Axon Enterprises Quote & Purchase Agreement — City Council/Public Finance and Economic Development Authority/Parking Authority, September 16, 2024

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Q-542185-45534.806KP
Issued: 08/30/2024
Quote Expiration: 09/26/2024
Estimated Contract Start Date: 10/15/2024
Account Number: 112159
Payment Terms: N30
Delivery Method:

SHIP TO BILL TO SALES REPRESENTATIVE PRIMARY CONTACT
Merced Police Dept. - CA
611 W 22nd St
Merced,
CA
95340-3703
USA

Merced Police Dept. - CA
678 W 18th St
Merced
CA
95340-4708
USA
Email:

Kyle Panasewicz
Phone: +1 4803294734
Email: [email protected]
Fax: (480) 905-2071
Joseph Perez
Phone: 209-385-6987
Email: [email protected]
Fax:

Quote Summary Discount Summary
Program Length 60 Months Average Savings Per Year $176,852.30 TOTAL COST $1,769,664.63
ESTIMATED TOTAL W/ TAX $1,812,168.51 TOTAL SAVINGS $884,261.49

Axon Enterprise, Inc.
17800 N 85th St.

Scottsdale, Arizona 85255
United States
VAT: 86-0741227
Domestic: (800) 978-2737
International: +1.800.978.2737

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Payment Summary
Date Subtotal Tax Total
Sep 2024 $241,692.55 $8,023.62 $249,716.17
Sep 2025 $381,993.02 $8,620.07 $390,613.09
Sep 2026 $381,993.02 $8,620.07 $390,613.09
Sep 2027 $381,993.02 $8,620.07 $390,613.09
Sep 2028 $381,993.02 $8,620.05 $390,613.07
Total $1,769,664.63 $42,503.88 $1,812,168.51

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Quote Unbundled Price: $2,653,926.12
Quote List Price: $2,309,143.92
Quote Subtotal: $1,769,664.63
Pricing
All deliverables are detailed in Delivery Schedules section lower in proposal Item Description Qty Term Unbundled List Price Net Price Subtotal Tax Total Program
100553 TRANSFER CREDIT - SOFTWARE AND SERVICES 1 $1.00 ($55,224.00) ($55,224.00) $0.00 ($55,224.00) 100553 TRANSFER CREDIT - SOFTWARE AND SERVICES 1 $1.00 ($9,468.38) ($9,468.38) $0.00 ($9,468.38) 100553 TRANSFER CREDIT - SOFTWARE AND SERVICES 1 $1.00 ($396.78) ($396.78) $0.00 ($396.78) 100552 TRANSFER CREDIT - GOODS 1 $1.00 $613.62 $613.62 $50.63 $664.25 100552 TRANSFER CREDIT - GOODS 1 $1.00 $23,695.85 $23,695.85 $1,954.91 $25,650.76 M00016 BUNDLE - FUSUS BASIC 1 60 $5,042.01 $4,513.61 $3,382.50 $202,950.00 $0.00 $202,950.00 Fleet3ARe Fleet 3 Advanced Renewal 22 60 $229.34 $189.57 $170.61 $225,205.20 $2,523.46 $227,728.66 M00010 BUNDLE - OFFICER SAFETY PLAN 10 108 60 $257.06 $216.65 $183.06 $1,186,228.80 $37,974.88 $1,224,203.68 T00001 AB4 FLEX POV TAP BUNDLE 25 60 $6.52 $7.37 $2.06 $3,090.00 $0.00 $3,090.00 A la Carte Hardware
72036 AXON FLEET 3 - STANDARD 2 CAMERA KIT 22 $2,695.00 $0.00 $0.00 $0.00 $0.00 H00004 AB4 FLEX POV HARDWARE BUNDLE 25 $249.00 $0.00 $0.00 $0.00 $0.00 H00002 AB4 Multi Bay Dock Bundle 3 $1,638.90 $0.00 $0.00 $0.00 $0.00 H00001 AB4 Camera Bundle 18 $849.00 $0.00 $0.00 $0.00 $0.00 H00001 AB4 Camera Bundle 90 $849.00 $0.00 $0.00 $0.00 $0.00 H00002 AB4 Multi Bay Dock Bundle 11 $1,638.90 $0.00 $0.00 $0.00 $0.00 A la Carte Software
50039 AXON INTERVIEW - CLIENT SOFTWARE - MAINT. PER
TOUCH PANEL 2 60 $28.21 $28.21 $3,385.20 $0.00 $3,385.20 50043 AXON INTERVIEW - STREAMING SERVER
MAINTENANCE - PER SERVER 2 60 $32.98 $32.98 $3,957.60 $0.00 $3,957.60 50045 AXON EVIDENCE - STORAGE - INTERVIEW ROOM
UNLIMITED 2 60 $111.75 $111.75 $13,410.00 $0.00 $13,410.00 100590 AXON MY90 - LICENSE 108 60 $10.85 $10.85 $70,308.00 $0.00 $70,308.00 73739 AXON PERFORMANCE - LICENSE 108 60 $10.85 $10.85 $70,308.00 $0.00 $70,308.00 ProLicense Pro License Bundle 5 60 $43.40 $43.33 $12,999.00 $0.00 $12,999.00 A la Carte Services
100105 AXON MY90 - PSO - SETUP 1 $3,000.00 $3,000.00 $3,000.00 $0.00 $3,000.00 100159 AXON FLEET 3 - SERVICES - ALPR API INTEGRATION 1 $3,000.00 $3,000.00 $3,000.00 $0.00 $3,000.00 79999 AXON EVIDENCE - IMPLEMENTATION FOR AUTO
TAGGING/PERFORMANCE 1 $3,000.00 $3,000.00 $3,000.00 $0.00 $3,000.00 85149 AXON TASER - 2 DAY PRODUCT SPECIFIC INSTRUCTOR
COURSE 1 $6,786.00 $6,786.00 $6,786.00 $0.00 $6,786.00
A la Carte Warranties
50448 AXON INTERVIEW - EXT WARRANTY 2 49 $28.74 $28.74 $2,816.52 $0.00 $2,816.52 Total $1,769,664.63 $42,503.88 $1,812,168.51

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Delivery Schedule
Hardware
Bundle Item Description QTY Shipping Location Estimated Delivery Date AB4 Camera Bundle 100147 AXON BODY 4 - CAMERA - NA US FIRST RESPONDER BLK RAPIDLOCK 90 1 09/15/2024
AB4 Camera Bundle 100147 AXON BODY 4 - CAMERA - NA US FIRST RESPONDER BLK RAPIDLOCK 18 1 09/15/2024
AB4 Camera Bundle 100147 AXON BODY 4 - CAMERA - NA US FIRST RESPONDER BLK RAPIDLOCK 3 1 09/15/2024
AB4 Camera Bundle 100466 AXON BODY 4 - CABLE - USB-C TO USB-C 20 1 09/15/2024 AB4 Camera Bundle 100466 AXON BODY 4 - CABLE - USB-C TO USB-C 99 1 09/15/2024 AB4 Camera Bundle 74028 AXON BODY - MOUNT - WING CLIP RAPIDLOCK 20 1 09/15/2024 AB4 Camera Bundle 74028 AXON BODY - MOUNT - WING CLIP RAPIDLOCK 99 1 09/15/2024 AB4 FLEX POV HARDWARE BUNDLE 100200 AB4 FLEX POV MODULE 25 1 09/15/2024 AB4 FLEX POV HARDWARE BUNDLE 100852 AXON BODY 4 - C-CLIP - POV 25 1 09/15/2024 AB4 FLEX POV HARDWARE BUNDLE 100853 AXON BODY 4 - MOUNT - POV COLLAR 28 1 09/15/2024 AB4 FLEX POV HARDWARE BUNDLE 100958 AXON BODY 4 - FLEX POV MODULE CABLE 48 IN 25 1 09/15/2024 AB4 Multi Bay Dock Bundle 100206 AXON BODY 4 - 8 BAY DOCK 3 1 09/15/2024 AB4 Multi Bay Dock Bundle 100206 AXON BODY 4 - 8 BAY DOCK 11 1 09/15/2024 AB4 Multi Bay Dock Bundle 70033 AXON - DOCK WALL MOUNT - BRACKET ASSY 11 1 09/15/2024 AB4 Multi Bay Dock Bundle 70033 AXON - DOCK WALL MOUNT - BRACKET ASSY 3 1 09/15/2024 AB4 Multi Bay Dock Bundle 71019 AXON BODY - DOCK POWERCORD - NORTH AMERICA 3 1 09/15/2024 AB4 Multi Bay Dock Bundle 71019 AXON BODY - DOCK POWERCORD - NORTH AMERICA 11 1 09/15/2024 BUNDLE - FUSUS BASIC 101386 AXON RESPOND - FUSUSCORE - PRO 2.0 4TB HDD STORAGE 4 1 09/15/2024 BUNDLE - FUSUS BASIC 101391 AXON RESPOND - FUSUSCORE - ELITE AI 2.0 44TB HDD STORAGE 1 1 09/15/2024
BUNDLE - FUSUS BASIC 101408 AXON RESPOND - FUSUSCORE - CAD 1 1 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 100390 AXON TASER 10 - HANDLE - YELLOW CLASS 3R 3 2 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 100390 AXON TASER 10 - HANDLE - YELLOW CLASS 3R 108 2 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 100393 AXON TASER 10 - MAGAZINE - LIVE DUTY BLACK 3 1 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 100393 AXON TASER 10 - MAGAZINE - LIVE DUTY BLACK 108 1 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 100394 AXON TASER 10 - MAGAZINE - HALT TRAINING BLUE 8 1 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 100395 AXON TASER 10 - MAGAZINE - LIVE TRAINING PURPLE 6 1 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 100396 AXON TASER 10 - MAGAZINE - INERT RED 30 1 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 100399 AXON TASER 10 - CARTRIDGE - LIVE 2160 1 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 100400 AXON TASER 10 - CARTRIDGE - HALT 650 1 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 100401 AXON TASER 10 - CARTRIDGE - INERT 300 1 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 100611 AXON TASER 10 - SAFARILAND HOLSTER - RH 108 1 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 100623 AXON TASER - TRAINING - ENHANCED HALT SUIT V2 2 1 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 100681 AXON SIGNAL - SIDEARM SENSOR ONLY 108 1 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 20018 AXON TASER - BATTERY PACK - TACTICAL 19 1 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 20018 AXON TASER - BATTERY PACK - TACTICAL 3 1 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 20018 AXON TASER - BATTERY PACK - TACTICAL 108 1 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 70033 AXON - DOCK WALL MOUNT - BRACKET ASSY 2 1 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 71019 AXON BODY - DOCK POWERCORD - NORTH AMERICA 2 1 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 71044 AXON SIGNAL - BATTERY - CR2430 SINGLE PACK 216 1 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 74200 AXON TASER - DOCK - SIX BAY PLUS CORE 2 1 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 80087 AXON TASER - TARGET - CONDUCTIVE PROFESSIONAL RUGGEDIZED 2 1 09/15/2024
BUNDLE - OFFICER SAFETY PLAN 10 80090 AXON TASER - TARGET FRAME - PROFESSIONAL 27.5 IN X 75 2 1 09/15/2024

