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 13
This Master Services and Purchasing Agreement ("Agreement") is between Axon Enterprise, Inc., a Delaware corporation ("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. Definitions.
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, any renewal shall be at upon mutual consent and shall require written amendment executed by authorized representatives of both parties. If such written amendment is not executed, this Agreement shall terminate at the end of the expiration of the then current term without further obligation by either party.
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 Customer’s invoice receipt. 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.
4. Taxes. Customer is responsible for sales and other taxes associated with the order unless Customer provides Axon a valid tax exemption certificate.
5. Shipping. Axon may make partial shipments and ship Axon Devices from multiple locations. All shipments are F.O.B.
Destination via common carrier. Title and risk of loss pass to Customer only upon actual receipt and acceptance by Customer. Axon shall retain liability for loss or damage during transit. Customer is responsible for any shipping charges in the Quote. Any goods which are not rejected as defective or non-functional within ten (10) days of delivery shall be deemed accepted.
6. Returns. All sales are final. Axon does not allow refunds or exchanges, except warranty returns or as provided by state or federal law.
7. Warranty.
7.1. Limited Warranty. 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 one year (1) year 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 the 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 13
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 limitation 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 Axonmanufactured 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) one (1) year 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 the extent permitted by law, the above warranties and remedies are exclusive. Axon disclaims all other warranties, remedies, and conditions, whether oral, written, statutory, or implied. If statutory or implied warranties cannot be lawfully disclaimed, then such warranties are limited to the duration of the warranty described above and by the provisions in this Agreement. Customer confirms and agrees that in deciding whether to sign this Agreement, 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. Except for (a) Axon’s Axon’s willful misconduct or gross negligence, or (b) any liability that cannot be excluded under applicable law, Axon’s cumulative liability to any party for any loss or damage resulting from any claim, demand, or action arising out of or relating to this Agreement will not exceed the purchase price paid to Axon for the Axon Device, or if for Services, three times the amount paid for such Services 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/salesterms-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-termsand-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 Master Services and Purchasing Agreement for Customer
Title: Master Services and Purchasing Agreement between Axon and Customer Department: Legal
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and use its name in marketing materials. Axon may terminate the Axon Aid program without cause immediately 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. Axon 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. Bundled 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. Insurance. Axon will maintain General Liability, Workers’ Compensation, and Automobile Liability insurance in compliance with the requirements set forth by the Customer’s Risk Manager as detailed below for the duration of this Agreement and shall provide certificates of insurance to confirm compliance.
12.1. General Liability: $2,000,000 per occurrence for bodily injury, personal injury and property damage. The City, its officers, elected and appointed officials, employees, and volunteers shall be covered as insureds with respect to liability arising out of work performed by or on behalf of the Consultant. General liability coverage can be provided in the form of an endorsement to the Consultant’s insurance, or as a separate owner’s policy.
12.2. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. The City, its officers, elected and appointed officials, employees, and volunteers shall be covered as insureds with respect to liability arising out of automobiles owned, leased, hired or borrowed by or on behalf of the Consultant.
12.3. Employer’s Liability: $1,000,000 per accident for bodily injury or disease.
12.4. Axon may satisfy the above requirements through the use of primary and excess liability insurance.
13. IP Rights. Axon owns and reserves all right, title, and interest in Axon-manufactured Devices and Services and suggestions to Axon, including all related intellectual property rights. Customer will not cause any Axon proprietary rights to be violated.
14. Indemnification. Axon will indemnify Customer against all claims, losses, and reasonable expenses arising from (a) personal injury or property damage caused by Axon Devices resulting from Axon’s negligent acts, errors or omissions, or willful misconduct; (b) data breaches or cybersecurity incidents caused by Axon’s negligence (d) failure of Axon Cloud Services to perform as contractually required, resulting in third-party claims against the Customer; and (c) 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. 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. Customer must 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.
15. Customer 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. Termination.
16.1. For Breach. Either 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 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 13
reasonably practicable.
16.3. Effect of Termination. Upon termination of this Agreement, Customer rights immediately terminate except as detailed in Section 17 of the Cloud Services Terms of Use Appendix 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" means 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.
Notwithstanding the preceding paragraph, Customer may make disclosures if the information (i) is or becomes generally known to the public through no fault of, or breach of this Agreement by, the Customer; (ii) is rightfully in the Customer’s possession at the time of disclosure without an obligation of confidentiality; (iii) is independently developed by the Customer without use of Axon’s Confidential Information; (iv) is rightfully obtained by the Customer from a third party without restriction on use or disclosure; (v) required to be disclosed by the Customer pursuant to law, rule, regulation, subpoena, or court order, including but not limited to the California Public Records Act (CALIFORNIA PUBLIC RECORDS ACT GOVERNMENT CODE SECTION 6250 ET SEQ.); (vi) disclosed due to a rule, order, referral, or request, including without limitation any rule, order, referral, or request of Customer’s City Council; or (vii) disclosed as part of the Customer’s customary contract approval process.
