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R21-053
1 RESOLUTION NO. R21-053 2 3 4 A RESOLUTION OF THE CITY OF BOYNTON BEACH,FLORIDA, 5 APPROVE AND AUTHORIZE THE CITY MANAGER TO SIGN 6 ALL REQUIRED DOCUMENTS FOR THE PURCHASE OF 135 7 TASER 7"SMART TASERS"FROM AXON ENTERPRISE,INC.OF 8 SCOTTSDALE, AZ; AND ENTER INTO A FIVE (5) YEAR 9 PURCHASE PLAN WITH AXON ENTERPRISE, INC. WITH 10 YEARLY PAYMENTS; $108,250.00 FOR THE FIRST YEAR, AND 11 $103,500.00 EACH YEAR THEREAFTER FOR A TOTAL OF 12 $522,250.00 OVER THE FIVE (5) YEAR PERIOD; AND 13 PROVIDING AN EFFECTIVE DATE. 14 15 16 WHEREAS, the Police Department previously implemented an Axon Taser less- 17 lethal device program as an alternative for Police Officers when that level of force is required; 18 and 19 WHEREAS, this request is to purchase 150 TASER 7 "Smart Tasers" CEW 20 (Conducted Electrical Weapon) for the Police Department to replace existing devices which 21 are at end-of-life; and 22 WHEREAS, the City Commission of the City of Boynton Beach, Florida, upon the 23 recommendation of staff, deems it to be in the best interests of the City residents to approve 24 and authorize the City Manager to sign all required documents for the purchase of 135 TASER 25 7"Smart Tasers"from Axon Enterprise, Inc. of Scottsdale, AZ; and enter into a five (5)year 26 purchase plan with Axon Enterprise, Inc.with yearly payments;$108,250.00 for the first year, 27 and $103,500.00 each year thereafter for a total of$522,250.00 over the five(5)year period. 28 NOW,THEREFORE,BE IT RESOLVED BY THE CITY COMMISSION OF 29 THE CITY OF BOYNTON BEACH,FLORIDA,THAT: 30 Section 1.The foregoing"Whereas"clauses are hereby ratified and confirmed as being 31 true and correct and are hereby made a specific part of this Resolution upon adoption hereof. S:\CA\RESO\Ageements\Taser Agreement With AXON-Reso.Docx 32 Section 2. The City Commission of the City of Boynton Beach, Florida hereby 33 approves and authorizes the City Manager to sign all required documents for the purchase of 34 135 TASER 7"Smart Tasers" from Axon Enterprise, Inc. of Scottsdale,AZ; and enter into a 35 five(5)year purchase plan with Axon Enterprise, Inc.with yearly payments; $108,250.00 for 36 the first year,and$103,500.00 each year thereafter for a total of$522,250.00 over the five(5) 37 year period, a copy of which Agreement is attached hereto as Exhibit"A." 38 Section 3. This Resolution shall become effective immediately upon passage. 39 PASSED AND ADOPTED this 1st day of June,2021. 40 CITY OF BOYNTON BEACH,FLORIDA 41 42 YES NO 43 44 Mayor—Steven B. Grant 45 46 Vice Mayor—Woodrow L. Hay 47 48 Commissioner—Justin Katz 49 50 Commissioner—Christina L.Romelus 51 52 Commissioner—Ty Penserga c/ 53 54 55 VOTE S-D 56 57 ATTEST: 58 59 60 61 C stal Gibson,MMC 62 City Clerk 63 64 65 66 (Corporate Seal) it 67 68 S:\CA\RESO\Agreements\Taser Agreement With AXON-Reso.Docx R21-053 A AXON Axon Enterprise, Inc.'s TASER 7 Agreement This TASER 7 Agreement ("Agreement") applies to Agency's TASER 7 purchase from Axon Enterprise, Inc.("Axon").Agency will receive TASER 7 Conducted Energy Weapon("CEW")hardware, accessories,warranty, and services documented in the attached Quote Appendix("Quote"). 1 Term.The start date is based on the initial shipment of TASER 7 hardware("Start Date"). If shipped in the first half of the month, the Start Date is the 1st of the following month. If shipped in the last half of the month,the Start Date is the 15th of the following month.The TASER 7 term will end upon completion of the associated TASER 7 subscription in the Quote ("Term"). If the Quote has multiple TASER 7 ship dates, each shipment will have a 60-month term, starting on the shipment of TASER 7 as described above. 2 TASER 7 Duty Cartridge Replacement Access. If the Quote includes 'TASER 7 Duty Cartridge Replacement Access License",this section applies.The cost of the TASER 7 Duty Cartridge Replacement Plan for each CEW user is included in the Agency's fees paid pursuant to this agreement. A CEW user includes officers that use a CEW in the line of duty and ones that only use a CEW for training.Agency may not resell cartridges received under any TASER 7 plan.Axon will only replace cartridges used in the line of duty. 3 Training. The Quote includes two annual instructor training vouchers and one annual master instructor voucher. Agency must use the voucher within 1 year of issuance, or the voucher will be void. During the Term,Axon will issue Agency a voucher annually beginning on the Start Date. The voucher has no cash value. Agency cannot exchange it for another product or service. If the Quote includes Axon Online Training or Virtual Reality Content (collectively, "Training Content"), Agency may access Training Content during the Term. Axon will deliver all Training Content electronically. Unless stated in the Quote,the voucher does not include travel expenses incurred by the Agency in attending such trainings and will be Agency's responsibility. 4 Payment. Unless specified in the Quote, Axon will invoice Agency on the Start Date and then on the Start Date anniversary during the Term, if annual payments are elected. Payment is due net 30 days from the invoice. Payment obligations are non-cancelable. Agency will pay invoices without setoff, deduction, or withholding. Unless Agency provides Axon a valid and correct tax exemption certificate applicable to the purchase and ship-to location,Agency is responsible for all taxes associated with the order. 