ATTACHMENT A
Cooperative Purchase
Agreement 26C142
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COOP
ERATIVE PURCHASE OF TASER 10 AGREEMENT NO. 26C142
This Cooper
ative Purchase of TASER 10 Agreement (“Agreement”) is entered into by and between the City of Palm Springs, a California charter city and municipal corporation (“City”) and AXON ENTERPRISE, INC, a DELAWARE CORPORATION (“Contractor”). City and Contractor are sometimes individually referred to as a “Party” or collectively as the “Parties” in this Agreement.
1. Background.
a. This Agreement is made and entered into in reference to the competitively solicited SOURCEWELL CEW - Contract No. 092722-AX N with Contractor (“Cooperative Agreement”).
b. The City desires to obtain One Hundred (100) Axon TASER 10 devices with Certification Bundle, including Hardware, Software, Services, and Warranties in a five- year period, attached hereto as Attachment “A”, the content of which is incorporated by reference to this Agreement as if fully set out here in its entirety. c. Contractor desires to perform said services on the terms and conditions set forth in this Agreement.
d. In the event of any conflict, inconsistenc y, or ambiguity between this Agreement, the SOURCEWELL CEW - Contract No. 092722-AXN, Contractor’s Master Services and Purchasing Agreement, Attachment “A”, any quote, proposal, order form, invoice, online terms, or other Contractor-pr ovided document, the following order of precedence shall apply: (1) this Agreement; (2) the SOURCEWELL CEW - Contrac t No. 092722-AXN including all ex hibits; (3) Attachment “A”, but only to the extent not inconsistent with this Agreement or the SOURCEWELL CEW - Contract No. 092722- AXN; and (4) Contractor’s Master Serv ices and Purchasing Agreement and other Contractor-provided terms. Conflicting Contractor-provided terms shall be of no force or effect unless expressly accepted by City in a written amendment signed by City’s authorized representative.
2. Term. The term of this Agreement is for Five (5) Years, beginning November 01, 2026, in the Notice to Proceed by the City’s Procurement and Contracting Department.
3. Compensation and Payment. This Agreement shall be for an amount not to exc eed Five Hundred Twenty-Nine Thousand, Two Hundred Twenty-Fo ur Dollars and Sixty-Ni ne Cents ($529,224.69), subject to approved amendments and c hanges. All pricing must be in accordance with the attached Axon Quote Q-815551-46217AA, as shown as Attachment “B,” which is incorporated by reference into this Agreement, as if fully set out here in its entirety.
4. Appropriations. This Agreement is subject to, and contingent upon, funds being appropriated by the City Council for each fiscal year. If such appropriations are not made, this Agreement shall automatically terminate subject to the terms of SOURCEWELL CEW - Contract No. 092722-AXN .
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5. Insurance. Contractor shall procure and maintain, at its sole cost and expense, policies of insurance as set forth in the attached Attachment "C", incorporated herein by reference. If no i
nsurance is required, Attachment “C” will reflect that there are no insurance requirements set forth for this Agreement.
6. Indemnification. To the fullest extent permitted by law, Contractor shall defend (at Contractor’s sole cost and expense), indemnify, protect, and hold harmless City, its elected officials, officers, employees, agents, and volunteers (collectively the “Indemnified Parties”), from and against any and all third -party liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses , including legal costs and reasonable attorney fees (collectively “Claims”), including but not limited to, Claims arising from injuries to or death of persons (Contractor’s employees included) to the extent such injuries or death are alleged to have been caused by any actual defect in the design, workmanship, o r
per
formance of the Equipment, Products, or Services under this Contract, or by any actual failure of the Equipment, Products, or Services to conform to Contractor’s specifications, warranties, representations, or applicable law, except to the extent such injuries or death are caused by the Indemnified Parties’ negligent or improper use of the Equipment, Product, or Service in contravention of Contractor’s written specifications, warnings, and training materials, for damage to property, including property owned by City, for any violation of any federal, state, or local law or ordinance or in any manner arising out of, pertaining to, or incident to any negligent acts, errors or omissions, or willful misconduct committed by Contractor, its officers, employees, representatives, and agents, that arise out of or relate to Contractor’s performance of Services or this Agreement.
