida Statutes, beginning January 1,2021,Axon shall register with and use the U.S. Department of Homeland Security's E-Verify system, https://e-ver4.uscis.gov/emp, to verify the work authorization status of all employees hired on and after January 1, 2021. B. Subcontractors (i) Axon shall also require all subcontractors performing work under this Agreement to use the E-Verify system for any employees they may hire during the term of this Agreement. (ii) Axon shall obtain from all such subcontractors an affidavit stating the subcontractor does not employ, contract with, or subcontract with an unauthorized alien, as defined in section 448.095, Florida Statutes. (iii) Axon shall provide a copy of all subcontractor affidavits to the City upon receipt and shall maintain a copy for the duration of the Agreement. C. Axon must provide evidence of compliance with section 448.095, Florida Statutes. Evidence shall consist of an affidavit from the Axon stating all employees hired on and after January 1, 2021 have had their work authorization status verified through the E-Verify system and a copy of their proof of registration in the E-Verify system. D. Failure to comply with this provision is a material breach of the Agreement, and shall result in the immediate termination of the Agreement without penalty to the City.Axon shall be liable for all costs incurred by the City securing a replacement Agreement,including but not limited to, any increased costs for the same services,any costs due to delay, and rebidding costs, if applicable. 11.1 23. PUBLIC RECORDS. Pursuant to Section 119.0701, Florida Statutes and other applicable public records laws, Axon agrees that any records, documents, transactions, writings, papers, letters, computerized information and programs, maps, books, audio or video tapes, films, photographs, data processing software, writings or other material(s), regardless of the physical form, characteristics, or means of transmission, of Axon related, directly or indirectly, to the services provided to the Agency under this Agreement and made or received pursuant to law or ordinance or in connection with the transaction of official business by the Agency, may be deemed to be a public record, whether in the possession or control of the Agency or the Axon. Said records, documents, transactions, writings, papers, letters, computerized information and programs, maps, books, audio or video tapes, films, photographs, data processing software,writings or other material(s), regardless of the physical form, characteristics, or means of transmission of Axon are subject to the provisions of Chapter 119, Florida Statutes, and may not be destroyed without the specific written approval of the Agency's designated custodian of public records. IF AXON HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO AXON'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS, THE CITY CLERK, AT (407) 327-5999, cityclerkdepartment@winterspringsfl.org, 1126 E State Road 434,Winter Springs, FL 32708. Axon is required to and agrees to comply with public records laws.Axon shall keep and maintain all public records required by the Agency to perform the services as agreed to herein. Axon shall provide the Agency, upon request from the City Clerk, copies of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided by law. Axon shall ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the Agreement term. Upon completion of the Agreement,Axon shall transfer to the Agency,at no cost,all public records in possession of the Axon,as further set forth in the Axon Cloud Services Appendix. Upon such transfer,Axon shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. However, if the Axon fails to transfer the public records,Axon shall continue to keep and maintain the public records upon completion of the Agreement and shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the Agency, upon request from the City Clerk, in a format that is compatible with the information technology systems of the Agency. Should the Agency not possess public records relating to this Agreement which are requested to be inspected or copied by the Agency or any other person, the Agency shall immediately notify Axon of the request and the Axon shall then provide such records Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 15.0 Release Date:8/31/2022 Page 6 of 19 AXON Master Services and Purchasing Agreement for Agency to the Agency or allow the records to be inspected or copied within a reasonable time. If the Axon does not comply with a public records request,the Agency may enforce this Section to the extent permitted by law. Axon acknowledges that if Axon does not provide the public records to the Agency within a reasonable time,Axon may be subject to penalties under Section 119.10, Florida Statutes. Axon acknowledges that if a civil action is filed against the Axon to compel production of public records relating to this Agreement, the court may assess and award against Axon the reasonable costs of enforcement, including reasonable attorney fees.All public records in connection with this Agreement shall, at any and all reasonable times during the normal business hours of the Axon, be open and freely exhibited to the Agency for the purpose of examination, audit, or otherwise. Failure by Axon to grant such public access and comply with public records laws and/or requests shall be grounds for immediate unilateral cancellation of this Agreement by the Agency upon delivery of a written notice of cancellation, If Axon fails to comply with this Section, and the Agency must enforce this Section, or the Agency suffers a third party award of attorney's fees and/or damages for violating Chapter 119, Florida Statutes,due to Axon's failure to comply with this Section,the Agency shall collect from Axon prevailing party attorney's fees and costs, and any damages incurred by the Agency, for enforcing this Section against Axon. And, if applicable,the Agency shall also be entitled to reimbursement of all attorneys'fees and damages which the Agency had to pay a third party because of the Axon's failure to comply with this Section. The terms and conditions set forth in this Section shall survive the termination of this Agreement. Notwithstanding the foregoing,Axon and Agency acknowledge that Agency is responsible for the management of its own Agency Content. During the term of this Agreement,Axon shall provide Agency with ongoing access to Agency Content, subject to the provisions of the Axon Cloud Services Terms of Use Appendix. Each Party, by and through its respective representative authorized to execute this Agreement, has duly executed and delivered this Agreement as of the date of signature. AXON: AGENCY: Axon Enterprise, Inc. City of Winter Springs, Flori Signature: Signature: 1.t6 Name: Name: 1� a Title: Title: Date: Date: Z 2 q 2y 21— Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 15.0 Release Date:8/31/2022 Page 7 of 19 A X 0 N Master Services and Purchasing Agreement for Agency Axon Cloud Services Terms of Use Appendix 1. Definitions. a. "Agency Content" is data uploaded into, ingested by, or created in Axon Cloud Services within Agency's tenant, including media or multimedia uploaded into Axon Cloud Services by Agency.Agency Content includes Evidence but excludes Non-Content Data. b. "Evidence" is media or multimedia uploaded into Axon Evidence as'evidence' by an Agency. Evidence is a subset of Agency Content. c. "Non-Content Data"is data,configuration,and usage information about Agency's Axon Cloud Services tenant, Axon Devices and client software, and users that is transmitted or generated when using Axon Devices. Non-Content Data includes data about users captured during account management and customer support activities. Non-Content Data does not include Agency Content. d. "Personal Data" means any information relating to an identified or identifiable natural person. An identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person. 2. Access. Upon Axon granting Agency a subscription to Axon Cloud Services,Agency may access and use Axon Cloud Services to store and manage Agency Content. Agency may not exceed more end users than the Quote specifies. Axon Air requires an Axon Evidence subscription for each drone operator. For Axon Evidence Lite, Agency may access and use Axon Evidence only to store and manage TASER CEW and TASER CAM data ("TASER Data"). Agency may not upload non-TASER Data to Axon Evidence Lite. 3. Agency Owns Agency Content.Agency controls and owns all right,title,and interest in Agency Content. Except as outlined herein, Axon obtains no interest in Agency Content, and Agency Content is not Axon's business records. Agency is solely responsible for uploading, sharing, managing, and deleting Agency Content.Axon will only have access to Agency Content for the limited purposes set forth herein. Agency agrees to allow Axon access to Agency Content to(a)perform troubleshooting,maintenance,or diagnostic screenings;and(b)enforce this Agreement or policies governing use of the Axon products. 