5 Shipping.Axon may make partial shipments and ship from multiple locations.All shipments are FOB shipping point via common carrier.Title and risk of loss pass to Agency upon Axon's delivery to the common carrier.Agency is responsible for any shipping charges in the Quote, if any. If the Quote includes future deliveries of hardware, Axon will ship hardware to Agency's address on the Quote. 6 Returns. All sales are final. Axon does not allow refunds or exchanges, except warranty returns or as provided by state or federal law. 7 Hardware Limited Warranty. Axon warrants that Axon-manufactured hardware is free {U0447106.6 306-9001821) Title:BB Taser Agreement 5-26 (Final) (00447106.DOCX;6) Page 1 of 12 Department:Legal Version: 2.0 Release Date: 11/20/2019 Axon Enterprise, Inc.'s TASER 7 � AXON Agreement from defects in workmanship and materials for 1 year from the date of Agency's receipt. Axon warrants its Axon-manufactured accessories for 90-days from the date of Agency's receipt. Used CEW cartridges are deemed to have operated properly. Non-Axon manufactured Devices are not covered by Axon's warranty. Agency should contact the manufacturer for support of non-Axon manufactured hardware. For purposes of clarity, Safariland holsters listed in the Quote are Axon-manufactured accessories. If Axon receives a valid warranty claim for Axon manufactured hardware during the warranty term,Axon's sole responsibility is to repair or replace the hardware with the same or like hardware, at Axon's option. Replacement hardware will be new or like new. Axon will warrant the replacement hardware for the longer of (a) the remaining warranty of the original hardware or(b)90-days from the date of repair or replacement. If the Quote includes an extended warranty,the extended warranty coverage begins on the Start Date and continues for the Term for the hardware covered by the extended warranty on the Quote. If Agency exchanges hardware or a part,the replacement item becomes Agency's property, and the replaced item becomes Axon's property. Before delivering hardware for service, Agency must upload hardware 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 hardware sent to Axon for service. 8 Warranty Limitations.Axon's warranty obligations exclude damage related to(a)failure to follow instructions on product's use; (b) products used with products not manufactured or recommended by Axon;(c)abuse, misuse, intentional, or deliberate damage to the product; (d)force majeure;(e) products repaired or modified by persons other than Axon without the written permission of Axon; or(f) products with a defaced or removed serial number. To the extent permitted by law, the warranties and remedies set forth above are exclusive and Axon disclaims all other warranties, remedies,and conditions,whether oral or written, statutory, or implied, as permitted by applicable law. If statutory or implied warranties cannot be lawfully disclaimed, then all such warranties are limited to the duration of the express warranty described above and limited by the other provisions contained in this Agreement.Axon's cumulative liability to any party for any loss or damage resulting from any claims, demands, or actions arising out of or relating to any Axon product will not exceed the purchase price paid to Axon for the product or if for services, the amount paid for such services over the prior 12 months preceding the claim. In no event will either party be liable for any direct, special, indirect,incidental,exemplary, punitive, or consequential damages, however caused, whether for breach of warranty, breach of contract, negligence, strict liability,tort or under any other legal theory. 9 Spare Products. Axon may provide Agency a fixed number of spares for TASER 7 hardware in the Quote("Spare Products").Spare Products will replace non-functioning units.If Agency {00447106.6 306-9001821} Title:BB Taser Agreement 5-26 (Final) (00447106.DOCX;6) Page 2 of 12 Department:Legal Version: 2.0 Release Date: 11/20/2019 AX/OAN Axon Enterprise, Inc.'s TASER 7 Agreement uses a Spare Product, Agency must return non-functioning units to Axon, and Axon will repair or replace the non-functioning unit. If Agency does not return Spare Products to Axon within 30 days of termination of this Agreement,Axon will invoice Agency the MSRP then in effect for all unreturned Spare Products. 10 Trade-In. If a trade-in discount is on the Quote, Agency must return used hardware and accessories associated with the discount ("Trade-In Units") to Axon. Agency must ship batteries via ground shipping. Axon will pay the shipping costs of the return. If Axon does not receive Trade-In Units within the timeframe below, Axon will invoice Agency the value of the trade-in discount. Agency may not destroy Trade-In Units and receive a trade-in discount. Agency Size Days to Return from Start Date Less than 100 officers 30 days 100 to 499 officers 90 days 500+officers 180 days 11 Product Warnings. See www.axon.com/legal for the most current Axon product warnings. 12 Design Changes. Axon may make changes in the design of any of Axon's products and services without notifying Agency or making the same change to products and services previously purchased. Axon may replace end of life products with the next generation of that product without notifying Agency. 13 Termination. If payment for TASER 7 is more than 30 days past due, Axon may terminate Agency's TASER 7 plan by notifying Agency. Upon termination for any reason,then as of the date of termination: 13.1. TASER 7 extended warranties and access to Training Content will terminate. No refunds will be given. 