Thi
s indemnification clause excludes Claims arising from the negligence or willful misconduct of the Indemnified Parties, and Contractor’s indemnification obligations shall be reduced proportionately to the extent any Claim is caused by the negligence or willful misconduct of the Indemnified Parties. In no event will Contractor be liable for any special, indirect, incidental, exemplary, or consequential damages for any cause of action, whether in contract or tort, except to the extent caused directly by Contractor’s gross negligence or willful misconduct, or Contractor’s violation of law.
U
nder no circumstances shall the insurance requirements and limits set forth in this Agreement (if required and incorporated as part of this Agreement) be construed to limit Contractor’s indemnification obligation under this Agreement.
C
ontractor’s indemnification obligation shall survive the expiration or earlier termination of this Agreement , until all actions against the Indemnified Parties for such matters indemnified are fully and finally barred by the applicable statute of limitations or, if an action is timely filed, until such action is final.
7. N
otice. Any notices required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed, or hand deliver ed or
on the third day after postmark if sent by certified mail. Notice shall be sent as follows:
IF TO THE CITY: IF TO THE CONTRACTOR:
City of Palm Springs AXON ENTERPRISE, INC.
Attn: Scott Stiles Attn: LEGAL
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Title: City Manager Address: 17800 N. 85th St,
Address: 3200 E. Tahquitz Cyn Way, Scottsdale, AZ 85255 Palm Springs, CA 92262 [email protected]
8. C
ompliance with Law. Contractor shall comply with all applicable federal, state, and local laws, statutes and ordinances and all lawful orders, rules, and regulations when performing the Services. Contractor shall be liable for all violations of such laws and regulations in connection with this Agreement. The laws of the State of California, without reference to conflict of law rules, shall govern this Agreement and any dispute arising from it. The Parties expressly agree that either Party may appear for and attend all matters, remotely via teleconference or videoconference at the party’s discretion, to the extent allowable by court.
9. C
hanges. In the event any change or changes in the work is requested by City, the Parties shall execute a written amendment to this Agreement, specifying all proposed amendments, including, but not limited to, any additional fees. An amendment may be entered into:
A. To provide for revisions or modifications to documents, work product, or Work, when required by the enactment or revision of any subsequent law; or B. To provide for additional work not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Contractor’s profession.
10. T
ermination Prior to Expiration of Term. Intentionally Omitted
11. Covenant Against Discrimination. In connection with its performance under this Agreement, Contractor shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origi n
(i.
e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Contractor shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to the City’s lawful capacity to enter this Agreement, and in executing this Agreement, Contractor certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Contractor activity, including but not limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Contractor is in full compliance with the provisions of Palm Springs Municipal Code Section 7.05.02 , including without limitation the provision of benefits, relating to non- discrimination in City contracting.
12. C
ompliance with Economic Sanctions in Response to Russia's Actions in Ukraine .
W
hen funding for the services is provided, in whole or in part, by an agency controlled of the State of California, Consultant shall fully and adequately comply with California Executiv e O
rder N-6-22 (“Russian Sanctions Program”). As part of this compliance process, Consultant shall also certify compliance with the Russian Sanctions Program by completing the form located in Attachment “D” (Russian Sanctions Certification), attached hereto and incorporated herein by reference. Consultant shall also require any subconsultants to comply with the Russian Sanctions Program and certify compliance pursuant to this section. 55575.18100\42906602.1
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13. Entire Agreement. This Agreement, along with the Cooperative Agreement constitutes the entire agreement between the Parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written between the P arties. In the event of conflict or inconsistency between this Agreement and the Cooperative Agreement, this terms and conditions in this Agreement shall prevail.
[
Signature Page on Following Page]
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SIGNATURE PAGE TO COOPERATIVE PURCHASE OF TASER 10 AGREEMENT BETWEEN THE CITY OF PALM SPRINGS AND AXON ENTERPRISE, INC.
I
N WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below.