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. The 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 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 5 of 13
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, including all attached Appendices, SOW(s), and Quotes constitute the entire agreement between the Parties regarding its subject matter and supersedes all prior agreement, understandings, or representations, whether written or verbal. Any amendments or modifications to this Agreement must be in writing and signed by both Parties to be enforceable.
Each Party, by and through its respective representative authorized to execute this Agreement, has duly executed and delivered this Agreement as of the date of signature.
AXON: CUSTOMER:
Axon Enterprise, Inc., a Delaware corporation City of Redondo Beach, a chartered municipal corporation
Signature: Signature:
Name: Name:
Title: Title:
Date: Date: 6/4/2025 | 12:09 PM MST
Deputy General Counsel
Robert E. Driscoll, Jr
Diane Strickfaden,
Risk Manager
Master Services and Purchasing Agreement for Customer
Title: Master Services and Purchasing Agreement between Axon and Customer Department: Legal
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Axon Cloud Services Terms of Use Appendix
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. Customer 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. Security. 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 Criminal Justice Information Services Security Addendum for its digital evidence or records management systems.
5. Customer 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
Title: Master Services and Purchasing Agreement between Axon and Customer Department: Legal
Version: 22
Release Date: 8/2/2024 Page 7 of 13
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. Storage. 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 ThirdParty 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. Suspension. 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. Axon Cloud Services Warranty. Axon disclaims any warranties or responsibility for data corruption or errors before Customer uploads data to Axon Cloud Services.
12. TASER 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 (including employees, contractors, agents, officers, volunteers, and directors), may not, or may not attempt to:
a. reverse engineer, disassemble, or decompile Axon Cloud Services or apply any process to derive any source code included in Axon Cloud Services, or allow others to do the same; 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. After 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 and securely deleted and fully removed all Customer Content from Axon Cloud Services.
17. Post-Termination Assistance. Axon will 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 Axon’s data egress service, will result in additional fees and Axon will not warrant or guarantee data integrity or readability in the external system. Upon request, Axon shall provide a reasonable and transparent fee schedule for additional data transfer services, which shall not exceed commercially reasonable rates. Upon Customer’s request, Axon shall provide Customer Content in a non-proprietary, industry standard format (e.g. CSV for metadata) to ensure usability.
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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Version: 22
Release Date: 8/2/2024 Page 9 of 13
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.
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 10 of 13
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. Training. 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. Extended 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. Trade-in. If the Quote contains a discount on CEW-related line items and that discount is contingent upon the tradein 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. Access 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. Customer 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. Purchase Order. To comply with applicable laws and regulations, Customer must provide a purchase order to Axon prior to shipment of TASER 10.
9. Apollo 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. Termination. 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
Title: Master Services and Purchasing Agreement between Axon and Customer Department: Legal
Version: 22
Release Date: 8/2/2024 Page 11 of 13
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.
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 12 of 13
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. Customer 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 networks providing API Service;
4.5. reverse engineer, decompile, disassemble, or translate or attempt to extract the source code from API Service or any related software;
4.6. create an API Interface that functions substantially the same as API Service and offer it for use by third parties;
4.7. provide use of API Service on a service bureau, rental or managed services basis or permit other individuals or entities to create links to API Service;
4.8. frame or mirror API Service on any other server, or wireless or Internet-based device;
4.9. make available to a third-party, any token, key, password or other login credentials to API Service;
4.10. take any action or inaction resulting in illegal, unauthorized or improper purposes; or
4.11. disclose Axon’s API manual.
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 13 of 13
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:
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. scrape, build databases, or otherwise create permanent copies of such content, or keep cached copies longer than permitted by the cache header;
6.2. copy, translate, modify, create a derivative work of, sell, lease, lend, convey, distribute, publicly display, or sublicense to any third-party;
6.3. misrepresent 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.