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Hardware
Bundle Item Description QTY Shipping Location Estimated Delivery Date IN
A la Carte 72036 AXON FLEET 3 - STANDARD 2 CAMERA KIT 22 1 09/15/2024 BUNDLE - OFFICER SAFETY PLAN 10 100399 AXON TASER 10 - CARTRIDGE - LIVE 330 1 09/15/2025 BUNDLE - OFFICER SAFETY PLAN 10 100400 AXON TASER 10 - CARTRIDGE - HALT 870 1 09/15/2025 BUNDLE - OFFICER SAFETY PLAN 10 100399 AXON TASER 10 - CARTRIDGE - LIVE 320 1 09/15/2026 BUNDLE - OFFICER SAFETY PLAN 10 100400 AXON TASER 10 - CARTRIDGE - HALT 860 1 09/15/2026 BUNDLE - OFFICER SAFETY PLAN 10 73309 AXON BODY - TAP REFRESH 1 - CAMERA 111 1 03/15/2027 BUNDLE - OFFICER SAFETY PLAN 10 73689 AXON BODY - TAP REFRESH 1 - DOCK MULTI BAY 14 1 03/15/2027 BUNDLE - OFFICER SAFETY PLAN 10 100399 AXON TASER 10 - CARTRIDGE - LIVE 330 1 09/15/2027 BUNDLE - OFFICER SAFETY PLAN 10 100400 AXON TASER 10 - CARTRIDGE - HALT 870 1 09/15/2027 BUNDLE - OFFICER SAFETY PLAN 10 100399 AXON TASER 10 - CARTRIDGE - LIVE 320 1 09/15/2028 BUNDLE - OFFICER SAFETY PLAN 10 100400 AXON TASER 10 - CARTRIDGE - HALT 860 1 09/15/2028 AB4 FLEX POV TAP BUNDLE 100976 AXON BODY - TAP REFRESH 1 - AB4 FLEX POV 25 1 09/15/2029 BUNDLE - OFFICER SAFETY PLAN 10 73310 AXON BODY - TAP REFRESH 2 - CAMERA 111 1 09/15/2029 BUNDLE - OFFICER SAFETY PLAN 10 73688 AXON BODY - TAP REFRESH 2 - DOCK MULTI BAY 14 1 09/15/2029 Fleet 3 Advanced Renewal 72040 AXON FLEET - TAP REFRESH 1 - 2 CAMERA KIT 22 1 09/15/2029 Software
Bundle Item Description QTY Estimated Start Date Estimated End Date BUNDLE - FUSUS BASIC 101357 AXON RESPOND - FUSUSONE - BASIC LEVEL SAAS 1 10/15/2024 10/14/2029 BUNDLE - OFFICER SAFETY PLAN 10 101180 AXON TASER - DATA SCIENCE PROGRAM 108 10/15/2024 10/14/2029 BUNDLE - OFFICER SAFETY PLAN 10 20248 AXON TASER - EVIDENCE.COM LICENSE 2 10/15/2024 10/14/2029 BUNDLE - OFFICER SAFETY PLAN 10 20248 AXON TASER - EVIDENCE.COM LICENSE 108 10/15/2024 10/14/2029 BUNDLE - OFFICER SAFETY PLAN 10 73638 AXON STANDARDS - LICENSE 108 10/15/2024 10/14/2029 BUNDLE - OFFICER SAFETY PLAN 10 73680 AXON RESPOND PLUS - LICENSE 108 10/15/2024 10/14/2029 BUNDLE - OFFICER SAFETY PLAN 10 73683 AXON EVIDENCE - STORAGE - 10GB A LA CARTE 1080 10/15/2024 10/14/2029 BUNDLE - OFFICER SAFETY PLAN 10 73686 AXON EVIDENCE - STORAGE - UNLIMITED (AXON DEVICE) 108 10/15/2024 10/14/2029 BUNDLE - OFFICER SAFETY PLAN 10 73746 AXON EVIDENCE - ECOM LICENSE - PRO 108 10/15/2024 10/14/2029 BUNDLE - OFFICER SAFETY PLAN 10 73746 AXON EVIDENCE - ECOM LICENSE - PRO 1 10/15/2024 10/14/2029 Fleet 3 Advanced Renewal 80400 AXON EVIDENCE - FLEET VEHICLE LICENSE 22 10/15/2024 10/14/2029 Fleet 3 Advanced Renewal 80401 AXON FLEET 3 - ALPR LICENSE - 1 CAMERA 22 10/15/2024 10/14/2029 Fleet 3 Advanced Renewal 80402 AXON RESPOND - LICENSE - FLEET 3 22 10/15/2024 10/14/2029 Fleet 3 Advanced Renewal 80410 AXON EVIDENCE - STORAGE - FLEET 1 CAMERA UNLIMITED 44 10/15/2024 10/14/2029 Pro License Bundle 73683 AXON EVIDENCE - STORAGE - 10GB A LA CARTE 15 10/15/2024 10/14/2029 Pro License Bundle 73746 AXON EVIDENCE - ECOM LICENSE - PRO 5 10/15/2024 10/14/2029 A la Carte 100590 AXON MY90 - LICENSE 108 10/15/2024 10/14/2029 A la Carte 50039 AXON INTERVIEW - CLIENT SOFTWARE - MAINT. PER TOUCH PANEL 2 10/15/2024 10/14/2029
A la Carte 50043 AXON INTERVIEW - STREAMING SERVER MAINTENANCE - PER SERVER 2 10/15/2024 10/14/2029
A la Carte 50045 AXON EVIDENCE - STORAGE - INTERVIEW ROOM UNLIMITED 2 10/15/2024 10/14/2029 A la Carte 73739 AXON PERFORMANCE - LICENSE 108 10/15/2024 10/14/2029 Services
Bundle Item Description QTY
BUNDLE - FUSUS BASIC 101421 AXON RESPOND - FUSUS SOFTWARE IMPLEMENTATION 1 BUNDLE - FUSUS BASIC 101422 AXON RESPOND - FUSUS HARDWARE DEPLOYMENT 3 BUNDLE - OFFICER SAFETY PLAN 10 100751 AXON TASER 10 - REPLACEMENT ACCESS PROGRAM - DUTY CARTRIDGE 108 BUNDLE - OFFICER SAFETY PLAN 10 101193 AXON TASER - ON DEMAND CERTIFICATION 1 Fleet 3 Advanced Renewal 73392 AXON FLEET 3 - INSTALLATION - UPGRADE (PER VEHICLE) 22

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Services
Bundle Item Description QTY
A la Carte 100105 AXON MY90 - PSO - SETUP 1
A la Carte 100159 AXON FLEET 3 - SERVICES - ALPR API INTEGRATION 1 A la Carte 79999 AXON EVIDENCE - IMPLEMENTATION FOR AUTO TAGGING/PERFORMANCE 1 A la Carte 85149 AXON TASER - 2 DAY PRODUCT SPECIFIC INSTRUCTOR COURSE 1 Warranties
Bundle Item Description QTY Estimated Start Date Estimated End Date AB4 FLEX POV TAP BUNDLE 100945 AXON BODY 4 - EXT WARRANTY - FLEX POV MODULE 25 09/15/2025 10/14/2029 BUNDLE - FUSUS BASIC 101424 AXON RESPOND - FUSUSCORE - EXTENDED WARRANTY 1 09/15/2025 10/14/2029 BUNDLE - FUSUS BASIC 101424 AXON RESPOND - FUSUSCORE - EXTENDED WARRANTY 4 09/15/2025 10/14/2029 BUNDLE - FUSUS BASIC 101424 AXON RESPOND - FUSUSCORE - EXTENDED WARRANTY 1 09/15/2025 10/14/2029 BUNDLE - OFFICER SAFETY PLAN 10 100704 AXON TASER 10 - EXT WARRANTY - HANDLE 108 09/15/2025 10/14/2029 BUNDLE - OFFICER SAFETY PLAN 10 100704 AXON TASER 10 - EXT WARRANTY - HANDLE 3 09/15/2025 10/14/2029 BUNDLE - OFFICER SAFETY PLAN 10 80374 AXON TASER - EXT WARRANTY - BATTERY PACK T7/T10 19 09/15/2025 10/14/2029 BUNDLE - OFFICER SAFETY PLAN 10 80374 AXON TASER - EXT WARRANTY - BATTERY PACK T7/T10 108 09/15/2025 10/14/2029 BUNDLE - OFFICER SAFETY PLAN 10 80374 AXON TASER - EXT WARRANTY - BATTERY PACK T7/T10 3 09/15/2025 10/14/2029 BUNDLE - OFFICER SAFETY PLAN 10 80396 AXON TASER - EXT WARRANTY - DOCK SIX BAY T7/T10 2 09/15/2025 10/14/2029 BUNDLE - OFFICER SAFETY PLAN 10 80464 AXON BODY - TAP WARRANTY - CAMERA 108 09/15/2025 10/14/2029 BUNDLE - OFFICER SAFETY PLAN 10 80464 AXON BODY - TAP WARRANTY - CAMERA 3 09/15/2025 10/14/2029 BUNDLE - OFFICER SAFETY PLAN 10 80465 AXON BODY - TAP WARRANTY - MULTI BAY DOCK 14 09/15/2025 10/14/2029 Fleet 3 Advanced Renewal 80495 AXON FLEET 3 - EXT WARRANTY - 2 CAMERA KIT 22 09/15/2025 10/14/2029 A la Carte 50448 AXON INTERVIEW - EXT WARRANTY 2 09/15/2025 10/14/2029

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Shipping Locations
Location Number Street City State Zip Country
1 611 W 22nd St Merced CA 95340-3703 USA
2 611 W 22nd St Merced CA 95340-3703 USA
Payment Details
Sep 2024
Invoice Plan Item Description Qty Subtotal Tax Total
Upfront 100105 AXON MY90 - PSO - SETUP 1 $3,000.00 $0.00 $3,000.00 Upfront 100159 AXON FLEET 3 - SERVICES - ALPR API INTEGRATION 1 $3,000.00 $0.00 $3,000.00 Upfront 79999 AXON EVIDENCE - IMPLEMENTATION FOR AUTO TAGGING/PERFORMANCE 1 $3,000.00 $0.00 $3,000.00 Upfront 85149 AXON TASER - 2 DAY PRODUCT SPECIFIC INSTRUCTOR COURSE 1 $6,786.00 $0.00 $6,786.00 Upfront H00001 AB4 Camera Bundle 90 $0.00 $0.00 $0.00
Upfront H00001 AB4 Camera Bundle 18 $0.00 $0.00 $0.00
Upfront H00002 AB4 Multi Bay Dock Bundle 11 $0.00 $0.00 $0.00 Upfront H00002 AB4 Multi Bay Dock Bundle 3 $0.00 $0.00 $0.00 Upfront H00004 AB4 FLEX POV HARDWARE BUNDLE 25 $0.00 $0.00 $0.00 Year 1 100590 AXON MY90 - LICENSE 108 $10,447.77 $0.00 $10,447.77 Year 1 50039 AXON INTERVIEW - CLIENT SOFTWARE - MAINT. PER TOUCH PANEL 2 $503.04 $0.00 $503.04 Year 1 50043 AXON INTERVIEW - STREAMING SERVER MAINTENANCE - PER SERVER 2 $588.10 $0.00 $588.10 Year 1 50045 AXON EVIDENCE - STORAGE - INTERVIEW ROOM UNLIMITED 2 $1,992.73 $0.00 $1,992.73 Year 1 50448 AXON INTERVIEW - EXT WARRANTY 2 $418.53 $0.00 $418.53 Year 1 72036 AXON FLEET 3 - STANDARD 2 CAMERA KIT 22 $0.00 $0.00 $0.00 Year 1 73739 AXON PERFORMANCE - LICENSE 108 $10,447.77 $0.00 $10,447.77 Year 1 Fleet3ARe Fleet 3 Advanced Renewal 22 $33,465.50 $374.99 $33,840.49 Year 1 M00010 BUNDLE - OFFICER SAFETY PLAN 10 108 $176,273.60 $5,643.09 $181,916.69 Year 1 M00016 BUNDLE - FUSUS BASIC 1 $30,158.37 $0.00 $30,158.37 Year 1 ProLicense Pro License Bundle 5 $1,931.65 $0.00 $1,931.65 Year 1 T00001 AB4 FLEX POV TAP BUNDLE 25 $459.18 $0.00 $459.18 Invoice Upon Fulfillment 100552 TRANSFER CREDIT - GOODS 1 $23,695.85 $1,954.91 $25,650.76 Invoice Upon Fulfillment 100552 TRANSFER CREDIT - GOODS 1 $613.62 $50.63 $664.25 Invoice Upon Fulfillment 100553 TRANSFER CREDIT - SOFTWARE AND SERVICES 1 ($55,224.00) $0.00 ($55,224.00) Invoice Upon Fulfillment 100553 TRANSFER CREDIT - SOFTWARE AND SERVICES 1 ($9,468.38) $0.00 ($9,468.38) Invoice Upon Fulfillment 100553 TRANSFER CREDIT - SOFTWARE AND SERVICES 1 ($396.78) $0.00 ($396.78) Total $241,692.55 $8,023.62 $249,716.17
Oct 2024
Invoice Plan Item Description Qty Subtotal Tax Total
Invoice Upon Fulfillment M00010 BUNDLE - OFFICER SAFETY PLAN 10 108 $0.00 $0.00 $0.00 Total $0.00 $0.00 $0.00
Sep 2025
Invoice Plan Item Description Qty Subtotal Tax Total
Year 2 100590 AXON MY90 - LICENSE 108 $14,965.06 $0.00 $14,965.06 Year 2 50039 AXON INTERVIEW - CLIENT SOFTWARE - MAINT. PER TOUCH PANEL 2 $720.54 $0.00 $720.54