4. Security. Axon will implement commercially reasonable and appropriate measures to secure Agency Content against accidental or unlawful loss,access or disclosure.Axon will maintain a comprehensive information security program to protect Axon Cloud Services and Agency Content including logical, physical access, vulnerability, risk, and configuration management; incident monitoring and response; encryption of uploaded digital evidence; security education; and data protection. Axon agrees to the Federal Bureau of Investigation Criminal Justice Information Services Security Addendum. 5. Agency Responsibilities. Agency is responsible for (a) ensuring Agency owns Agency Content; (b) ensuring no Agency Content or Agency end user's use of Agency Content or Axon Cloud Services violates this Agreement or applicable laws; and(c)maintaining necessary computer equipment and Internet connections for use of Axon Cloud Services. If Agency becomes aware of any violation of this Agreement by an end user, Agency will immediately terminate that end user's access to Axon Cloud Services. a. Agency will also maintain the security of end usemames and passwords and security and access by end users to Agency Content. Agency is responsible for ensuring the configuration and utilization of Axon Cloud Services meet applicable Agency regulation and standards. Agency may not sell, transfer, or sublicense access to any other entity or person. Agency shall contact Axon immediately if an unauthorized party may be using Agency's account or Agency Content, or if account information is lost or stolen. b. To the extent Agency uses the Axon Cloud Services to interact with YouTube®, such use may be governed by the YouTube Terms of Service, available at https://www.youtube.com/static?template=terms, 6. Privacy. Agency's use of Axon Cloud Services is subject to the Axon Cloud Services Privacy Policy, a current version of which is available at https://www.axon.com/legal/cloud-services-privacy-policy. The Privacy Policy is incorporated herein by reference as Exhibit B. Agency agrees to allow Axon access to Non-Content Data from Agency to (a) perform troubleshooting, maintenance, or diagnostic screenings; (b) provide, develop, improve, Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 15.0 Release Date: 8/31/2022 Page 8 of 19 AXON r � Maste Services and Purchasing Agreement for Agency and support current and future Axon products and related services; and (c) enforce this Agreement or policies goveming the use of Axon products. 7. Axon Body 3 Wi-Fi Positioning. Axon Body 3 cameras offer a feature to enhance location services where GPS/GNSS signals may not be available, for instance, within buildings or underground. Agency administrators can manage their choice to use this service within the administrative features of Axon Cloud Services. If Agency chooses to use this service, Axon must also enable the usage of the feature for Agency's Axon Cloud Services tenant. Agency will not see this option with Axon Cloud Services unless Axon has enabled Wi-Fi Positioning for Agency's Axon Cloud Services tenant. When Wi-Fi Positioning is enabled by both Axon and Agency, Non- Content and Personal Data will be sent to Skyhook Holdings, Inc. ("Skyhook")to facilitate the Wi-Fi Positioning functionality. Data controlled by Skyhook is outside the scope of the Axon Cloud Services Privacy Policy and is subject to the Skyhook Services Privacy Policy. 8. Storage. For Axon Unlimited Device Storage subscriptions, Agency may store unlimited data in Agency's Axon Evidence account only if data originates from Axon Capture or the applicable Axon Device. Axon may charge Agency additional fees for exceeding purchased storage amounts.Axon may place Agency Content that Agency has not viewed or accessed for 6 months into archival storage. Agency Content in archival storage will not have immediate availability and may take up to 24 hours to access. 9. For Third-Party Unlimited Storage the following restrictions apply: (i) it may only be used in conjunction with a valid Axon's Evidence.com user license; (ii) is limited to data of the law enforcement agency that purchased the Third-Party Unlimited Storage and the Axon's Evidence.com end user or Agency is prohibited from storing data for other law enforcement agencies; and (iii) Agency may only upload and store data that is directly related to: (1)the investigation of, or the prosecution of a crime; (2)common law enforcement activities; or(3) any Agency Content created by Axon Devices or Evidence.com. 10. Location of Storage. Axon may transfer Agency Content to third-party subcontractors for storage. Axon will determine the locations of data centers for storage of Agency Content. For United States agencies, Axon will ensure all Agency Content stored in Axon Cloud Services remains within the United States, including any backup data, replication sites, and disaster recovery sites. All data shall be replicated between two geographically disperse data centers. In the event of a disaster, the system will fail over automatically to the secondary site. Backups of Agency Content shall occur both daily and weekly. Ownership of Agency Content remains with Agency. Use of any third party sub-processors,including for data storage,shall not abrogate Axon's responsibility under this Agreement. 11. Suspension.Axon may temporarily suspend Agency's or any end user's right to access or use any portion or all of Axon Cloud Services immediately upon notice, if Agency or end user's use of or registration for Axon Cloud Services may(a)pose a security risk to Axon Cloud Services or any third-party; (b)adversely impact Axon Cloud Services , the systems, or content of any other customer; (c) subject Axon,Axon's affiliates, or any third-party to liability; or(d) be fraudulent. Agency remains responsible for all fees incurred through suspension. Axon will not delete Agency Content because of suspension, except as specified in this Agreement. 12. Axon Cloud Services Warranty. Axon disclaims any warranties or responsibility for data corruption or errors before Agency uploads data to Axon Cloud Services.Service Offerings will be subject to the Axon Cloud Services Service Level Agreement, a current version of which is available at https://www.axon.com/products/axon- evidence/sla and incorporated into the attached Exhibit C.. 13. Axon Records.Axon Records is the software-as-a-service product that is generally available at the time Agency purchases an OSP 7 bundle. During Agency's Axon Records Subscription Term, if any, Agency will be entitled to receive Axon's Update and Upgrade releases on an if-and-when available basis. a. The Axon Records Subscription Term will end upon the completion of the Axon Records Subscription as documented in the Quote, or if purchased as part of an OSP 7 bundle, upon completion of the OSP 7 Term ("Axon Records Subscription") b. An "Update" is a generally available release of Axon Records that Axon makes available from time to time. An "Upgrade" includes (i) new versions of Axon Records that enhance features and functionality, as solely determined by Axon; and/or(ii) new versions of Axon Records that provide additional features or perform additional functions. Upgrades exclude new products that Axon introduces and markets as distinct products or applications. Tltl®r Mcrost®r ServIc@@ and Purnhooing Agr®®rn@nt Wtwown Axon and Agency Npartmont: Legal Version, 15,0 kol@ns@ ©ate:8/31/2022 PAg@ 0®f 19 AXON Master Services and Purchasing Agreement for Agency c. New or additional Axon products and applications, as well as any Axon professional services needed to configure Axon Records, are not included. If Agency purchases Axon Records as part of a bundled offering, the Axon Record subscription begins on the later of the (1) start date of that bundled offering, or(2) date Axon provisions Axon Records to Agency. d. Users of Axon Records at the agency may upload files to entities(incidents, reports, cases, etc)in Axon Records with no limit to the number of files and amount of storage. Notwithstanding the foregoing,Axon may limit usage should the Agency exceed an average rate of 100 GB per user per year of uploaded files. Axon will not bill for overages. 