13.2. Axon will invoice Agency the remaining MSRP for TASER 7 products received before termination. If terminating for non-appropriations, Axon will not invoice Agency if Agency returns the CEW, battery, holster, dock, core, training suits, and unused cartridges to Axon within 30 days of the date of termination.The Agency will provide notice of such non-appropriations within thirty(30) days of determining that funds needed to maintain this agreement have not been appropriated. 13.3. Agency will be responsible for payment of any missed payments due to the termination before being allowed to purchase any future TASER 7 plan. 14 Delays. Axon will use reasonable efforts to deliver products and services as soon as practicable. If delivery is interrupted due to causes beyond Axon's control, Axon may delay or terminate delivery with notice. 15 Proprietary Information.Agency agrees Axon has and claims various proprietary rights in the hardware,firmware,software,and the integration of ancillary materials,knowledge,and {OU447113b b306-90oi82i} Title:BB Taser Agreement 5-26 (Final) (00447106.DOCX;6) Page 3 of 12 Department:Legal Version: 2.0 Release Date: 11/20/2019 Axon Enterprise, Inc.'s TASER 7 � AXON Agreement designs that constitute Axon products and services. Agency will not directly or indirectly cause any proprietary rights to be violated. 16 Confidentiality.The Agency is public agency subject to Chapter 119, Florida Statutes. Axon shall comply with Florida's Public Records Law. Specifically, Axon shall: 16.1. Keep and maintain public records required by Agency to perform the service; 16.2. Upon request from Agency's custodian of public records,provide Agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in chapter 119, Fla. Stat. or as otherwise provided by law; 16.3. Ensure that public records that are exempt or that are confidential and exempt from public record disclosure requirements are not disclosed except as authorized by law for the duration of the Agreement term and,following completion of the Agreement, Axon shall destroy all copies of such confidential and exempt records remaining in its possession once Axon transfers the records in its possession to the Agency; and 16.4. Upon completion of the Agreement,Axon shall transfer to the Agency, at no cost to the Agency,all public records in Axon's possession. All records stored electronically by Axon must be provided to the Agency,upon request from the Agency's custodian of public records, in a format that is compatible with the information technology systems of the Agency. 16.5. IF AXON HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUES, TO AXON'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS: CITY CLERK-CITY OF BOYNTON BEACH 100 EAST OCEAN AVENUE, BOYNTON BEACH, FLORIDA,33435 561-742-6061 CITYCLERK@BBFL.US 17 Export Compliance. Each party will comply with all import and export control laws and regulations. - 18 Assignment.Agency may not assign or transfer this Agreement without Axon's prior written approval. 19 Governing Law: Venue. The laws of the state where Agency is physically located, without reference to conflict of law rules, govern this Agreement and any dispute that might arise between the parties. The United Nations Convention for the International Sale of Goods does not apply to this Agreement. {0044/106.6 306-9001821} Title:BB Taser Agreement 5-26 (Final) (00447106.DOCX;6) Page 4 of 12 Department:Legal Version: 2.0 Release Date: 11/20/2019 Axon Enterprise, Inc.'s TASER 7 AXON� Agreement 20 E-Verify. "Subcontractor" means a person or entity that provides labor, supplies, or services to or for a contractor or another subcontractor in exchange for salary, wages, or other remuneration. "E-Verify system" means an Internet-based system operated by the United States Department of Homeland Security that allows participating employers to electronically verify the employment eligibility of newly hired employees. Effective January 1, 2021, Axon was required to register with and use the E-Verify system in order to verify the work authorization status of all newly hired employees. Axon has registered for and utilized the U.S. Department of Homeland Security's E-Verify System to verify the employment eligibility of: • All persons employed by Axon to perform employment duties within Florida during the term of the Agreement; and • All persons (including subvendors/subconsultants/subcontractors) assigned by Axon to perform work pursuant to the Agreement with the City of Boynton Beach. Axon acknowledges and agrees that registration and use of the U.S. Department of Homeland Security's E-Verify System during the term of the Agreement is a condition of the Agreement with the City of Boynton Beach; and • Axon shall comply with the provisions of Section 448.095, Fla. Stat., "Employment Eligibility," as amended from time to time. This includes, but is not limited to registration and utilization of the E-Verify System to verify the work authorization status of all newly hired employees. Axon shall also require all subcontractors to provide an affidavit attesting that the subcontractor does not employ,contract with, or subcontract with, an unauthorized alien. Axon shall maintain a copy of such affidavit for the duration of the Agreement. 20.1. Contract Termination 20.1.1. If the Agency has a good faith belief that a person or entity with which it is contracting has knowingly violated s. 448.09 (1) Fla. Stat., the Agreement shall be terminated. 20.1.2. If the Agency has a good faith belief that a subcontractor knowingly violated s.448.095(2), but the Axon otherwise complied with s.448.095(2) Fla. Stat., Agency shall promptly notify Axon and order Axon to immediately terminate the contract with the subcontractor. 