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Sep 2025
Invoice Plan Item Description Qty Subtotal Tax Total
Year 2 50043 AXON INTERVIEW - STREAMING SERVER MAINTENANCE - PER SERVER 2 $842.38 $0.00 $842.38 Year 2 50045 AXON EVIDENCE - STORAGE - INTERVIEW ROOM UNLIMITED 2 $2,854.32 $0.00 $2,854.32 Year 2 50448 AXON INTERVIEW - EXT WARRANTY 2 $599.50 $0.00 $599.50 Year 2 72036 AXON FLEET 3 - STANDARD 2 CAMERA KIT 22 $0.00 $0.00 $0.00 Year 2 73739 AXON PERFORMANCE - LICENSE 108 $14,965.06 $0.00 $14,965.06 Year 2 Fleet3ARe Fleet 3 Advanced Renewal 22 $47,934.94 $537.12 $48,472.06 Year 2 M00010 BUNDLE - OFFICER SAFETY PLAN 10 108 $252,488.75 $8,082.95 $260,571.70 Year 2 M00016 BUNDLE - FUSUS BASIC 1 $43,197.92 $0.00 $43,197.92 Year 2 ProLicense Pro License Bundle 5 $2,766.84 $0.00 $2,766.84 Year 2 T00001 AB4 FLEX POV TAP BUNDLE 25 $657.71 $0.00 $657.71 Total $381,993.02 $8,620.07 $390,613.09
Sep 2026
Invoice Plan Item Description Qty Subtotal Tax Total
Year 3 100590 AXON MY90 - LICENSE 108 $14,965.06 $0.00 $14,965.06 Year 3 50039 AXON INTERVIEW - CLIENT SOFTWARE - MAINT. PER TOUCH PANEL 2 $720.54 $0.00 $720.54 Year 3 50043 AXON INTERVIEW - STREAMING SERVER MAINTENANCE - PER SERVER 2 $842.38 $0.00 $842.38 Year 3 50045 AXON EVIDENCE - STORAGE - INTERVIEW ROOM UNLIMITED 2 $2,854.32 $0.00 $2,854.32 Year 3 50448 AXON INTERVIEW - EXT WARRANTY 2 $599.50 $0.00 $599.50 Year 3 72036 AXON FLEET 3 - STANDARD 2 CAMERA KIT 22 $0.00 $0.00 $0.00 Year 3 73739 AXON PERFORMANCE - LICENSE 108 $14,965.06 $0.00 $14,965.06 Year 3 Fleet3ARe Fleet 3 Advanced Renewal 22 $47,934.94 $537.12 $48,472.06 Year 3 M00010 BUNDLE - OFFICER SAFETY PLAN 10 108 $252,488.75 $8,082.95 $260,571.70 Year 3 M00016 BUNDLE - FUSUS BASIC 1 $43,197.92 $0.00 $43,197.92 Year 3 ProLicense Pro License Bundle 5 $2,766.84 $0.00 $2,766.84 Year 3 T00001 AB4 FLEX POV TAP BUNDLE 25 $657.71 $0.00 $657.71 Total $381,993.02 $8,620.07 $390,613.09
Sep 2027
Invoice Plan Item Description Qty Subtotal Tax Total
Year 4 100590 AXON MY90 - LICENSE 108 $14,965.06 $0.00 $14,965.06 Year 4 50039 AXON INTERVIEW - CLIENT SOFTWARE - MAINT. PER TOUCH PANEL 2 $720.54 $0.00 $720.54 Year 4 50043 AXON INTERVIEW - STREAMING SERVER MAINTENANCE - PER SERVER 2 $842.38 $0.00 $842.38 Year 4 50045 AXON EVIDENCE - STORAGE - INTERVIEW ROOM UNLIMITED 2 $2,854.32 $0.00 $2,854.32 Year 4 50448 AXON INTERVIEW - EXT WARRANTY 2 $599.50 $0.00 $599.50 Year 4 72036 AXON FLEET 3 - STANDARD 2 CAMERA KIT 22 $0.00 $0.00 $0.00 Year 4 73739 AXON PERFORMANCE - LICENSE 108 $14,965.06 $0.00 $14,965.06 Year 4 Fleet3ARe Fleet 3 Advanced Renewal 22 $47,934.94 $537.12 $48,472.06 Year 4 M00010 BUNDLE - OFFICER SAFETY PLAN 10 108 $252,488.75 $8,082.95 $260,571.70 Year 4 M00016 BUNDLE - FUSUS BASIC 1 $43,197.92 $0.00 $43,197.92 Year 4 ProLicense Pro License Bundle 5 $2,766.84 $0.00 $2,766.84 Year 4 T00001 AB4 FLEX POV TAP BUNDLE 25 $657.71 $0.00 $657.71 Total $381,993.02 $8,620.07 $390,613.09
Sep 2028
Invoice Plan Item Description Qty Subtotal Tax Total
Year 5 100590 AXON MY90 - LICENSE 108 $14,965.06 $0.00 $14,965.06 Year 5 50039 AXON INTERVIEW - CLIENT SOFTWARE - MAINT. PER TOUCH PANEL 2 $720.54 $0.00 $720.54 Year 5 50043 AXON INTERVIEW - STREAMING SERVER MAINTENANCE - PER SERVER 2 $842.38 $0.00 $842.38 Year 5 50045 AXON EVIDENCE - STORAGE - INTERVIEW ROOM UNLIMITED 2 $2,854.32 $0.00 $2,854.32

Page 9 ends

Sep 2028
Invoice Plan Item Description Qty Subtotal Tax Total
Year 5 50448 AXON INTERVIEW - EXT WARRANTY 2 $599.50 $0.00 $599.50 Year 5 72036 AXON FLEET 3 - STANDARD 2 CAMERA KIT 22 $0.00 $0.00 $0.00 Year 5 73739 AXON PERFORMANCE - LICENSE 108 $14,965.06 $0.00 $14,965.06 Year 5 Fleet3ARe Fleet 3 Advanced Renewal 22 $47,934.94 $537.11 $48,472.05 Year 5 M00010 BUNDLE - OFFICER SAFETY PLAN 10 108 $252,488.75 $8,082.94 $260,571.69 Year 5 M00016 BUNDLE - FUSUS BASIC 1 $43,197.92 $0.00 $43,197.92 Year 5 ProLicense Pro License Bundle 5 $2,766.84 $0.00 $2,766.84 Year 5 T00001 AB4 FLEX POV TAP BUNDLE 25 $657.71 $0.00 $657.71 Total $381,993.02 $8,620.05 $390,613.07

Page 10 ends

Tax is estimated based on rates applicable at date of quote and subject to change at time of invoicing. If a tax exemption certificate should be applied, please submit prior to invoicing.

Standard Terms and Conditions
Axon Enterprise Inc. Sales Terms and Conditions
Axon Master Services and Purchasing Agreement:

This Quote is limited to and conditional upon your acceptance of the provisions set forth herein and Axon’s Master Services and Purchasing Agreement (posted at https://www.axon.com/sales-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 Axon have entered into a prior agreement to govern all future purchases, that agreement shall govern 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 www.axon.com/legal/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 this Quote is subject solely to the above referenced terms and conditions. By signing below, you represent that you are lawfully able to enter into contracts. If you are signing on behalf of an entity (including but not limited to the company, municipality, or government agency for whom you work), you represent to Axon that you have legal authority to bind that entity. If you do not have this authority, please do not sign this Quote.

Page 11 ends

Exceptions to Standard Terms and Conditions
Agency has existing contract #00064433 (originated via Q-313146) and is terminating that contract upon the new license start date (10/15/2024) of this quote.

The parties agree that Axon is granting a refund of $54,610.38 to refund paid, but undelivered services. This discount is based on a ship date range of 9/15/2024 - 9/30/2024, resulting in a 10/15/2024 license date. Any change in this date and resulting license start date will result in modification of this discount value which may result in additional fees due to or from Axon.

This credit is contingent upon agency payment of any outstanding invoices including and not limited to the Year 6 Invoice of contract #00064433 (originated via Q- 313146) set to be invoiced on 4/15/2024.

Agency has existing contracts #00047625, #00070730, and #00077537 (originated via Q-317262, Q-332354, and Q-326642) and is terminating those contracts upon the new license start date (10/15/2024) of this quote.

The parties agree that Axon is charging a debit of $23,299.07 to capture remaining hardware and TAP value. This debit is based on a ship date range of 9/15/2024 - 9/30/2024, resulting in a 10/15/2024 license date. Any change in this date and resulting license start date will result in modification of this discount value which may result in additional fees due to or from Axon.

The parties agree that Axon is granting a refund of $9,468.38 to refund paid, but undelivered services. This discount is based on a ship date range of 9/15/2024 - 9/30/2024, resulting in a 10/15/2024 license date. Any change in this date and resulting license start date will result in modification of this discount value which may result in additional fees due to or from Axon.

This credit is contingent upon agency payment of any outstanding invoices including and not limited to Year 3 of contract #00070730 (INV-220189) and contract #00047625 in full.

1 FLEET STATEMENT OF WORK BETWEEN AXON ENTERPRISE AND AGENCY Introduction
This Statement of Work (“SOW”) has been made and entered into by and between Axon Enterprise, Inc. (“AXON”), and Merced Police Dept. - CA the (“AGENCY”) for the purchase of the Axon Fleet in-car video solution (“FLEET”) and its supporting information, services and training. (AXON Technical Project Manager/The AXON installer)
Purpose and Intent
AGENCY states, and AXON understands and agrees, that Agency’s purpose and intent for entering into this SOW is for the AGENCY to obtain from AXON deliverables, which used solely in conjunction with AGENCY’s existing systems and equipment, which AGENCY specifically agrees to purchase or provide pursuant to the terms of this SOW.

This SOW contains the entire agreement between the parties. There are no promises, agreements, conditions, inducements, warranties or understandings, written or oral, expressed or implied, between the parties, other than as set forth or referenced in the SOW.

Acceptance
Upon completion of the services outlined in this SOW, AGENCY will be provided a professional services acceptance form (“Acceptance Form”). AGENCY will sign the Acceptance Form acknowledging that services have been completed in substantial conformance with this SOW and the Agreement. If AGENCY reasonably believes AXON did not complete the professional services in conformance with this SOW, AGENCY must notify AXON in writing of the specific reasons within seven (7) calendar days from delivery of the Acceptance Form. AXON will remedy the issues to conform with this SOW and re-present the Acceptance Form for signature. If AXON does not receive the signed Acceptance Form or written notification of the reasons for rejection within 7 calendar days of the delivery of the Acceptance Form, AGENCY will be deemed to have accepted the services in accordance to this SOW.

Force Majeure
2 Neither party hereto shall be liable for delays or failure to perform with respect to this SOW due to causes beyond the party’s reasonable control and not avoidable by diligence.

Schedule Change
Each party shall notify the other as soon as possible regarding any changes to agreed upon dates and times of Axon Fleet in-car Solution installation to be performed pursuant of this Statement of Work.

Axon Fleet Deliverables
Typically, within (30) days of receiving this fully executed SOW, an AXON Technical Project Manager will deliver to AGENCY’s primary point of contact via electronic media, controlled documentation, guides, instructions and videos followed by available dates for the initial project review and customer readiness validation. Unless otherwise agreed upon by AXON, AGENCY may print and reproduce said documents for use by its employees only.

Security Clearance and Access
Upon AGENCY’s request, AXON will provide the AGENCY a list of AXON employees, agents, installers or representatives which require access to the AGENCY’s facilities in order to perform Work pursuant of this Statement of Work. AXON will ensure that each employee, agent or representative has been informed or and consented to a criminal background investigation by AGENCY for the purposes of being allowed access to AGENCY‘s facilities. AGENCY is responsible for providing AXON with all required instructions and documentation accompanying the security background check’s requirements.

Training
AXON will provide training applicable to Axon Evidence, Cradlepoint NetCloud Manager and Axon Fleet application in a train-the-trainer style method unless otherwise agreed upon between the AGENCY and AXON.

Local Computer
3 AGNECY is responsible for providing a mobile data computer (MDC) with the same software, hardware, and configuration that AGENCY personnel will use with the AXON system being installed. AGENCY is responsible for making certain that any and all security settings (port openings, firewall settings, antivirus software, virtual private network, routing, etc.) are made prior to the installation, configuration and testing of the aforementioned deliverables.

Network
AGENCY is responsible for making certain that any and all network(s) route traffic to appropriate endpoints and AXON is not liable for network breach, data interception, or loss of data due to misconfigured firewall settings or virus infection, except to the extent that such virus or infection is caused, in whole or in part, by defects in the deliverables.

Cradlepoint Router
When applicable, AGENCY must provide AXON Installers with temporary administrative access to Cradlepoint’s NetCloud Manager to the extent necessary to perform Work pursuant of this Statement of Work.

Evidence.com
AGENCY must provide AXON Installers with temporary administrative access to Axon Evidence.com to the extent necessary to perform Work pursuant of this SOW.

Wireless Upload System
If purchased by the AGENCY, on such dates and times mutually agreed upon by the parties, AXON will install and configure into AGENCY’s existing network a wireless network infrastructure as identified in the AGENCY’s binding quote based on conditions of the sale.

VEHICLE INSTALLATION
Preparedness
4 On such dates and times mutually agreed upon by the parties, the AGENCY will deliver all vehicles to an AXON Installer less weapons and items of evidence.

Vehicle(s) will be deemed ‘out of service’ to the extent necessary to perform Work pursuant of this SOW.

Existing Mobile Video Camera System Removal
On such dates and times mutually agreed upon by the parties, the AGENCY will deliver all vehicles to an AXON Installer which will remove from said vehicles all components of the existing mobile video camera system unless otherwise agreed upon by the AGENCY.