14. Axon Cloud Services Restrictions. Agency and Agency end users(including employees, contractors, agents, officers, volunteers, and directors), may not, or may not attempt to: a. copy, modify, tamper with, repair, or create derivative works of any part of Axon Cloud Services; b. reverse engineer, disassemble, or decompile Axon Cloud Services or apply any process to derive any source code included in Axon Cloud Services, or allow others to do the same; c. access or use Axon Cloud Services with the intent to gain unauthorized access, avoid incurring fees or exceeding usage limits or quotas; d. use trade secret information contained in Axon Cloud Services, except as expressly permitted in this Agreement; e. access Axon Cloud Services to build a competitive device or service or copy any features,functions, or graphics of Axon Cloud Services; f. remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices)of Axon's or Axon's licensors on or within Axon Cloud Services; or g. use Axon Cloud Services to store or transmit infringing, libelous, or other unlawful or tortious material; to store or transmit material in violation of third-party privacy rights; or to store or transmit malicious code. 15. After Termination. Axon will not delete Agency Content for 90 days following termination. There will be no functionality of Axon Cloud Services during these 90 days other than the ability to retrieve Agency Content. Agency will not incur additional fees if Agency downloads Agency Content from Axon Cloud Services during this time.Axon has no obligation to maintain or provide Agency Content after these 90-days and will thereafter,unless legally prohibited, delete all Agency Content, provided that in the event Agency requires more than 90 days to download its Agency Content, additional storage may be purchased at the then-current market rates. Upon request,Axon will provide written proof that Axon successfully deleted and fully removed all Agency Content from Axon Cloud Services. 16. Post-Termination Assistance. Immediately upon expiration or earlier termination of this Agreement, Axon will provide Agency with the same post-termination data retrieval assistance that Axon generally makes available to all customers, including access to Axon's free-of-charge API to facilitate bulk download. Requests for Axon to provide additional assistance in downloading or transferring Agency Content, including requests for Axon's data egress service,will result in additional fees and Axon will not warrant or guarantee data integrity or readability in the external system. 17. U.S. Government Rights. If Agency is a U.S. Federal department or using Axon Cloud Services on behalf of a U.S. Federal department, Axon Cloud Services is provided as a"commercial item," "commercial computer software," "commercial computer software documentation," and "technical data", as defined in the Federal Acquisition Regulation and Defense Federal Acquisition Regulation Supplement. If Agency is using Axon Cloud Services on behalf of the U.S. Government and these terms fail to meet the U.S. Government's needs or are inconsistent in any respect with federal law,Agency will immediately discontinue use of Axon Cloud Services, 18, Survival. Upon any termination of this Agreement, the following sections in this Appendix will survive: Agency Owns Agency Content, Privacy, Storage,Axon Cloud Services Warranty, and Axon Cloud Services Restrictions. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 15.0 Release Date: 8/31/2022 Page 10 of 19 AXON � Master Services and Purchasing Agreement for Agency Axon Customer Experience Improvement Program Appendix 1. Axon Customer Experience Improvement Program (ACEIP). The ACEIP is designed to accelerate Axon's development of technology, such as building and supporting automated features, to ultimately increase safety within communities and drive efficiency in public safety. To this end, subject to the limitations on Axon as described below, Axon, where allowed by law, may make limited use of Agency Content from all of its customers, to provide, develop, improve, and support current and future Axon products(collectively, "ACEIP Purposes"). However, at all times,Axon will comply with its obligations pursuant to the Axon Cloud Services Terms of Use Appendix to maintain a comprehensive data security program (including compliance with the CJIS Security Policy for Criminal Justice Information), privacy program, and data governance policy, including high industry standards of de-identifying Personal Data, to enforce its security and privacy obligations for the ACEIP. ACEIP has 2 tiers of participation, Tier 1 and Tier 2. By default,Agency will be a participant in ACEIP Tier 1. If Agency does not want to participate in ACEIP Tier 1,Agency can revoke its consent at any time. If Agency wants to participate in Tier 2, as detailed below,Agency can check the ACEIP Tier 2 box below. If Agency does not want to participate in ACEIP Tier 2,Agency should leave box unchecked.At any time,Agency may revoke its consent to ACEIP Tier 1, Tier 2, or both Tiers. 2. ACEIP Tier 1. 2.1. When Axon uses Agency Content for the ACEIP Purposes, Axon will extract from Agency Content and may store separately copies of certain segments or elements of the Agency Content (collectively, "ACEIP Content").When extracting ACEIP Content,Axon will use commercially reasonable efforts to aggregate, transform or de-identify Agency Content so that the extracted ACEIP Content is no longer reasonably capable of being associated with, or could reasonably be linked directly or indirectly to a particular individual("Privacy Preserving Techniques)"). For illustrative purposes, some examples are described in footnote 11. For clarity, ACEIP Content will still be linked indirectly, with an attribution, to the Agency from which it was extracted.This attribution will be stored separately from the data itself, but is necessary for and will be solely used to enable Axon to identify and delete all ACEIP Content upon Agency request. Once de-identified,ACEIP Content may then be further modified, analyzed, and used to create derivative works. At any time, Agency may revoke the consent granted herein to Axon to access and use Agency Content for ACEIP Purposes. Within 30 days of receiving the Agency's request, Axon will no longer access or use Agency Content for ACEIP Purposes and will delete any and all ACEIP Content.Axon will also delete any derivative works which may reasonably be capable of being associated with, or could reasonably be linked directly or indirectly to Agency. In addition, if Axon uses Agency Content for the ACEIP Purposes, upon request, Axon will make available to Agency a list of the specific type of Agency Content being used to generate ACEIP Content, the purpose of such use, and the retention, privacy preserving extraction technique, and relevant data protection practices applicable to the Agency Content or ACEIP Content ("Use Case"). From time to time, Axon may develop and deploy new Use Cases. At least 30 days prior to authorizing the deployment of any new Use Case,Axon will provide Agency notice (by updating the list of Use Case at https://www.axon.com/aceip and providing Agency with a mechanism to obtain notice of that update or another commercially reasonable method to Agency designated contact) ("New Use Case"). 2.2. Expiration of ACEIP Tier 1. Agency consent granted herein, will expire upon termination of the Agreement, In accordance with section 1.1.1, within 30 days of receiving the Agency's request,Axon will no longer access or use Agency Content for ACEIP Purposes and will delete ACEIP Content. Axon will also delete any derivative works which may reasonably be capable of being associated with, or could reasonably be linked directly or indirectly to Agency. 3, ACEIP Tier 2. In addition to ACEIP Tier 1, if Agency wants to help further improve Axon's services,Agency may For example;(a)when extracting specific text to improve automated transcription capabilities,text that could be used to directly identify a particular individual would not be extracted,and extracted text would be disassociated from identifying metadata of any speakers,and the extracted text would be split into individual words and aggregated with other data sources (including publicly available data) to remove any reasonable ability to link any specific text directly or indirectly back to a particular individual; (b) when extracting license plate data to improve Automated License Plate Recognition(ALPR)capabilities,individual license plate characters would be extracted and disassociated from each other so a complete plate could not be reconstituted, and all association to other elements of the source video,such as the vehicle,location,time,and the surrounding environment would also be removed;(c)when extracting audio of potential acoustic events(such as glass breaking or gun shots),very short segments (<1 second)of audio that only contains the likely acoustic events would be extracted and all human utterances would be removed. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 15.0 Release Date: 8/31/2022 Page 11 of 19 AXON Master Services and purchasing Agreement for Agency choose to participate in Tier 2 of the ACEIP. ACEIP Tier 2 grants Axon certain additional rights to use Agency Content, in addition to those set forth in Tier 1 above, without the guaranteed deployment of a Privacy Preserving Technique to enable product development, improvement, and support that cannot be accomplished with aggregated, transformed or de-identified data. ❑ Check this box if Agency wants to help further improve Axon's services by participating in ACEIP Tier 2 in addition to Tier 1. Axon will not enroll Agency into ACEIP Tier 2 until Axon and Agency agree to terms in writing providing for such participation in ACEIP Tier 2. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 15.0 Release Date:8/31/2022 Page 12 of 19 A X 0 N Master Services and purchasing Agreement for Agency Professional Services Appendix If any of the Professional Services specified below are included on the Quote, this Appendix applies. 1. Utilization of Services.Agency must use professional services as outlined in the Quote and this Appendix within 6 months of the Effective Date. 2. Body-Worn Camera Starter Service (Axon Starter).Axon Starter includes advance remote project planning and configuration support and one day of on-site Services and a professional services manager to work closely with Agency to assess Agency's deployment and determine which Services are appropriate. If Agency requires more than 1 day of on-site Services, Agency must purchase additional on-site Services. The Axon Starter options include: System set up and configuration(Remote Support) • Instructor-led setup of Axon View on smartphones (if applicable) • Configure categories&custom roles based on Agency need • Troubleshoot IT issues with Axon Evidence and Axon Dock("Dock') access _ /Dock configuration • Work with Agency to decide the ideal location of Dock setup and set configurations on Dock • Authenticate Dock with Axon Evidence using"Administrator" credentials from Agency • Does not include physical mounting of docks Axon instructor training(Train the Trainer) Training for Agency's in-house instructors who can support Agency's Axon camera and Axon Evidence training needs afte_rAxon's has fulfilled its contracted on-site obligations End user go-live training and support sessions • Assistance with device set up and configuration • Training on device use,Axon Evidence, and Evidence Sync Implementation document packet Axon Evidence administrator guides, camera implementation guides, network setup guide, sample policies, and cate ories&roles guide 3. Body-Worn Camera Virtual 1-Day Service (Axon Virtual).Axon Virtual includes all items in the BWC Starter Service Package, except one day of on-site services. 4. Out of Scope Services. Axon is only responsible to perform the professional services described in the Quote and this Appendix. Any additional professional services are out of scope. The Parties must document scope changes in a written and signed change order. Changes may require an equitable adjustment in the charges or schedule. 5. Delivery of Services. Axon personnel will work Monday through Friday, 8:30 a.m. to 5:30 p.m., except holidays. Axon will perform all on-site tasks over a consecutive timeframe. Axon will not charge Agency travel time by Axon personnel to Agency premises as work hours. 6. Access Computer Systems to Perform Services. Agency authorizes Axon to access relevant Agency computers and networks, solely for performing the Services. Axon will work to identify as soon as reasonably practicable resources and information Axon expects to use and will provide an initial itemized list to Agency. Agency is responsible for and assumes the risk of any problems, delays, losses, claims, or expenses resulting from the content, accuracy, completeness, and consistency of all data, materials, and information supplied by Agency. 7. Site Preparation. Axon will provide a hardcopy or digital copy of current user documentation for the Axon Devices ("User Documentation"). User Documentation will include all required environmental specifications for the professional Services and Axon Devices to operate per the Axon Device User Documentation. Before installation of Axon Devices (whether performed by Agency or Axon), Agency must prepare the location(s) where Axon Devices are to be installed ("Installation Site") per the environmental specifications in the Axon Device User Documentation. Following installation, Agency must maintain the Installation Site per the environmental specifications. If Axon modifies Axon Device User Documentation for any Axon Devices under this Agreement,Axon will provide the update to Agency when Axon generally releases it Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 15.0 Release Date:8/31/2022 Page 13 of 19 4&\ AXON Master Services and purchasing Agreement for Agency 8. Acceptance.When Axon completes professional Services,Axon will present an acceptance form("Acceptance Form") to Agency. Agency will sign the Acceptance Form acknowledging completion. If Agency reasonably believes Axon did not complete the professional Services in substantial conformance with this Agreement, Agency must notify Axon in writing of the specific reasons for rejection within 7 calendar days from delivery of the Acceptance Form.Axon will address the issues and re-present the Acceptance Form for signature. If Axon does not receive the signed Acceptance Form or written notification of reasons for rejection within 7 calendar days of delivery of the Acceptance Form,Axon will deem Agency to have accepted the professional Services. 9, Agency Network. For work performed by Axon transiting or making use of Agency's network,Agency is solely responsible for maintenance and functionality of the network. In no event will Axon be liable for loss, damage, or corruption of Agency's network from any cause. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 15.0 Release Date:8/31/2022 Page 14 of 19 A X 0 N Master Services and Purchasing Agreement for Agency Technology Assurance Plan Appendix If Technology Assurance Plan ("TAP")or a bundle including TAP is on the Quote, this appendix applies. 1. TAP Warranty. The TAP warranty is an extended warranty that starts at the end of the 1-year hardware limited warranty. 2. Officer Safety Plan. If Agency purchases an Officer Safety Plan ("OSP"), Agency will receive the deliverables detailed in the Quote.Agency must accept delivery of the TASER CEW and accessories as soon as available from Axon. 3, OSP 7 Term. OSP 7 begins on the date specified in the Quote("OSP 7 Term"). 4. TAP BWC Upgrade. If Agency has no outstanding payment obligations and purchased TAP,Axon will provide Agency a new Axon body-worn camera ("BWC Upgrade") as scheduled in the Quote. If Agency purchased TAP Axon will provide a BWC Upgrade that is the same or like Axon Device, at Axon's option.Axon makes no guarantee the BWC Upgrade will utilize the same accessories or Axon Dock. 5. TAP Dock Upgrade. If Agency has no outstanding payment obligations and purchased TAP,Axon will provide Agency a new Axon Dock as scheduled in the Quote ("Dock Upgrade"). Accessories associated with any Dock Upgrades are subject to change at Axon discretion. Dock Upgrades will only include a new Axon Dock bay configuration unless a new Axon Dock core is required for BWC compatibility. If Agency originally purchased a single-bay Axon Dock, the Dock Upgrade will be a single-bay Axon Dock model that is the same or like Axon Device,at Axon's option, If Agency originally purchased a multi-bay Axon Dock, the Dock Upgrade will be a multi-bay Axon Dock that is the same or like Axon Device, at Axon's option. 6. Upgrade Delay.Axon may ship the BWC and Dock Upgrades as scheduled in the Quote without prior confirmation from Agency unless the Parties agree in writing otherwise at least 90 days in advance.Axon may ship the final BWC and Dock Upgrade as scheduled in the Quote 60 days before the end of the Subscription Term without prior confirmation from Agency. 7. Upgrade Change. If Agency wants to upgrade Axon Device models from the current Axon Device to an upgraded Axon Device,Agency must pay the price difference between the MSRP for the current Axon Device and the MSRP for the upgraded Axon Device. If the model Agency desires has an MSRP less than the MSRP of the offered BWC Upgrade or Dock Upgrade,Axon will not provide a refund.The MSRP is the MSRP in effect at the time of the upgrade. 8. Return of Original Axon Device. Within 30 days of receiving a BWC or Dock Upgrade, Agency must return the original Axon Devices to Axon or destroy the Axon Devices and provide a certificate of destruction to Axon including serial numbers for the destroyed Axon Devices. If Agency does not return or destroy the Axon Devices, Axon will deactivate the serial numbers for the Axon Devices received by Agency. 