Amendment to Professional Services Agreement
Form approved by the City Attorney 8-8-14
FOURTH AMENDMENT
TO PROFESSIONAL SERVICES AGREEMENT NUMBER F002516
WITH AXON ENTERPRISE, INC.
This Four
th Amendment to Agreement number F002516, dated August 9, 2022 ("Agreement") is made as of this _____ day of ______, 2025, by and between the City of Santa Rosa, a municipal corporation ("City"), and Axon Enterprise, Inc., a Delaware Corporation (“Consultant").
RECI
TALS
A. City and
Consultant entered into the Agreement for Consultant to purchase and deploy body worn cameras, interview room cameras, fleet cameras and Taser devices and the systems to support and store related data.
B. City and Consultant entered into the First Amendment to Agreement on February 12, 2024 for the purpose of adding additional licenses. City and Consultant entered into the Second Amendment to Agreement on September 27, 2024 for the purpose of adding a software module to enhance professional development and improve internal investigations at the police department. City and Consultant entered into the Third Amendment to Agreement on December 11, 2024, erroneously titled Second Amendment to Agreeement, to add fleet cameras and the required licensing and support (“Third Amendment”).
C. City and Consultant now desire to further amend the Agreement for the purpose of adding additional fleet cameras and the required licensing and support for these cameras.
D. City desires to amend the Agreement to correct the Second Amendment dated December 11, 2024 that was erroneously titled and should have been T hird Amendment to the Agreement.
AM
ENDMENT
NOW
, THEREFORE, the parties agree to amend the Agreement as follows:
1. Ci
ty and Consultant entered into the Second Amendment to Agreement on December 11, 2024. This amendment was erroeneously titled and is thereby retitled to Third Amendment, to Agreement.
2. Section 1. Scope of Services
Ex
hibit A -2 to the Third Amendment of the Agreement was erroneously titled and is thereby retitled to Exhibit A-3. Further, Exhibit A-3 is supplemented by Exhibit A-4 to this Fourth Amendment, attached hereto.
3. Sec
tion 2. Compensation
Exhibit A
Amendment to Professional Services Agreement
Form approved by the City Attorney 8-8-14
Section 2(c) is amended to increase the compensation payable to Consultant under the Agreement by $81,607.44 to read as follows:
"Notwithstanding any other provision in this Agreement to the contrary, the total maximum compensation to be paid for the satisfactory accomplishment and completion of all tasks set forth above shall in no event exceed the sum of four million thirty two thousand four hundred fifty six dollars and ninitey -nine cents ($4,032,456.99). The City’s Chief Financial Officer is authorized to pay all proper claims from various charge numbers."
All other terms of the Agreement shall remain in full force and effect.
Executed as of the day and year first above stated.
CONSULTANT:
Name of Firm:_Axon Enterprise, Inc.____
TYPE OF BUSINESS ENTITY (check one):
_____ Individual/Sole Proprietor
_____ Partnership
__X___ Corporation
_____ Limited Liability Company
_____ Other (please specify: ___________)
Signatures of Authorized Persons:
By: _____________________________
Print Name:__Isaiah Fields___________
Title: ____Chief Legal Officer/Secretary
By: _____________________________
Print Name:_Robert Driscoll__________
Title: __Deputy General Counsel/VP ____
CITY OF SANTA ROSA
a Municipal Corporation
By:_________________________________
Print Name:_Maraskeshia Smith__________
Title: City Manager____________________
APPROVED AS TO FORM:
____________________________
Office of the City Attorney
Attachment:
Exhibit A-4 - Scope of Services
Page
1 Q-621573-45588.810LG
Q-621573-45588.810LG
Issued: 10/23/2024
Quote Expiration: 12/27/2024
Estimated Contract Start Date: 02/15/2025
Account Number: 106429
Payment Terms: N30
Delivery Method:
SHIP TO BILL TO SALES REPRESENTATIVE PRIMARY CONTACT
Santa
Rosa Police Dept. - CA
965 Sonoma Ave
Santa
Rosa,
CA
95404-4803
USA
Santa
Rosa Police Dept. - CA
965 Sonoma
Ave
Santa Rosa
CA
95404-4803
USA
Email:
Lauren Gauer
Phone: 480-580-3639
Email: [email protected]
Fax:
James Vickers
Phone:
7079788926
Email: [email protected]
Fax:
Quote Summary Discount Summary
Program Length 58 Months Average Savings Per Year $3,838.32 TOTAL COST $81,607.44
ESTIMATED TOTAL W/ TAX $81,607.44 TOTAL SAVINGS $18,551.88 Axon Enterprise, Inc.