C
ONTRACTOR:
B
y: _____________________________ By: _____________________________ Signature Signature
D
ate: ___________________________ Date: ___________________________ C
ITY OF PALM SPRINGS:
A
PPROVED BY CITY COUNCIL:
D
ate: __ _____ Item No. ___ __
A
PPROVED AS TO FORM: ATTEST:
B
y: _____________________________ By: _____________________________ City Attorney City Clerk
A
PPROVED:
B
y: _____________________________ Date: ____________________________ City Manager – up to $150,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000
ATTACHMENT “A”
SCOPE OF WORK
The Contractor shall provide One Hundred (100) Axon TASER 10 devices with Certification Bundle, including Hardware, Software, Services and Warranties in a five year period, as listed in and incorporated here as Attachment “B”. This includes a buy back agreement for existing devices.
TASER 10 CERTIFICATION STANDARD PLAN
TASER CEW + VR INSTRUCTOR CERT + VR IMPLEMENTATION (2-DAY), AXON VR - TACTICAL BAG, AXON VR - HEADSET – BATTERY
AXON TASER 10 - HANDLE - YELLOW CLASS 3R
AXON TASER 10 - MAGAZINE - HALT TRAINING BLUE
AXON TASER 10 - SAFARILAND HOLSTER - RH
AXON TASER 10 - REPLACEMENT ACCESS PROGRAM - DUTY CARTRIDGE AXON TASER 10 - CARTRIDGE – LIVE
AXON TASER - EVIDENCE.COM LICENSE
AXON TASER 10 - EXT WARRANTY – HANDLE
AXON TASER - EXT WARRANTY - BATTERY PACK T7/T10
AXON TASER 10 - REPLACEMENT TOOL KIT – INTERPOSER BUCKET
AXON TASER - CLEANING KIT
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ATTACHMENT “B”
AXON QUOTE Q-815551-46217AA/ PRICING
Q-815551-46217AA
Issued: 07/14/2026
Quote Expiration: 09/30/2026
Estimated Contract Start Date: 12/01/2026
Account Number: 515161
Payment Terms:
Mode of Delivery: AUTO-GND
Credit/Debit Amount: $0.00
SHIP TO BILL TO SALES REPRESENTATIVE PRIMARY CONTACT
Palm Springs Police Dept. - CA
P. O. Box 1830
Palm Springs,
CA
92263
USA
Palm Springs Police Dept. - CA
P. O. Box 1830
Palm Springs
CA
92263
USA
Email:
Alex Aguilar
Phone: (253) 389-2615
Email: [email protected]
Fax:
Michael Torres
Phone: (760) 323-8116
Email: [email protected]
Fax: (760) 323-8178
Quote Summary Discount Summary
Program Length 60 Months Average Savings Per Year $36,780.31 TOTAL COST $496,800.00
ESTIMATED TOTAL W/ TAX $529,224.69 TOTAL SAVINGS $183,901.56 Axon Enterprise, Inc.
17800 N 85th St
Scottsdale, Arizona 85255
United States
VAT: 86-0741227
Domestic:(800) 978-2737
International: +1.800.978.2737
Payment Summary
Date Subtotal Tax Total
Nov 2026 $89,424.00 $5,836.45 $95,260.45
Nov 2027 $101,844.00 $6,647.05 $108,491.05
Nov 2028 $101,844.00 $6,647.05 $108,491.05
Nov 2029 $101,844.00 $6,647.05 $108,491.05
Nov 2030 $101,844.00 $6,647.09 $108,491.09
Total $496,800.00 $32,424.69 $529,224.69
Quote Unbundled Price: $680,740.00
Quote List Price: $552,340.00
Quote Subtotal: $496,800.00
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
C00032 TASER 10 CERTIFICATION STANDARD PLAN 100 60 $112.39 $90.99 $82.80 $496,800.00 $32,424.69 $529,224.69 A la Carte Services
102597 TASER CEW + VR FACILITATOR & IMPL (2D/5STD -
INSIDE SALES) 1 1 $6,400.00 $0.00 $0.00 $0.00 $0.00
Total $496,800.00 $32,424.69 $529,224.69
Delivery Schedule
Hardware