Major components will be salvaged by the AXON Installer for auction by the AGENCY. Wires and cables are not considered expendable and will not be salvaged. Salvaged components will be placed in a designated area by the AGENCY within close proximity of the vehicle in an accessible work space.

Prior to removing the existing mobile video camera systems, it is both the responsibility of the AGENCY and the AXON Installer to test the vehicle’s systems’ operation to identify and operate, documenting any existing component or system failures and in detail, identify which components of the existing mobile video camera system will be removed by the AXON Installer.

In-Car Hardware/Software Delivery and Installation
On such dates and times mutually agreed upon by the parties, the AGENCY will deliver all vehicles to an AXON Installer, who will install and configure in each vehicle in accordance with the specifications detailed in the system’s installation manual and its relevant addendum(s). Applicable in-car hardware will be installed and configured as defined and validated by the AGENCY during the pre-deployment discovery process.

If a specified vehicle is unavailable on the date and time agreed upon by the parties, AGENCY will provide a similar vehicle for the installation process. Delays due to a vehicle, or substitute vehicle, not being available at agreed upon dates and times may results in additional fees to the AGENCY. If the AXON Installer determines that a vehicle is not properly prepared for installation (“Not Fleet Ready”), such as a battery not being properly charged or properly up-fit for in-service, field operations, the issue shall be reported immediately to the AGENCY for resolution and a date and time for the future installation shall be agreed upon by the parties.
5 Upon completion of installation and configuration, AXON will systematically test all installed and configured in-car hardware and software to ensure that ALL functions of the hardware and software are fully operational and that any deficiencies are corrected unless otherwise agreed upon by the AGENCY, installation, configuration, test and the correct of any deficiencies will be completed in each vehicle accepted for installation.

Prior to installing the Axon Fleet camera systems, it is both the responsibility of the AGENCY and the AXON Installer to test the vehicle’s existing systems’ operation to identify, document any existing component or vehicle systems’ failures. Prior to any vehicle up-fitting the AXON Installer will introduce the system’s components, basic functions, integrations and systems overview along with reference to AXON approved, AGENCY manuals, guides, portals and videos. It is both the responsibility of the AGENCY and the AXON Installer to agree on placement of each components, the antenna(s), integration recording trigger sources and customer preferred power, ground and ignition sources prior to permanent or temporary installation of an Axon Fleet camera solution in each vehicle type.

Agreed placement will be documented by the AXON Installer.

AXON welcomes up to 5 persons per system operation training session per day, and unless otherwise agreed upon by the AGENCY, the first vehicle will be used for an installation training demonstration. The second vehicle will be used for an assisted installation training demonstration. The installation training session is customary to any AXON Fleet installation service regardless of who performs the continued Axon Fleet system installations. 6 The customary training session does not ‘certify’ a non-AXON Installer, customer-employed Installer or customer 3rd party Installer, since the AXON Fleet products does not offer an Installer certification program. Any work performed by non-AXON Installer, customer-employed Installer or customer 3rd party Installer is not warrantied by AXON, and AXON is not liable for any damage to the vehicle and its existing systems and AXON Fleet hardware.

Master Services and Purchasing Agreement for Customer

Title: Master Services and Purchasing Agreement between Axon and Customer Department: Legal
Version: 22
Release Date: 8/2/2024 Page 1 of 27
This Master Services and Purchasing Agreement ("Agreement") is between Axon Enterprise, Inc. ("Axon"), and the customer listed below or, if no customer is listed below, the customer on the Quote attached hereto ("Customer").

This Agreement is effective as of the later of the (a) last signature date on this Agreement or (b) date of acceptance of the Quote ("Effective Date"). Axon and Customer are each a " Party" and collectively "Parties". This Agreement governs Customer’s purchase and use of the Axon Devices and Services detailed in the Quote as defined below.It is the intent of the Parties that this Agreement will govern all subsequent purchases by Customer for the same Axon Devices and Services in the Quote, and all such subsequent quotes accepted by Customer shall be also incorporated into this Agreement by reference as a Quote. The Parties agree as follows:

1. D efinitions .

1.1. " Axon Cloud Services" means Axon’s web services, including but not limited to, Axon Evidence, Axon Records, Axon Dispatch, FUSUS services and interactions between Axon Evidence and Axon Devices or Axon client software. Axon Cloud Service excludes third-party applications, hardware warranties, and my.evidence.com.

1.2. " Axon Device" means all hardware provided by Axon under this Agreement. Axon-manufactured Devices are a subset of Axon Devices.

1.3. " Quote" means an offer to sell and is only valid for devices and services on the offer at the specified prices.

Any inconsistent or supplemental terms within Customer’s purchase order in response to a Quote will be void.

Orders are subject to prior credit approval. Changes in the deployment estimated ship date may change charges in the Quote. Shipping dates are estimates only. Axon is not responsible for typographical errors in any Quote by Axon, and Axon reserves the right to cancel any orders resulting from such errors.

1.4. " Services" means all services provided by Axon under this Agreement, including software, Axon Cloud Services, and professional services.

2. Term. This Agreement begins on the Effective Date and continues until all subscriptions hereunder have expired or have been terminated ("Term").

2.1. All subscriptions including Axon Evidence, Axon Fleet, Officer Safety Plans, Technology Assurance Plans, and TASER 7 or TASER 10 plans begin on the date stated in the Quote. Each subscription term ends upon completion of the subscription stated in the Quote ("Subscription Term").

2.2. Upon completion of the Subscription Term, the Subscription Term will automatically renew for an additional 5 years ("Renewal Term"). For purchase of TASER 7 or TASER 10 as a standalone, Axon may increase pricing to its then-current list pricing for any Renewal Term. For all other purchases, Axon may increase pricing on all line items in the Quote by up to 3% at the beginning of each year of the Renewal Term. New devices and services may require additional terms. Axon will not authorize services until Axon receives a signed Quote or accepts a purchase order, whichever is first.

3. Payment. Axon invoices for Axon Devices upon shipment, or on the date specified within the invoicing plan in the Quote. Payment is due net 30 days from the invoice date. Axon invoices for Axon Cloud Services on an upfront annual basis prior to the beginning of the Subscription Term and upon the anniversary of the Subscription Term. Payment obligations are non-cancelable. Unless otherwise prohibited by law, Customer will pay interest on all past-due sums at the lower of one-and-a-half percent (1.5%) per month or the highest rate allowed by law. Customer will pay invoices without setoff, deduction, or withholding. If Axon sends a past due account to collections, Customer is responsible for collection and attorneys’ fees.

4. T axes. Customer is responsible for sales and other taxes associated with the order unless Customer provides Axon a valid tax exemption certificate.

5. S hipping. 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 Customer upon Axon’s delivery to the common carrier. Customer is responsible for any shipping charges in the Quote.

6. R eturns . All sales are final . Axon does not allow refunds or exchanges, except warranty returns or as provided by state or federal law.

7. W arranty.

7.1. Limited Warranty. Axon warrants that Axon-manufactured Devices are free from defects in workmanship and materials for one (1) year from the date of Customer’s receipt, except Signal Sidearm which Axon warrants for thirty (30) months from Customer ’s receipt and Axon-manufactured accessories, which Axon warrants for ninety (90) days from Customer’s receipt , respectively, from the date of Customer ’s receipt. Used conducted energy weapon ("CEW") cartridges are deemed to have operated properly. Extended warranties run from th e expiration of the one (1) year hardware warranty through the extended warranty term purchased.

Master Services and Purchasing Agreement for Customer

Title: Master Services and Purchasing Agreement between Axon and Customer Department: Legal
Version: 22
Release Date: 8/2/2024 Page 2 of 27

7.2. Disclaimer. All software and Axon Cloud Services are provided "AS IS," without any warranty of any kind, either express or implied, including without limitati on the implied warranties of merchantability, fitness for a particular purpose and non -infringement. Axon Devices and Services that are not manufactured, published or performed by Axon ( "Third-Party Products") are not covered by Axon’s warranty and are only subject to the warranties of the third-party provider or manufacturer.

7.3. Claims. If Axon receives a valid warranty claim for an Axon- manufactured Device during the warranty term, Axon’s sole responsibility is to repair or replace the Axon-manufactured Device with the same or like Axon- manufactured Device, 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) ninety (90) days from the date of repair or replacement.

7.3.1. If Customer exchanges an Axon Device or part, the replacement item becomes Customer’s property, and the replaced item becomes Axon’s property. Before delivering an Axon-manufactured Device for service, Customer 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.

7.4. Spare Axon Devices. At Axon's reasonable discretion, Axon may provide Customer 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 Customer 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 Customer in accordance with shipping terms of this Agreement. Axon assumes no liability or obligation in the event Customer does not utilize Spare Axon Devices for the intended purpose.

7.5. 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 Customer resells Axon Devices.

7.5.1. To t he 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. Customer confirms and agrees that in deciding whether to sign this A greement, Customer has not relied on any statement or representation by Axon or anyone acting on behalf of Axon related to the subject matter of this Agreement that is not in this Agreement.

7.5.2. Axon’s cumulative liability to an y party for any loss or damage resulting from any claim, demand, or action arising out of or relating to this Agreement will not exceed the purchase price paid to Axon for the Axon Device, or if for Services, the amount paid for such S ervices over the twelve (12) months preceding the claim. 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.

7.6. 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.

7.7. 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 Customer 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.

7.8. Axon Aid. Upon mutual agreement between Axon and Customer, Axon may provide certain products and services to Customer, as a charitable donation under the Axon Aid program. In such event, Customer 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 any Releasees or otherwise. Customer agrees not to make or bring any such claim against any Releasee, and forever release and discharge all Releasees from liability under such claims. Customer 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

Master Services and Purchasing Agreement for Customer

Title: Master Services and Purchasing Agreement between Axon and Customer Department: Legal
Version: 22
Release Date: 8/2/2024 Page 3 of 27
upon notice to the Customer.

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 Customer , Axon is only responsible for the performance of Services described in the SOW.

Additional services are out of scope. The Parties must document scope changes in a written and signed change order. Changes may require an equitable adjustment in fees or schedule. The SOW is incorporated into this Agreement by reference.

9. A
xon Device Warnings . See www.axon.com/legal for the most current Axon Device warnings.

10. Design Changes. Axon may make design changes to any Axon Device or Service without notifying Customer or making the same change to Axon Devices and Services previously purchased by Customer.

11. B undled Offerings . Some offerings in bundled offerings may not be generally available at the time of Customer ’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 Customer’s election not to utilize any portion of an Axon bundle.

12. I
nsurance. Axon will maintain General Liability, Workers’ Compensation, and Automobile Liability insurance. Upon request, Axon will supply certificates of insurance.

13. I P Rights. Axon owns and reserves all right, title, and interest in Axon-manufactured Device s and Services a nd suggestions to Axon, including all related intellectual property rights . Customer will not cause any Axon proprietary rights to be violated.

14. I P Indemnification . Axon will indemnify Customer against all claims, losses, and reasonable expenses from any third-party claim alleging that the use of Axon-manufactured Devices, Axon Cloud Services or Axon software (“Axon Products”) infringes or misappropriates the third-party’s intellectual property rights. Customer 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 Products by Customer or a third-party not approved by Axon; (b) use of Axon Products in combination with hardware or services not approved by Axon; (c) use of Axon Products other than as permitted in this Agreement; or (d) use of Axon Products that is not the most current software release provided by Axon.

15. C ustomer Responsibilities. Customer is responsible for (a ) Customer’s use of Axon Devices; (b)Customer or an end user’s breach of this Agreement or violation of applicable law ; (c) disputes between Customer and a third-party over Customer ’s use of Axon Devices; (d) secure and sustainable destruction and disposal of Axon Devices at Customer’s cost; and (e) any regulatory violations or fines, as a result of improper destruction or disposal of Axon Devices.

16. T ermination.

16.1. For Breach. A Party may terminate this Agreement for cause if it provides thirty (30) days written notice of the breach to the other Party , and the breach remains uncured thirty ( 30) days after written notice. If Customer 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 Customer. If sufficient funds are not appropriated or otherwise legally available to pay the fees, Customer may terminate this Agreement . Customer will deliver notice of termination under this section as soon as reasonably practicable.

16.3. Effect of Termination. Upon termination of this Agreement, Customer rights immediately terminate. Customer remains responsible for all fees incurred before the effective date of termination. If Customer purchases Axon Devices for less than the manufacturer’s suggested retail price ("MSRP") and this Agreement terminates before the end of the Term, Axon will invoice Customer the difference between the MSRP for Axon Devices received, including any Spare Axon Devices, and amounts paid towards those Axon Devices. Only if terminating for non- appropriation, Customer may return Axon Devices to Axon within thirty (30) days of termination. MSRP is the standalone price of the individual Axon Device at the time of sale. For bundled Axon Devices, MSRP is the standalone price of all individual components.