20.1.3. A contract terminated under subparagraph a) or b) is not a breach of contract and may not be considered as such. 20.1.4. Any challenge to termination under this provision must be filed in the Circuit Court of Palm Beach County no later than 20 calendar days after the date of termination. 20.1.5. If the Agreement is terminated for a violation of the statute by Axon, Axon may not be awarded a public contract by the Agency for a period of 1 year after the date of termination. {00447106.6306-9001821} Title:BB Taser Agreement 5-26 (Final) (00447106.DOCX;6) Page 5 of 12 Department:Legal Version: 2.0 Release Date: 11/20/2019 DocuSign Envelope ID:279D34C9-894B-4429-A1 E2-E0C94CAB7BF4 A AXON Axon Enterprise, Inc.'s TASER 7 Agreement 20.1.5. If the Agreement is terminated for a violation of the statute. by Axon, Axon may not be awarded a public contract by the Agency for a period of 1 year after the date of termination. 21 Scrutinized Companies. By execution of this Agreement, in accordance with the requirements of F.S. 287-135 and F.S. 215.473, Axon certifies that Axon is not participating in a boycott of Israel. Axon further certifies that Axon is not on the Scrutinized Companies that Boycott Israel list, not on the Scrutinized Companies with Activities in Sudan List, and not on the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or has Axon been engaged in business operations in Syria. Subject to limited exceptions provided in state law, the Agency will not contract for the provision of goods or services with any scrutinized company referred to above. Submitting a false certification shall be deemed a material breach of contract. The Agency shall provide notice, in writing, to Axon of the Agency's determination concerning the false certification. Axon shall have five (5) days from receipt of notice to refute the false certification allegation. If such false certification is discovered during the active contract term,Axon shall have ninety(90) days following receipt of the notice to respond in writing and demonstrate that the determination of false certification was made in error. If Axon does not demonstrate that the Agency's determination of false certification was made in error then the Agency shall have the right to terminate the contract and seek civil remedies pursuant to Section 287.135, Florida Statutes, as amended from time to time. 22 Entire Agreement. This Agreement, including the appendices, represents the entire agreement between the Parties. This Agreement supersedes all prior agreements or understandings, whether written or verbal, regarding the subject matter of this Agreement. This Agreement may only be modified or amended in a writing signed by the Parties. 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. Each representative identified below declares they have been expressly authorized to execute this Agreement as of the date of signature. Axon Enterprise, Inc. Agency Signature: Signature. , -a., .2-24 Robert Driscoll Name: Name: LORI LAVERRIERE Title: VP, Assoc. General counsel Title: CITY MANAGER Date: 5/27/2021 l 4:28 PM MST Date: lJLO On ) O I =TO FORM: • 7 I ORNEY {00447106.6 306-9001821} Title:BB Taser Agreement 5-26 (Final) (00447106.DOCX;6) Page 6 of 12 Department:Legal Version: 2.0 Release Date: 11/20/2019 AXONAxon Enterprise, Inc.'s TASER 7 Agreement TASER 7 Axon Evidence Terms of Use Appendix Definitions. "Agency Content" is data uploaded into, ingested by, or created in Axon Evidence within Agency's tenant, including media or multimedia uploaded into Axon Evidence by Agency. Agency Content includes Evidence but excludes Non-Content Data. "Evidence" is media or multimedia uploaded into Axon Evidence as 'evidence' by an Agency. Evidence is a subset of Agency Content. "Non-Content Data" is data, configuration, and usage information about Agency's Axon Evidence tenant,Axon Devices and client software,and users that is transmitted or generated when using Axon Devices. Non-Content Data includes data about users captured during account management and customer support activities. Non-Content Data does not include Agency Content. 2 Subscription Term.The TASER 7 Axon Evidence Subscription Term begins on the Start Date. 3 Access Rights. Upon Axon granting Agency a TASER 7 Axon Evidence subscription, Agency may access and use Axon Evidence for the storage and management of data from TASER 7 CEW devices during the TASER 7 Axon Evidence Subscription Term. Agency may not upload any non-TASER 7 data or any other files to Axon Evidence.Agency may not exceed the number of end-users than the Quote specifies. 4 Agency Owns Agency Content. Agency controls and owns all right, title, and interest in Agency Content. Except as outlined herein, Axon obtains no interest in Agency Content, and Agency Content are not business records of Axon.Agency is solely responsible for uploading, sharing, managing, and deleting Agency Content. Axon will have limited access to Agency Content solely for providing and supporting Axon Evidence to Agency and Agency end-users. 5 Security.Axon will implement commercially reasonable and appropriate measures to secure Agency Content against accidental or unlawful loss, access,or disclosure.Axon will maintain a comprehensive information security program to protect Axon Evidence and Agency Content including logical, physical access, vulnerability, risk, and configuration management; incident monitoring and response; encryption of uploaded digital evidence; security education; and data protection as more fully described at https://www.axon.com/legal/cloud-services- privacy-policy and https;//www.axon.com/security/axon-evidence and attached to this Agreement. Axon agrees to the Federal Bureau of Investigation Criminal Justice Information Services Security Addendum released June 1,2020. 