Q-624437-45807KP
Issued: 05/30/2025
Quote Expiration: 06/30/2025
Contract Start Date: 08/01/2025
Account Number: 108077
Payment Terms: N30
Mode of Delivery: UPS-GND
Credit/Debit Amount: $0.00
SHIP TO BILL TO SALES REPRESENTATIVE PRIMARY CONTACT
Redondo Beach Police Dept. - CA
401 Diamond Street
Redondo Beach,
CA
90277-2836
USA
Redondo Beach Police Dept. - CA
401 Diamond Street
Redondo Beach
CA
90277-2836
USA
Email:
Kyle Panasewicz
Phone: +1 4803294734
Email: [email protected]
Fax: (480) 905-2071
Jeffrey Mendence
Phone: 310-697-3480
Email: [email protected]
Fax:
Quote Summary Discount Summary
Program Length 60 Months Average Savings Per Year $2,937.85 TOTAL COST $106,025.40
ESTIMATED TOTAL W/ TAX $114,559.50 TOTAL SAVINGS $14,689.26 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
Aug 2025 $21,205.08 $1,706.80 $22,911.88
Aug 2026 $21,205.08 $1,706.80 $22,911.88
Aug 2027 $21,205.08 $1,706.80 $22,911.88
Aug 2028 $21,205.08 $1,706.80 $22,911.88
Aug 2029 $21,205.08 $1,706.90 $22,911.98
Total $106,025.40 $8,534.10 $114,559.50
Quote Unbundled Price: $120,708.60
Quote List Price: $110,620.80
Quote Subtotal: $106,025.40
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
C00018 BUNDLE - TASER 7 CERTIFICATION 23 60 $87.47 $80.16 $76.83 $106,025.40 $8,534.10 $114,559.50 Total $106,025.40 $8,534.10 $114,559.50
Delivery Schedule
Hardware
Bundle Item Description QTY Shipping Location Estimated Delivery Date BUNDLE - TASER 7 CERTIFICATION 100591 AXON TASER - CLEANING KIT 1 1 08/01/2025 BUNDLE - TASER 7 CERTIFICATION 100623 ENHANCED HOOK-AND-LOOP TRAINING (HALT) SUIT (V2) 1 1 08/01/2025 BUNDLE - TASER 7 CERTIFICATION 20008 AXON TASER 7 - HANDLE - HIGH VIS GRN LASER CLASS 3R YLW 23 1 08/01/2025
BUNDLE - TASER 7 CERTIFICATION 20018 AXON TASER - BATTERY PACK - TACTICAL 27 1 08/01/2025 BUNDLE - TASER 7 CERTIFICATION 20063 AXON TASER 7 - HOLSTER - SAFARILAND RH 23 1 08/01/2025 BUNDLE - TASER 7 CERTIFICATION 22175 AXON TASER 7 - CARTRIDGE - LIVE STANDOFF (3.5-DEGREE) NS 115 1 08/01/2025
BUNDLE - TASER 7 CERTIFICATION 22176 AXON TASER 7 - CARTRIDGE - LIVE CLOSE QUART (12- DEGREE) NS 115 1 08/01/2025
BUNDLE - TASER 7 CERTIFICATION 22177 AXON TASER 7 - CARTRIDGE - HALT STANDOFF NS 46 1 08/01/2025 BUNDLE - TASER 7 CERTIFICATION 22178 AXON TASER 7 - CARTRIDGE - HALT CLOSE QUART NS 46 1 08/01/2025 BUNDLE - TASER 7 CERTIFICATION 22179 AXON TASER 7 - CARTRIDGE - INERT STANDOFF (3.5- DEGREE) NS 23 1 08/01/2025
BUNDLE - TASER 7 CERTIFICATION 22181 AXON TASER 7 - CARTRIDGE - INERT CLOSE QUART (12- DEGREE) NS 23 1 08/01/2025
BUNDLE - TASER 7 CERTIFICATION 70033 AXON - DOCK WALL MOUNT - BRACKET ASSY 1 1 08/01/2025 BUNDLE - TASER 7 CERTIFICATION 71019 AXON BODY - DOCK POWERCORD - NORTH AMERICA 1 1 08/01/2025 BUNDLE - TASER 7 CERTIFICATION 74200 AXON TASER - DOCK - SIX BAY PLUS CORE 1 1 08/01/2025 BUNDLE - TASER 7 CERTIFICATION 80087 AXON TASER - TARGET - CONDUCTIVE PROFESSIONAL RUGGEDIZED 1 1 08/01/2025
BUNDLE - TASER 7 CERTIFICATION 80090 AXON TASER - TARGET FRAME - PROFESSIONAL 27.5 IN X 75 IN 1 1 08/01/2025
BUNDLE - TASER 7 CERTIFICATION 22175 AXON TASER 7 - CARTRIDGE - LIVE STANDOFF (3.5-DEGREE) NS 46 1 08/01/2026