17. Confidentiality. "Confidential Information" m eans nonpublic information designated as confidential or, given the nature of the information or circumstances surrounding disclosure , should reasonably be understood to be confidential. Each Party will take reasonable measures to avoid disclosure, dissemination, or unauthorized use of the other Party’s Confidential Information. Unless required by law, neither Party will disclose the other Party’s Confidential Information during the Term and for five ( 5) years thereafter. To the extent permissible by law, Axon pricing is Confidential Information and competition sensitive. If Customer receives a public records request to disclose Axon

Master Services and Purchasing Agreement for Customer

Title: Master Services and Purchasing Agreement between Axon and Customer Department: Legal
Version: 22
Release Date: 8/2/2024 Page 4 of 27
Confidential Information, to the extent allowed by law, Customer will provide notice to Axon before disclosure. Axon may publicly announce information related to this Agreement.

18. General.

18.1. Force Majeure. Neither Party will be liable for any delay or failure to perform due to a cause beyond a Party’s reasonable control.

18.2. Independent Contractors. The Parties are independent contractors . Neither Party has the authority to bind the other. This Agreement does not create a partnership, franchise, joint venture, Customer , 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. T he following sections will survive termination: Payment, Warranty, Axon Device Warnings, Indemnification, IP Rights, Customer Responsibilities and any other Sections detailed in the survival sections of the Appendices.

18.10. Governing Law. The laws of the country, state, province, or municipality where Customer is physically located, without reference to conflict of law rules, govern this Agreement and any dispute arising from it. The United Nations Convention for the International Sale of Goods does not apply to this Agreement.

18.11. Notices. All notices must be in English. Notices posted on Customer’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 Customer shall be provided to the address on file with Axon. Notices to Axon shall be provided to Axon Enterprise, Inc., Attn: Legal, 17800 North 85th Street, Scottsdale, Arizona 85255 with a copy to [email protected].

18.12 Entire Agreement. This Agreement, the Appendices, including any applicable Appendices not attached herein for the products and services purchased, which are incorporated by reference and located in the Master Purchasing and Services Agreement located at https://www.axon.com/sales-terms-and-conditions, Quote 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.

1. Definitions.
a. "Customer Content" is data uploaded into, ingested by, or created in Axon Cloud Services within Customer’s tenant, including media or multimedia uploaded into Axon Cloud Services by Customer .

Customer Content includes Evidence but excludes Non-Content Data. b. " Evidence" is media or multimedia uploaded into Axon Evidence as 'evidence' by a Customer. Evidence is a subset of Customer Content.
c. " Non-Content Data " is data, configuration, and usage information about Customer ’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 Customer Content. d. “ Provided Data” means de -identified, de-personalized, data derived from Customer's TASER energy weapon deployment reports, related TASER energy weapon logs, body -worn camera footage, and incident reports.
e. “ Transformed Data” means the Provided Data used for the purpose of quantitative evaluation of the performance and effectiveness of TASER energy weapons in the field across a variety of circumstances.

2. Access. Upon Axon granting Customer a subscription to Axon Cloud Services , Customer may access and use Axon Cloud Services to store and manage Customer Content. Customer 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, Customer may access and use Axon Evidence only to store and manage TASER CEW and TASER CAM data ("TASER Data"). Customer may not upload non-TASER Data to Axon Evidence Lite.

3. C ustomer Owns Customer Content. Customer controls and owns all right, title, and interest in Customer Content. Except as outlined herein, Axon obtains no interest in Customer Content, and Customer Content is not Axon’s business records. Customer is solely responsible for uploading, sharing, managing, and deleting Customer Content. Axon will only have access to Customer Content for the limited purposes set forth herein. Customer agrees to allow Axon access to Customer Content to (a) perform troubleshooting, maintenance, or diagnostic screenings; and (b) enforce this Agreement or policies governing use of the Axon products.

4. S ecurity. Axon will implement commercially reasonable and appropriate measures to secure Customer Content against accidental or unlawful loss, access or disclosure. Axon will maintain a comprehensive information security program to protect Axon Cloud Services and Customer 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 Crimina l Justice Information Services Security Addendum for its digital evidence or records management systems.

5. C ustomer Responsibilities. Customer is responsible for (a) ensuring Customer owns Customer Content or has the necessary rights to use Customer Content (b) ensuring no Customer Content or Customer end user’s use of Customer Content or Axon Cloud Services violates this Agreement or applicable laws; (c) maintaining necessary computer equipment and Internet connections for use of Axon Cloud Services and (d) verify the accuracy of any auto generated or AI generated reports. If Customer becomes aware of any violation of this Agreement by an end user, Customer will immediately terminate that end user’s access to Axon Cloud Services. a. Customer will also maintain the security of end usernames and passwords and security and access by end users to Customer Content. Customer is responsible for ensuring the configuration and utilization of Axon Cloud Services meet applicable Customer regulation and standards. Customer may not sell, transfer, or sublicense access to any other entity or person. If Customer provides access to unauthorized third-parties, Axon may assess additional fees along with suspending Customer’s access. Customer shall contact Axon immediately if an unauthorized party may be using Customer’s account or Customer Content, or if account information is lost or stolen.

6. Privacy. Customer’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. Customer agrees to allow Axon access to Non-Content Data from Customer to (a) perform troubleshooting, maintenance, or diagnostic Master Services and Purchasing Agreement for Customer
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screenings; (b) provide, develop, improve, and support current and future Axon products and related services; and (c) enforce this Agreement or policies governing the use of Axon products.

7. Axon Body Wi -Fi Positioning. Axon Body cameras may offer a feature to enhance location services where GPS/GNSS signals may not be available, for instance, within buildings or underground. Customer administrators can manage their choice to use this service within the administrative features of Axon Cloud Services. If Customer chooses to use this service, Axon must also enable the usage of the feature for Customer’s Axon Cloud Services tenant. Customer will not see this option with Axon Cloud Services unless Axon has enabled Wi-Fi Positioning for Customer’s Axon Cloud Services tenant.

8. S torage . For Axon Unlimited Device Storage subscriptions, Customer may store unlimited data in Customer's Axon Evidence account only if data originates from Axon Capture or anAxon Device. Axon may charge Customer additional fees for exceeding purchased storage amounts. Axon may place Customer Content that Customer has not viewed or accessed for six ( 6) months into archival storage. Customer Content in archival storage will not have immediate availability and may take up to twenty-four (24) hours to access.

For Third-Party Unlimited Storage the following restrictions apply: (i) it may only be used in conjunction with a valid Axon’s Evidence.com user license; (ii) is limited to data of the law enforcement Customer that purchased the Third- Party Unlimited Storage and the Axon’s Evidence.com end user or Customer is prohibited from storing data for other law enforcement agencies; and (iii) Customer 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 Customer Content created by Axon Devices or Evidence.com.

9. Location of Storage . Axon may transfer Customer Content to third- party subcontractors for storage. Axon will determine the locations of data centers for storage of Customer Content. For United States agencies, Axon will ensure all Agency Content stored in Axon Cloud Services remains within the United States. Ownership of Customer Content remains with Customer.

10. S
uspension . Axon may temporarily suspend Customer’s or any end user’s right to access or use any portion or all of Axon Cloud Services immediately upon notice, if Customer 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. Customer remains responsible for all fees incurred through suspension. Axon will not delete Customer Content because of suspension, except as specified in this Agreement.

11. A xon Cloud Services Warranty. Axon disclaims any warranties or responsibility for data corruption or errors before Customer uploads data to Axon Cloud Services.

12. T ASER Data Science Program . Axon will provide a quantitative evaluation on the performance and effectiveness of TASER energy weapons in the field across a variety of circumstances.

If Customer purchases the TASER Data Science Program, Customer grants Axon, its affiliates, and assignees an irrevocable, perpetual, fully paid, royalty-free, and worldwide right and license to use Provided Data solely for the purposes of this Agreement and to create Transformed Data. Customer shall own all rights and title to Provided Data. Axon shall own all rights and title to Transformed Data and any derivatives of Transformed Data.

Axon grants to Customer an irrevocable, perpetual, fully paid, royalty-free, license to use to TASER Data Science report provided to Customer for its own internal purposes. The Data Science report is provided “as is” and without any warranty of any kind.

In the event Customer seeks Axon’s deletion of Provided Data, it may submit a request to [email protected].

Where reasonably capable of doing so, Axon will implement the request but at a minimum will not continue to collect Provided Data from Customer.

13. Axon Records. Axon Records is the software-as-a-service product that is generally available at the time Customer purchases an OSP 7 or OSP 10 bundle. During Customer’s Axon Records Subscription Term, if any, Customer will be entitled to receive Axon’s Update and Upgrade releases on an if-and-when available basis. a. The Axon Records Subscription Term will end upon the completion of the Axon Records Subscription as documented in the Quote, or if purchased as part of an OSP 7 or OSP 10 bundle, upon completion of the OSP 7 or OSP 10 Term ("Axon Records Subscription") Master Services and Purchasing Agreement for Customer
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b. An "Update" is a generally available release of Axon Records that Axon makes available from time to time. An "Upgrade" includes (i) new versions of Axon Records that enhance features and functionality, as solely determined by Axon; and/or (ii) new versions of Axon Records that provide additional features or perform additional functions. Upgrades exclude new products that Axon introduces and markets as distinct products or applications.
c. New or additional Axon products and applications, as well as any Axon professional services needed to configure Axon Records, are not included. If Customer 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 Customer.
d. Users of Axon Records at the Customer 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 Customer exceed an average rate of one-hundred (100) GB per user per year of uploaded files. Axon will not bill for overages.

14. Axon Cloud Services Restrictions. Customer and Customer end users (includin g employees, contractors, agents, officers, volunteers, and directors), may not, or may not attempt to:
a. re verse 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; b. copy, modify, tamper with, repair, or create derivative works of any part of Axon Cloud Services; 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 Axon Cloud Serves as a service bureau, or as part of an Customer infrastructure as a service; e. use trade secret information contained in Axon Cloud Services, except as expressly permitted in this Agreement;
f. access Axon Cloud Services to build a competitive device or service or copy any features, functions, or graphics of Axon Cloud Services;
g. 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 h. use Axon Cloud Services to store or transmit infringing, libelous, or other unlawful or tortious material ; material in violation of third-party privacy rights; or malicious code.

15. Draft One Axon may impose usage restrictions if a single user generates more than one hundred (100) reports per month for two or more consecutive months.

16. A fter Termination . Axon will not delete Customer Content for ninety (90) days following termination. Axon Cloud Services will not be functional during these ninety (90) days other than the ability to retrieve Customer Content.

Customer will not incur additional fees if Customer downloads Customer Content from Axon Cloud Services during this time. Axon has no obligation to maintain or provide Customer Content after these ninety (90) days and will thereafter, unless legally prohibited, delete all Customer Content. Upon request, Axon will provide written proof that Axon successfully deleted and fully removed all Customer Content from Axon Cloud Services.

17. P ost -Termination Assistance. Axon w ill provide Customer with the same post -termination data retrieval assistance that Axon generally makes available to all customers. Requests for Axon to provide additional assistance in downloading or transferring Customer Content, including requests for A xon’s data egress service, will result in additional fees and Axon will not warrant or guarantee data integrity or readability in the external system.

18. U
.S. Government Rights. If Customer 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 Customer 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, Customer will immediately discontinue use of Axon Cloud Services.

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19. Survival. Upon any termination of this Agreement, the following sections in this Appendix will survive: Customer Owns Customer Content, Privacy, Storage, Axon Cloud Services Warranty, Customer Responsibilities and Axon Cloud Services Restrictions.

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 Customer 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 oblig ations 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, Customer will be a participant in ACEIP Tier 1. If Customer does not want to participate in ACEIP Tier 1, Customer can revoke its consent at any time. If Customer wants to participate in Tier 2, as detailed below, Customer can check the ACEIP Tier 2 box below. If Customer does not want to participate in ACEIP Tier 2, Customer should leave box unchecked. At any time, Customer may revoke its consent to ACEIP Tier 1, Tier 2, or both Tiers.

2. A
CEIP Tier 1.

2.1. When Axon uses Customer Content for the ACEIP Purposes, Axon will extract from Customer Content and may store separately copies of certain s egments or elements of the Customer Content (collectively, "ACEIP Content"). When extracting ACEIP Content, Axon will use commercially reasonable efforts to aggregate, transform or de- identify Customer Content so that the extracted ACEIP Content is no longer reasonably capable of being associated with, or could reasonably be linked directly or indirectly to a particular individual ("Privacy Preserving Technique(s)"). For illustrative purposes, some examples are described in footnote 1

1. For clarity, ACEIP Content will still be linked indirectly, with an attribution, to the Customer 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 Customer request. Once de- identified, ACEIP Content may then be further modified, analyzed, and used to create derivative works. At any time, Customer may revoke the consent granted herein to Axon to access and use Customer Content for ACEIP Purposes. Within 30 days of receiving the Customer ’s request, Axon will no longer access or use Customer 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 Customer. In addition, if Axon uses Customer Content for the ACEIP Purposes, upon request, Axon will make available to Customer a list of the specific type of Customer 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 Customer 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 Customer notice (by updating the list of Use Case at https://www.axon.com/aceip
and providing Customer with a mechanism to obtain notice of that update or another commercially reasonable method to Customer designated contact) ("New Use Case").