9. Termination. If Agency's payment for TAP, OSP, or Axon Evidence is more than 30 days past due, Axon may terminate TAP or OSP. Once TAP or OSP terminates for any reason: 9.1. TAP and OSP coverage terminate as of the date of termination and no refunds will be given. 9.2. Axon will not and has no obligation to provide the Upgrade Models. 9.3. Agency must make any missed payments due to the termination before Agency may purchase any future TAP or OSP. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 15.0 Release Date:8/31/2022 Page 15 of 19 Ag., A X 0 I V Master Services and purchasing Agreement for Agency Axon Application Programming Interface Appendix This Appendix applies if Axon's API Services are included on the Quote. 1. Definitions. 1.1. "API Client" means the software that acts as the interface between Agency's computer and the server, which is already developed or to be developed by Agency. 1.2. "API Interface" means software implemented by Agency to configure Agency's independent API Client Software to operate in conjunction with the API Service for Agency's authorized Use. 1.3. "Axon Evidence Partner API, API or AXON API" (collectively "API Service") means Axon's API which provides a programmatic means to access data in Agency's Axon Evidence account or integrate Agency's Axon Evidence account with other systems. 1.4. "Use" means any operation on Agency's data enabled by the supported API functionality. 2. Purpose and License. 2.1. Agency may use API Service and data made available through API Service, in connection with an API Client developed by Agency.Axon may monitor Agency's use of API Service to ensure quality, improve Axon devices and services, and verify compliance with this Agreement.Agency agrees to not interfere with such monitoring or obscure from Axon Agency's use of API Service.Agency will not use API Service for commercial use. 2.2. Axon grants Agency a non-exclusive, non-transferable, non-sublicensable, worldwide, revocable right and license during the Term to use API Service, solely for Agency's Use in connection with Agency's API Client. 2.3. Axon reserves the right to set limitations on Agency's use of the API Service, such as a quota on operations, to ensure stability and availability of Axon's API.Axon will use reasonable efforts to accommodate use beyond the designated limits. 3. Configuration. Agency will work independently to configure Agency's API Client with API Service for Agency's applicable Use. Agency will be required to provide certain information (such as identification or contact details) as part of the registration. Registration information provided to Axon must be accurate.Agency will inform Axon promptly of any updates. Upon Agency's registration,Axon will provide documentation outlining API Service information. 4. Agency Responsibilities.When using API Service,Agency and its end users may not: 4A. use API Service in any way other than as expressly permitted under this Agreement; 4.2. use in any way that results in, or could result in, any security breach to Axon; 4.3. perform an action with the intent of introducing any viruses, worms, defect, Trojan horses, malware, or any items of a destructive nature to Axon Devices and Services; 4.4. interfere with, modify, disrupt or disable features or functionality of API Service or the servers or networks providing API Service; 4.5. reverse engineer, decompile, disassemble, or translate or attempt to extract the source code from API Service or any related software; 4.6. create an API Interface that functions substantially the same as API Service and offer it for use by third parties; 4.7. provide use of API Service on a service bureau, rental or managed services basis or permit other individuals or entities to create links to API Service; 4.8. frame or mirror API Service on any other server, or wireless or Internet-based device; 4.9. make available to a third-party, any token, key, password or other login credentials to API Service; 4.M take any action or inaction resulting in illegal, unauthorized or improper purposes; or 4.11. disclose Axon's API manual. 5. API Content. All content related to API Service, other than Agency Content or Agency's API Client content, is considered Axon's API Content, including: 5.1. the design, structure and naming of API Service fields in all responses and requests; Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 15.0 Release Date:8/31/2022 Page 16 of 19 AXON Master Services and Purchasing Agreement for Agency 5.2. the resources available within API Service for which Agency takes actions on, such as evidence,cases, users, or reports; and 5.3. the structure of and relationship of API Service resources; and 5.4, the design of API Service, in any part or as a whole, 5.5. Prohibitions on API Content. Neither Agency nor its end users will use API content returned from the API Interface to: 5.6. scrape, build databases, or otherwise create permanent copies of such content, or keep cached copies longer than permitted by the cache header; 5.7. copy, translate, modify, create a derivative work of, sell, lease, lend, convey, distribute, publicly display, or sublicense to any third-party; 5.8, misrepresent the source or ownership; or 5.9. remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices). 6. API Updates. Axon may update or modify the API Service from time to time ("API Update"). Agency is required to implement and use the most current version of API Service and to make any applicable changes to Agency's API Client required as a result of such API Update,API Updates may adversely affect how Agency's API Client access or communicate with API Service or the API Interface, Each API Client must contain means for Agency to update API Client to the most current version of API Service.Axon will provide support for 1 year following the release of an API Update for all depreciated API Service versions. Title: Master Services and Purchasing Agreement between Axon and Agency Department: legal Version: 15.0 Release Date: 8/31/2022 Page 17 of 19 AXON Master Services and Purchasing Agreement for Agency Exhibit A AXON CLOUD SERVICES SECURITY INCIDENT HANDLING AND RESPONSE STATEMENT Axon has implemented security monitoring and incident response policies and practices for Axon Cloud Services, including Evidence.com, which follow industry best practice standards. These practices include robust attack detection, incident response procedures, logging and monitoring standards, and reporting to appropriate parties. Incident Management policies and procedures are tested and meet Axon's comprehensive compliance program requirements including ISO/IEC 27001:2013, SOC 2+ Reporting, FedRAMP Moderate, and the U.S. FBI CJIS Security Policy. Unless otherwise provided in this Statement, this Statement is subject to the terms of the Master Services Purchasing Agreement, or other similar agreement, if any, between Axon and Customer("Agreement"). To the extent this Statement contains terms and conditions that differ from those contained in the Agreement, the Agreement shall control. A concept or principle covered in this Statement shall apply and be incorporated into all other provisions of the Agreement in which the concept or principle is also applicable, notwithstanding the absence of any specific cross-reference thereto. All capitalized and defined terms referenced, but not defined, in this Statement shall have the meanings assigned to them in the Agreement. Incident Handling and Response Security event and incident handling practices have been implemented to ensure appropriate detection, analysis, containment, eradication and recovery in the event of an incident. Axon employs a dedicated Security Operations team to monitor the security of Axon Cloud Services. The team is equipped to immediately respond to threats and malicious actors. Personnel Training All Axon personnel are required to complete regular security awareness training including identifying and reporting all suspicious security issues. The Axon Security Operations team receives specialized training for their roles. Additionally, the Axon Security Operations team regularly attends security conferences to stay abreast of the new and emerging security trends, threats, defenses, and best practices. Incident Notification If Axon becomes aware that Customer Data*has been accessed, disclosed, altered, or destroyed by an unlawful or unauthorized party, Axon will notify relevant authorities and affected customers. Notification will be made within 48 hours of incident confirmation to customer administrators registered on Axon Cloud Services. Authorities will be notified through Axon's