BUNDLE - TASER 7 CERTIFICATION 22176 AXON TASER 7 - CARTRIDGE - LIVE CLOSE QUART (12- DEGREE) NS 46 1 08/01/2026
BUNDLE - TASER 7 CERTIFICATION 22175 AXON TASER 7 - CARTRIDGE - LIVE STANDOFF (3.5-DEGREE) NS 46 1 08/01/2027
BUNDLE - TASER 7 CERTIFICATION 22176 AXON TASER 7 - CARTRIDGE - LIVE CLOSE QUART (12- DEGREE) NS 46 1 08/01/2027
BUNDLE - TASER 7 CERTIFICATION 22177 AXON TASER 7 - CARTRIDGE - HALT STANDOFF NS 46 1 08/01/2027
Hardware
Bundle Item Description QTY Shipping Location Estimated Delivery Date BUNDLE - TASER 7 CERTIFICATION 22178 AXON TASER 7 - CARTRIDGE - HALT CLOSE QUART NS 46 1 08/01/2027 BUNDLE - TASER 7 CERTIFICATION 22175 AXON TASER 7 - CARTRIDGE - LIVE STANDOFF (3.5-DEGREE) NS 46 1 08/01/2028
BUNDLE - TASER 7 CERTIFICATION 22176 AXON TASER 7 - CARTRIDGE - LIVE CLOSE QUART (12- DEGREE) NS 46 1 08/01/2028
BUNDLE - TASER 7 CERTIFICATION 22175 AXON TASER 7 - CARTRIDGE - LIVE STANDOFF (3.5-DEGREE) NS 46 1 08/01/2029
BUNDLE - TASER 7 CERTIFICATION 22176 AXON TASER 7 - CARTRIDGE - LIVE CLOSE QUART (12- DEGREE) NS 46 1 08/01/2029
Software
Bundle Item Description QTY Estimated Start Date Estimated End Date BUNDLE - TASER 7 CERTIFICATION 101180 AXON TASER - DATA SCIENCE PROGRAM 23 08/01/2025 07/31/2030 BUNDLE - TASER 7 CERTIFICATION 20248 AXON TASER - EVIDENCE.COM LICENSE 23 08/01/2025 07/31/2030 BUNDLE - TASER 7 CERTIFICATION 20248 AXON TASER - EVIDENCE.COM LICENSE 1 08/01/2025 07/31/2030 Services
Bundle Item Description QTY
BUNDLE - TASER 7 CERTIFICATION 101193 AXON TASER - ON DEMAND CERTIFICATION 1 BUNDLE - TASER 7 CERTIFICATION 20246 AXON TASER 7 - REPLACEMENT ACCESS PROGRAM - DUTY CARTRIDGE 23 Warranties
Bundle Item Description QTY Estimated Start Date Estimated End Date BUNDLE - TASER 7 CERTIFICATION 80374 AXON TASER - EXT WARRANTY - BATTERY PACK T7/T10 27 08/01/2026 07/31/2030 BUNDLE - TASER 7 CERTIFICATION 80395 AXON TASER 7 - EXT WARRANTY - HANDLE 23 08/01/2026 07/31/2030 BUNDLE - TASER 7 CERTIFICATION 80396 AXON TASER - EXT WARRANTY - DOCK SIX BAY T7/T10 1 08/01/2026 07/31/2030
Shipping Locations
Location Number Street City State Zip Country
1 401 Diamond Street Redondo Beach CA 90277-2836 USA
Payment Details
Aug 2025
Invoice Plan Item Description Qty Subtotal Tax Total
Year 1 C00018 BUNDLE - TASER 7 CERTIFICATION 23 $21,205.08 $1,706.80 $22,911.88 Total $21,205.08 $1,706.80 $22,911.88
Aug 2026
Invoice Plan Item Description Qty Subtotal Tax Total
Year 2 C00018 BUNDLE - TASER 7 CERTIFICATION 23 $21,205.08 $1,706.80 $22,911.88 Total $21,205.08 $1,706.80 $22,911.88
Aug 2027
Invoice Plan Item Description Qty Subtotal Tax Total
Year 3 C00018 BUNDLE - TASER 7 CERTIFICATION 23 $21,205.08 $1,706.80 $22,911.88 Total $21,205.08 $1,706.80 $22,911.88
Aug 2028
Invoice Plan Item Description Qty Subtotal Tax Total
Year 4 C00018 BUNDLE - TASER 7 CERTIFICATION 23 $21,205.08 $1,706.80 $22,911.88 Total $21,205.08 $1,706.80 $22,911.88
Aug 2029
Invoice Plan Item Description Qty Subtotal Tax Total
Year 5 C00018 BUNDLE - TASER 7 CERTIFICATION 23 $21,205.08 $1,706.90 $22,911.98 Total $21,205.08 $1,706.90 $22,911.98
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, 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.