2.2. Expiration of ACEIP Tier 1. Customer consent granted herein will expire upon termination of the Agreement.

In accordance with section 1.1.1, within 30 days of receiving the Customer ’s request, Axon will no longer access or use Customer 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, Customer.

3. ACEIP Tier 2. In addition to ACEIP Tier 1, if Customer wants to help further improve Axon’s services, Customer may choose to participate in Tier 2 of the ACEIP. ACEIP Tier 2 grants Axon certain additional rights to use Customer

1 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.

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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 Customer wants to help further improve Axon’s services by participating in ACEIP Tier 2 in addition to Tier 1. Axon will not enroll Customer into ACEIP Tier 2 until Axon and Customer agree to terms in writing providing for such participation in ACEIP Tier 2.

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Technology Assurance Plan Appendix
If Technology Assurance Plan ("TAP") or a bundle including TAP is on the Quote, this appendix applies.

1. TAP Warranty. The TAP warranty is an extended warranty that starts at the end of the one- (1-) year hardware limited warranty.

2. O fficer Safety Plan . If Customer purchases an Officer Safety Plan ( "OSP"), Customer will receive the deliverables detailed in the Quote. Customer must accept delivery of the TASER CEW and accessories as soon as available from Axon.

3. O SP 7 or OSP 10 Term. OSP 7 or OSP 10 begins on the date specified in the Quote ("OSP Term").

4. TAP BWC Upgrade. If Customer has no outstanding payment obligations and purchased TAP, Axon will provide Customer a new Axon body-worn camera ("BWC Upgrade") as scheduled in the Quote. If Customer 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. T AP Dock Upgrade . If Customer has no outstanding payment obligations and purchased TAP, Axon will provid e Customer 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 Customer 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 Customer 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. U pgrade Delay. Axon may ship the BWC and Dock Upgrades as scheduled in the Quote without prior confirmation from Customer unless the Parties agree in writing otherwise at least ninety (90) days in advance. Axon may ship the final BWC and Dock Upgrade as scheduled in the Quote sixty ( 60) days before the end of the Subscription Term without prior confirmation from Customer.

7. U pgrade Change . If Customer wants to upgrade Axon Device models from the current Axon Device to an upgraded Axon Device, Customer must pay the price difference between the MSRP for the current Axon Device and the MSRP for the upgraded Axon Device. If the model Customer 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. R eturn of Original Axon Device. Within thirty (30) days of receiving a BWC or Dock Upgrade, Customer must return the original Axon Device s to Axon or destroy the Axon Device s and provide a certificate of destruction to Axon including serial numbers for the destroyed Axon Devices. If Customer does not return or destroy the Axon Devices, Axon will deactivate the serial numbers for the Axon Devices received by Customer.

9. T ermination . If Customer ’s payment for TAP, OSP, or Axon Evidence is more than thirty ( 30) days past due, Axon may terminate TAP or OSP. Once TAP or OSP terminates for any reason:

9.1. TAP and OSP coverage terminate as of the date of termination and no refunds will be given.

9.2. A xon will not and has no obligation to provide the Upgrade Models.

9.3. Customer must make any missed payments due to the termination before Customer may purchase any future TAP or OSP.

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TASER Device Appendix
This TASER Device Appendix applies to Customer’s TASER 7/10, OSP 7/10, OSP Plus, or OSP 7/ 10 Plus Premium purchase from Axon, if applicable.

1. Duty Cartridge Replenishment Plan. If the Quote includes "Duty Cartridge Replenishment Plan", Customer must purchase the plan for each CEW user. A CEW user includes officers that use a CEW in the line of duty and those that only use a CEW for training. Customer may not resell cartridges received. Axon will only replace cartridges used in the line of duty.

2. T raining . If the Quote includes a TASER On Demand Certification subscription, Customer will have on- demand access to TASER Instructor and TASER Master Instructor courses only for the duration of the TASER Subscription Term. Axon will issue a maximum of ten (10) TASER Instructor vouchers and ten (10) TASER Master Instructor vouchers for every thousand TASER Subscriptions purchased. Customer shall utilize vouchers to register for TASER courses at their discretion however Customer may incur a fee for cancellations less than 10 business days prior to a course date or failure to appear to a registered course. The voucher has no cash value. Customer cannot exchange voucher for any other device or service. Any unused vouchers at the end of the Term will be forfeited. A voucher does not include any travel or other expenses that might be incurred related to attending a course.

3. E
xtended Warranty. If the Quote includes an extended warranty, the extended warranty coverage period warranty will be for a five- (5-) year term, which includes the hardware manufacturer’s warranty plus the four- (4-) year extended term.

4. T rade -in. If the Quote contains a discount on CEW-related line items and that discount is contingent upon the trade- in of hardware, Customer must return used hardware and accessories associated with the discount ("Trade-In Units") to Axon within the below prescribed timeline. Customer must ship batteries via ground shipping. Axon will pay shipping costs of the return. If Axon does not receive Trade- In Units within the timeframe below, Axon will invoice Customer the value of the trade-in credit. Customer may not destroy Trade-In Units and receive a trade-in credit.

Customer Size Days to Return from Start Date of TASER 10 Subscription Less than 100 officers 60 days
100 to 499 officers 90 days
500+ officers 180 days

5. TASER Device Subscription Term. The TASER Device Subscription Term for a standalone TASER Device purchase begins on shipment of the TASER Device. The TASER Device Subscription Term for OSP 7/10 begins on the OSP 7/10 start date.

6. A ccess Rights. Upon Axon granting Customer a TASER Device Axon Evidence subscription, Customer may access and use Axon Evidence for the storage and management of data from TASER Devices devices during the TASER Device Subscription Term. Customer may not exceed the number of end users the Quote specifies.

7. C ustomer Warranty. If Customer is located in the US, Customer warrants and acknowledges that TASER 10 is classified as a firearm and is being acquired for official Customer use pursuant to a law enforcement Customer transfer under the Gun Control Act of 1968.

8. P urchase Order. To comply with applicable laws and regulations, Customer must provide a purchase order to Axon prior to shipment of TASER 10.

9. A pollo Grant (US only). If Customer has received an Apollo Grant from Axon, Customer must pay all fees in the Quote prior to upgrading to any new TASER Device offered by Axon.

10. T ermination . If payment for TASER Device is more than thirty (30) days past due, Axon may terminate Customer ’s TASER Device plan by notifying Customer. Upon termination for any reason, then as of the date of termination:

10.1. TASER Device extended warranties and access to Training Content will terminate. No refunds will be given.

10.2. Axon will invoice Customer the remaining MSRP for TASER Devices received before termination. If terminating for non-appropriations, Axon will not invoice Customer if Customer returns the TASER Device, rechargeable battery, holster, dock, core, training suits, and unused cartridges to Axon within thirty ( 30) days of the date of Master Services and Purchasing Agreement for Customer
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termination.

10.3. Customer will be responsible for payment of any missed payments due to the termination before being allowed to purchase any future TASER Device plan.

1. Customer Responsibilities.

1.1. Customer must ensure its infrastructure and vehicles adhere to the minimum requirements to operate Axon Fleet 2 Axon Fleet 3 or a future Fleet iteration (collectively, "Axon Fleet") as established by Axon during the qualifier call and on- site assessment at Customer and in any technical qualifying questions. If Customer ’s representations are inaccurate, the Quote is subject to change.

1.2. Customer is responsible for providing a suitable work area for Axon or Axon third-party providers to install Axon Fleet systems into Customer vehicles. Customer is responsible for making available all vehicles for which installation services were purchased, during the agreed upon onsite installation dates, Failure to make vehicles available may require an equitable adjustment in fees or schedule.

2. Cradlepoint. If Customer purchases Cradlepoint Enterprise Cloud Manager, Customer will comply with Cradlepoint’s end user license agreement. The term of the Cradlepoint license may differ from the Axon Evidence Subscription. If Customer requires Cradlepoint support, Customer will contact Cradlepoint directly.

3. T
hird- party Installer. Axon will not be liable for the failure of Axon Fleet hardware to operate per specifications if such failure results from installation not performed by, or as directed by Axon.

4. Wireless Offload Server.

4.1. License Grant. Axon grants Customer a non- exclusive, royalty- free, worldwide, perpetual license to use Wireless Offload Server (" WOS"). "Use" means storing, loading, installing, or executing WOS solely for data communication with Axon Devices for the number of licenses purchased. The WOS term begins upon the start of the Axon Evidence Subscription.

4.2. Restrictions. Customer may not: (a) modify, alter, tamper with, repair, or create derivative works of WOS; (b) reverse engineer, disassemble, or decompile WOS, apply any process to derive the source code of WOS, or allow others to do so; (c) access or use WOS to avoid incurring fees or exceeding usage limits; (d) copy WOS in whole or part; (e) use trade secret information contained in WOS; (f) resell, rent, loan or sublicense WOS; (g) access WOS to build a competitive device or service or copy any features, functions or graphics of WOS; or (h) remove, alter or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices) of Axon or Axon’s licensors on or within WOS.

4.3. Updates. If Customer purchases WOS maintenance, Axon will make updates and error corrections to WOS ("WOS Updates") available electronically via the Internet or media as determined by Axon. Customer is responsible for establishing and maintaining adequate Internet access to receive WOS Updates and maintaining computer equipment necessary for use of WOS. The Quote will detail the maintenance term.

4.4. WOS Support . Upon request by Axon, Customer will provide Axon with access to Customer ’s store and forward servers solely for troubleshooting and maintenance.

5. Axon Vehicle Software.

5.1. License Grant . Axon grants Customer a non- exclusive, royalty- free, worldwide, perpetual license to use ViewXL or Dashboard (collectively, " Axon Vehicle Software".) " Use" means storing, loading, installing, or executing Axon Vehicle Software solely for data communication with Axon Devices. The Axon Vehicle Software term begins upon the start of the Axon Evidence Subscription.

5.2. R
estrictions. Customer may not: (a) modify, alter, tamper with, repair, or create derivative works of Axon Vehicle Software; (b) reverse engineer, disassemble, or decompile Axon Vehicle Software, apply any process to derive the source code of Axon Vehicle Software, or allow others to do so; (c) access or use Axon Vehicle Software to avoid incurring fees or exceeding usage limits; (d) copy Axon Vehicle Software in whole or part; (e) use trade secret information contained in Axon Vehicle Software; (f) resell, rent, loan or sublicense Axon Vehicle Software; (g) access Axon Vehicle Software to build a competitive device or service or copy any features, functions or graphics of Axon Vehicle Software; or (h) remove, alter or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices) of Axon or Axon’s licensors on or within Axon Vehicle Software.

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6. Acceptance Checklist. If Axon provides services to Customer pursuant to any statement of work in connection with Axon Fleet, within seven ( 7) days of the date on which Customer retrieves Customer's vehicle(s) from the Axon installer, said vehicle having been installed and configured with tested and fully and properly operational in- car hardware and software identified above, Customer will receive a Professional Services Acceptance Checklist to submit to Axon indicating acceptance or denial of said deliverables.

7. A xon Fleet Upgrade. If Customer has no outstanding payment obligations and has purchased the "Fleet Technology Assurance Plan" (Fleet TAP), Axon will provide Customer with the same or like model of Fleet hardware ("Axon Fleet Upgrade") as scheduled on the Quote.

7.1. If Customer would like to change models for the Axon Fleet Upgrade, Customer must pay the difference between the MSRP for the offered Axon Fleet Upgrade and the MSRP for the model desired. The MSRP is the MSRP in effect at the time of the upgrade. Customer is responsible for the removal of previously installed hardware and installation of the Axon Fleet Upgrade.

7.2. Within thirty (30) days of receiving the Axon Fleet Upgrade, Customer must return the original Axon Devices to Axon or destroy the Axon Devices and provide a certificate of destruction to Axon, including serial numbers of the destroyed Axon Devices. If Customer does not destroy or return the Axon Devices to Axon, Axon will deactivate the serial numbers for the Axon Devices received by Customer.

8. Axon Fleet Termination. Axon may terminate Customer’s Fleet subscription for non-payment. Upon any termination:

8.1. Axon Fleet subscription coverage terminates, and no refunds will be given.

8.2. Axon will not and has no obligation to provide the Axon Fleet Upgrade.

8.3. Customer will be responsible for payment of any missed payments due to the termination before being allowed to purchase any future Fleet TAP.