6 Agency Responsibilities.Agency is responsible for(a)ensuring Agency users comply with this Agreement; (b)ensuring Agency owns Agency Content and no Agency Content or Agency end user's use of Agency Content or Axon Evidence violates this Agreement or applicable laws;and (c) maintaining necessary computer equipment and Internet connections for use of Axon Evidence. If Agency becomes aware of any violation of this Agreement by an end-user,Agency {0044/106.6306-9001821} Title:BB Taser Agreement 5-26 (Final) (00447106.DOCX;6) Page 7 of 12 Department:Legal Version: 2.0 Release Date: 11/20/2019 Axon Enterprise, Inc.'s TASER 7 � AXON Agreement will immediately terminate that end user's access to Axon Evidence. Agency is also responsible for maintaining the security of end-user names and passwords and taking steps to maintain appropriate security and access by end-users to Agency Content. Login credentials are for Agency internal use only and Agency may not sell, transfer, or sublicense them to any other entity or person.Agency may download the audit log at any time. Agency shall contact Axon immediately if an unauthorized third party may be using Agency's account or Agency Content or if account information is lost or stolen. 7 Privacy. Axon will not disclose Agency Content or any information about Agency except as compelled by a court or administrative body or required by any law or regulation. Axon will give notice if any disclosure request is received for Agency Content so Agency may file an objection with the court or administrative body. Agency acknowledges and agrees that Axon may access Agency Content in order to:(a)perform troubleshooting services upon request or as part of Axon's maintenance or diagnostic screenings;(b)enforce this Agreement or policies governing use of Axon Evidence Services;(c)generate aggregated data,excluding information that can be used to distinguish or trace an individual's identity,either alone or when combined with other personal or identifying information that is linked or linkable to a specific individual (collectively, "PII"), to improve, analyze, support, and operate Axon's current and future products and services. 8 Storage. Axon may place Agency Content that Agency has not viewed or accessed for 6 months into archival storage. For purposes of clarity, Agency Content that has been moved into archival storage remains Agency Content.Agency Content in archival storage will not have immediate availability and may take up to 24 hours to access.The Agency's data will be stored until this Agreement expires or terminates, subject to Section 13 of this Appendix. Data that is more than six months old will be moved to archival storage and will not be accessible as immediately as data in primary storage. 9 Location of Data Storage. Axon may transfer Agency Content to third party subcontractors for storage. Axon will determine the locations of data centers where Agency Content will be stored. For United States agencies, Axon will ensure all Agency Content stored in Axon Evidence remains within the United States. Ownership of Agency Content remains with Agency. 10 Suspension. Axon may suspend Agency access or any end-user's right to access or use any portion or of Axon Evidence immediately upon notice, if: 10.1. The Termination provisions of the TASER 7 Terms and Conditions apply; 10.2. Agency or an end-user's use of or registration for Axon Evidence (i) poses a security risk to Axon Evidence or any third party, (ii) may adversely impact Axon Evidence or the systems or content of any other customer, (iii) may subject Axon,Axon's affiliates, or any third party to liability, or(iv) may be fraudulent; Agency remains responsible for all fees incurred through the date of suspension without any credits for any period of suspension. Axon will not delete any of Agency Content on Axon {0044/106.6306-9001821} Title:BB Taser Agreement 5-26 (Final) (00447106.DOCX;6) Page 8 of 12 Department:Legal Version: 2.0 Release Date: 11/20/2019 A AXON Axon Enterprise, Inc.'s TASER 7 Agreement Evidence due to suspension, except as specified elsewhere in this Agreement. 11 Axon Evidence Warranty. Axon warrants that Axon Evidence will not infringe or misappropriate any patent, copyright, trademark, or trade secret rights of any third party. Axon disclaims any warranties or responsibility for data corruption or errors before the data is uploaded to Axon Evidence. 12 Axon Evidence Restrictions. All Axon Evidence subscriptions will immediately terminate if Agency does not comply with any term of this Agreement. Agency and Agency end-users (including employees,contractors,agents,officers,volunteers,and directors), may not,or may not attempt to: 12.1. copy, modify, tamper with, repair, or create derivative works of any part of Axon Evidence; 12.2. reverse engineer, disassemble, or decompile Axon Evidence or apply any other process to derive any source code included in Axon Evidence, or allow any others to do the same; 12.3. access or use Axon Evidence with the intent to gain unauthorized access, avoid incurring fees or exceeding usage limits or quotas; 12.4. use trade secret information contained in Axon Evidence, except as expressly permitted in this Agreement; 12.5. access Axon Evidence to build a competitive product or service or copy any features, functions, or