Bundle Item Description QTY Shipping Location Estimated Delivery Date TASER 10 CERTIFICATION STANDARD PLAN 100122 AXON VR - HEADSET - BATTERY 4 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100126 AXON VR - TACTICAL BAG 4 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100390 AXON TASER 10 - HANDLE - YELLOW CLASS 3R 100 2 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100390 AXON TASER 10 - HANDLE - YELLOW CLASS 3R 3 2 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100394 AXON TASER 10 - MAGAZINE - HALT TRAINING BLUE 8 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100396 AXON TASER 10 - MAGAZINE - INERT RED 30 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100399 AXON TASER 10 - CARTRIDGE - LIVE 1500 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100400 AXON TASER 10 - CARTRIDGE - HALT 700 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100401 AXON TASER 10 - CARTRIDGE - INERT 300 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100591 AXON TASER - CLEANING KIT 2 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100611 AXON TASER 10 - SAFARILAND HOLSTER - RH 100 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100623 ENHANCED HOOK-AND-LOOP TRAINING (HALT) SUIT (V2) 2 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100748 AXON VR - CONTROLLER - TASER 10 4 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100754 AXON VR - HEADSET - BATTERY CHARGING DOCK 1 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 101125 AXON VR - HOLSTER - T10 BLACKHAWK GRAY - LH 8 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 101455 AXON TASER 10 - REPLACEMENT TOOL KIT - INTERPOSER BUCKET 1 1 11/01/2026
TASER 10 CERTIFICATION STANDARD PLAN 101456 AXON TASER 10 - REPLACEMENT INTERPOSER BUCKET 10 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 101751 AXON VR - HEADSET - HTC FOCUS VISION 4 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 101755 AXON TASER 10 - MAGAZINE - LIVE DUTY BLACK V2 100 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 101755 AXON TASER 10 - MAGAZINE - LIVE DUTY BLACK V2 3 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 101757 AXON TASER 10 - MAGAZINE - LIVE TRAINING PURPLE V2 30 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 102186 AXON TASER 10 - COMMAND BOX 1 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 20018 AXON TASER - BATTERY PACK - TACTICAL 100 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 20018 AXON TASER - BATTERY PACK - TACTICAL 10 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 20018 AXON TASER - BATTERY PACK - TACTICAL 3 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 70033 AXON - DOCK WALL MOUNT - BRACKET ASSY 2 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 71019 AXON BODY - DOCK POWERCORD - NORTH AMERICA 2 1 11/01/2026
Hardware
Bundle Item Description QTY Shipping Location Estimated Delivery Date TASER 10 CERTIFICATION STANDARD PLAN 74200 AXON TASER - DOCK - SIX BAY PLUS CORE 2 1 11/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 80087 AXON TASER - TARGET - CONDUCTIVE PROFESSIONAL RUGGEDIZED 2 1 11/01/2026
TASER 10 CERTIFICATION STANDARD PLAN 80090 AXON TASER - TARGET FRAME - PROFESSIONAL 27.5 IN X 75 IN 2 1 11/01/2026
TASER 10 CERTIFICATION STANDARD PLAN 100400 AXON TASER 10 - CARTRIDGE - HALT 500 1 11/01/2027 TASER 10 CERTIFICATION STANDARD PLAN 100400 AXON TASER 10 - CARTRIDGE - HALT 500 1 11/01/2028 TASER 10 CERTIFICATION STANDARD PLAN 101012 AXON VR - TAP REFRESH 1 - TASER CONTROLLER 4 1 05/01/2029 TASER 10 CERTIFICATION STANDARD PLAN 20373 AXON VR - TAP REFRESH 1 - HEADSET 4 1 05/01/2029 TASER 10 CERTIFICATION STANDARD PLAN 100400 AXON TASER 10 - CARTRIDGE - HALT 500 1 11/01/2029 TASER 10 CERTIFICATION STANDARD PLAN 100400 AXON TASER 10 - CARTRIDGE - HALT 500 1 11/01/2030 Software