established channels and timelines. The notification will reasonably explain known facts, actions that have been taken, and make commitments regarding subsequent updates. Axon does not monitor for security incidents that may occur within an Axon Cloud Services' customer tenant. Monitoring of utilization of customer accounts, Evidence sharing, and utilization of other Axon Cloud Services functionally is considered the customer's responsibility. A customer-only security compromise would not be processed as an Axon security incident and would require the customer to manage the response effort. Customer incident response may involve collaboration with Axon Customer Support and Axon Information Security. *Customer Data is defined in the Axon Cloud Services Privacy Policy. Reporting Potential Security Issues or Vulnerabilities If you know or suspect security issues with an Axon Cloud Services account or if you believe you've discovered a security vulnerability on Evidence.com or with an Axon product, please email infosec@axon.com with a thorough explanation of the issue or vulnerability. Any sensitive testing results or information should be transmitted to Axon using an encrypted communication channel. Our PGP key is available here: Axon Information Security f4CB2324C1—Public Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 15.0 Release Date: 8/31/2022 Page 18 of 19 A,& A X 0 N Master Services and purchasing Agreement for Agency We ask that you do not disclose any vulnerability information publicly or to any third party without coordination with Axon's Information Security team. Axon is committed to working with customers and the security researcher community to validate and address reported potential vulnerabilities. Further information regarding this commitment is outlined in Axon's Penetration Testing &Vulnerability Disclosure Guidelines. All non-security related issues should be directed to Axon Customer Support. Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal Version: 15.0 Release Date: 8/31/2022 Page 19 of 19 t : SECTION1 TIME Included in this section are the completed Pricing Worksheet and Axon's quote, which includes an estimated delivery schedule. Appendix A Cost Proposal Worksheet Software Description Qty. Unit Cost Total One Year 1 Year 2 Year 3 Year 4 Year 5 Time Cost ataintenance Dtaintenance Maintenance Ofaintenance Nlaintenance Cost Cost Cos( Cost Cost IDENCE.COM UNLIMITED 34 $1,377.19 $46,824.46 $9,364.89 $9,364.89 S9,364.89 $9,364.89 S9,364.89 ON DEVICE STORAGE ROFESSIONAL EVIDENCE.COM 34 $2,340.00 $76,089.62 $15,217.92 $15,217.92 SI5,217.92 $15,217.92 S15,217.92 ICENSE EDACTIONASSISTANTUSER 34 $516.45 S17,559.30 $3,511.86 $3,511.86 $3,511.86 $3,511.86 S3,511,86 ICENSE CITIZEN FOR COMMUNITIES 34 $516.45 $17,559.30 $3,511.86 $3,511.86 S3,511.86 $3,511.86 S3,511.86 USER LICENSE RESPOND DEVICE PLUS LICENSE 4 $1,090.27 $37,069.18 $7,413.94 $7,413.84 $7,413.84 $7,413.84 S7,413.84 J AUTO TAGGING LICENSE 34 S516.45 $17,559.30 $3,511.86 S3,511.86 $3 SI1.86 i S3,511.86 $3,511,86 ERFORMANCELICENSE 14 S516.45 $17,559.30 $3,511.86 $3511.86 $3,511.86 $3,511.86 $3,511.86 HIRD-PARTY VIDEO SUPPORT 34 S516.45 S17,559.30 $3,511.86 $3,511.86 $3,511.86 S3,511.86 $3,511.86 ICENSE W GB EVIDENCE.COM A-LA-CART40 $22.95 $7,80.1.00 $1,560.60 $1,560.60 $1,560,60 S1,560.60 SI,560.60 TORAGE coy of leNw Sprlug,:ore 11-22\Id Ni<,Body tcnrn G-- Appmdlt A:Cml Wakib 1 I AXON ENTERPRISE, INC. 30 s S $ $ S S s $255,582.76 $51,116.55 $51,116.55 $51,116.55 551,116,55 $5(.tt6.55 I'uial: Hardware Description Qty. Unit Cost Total One Year I Year 2 Year 3 Year 4 Year 5 Time Cost Nlaintenonce Maintenance Maintenance Maintenance Naintenance Cast Cos( Cost Cost Cost SB-C to USB-A CABLE FOR AB3 18 $0 SO so S0 so 50 so R FLEX 2 ON BODY 3-NA10-US-BLK-34 $699 S23,766.00 S4,753.20 $4,753.20 S4,753.20 $4,753.10 $4,753.20 RAPIDLOCK AXON BODY 3-NA10-US-BLK I SO so so So SO $0 SO RAPIDLOCK MAGNET MOUNT,FLEXIBLE, 38 so so $0 so SO so 50 VON RAPIDLOCK ORTH AMER POWER CORD so S0 $0 so $0 $0 $0 OR AB3"AY,A821-BAY 16- AY DOCK ON BODY 3-8 BAY DOCK $1,495 S7,475.00 $1,495 $1,495 $1,495 Si,495 $IA95 SIGNAL SIDEARM KIT 34 S238.14 S8,096.76 S1,619.35 S1,619,35 $1,619.35 $1,619.35 $1,619.35 City.f taint,,Npdng,:RFT 11-22"IT P.11,,Bady'A'u..C.— Appendix A:Cmf 1V., h.4 2 31 AXON ENTERPRISE, INC. I ON CAMERA REFRESH ONE 35 $108.68 $24,803.80 $4,960.76 $4,960.76 $4,960.76 $4,960.76 $4.960,76 ULTI•BAY BWC DOCK 1ST 4 $1,515,86 S7,579.30 $1,515.85 $1,515.85 $11515.85 $1,515.85 $1,515,85 EFRESH XONCAMERAREFRESHTWO 35 5734.50 $25,707.50 55,141.50 $5,141.50 $5,141.50 $5,141.50 $5,141.50 ULTI•BAYBWCDOCK2ND 4 $1,571.33 $7,856.65 $1,571.33 S1,571.33 $1,571.33 $1,571.33 $1.571.33 REFRESH S S S S S S S S S S S S $ $ S S S S S S S S $ S S $ S $ SIOS,285.01 521,057.01 $21,057.01 $21,057.01 $21,057.01 $21,057,01 Total: Cilr ofl)'lul<r SpdnRs:RFP 11-?:AlT poilce lbdp lYnrn Omer„ App,ndh,l:Col%,hAM t i AXON ENTERPRISE, INC, 32 Implementation Description Qty. Unit Cost Total One Time Cost Testing So $0 DcploymenVlnstallatiou So SO Training $0 $0 Documentation SO $0 Other—Describe $0 $0 S S S S S S $ S S $ S S S S S S $ S S S S $ S S S S $o Total; (10 afM1W,r Sp,Np:UP 11-22\fT eolfrr Body 1%..Cam•ns Appmdk A:Cnrl 1%'.,k h.i J i i 33 j AXON ENTERPRISE, INC. i On-GoingSupport Description Qty- Unit Total One Year 1 Year 2 Year 3 Year 4 Cost Tinge Cost Maintenance Maintenance Maintenance Maintenance 1aintenance Cost Cost Cost Cost Cost Yearly Suppoll Cost SO So SO SO $'0 So So Cost 1'er User License Subscripti 50 So So SO SO $0 $0 License Type: a (Select(hw) perpclaal Floating Subscription cviceWarranty—EXT 34 S318.04 $11,153.36 S $ $ S S WARRANTY,CAMERA (TAP) XT WARRANTY,CAMERA I S328.04 S328.04 S S $ S S (TAP)Spare XT WARRANTY,MULTI- 5 $717.20 $3,586.45 S $ $ $ S AY DOCK(TAP) S $ S S S $ S $ $ S s $ $ S S S S S $ $ S S15,06T.85 S3,013.57 33,01?,57 S3,013.57 53,013.57 53,013.51 Total: Total y Description Total One'rime Cost Year I Cost Year 2 Cost Year 3 Cost Year 4 Cost Year 5 Cost $255,582.76 $51,11655 $51,116.55 $51,116.55 S51,116.55 S51,116.55 Sofltvare Cost Cfti orWint"Springs RPP 11-22 diT Nit"aodt N'nrn Caomras Apptndis A:Cost WoAAM 5 i AXON ENTERPRISE, INC. 34 1 $105,285.01 $21,057.01 $21,057.01 S21,057,01 $21,057.01 $21,057.01 Recommended Nnrdware Cost $0 $0 SO $0 $0 SO implementation Cost $15,067.85 S3,013.57 $3,013.57 $3,013.57 $3,013.57 $3,013.57 Ongoing Support Cost $O $D SO SO SO $O Other•Describe S S S $ S $ S S $ S $ S S S $ $ $ S S S S S $ S $ $ $ S S S S $ $ $ S S $376,000.90 S75,200.18 75,200.18 $75.200.18 $76,200.18 75,200.18 Total; I 1 City orWinter Springs:RFP 11-22 dfT Police llodr Worn Cameos Appendie A:Cost Worlshm F 1 35 AXON ENTERPRISE, INC. ; Axon Enterprise,Inc. Q410845-44893.615TM 17800 N 851h St. Scottsdale,Arizona 85255 United States Quote Expiration:12130R022 VAT:W0741227 Domestic: 978.2737 International:al:+1+1.800.9782737 Accoun(Number 145373 411k Payment Terms:N30 00veryWOW: SHIP TO BILL TO SALES REPRESENTATIVE PRIMARY CONTACT De:ivarylnvdce•300N Moss Rd WalterSpnogs Police Dept.•FL Ted lAegremis MaltTracht 300 N Moss Rd 300 N Moss Rd Phone: Phone:(407)327.7997 Winter Sprngs,FL 32708.2510 Winter Springs,FL 32708.2510 Email:tmegremis@axon.com Email:mlracW&inWspdngs6.org USA USA Fax: Fax:(407)327052 Email: Payment Summary Date Subtotal Tax Total Dec 2022 $75,200.18 $0.00 $75,200.18 Dec 2023 — - — $75'M.18 __ $0.00 $75,20018 Dec 2024 --___..... ._.. ... $75,200.18 $0.00 — - $7U00.18 Dec 2025_ $75,200.18 $0.00 $75 Dec 2026 S75,200.18 $0.00 52W.18 --( Total $376.000.00 S6A0 376,000,90 D�— bzv Page 1 0410845.44893.615TM AXON ENTERPRISE, INC. 36 Quote List Price; $421,770.00 Quote Subtotal; $376,000.90 Pricing All deliverables are detailed in Delivery Schedules section lower in proposal Item Desc_d_ptlon Term Oly List Price Not Price Subtotal Tax Total AB3 Camera Bundle 73202 AXON BODY 3•NA10•US•BILK•RAPIDLOCKi 34 5699.00 $699 00 $23 766 00__ $0.00 523.766.0 11534 US"to USB-A CABLE FOR A83 OR FLEX 2 38__ $0.00 $0.00 S0.00 $_0.00 $0,00 74020 MAGNET MOUNT,FLEXIBLE,AXONRAPiOLOCK 38 $0.00 $O.DO $000 $0,00 $0.00 73202 AXON BODY 3-NA10-US-ELK-RAPIOLOCK 1 $0.00 $0.00 $0.00 $0.00 $0 00 A83 Multi Bay Dock Bundle 71019 NORTH MAER POWER CORD FOR A83B-BAY,A821-BAYt 5 $000 5000 $0.00 $0.00 $0.00 6-BAY DOCK 74210 AXON BODY 3.8 BAY DOCK 5 SI,495.00 $1,495.00 $7,475.00 $0.00 S7,475.00 - - 2011 Unlimited 7+Bundle 73478 REDACTION ASSISTANT USER LICENSE 60m 34 $540.00 SWA5 $17,559.30 som W.559.30' 73688 MULTI-BAY BWC DOCK 2ND REFRESH 5 $1,643.00 $1,571+33 $7,956.65 SO.00 $7,L%.65 73310 _AXON C0ERA REFRESH TWO _ 35_ $768.00 $734.50 525,707.50 $0.00 $25,707.50 73689 MULTI-BAY BWC DOCK iSTREFRESH .... 