graphics of Axon Evidence; 12.6. remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices) of Axon's or Axon's licensors on or within Axon Evidence; or 12.7. use Axon Evidence to store or transmit infringing, libelous, or otherwise unlawful or tortious material,to store or transmit material in violation of third-party privacy rights, or to store or transmit malicious code. 13 After Termination. Axon will not delete Agency Content for 90 days following termination. During these 90 days,Agency may retrieve Agency Content only if all amounts due have been paid. There will be no application functionality of Axon Evidence during these 90 days other than the ability to retrieve Agency Content.Agency will not incur any additional fees if Agency Content is downloaded from Axon Evidence during these 90 days. After these 90 days, Axon will thereafter, unless legally prohibited,delete all of Agency Content stored in Axon Evidence. Upon request, Axon will provide written proof that all Agency Content has been successfully deleted and fully removed from Axon Evidence. 14 Post-Termination Assistance.Axon will provide Agency 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 Agency Content, including requests for Axon's Data Egress Services, will result in additional fees and Axon will not warrant or guarantee data integrity or readability in the external system. 15 U.S. Government Rights. If Agency is a U.S. Federal department or using Axon Evidence on {00447106.6 306-9001821} Title:BB Taser Agreement 5-26 (Final) (00447106.DOCX;6) Page 9 of 12 Department:Legal Version: 2.0 Release Date: 11/20/2019 AX/O AN Axon Enterprise, Inc.'s TASER 7 Agreement behalf of U.S. Federal department, Axon Evidence is provided as a "commercial item," "commercial computer software," "commercial computer software documentation," and "technical data," as defined in the Federal Acquisition Regulation and Defense Federal Acquisition Regulation Supplement. If Agency is using Axon Evidence on behalf of the U.S. Government and these terms fail to meet the U.S. Government's needs or are inconsistent in any respect with federal law,Agency will immediately discontinue the use of Axon Evidence. 16 Survival. Upon any termination of this Agreement,the following sections will survive: Agency Owns Agency Content, Storage, Axon Evidence Warranty, and Axon Evidence Restrictions. {00447106.6306-9001821} Title:BB Taser Agreement 5-26 (Final) (00447106.DOCX;6) Page 10 of 12 Department:Legal Version: 2.0 Release Date: 11/20/2019 Axon Enterprise, Inc.'s TASER 7 AXON� Agreement Professional Services Appendix 1 Utilization of Services.Agency must use pre-paid professional services as outlined in the Quote and this Appendix within 6 months of the Effective Date. 2 CEW Services Packa•es. CEW Services Packa:es are detailed below: System set up and configuration • Configure Axon Evidence categories &custom roles based on Agency need. • Troubleshoot IT issues with Axon Evidence. • Register users and assign roles in Axon Evidence. • For the CEW Full Service Package: On-site assistance included • For the CEW Starter Package:Virtual assistance included Dedicated Project Manager Assignment of specific Axon representative for all aspects of planning the rollout(Project Manager). Ideally, Project Manager will be assigned to Agency 4-6 weeks before rollout Best practice implementation planning session to: • Provide considerations for the establishment of CEW policy and system operations best practices based on Axon's observations with other agencies • Discuss the importance of entering metadata and best practices for digital data management • Provide referrals to other agencies using TASER CEW5 and Axon Evidence • For the CEW Full Service Package: On-site assistance included • For the CEW Starter Package:Virtual assistance included System Admin and troubleshooting training sessions On-site sessions providing a step-by-step explanation and assistance for Agency's configuration of security, roles& permissions, categories& retention, and other specific settings for Axon Evidence Axon Evidence Instructor training • Provide training on the Axon Evidence to educate instructors who can support Agency's subsequent Axon Evidence training needs. • For the CEW Full Service Package: Training for up to 3 individuals at Agency • For the CEW Starter Package:Training for up to 1 individual at Agency TASER CEW inspection and device assignment Axon's on-site professional services team will perform functions check on all new TASER CEW Smart weapons and assign them to a user on Axon Evidence. Post go-live review For the CEW Full Service Package: On-site assistance included. For the CEW Starter Package:Virtual assistance included. 3 Smart Weapon Transition Service. The Smart Weapon Transition Service includes: Archival of CEW Firing Logs Axon's on-site professional services team will upload CEW firing logs to Axon Evidence from all TASER CEW Smart Weapons that Agency is replacing with newer Smart Weapon models. Return of Old Weapons Axon's on-site professional service team will ship all old weapons back to Axon's headquarters. Axon will provide Agency with a Certificate of Destruction {0044/106.6 306-90011321} Title:BB Taser Agreement 5-26 (Final) (00447106.DOCX;6) Page 11 of 12 Department:Legal Version: 2.0 Release Date: 11/20/2019 A f/� X/OI �J IAxon Enterprise, Inc.'s TASER 7 /� Agreement *Note: CEW Full Service packages for TASER 7 include Smart Weapon Transition Service instead of 1- Day Device Specific Instructor Course. 