Bundle Item Description QTY Estimated Start Date Estimated End Date TASER 10 CERTIFICATION STANDARD PLAN 101180 AXON TASER - DATA SCIENCE PROGRAM 100 12/01/2026 11/30/2031 TASER 10 CERTIFICATION STANDARD PLAN 101703 AXON VR - USER ACCESS - TASER SKILLS 100 12/01/2026 11/30/2031 TASER 10 CERTIFICATION STANDARD PLAN 20248 AXON TASER - EVIDENCE.COM LICENSE 1 12/01/2026 11/30/2031 TASER 10 CERTIFICATION STANDARD PLAN 20248 AXON TASER - EVIDENCE.COM LICENSE 100 12/01/2026 11/30/2031 Services
Bundle Item Description QTY
TASER 10 CERTIFICATION STANDARD PLAN 100751 AXON TASER 10 - REPLACEMENT ACCESS PROGRAM - DUTY CARTRIDGE 100 TASER 10 CERTIFICATION STANDARD PLAN 101193 AXON TASER - ON DEMAND CERTIFICATION 100 A la Carte 102597 TASER CEW + VR FACILITATOR & IMPL (2D/5STD - INSIDE SALES) 1 Warranties
Bundle Item Description QTY Estimated Start Date Estimated End Date TASER 10 CERTIFICATION STANDARD PLAN 100197 AXON VR - EXT WARRANTY - HEADSET 4 11/01/2027 11/30/2031 TASER 10 CERTIFICATION STANDARD PLAN 100704 AXON TASER 10 - EXT WARRANTY - HANDLE 100 11/01/2027 11/30/2031 TASER 10 CERTIFICATION STANDARD PLAN 100704 AXON TASER 10 - EXT WARRANTY - HANDLE 3 11/01/2027 11/30/2031 TASER 10 CERTIFICATION STANDARD PLAN 101007 AXON VR - EXT WARRANTY - TASER CONTROLLER 4 11/01/2027 11/30/2031 TASER 10 CERTIFICATION STANDARD PLAN 80374 AXON TASER - EXT WARRANTY - BATTERY PACK T7/T10 100 11/01/2027 11/30/2031 TASER 10 CERTIFICATION STANDARD PLAN 80374 AXON TASER - EXT WARRANTY - BATTERY PACK T7/T10 3 11/01/2027 11/30/2031 TASER 10 CERTIFICATION STANDARD PLAN 80374 AXON TASER - EXT WARRANTY - BATTERY PACK T7/T10 10 11/01/2027 11/30/2031 TASER 10 CERTIFICATION STANDARD PLAN 80396 AXON TASER - EXT WARRANTY - DOCK SIX BAY T7/T10 2 11/01/2027 11/30/2031
Shipping Locations
Location Number Street City State Zip Country
1 P. O. Box 1830 Palm Springs CA 92263 USA
2 P. O. Box 1830 Palm Springs CA 92263 USA
Payment Details
Nov 2026
Invoice Plan Item Description Qty Subtotal Tax Total
Annual Payment 1 102597 TASER CEW + VR FACILITATOR & IMPL (2D/5STD - INSIDE SALES) 1 $0.00 $0.00 $0.00 Annual Payment 1 C00032 TASER 10 CERTIFICATION STANDARD PLAN 100 $89,424.00 $5,836.45 $95,260.45 Total $89,424.00 $5,836.45 $95,260.45
Dec 2026
Invoice Plan Item Description Qty Subtotal Tax Total
Invoice Upon Fulfillment C00032 TASER 10 CERTIFICATION STANDARD PLAN 100 $0.00 $0.00 $0.00 Total $0.00 $0.00 $0.00
Nov 2027
Invoice Plan Item Description Qty Subtotal Tax Total
Annual Payment 2 102597 TASER CEW + VR FACILITATOR & IMPL (2D/5STD - INSIDE SALES) 1 $0.00 $0.00 $0.00 Annual Payment 2 C00032 TASER 10 CERTIFICATION STANDARD PLAN 100 $101,844.00 $6,647.05 $108,491.05 Total $101,844.00 $6,647.05 $108,491.05
Nov 2028
Invoice Plan Item Description Qty Subtotal Tax Total
Annual Payment 3 102597 TASER CEW + VR FACILITATOR & IMPL (2D/5STD - INSIDE SALES) 1 $0.00 $0.00 $0.00 Annual Payment 3 C00032 TASER 10 CERTIFICATION STANDARD PLAN 100 $101,844.00 $6,647.05 $108,491.05 Total $101,844.00 $6,647.05 $108,491.05
Nov 2029
Invoice Plan Item Description Qty Subtotal Tax Total
Annual Payment 4 102597 TASER CEW + VR FACILITATOR & IMPL (2D/5STD - INSIDE SALES) 1 $0.00 $0.00 $0.00 Annual Payment 4 C00032 TASER 10 CERTIFICATION STANDARD PLAN 100 $101,844.00 $6,647.05 $108,491.05 Total $101,844.00 $6,647.05 $108,491.05
Nov 2030
Invoice Plan Item Description Qty Subtotal Tax Total
Annual Payment 5 102597 TASER CEW + VR FACILITATOR & IMPL (2D/5STD - INSIDE SALES) 1 $0.00 $0.00 $0.00 Annual Payment 5 C00032 TASER 10 CERTIFICATION STANDARD PLAN 100 $101,844.00 $6,647.09 $108,491.09 Total $101,844.00 $6,647.09 $108,491.09
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.