5 ____$_1,585.00 $1,515.86_ $7,579.30 $0.00 $7,579.30 73309 AXON CAMERA REFRESH ONE 35 $741.00 $708.68 $24,861110 $0.00 $24,803.80 75015 SIGNAL SIDEARM KIT 34 S249.00 $238.14 $8,096.76 $0.00 $8,096.76 -71044 BATTERY,SIGNAL SIDEARM,CR2430 SINGLE PACK-- - 68 - $1,00 -50.96 565.28 -$0.00 -$65.28 73618 CITIZEN FOR COMMUNITIES USER LICENSE 60m 34 $540,00 $516.45 $17,559.30 scoo $17,559.30 80164 EXT WARRANTY,CAMERA(TAP) 49m 1 $343.00 $328.04 $328,04 $0,00 $328.04_ B0464 EXT WARRANTY.CAMERA(TAP) 49m 34 $343+00 $328.04 $11,153.36 SO.00 - S11,153.36 90465 EXT WARRANTY.MULTI-BAY DOCK(TAP) 60m 5 $75000 $717,29 $356645 $0.00 $368645: 73680 RESPOND DEVICE PLUS LICENSE _ 60m 34.. $1,140.00 _$1,090.27 $3706918__ $0.00 _ $3706918 40.00 ! 73682 AUTO TAGGING LICENSE 60m 34 $5 5516.45 $1755930 $0.00 $1155930 73683 10GBEVIDENCE.COMA•LA-CART STORAGE 60m 340 $24.00 $22.95 $780300 $0.00 $7,803.00 73686 EVIDENCE.COM UNLIMITED AXON DEVICE STORAGE Wm j 34 $1,410.00 S7,37719 $46824A6 $0.00 $46824.46-' 73739 PERFORMANCE LICENSE Mm ` 34 WO.00 $51645 $1755930 $0.00 $17559.30 73746 PROFESSIONAL EVIDENCE.COM LICENSE 60m f_ 34 $2,340A0 $2,237.93 $7608962 50.00 $7608962 11642 THIRD-PARTY VIDEO SUPPORT LICENSE 60m { 34 $540.00 $51645 $17,559.30 S0.00 $17,559,30 Basic License Bundle 73683 10GBEVIDENCE.COMA•LA-CART STORAGE 60m 21 _ $0.00 $0.Do $OAO S0.00 $000_' 73840 EVIDENCE.COM BASIC LICENSE 60m 21 WOO S0.00 $0.00 50,W - $0.00 Pro License Bundle_ 73746 PROFESSIONAL EVIDENCE.0044LICENSE 60m I 3 $2,340.00 _____ S000-___-- $0.00_-_ $0.00 $0_00 73663 to GB AbENCE.COMA-LA-CART STORAGE -60m �- 9 $0,00 $0,00 50.00 $0.00 $0.00 Individual Items 85144 AXON STARTER 1 $4,125.00 $0.00 $000 _ _----$0.00 _ $0.00 Total $376,0001.90 10.00 $376,000.90 Page 2 Q-410845-44893.615TM 37 AXON ENTERPRISE, INC. Delivery Schedule Hardware Bundle Item Description CITY Estimated Delivery Date 2021 Unlimited 7+Bundle 71044 BATTERY,SIGNAL SIDEARM,CR2430 SINGLE PACK 68 1110112022 2021Un6miled7+Bundle 75015 SIGNALSIDEARMKIT 34 11/01/2022 A83 Camera We 11534 USB-C to US&A CABLE FOR AB3 OR FLEX 2 38 1102022 AB3 Camera Bundle 73202 AXON BODY 3•NA10•US•BLK•RAPIDLOCK 34 11101r2022 A83 Camera Bundle 73202 AXON 80DY3•NA10•US-BLK-RAPIDLOCK 1_ IM 2022 AB3 Camera Bundle 7404 MAGNET MOUNT,FLEXIBLE,AXON RAPIDLOCK — 38 111742022 A133 Multi BayDxk Bundle ........-_-- 71019 NORTH AMER POWER CORD FOR AB3 8-DAY,AB21•BAY 16-W DOCK 5 11101/2022 A83 Multi Bay Dock Bundle 74210__----AXON BODY 3-8 BAY DOCK_ 5 __ 11101Q022 — — - -- --- -------------------------------- --- 2021Unmited7+Bundle 73309 AXON CAMERA REFRESH ONE 35 p5!012025 2021 Unkiled 7+Bundle 73689 MULTI-BAY BWC DOCK 1ST REFRESH 5 ONI12025 2021 Unlimited 7+Bundle 73310 AXON CAMERA REFRESH TWO 35 1MV2027 2021 Unlimited 7+Burde 730 MULTI-BAY BVG DOCK 2ND REFRESH 5 11101PO27 Software Bundle Item Descri 1 QTY Estimated___ Start Date Estimated End Date 2021Undmiledl+Bundle 7476 REDACTION ASSISTANT USER LICENSE 34 121012022 11f30i2027 2021 Unlimited 7+Bundle 73618 CR1ZEN FOR COMMUNITIES USER LICENSE 34 12/042022 1120,027 2021Untimited7+Bundle 73680 RESPOND DEVICE PLUS LICENSE 34 12/0112022 1104027 2021 Unlimited 7+Bundle 73682 AUTO TAGGING LICENSE 34 1A112022 IIr.1Q2027 2021 Unlimited 7+Bundle 73683 10GBEVIDENCECOMAdA-CART STORAGE 340 1210112022 110r2027 2021 Whiled 7+Bundle 73686 EVIDENCE.COM UNLIMITED AXON DEVICE STORAGE 34 121012022 1IM2027 2021 Unlimited)+Bundle 73739 PERFORMANCE LICENSE --—--— 34 — --12/0112022- — 11(302027 2021 Unlimited 7+Bundle 73746 PROFESSIONAL EVIDENCE.COM LICENSE 34 121012022 11IM027 Banc License Bundle 13683 10 G8 EVIDENCE.COM A-LA-CART STORAGE 21 121042022 i N30.2027 Basic License Bundle 73640 EVIDENCE.COM BASIC LICENSE 21 12ll1Y2022 1430,2027 Pro License Bundle 73683 _ 10G8 EVIDENCE COMA•LA•CARTSTORAGE 9 1210112022 11/30027 Pro Limse Bundle 73746 PROFESSIONAL EVIDENCE.COM LICENSE 3 12/012022 11/302027 Services Bundle Item Description QTY 2021 Unlimited 7+Bundle 11642 THIRD-PARTY VIDEO SUPPORT LICENSE 34_ Ala Cade 85144 AXON STARTER- Warranties Bundle Item Description QTY Estimated Start Date Estimated End Date 2021 Unlimited l+Burde 80A65 EXT WARRANTY,MUMBAYDNC fTAP) 5 ____12101RO22 111302027 2021 Unlimited 7+Bundle 8tk64 EXT WARRANTY,CAMERA(TAP)__—_ _...............341110112023 IV302027 2021Un8mited7+Bundle 80464 EXT WARRANTY,CAMERA{TAk__ 1 1110112023 11r30.2027 Page 3 Q 410845-44893.615TM AXON ENTERPRISE, INC, 38 Payment Details Dec 2022 Invoice Plan Item Description Qty Subtotal Tax Total 11534___ _ ________ USB-CtoUSB-A CABLE FOR AB3OR FLEX 2_ _ 38 S0.00 $0.00 $0,00 11642 THIRD-PARTY VIDEO SUPPORT LICENSE 34 $3,511.86 S0.00 $3,511,86 71614 NORTH MIER POWER CORD FOR AB38-BAY.AB21-BAYt6-BAYDOCK 5 woo S0.00 %00 71644 ____-__-_ BATTERY,SIGNAL SIDEARM,C82430 SINGLE PACK....... .........-- 68___...-. $13.06---- $0.0D -_- $13.06 1 -- --- __ _73202 _ ______AXON BODY3-I"-US-BILK-RAPIDLOCK __ - __ 34 __ $4.753.20 $0.00 S4,753.20 1 73202 __. AXON BODY 3-HAIG-US-BLK-RAPIDLOCK 1 $0.00 $0.00 $0.00 73309 AXON CAMERA REFRESH ONE 35 _ S4,960.76 $0.00 S4,%0.76 1 - 73310 AXON CAMERA REFRESH TWO 35 $5,141.50 $0.00 $5,141.50 1 73478 - REDACTION ASSISTANT USER LICENSE 34 $3,511.86 $0.00 $3,511.86 1 - ---- ----------73618_ CITIZEN FOR COMIAUNITIES USER LICENSE 34 $3,511.86 $0.00 $3,511.86 1 73M RESPOND DEVICE PLUS LICENSE 34 $7,413.84 $0.00 $7,413.84 I _ __ ____73682 _--_- _____ _AUTO TAGGING LICENSE _ _ _ 34 $3,511.86 S0.00 $3,511.86 1 73683___ _ 10 GB EVIDENCE.COM A-LA-CART STORAGE_ _ 340 $1,560.60 $0.00 $1,560.60 1 73683 - 10GBEVIDENCE.COMA-LA-CART STORAGE 9 $0.00 $0.00 $0.00 1 --___.. __ _.73683 -_ 10 GB EVIDENCE.COM A-LA-CART STORAGE 21__ $0.00 $0,00 $02 1 DOEVIDENCE.COM UNLIMITED AXON DEVICE STORAGE___ _______34 $0,364.69 $0.00____ S9,364.89 1 7306 MULTI-BAY BWC DOCK 2ND REFRESH 5 $1,571.33 som $1,671.33 1 730 MULTI-BAY BWC DOCK IST REFRESH___ 5 $1,515.86 $0,00 ___ $1,515.81 1 73739_____ - PERFORMANCE LICENSE - 34_ $3.511.86 _ $0.00 $3,511.86 1 73746 PROFESSIONAL EVIDENCE.COM LICENSE 34 S15217.92 $0.00 $15,217.92 1 73146__. - _-_ PROFESSIONAL EV(DEMCE.COhI LICENSE_ _ - __-_-_-3_ ___ $0.00_-_ $0.00- - $0.00 1 73840 EVIDENCE.COM BASIC LICENSE 21 $0.00 $0.00 $0.00 i 74020 MAGNET MOUNT,FLEXIBLE,AXON RAPIOLOCK 38 50.00 $0.06 $0.00 74210 AXON BODY 3.8 BAY DOCK - 5 -$1,495.00 $D 00 - $1.495.00 1 75015. . SIGNAL SIDEARM KIT 34 $1,619.35 $0.00 Si.619.35 1 ___ 80484 EXT WARRANTY,CAME�� __ 34 $2,23D.67 $0.00 $2,230.67 1 _ ------------- EXT WARRANTY. ..... - 1 -$65.61 $0.00 $65.61 1 80465 EXT WARRANTY,MULTI-BAY DOCK(TAP) 5 $717.29 s0.00 $717 29 1 85144 AXON STARTER i sox $0.00 $000 Total $75,200,18 $0.00 $75,200.18 - Dec 2023 Invoice Plan Item Description Qty Subtotal Tax Total 2 11534 US&CtoUSB-A CABLE FOR AB3 OR FLEX 2 38 $0.00 S0.00 $0.00 2 11642 THIRD-PARTYVIDEOSUPPORTLICENSE - - 34 53,51f.86 $0.00 - -- $3,511.86 2 71019___ _- NORTH AYER POWER CORD FOR AB3&BAY,AB21-B_A_Y_/&BAY DOCK 5 $0.00 $0,00 $0.00 2 - 71044 -----BATTERY,SIGNAL SIDEARM,CR2430 SINGLE PACK__ 68 $1306 $0.00 $13.06 2 73202 AXON BODY 3-NA10-US-BLK-RAPIDLOCK 34 $4,753.20 $0.00 $4,753.20 2 73202 AXON BODY 3-NA10-US-BLK-RAPIDLOCK 1 S0.00 $0.00 $0.09 2 73309 ____-_--_---AXON CAMERA REFRESH ONE_ _.---------. _---_- -35-- $4,960.76 __$0.00 $4,960.76 2 73310 AXON CAMERA REFRESH TWO 35 $5.141.50 _ $0.00________$5,141.50 2 73478 REDACTION ASSISTANT USER LICENSE 34 $3,511.86 $0,00 $3,511.86 Page 4 Q410845.44893.615TM 39 AXON ENTERPRISE, INC. Dec 2023 Invoice Plan I1e111 Description Qty Subtotal Tax Total 2 73618 CITIZEN FOR COMMUNITIES USER LICENSE 34 $3,511,86 S0.00 $351 I'M 2 73680 RESPOND DEVICE PLUS LICENSE 34 $7,413.84 $0.00 $7,413.84 2 73682 AUTO TAGGING LICENSE 34 $3,511.86 S0.00 _ $3,511.86 2 73683 10 G8 EVIDENCE.COM A-LA CART STORAGE 340 S1,560.60 $0.00 $1,660.60 2 73683 10 GB EVIDENCE.COM A-LA-CART STORAGE 9 $00 $0.00 $0.00 2 73683 10 GB EVIDENCE.COM A-LA-CART STORAGE 21 $0.00 S0.00 $0.00 2 73686 EVIDENCE.COMUNLIMITED AXON DEVICE STORAGE _ - - _ _ -- - � $9,364.89 50.00 - -$9,364.89 2 73668 MULTI-MYBWC DOCK 2ND REFRESH 5 $1,571.33 $0.00 $11571.33 2 73689 MULTI-BAYBWC DOCK IST REFRESH 5 $1.515.86 loom S1,515.86 2 73739 PERFORMANCE LICENSE ------------34- ----- --- -- ------__ ----- $3.511$6 $0.00 _--__53,571.88 2 73746 PROFESSIONAL EVIDENCE.COiALICENSE 34 __$ISZ7.9_2 _ S0.00 S_1_5_,21_7.92__ 2 73746 PROFESSIONAL EVIDENCE.COMLICENSE 3 - - $0.00 _ _$0.00 $0.00 2 73846 EVIDENCE.COM BASIC LICENSE 21 $0.00 $0.00 $0.00 2 74020 MAGNET MOUNT,FLEXIBLE_AXONRAPIDLCCK 38 $000 $0.00 ..__.._ $0.00 2 74210 AXON BODY 3 8 BAY DOCK 5 $1,495.00 $0.00 $1.495.