4 Out of Scope Services. Axon is only responsible to perform the professional services described in the Quote and this Appendix. Any additional professional services are out of scope. The Parties must document scope changes in a written and signed change order. Changes may require an equitable adjustment in the charges or schedule. 5 Delivery of Services.Axon personnel will work Monday through Friday,8:30 a.m.to 5:30 p.m., except holidays. Axon will perform all on-site tasks over a consecutive timeframe. Axon will not charge Agency travel time by Axon personnel to Agency premises as work hours. 6 Access Computer Systems to Perform Services. Agency authorizes Axon to access relevant Agency information, as provided by the Agency through the cloud, solely for performing the Services. Axon will work to identify as soon as reasonably practicable resources and information Axon expects to use and will provide an initial itemized list to Agency. Agency is responsible for and assumes the risk of any problems, delays, losses, claims, or expenses resulting from the content,accuracy,completeness,and consistency of all data,materials,and information supplied by Agency. 7 Site Preparation.Axon will provide a hardcopy or digital copy of current user documentation for the Devices ("User Documentation"). User Documentation will include all required environmental specifications for the professional Services and Devices to operate per the Device User Documentation. Before installation of Devices(whether performed by Agency or Axon), Agency must prepare the location(s) where Devices are to be installed ("Installation Site") per the environmental specifications in the Device User Documentation. Following installation, Agency must maintain the Installation Site per the environmental specifications. If Axon modifies Device User Documentation for any Devices under this Agreement,Axon will provide the update to Agency when Axon generally releases it. 8 Acceptance. When Axon completes professional Services, Axon will present an acceptance form ("Acceptance Form") to Agency. Agency will sign the Acceptance Form acknowledging completion. If Agency reasonably believes Axon did not complete the professional Services in substantial conformance with this Agreement, Agency must notify Axon in writing of the specific reasons for rejection within 7 calendar days from delivery of the Acceptance Form. Axon will address the issues and re-present the Acceptance Form for signature. If Axon does not receive the signed Acceptance Form or written notification of reasons for rejection within 7 calendar days of delivery of the Acceptance Form, Axon will deem Agency to have accepted the professional Services. 9 Agency Network. For work performed by Axon transiting or making use of Agency's network, Agency is solely responsible for maintenance and functionality of the network. In no event will Axon be liable for loss, damage, or corruption of Agency's network from any cause. {0044/106.6 306-9001811} Title:BB Taser Agreement 5-26 (Final) (00447106.DOCX;6) Page 12 of 12 Department:Legal Version: 2.0 Release Date: 11/20/2019 DocuSign Envelope ID:279D34C9-8948-4429-A1 E2-E0C94CAB7BF4 Q-290558-44342.968LE Issued:05/26/2021 iiiiiAxon Enterprise, Inc. y Quote Expiration:06/15/2021 17800 N 85th St. Account Number:111065 Scottsdale,Arizona 85255 Payment Terms:Net 30 United States Delivery Method: Fedex-Ground Phone:(800)978-2737 SALES REPRESENTATIVE Alyssa Payne SHIP TO BILL TO Phone: Karl Maracotta Boynton Beach Police Dept. - FL Email:apayne@taser.com Boynton Beach Police Dept. - FL P.O. BOX 310 Fax: 2100 High Ridge Rd Boynton Beach, FL 33425 PRIMARY CONTACT Boynton Beach, FL 33426 US Karl Maracotta US Phone:(954)828-5643 Email:maracottak@bbfl.us Year 1 Item Description Term Quantity List Unit Net Unit Price Total(USD) (Months) Price i Axon Plans&Packages 20248 TASER 7 EVIDENCE.COM ACCESS LICENSE 60 150 0.00 0.00 0.00 20246 TASER 7 DUTY CARTRIDGE REPLACEMENT 60 150 0.00 0.00 0.00 ACCESS LICENSE 20248 TASER 7 EVIDENCE.COM ACCESS LICENSE 60 2 0.00 0.00 0.00 Hardware TASER 7 HOLSTER-SAFARILAND, RH+CART 20160 143 0.00 0.00 0.00 CARRIER 20161 TASER 7 HOLSTER-SAFARILAND, LH+CART 7 0.00 0.00 0.00 CARRIER 20050 HOOK-AND-LOOP TRAINING (HALT)SUIT 3 0.00 0.00 0.00 22175 TASER 7 LIVE CARTRIDGE, STANDOFF (3.5- 450 0.00 0.00 0.00 DEGREE)NS TASER 7 LIVE CARTRIDGE, CLOSE 22176 450 0.00 0.00 0.00 QUARTERS(12-DEGREE)NS TASER 7 HANDLE, YLW, HIGH VISIBILITY 20008 150 0.00 0.00 0.00 (GREEN LASER), CLASS 3R 20040 TASER 7 HANDLE WARRANTY,4-YEAR 150 0.00 0.00 0.00 22179 TASER 7 INERT CARTRIDGE, STANDOFF (3.5- 50 0.00 0.00 0.00 DEGREE)NS 22181 TASER 7 INERT CARTRIDGE, CLOSE 50 0.00 0.00 0.00 QUARTERS (12-DEGREE)NS 22175 TASER 7 LIVE CARTRIDGE, STANDOFF (3.5- 300 0.00 0.00 0.00 DEGREE)NS Q-290558-44342.968LE Protect Life. DocuSign Envelope ID:279D34C9-894B-4429-A1 E2-E0C94CAB7BF4 Year 1 (Continued) Term List Unit Item Description (Months) Quantity Price Net Unit Price Total(USD) Hardware(Continued) 22176 TASER 7 LIVE CARTRIDGE, CLOSE 300 0.00 0.00 0.00 QUARTERS(12-DEGREE)NS 22177 TASER 7 HOOK-AND-LOOP TRN (HALT) 300 0.00 0.00 0.00 CARTRIDGE, STANDOFF NS 22178 TASER 7 HOOK-AND-LOOP TRN (HALT) 300 0.00 0.00 0.00 CARTRIDGE, CLOSE QUART NS 20018 TASER 7 BATTERY PACK, TACTICAL 180 0.00 0.00 0.00 TASER 7 BATTERY PACK WARRANTY,4 20041 180 0.00 0.00 0.00 YEAR TASER 7 DOCK&CORE WARRANTY, 4- 20042 2 0.00 0.00 0.00 YEAR 70033 WALL MOUNT BRACKET,ASSY, 2 0.00 0.00 0.00 EVIDENCE.COM DOCK 74200 TASER 7 6-BAY DOCK AND CORE 2 0.00 0.00 0.00 TARGET FRAME, PROFESSIONAL, 27.5 IN.X 80090 2 0.00 0.00 0.00 75 IN., TASER 7 Other 20430 TASER 7 CERTIFICATION BUNDLE HEADER 60 150 0.00 0.00 0.00 20437 TASER 7 CERTIFICATION BUNDLE 12 150 690.00 690.00 103,500.00 PAYMENT 20120 TASER 7 INSTRUCTOR COURSE VOUCHER 2 0.00 0.00 0.00 20119 TASER 7 MASTER INSTRUCTOR SCHOOL 1 0.00 0.00 0.00 VOUCHER TASER 7 TARGET, CONDUCTIVE, 80087 2 0.00 0.00 0.00 PROFESSIONAL(RUGGEDIZED) Services 85147 CEW STARTER 1 2,750.00 2,750.00 2,750.00 11609 SMART WEAPON TRANSITION SERVICE 1 2,000.00 2,000.00 2,000.00 Subtotal 108,250.00 Estimated 0.00 Shipping Estimated Tax 0.00 Total 108,250.00 Q-290558-44342.968LE Protect Life. 2 DocuSign Envelope ID:279D34C9-8948-4429-A1 E2-E0C94CAB7BF4 Spares Term List Unit Item Description (Months) Quantity Price Net Unit Price Total(USD) Hardware TASER 7 HANDLE,YLW,HIGH VISIBILITY 20008 (GREEN LASER), CLASS 3R 5 0.00 0.00 0.00 20040 TASER 7 HANDLE WARRANTY,4-YEAR 5 0.00 0.00! 