Contract Sourcewell CEW Contract #092722-AXN is incorporated by reference into the terms and conditions of this Agreement. In the event of conflict the terms of Axon's Master Services and Purchasing Agreement shall govern.
Standard Terms and Conditions
Axon Enterprise Inc. Sales Terms and Conditions
Axon Master Services and Purchasing Agreement:
This Quote is limited to and conditional upon your acceptance of the provisions set forth herein and Axon’s Master Services and Purchasing Agreement (posted at 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.
Exceptions to Standard Terms and Conditions
Buyback Credit
A discount of $55,534.24 is provided as a buyback credit for Customer’s existing TASER Devices.
Rewrite Estimates
Estimated Amounts and Contract Terminations. Any amounts stated as due under existing or terminated contracts — including contract transfer balances carried forward to new or pending contracts — are estimates based on payments received as of the calculation date. These estimates may be adjusted if new contracts are not executed on the anticipated dates or if expected payments are not made.
Refresh Shipment Timing
Technology Assurance Plan (TAP) Refresh Prior to Renewal. For Customers with expiring agreements that include TAP refresh rights, Axon may, in its discretion, ship refresh hardware under the existing contract while renewal or replacement agreements are in progress. Any such shipments will be deemed made under the terms of the existing contract until the new contract is fully executed, after which any applicable updates, fees, or adjustments will apply.
Shipment Timing
Shipment Variance. Estimated shipment dates are provided for planning purposes only and are not guarantees. Axon may ship hardware before or after the estimated shipment date, and failure to meet an estimated shipment date will not, by itself, constitute a breach, provided Axon uses commercially reasonable efforts to meet estimated shipment dates.
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Signature Date Signed
7/14/2026
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ATTACHMENT “C”
INSURANCE REQUIREMENTS
1.1 Types of Insurance. Contractor shall procure and maintain, at its sole cost and expense, the insurance described herein. The insurance shall be for the duration of this Agreement and includes any extensions, unless otherwise specified in this Agreement. The insurance shall be procured in a form and content satisfactory to City. The insurance shall apply against claims which may arise from the Contractor's performance of Work under this Agreement, including Contractor's agents, representatives, or employees. Limits may be met through use of umbrella/excess coverage. Contractor shall immediately substitute any insurer whose A.M. Best rating drops below the levels specified in this Agreement. Except as otherwise authorized below for contract liability (errors and omissions) insurance, all insurance provided under this Agreement shall be on an occurrence basis. The minimum amount of insurance required shall be as follows:
A. Errors and Omissions Insurance. Contractor shall obtain and maintain in full force and effect throughout the term of this Agreement, standard industry form contract liability (errors and omissions) insurance coverage in an amount of not less than one million dollars ($1,000,000.00) per occurrence and two- million dollars ($2,000,000.00) annual aggregate, in accordance with the provisions of this section.
required
X is not required;
(1) Intentionally Omitted.