17800 N 85th St.
Scottsdale, Arizona 85255
United States
VAT: 86-0741227
Domestic: (800) 978-2737
International: +1.800.978.2737
Exhibit A-4
Payment Summary
Date Subtotal Tax Total
Jan 2025 $14,707.99 $0.00 $14,707.99
Apr 2025 $13,379.89 $0.00 $13,379.89
Apr 2026 $13,379.89 $0.00 $13,379.89
Apr 2027 $13,379.89 $0.00 $13,379.89
Apr 2028 $13,379.89 $0.00 $13,379.89
Apr 2029 $13,379.89 $0.00 $13,379.89
Total $81,607.44 $0.00 $81,607.44
Quote Unbundled Price: $100,159.32
Quote List Price: $89,886.36
Quote Subtotal: $81,607.44
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
80462 TRUE UP - FLEET 3 ADVANCED WITH TAP 6 2 $108.00 $108.00 $1,296.00 $0.00 $1,296.00 Fleet3A Fleet 3 Advanced 6 58 $284.09 $254.57 $230.78 $80,311.44 $0.00 $80,311.44 Total $81,607.44 $0.00 $81,607.44
Delivery Schedule
Hardware
Bundle Item Description QTY Shipping Location Estimated Delivery Date Fleet 3 Advanced 100989 AXON FLEET - CRADLEPOINT R920-C7A+5YR NETCLOUD 6 1 01/15/2025 Fleet 3 Advanced 70112 AXON SIGNAL - SIGNAL UNIT 6 1 01/15/2025 Fleet 3 Advanced 71200 AXON FLEET - AIRGAIN ANT - 5-IN-1 2LTE 2WIFI 1GNSS BL 6 1 01/15/2025 Fleet 3 Advanced 72034 AXON FLEET 3 - SIM INSERTION - VZW 6 1 01/15/2025 Fleet 3 Advanced 72036 AXON FLEET 3 - STANDARD 2 CAMERA KIT 6 1 01/15/2025 Fleet 3 Advanced 72040 AXON FLEET - TAP REFRESH 1 - 2 CAMERA KIT 6 1 09/15/2029 Software
Bundle Item Description QTY Estimated Start Date Estimated End Date Fleet 3 Advanced 80400 AXON EVIDENCE - FLEET VEHICLE LICENSE 6 02/15/2025 12/14/2029 Fleet 3 Advanced 80401 AXON FLEET 3 - ALPR LICENSE - 1 CAMERA 6 02/15/2025 12/14/2029 Fleet 3 Advanced 80402 AXON RESPOND - LICENSE - FLEET 3 6 02/15/2025 12/14/2029 Fleet 3 Advanced 80410 AXON EVIDENCE - STORAGE - FLEET 1 CAMERA UNLIMITED 12 02/15/2025 12/14/2029 Warranties
Bundle Item Description QTY Estimated Start Date Estimated End Date Fleet 3 Advanced 80379 AXON SIGNAL - EXT WARRANTY - SIGNAL UNIT 6 01/15/2026 12/14/2029 Fleet 3 Advanced 80495 AXON FLEET 3 - EXT WARRANTY - 2 CAMERA KIT 6 01/15/2026 12/14/2029
Shipping Locations
Location Number Street City State Zip Country
1 965 Sonoma Ave Santa Rosa CA 95404-4803 USA
Payment Details
Jan 2025
Invoice Plan Item Description Qty Subtotal Tax Total
Add-On Payment 1 Fleet3A Fleet 3 Advanced 6 $13,411.99 $0.00 $13,411.99 True up 80462 TRUE UP - FLEET 3 ADVANCED WITH TAP 6 $1,296.00 $0.00 $1,296.00 Total $14,707.99 $0.00 $14,707.99
Apr 2025
Invoice Plan Item Description Qty Subtotal Tax Total
Add-On Payment 2 Fleet3A Fleet 3 Advanced 6 $13,379.89 $0.00 $13,379.89 Total $13,379.89 $0.00 $13,379.89
Apr 2026
Invoice Plan Item Description Qty Subtotal Tax Total
Add-On Payment 3 Fleet3A Fleet 3 Advanced 6 $13,379.89 $0.00 $13,379.89 Total $13,379.89 $0.00 $13,379.89
Apr 2027
Invoice Plan Item Description Qty Subtotal Tax Total
Add-On Payment 4 Fleet3A Fleet 3 Advanced 6 $13,379.89 $0.00 $13,379.89 Total $13,379.89 $0.00 $13,379.89
Apr 2028
Invoice Plan Item Description Qty Subtotal Tax Total
Add-On Payment 5 Fleet3A Fleet 3 Advanced 6 $13,379.89 $0.00 $13,379.89 Total $13,379.89 $0.00 $13,379.89
Apr 2029
Invoice Plan Item Description Qty Subtotal Tax Total
Add-On Payment6 Fleet3A Fleet 3 Advanced 6 $13,379.89 $0.00 $13,379.89 Total $13,379.89 $0.00 $13,379.89
Tax is estimated based on rates applicable at date of quote and subject to change at time of invoicing. If a tax exemption certificate should be applied, please submit prior to invoicing.
Standard Terms and Conditions
Axon Enterprise Inc. Sales Terms and Conditions
Axon Master Services and Purchasing Agreement:
This Quote is limited to and conditional upon your acceptance of the provisions set forth herein and Axon’s Master Services and Purchasing Agreement (posted at https://www.axon.com/sales-terms-and-conditions), as well as the attached Statement of Work (SOW) for Axon Fleet and/or Axon Interview Room purchase, if applicable. In the event you and Axon have entered into a prior agreement to govern all future purchases, that agreement shall govern to the extent it includes the products and services being purchased and does not conflict with the Axon Customer Experience Improvement Program Appendix as described below.
ACEIP:
The Axon Customer Experience Improvement Program Appendix, which includes the sharing of de-identified segments of Agency Content with Axon to develop new products and improve your product experience (posted at www.axon.com/legal/sales-terms-and-conditions), is incorporated herein by reference. By signing below, you agree to the terms of the Axon Customer Experience Improvement Program.
Acceptance of Terms:
Any purchase order issued in response to this Quote is subject solely to the above referenced terms and conditions. By signing below, you represent that you are lawfully able to enter into contracts. If you are signing on behalf of an entity (including but not limited to the company, municipality, or government agency for whom you work), you represent to Axon that you have legal authority to bind that entity. If you do not have this authority, please do not sign this Quote.
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Signature Date Signed
10/23/2024