(0 2 75015 SIGNAL SIDEARM KIT - 34 $1,619.35 S0.00 $1,619.35 2 80464 EXT WARRANTY,CAMERA(TAP)- 34 $2230.67 $0.60 $2,230.67 2 80464 BIT WARRANTY,CAMERA(TAP) 1 $65.61 $0.00 $65.61 2 80465 EXT WARRANTY,MULTI-BAY DOCK(TAP) 5 $717,29 $0.00 S717.29 2 85144 AXON STARTER 1 Who S0.00 $0.00 Total $7500.18 $0.00 $75,200.18 Dec 2024 Invoice Plan Hem Description City Subtotal Tax Total 3 11534 _USB-CtoUSB-A CABLE FOR A83 OR FLEX 2 _ 33 $DD0 $0.00 $0,00 3 11642 THIRD-PARTY VIDEO SUPPORT LICENSE 34 $3,511.66 $0.00 $3,611.86 3 __ 71019- NORTH AMER POWER CORD FOR AB3 8-BAY,AB21-BAY 16-BAY DOCK 5 $0.00 $0.00 $0.00 3 71044 BATTERY,SIGNAL SIDEARM,CR2430 SINGLE PACK 68 $13.06___ $0.00 $13.06 3 73202 AXON BODY 3-NA10-US-BLK-RAPIDLOCK 34 $4,75320 S0.00 S4,75320 3 - 73202 AXON BODY 3-NA10-US•BLK-RAPIDLOCK 1 - $0.00 $0.00 $0.00 3 73309_ AXON CAMERA REFRESH ONE 35 ----- - ------- _ _ _ __ S4,960.76 -- ------50.00 $5,960.76 3 73310 AXON CAMERA REFRESH TWO 35 $5.141.50 $0.00 $5,141.50 _ 73478 REDACTION ASSISTANT USER LKIENSE _ __- -----_---_-34 $3,511.86__ $0.00_-„ S3,511.86_ 3 73618 CITIZEN FOR COMMUNITIES USER LICENSE _ N $3,511.86 S_0._00 $3,511.86 3 73680 RESPOND DEVICE PLUS LICENSE 34 $7,413.84-- _ $9,00 $7,413.84 3 73682 AUTO TAGGING LICENSE 34 S3511.86 $0.00 $3,511.86 683 3 T3 -__. _...... - 10 GB EVIDENCE.COM A-LA-CART STORAGE - -----. ---_._.-340 ----- $L%0.60 .... .$0.00 -------$1,560.60 3 73683 10 GB EVIDENCE.COM A-LA-CART STORAGE 9 $0.00 $0.00 $0.00 3 73683 10 GB EVIDENCE.COM A-LA-CART STORAGE 21 _ $0.00 S0.00 __ $0.00 3 736N EVIDENCE.COM UNLIMITED AXON DEVICE STORAGE 34 $9,364.89 $0.00 $9,364-89 3--___-----------__-_ 73688------- _- --------MULTI-PAY 84'7CD0CK2ND REFRESH - -. _---__5 $1.571.33_.. $0.00 .$1,571.33 3 73689 MULTI-BAY BWC DOCK 1ST REFRESH 5 51.515.86 $0.00 $1,615.86 3 73739 PERFORMANCE LICENSE 31 S3.SL1.86 $0.00 $3,511.86 3 13746 PROFESSIONAL EVIDENCE.COMLICENSE 34 $16,217.92 $0.00 $15,21T92 3 73746 PROFESSIONAL EVIDENCE.COM LICENSE - - 3 $0.00 $0.00 $0.00 3 73840 EVIDENCE.COM BASIC LICENSE 21 $0.00 4.00 $0.00 Page 5 0.410845.44893.615Thi AXON ENTERPRISE, INC, 40 Dec 2024 -- - - - Invoice Plan Rem Description Qly Subtotal Tax Total 3 74020 ______MAGNET MOUNT,FLEXIBLE,AXON RAPIDLOCK 38 SO.00 -$0.00 _ __ $0.00_ 3 - - -- 74210_--- AXONBODY3-8 BAY 000K------ -_5_-- ---$I,495.00 --- $0.00 � $1,495,00 3 75015 SIGNAL SIDEARM KIT 34 $1,619.35 $0.00 $1,619,35 3 W464 EXTWARRANTY,-CAMERA ITAPj 34 $2,230.67 SO.00 $2,230,67 3 - - 8W64 EXTWARRANTY.CAMERA(TAP) 1 $65.61 $0.00 $65.61 3 80465 EXT WARRANTY.MULTI-BAY DOCK(TAP) 5 $7t7.29 $0.00 $71729 3 85144 AXON STARTER 1 $0.DO $0.00 $0.00 Total $75,0018 $0.00 175,200.18 Dec 2025 ------------------- Invoice Plan Item Description City Subtotal Tax Total 4 11534 USB-CtoUSB•A CABLE FOR AB3ORFLEX2 38 SO.00 $0.00 $0.00 4 11642 THIRD-PARTY VIDEO SUPPORT LICENSE 34 $3,511.86 $9.D0 $3,511.86 4 71019 NORTH AMER POWER CORD FOR A83 WY,AB21-BAY16-RAYDOCK -5 ---------- -$0.00 --------$0.00---_--_--_- -s0.00 4 71044 BATTERY,SIGNAL SIDEARM,CR2430 SINGLE PACK 68 __ $13.06 SO.00 $13.06 4 73202 AXON BODY 3-NA10-US.BLK-RAPIDLOCK 34 $4,7.53.20 $0.00 $4,753.20 4 73202 AXON BODY 3-NA10-US-BILK-RAPIDLOCK 1 $0,00 $0.00 _ $0.00 4 73309 AXON CAMERA REFRESH ONE 35 $4.960,76 $0.00 $4,960.76 4 73310 AXON CAMERA REFRESH TWO 35____ __ $5,141.50__ _$0.00 $5,141.50 4 73478 REDACTION ASSISTANT USER LICENSE 34 53,511.86_ $0.00 $3,511.86 4 73618 CITIZEN FOR COMMUNITIES USER LICENSE 34 $3,511.86 $0.00 $3,51in 4 736M RESPOND DEVICE PLUS LICENSE 34 $7,413.84 $0.00 _S7.413.84 4 73682 AUTO TAGGING LICENSE --------34------ $3,511.86-----------$0.00-----$3,611.86 4 - 73683 10 GB EVIDENCE.COM A-LA-CART STORAGE -__.___ ..._. 340 $1,560,60 $0.00 __--_-$1,560.60 4 73683 _ _ 10 GB ENDENCE.COM A-LA-CART STORAGE 9 _ so'do ._ 50.00 ______$0,00_! 73683 1OG 4 BEVIDENCE.COMA.LA-CARTSTORAGE 21 50.00 $0.00 $0.00 4 73686 EVIDENCE.M.1 UNLIMITED AXON DEVICE STORAGE_ 34 S9.364.89 $0.00 _ _ $9,36419!. 4 736U MULTI-BAY0C DOCK 2ND REFRESH 5 $1,57133 $0.00 $1,611.33 4 73689 MULTI-BAY BWC DOCK iSTREFRESH 5 $1,515.86 $0.00 $1,515.86 4 _ _73739 _ .______ PERFORMANCE LICENSE_-- 34 S3511.86 $0.00 __ __ $3,61116 4 73746 _ PROFESSIONAL EVIDENCE.COM LICENSE 34 S15217.92 $0.00 $15,217.92 4 73746 PROFESSIONALEVIDENCE.COMLICENSE--- 3 - KOO_ $0.00 - $0.00: 4 ___ 73940_ _ _ EVIDENCE.COM BASIC LICENSE _ 21 50.00 - SO.00 $0.00 4 74020 MAGNET MOUNT FLEXIBLE,AXON RAPIDLOCK 38 SO.00 $0.00 $0.00 4 74210 - _.., AXON BODY 3.8 BAY DOCK 5 $IA95.00 $0.00 ---- -$1,495.00 4 75015 SIGNAL SIDEARM KIT _._ _ 34 $1,619.35 SeDO $1,619.35 -...----8046d - ---------EXTWARRANTYCAMERA(TAP) 34 $2,230.67..-. ..S0.00. .. $2,230.67' 4 80464 EXT WARRANTY.CAMERA ITAP) 1 $65.61 $0.00 $65.61 4 80465 EXTWARRANTY,MULTI-BAY DOCK(TAP) 5 $717.29 $0.00 $717.29' 4 85144 AXON STARTER 1 $0.D0 S0.00 --- ---$0.00 Total $75,200.18 $0.00 $75,200.18 Dec 2026 Invoice Plan Item Description City Subtotal Tax Total 4 11642 THIRD-PARTY VIDEO SUPPORT LICENSE 34 S3.511.86 $6.06 S3,511.86 Page 6 Q-410845.44893.615TM 41 AXON ENTERPRISE, INC. Dec 2026 Invoice Plan Item Description City Sublolai Tax Total 4 73309 AXON CAMERA REFRESH ONE 35 $4.960.76 W.00 S4,960.76 4 73310 AXON CAMERA REFRESH TWO 35 $5,141.50 50.00 $5,141.50 4 73478 REDACTION ASSISTANT USER LICENSE 34 $3,511.66 $0.00 $3.611.86 - -- - -- 4 73618 CITIZEN FOR C0111,1UNITIESUSERLICEN-SE 34 -- 53,511.86___- -- $0.00 _$__-- 3,511.86 4 73680 RESPOND DEVICE PLUS LICENSE- -- --- ------ ---------- 34 $7,413.82 $0.00 $7,413,82 4 73682 AUTO TAGGING LICENSE 34 S3,511.86_ 50.60 $3,511.86' 4 73683 - _ 10 GB EVIDENCE.COM A-IA-CART STORAGE __ _ _ _ _ __ 340 $1,560.60 - - $0.00--$1,660.60 4 73683 10 GB EVIDENCE.COM A-IA-CART STORAGE 9 $0.00 $0,00 $0.00 4 73683 _ 10 GB EVIDENCE.COM A-LA-CART STORAGE 21 $0.00 _ S0.00 $0.00 4 73688_ EVIDENCE.COM UNLIMITED AXON DEV_IC_E STO_RAGE 34 $9,364.90 S0.00 _ $9.364.90 4 13688 MULTI-BAY BWC DOCK 2ND REFRESH 5 $1571.33 $0.00 $1,571.33 4 73689 MULTI-BAYBWC DOCK I ST REFRESH 5 $1515,86 $0.00 $1,51586 4 73739 PERFORMANCE LICENSE 34 S3,511.86 $0.00 $3,511.86 4 73746 PROFESSIONAL EVIDENCE.COM LICENSE 34 $15.217.94 $0.00 $15,217.94 4 73746 PROFESSIONAL EVIDENCE.COMLICENSE 3 $0.00 S6.00 Sue 4 7390 EVIDENCE.COM BASIC LICENSE 21 $0.00 S6.00 50.00 4 80464 EXT WARRANTY,CAMERA(TAP) ,230.68 4 90464 EXT WARRANTY,CAMERA(TAP) - 14 $2. $65.60 $0.0 - -230.68 $0.00 $ 2$06_5.60_'-. 4 W65 EXT WARRANTY,MULTI-BAY DOCK(TAP) 5 $717,29 $0.00 S717.29 4 $5144 AXON STARTER 1 $0.00 S0.00 $0.00 5 115M USB.0 to USB.A CABLE FOR AB3 OR FLEX 2 38_____ $0.00 $0.00_______ __ $0.00 5 71019 NORTH AMER POWER CORD FOR A83 8-BAY,A921-BAY 16-BAY DOCK 5 S0.00 $0.00 Son 5 71044 BATTERY,SIGNAL SIDEARM,CR2430 SINGLE PACK 68 $13.04 $0.00 $1304 5 73202 AXON BODY 3-NA10-US-BLK-RAPIDLOCK 34 S4,753.20 $0.00 -S4,753.20 5 73202 AXON BODY 3-NA10-US-BLK-RAPIDLOCK 1 $0.00 $0,00 $0.00 5 _ _._ _ ______74020-__ __ MAGNET MOUNT.FLEXIBLE, _BLAXONRAPIDLOCK_ 38 $0.00 $0.00 $0.00 5 74210 AXON BODY 3-8 BAY DOCK 5 $1,495.00 S0.00 $1,495.00 5 75015 SIGNAL SIDEARM KIT 34 $1,619.36 $0.00 $1,619.36 Total $75,200,18 $0.00 $75,200AS Page 7 Q410845.44893.615TM AXON ENTERPRISE, INC. 42 Taxis estimated based on rates applicable at date of quote and subject to change at time of invoicing.If a tax exemption certificate should be applied,please submit prior to invoicing. Contract Sourcewell Contract#010120-AXN is incorporated by reference into the terms and conditions of this Agreement.in the event of conflict the terms of Axon's Master Services and Purchasing Agreement shall govern. Standard Terms and Conditions Axon Enterprise Inc.Sales Terms and Conditions Axon Master Services and Purchasing Agreement: This Quote is limited to and conditional upon your acceptance of the provisions set forth herein and Axon's Master Services and Purchasing Agreement (posted at www.axon.comAegalisales-terms-and-conditions),as well as the attached Statement of Work(SOW)for Axon Fleet and/or Axon Interview Room purchase,if applicable,In the event you and Anon have entered into a prior agreement to govern all future purchases,that agreement shall govem to the extent It includes the products and services being purchased and does not conflict with the Axon Customer Experience Improvement Program Appendix as described below. ACEIP: The Axon Customer Experience Improvement Program Appendix,which includes the sharing of de-identified segments of Agency Content with Axon to develop new products and improve your product experience(posted at wvhv.axon.comAegal/sales-terms-and-conditions),is incorporated herein by reference.By signing below,you agree to the terms of the Axon Customer Experience Improvement Program. Acceptance of Terms: Any purchase order issued in response to(his Quote is subject solely to the above referenced terms and conditions.By signing below,you represent that you are lawfully able to enter into contracts.If you are signing on behalf of an entity(including but not limited to the company,municipality,or government agency for whom you work),you represent to Axon that you have legal authority to bind that entity.If you do not have this authority,please do not sign this Quote. Page 8 Q410845-44893.615TM 43 AXON ENTERPRISE, INC. Signature Date Signed 1112812022 Page 9 0410845A4893.615TM AXON ENTERPRISE, INC. 44