(2) If the policy of insurance is written on a “claims made” basis, the policy shall be continued in full force and effect at all times during the term of this Agreement, and for a period of three (3) years from the date of the completion of the Services provided hereunder. In the event of termination of the policy during this period, Contractor shall obtain continuing insurance coverage for the prior acts or omissions of Contractor during the course of performing Services under the terms of this Agreement. The coverage shall be evidenced by either a new certificate of insurance evidencing no gap in coverage, or by obtaining separate extended “tail” coverage with the present or new carrier or other insurance arrangements providing for complete coverage.
(3) In the event the policy of insurance is written on an “occurrence” basis, the policy shall be continued in full force and effect during the term of this Agreement, or until completion of the Services provided for in this Agreement, whichever is later. In the event of termination of the policy during this period, new coverage shall immediately be obtained to ensure coverage during the entire course of performing the Services under the terms of this Agreement.
B. Workers’ Compensation Insurance. Contractor shall obtain and maintain, in full force and effect throughout the term of this Agreement, workers’ compensation insurance in at least the minimum statutory amounts, and in compliance with all other statutory requirements, as required by the State of California. Contractor agrees to waive and obtain endorsements from its workers’ compensation insurer waiving subrogation rights under its 55575.18100\42906602.1
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workers’ compensation insurance policy against the City and to require each of its subcontractors, if any, to do likewise under their workers’ compensation insurance policies. If Contractor has no employees, Contractor shall complete the City’s Request fo r Waiver of Workers’ Compensation Insurance Requirement form.
C. Commercial General Liability Insurance . Contractor shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of commercial general liability insurance written on a per occurrence basis with a combined single limit of at least one million dollars ($1,000,000.00) and two million dollars ($2,000,000.00) general aggregate for bodily injury and property damage including coverages for contractual liability, personal injury, independent contractors, broad form property damage, products and completed operations.
D. Business Automobile Insurance. Contractor shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of business automobile liability insurance written on a per occurrence basis with a single limit liability in the amount of one million dollars ($1,000,000.00) bodily injury and property damage. The policy shall include coverage for owned, non-owned, leased, and hired cars.
E. Employer Liability Insurance. Contractor shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of employer liability insurance written on a per occurrence basis with a policy limit of at least one million dollars ($1,000,000.00) for bodily injury or disease.
1.2 Deductibles and Self -Insured Retentions . Any deductibles or self -insured retentions must be declared to and approved by the City Manager or his/her designee prior to commencing any work or services under this Agreement. Contractor guarantees payment of all deductibles and self -insured retentions. City reserves the right to reject deductibles or self - insured retentions in excess of $10,000, and the City Manager or his/her designee may require evidence of pending claims and claims history as well as evidence of Contractor’s ability to pay claims for all deductible amounts and self-insured retentions proposed in excess of $10,000.
1.3 Other Insurance Requirements. The following provisions shall apply to the insurance policies required of Contractor under this Agreement:
A. For any claims related to this Agreement, Contractor’s coverage shall be primary insurance with respect to the City and its officers, council members, officials, employees, agents, and volunteers. Any insurance or self -insurance maintained by the City and its officers, council members, officials, employees, agents, and volunteers shall be in excess of Contractor’s insurance and shall not contribute with it.
B. Any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to City and its officers, council members, officials, employees, agents, and volunteers.
C. All insurance coverage and limits as specified in this Agreement provided by Contractor and available or applicable to this Agreement are intended to apply to each insured, including additional insureds, against whom a claim is made or suit is brought to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations shall limit the application of such insurance coverage.
D. Intentionally Omitted.
E. Intentionally Omitted.
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F. Contractor agrees to ensure that subcontractors, and any other parties involved with the Project who are brought onto or involved in the Project by Contractor, provide the same minimum insurance coverage required of Contractor. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Contractor agrees that upon request, all agreements with subcontractors and others engaged in the Project will be submitted to the City for review.
G. Contractor acknowledges and agrees that any actual or alleged failure on the part of the City to inform Contractor of non-compliance with any insurance requirement in no way imposes any additional obligations on the City nor does it waive any rights in this or any other regard.