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Axon Respond Appendix
This Axon Respond Appendix applies to both Axon Respond and Axon Respond Plus, if either is included on the Quote.

1. Axon Respond Subscription Term. If Customer purchases Axon Respond as part of a bundled offering, the Axon Respond subscription begins on the later of the (1) start date of that bundled offering, or (2) date Axon provisions Axon Respond to Customer. If Customer purchases Axon Respond as a standalone, the Axon Respond subscription begins the later of the (1) date Axon provisions Axon Respond to Customer, or (2) first day of the month following the Effective Date. The Axon Respond subscription term will end upon the completion of the Axon Evidence Subscription associated with Axon Respond.

2. S cope of Axon Respond. The scope of Axon Respond is to as sist Customer with real-time situational awareness during critical incidents to improve officer safety, effectiveness, and awareness. In the event Customer uses Axon Respond outside this scope, Axon may initiate good-faith discussions with Customer on upgrading Customer’s Axon Respond to better meet Customer’s needs.

3. A xon Body LTE Requirements. Axon Respond is only available and usable with an LTE enabled body-worn camera.

Axon is not liable if Customer utilclzes the LTE device outside of the coverage area or if the LTE carrier is unavailable.

LTE coverage is only available in the United States, including any U.S. territories. Axon may utilize a carrier of Axon’s choice to provide LTE service. Axon may change LTE carriers during the Term without Customer’s consent.

4. A
xon Fleet LTE Requirements . Axon Respond is only available and usable with a Fleet system configured with LTE modem and service. Customer is responsible for providing LTE service for the modem. Coverage and availability of LTE service is subject to Customer’s LTE carrier.

5. A xon Respond Service Limitations. Customer acknowledges that LTE service is made available only within the operating range of the networks. Service may be temporarily refused, interrupted, or limited because of: (a) facilities limitations; (b) transmission limitations caused by atmospheric, terrain, other natural or artificial conditions adversely affecting transmission, weak batteries, system overcapacity, movement outside a service area or gaps in coverage in a service area, and other causes reasonably outside of the carrier’s control such as intentional or negligent acts of third parties that damage or impair the network or disrupt service; or (c) equipment modifications, upgrades, relocations, repairs, and other similar activities necessary for the proper or improved operation of service.

5.1. With re gard to Axon Body, Partner networks are made available as- is and the carrier makes no warranties or representations as to the availability or quality of roaming service provided by carrier partners, and the carrier will not be liable in any capacity for any errors, outages, or failures of carrier partner networks. Customer expressly understands and agrees that it has no contractual relationship whatsoever with the underlying wireless service provider or its affiliates or contractors and Customer is not a third-party beneficiary of any agreement between Axon and the underlying carrier.

6. Termination. Upon termination of this Agreement, or if Customer stops paying for Axon Respond or bundles that include Axon Respond, Axon will end Axon Respond services, including any Axon-provided LTE service.

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Add-on Services Appendix
This Appendix applies if Axon Community Request, Axon Redaction Assistant, and/or Axon Performance are included on the Quote.

1. Subscription Term . If Customer purchases Axon Community Request , Axon Redaction Assistant, or Axon Performance as part of OSP 7 or OSP 10, the subscription begins on the later of the (1) start date of the OSP 7 or OSP 10 Term, or (2) date Axon provisions Axon Community Request Axon Redaction Assistant, or Axon Performance to Customer.

1.1. If Customer purchases Axon Community Request, Axon Redaction Assistant, or Axon Performance as a standalone, the subscription begins the later of the (1) date Axon provisions Axon Community Request, Axon Redaction Assistant, or Axon Perf ormance to Customer, or (2) first day of the month following the Effective Date.

1.2. The subscription term will end upon the completion of the Axon Evidence Subscription associated with the add- on.

2. Axon Community Request Storage. For Axon Community Request , Customer may store an unlimited amount of data submitted through the public portal (" Portal Content"), within Customer’s Axon Evidence instance. The post - termination provisions outlined in the Axon Cloud Services Terms of Use Appendix also apply to Portal Content.

3. P erformance Auto-Tagging Data. In order to provide some features of Axon Performance to Customer , Axon will need to store call for service data from Customer’s CAD or RMS.

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Axon Application Programming Interface Appendix
This Appendix applies if Axon’s API Services or a subscription to Axon Cloud Services is included on the Quote.

1. Definitions.

1.1. " API Client" means the software that acts as the interface between Customer’s computer and the server, which is already developed or to be developed by Customer.

1.2. " API Interface" means software implemented by Customer to configure Customer’s independent API Client Software to operate in conjunction with the API Service for Customer’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 Customer’s Axon Evidence account or integrate Customer’s Axon Evidence account with other systems.

1.4. " Use" means any operation on Customer’s data enabled by the supported API functionality.

2. Purpose and License.

2.1. Customer may use API Service and data made available through API Service, in connection with an API Client developed by Customer . Axon may monitor Customer ’s use of API Service to ensure quality, improve Axon devices and services, and verify compliance with this Agreement. Customer agrees to not interfere with such monitoring or obscure from Axon Customer ’s use of API Service. Customer will not use API Service for commercial use.

2.2. Axon grants Customer a non-exclusive, non-transferable, non-sublicensable, worldwide, revocable right and license during the Term to use API Service, solely for Customer’s Use in connection with Customer’s API Client.

2.3. Axon reserves the right to set limitations on Customer’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. Customer will work independently to configure Customer’s API Client with API Service for Customer’s applicable Use. Customer 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. Customer will inform Axon promptly of any updates. Upon Customer ’s registration, Axon will provide documentation outlining API Service information.

4. C ustomer Responsibilities. When using API Service, Customer and its end users may not:

4.1. use API Service in any way other than as expressly permitted under this Agreement;

4.2. use in any way that results in, or could result in, any security breach to Axon;

4.3. perform an action with the intent of introducing any viruses, worms, defect, Trojan horses, malware, or any items of a destructive nature to Axon Devices and Services;

4.4. interfere with, modify, disrupt or disable features or functionality of API Service or the servers or net works providing API Service;

4.5. reverse engineer, decompile, disassemble, or translate or attempt to extract the source code from API Service or any related software;

4.6. create an API Interface that functions substantially the same as API Service and offer it for use by third parties;

4.7. provide use of API Service on a service bureau, rental or managed services basis or permit other individuals or entities to create links to API Service;

4.8. frame or mirror API Service on any other server, or wireless or Internet-based device;

4.9. make available to a third-party, any token, key, password or other login credentials to API Service;

4.10. take any action or inaction resulting in illegal, unauthorized or improper purposes; or

4.11. disclose Axon’s API manual.

5. API Content. All content related to API Service, other than Customer Content or Customer’s API Client content, is considered Axon’s API Content, including:

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5.1. the design, structure and naming of API Service fields in all responses and requests;

5.2. the resources available within API Service for which Customer takes actions on, such as evidence, cases, users, or reports;

5.3. the structure of and relationship of API Service resources; and

5.4. the design of API Service, in any part or as a whole.

6. Prohibitions on API Content. Neither Customer nor its end users will use API content returned from the API Interface to:

6.1. s crape, build databases, or otherwise create permanent copies of such content, or keep cached copies longer than permitted by the cache header;

6.2. c opy, translate, modify, create a derivative work of, sell, lease, lend, convey, distribute, publicly display, or sublicense to any third-party;

6.3. m isrepresent the source or ownership; or

6.4. remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices).

7. API Updates. Axon may update or modify the API Service from time to time ("API Update"). Customer is required to implement and use the most current version of API Service and to make any applicable changes to Customer ’s API Client required as a result of such API Update. API Updates may adversely affect how Customer’s API Client access or communicate with API Service or the API Interface. Each API Client must contain means for Customer to update API Client to the most current version of API Service. Axon will provide support for one (1) year following the release of an API Update for all depreciated API Service versions.

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FUSUS APPENDIX

1. Access. Upon Axon granting Customer a subscription to FUSUS cloud services in the Quote, Customer may access and use FūsusONE Real Time Interoperability Solution services to for the purpose of viewing and managing Customer Content. Some Customer content contained in Axon’s Evidence.com may not be accessible or transferable to the FUSUS cloud services.

2. Product Limits. The following limitations apply to the below products:

Lite Basic Pro Enterprise Enterprise Plus
Total Number of Managed End Points 150 150 500 1500 4500 Max Number of Video Streams Connected 0 150 500 1500 4500 Indefinite Cloud Storage 2TB 5TB 10TB 30TB
Overages may result in additional fees or the need to upgrade products.

3. Disclaimer. Customer is responsible for use of any internet access devices and/or all third- party hardware, software, services, telecommunication services (including Internet connectivity), or other items used by Customer to access the service (“Third-Party Components”) are the sole and exclusive responsibility of Customer, and Axon has no responsibility for such Third-party Components, FUSUS cloud services, or Customer relationships with such third parties. Customer agrees to at all times comply with the lawful terms and conditions of agreements with such third parties. Axon does not represent or warrant that the FUSUS cloud services and the Customer Content are compatible with any specific third-party hardware or software or any other Third-Party Components. Customer is responsible for providing and maintaining an operating environment as reasonably necessary to accommodate and access the FUSUS cloud services.

4. Data Privacy. Axon may collect, use, transfer, disclose and otherwise process Customer Content in the context of facilitating communication of data with Customer through their use of FUSUS cloud services FUSUS app (iOS or Android interface), complying with legal requirements, monitoring the Customer ’s use of FUSUS systems, and undertaking data analytics. Customer Content saved in Axon Cloud Services is the sole property of Customer and may not be distributed by Axon to any third parties outside of the Customer’s organization without the Customer’s expressed written consent.

1.1. " My90" means Axon’s proprietary platform and methodology to obtain and analyze feedback, and other related offerings, including, without limitation, interactions between My90 and Axon products.

1.2. " Recipient Contact Information " means contact i nformation, as applicable, including phone number or email address (if available) of the individual whom Customer would like to obtain feedback.

1.3. " Customer Data" means

1.3.1. "My90 Customer Content" which means data, including Recipient Contact Information, provided to My90 directly by Customer or at their direction, or by permitting My90 to access or connect to an information system or similar technology. My90 Customer Content does not include My90 Non- Content Data.

1.3.2. "My90 Non- Content Data" which means data, configuration, and usage information about Customer's My90 tenant, and client software, users, and survey recipients that is Processed (as defined in Section 1.6 of this Appendix) when using My90 or responding to a My90 Survey. My90 Non-Content Data includes data about users and survey recipients captured during account management and customer support activities. My90 Non- Content Data does not include My90 Customer Content.

1.3.3. "Survey Response" which means survey recipients' response to My90 Survey.

1.4. " My90 Data" means

1.4.1. "My90 Survey" which means surveys, material(s) or content(s) made available by Axon to Customer and survey recipients within My90.

1.4.2. "Aggregated Survey Response" which means Survey Response that has been de- identified and aggregated or transformed so that it is no longer reasonably capable of being associated with, or could reasonably be linked directly or indirectly to, a particular individual.

1.5. " Personal Data" means any information relating to an identified or identifiable natural person. An identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural, or social identity of that natural person.

1.6. " Processing" means any operation or set of operations which is performed on data or on sets of data, whether or not by automated means , such as collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure, or destruction.

1.7. " Sensitive Personal Data" means Personal Data that reveals an individual’s health, racial or ethnic origin, sexual orientation, disability, religious or philosophical beliefs, or trade union membership.

2. Access. Upon Axon granting Customer a subscription to My90, Customer may access and use My90 to store and manage My90 Customer Content, and applicable My90 Surveys and Aggregated Survey Responses. This Appendix is subject to the Terms and Conditions of Axon’s Master Service and Purchasing Agreement or in the event you and Axon have entered into a prior agreement to govern all future purchases, that agreement shall govern.

3. I
P address. Axon will not store survey respondents’ IP address.

4. Customer Owns My90 Customer Content. Customer controls or owns all right, title, and interest in My90 Customer Content. Except as outlined herein, Axon obtains no interest in My90 Customer Content, and My90 Customer Content is not Axon’s business records. Except as set forth in this Agreement, Customer is responsible for uploading, sharing, managing, and deleting My90 Customer Content. Axon will only have access to My90 Customer Content for the limited purposes set forth herein. Customer agrees to allow Axon access to My90 Customer Content to (a) perform troubleshooting, maintenance, or diagnostic screenings; and (b) enforce this Agreement or policies governing use of My90 and other Axon products.

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in Schedule 1 Details of the Processing, to this Appendix.

6. Security. Axon will implement commercially reasonable and appropriate measures to secure Customer Data against accidental or unlawful loss, access, or disclosure. Axon will maintain a comprehensive information security program to protect Customer Data including logical, physical access, vulnerability, risk, and configuration management; incident monitoring and response; security education; and data protection. Axon will not treat Customer Data in accordance with FBI CJIS Security Policy requirements and does not agree to the CJIS Security Addendum for this engagement or any other security or privacy related commitments that have been established between Axon and Customer, such as ISO 27001 certification or SOC 2 Reporting.

7. P
rivacy. Customer use of My90 is subject to the My90 Privacy Policy, a current version of which is available at https://www.axon.com/legal/my90privacypolicy. Customer agrees to allow Axon access to My90 Non- Content Data from Customer to (a) perform troubleshooting, maintenance, or diagnostic screenings; (b) provide, develop, improve, and support current and future Axon products including My90 and related services; and (c) enforce this Agreement or policies governing the use of My90 or other Axon products.

8. Loc ation of Storage . Axon may transfer Customer Data to third-party subcontractors for Processing. Axon will determine the locations for Processing of Customer Data. For all Customer, Axon will Process and store Customer Data within the country Customer is based. Ownership of My90 Customer Content remains with Customer.

9. R equired Disclosures. Axon will not disclose Customer Data that Customer shares with Axon except as compelled by a court or administrative body or required by any law or regulation. Axon will notify Customer if any disclosure request is received for Customer Data so Customer may file an objection with the court or administrative body, unless prohibited by law.

10. D ata Sharing . Axon may share data only with entities that control or are controlled by or under common control of Axon, and as described below:

10.1. Axon may share Customer Data with third parties it employs to perform tasks on Axon’s behalf to provide products or services to Customer.

10.2. Axon may share Aggregated Survey Response with third parties, such as other Axon customers, local city agencies, private companies, or members of the public that are seeking a way to collect analysis on general policing and community trends. Aggregated Survey Response will not be reasonably capable of being associated with or reasonably be linked directly or indirectly to a particular individual.

11. License and Intellectual Property. Customer grants Axon, its affiliates, and assignees the irrevocable, perpetual, fully paid, royalty-free, and worldwide right and license to use Customer Data for internal use including but not limited to analysis and creation of derivatives . Axon may not release Customer Data to any third party under this right that is not aggregated and de- identified. Customer acknowledges that Customer will have no intellectual property right in any media, good or service developed or improved by Axon. Customer acknowledges that Axon may make any lawful use of My90 Data and any derivative of Customer Data including, without limitation, the right to monetize, redistribute, make modification of, and make derivatives of the surveys, sur vey responses and associated data, and Customer will have no intellectual property right in any good, service, media, or other product that uses My90 Data.

12. C ustomer Use of Aggregated Survey Response. Axon will make available to Customer Aggregated Survey Response and rights to use for any Customer purpose.

13. D ata Subject Rights. Taking into account the nature of the Processing, Axon shall assist Customer by appropriate technical and organizational measures, insofar as this is reasonable, for the fulfilment of Customer's obligation to respond to a Data Subject Request regarding any Personal Data contained within My90 Customer Content. If in regard to My90 Customer Content, Axon receives a Data Subject Request from Customer 's data subject to exercise one or more of its rights under applicable Data Protection Law, Axon will redirect the data subject within seventy-two (72) hours, to make its request directly to Customer. Customer will be responsible for responding to any such request.

14. A
ssistan ce with Requests Related to My90 Customer Content. With regard to the processing of My90 Customer Content, Axon shall, if not prohibited by applicable law, notify Customer without delay after receipt, if Axon: (a) receives a request for information from the Supervisory Authority or any other competent authority regarding My90 Customer Content; (b) receives a complaint or request from a third party regarding the obligations of Customer or Axon under applicable Data Protection Law; or (c) receives any other communication which directly or indirectly pertains to My90 Customer Content or the Processing or protection of My90 Customer Content. Axon shall not respond to such requests, complaints, or communications, unless Customer has given Axon written Master Services and Purchasing Agreement for Customer
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instructions to that effect or if such is required under a statutory provision. In the latter case, prior to responding to the request, Axon shall notify Customer of the relevant statutory provision and Axon shall limit its response to what is necessary to comply with the request.

15. Axon Evidence Partner Sharing . If Axon Evidence partner sharing is used to share My90 Customer Content, Customer will manage the data sharing partnership with Axon and access to allow only for authorized data sharing with Axon. Customer acknowledges that any applicable audit trail on the original source data will not include activities and processing performed against the instances, copies or clips that has been shared with Axon.

Customer also acknowledges that the retention policy from the original source data is not applied to any data shared with Axon. Except as provided herein, data shared with Axon may be retained indefinitely by Axon.

16. D ata Retention . Phone numbers provided to Axon directly by Customer or at their direction, or by permitting My90 to access or connect to an information system or similar technology will be retained for twenty -four (24) hours. Axon will not delete Aggregated Survey Response for four (4) years following termination of this Agreement. There will be no functionality of My90 during these four (4) years other than the ability to submit a request to retrieve Aggregated Survey Response. Axon has no obligation to maintain or provide Aggregated Survey Response after these four years and may thereafter, unless legally prohibited, delete all Aggregated Survey Response.

17. T ermination . Termination of an My90 Agreement will not result in the removal or modification of previously shared My90 Customer Content or the potential monetization of Survey Response and Aggregated Survey Response.

18. M anaging Data Shared . Customer is responsible for:

18.1. Ensuring My90 Customer Content is appropriate for use in My90. This includes, prior to sharing: (a) applying any and all required redactions, clipping, removal of metadata, logs, etc. and (b) coordination with applicable public disclosure officers and related legal teams;

18.2. Ensuring that only My90 Customer Content that is authorized to be shared for the purposes outlined is shared with Axon. Customer will periodically monitor or audit this shared data;

18.3. Using an appropriately secure data transfer mechanism to provide My90 Customer Content to Axon;

18.4. Immediately notifying Axon if My90 Customer Content that is not authorized for sharing has been shared.

Axon may not be able to immediately retrieve or locate all instances, copies or clips of My90 Customer Content in the event Customer requests to un-share previously shared My90 Customer Content;

19. Prior to enrollment in My90. Prior to enrolling in My90, Customer will:

19.1. determine how to use My90 in accordance with applicable laws and regulations including but not limited to consents, use of info or other legal considerations;

19.2. develop a set of default qualification criteria of what My90 Customer Content may be shared with Axon; and

19.3. assign responsibilities for managing what My90 Customer Content is shared with Axon and educate users on what data may or not be shared with Axon.

20. Customer Responsibilities. Customer is responsible for:

20.1. ensuring no My90 Customer Content or Customer end user’s use of My90 Customer Content or My90 violates this Agreement or applicable laws;

20.2. providing, and will continue to provide, all notices and has obtained, and will continue to obtain, all consents and rights necessary under applicable laws for Axon to process Customer Data in accordance with this Agreement; and

20.3. maintaining necessary computer equipment and Internet connections for use of My90. If Customer becomes aware of any violation of this Agreement by an end user, Customer will immediately t erminate that end user’s access to My90. Customer will also maintain the security of end usernames and passwords and security and access by end users to My90 Customer Content. Customer is responsible for ensuring the configuration and utilization of My90 meets applicable Customer regulations and standards. Customer may not sell, transfer, or sublicense access to any other entity or person. Customer shall contact Axon immediately if an unauthorized party may be using Customer's account or My90 Customer Content or if Master Services and Purchasing Agreement for Customer
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account information is lost or stolen.

21. Suspension. Axon may temporarily suspend Customer's or any end user’s right to access or use any portion or all of My90 immediately upon notice, if Customer or end user’s use of or registration for My90 may (a) pose a security risk to Axon p roducts including My90, or any third- party; (b) adversely impact My90, the systems, or content of any other customer; (c) subject Axon, Axon’s affiliates, or any third-party to liability; or (d) be fraudulent.

Customer remains responsible for all fees, if applicable, incurred through suspension. Axon will not delete My90 Customer Content or Aggregated Survey Response because of suspension, except as specified in this Agreement.

22. M y90 Restrictions. Customer and Customer end users (including employees, contractors, agents, officers, volunteers, and directors), may not, or may not attempt to:

22.1. copy, modify, tamper with, repair, or create derivative works of any part of My90;

22.2. reverse engineer, disassemble, or decompile My90 or apply any process to derive any source code included in My90, or allow others to do the same;

22.3. access or use My90 with the intent to gain unauthorized access, avoid incurring fees or exceeding usage limits or quotas;

22.4. use trade secret information contained in My90, except as expressly permitted in this Agreement;

22.5. access My90 to build a competitive product or service or copy any features, functions, or graphics of My90;

22.6. remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices) of Axon’s or Axon’s licensors on or within My90; or

22.7. use My90 to store or transmit infringing, libelous, or other unlawful or tortious material; to store or transmit material in violation of third-party privacy rights; or to store or transmit malicious code.

1. Nature and Purpose of the Processing. To help Customer obtain feedback from individuals, such as members of their community, staff, or officers. Features of My90 may include:

1.1. Survey Tool where Customer may create, distribute, and analyze feedback from individuals it designates.

Customer may designate members of the community, staff or officers from whom they would like to obtain feedback;

1.2. Creation of custom forms for surveys. Customer may select questions from a list of pre- drafted questions or create their own;

1.3. Distribution of survey via multiple distribution channels such as text message;

1.4. Ability to access and analyze Survey Response. Axon may also provide Customer Aggregated Survey Responses which contain analysis and insights from the Survey Response;

1.5. Direct integrations into information systems including Computer Aided Dispatch (" CAD"). This will enable Customer to share contact information easily and quickly with Axon of any individuals from whom it wishes to obtain feedback, enabling Axon to communicate directly with these individuals;

1.6. Data Dashboard Beta Test ("Data Dashboard ") where Survey Response and Aggregated Survey Response will be displayed for Customer use. Customer will be able to analyze, interpret, and share results of the Survey Response. My90 may provide beta versions of the Data Dashboard that are specifically designed for Customer to test before they are publicly available;

1.7. Survey Responses will be aggregated and de-identified and may be subsequently distributed and disclosed through various mediums to: (1) Customer; (2) other Axon Customer; (3) private companies; and (4) members of the public. The purpose of disclosure is to provide ongoing insights and comparisons on general policing and community trends. Prior to disclosing this information, Axon will ensure that the Survey Response has been de-identified and aggregated or transformed so that it is no longer reasonably capable of being associated with, or could reasonably be linked directly or indirectly to a particular individual; and

1.8. Provide services and materials to engage Customer stakeholders, market the partnership to the public, and facilitate training.

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Axon Event Offer Appendix
If the Agreement includes the provision of, or Axon otherwise offers, ticket(s), travel and/or accommodation for select events hosted by Axon (“Axon Event”), the following shall apply:

1. General. Subject to the terms and conditions specified below and those in the Agreement, Axon may provide Customer with one or more offers to fund Axon Event ticket(s), travel and/or accommodation for Customer -selected employee(s) to attend one or more Axon Events. By entering into the Agreement, Customer warrants that it is appropriate and permissible for Customer to receive the referenced Axon Event offer(s) based on Customer ’s understanding of the terms and conditions outlined in this Axon Event Offer Appendix.

2. A ttendee/Employee Selection . Customer shall have sole and absolute discretion to select the Customer employee(s) eligible to receive the ticket(s), travel and/or accommodation that is the subject of any Axon Event offer(s).

3. C ompliance . It is the intent of Axon that any and all Axon Event offers comply with all applicable laws, regulations and ethics rules regarding contributions , including gifts and donations. Axon’s provision of ticket(s), travel and/or accommodation for the applicable Axon Event to Customer is intended for the use and benefit of Customer in furtherance of its goals, and not the personal use or benefit of any official or employee of Customer. Axon makes this offer without seeking promises or favoritism for Axon in any bidding arrangements. Further, no exclusivity will be expected by either party in consideration for the offer. Axon makes the offer with the understanding that it will not, as a result of such offer, be prohibited from any procurement opportunities or be subject to any reporting requirements.

If Customer’s local jurisdiction requires Customer to report or disclose the fair market value of the benefits provided by Axon, Customer shall promptly contact Axon to obtain such information, and Axon shall provide the information necessary to facilitate Customer's compliance with such reporting requirements.

4. A
ssignability. Customer may not sell, transfer, or assign Axon Event ticket(s), travel and/or accommodation provided under the Agreement.

5. A vailability. The provision of all offers of Axon Event ticket(s), travel and/or accommodation is subject to availability of funds and resources. Axon has no obligation to provide Axon Event ticket(s), travel and/or accommodation.

6. R evocation of Offer . Axon reserves the right at any time to rescind the offer of Axon Event ticket(s), travel and/or accommodation to Customer if Customer or its selected employees fail to meet the prescribed conditions or if changes in circumstances render the provision of such benefits impractical, inadvisable, or in violation of any applicable laws, regulations, and ethics rules regarding contributions, including gifts and donations

City Council/Public Finance and Economic Development Authority/Parking AuthoritySeptember 16, 2024

City Council/Public Finance and Economic Development Authority/Parking Authority
September 16, 2024