0.00 Subtotal 0.00 Estimated Tax! 0.00 Total 0.00 Year 2 Item Description Term Quantity List Unit Net Unit Price Total(USD) (Months) Price Hardware TASER 7 22175 DEGREE)LI SE CARTRIDGE, STANDOFF(3.5- 300 0.00 0.00 0.00 NTASER 7 LIVE CARTRIDGE, CLOSE 22176 300 0.00 0.00 0.00 QUARTERS(12-DEGREE) NS Other 20437 TASER 7 CERTIFICATION BUNDLE 12 150 690.00 690.00 103,500.00 PAYMENT 20120 TASER 7 INSTRUCTOR COURSE VOUCHER 2 0.00 0.00 0.00 20119 TASER 7 MASTER INSTRUCTOR SCHOOL 1 0.00 0.00 0.00 VOUCHER Subtotal 103,500.00 Estimated Tax 0.00 Total 103,500.00 Year 3 Item Description Term Quantity List Unit Net Unit Price Total(USD) (Months) Price Hardware 22175 TASER 7 LIVE CARTRIDGE, STANDOFF(3.5- 300 0.00 0.00 0.00 DEGREE)NS TASER 7 LIVE CARTRIDGE, CLOSE 22176 300 0.00 0.00 0.00 QUARTERS(12-DEGREE)NS Q-290558-44342.968LE 3 Protect Life. DocuSign Envelope ID:279D34C9-894B-4429-A1 E2-E0C94CAB7BF4 Year 3 (Continued) Item Description Term Quantity List Unit Net Unit Price Total(USD) (Months) Price Hardware(Continued) TASER 7 HOOK-AND-LOOP TRN (HALT) 22177 CARTRIDGE, STANDOFF NS 300 0.00 0.00 0.00 22178 TASER 7 HOOK-AND-LOOP TRN(HALT) 300 0.00 0.00 0.00 CARTRIDGE, CLOSE QUART NS - Other TASER 7 CERTIFICATION BUNDLE 20437 PAYMENT 12 150 690.00 690.00 103,500.00 20120 TASER 7 INSTRUCTOR COURSE VOUCHER 2 0.00 0.00 0.00 20119 TASER 7 MASTER INSTRUCTOR SCHOOL 1 0.00 0.00 0.00 VOUCHER Subtotal 103,500.00 Estimated Tax 0.00 Total 103,500.00 Year 4 Item Description Term Quantity List Unit Net Unit Price Total(USD) (Months) Price ' Hardware 22175 TASER 7 LIVE CARTRIDGE, STANDOFF (3.5- 300 0.00 0.00 0.00 DEGREE)NS TASER 7 LIVE CARTRIDGE, CLOSE 22176 300 0.00 0.00 0.00 QUARTERS (12-DEGREE) NS Other 20437 TASER 7 CERTIFICATION BUNDLE 12 150 690.00 690.00 103,500.00 PAYMENT 20120 TASER 7 INSTRUCTOR COURSE VOUCHER 2 0.00 0.00 0.00 20119 TASER 7 MASTER INSTRUCTOR SCHOOL 1 0.00 0.00 0.00 VOUCHER Subtotal 103,500.00 Estimated Tax 0.00 Total 103,500.00 Year 5 Item Description Term Quantity List Unit Net Unit Price Total(USD) (Months) Price Hardware 22175 TASER 7 LIVE CARTRIDGE, STANDOFF (3.5- 300 0.00 0.00 0.00 DEGREE)NS Q-290558-44342.968LE 4 Protect Life. DocuSign Envelope ID:279D34C9-8948-4429-A1 E2-E0C94CAB7BF4 Year 5(Continued) Item Description Term Quantity List Unit Net Unit Price Total(USD) (Months) Price Hardware(Continued) 22176 TASER 7 LIVE CARTRIDGE, CLOSE 300 0.00 0 00 0 00 QUARTERS(12-DEGREE)NS Other 20437 TASER 7 CERTIFICATION BUNDLE 12 150 690.00 690.00 103,500.00 PAYMENT 20120 TASER 7 INSTRUCTOR COURSE VOUCHER 2 0.00 0.00' 0.00 20119 TASER 7 MASTER INSTRUCTOR SCHOOL 1 0.00 0.00' 0.00 VOUCHER Subtotal 103,500.00 Estimated Tax 0.00 Total j 103,500.00 Grand Total 522,250.00 Q-290558-44342.968LE 5 Protect Life. DocuSign Envelope ID:279D34C9-8948-4429-A1 E2-E0C94CAB7BF4 A. AXON Summary of Payments Payment Amount (USD) Year 1 108,250.00 Spares 0.00 Year 2 103,500.00 Year 3 103,500.00 Year 4 103,500.00 Year 5 103,500.00 Grand Total 522,250.00 Q-290558-44342.968LE 6 Protect Life. DocuSign Envelope ID:279D34C9-8948-4429-A1 E2-E0C94CAB7BF4 Tax is subject to change at order processing with valid exemption. Axon's Sales Terms and Conditions This Quote is limited to and conditional upon your acceptance of the provisions set forth herein and Axon's Master Services and Purchasing Agreement (posted at www.axon.com/legal/sales-terms-and-conditions)and 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), as well as the attached Statement of Work(SOW)for Axon Fleet and/or Axon Interview Room purchase,if applicable.The Axon Customer Experience Improvement Program Appendix ONLY applies to Customers in the USA. 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 contemplates the products and services being purchased and does not conflict with the Axon Customer Experience Improvement Program Appendix. 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. Signature: Date: Name(Print): Title: PO# (Or write N/A): Please sign and email to Alyssa Payne at apayne©taser.com or fax to Thank you for being a valued Axon customer.For your convenience on your next order,please check out our online store buv.axon.com The trademarks referenced above are the property of their respective owners. ***Axon Internal Use Only*** SFDC Contract#: Order Type: RMA#: Address Used: Review 1 Review 2 SO#: Comments: Q-290558-44342.968 L E Protect Life. DocuSign Envelope ID:279D34C9-8948-4429-A1 E2-E0C94CAB7BF4 A AEON Boynton Beach Police Dept. - FL ATTENTION This order may qualify for freight shipping, please fill out the following information. What is the contact name and phone number for this shipment? What are your receiving hours? (Monday-Friday) Is a dock available for this incoming shipment? Are there any delivery restrictions? (no box trucks, etc.) Q-290558-44342.968LE Protect Life. 8