H. Contractor shall provide proof that policies of insurance required in this Agreement, expiring during the term of this Agreement, have been renewed or replaced with other policies providing at least the same coverage. Endorsements as required in this Agreement applicable to the renewing or new coverage shall be provided to City no later than ten (10) days prior to expiration of the lapsing coverage.
I. Requirements of specific insurance coverage features or limits contained in this section are not intended as limitations on coverage, limits, or other requirements, or as a waiver of any coverage normally provided by any given policy. Specific reference t o a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be limiting or all-inclusive.
J. The requirements in this section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impair the provisions of this section.
K. Contractor agrees to provide immediate notice to City of any claim or loss against Contractor arising out of the Work performed under this Agreement and for any other claim or loss which may reduce the insurance available to pay claims arising out of this Agreement. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City, or to reduce or dilute insurance available for payment of potential claims.
L. Contractor agrees that the provisions of this section shall not be construed as limiting in any way the extent to which the Contractor may be held responsible for the payment of damages resulting from the Contractor’s activities or the activities of any person or person for which the Contractor is otherwise responsible.
1.4 Sufficiency of Insurers. Insurance required in this Agreement shall be provided by authorized insurers in good standing with the State of California. Coverage shall be provided by insurers admitted in the State of California with an A.M. Best’s Key Rating of B++, Class VII, or better, unless such requirements are waived in writing by the City Manager or his designee due to unique circumstances.
1.5 Verification of Coverage. Contractor shall furnish City with both certificates of insurance and endorsements, including additional insured endorsements, affecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City before work commences. Additional insured endorsements are not required for Errors and Omissions and Workers’ Compensation policies. 55575.18100\42906602.1
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Verification of Insurance coverage may be provided by: (1) an approved General and/or Auto Liability Endorsement Form for the City of Palm Springs or (2) a Certificate of Liability Insurance Coverage with an approved Additional Insured Endorsement with the following endorsements stated on the certificate:
A. "The City of Palm Springs, its officials, employees, and agents are named as an additional insured…” ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement).
B. "This insurance is primary and non -contributory over any insurance or self - insurance the City may have..." ("as respects City of Palm Springs Contract No.___ " or "for any and all work performed with the City" may be included in this statement).
C. "Should any of the above described policies be canceled before the expiration date thereof, the issuing company will mail 30 days written notice to the Certificate Holder named. " Language such as, “endeavor to” mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out.
D. Both the Workers’ Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents, and volunteers.
In addition to the endorsements listed above, the City of Palm Springs shall be named the certificate holder on the policies. All certificates of insurance and endorsements are to be received and approved by the City before work commences. All certificat es of insurance must be authorized by a person with authority to bind coverage, whether that is the authorized agent/broker or insurance underwriter. Failure to obtain the required documents prior to the commencement of work shall not waive the Contractor’s obligation to provide them.
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ATTACHMENT “D”
EXECUTIVE ORDER N-6-22 CERTIFICATION
Executive Order N -6-22 issued by Governor Gavin Newsom on March 4, 2022, directs all agencies and departments that are subject to the Governor’s authority to (a) terminate any contracts with any individuals or entities that are determined to be a target of economic sanctions against Russia and Russian entities and individuals; and (b) refrain from entering into any new contracts with such individuals or entities while the aforementioned sanctions are in effect.
Executive Order N-6-22 also requires that any contractor that: (1) currently has a contract with the City of Palm Springs funded through grant funds provided by the State of California; and/or (2) submits a bid or proposal or otherwise proposes to or enter into or renew a contract with the City of Palm Springs with State of California grant funds, certify that the person is not the target of any economic sanctions against Russia and Russian entities and individuals.
The contractor hereby certifies, SUBJECT TO PENALTY FOR PERJURY, that a) the contractor is not a target of any economic sanctions against Russian and Russian entities and individuals as discussed in Executive Order N -6-22 and b) the person signing below is duly authorized to legally bind the Contractor. This certification is made under the laws of the State of California.
Signature:
Printed Name: Robert Driscoll
Title: Deputy General Counsel
Firm Name: Axon Enterprise, Inc
Date: