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City Council Committees - Operations Committee - 06/18/2019
Unless otherwise noted, the Operations Committee meets at 4 p.m. on the first and third Tuesday of each month in Kent City Hall, Council Chambers East, 220 Fourth Avenue South, Kent, WA 98032. For additional information please contact Cathie Everett at 253-856-5705, or via email at CEverett@KentWA.gov. Any person requiring a disability accommodation should contact the City Clerk’s Office at 253-856-5725 in advance. For TDD relay service call Washington Telecommunications Relay Service at 7-1-1. Operations Committee Agenda Chair - Les Thomas Bill Boyce– Dennis Higgins Tuesday, June 18, 2019 4:00 p.m. Item Description Action Speaker Time 1. Call to Order Chair 01 MIN. 2. Roll Call Chair 01 MIN. 3. Changes to the Agenda Chair 01 MIN. 4. Approval of June 4, 2019 Minutes YES Chair 05 MIN. 5. Approval of Check Summary Report Dated 5/16/19-5/31/19 YES Chair 05 MIN. 6. Axon Masters Services & Purchasing Agreement for Body- Worn Cameras YES Assistant Chief Eric Hemmen 10 MIN. 7. Adjournment Chair 01 MIN. Page 1 of 3 Pending Approval Operations Committee CC Ops Regular Meeting Minutes June 4, 2019 Date: June 4, 2019 Time: 4:00 p.m. Place: Chambers Attending: Les Thomas, Committee Chair Bill Boyce, Councilmember Dennis Higgins, Councilmember Agenda: 1. Call to Order 4:01 p.m. 2. Roll Call Attendee Name Title Status Arrived Les Thomas Committee Chair Present Bill Boyce Councilmember Present Dennis Higgins Councilmember Present 3. Changes to the Agenda 4. Approval of Minutes dated May 21, 2019 MOTION: Move to approve the Minutes dated May 21, 2019 RESULT: APPROVED [UNANIMOUS] MOVER: Dennis Higgins, Councilmember SECONDER: Bill Boyce, Councilmember AYES: Thomas, Boyce, Higgins 5. Approval of Check Summary Report Dated 5/1/19-5/15/19 MOTION: Move to approve the check summary report dated May 1 through May 15, 2019. RESULT: APPROVED [UNANIMOUS] MOVER: Bill Boyce, Councilmember SECONDER: Dennis Higgins, Councilmember AYES: Thomas, Boyce, Higgins 6. FWLE City Services Agreement - Task Order Number 2 City Liaison to Sound Transit Kelly Peterson presented a request to recommend Council authorize the Mayor to sign all documents to execute task Order 2 to the City Services Agreement between the City of Kent and Sound Transit for City Services and Costs related to the Federal Way Link Extension Project Review and Permitting. Mr. Peterson provided a recap on what the project is and an update on where the project is to date. Task order 4 Packet Pg. 2 Mi n u t e s A c c e p t a n c e : M i n u t e s o f J u n 4 , 2 0 1 9 4 : 0 0 P M ( O P E N S E S S I O N ) Operations Committee CC Ops Regular Meeting Minutes June 4, 2019 Kent, Washington Page 2 of 3 1 takes us through the end of this month. Task order 2 will take us through the remaining phases of the project and completion, with opening of the station in 2024. Sound Transit will pay the City a fixed fee in the amount of $335,000 per quarter with a total amount of $6.7 million for staff time and fees related to the Federal Way Link Extension Project. The final payment shall be due with the completion of construction inspection activities, resolution of punch list items and certificates of occupancy being issued. No additional Task Orders are expected for this project. Following the presentation, Council President Boyce commended Mr. Peterson for his efforts and work on this project. Councilmember Higgins also expressed his appreciation for his work and for looking out for the best interests of Kent. MOTION: Move to recommend Council authorize the Mayor to sign all documents to execute Task Order 2 to the City Services Agreement (GA 0183-17) between the City of Kent and Sound Transit for City Services and Costs related to the Federal Way Link Extension Project Review and Permitting subject to final terms and conditions acceptable to the Chief Administrative Officer and City Attorney. RESULT: RECOMMENDED TO COUNCIL [UNANIMOUS] Next: 6/18/2019 7:00 PM MOVER: Dennis Higgins, Councilmember SECONDER: Bill Boyce, Councilmember AYES: Thomas, Boyce, Higgins 7. ICMA - RC Administrative Services Agreement HR Benefits Manager Laura Horea presented a request to recommend Council authorize the Mayor to sign the renewal of the City's Administrative Services Agreement for the Deferred Compensation Plan with ICMA-RC for five years. An RFP was released in April of 2018 for the 457 Deferred Compensation Plan Third Party Administrator services. Eight firms responded to the RFP, and ICMA-RC was selected to retain the City's business going forward. ICMA-RC offered a substantial fee reduction from the current agreement and received the highest combined scoring in six performance categories, in addition to offering the lowest fees and other enhancements to the contract. MOTION: Recommend Council authorize the Mayor to sign the renewal of the City’s Administrative Services Agreement for the Deferred Compensation Plan with ICMA - RC for five years, subject to approval of final terms and conditions by the Human Resources Director and the City Attorney. 4 Packet Pg. 3 Mi n u t e s A c c e p t a n c e : M i n u t e s o f J u n 4 , 2 0 1 9 4 : 0 0 P M ( O P E N S E S S I O N ) Operations Committee CC Ops Regular Meeting Minutes June 4, 2019 Kent, Washington Page 3 of 3 RESULT: RECOMMENDED TO COUNCIL [UNANIMOUS] Next: 6/18/2019 7:00 PM MOVER: Bill Boyce, Councilmember SECONDER: Dennis Higgins, Councilmember AYES: Thomas, Boyce, Higgins 8. April Financial Report Interim Finance Director Barbara Lopez presented the 2019 April financial report. Revenues are projected to end the year $2.3 million higher than budgeted. This is due largely to higher sales tax coming in and is not considered ongoing monies. We are on track to end the year with about $23.9 million in general fund reserves. This is about $4.4 million higher than the 18% required by City policy. This puts us in a very strong position moving into the 2020 mid-biennium and potentially leaves some monies available for some one-time uses. Expenses are currently on track to come in slightly under budget. Looking at our fund balances we have some very strong fund balances, which are invested to generate additional monies. Ms. Lopez pointed out that she believes the Golf Complex negative balance of $3.8 million listed in the packet is a typo. She will check with staff and report back on that during the May financial report. 9. 1st Quarter 2019 Investment Report Cash & Investment Officer Joe Bartlemay presented the 2019 1st quarter investment report. Total cash and investments are just over $2.10 million for the first quarter. Interest revenue for the first quarter is $1.2 million. 10. Adjournment 4:34 p.m. Cathie Everett Committee Secretary 4 Packet Pg. 4 Mi n u t e s A c c e p t a n c e : M i n u t e s o f J u n 4 , 2 0 1 9 4 : 0 0 P M ( O P E N S E S S I O N ) OPERATIONS COMMITTEE Derek Matheson, Chief Administrative Officer 220 Fourth Ave S Kent, WA 98032 256-856-5712 DATE: June 18, 2019 TO: Operations Committee SUBJECT: Approval of Check Summary Report Dated 5/16/19-5/31/19 MOTION: Move to approve the check summary report dated May 16 through May 31, 2019. SUPPORTS STRATEGIC PLAN GOAL: Sustainable Services 5 Packet Pg. 5 OPERATIONS COMMITTEE Derek Matheson, Chief Administrative Officer 220 Fourth Ave S Kent, WA 98032 256-856-5712 DATE: June 18, 2019 TO: Operations Committee SUBJECT: Axon Masters Services & Purchasing Agreement for Body- Worn Cameras MOTION: Recommend Council authorize the Mayor to enter into a five-year contract with Axon Enterprise, Inc. for Body-Worn Cameras, subject to final terms and conditions acceptable to the City attorney and Police Chief. SUMMARY: Generally, Body-Worn Cameras (“BWC”) are used to facilitate transparency in law enforcement by recording interactions between police officers and members of the public. The audio and video produced from BWC provide valuable information that may be used as evidence in civil or criminal investigations, reviewed administratively for officer evaluation and training, utilized as a reference in incident documentation, and serve to supplement officer reports and testimony in court. In December 2018, the Kent Police Department determined it would be in the best interests of the City and Officers to initiate a pilot BWC program to assess the cameras and the program. The pilot program involved 11 Kent Police Officers. Prior to implementation, the Department evaluated the market and surveyed potential vendors. Based on this research, the Police Department selected Axon Enterprise, Inc. (hereinafter referred to as “Axon”) as its preferred vendor. Currently, Axon is the vendor used by the Department for the purchase of Tasers. It is worth noting that Tasers use Evidence.com as the primary cloud-based storage platform, which is also the platform used for BWC. Using the same cloud-based platform will simplify the daily workload for officers and reduce the need for IT support. The contract with Axon is for five years, expiring in the year 2024. In accordance with this contract, Axon will provide 105 body-cameras as well as new T7 tasers, taser holsters, docks for both the cameras and tasers, training cartridges for the tasers, taser live cartridges, and storage space in evidence.com for camera footage, pictures, and statements, and police support. The total contracted cost for the body-worn cameras is $1,633,680.62 for 5 years. The payment schedule is as follows: 6 Packet Pg. 6 Year 1: $408,931.82 Year 2: $306,187.20 Year 3: $306,187.20 Year 4: $306,187.20 Year 5: $306,187.20 BUDGET IMPACT: Cost of the program will be paid through the Red Light Cameras. SUPPORTS STRATEGIC PLAN GOAL: Innovative Government ATTACHMENTS: 1. Axon - Master Services and Purchasing Agreement.6.13.19 (PDF) 2. Axon - Interview Room Appendix (PDF) 3. Axon - Statement of Work.6.13.19 (PDF) 4. Axon -Quote.6.13.19 (PDF) 6 Packet Pg. 7 Master Services and Purchasing Agreement Page 1 of 24 This Master Services and Purchasing Agreement (“Agreement”) is between Axon Enterprise, Inc., a Delaware corporation (“Axon”), and Kent Police Department (“Agency”). This Agreement is effective as of the last signature date on this Agreement (“Effective Date”). Axon and Agency are each a “Party” and collectively “Parties”. This Agreement sets forth the terms and conditions for the purchase, delivery, use, and support of Axon Products and Services as detailed in Quote # Q-208651-43627.959CN (the Quote), which is hereby incorporated by reference. It is the intent of the parties that this Agreement contains the complete and exclusive statement of the agreement between the Parties relating to the matters referenced herein and replaces any prior oral or written representations or communications between the parties. In consideration of this Agreement, the Parties agree as follows: 1 Term. The term of this Agreement shall commence upon the Effective Date and shall continue for a term of five (5) years, unless terminated earlier as provided in section 15 of this Agreement . The Agency may, at its option, extend this Agreement for subsequent five (5) year terms, by providing written notice of its intent to renew at least thirty (30) days prior to the expiration of the current term. Axon services will not be authorized until a signed Quote or Purchase Order is accepted by Axon, whichever is first. Axon Evidence Subscription Term: The Axon Evidence subscription begins after shipment of the Axon body-worn cameras. If Axon ships the body-worn cameras in the first half of the month, the start date is the 1st of the following month. If Axon ships the body-worn cameras in the second half of the month, the start date is the 15th of the following month. For phased deployments, the start date begins on shipment of the first phase. For purchases solely of Axon Evidence subscriptions, the start date is the Effective Date. 2 Definitions. “Axon Evidence” means Evidence.com and other software, maintenance, storage, and any product or service provided by Axon under this Agreement for use with Axon Evidence. This excludes third-party applications and my.evidence.com. “Products” means all hardware, software, cloud-based services, and software maintenance releases and updates provided by Axon under this Agreement. “Quote” means an offer to sell and is only valid for products and services on the quote at the specified prices. Any terms within Agency’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. “Services” means all services provided by Axon pursuant to this Agreement. 3 Payment. Axon invoices upon shipment. Payment is due net 30 days from the invoice date. Payment obligations are non-cancelable. Agency will pay invoices without setoff, deduction, or withholding. If Axon sends a past due account to collections, Agency is responsible for collection and attorneys’ fees. 4 Taxes. Agency is responsible for sales and other taxes associated with the order, unless Agency provides Axon a valid tax exemption certificate. 5 Shipping. Axon may make partial shipments and ship Products from multiple locations. All shipments are FOB Destination via common carrier and title and risk of loss pass to the Agency upon delivery to the Agency. The Agency is responsible for any shipping charges on the Quote. The Agency may reject Products that do not match the Products listed in the Quote, are damaged, or non-functional upon receipt by 6.a Packet Pg. 8 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 2 of 24 providing Axon written notice of rejection within 10 days of shipment. Failure to notify Axon within the 10 day rejection period will be deemed as acceptance of Product. 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 Hardware Limited Warranty. Axon warrants its law enforcement hardware is free from defects in workmanship and materials for 1 year from the date of Agency’s receipt, except for Signal Sidearm, which Axon warrants for 30 months from the date of Agency’s receipt. Axon warrants its accessories for 90-days from date of Agency’s receipt. Expended conducted energy weapon (“CEW”) cartridges are deemed to have operated properly. Extended warranties run from expiration of the 1-year hardware limited warranty through the extended warranty term. Non-Axon manufactured products are not covered by Axon’s warranty. Agency should contact the manufacturer for support of non- Axon manufactured products. 7.2 Claims. If Axon receives a valid warranty claim for an Axon manufactured product during the warranty term, Axon’s sole responsibility is to repair or replace the product with the same or like product, at Axon’s option. A replacement product will be new or like new and have the remaining warranty of the original product or 90 days from the date of repair or replacement, whichever is longer. When Agency exchanges a product or part, the replacement item becomes Agency’s property and the replaced item becomes Axon’s property. For support and warranty service visit www.axon.com/support. Before delivering a product for service, Agency must upload product 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 on the storage media or any part of the product. 7.3 Limitations. Axon’s warranty excludes damage related to: (a) failure to follow Product use instructions; (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 Axon’s written permission; or (f) Products with a defaced or removed serial number. 7.3.1 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 any Axon Product will not exceed $5,000,000. Neither Party will be liable for direct, special, indirect, incidental, exemplary, punitive or consequential damages, however caused, whether for breach of warranty, breach of contract, negligence, strict liability, tort or any other legal theory. 8 Product Warnings. See www.axon.com/legal for the most current Axon product warnings. 9 Design Changes. Axon may make design changes to any Axon product or service without notifying Agency or making the same change to products and services previously purchased by Agency. 10 Insurance. Axon will maintain General Liability, Workers’ Compensation, and Automobile Liability insurance. Upon request, Axon will supply certificates of insurance. 11 Indemnification. Axon will indemnify Agency’s officers, directors, and employees (“Agency Indemnitees”) from and against all claims, demands, losses, liabilities, reasonable costs and expenses arising out of a third 6.a Packet Pg. 9 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 3 of 24 party claim against an Agency Indemnitee resulting from any negligent act, error or omission, or willful misconduct by Axon under or related to this Agreement, except to the extent of negligent acts, omissions or willful misconduct by Agency. 12 IP Rights. Axon owns and reserves all right, title, and interest in Axon products and services, related software, and suggestions to Axon. Axon has and claims proprietary rights in the hardware, firmware, software, and integration of ancillary materials, knowledge, and designs constituting Axon products and services. Agency will not directly or indirectly cause any Axon proprietary rights to be violated. 13 IP Indemnification. Axon will indemnify Agency Indemnitees from and against all claims, damages, losses, liabilities, reasonable costs and expenses arising out of or relating to any third-party claim alleging that use of Axon Products or services as permitted under this Agreement infringes or misappropriates the intellectual property rights of a third party. Agency must provide Axon with prompt written notice of such a claim, tender to Axon the defense or settlement of such a claim at Axon’s expense, and cooperate fully with Axon in the defense or settlement of such a claim. Axon has no liability to Agency or any third party to the extent any alleged infringement or infringement claim is based upon: (a) modification of Axon Evidence by Agency or any third party not approved by Axon; (b) use of Axon Evidence in connection or in combination with hardware or services not approved or recommended by Axon; (c) use of Axon Evidence other than as permitted under this Agreement; or (d) use of other than the most current release or version of any software provided by Axon as part of or in connection with Axon Evidence. 14 Agency Responsibilities. Agency is responsible for (a) its use of Axon Products; (b) breach of this Agreement or violation of applicable law by Agency or any Agency end user; and (c) a dispute between Agency and a third party over Agency use of Axon Products. 15 Termination. 15.1 For Convenience. Agency may terminate this Agreement without cause upon thirty (30) days written notice prior to the effective date of such termination. In the event that the Agency terminates this Agreement, Axon will issue a refund of any prepaid amounts on a prorated basis from the date of notice of termination. 15.2 For Breach. A Party may terminate this Agreement for cause if it provides 30 days written notice of the breach to the other Party, and the breach remains uncured at the end of 30 days. If Agency terminates this Agreement due to Axon’s material breach, Axon will refund prepaid amounts on a prorated basis based on the date of notice of termination . 15.3 By Agency. The Agency is obligated to pay the fees under this Agreement as may lawfully be made from funds budgeted and appropriated for that purpose during the then current fiscal year. In the event that sufficient funds will not be appropriated or are not otherwise legally available to pay the fees required under this Agreement, this Agreement may be terminated by the Agency. The Agency agrees to deliver notice of termination under this Section at least 90 days prior to the end of the then current fiscal year. 15.4 For Legal Reasons. For Legal Reasons, by either Party in the event the Agency’s use of Axon products is rendered unlawful or impractical pursuant to applicable state or federal law and after the exhaustion of all reasonable legal action by the Agency and Axon seeking to overturn the court 6.a Packet Pg. 10 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 4 of 24 order or state or federal legislation that rendered the use of the products unlawful or impractical; provided, Agency shall have no obligation to take action seeking changes to federal or state legislation or rules. The Agency shall have no obligation to pay Axon a fee for any period when it is unlawful or impractical to use Axon products, unless a Court places a stay of implementation on the legal action or new law. The term of the Agreement shall be suspended during the period in which the Agency is not obligated to pay Axon and such time period shall be added to the term of the Agreement in the event, through legal action, or legislative action taken within 365 days of the passage of the original legislation which rendered it unlawful or impractical, it becomes lawful or practical to use. For the purposes of this section, “impractical” includes the inability of the Agency to use evidence obtained through Axon products in court or an instance in which court or legislative action makes the use of the product and services provided in this Agreement less than cost neutral for the Agency after taking into consideration the total cost to the Agency of utilizing the services of Axon. 15.5 Effect of Termination. Upon any termination of this Agreement: (a) all Agency rights under this Agreement immediately terminate, with the following exception s: Warranty, Evidence.com, Data storage, Product Warnings, Indemnification, IP Rights, and Agency Responsibilities will continue to apply in accordance with their terms; (b) the Agency remains responsible for all fees incurred prior to the date of termination. If the Agency purchases Products for a value less than MSRP and this Agreement is terminated before the end of the term for a reason other than due to Axon’s failure to cure a material breach or default then (a) the Agency will be invoiced for the remainder of the MSRP for the Products received and not already paid for; or (b) only in the case of termination for non-appropriations, return the Products to Axon within 30 days of the date of termination. In general, the MSRP value is paid for products received on a prorated basis for the duration of the 5-year contract at a rate of approximately 20% per year. If terminating for non- appropriations, Agency may return Products to Axon within 30 days of termination. 15.6 After Termination. Axon will not delete Agency Content for 90-days following termination. During these 90-days, Agency may retrieve Agency Content only if Agency has paid all amounts due. There will be no functionality of Axon Evidence during these 90-days other than the ability to retrieve Agency Content. The Agency will not incur additional fees if Agency Content is downloaded from Axon Evidence during this 90-day period. Axon has no obligation to maintain or provide any Agency Content after this 90-day period and will thereafter, unless legally prohibited, delete all Agency Content stored in Axon Evidence. Upon request, Axon will provide written proof that Axon successfully deleted and fully removed all Agency Content from Axon Evidence. 15.7 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. 16 Confidentiality. Axon recognizes Agency is subject to the requirements of the Washington Public Records Act (Ch. 42.56 RCW). No information given by Axon to Agency will be of a confidential nature, unless specifically designated in writing as proprietary and confidential by Axon. However, nothing in this section shall be construed contrary to the terms of th e Public Records Act or similar laws, insofar as they may be applicable. 6.a Packet Pg. 11 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 5 of 24 17 General. 17.1 Delays. Axon will use commercially 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 the delivery with reasonable notice. 17.2 Force Majeure. Neither Party will be liable for any delay or failure to perform under this Agreement due to a cause beyond the Parties’ reasonable control, including acts of God, labor disputes, industrial disturbances, utility failures, earthquake, storms, elements of nature, blockages, embargoes, riots, acts or orders of government, terrorism, or war. 17.3 Independent Contractors. The Parties are independent contractors. Neither Party has authority to bind the other. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship between the Parties. 17.4 Third-Party Beneficiaries. There are no third-party beneficiaries under this Agreement. 17.5 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. 17.6 Export Compliance. Each Party will comply with all import and export control laws and regulations. 17.7 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. 17.8 Waiver. No waiver or delay by either Party in exercising any right under this Agreement constitutes a waiver of that right. 17.9 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. 17.10 Governing Law. The laws of the state where Agency 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. 17.11 Notices. All notices must be in English. Notices posted on Agency’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. Contact information for notices: Axon: Axon Enterprise, Inc. Attn: Contracts 17800 N. 85th Street Scottsdale, Arizona 85255 contracts@axon.com 6.a Packet Pg. 12 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 6 of 24 Agency: Attn: Street Address City, State, Zip Email 17.12 Entire Agreement. This Agreement, including the Appendices, represent 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. Each representative identified below declares that the representative is authorized to execute this Agreement as of the date of signature. Axon Enterprise, Inc. Signature: Name: Title: Date: Kent Police Department Signature: Name: Title: Date: 6.a Packet Pg. 13 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 7 of 24 Axon Evidence Terms of Use Appendix 1 Agency Content. “Agency Content” means software, data, text, audio, video, images or any content Agency end users (a) run on Axon Evidence; (b) cause to interface with Axon Evidence; or (c) upload to Axon Evidence under Agency account or otherwise transfer, process, use or store in connection with Agency account. 2 Access Rights. Upon Axon granting Agency an Axon Evidence subscription, Agency may access and use Axon Evidence to store and manage Agency Content during the Axon Evidence Subscription Term. Agency may not exceed more end users than the Quote specifies. For Axon Evidence Lite, Agency may access and use Axon Evidence only to store and mange TASER CEW and TASER CAM data (“TASER Data”) during the Axon Evidence Subscription Term. Agency may upload non-TASER Data to Axon Evidence Light. 3 Agency Owns Agency Content. The Agency controls and owns all right, title, and interest in Agency Content and Axon obtains no rights to the Agency Content and the Agency Content are not business records of Axon. The 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. 4 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 (ISP) that includes logical, physical access, vulnerability, risk, and configuration management; incident monitoring and response; encryption of uploaded digital evidence; security education; and data protection. FBI CJIS Security Addendum. Axon agrees to the terms and requirements set forth in the Federal Bureau of Investigation (FBI) Criminal Justice Information Services (CJIS) Security Addendum for the Term of this Agreement. 5 Updates. For Android applications, including Axon View, Device Manager, and Capture, Axon will use reasonable efforts to support previous version of applications for 45 days. If Agency does not update their Android application to the most current version within 45 days of release, Axon may disable the application or force updates to the non-supported application. 6 Agency Responsibilities. Agency is responsible for (a) ensuring Agency users comply with this Agreement; (b) ensuring Agency owns Agency Content; (c) ensuring no Agency Content or Agency end user’s use of Agency Content or Axon Evidence violates this Agreement or applicable laws; and (d) 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 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. Audit log tracking for video data is an automatic feature of Axon Evidence that details who accesses Agency Content. Agency may download the audit log at any time. Agency shall contact Axon immediately if an unauthorized third par ty may be using Agency’s account or 6.a Packet Pg. 14 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 8 of 24 Agency Content, or if account information is lost or stolen. 7 Privacy. Axon will not disclose Agency Content or information about Agency except as compelled by a court or administrative body or required by law or regulation. If Axon receives a disclosure request for Agency Content, Axon will give Agency immediate notice so Agency may file an objection with the court or administrative body. Agency agrees to allow Axon access to certain information from Agency to: (a) perform troubleshooting services upon request or as part of regular diagnostic screening; (b) enforce this Agreement or policies governing the use of Axon Evidence; or (c) perform analytic and diagnostic evaluations of the systems. 8 Storage. For Unlimited Axon Evidence body-worn camera subscriptions, Agency may store unlimited data in Agency's Axon Evidence account only if data originates from Axon Capture or an Axon body-worn camera. Axon may charge additional fees for exceeding purchased storage amounts. Axon may place Agency Content that Agency has not viewed or accessed for 6 months into archival storage. Agency Content in archival storage will not have immediate availability and may take up to 24 hours to access. 9 Location of Data Storage. Axon may transfer Agency Content to third party subcontractors for storage. Axon will determine the locations of data centers for storage of Agency Content. 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’s or any end user’s right to access or use any portion or all of Axon Evidence immediately upon notice, if: 10.1. The Termination provisions of this Agreement apply; or 10.2. Agency or end user’s use of or registration for Axon Evidence may (a) pose a security risk to Axon Evidence or any third party; (b) adversely impact Axon Evidence, the systems, or content of any other customer; (c) subject Axon, Axon’s affiliates, or any third party to liability; or (d) be fraudulent. 10.3. Axon will not delete Agency Content because of suspension, except as specified in this Agreement. 11 Axon Evidence Warranty. Axon warrants that the Evidence.com Services 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 Agency uploads data 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 process to derive any source code included in Axon Evidence, or allow 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; 6.a Packet Pg. 15 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 9 of 24 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 other unlawful or tortious material; to store or transmit material in violation of third party privacy rights; or to store or transmit malicious code. 13 U.S. Government Rights. If Agency is a U.S. Federal department or using Axon Evidence on behalf of U.S. Federal department, Axon Evidence is provided as a “commercial item,” “commercial computer software,” “commercial computer software documentation,” and “tec hnical 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 use of Axon Evidence. 14 Survival. Upon any termination of this Agreement, the following sections will survive: Agency Owns Agency Content, Storage, Axon Evidence Warranty, and Axon Evidence Restrictions. 6.a Packet Pg. 16 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 10 of 24 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 Body-Worn Camera Full Service (BWC Full Service). BWC Full Service includes 4 consecutive days of on-site service and a professional services manager to work with Agency to assess Agency’s deployment and determine which on-site services are appropriate. If Agency requires more than 4 consecutive on- site days, additional days are $2,500 per day. BWC Full Service options include: System set up and configuration • Setup Axon View on smart phones (if applicable) • Configure categories and custom roles based on Agency need • Register cameras to Agency domain • Troubleshoot IT issues with Axon Evidence and Axon Dock (“Dock”) access • One on-site session included Dock configuration • Work with Agency to decide ideal location of Docks and set configurations on Dock • Authenticate Dock with Axon Evidence using admin credentials from Agency • On-site assistance, not to include physical mounting of docks Best practice implementation planning session • Provide considerations for establishment of video policy and system operations best practices based on Axon’s observations with other agencies • Discuss importance of entering metadata in the field for organization purposes and other best practice for digital data management • Provide referrals of other agencies using the Axon camera products and Axon Evidence • Recommend rollout plan based on review of shift schedules System Admin and troubleshooting training sessions Step-by-step explanation and assistance for Agency’s configuration of security, roles & permissions, categories & retention, and other specific settings for Axon Evidence Axon instructor training (Train the Trainer) Training for Agency’s in-house instructors who can support Agency’s Axon camera and Axon Evidence training needs after Axon has fulfilled its contracted on-site obligations Evidence sharing training Tailored workflow instruction for Investigative Units on sharing Cases and Evidence with local prosecuting agencies End user go live training and support sessions • Assistance with device set up and configuration • Training on device use, Axon Evidence and Evidence Sync Implementation document packet Axon Evidence administrator guides, camera implementation guides, network setup guide, sample policies, and categories & roles guide Post go live review 3 Body-Worn Camera 1-Day Service (BWC 1-Day). BWC 1-Day includes one day of on-site services and a professional services manager to work closely with Agency to assess Agency’s deployment and determine which services are appropriate. If Agency requires more than 1 day of on-site services, additional on-site assistance is $2,500 per day. The BWC 1-Day options include: 6.a Packet Pg. 17 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 11 of 24 System set up and configuration (Remote Support) • Setup Axon Mobile on smart phones (if applicable) • Configure categories & custom roles based on Agency need • Troubleshoot IT issues with Axon Evidence and Axon Dock (“Dock”) access Dock configuration • Work with Agency to decide ideal location of Dock setup and set configurations on Dock • Authenticate Dock with Axon Evidence using “Administrator” credentials from Agency • Does not include physical mounting of docks Axon instructor training (Train the Trainer) Training for Agency’s in-house instructors who can support Agency’s Axon camera and Axon Evidence training needs after Axon’s has fulfilled its contracted on-site obligations End user go live training and support sessions • Assistance with device set up and configuration • Training on device use, Axon Evidence and Evidence Sync Implementation document packet Axon Evidence administrator guides, camera implementation guides, network setup guide, sample policies, and categories & roles guide 4 Body-Worn Camera Virtual 1-Day Service (BWC Virtual). BWC Virtual includes all items in the BWC 1-Day Service Package, except one day of on-site services. 5 CEW Services Packages. CEW Services Package 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 1-Day Service Package: Virtual assistance included Dedicated Project Manager Assignment of specific Axon representative for all aspects of planning the Product rollout (Project Manager). Ideally, Project Manager will be assigned to Agency 4–6 weeks prior to rollout Best practice implementation planning session to: • Provide considerations for establishment of CEW policy and system operations best practices based on Axon’s observations with other agencies • Discuss importance of entering metadata and best practices for digital data management • Provide referrals to other agencies using TASER CEW Products and Axon Evidence • For the CEW Full Service Package: On-site assistance included • For the CEW 1-Day Service 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 with the goal of educating instructors who can support Agency’s subsequent Axon Evidence training needs. 6.a Packet Pg. 18 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 12 of 24 • For the CEW Full Service Package: Training for up to 3 individuals at Agency • For the CEW 1-Day Service 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 1-Day Service Package: Virtual assistance included. 6 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 7 Signal Sidearm Installation Service. If Agency purchases Signal Sidearm Installation Service, Axon will provide one day of on-site services and one professional services manager and will cover the installation of up 100 Signal Sidearm devices per package purchased. Installation includes: Removal of existing connection screws that affix a holster to a holster mount Proper placement of the Signal Sidearm Mounting Plate between the holster and the mount Reattachment of the holster to the mount using appropriate screws Functional testing of Signal Sidearm device Agency is responsible for providing an appropriate work area and ensuring all holsters that will have Signal Sidearm installed onto them are available on the agreed upon installation date(s). 8 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. 9 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. 10 Access Computer Systems to Perform Services. Agency authorizes Axon to access relevant Agency computers and networks, 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. 6.a Packet Pg. 19 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 13 of 24 11 Site Preparation. Axon will provide one copy of current user documentation for the Products in paper or electronic form (“Product User Documentation”). Product User Documentation will include all required environmental specifications in order for the professional services and related Products to operate in accordance with Product User Documentation. Prior to the installation of Product (whether performed by Agency or Axon), Agency must prepare the location(s) where the Products are to be installed (“Installation Site”) in accordance with the environmental specifications in Product User Documentation. Following install, Agency must maintain the Installation Site in accordance with the environmental specifications. If Axon modifies Product User Documentation for any Products under this Agreement, Axon will provide the update to Agency when Axon generally releases it. 12 Acceptance. When Axon completes the professional services, Axon will present an acceptance form (“Acceptance Form”) to Agency. Agency will sign the Acceptance Form acknowledging completion of professional services. 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 will re-present the Acceptance Form for approval and signature. If Axon does not receive the signed Acceptance Form or written notification of the reasons for rejection of within 7 calendar days of delivery of the Acceptance Form, Agency will be deemed to have accepted the professional services. 13 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. 6.a Packet Pg. 20 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 14 of 24 Technology Assurance Plan Appendix If Technology Assurance Plan (“TAP”) or a bundle including TAP is on the Quote, this appendix applies. 1 Term. TAP begins after shipment of the hardware covered under TAP. If Axon ships hardware in the first half of the month, TAP starts the 1st of the following month. If Axon ships hardware in the second half of the month, TAP starts the 15th of the following month. (“TAP Term”). 2 TAP Warranty. The TAP warranty is an extended warranty that starts at the end of the 1-year Hardware Limited Warranty. 3 Spare Product. Axon will provide Agency a predetermined number of spare Products for hardware items and accessories listed in the Quote (“Spare Products”). Spare Products will replace broken or non-functioning units. If Agency utilizes a Spare Product, Agency must return to Axon, through Axon’s warranty return process, any broken or non-functioning units. Axon will repair the non- functioning unit or replace with a replacement Product. Upon termination, Axon will invoice Agency the MSRP then in effect for all Spare Products provided under TAP. If Agency returns the Spare Products to Axon within 30 days of the Spare Product invoice date, Axon will issue a credit and apply it against the Spare Product invoice. 4 Officer Safety Plan Standard. The Officer Safety Plan Standard (“OSP Standard”) includes Axon Evidence Unlimited, TAP for Axon body-worn camera and Axon Dock, one TASER X2 or X26P CEW with a 4-year extended warranty, one CEW battery, and one CEW holster. Agency must purchase OSP for 5 years (“OSP Term”). At any time during the OSP Term, Agency may choose to receive the X2 or X26P CEW, battery and holster by providing a $0 purchase order. 5 Officer Safety Plan 7. Both the Officer Safety Plan 7 (“OSP 7”) and Officer Safety Plan 7 Plus (“OSP 7 Plus”) include Axon Evidence Unlimited, TAP for Axon body-worn camera and Axon Dock, one TASER 7 Certification Plan, Axon Records, and Axon Aware. OSP 7 Plus also includes Axon Aware Plus, Signal Sidearm, Auto-Tagging, Axon Performance, Axon Redaction Assistant, and Axon Citizen for Communities. Both OSP 7 offerings are subject to additional terms for services in their bundle. Agency must purchase an OSP 7 subscription for every TASER 7 CEW user. Agency must accept delivery of TASER 7 CEW and accessories as soon as available from Axon. Agency acknowledges some offerings in the OSP 7 bundles may not be generally available at the time of Agency’s OSP 7 purchase. Axon will not provide a refund, credit, or additional discount beyond what is in the Quote due to a delay of availability or Agency’s election not to utilize any portion of an OSP 7 bundle. 6 OSP 7 Term. OSP 7 bundles begin after Axon ships the first Axon Body 3 or TASER 7 device to Agency. If Axon ships in the first half of the month, the start date is the 1st of the following month. If Axon ships in the second half of the month, the start date is the 15th of the following month. For phased deployments, each phase has its own start date and end date based on the first shipment of that phase, in accordance with the above. Each OSP 7 will run 5 years from the OSP 7 start date (“OSP 7 Term”). 7 TAP Body-Worn Upgrade. If Agency purchased 3 years of Axon Evidence Unlimited or TAP as a standalone and makes all payments, Axon will provide Agency a new Axon body-worn camera 3 years after TAP starts (“Body-Worn Upgrade”). If Agency purchases 5 years of Axon Evidence 6.a Packet Pg. 21 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 15 of 24 Unlimited, an OSP, or TAP as a standalone and makes all payments, Axon will provide Agency a Body-Worn Upgrade 2.5 and 5 years after TAP starts. Axon may ship the Body-Worn Upgrade at year 2.5 without prior confirmation from Agency unless the Parties agree in writing otherwise at least 90 days in advance. In year 5, Axon may ship the Body-Worn Upgrade 60 days before the end of the TAP Term without prior confirmation from Agency. 7.1. TAP as a Stand-alone. If Agency purchased TAP as a standalone, Axon will provide a Body- Worn Upgrade that is the same or like product, at Axon’s option. Axon makes no guarantee the Body-Worn Upgrade will utilize the same accessories or Axon Dock. If Agency wants to change product models for the Body-Worn Upgrade, Agency must pay the price difference between the MSRP of the offered Body-Worn Upgrade and the MSRP of the model Agency is acquiring. The MSRP will be the MSRP in effect at the time of the upgrade. Axon will not provide a refund if the MSRP of the new model is less than the MSRP of the offered Body- Worn Upgrade. 7.2. OSP or Unlimited TAP. If Agency purchased Axon Evidence Unlimited or an OSP, Agency may choose a new on-officer video camera of Agency’s choice. 8 TAP Dock Upgrade. If Agency purchased TAP for Axon Dock, Axon Evidence Unlimited, or an OSP, Axon will upgrade the Axon Dock with a new Axon Dock (“Dock Upgrade”). If Agency purchased 3 years of Dock TAP, Axon will provide the Dock Upgrade 3 years after TAP starts. If Agency purchased 5 years of Dock TAP, Axon will provide a Dock Upgrade 2.5 and 5 years after TAP starts. The Dock Upgrade at year 2.5 will only include a new Axon Dock bay configuration unless a new Axon Dock core is required for body camera compatibility. Axon may ship the Dock Upgrade at year 2.5 without prior confirmation from Agency unless the Parties agree in writing otherwise at least 90 days in advance. In year 5, Axon may ship the Dock Upgrade 60 days before the end of the TAP Term without prior confirmation from Agency. If Agency originally purchased a single-bay Axon Dock, the Dock Upgrade will be a single-bay Axon Dock model that is the same or like product, at Axon’s option. If Agency originally purchased a multi-bay Axon Dock, the Dock Upgrade will be a multi-bay Axon Dock model that is the same or like product, at Axon’s option. If Agency would like to change product models for the Dock Upgrade or change the number of bays, Agency must pay the price difference between th e MSRP for the offered Dock Upgrade and the MSRP for the model desired. The MSRP will be the MSRP in effect at the time of the upgrade. Axon will not provide a refund if the MSRP of the new model is less than the MSRP of the offered Dock Upgrade. 9 Return of Original Product. If Axon provides a warranty replacement 6 months before the date of a Body-Worn Upgrade or Dock Upgrade, that replacement is the upgrade. Wit hin 30 days of receiving a Body-Worn or Dock Upgrade, Agency must return the original Products to Axon or destroy the Products and provide a certificate of destruction to Axon including serial numbers for the destroyed Products. If Agency does not return or destroy the Products, Axon will deactivate the serial numbers for the Products received by Agency. 10 Termination. If Agency’s payment for TAP, OSP, or Axon Evidence is more than 30 days past due, 6.a Packet Pg. 22 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 16 of 24 Axon may terminate TAP or OSP. Once TAP or OSP terminates for any reason: 10.1. TAP and OSP coverage terminates as of the date of termination and no refunds will be given. Axon will not provide the free upgrades. 10.2. Agency make any missed payments due to the termination before Agency may purchase any future TAP or OSP. 10.3. If any OSP terminates before the end of the OSP term, for a reason other than due to Axon’s failure to cure a material breach or default then (a) the Agency will be invoiced for the remainder of the MSRP for the Products received and not already paid for; or (b) only in the case of termination for non-appropriations, return the Products to Axon within 30 days of the date of termination. In general, the MSRP value is paid for products received on a prorated basis for the duration of the 5-year contract at a rate of approximately 20% per year. 6.a Packet Pg. 23 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 17 of 24 TASER 7 Appendix This TASER 7 Appendix applies to Agency’s TASER 7, OSP 7, or OSP 7 Plus purchase from Axon 1. Term. If Agency purchases TASER 7 as part of OSP 7 or OSP 7 Plus, the start date for TASER 7 is the OSP 7 Term start date. Otherwise, the start date is based on initial shipment of TASER 7 hardware (“TASER 7 Start Date”). If Axon ships TASER 7 hardware in the first half of the month, the TASER 7 Start Date is the 1st of the following month. If Axon ships TASER 7 hardware in the last half of the month, the TASER 7 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 (“TASER 7 Term”). If the Quote has multiple TASER 7 ship dates, each shipment will have its own 60-month term, starting on the shipment of TASER 7 as described above. 2. Unlimited Duty Cartridge Plan. If the Quote includes “Unlimited Duty Cartridge Plan”, Agency must purchase an Unlimited Duty Cartridge Plan for each CEW user. 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. If the Quote includes a training voucher, Agency must use the voucher within 1 year of issuance, or the voucher will be void. During the TASER 7 Term, Axon will issue Agency a voucher annually beginning on the TASER 7 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 TASER 7 Term. Axon will deliver all Training Content electronically. Unless stated in the Quote, the voucher does not include travel expenses and will be Agency’s responsibility. 4. Extended Warranty. If the Quote includes a TASER 7 plan (TASER 7 Basic - Upfront Plus Subscription, TASER 7 Basic - Subscription, or TASER 7 Certification), extended warranty coverage is included for the TASER CEW, dock and core, and rechargeable battery as des cribed in the Hardware Limited Warranty. TASER 7 plans extended warranty coverage begins on the TASER 7 Start Date and continues for the TASER 7 Term. If the Quote does not include a TASER 7 plan, Agency may purchase extended warranties to provide coverage. 5. 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 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. 6. 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 shipping costs of the return. If Axon does not receiv e 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 TASER 7 Start Date Less than 100 officers 30 days 6.a Packet Pg. 24 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 18 of 24 100 to 499 officers 90 days 500+ officers 180 days 7. 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: 7.1. TASER 7 extended warranties and access to Training Content will terminate. No refunds will be given. 7.2. 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, rechargeable battery, holster, dock, core, training suits, and unused cartridges to Axon within 30 days of the date of termination. 7.3. Agency will be responsible for payment of any missed payments due to the termination before being allowed to purchase any future TASER 7 plan. 6.a Packet Pg. 25 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 19 of 24 TASER 7 Axon Evidence Terms of Use Appendix 1 Subscription Term. The TASER 7 Axon Evidence Subscription Term begins on the TASER 7 or OSP 7 Start Date. 2 TASER 7 Agency Content. “TASER 7 Agency Content” means software, data, text, audio, video, images or other content any of Agency’s end users (a) run on Axon Evidence; (b) cause to interface with Axon Evidence; or (c) upload to Axon Evidence under Agency account or otherwise transfer, process, use or store in connection with Agency account. 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 TASER 7 Agency Content. Agency controls and owns all right, title, and interest in and to TASER 7 Agency Content and except as otherwise outlined herein, Axon obtains no interest in Agency Content, and Agency Content are not business records of Axon. Agency is solely responsible for the uploading, sharing, withdrawal, management and deletion of TASER 7 Agency Content. Axon will have limited access to TASER 7 Agency Content solely for providing and supporting Axon Evidence to Agency and Agency end users. 5 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. 6 Axon Evidence Terms of Use Appendix. To the extent not in conflict with the terms in this Appendix, all terms in the Axon Evidence Terms of Use Appendix also apply to use of TASER 7 with Axon Evidence. 6.a Packet Pg. 26 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 20 of 24 Axon Auto-Tagging Appendix 1 Scope. Axon Auto-Tagging consists of development of an integration module to allow Axon Evidence to interact with Agency’s Computer-Aided Dispatch (“CAD”) or Records Management Systems (“RMS”). This allows end users to auto populate Axon video meta-data with a case ID, category, and location based on data maintained in Agency’s CAD or RMS. Agency must purchase Axon Auto-Tagging for every Axon Evidence user in Agency, even if the user does not have an Axon body camera. 2 Support. After completing Auto-Tagging Services, Axon will provide up to 5 hours of remote support at no additional charge. Axon will provide free support due to a change in Axon Evidence, so long as long as Agency maintains an Axon Evidence and Auto-Tagging subscription. Axon will not provide support if a change is required because Agency changes its CAD or RMS. 3 Changes to Services. Axon is only responsible to perform the services in this Appendix. Any 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. 4 Agency Responsibilities. Axon’s performance of Auto-Tagging Services requires Agency: 4.1. Making available relevant systems, including Agency’s current CAD or RMS, for assessment by Axon (including remote access if possible); 4.2. Making required modifications, upgrades or alterations to Agency’s hardware, facilities, systems and networks related to Axon’s performance of Auto-Tagging Services; 4.3. Providing access to the premises where Axon is performing Auto-Tagging Services, subject to Agency safety and security restrictions, and allowing Axon to enter and exit the premises with laptops and materials needed to perform Auto-Tagging Services; 4.4. Providing all infrastructure and software information (TCP/IP addresses, node names, network configuration) necessary for Axon to provide Auto-Tagging Services; 4.5. Promptly installing and implementing any and all software updates provided by Axon; 4.6. Ensuring that all appropriate data backups are performed; 4.7. Providing assistance, participation, and approvals in testing Auto-Tagging Services; 4.8. Providing Axon with remote access to Agency’s Axon Evidence account when required; 4.9. Notifying Axon of any network or machine maintenance that may impact the performance of the integration module at Agency; and 4.10. Ensuring reasonable availability of knowledgeable staff and personnel to provide timely, accurate, complete, and up-to-date documentation and information to Axon. 5 Access to Systems. Agency authorizes Axon to access Agency’s relevant computers, network systems, and CAD or RMS solely for performing Auto-Tagging Services. Axon will work diligently to identify as soon as reasonably practicable resources and information Axon expects to use, and will provide an initial 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. 6.a Packet Pg. 27 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 21 of 24 Axon Aware Appendix This Axon Aware Appendix applies to both Axon Aware and Axon Aware Plus. Axon Aware Plus also includes Axon Aware. 1 Axon Aware Subscription Term. If Agency purchases Axon Aware as part of a bundled offering, the Axon Aware subscription begins on the later of: (1) the start date of that bundled offering, or (2) the date Axon provisions Axon Aware to Agency. If Agency purchases Axon Aware as a standalone, the Axon Aware subscription begins the later of: (1) the date Axon provisions Axon Aware to Agency, or (2) the first day of the month following the Effective Date. The Axon Aware subscription term will end upon the completion of the Axon Evidence Subscription associated with Axon Aware. 2 LTE Requirements. Axon Aware is only available and usable with an LTE enabled body-worn camera. Axon is not liable if Agency utilizes the LTE device outside of the coverage area or if the LTE carrier is unavailable. LTE coverage is only available in the United States, including any U.S. territories. Axon may utilize a carrier of Axon’s choice to provide LTE service. Axon may change LTE carriers during the Term without Agency’ consent. 3 Termination. Upon termination of this Agreement, or if Agency stops paying for Axon Aware, or for bundles that include Axon Aware, Axon will end LTE service. 6.a Packet Pg. 28 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 22 of 24 Axon Records Appendix 1 Axon Records Subscription Term. If Agency purchases Axon Records as part of a bundled offering, the Axon Records subscription begins on the later of: (1) the start date of that bundled offering, or (2) the date Axon provisions Axon Records to Agency. If Agency purchases Axon Records as a standalone, the Axon Records subscription begins the later of (1) the date Axon provisions Axon Records to Agency or (2) the first day of the month following the Effective Date. 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 bundle, upon completion of the OSP 7 Term (“Axon Records Subscription”). 2 Agency Records Content. “Agency Records Content” means software, data, text, audio, video, images or any content Agency end users (a) run on Axon Records (b) cause to interface with Axon Records, or (c) upload to Axon Records under Agency account or otherwise transfer, process, use or store in connection with Agency account. 3 Access Rights. Upon Axon granting Agency an Axon Records subscription, Agency may access and use Axon Records to store and manage Agency Records Content during the Records Subscription Term. Agency may not exceed the number of end users than the Quote specifies. 4 Axon Records Core. Axon Records Core includes the following applications: Report Writer, NIBRS Incident Reporting, Axon Evidence Integration, Case Management, Civil & Protection Orders (early 2020), Physical Property, Information Exchange Access, APIs. Additional application s, as well as any Axon services needed to configure Axon Records, are not included in the Axon Records Core fee or any bundle that includes Axon Records Core. 5 Agency Owns Agency Records Content. Agency controls and owns all right, title, and interest in Agency Records Content. Except as outlined herein, Axon obtains no interest in Agency Records Content, and Agency Records Content are not business records of Axon. Agency is solely responsible for uploading, sharing, managing, and deleting Agency Records Content. Axon will have limited access to Agency Records Content solely for providing and supporting Axon Records to Agency and Agency end users. 6 Security. Axon will implement commercially reasonable and appropriate measures to secure Agency Records Content against accidental or unlawful loss, access or disclosure. Axon will maintain a comprehensive information security program including logical, physical access, vulnerability, risk, and configuration management; incident monitoring and response; encryption of uploaded digital records; security education; and data protection. Axon agrees to the Federal Bureau of Investigation Criminal Justice Information Services Security Addendum. 7 Agency Responsibilities. Agency is responsible for (a) ensuring Agency users comply with this Agreement; (b) ensuring Agency owns Agency Records Content and no Agency Records Content or Agency end user’s use of Agency Records Content or Axon Records violates this Agreement or applicable laws; and (c) maintaining necessary computer equipment and Internet connections for 6.a Packet Pg. 29 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 23 of 24 use of Axon Records. If Agency becomes aware of any violation of this Agreement by an end user, Agency will immediately terminate that end user’s access to Axon Records. 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 Records Content. Login credentials are for Agency internal use only and Agency may not sell, transfer, or sublicense them to any other entity or person. Audit log tracking for video data is an automatic feature of Axon Records that details who accesses Agency Records Content. 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 Records Content or if account information is lost or stolen. 8 Privacy. Axon will not disclose Agency Records Content or information about Agency except as compelled by a court or administrative body or required by law or regulation. If Axon receives a disclosure request for Agency Records Content, Axon will give Agency notice so Agency may file an objection with the court or administrative body. Agency agrees to allow Axon access to certain information from Agency to: (a) perform troubleshooting services upon request or as part of regular diagnostic screening; (b) enforce this Agreement or policies governing the use of Axon Records; or (c) perform analytic and diagnostic evaluations of the systems. Agency hereby grants Axon an irrevocable, worldwide, royalty -free license to use Agency Content to enable Axon to create derivative works of 'scrubbed' Agency Content (collectively, “Derivative Data”). Axon may use Derivative Data to provide services to Agency, or to operate, maintain, improve, or create new products and services. Notwithstanding the foregoing and except as provided in this Agreement, Axon shall not disclose Agency Content or Derivative Data containing PII to any third party, and it will exercise commercially reasonable efforts to limit PII in Derivative Data, including, without limitation, encrypting Derivative Data in transit and stripping PII from metadata. 9 Location of Data Storage. Axon may transfer Agency Records Content to third party subcontractors for storage. Axon will determine the locations of data centers where Agency Records Content will be stored. For United States agencies, Axon will ensure all Agency Records Content stored in Axon Records remains within the United States. Ownership of Agency Records Content remains with Agency. 10 Suspension. Axon may suspend Agency’s or any end user’s right to access or use any portion or all of Axon Records immediately upon notice, if: 10.1. The Termination provisions of this Agreement apply; or 10.2. Agency or end user’s use of or registration for Axon Records may (a) pose a security risk to Axon Evidence or any third party, (b) adversely impact Axon Records, the systems, or content of any other customer, (c) subject Axon, Axon’s affiliates, or any third party to liability, or (d) be fraudulent. Agency remains responsible for all fees and charges incurred through suspension. Axon will not delete Agency Records Content because of suspension, except as specified in this Agreement. 11 Axon Records Warranty. Axon disclaims any warranties or responsibility for data corruption or errors before Agency uploads data to Axon Records. 6.a Packet Pg. 30 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Master Services and Purchasing Agreement Page 24 of 24 12 Axon Records Restrictions. All Axon Records 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 Records; 12.2. reverse engineer, disassemble, or decompile Axon Records or apply any other process to derive any source code included in Axon Records, or allow any others to do the same; 12.3. access or use Axon Records 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 Records, except as expressly permitted in this Agreement; 12.5. access Axon Records to build a competitive product or service or copy any features, functions, or graphics of Axon Records; 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 Records; or 12.7. use Axon Records 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 sto re or transmit malicious code. 13 After Termination. Axon will not delete Agency Records Content for 90-days following termination. During these 90-days, Agency may retrieve Agency Records Content only if Agency has paid all amounts due. There will be no functionality of Axon Records during these 90-days other than the ability to retrieve Agency Records Content. Agency will not incur additional fees if Agency downloads Agency Records Content from Axon Records during this time. Axon has no obligation to maintain or provide any Agency Records Content after these 90-days and will thereafter, unless legally prohibited, delete all Agency Records Content stored in Axon Records. Upon request, Axon will provide written proof that Axon successfully deleted and fully removed all Agency Records Content from Axon Records. 14 Post-Termination Assistance. Axon will provide Agency with the same post-termination data retrieval assistance that Axon generally makes available to al l customers. Requests for Axon to provide additional assistance in downloading or transferring Agency Records 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 Records on behalf of U.S. Federal department, Axon Records 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 Records 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 use of Axon Records. 16 Survival. Upon any termination of this Agreement, the following sections will survive: Agency Owns Agency Records Content, Storage, Axon Records Warranty, and Axon Records Restrictions. 6.a Packet Pg. 31 At t a c h m e n t : A x o n - M a s t e r S e r v i c e s a n d P u r c h a s i n g A g r e e m e n t . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n Axon Interview Room Appendix 1 Axon Interview Room Axon Evidence Term. The Axon Evidence Subscription for Axon Interview Room begins after shipment of Axon Interview Room hardware. If Axon ships Axon Interview Room hardware in first half of the month, the Axon Interview Room start date is the 1st of the following month. If Axon ships Axon Interview Room hardware in the last half of the month, the start date is the 15th of the following month. For phased deployments, the Interview Room Subscription begins upon the shipment of the first phase, and subsequent phases will begin upon shipment of that phase. The Axon Interview Room subscription term will end upon the completion of the Axon Evidence subscription as documented in the Quote (“Interview Room Subscription”). 2 Statement of Work. The Axon Interview Room Statement of Work (“Interview Room SOW”) attached to this Appendix details Axon’s professional services deliverables. Axon is only responsible to perform services described in the Interview Room 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. 3 Axon Interview Room Unlimited. For Axon Interview Room Unlimited Axon Evidence subscription, unlimited data may be stored as part of Axon Interview unlimited storage only if the data originates from Axon Interview Room hardware. 6.b Packet Pg. 32 At t a c h m e n t : A x o n - I n t e r v i e w R o o m A p p e n d i x ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) 6.b Packet Pg. 33 At t a c h m e n t : A x o n - I n t e r v i e w R o o m A p p e n d i x ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) > Page 1 of 7 STATEMENT OF WORK DOCUMENT Axon Channel Services Created For: Kent Police Department Sold By: Designed By: Deployed By: Chris Neubeck Jason South Axon PSO 6.c Packet Pg. 34 At t a c h m e n t : A x o n - S t a t e m e n t o f W o r k . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) > Page 2 of 7 MIGRATION OVERVIEW CUSTOMER NAME Kent Police Deparment Street Address: City: 220 4th Avenue South Kent STATE or Country: ZIP CODE: WA 98032 AGENCY CONTACT (NAME): AGENCY CONTACT EMAIL/PHONE#: AGENCY AXON DEMS: AXON EVIDENCE URL Evidence.com Channel Services Summary Total Data 2.5TB Customer Data Source §VeriPic Data Types §Multiple, including proprietary/non-standard codecs Details Axon will perform the migration of data remotely in accordance with Statement of Work below. CHANNEL SERVICE DETAILS The following sections detail the channel services to be provided Data Details Total Data 2.5 Terabytes of digital data will be imported in Axon Evidence Evidence Audit Trails §Will be ingested from VeriPic database Metadata Customer will work with Axon to mutually determine and agree on appropriate Axon Evidence fields to map this metadata. This can be described in the metadata mapping matrix. Notes Service 6.c Packet Pg. 35 At t a c h m e n t : A x o n - S t a t e m e n t o f W o r k . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) > Page 3 of 7 Channel Service Axon will facilitate the one-time migration of evidence data indicated in the data details section of this document to customer’s Axon Evidence instance for storage and management. Playback of assets migrated is not necessarily supported in Axon Evidence, this can be verified prior to initiation of services by ingesting a sample of each file type into Axon Evidence. An Axon Field Engineer (AFE) will develop the migration software. The AFE will remotely install and run the software on customer’s network to facilitate the migration directly to your Axon Evidence instance. Evidence will be encrypted during transfer and securely hashed to verify completion and authenticity of migrated evidence. At the completion of the channel services, Axon will notify customer and provide verification reports. These reports include hash comparisons for authenticating the data migrated. When customer has verified migration of all requested data, customer may uninstall migration software and delete the legacy data in accordance with your policies. Preliminary Work Prior to the start of the project: §Customer will cease ingestion of new data into legacy system. §Customer must facilitate an export of assets from legacy system back to their original format (i.e. .jpg). §Customer will create a backup of this database. Database copy must have a matching name to map it to the exported assets (i.e. filename) §Customer will create API clients via Axon Evidence administrative interface with documentation and support from Axon Project Manager §Customer will create or designate sample files to test the migration tool. Sample files should be from the same source as evidence being migrated. §Customer will securely share API client outputs, database copy, and sample files via an access controlled Sharepoint folder, OneDrive folder, or a customer provided tool. Access to the database is solely for the purposes of the Axon Field engineer to review the data structure, develop, and test the migration software. NOTE: Customer may also provide secure network access through a Zoom meeting or customer provided VPN to the copy of the database and the sample files. Axon Field Engineer will remote in to the sample environment for the development and testing of the migration software. Testing and Validation An Axon Field Engineer (AFE) will develop and test migration software using the provided database copy and sample files. Customer resource shall be made reasonably available throughout development to support navigation of legacy database and validation of the Axon Evidence fields to map metadata. Upon completion of development Axon Project Manager will schedule a call with customer stakeholders. Axon will demonstrate a migration into test Axon Evidence instance. Customer will sign off that the required metadata fields are present and match up to mutually agreed Axon Evidence fields. 6.c Packet Pg. 36 At t a c h m e n t : A x o n - S t a t e m e n t o f W o r k . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) > Page 4 of 7 Transfer Facilitation Method Upon completion and validation of the software, customer will provide admin credentials to the legacy database copy. This can be done by creating a user in the legacy system with administrative rights with the below credentials. Username: MigrationServices Password: AxonMigration! When admin credentials are provided, customer will provide AFE network access to install and run the migration software. Remote access can be provided through a Zoom meeting or customer provided VPN. An AFE will access customer network to install and run the migration software. This will run on customer network directly to your Axon Evidence instance. Evidence will be encrypted during transfer and securely hashed to verify completion and authenticity of migrated evidence. During migration, Axon’s Field engineer will periodically access customer network to check the migration status and verify its operation. Axon Field Engineer will review failure logs to identify and rectify any issues and retry to migrate any failures. At the completion of the migration any unresolved failures will be provided in a report to the customer. Technical Resources Hardware Specifications Customer will provide access to a modern Windows server on customer network as detailed in the server specifications document in Appendix 1. Connectivity Specifications API requests require HTTPS port 443, network IP should be whitelisted in customer Axon Evidence account. Migration speed is dependent on bandwidth availability at customer site. Availability Customer will ensure reasonable availability by phone or email of knowledgeable staff and personnel, system administrators, and operators to provide timely, accurate, complete, and up-to-date documentation and information to Axon including but not limited to explanation and verification of metadata mapping and facilitating network access. 6.c Packet Pg. 37 At t a c h m e n t : A x o n - S t a t e m e n t o f W o r k . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) > Page 5 of 7 Agreement Project Management 1. Axon will assign a Project Manager that will provide the expertise to execute a successful migration. The Project Manager will have knowledge and experience with all phases of the project management lifecycle and service being implemented. He/she will work closely with the customer's project manager and project team members and will be responsible for completing the tasks required to meet all contract deliverables on time and on budget. Acceptance At the completion of the migration, Axon will notify customer, provide verification reports, and an acceptance form. Upon receipt of notification, customer is responsible for reviewing provided reports and Axon Evidence auditing tools to verify that the scope of the project has been completed including but not limited to the migration and hash verification of all requested of data, metadata, and audit trails. Acceptance forms must be accepted or rejected within ten business days of receipt or acceptance is automatically verified. Data Ownership Data Ownership 1.All digital evidence stored on Axon’s Axon Evidence is owned by the customer. Our contracts are constructed to ensure that you retain all ownership of your data. Should the agreement be terminated, Axon will provide access for the Agency to securely migrate its own data or offer a service for Axon to migrate the data on behalf of the Agency. 2.All digital evidence stored on the Axon Evidence platform is owned by the agency and can be exported at any time. This process can be facilitated in a number of ways including the bulk export feature. If your agency wishes to extract all data stored in the application, data is exported in the format it was recorded (MP4 for Axon captured files). The simplest method for data/metadata return is via system APIs. Axon’s API manual will be made available upon request, which details steps for developers to follow for this contingency. This would facilitate the return of data with minimal cost and high efficiency. 6.c Packet Pg. 38 At t a c h m e n t : A x o n - S t a t e m e n t o f W o r k . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) > Page 6 of 7 Axon Enterprise Inc. By signing this Statement of Work, you are agreeing to the items set forth in this document and Axon’s Master Services & Purchasing Agreement and Channel Services Appendix. You represent that you are lawfully able to enter into contracts and if you are entering into this agreement for an entity, such as the company, municipality, or government agency you work for, you represent to Axon that you have legal authority to bind that entity. If you do not have this authority, do not sign Statement of Work. Changes to the scope of this SOW must be documented and agreed upon by the Parties in a change order. If the changes cause an increase or decrease in any charges or cause a scheduling change from that originally agreed upon, an equitable adjustment in the charges or schedule will be agreed upon by the Parties and included in the change order, signed by both Parties. Signature: _____________________________________________ Date: __________________________ Name (Print): _________________________________________ Title: ___________________________________________________ 6.c Packet Pg. 39 At t a c h m e n t : A x o n - S t a t e m e n t o f W o r k . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) > Page 7 of 7 Appendix 1 System Requirements and Firewall Permissions Customer will provide access to a modern Windows server to install and run migration tool. § Server should be running on customer network § Server should have connection to the legacy database § Server should have connection to file repository(s) Server Hardware Requirements Minimum Recommended Processor 1x Quad-Core Intel Xeon E3 (1.7 GHz) 2x Quad-Core Intel Xeon E5 (2.66 GHz) Memory 32 RAM GB 64 GB RAM Internal Drive 500 GB HDD 500 GB SSD Network 10/100 Ethernet Gigabit Ethernet Operating System Windows Server 2008 R2 Windows Server 2012 R2 Depending on the configuration and location of the legacy DB server, file repository, and customer’s firewall, some special configuration might be required to ensure communication with the server where the migration application is running. The following ports should be opened: Type Port Outbound HTTPS 443 Outbound 53 Outbound 80 DB Server Ports 6.c Packet Pg. 40 At t a c h m e n t : A x o n - S t a t e m e n t o f W o r k . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) Kent Police Dept. -WA ISSUED 6/11/2019 AXON SALES REPRESENTATIVE Chris Neubeck 602-708-0074 cneubeck@axon.com Q-208651-43627.959CN 1 6.d Packet Pg. 41 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) Payment Terms: Net 30 Delivery Method: Fedex -Ground Q-208651-43627.959CN Year 1 -OSP 7+ Item Description Quantity List Unit Price Net Unit Price Total (USD) Axon Plans & Packages 20140 TASER 7 DUTY CARTRIDGE REPLENISHMENT PROGRAM 105 0.00 0.00 0.00 80011 BASIC EVIDENCE.COM LICENSE: 5 YEAR 10 0.00 0.00 0.00 85114 EVIDENCE.COM INCLUDED STORAGE (GB)-5 YEAR CONTRACT 100 0.00 0.00 0.00 85114 EVIDENCE.COM INCLUDED STORAGE (GB)-5 YEAR CONTRACT 4,200 0.00 0.00 0.00 20141 TASER 7 EVIDENCE.COM LICENSE 105 0.00 0.00 0.00 73420 AXON RECORDS LICENSE: 5 YEAR 105 0.00 0.00 0.00 80051 AXON AUTO TAGGING SERVICE ADD-ON: 5 YEAR 105 0.00 0.00 0.00 20141 TASER 7 EVIDENCE.COM LICENSE 2 0.00 0.00 0.00 80022 PRO EVIDENCE.COM LICENSE: YEAR 1 PAYMENT 59 468.00 468.00 27,612.00 85110 EVIDENCE.COM INCLUDED STORAGE 1,770 0.00 0.00 0.00 Hardware 20008 TASER 7 HANDLE, HIGH VISIBILITY, CLASS 3R 105 0.00 0.00 0.00 20040 TASER 7 HANDLE WARRANTY, 4-YEAR 105 0.00 0.00 0.00 20012 TASER 7 LIVE CARTRIDGE, STANDOFF (3.5- DEGREE)202 0.00 0.00 0.00 20013 TASER 7 LIVE CARTRIDGE, CLOSE QUARTERS (12-DEGREE)202 0.00 0.00 0.00 20012 TASER 7 LIVE CARTRIDGE, STANDOFF (3.5- DEGREE)210 0.00 0.00 0.00 Issued: 06/11/2019 Quote Expiration: 06/21/2019 Account Number: 106698 Axon Enterprise, Inc. 17800 N 85th St. Scottsdale, Arizona 85255 United States Phone: (800) 978-2737 Protect Life. PRIMARY CONTACT Eric Hemmen Phone: (253) 856-5837 Email: ehemmen@kentwa.gov BILL TO Kent Police Dept. -WA 400 W. GOWE ST. SUITE 122 Kent, WA 98032 US SHIP TO Eric Hemmen Kent Police Dept. -WA 220 4TH AVE. SOUTH Kent, WA 98032 US SALES REPRESENTATIVE Chris Neubeck Phone: 602-708-0074 Email: cneubeck@axon.com Fax: (480) 658-0629 Q-208651-43627.959CN 2 6.d Packet Pg. 42 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) Year 1 -OSP 7+ (Continued) Item Description Quantity List Unit Price Net Unit Price Total (USD) Hardware (Continued) 20013 TASER 7 LIVE CARTRIDGE, CLOSE QUARTERS (12-DEGREE)210 0.00 0.00 0.00 20014 TASER 7 HOOK-AND-LOOP TRAINING (HALT) CARTRIDGE, STANDOFF (3 210 0.00 0.00 0.00 20015 TASER 7 HOOK-AND-LOOP TRAINING (HALT) CARTRIDGE, CLOSE QUART 210 0.00 0.00 0.00 20018 TASER 7 BATTERY PACK, TACTICAL 126 0.00 0.00 0.00 20041 TASER 7 BATTERY PACK WARRANTY, 4-YEAR 126 0.00 0.00 0.00 20160 TASER 7 HOLSTER -SAFARILAND, RIGHT HAND 99 0.00 0.00 0.00 71044 BATTERY, SIGNAL SIDEARM, CR2430 SINGLE PACK 210 0.00 0.00 0.00 20161 TASER 7 HOLSTER -SAFARILAND, LEFT HAND 6 0.00 0.00 0.00 74200 DOCK AND CORE, TASER 7 2 0.00 0.00 0.00 20042 TASER 7 DOCK & CORE WARRANTY, 4-YEAR 2 0.00 0.00 0.00 70033 WALL MOUNT BRACKET, ASSY, EVIDENCE.COM DOCK 2 0.00 0.00 0.00 20050 HOOK-AND-LOOP TRAINING (HALT) SUIT 1 0.00 0.00 0.00 20016 TASER 7 INERT CARTRIDGE, STANDOFF (3.5- DEGREE)24 0.00 0.00 0.00 20017 TASER 7 INERT CARTRIDGE, CLOSE QUARTERS (12-DEGREE)24 0.00 0.00 0.00 74001 AXON CAMERA ASSEMBLY, ONLINE, AXON BODY 2, BLK 105 499.00 499.00 52,395.00 71026 MAGNET MOUNT, FLEXIBLE, AXON RAPIDLOCK 105 0.00 0.00 0.00 74021 MAGNET MOUNT, THICK OUTERWEAR, AXON RAPIDLOCK 105 0.00 0.00 0.00 11553 SYNC CABLE, USB A TO 2.5MM 105 0.00 0.00 0.00 74008 AXON DOCK, 6 BAY + CORE, AXON BODY 2 2 1,495.00 1,495.00 2,990.00 70033 WALL MOUNT BRACKET, ASSY, EVIDENCE.COM DOCK 2 42.00 42.00 84.00 74009 AXON DOCK, SINGLE BAY + CORE, AXON BODY 2 96 375.00 375.00 36,000.00 20012 TASER 7 LIVE CARTRIDGE, STANDOFF (3.5- DEGREE)8 38.00 0.00 0.00 20013 TASER 7 LIVE CARTRIDGE, CLOSE QUARTERS (12-DEGREE)8 38.00 0.00 0.00 Other 73453 OFFICER SAFETY PLAN 7 PLUS 105 0.00 0.00 0.00 Protect Life.Q-208651-43627.959CN 3 6.d Packet Pg. 43 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) Year 1 -OSP 7+ (Continued) Item Description Quantity List Unit Price Net Unit Price Total (USD) Other (Continued) 73460 EVIDENCE.COM UNLIMITED PLUS DOCK TAP: 5 YEAR 105 0.00 0.00 0.00 75000 SIGNAL SIDEARM ADHESIVE MOUNT 105 0.00 0.00 0.00 75001 SIGNAL SIDEARM ADHESIVE MOUNT REMOVAL KIT 105 0.00 0.00 0.00 73410 AXON AWARE PLUS V SERVICE LINE: 5 YEAR 105 0.00 0.00 0.00 73465 Performance Service: 5 Year 105 0.00 0.00 0.00 80087 TASER 7 TARGET, CONDUCTIVE, PROFESSIONAL (RUGGEDIZED)1 0.00 0.00 0.00 20147 AXON DEVELOPED OCULUS TRAINING CONTENT ACCESS 1 0.00 0.00 0.00 20135 OCULUS GO STANDALONE VIRTUAL REALITY HEADSET 1 0.00 0.00 0.00 20146 TASER 7 ONLINE TRAINING CONTENT ACCESS 105 0.00 0.00 0.00 20120 TASER 7 INSTRUCTOR COURSE VOUCHER 1 0.00 0.00 0.00 20119 TASER 7 MASTER INSTRUCTOR SCHOOL VOUCHER 1 0.00 0.00 0.00 73455 OFFICER SAFETY PLAN 7 PLUS ANNUAL PAYMENT 105 2,388.00 2,203.40 231,357.00 73490 REDACTION ASSISTANT 51-150 SWORN AGENCY- WIDE LICENSE: 5 YEAR 1 0.00 0.00 0.00 73570 CITIZEN FOR COMMUNITIES 51-150 SWORN AGENCY-WIDE LICENSE: 5 1 0.00 0.00 0.00 Services 85055 AXON FULL SERVICE 1 17,000.00 17,000.00 17,000.00 11609 SMART WEAPON TRANSITION SERVICE 1 2,000.00 2,000.00 2,000.00 85147 CEW STARTER 1 2,750.00 2,750.00 2,750.00 Subtotal 372,188.00 Estimated Shipping 0.00 Estimated Tax 36,743.82 Total 408,931.82 Year 1 -Trade-In Credit Item Description Quantity List Unit Price Net Unit Price Total (USD) Other 20104 TASER 7 TRADE-IN UPFRONT PURCHASE 105 0.00 0.00 0.00 Protect Life.Q-208651-43627.959CN 4 6.d Packet Pg. 44 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) Year 1 -Trade-In Credit (Continued) Item Description Quantity List Unit Price Net Unit Price Total (USD) Other (Continued) 20150 TASER 7 TRADE-IN CARTRIDGE 105 0.00 0.00 0.00 Subtotal 0.00 Estimated Tax 0.00 Total 0.00 Spares Item Description Quantity List Unit Price Net Unit Price Total (USD) Hardware 20008 TASER 7 HANDLE, HIGH VISIBILITY, CLASS 3R 3 0.00 0.00 0.00 20040 TASER 7 HANDLE WARRANTY, 4-YEAR 3 0.00 0.00 0.00 74001 AXON CAMERA ASSEMBLY, ONLINE, AXON BODY 2, BLK 6 499.00 0.00 0.00 71026 MAGNET MOUNT, FLEXIBLE, AXON RAPIDLOCK 6 0.00 0.00 0.00 74021 MAGNET MOUNT, THICK OUTERWEAR, AXON RAPIDLOCK 6 0.00 0.00 0.00 11553 SYNC CABLE, USB A TO 2.5MM 6 0.00 0.00 0.00 Subtotal 0.00 Estimated Tax 0.00 Total 0.00 Year 1 -Channel Services Item Description Quantity List Unit Price Net Unit Price Total (USD) Axon Plans & Packages 85035 EVIDENCE.COM STORAGE 3,000 0.75 0.00 0.00 Other 80190 Evidence.com Channel Services 1 10,000.00 0.00 0.00 80191 Evidence.com Channel Migration, TB 3 500.00 0.00 0.00 Subtotal 0.00 Estimated Tax 0.00 Total 0.00 Year 1 -Interview Room Item Description Quantity List Unit Price Net Unit Price Total (USD) Axon Plans & Packages 50071 AXON STREAMING SERVER LICENSE (PER SERVER)2 1,750.00 0.00 0.00 50055 INTERVIEW ROOM UNLIMITED EVIDENCE.COM LICENSE YEAR 1 PAYMENT 4 1,188.00 0.00 0.00 Protect Life.Q-208651-43627.959CN 5 6.d Packet Pg. 45 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) Year 1 -Interview Room (Continued) Item Description Quantity List Unit Price Net Unit Price Total (USD) Hardware 50281 AXIS CAMERA, AXIS Q3515-LV NETWORK CAMERA 4 985.00 0.00 0.00 50118 LOUROE DV-ML MICROPHONE (POE)4 196.50 0.00 0.00 50206 RECORDING SERVER LITE, 1U RACK SERVER, XEON (4-CORE), 8GB ME 2 1,750.00 0.00 0.00 74062 INTERVIEW ROOM 5 YR EXTENDED WARRANTY 4 1,240.99 0.00 0.00 50221 HP SWITCH -24PORT GIGABIT POE MANAGED SWITCH -NON SER 1 1,304.35 0.00 0.00 Services 85170 INTERVIEW ROOM, INSTALL AND SETUP 3 2,500.00 0.00 0.00 Subtotal 0.00 Estimated Tax 0.00 Total 0.00 Year 2 -OSP 7+ Item Description Quantity List Unit Price Net Unit Price Total (USD) Axon Plans & Packages 80023 PRO EVIDENCE.COM LICENSE: YEAR 2 PAYMENT 59 468.00 468.00 27,612.00 85110 EVIDENCE.COM INCLUDED STORAGE 1,770 0.00 0.00 0.00 Hardware 20012 TASER 7 LIVE CARTRIDGE, STANDOFF (3.5- DEGREE)210 0.00 0.00 0.00 20013 TASER 7 LIVE CARTRIDGE, CLOSE QUARTERS (12-DEGREE)210 0.00 0.00 0.00 20014 TASER 7 HOOK-AND-LOOP TRAINING (HALT) CARTRIDGE, STANDOFF (3 210 0.00 0.00 0.00 20015 TASER 7 HOOK-AND-LOOP TRAINING (HALT) CARTRIDGE, CLOSE QUART 210 0.00 0.00 0.00 Other 20120 TASER 7 INSTRUCTOR COURSE VOUCHER 1 0.00 0.00 0.00 20119 TASER 7 MASTER INSTRUCTOR SCHOOL VOUCHER 1 0.00 0.00 0.00 73455 OFFICER SAFETY PLAN 7 PLUS ANNUAL PAYMENT 105 2,388.00 2,388.00 250,740.00 Subtotal 278,352.00 Estimated Tax 27,835.20 Total 306,187.20 Protect Life.Q-208651-43627.959CN 6 6.d Packet Pg. 46 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) Year 2 -Channel Services Item Description Quantity List Unit Price Net Unit Price Total (USD) Axon Plans & Packages 85035 EVIDENCE.COM STORAGE 3,000 0.75 0.00 0.00 Subtotal 0.00 Estimated Tax 0.00 Total 0.00 Year 2 -Interview Room Item Description Quantity List Unit Price Net Unit Price Total (USD) Axon Plans & Packages 50072 AXON STREAMING SERVER SOFTWARE MAINTENANCE ANNUAL PAYMENT 2 350.00 0.00 0.00 50056 INTERVIEW ROOM UNLIMITED EVIDENCE.COM LICENSE YEAR 2 PAYMENT 4 1,188.00 0.00 0.00 Subtotal 0.00 Estimated Tax 0.00 Total 0.00 Year 3 -OSP 7+ Item Description Quantity List Unit Price Net Unit Price Total (USD) Axon Plans & Packages 80024 PRO EVIDENCE.COM LICENSE: YEAR 3 PAYMENT 59 468.00 468.00 27,612.00 85110 EVIDENCE.COM INCLUDED STORAGE 1,770 0.00 0.00 0.00 Hardware 20012 TASER 7 LIVE CARTRIDGE, STANDOFF (3.5- DEGREE)210 0.00 0.00 0.00 20013 TASER 7 LIVE CARTRIDGE, CLOSE QUARTERS (12-DEGREE)210 0.00 0.00 0.00 20014 TASER 7 HOOK-AND-LOOP TRAINING (HALT) CARTRIDGE, STANDOFF (3 210 0.00 0.00 0.00 20015 TASER 7 HOOK-AND-LOOP TRAINING (HALT) CARTRIDGE, CLOSE QUART 210 0.00 0.00 0.00 73311 8-BAY DOCK AXON BODY CAMERA REFRESH ONE 1 0.00 0.00 0.00 Other 73309 AXON BODY CAMERA REFRESH ONE 105 0.00 0.00 0.00 20120 TASER 7 INSTRUCTOR COURSE VOUCHER 1 0.00 0.00 0.00 Protect Life.Q-208651-43627.959CN 7 6.d Packet Pg. 47 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) Year 3 -OSP 7+ (Continued) Item Description Quantity List Unit Price Net Unit Price Total (USD) Other (Continued) 20119 TASER 7 MASTER INSTRUCTOR SCHOOL VOUCHER 1 0.00 0.00 0.00 73455 OFFICER SAFETY PLAN 7 PLUS ANNUAL PAYMENT 105 2,388.00 2,388.00 250,740.00 Subtotal 278,352.00 Estimated Tax 27,835.20 Total 306,187.20 Year 3 -Channel Services Item Description Quantity List Unit Price Net Unit Price Total (USD) Axon Plans & Packages 85035 EVIDENCE.COM STORAGE 3,000 0.75 0.00 0.00 Subtotal 0.00 Estimated Tax 0.00 Total 0.00 Year 3 -Interview Room Item Description Quantity List Unit Price Net Unit Price Total (USD) Axon Plans & Packages 50072 AXON STREAMING SERVER SOFTWARE MAINTENANCE ANNUAL PAYMENT 2 350.00 0.00 0.00 50057 INTERVIEW ROOM UNLIMITED EVIDENCE.COM LICENSE YEAR 3 PAYMENT 4 1,188.00 0.00 0.00 Subtotal 0.00 Estimated Tax 0.00 Total 0.00 Year 4 -OSP 7+ Item Description Quantity List Unit Price Net Unit Price Total (USD) Axon Plans & Packages 80025 PRO EVIDENCE.COM LICENSE: YEAR 4 PAYMENT 59 468.00 468.00 27,612.00 85110 EVIDENCE.COM INCLUDED STORAGE 1,770 0.00 0.00 0.00 Hardware 20012 TASER 7 LIVE CARTRIDGE, STANDOFF (3.5- DEGREE)210 0.00 0.00 0.00 20013 TASER 7 LIVE CARTRIDGE, CLOSE QUARTERS (12-DEGREE)210 0.00 0.00 0.00 20014 TASER 7 HOOK-AND-LOOP TRAINING (HALT) CARTRIDGE, STANDOFF (3 210 0.00 0.00 0.00 Protect Life.Q-208651-43627.959CN 8 6.d Packet Pg. 48 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) Year 4 -OSP 7+ (Continued) Item Description Quantity List Unit Price Net Unit Price Total (USD) Hardware (Continued) 20015 TASER 7 HOOK-AND-LOOP TRAINING (HALT) CARTRIDGE, CLOSE QUART 210 0.00 0.00 0.00 Other 20120 TASER 7 INSTRUCTOR COURSE VOUCHER 1 0.00 0.00 0.00 20119 TASER 7 MASTER INSTRUCTOR SCHOOL VOUCHER 1 0.00 0.00 0.00 73455 OFFICER SAFETY PLAN 7 PLUS ANNUAL PAYMENT 105 2,388.00 2,388.00 250,740.00 Subtotal 278,352.00 Estimated Tax 27,835.20 Total 306,187.20 Year 4 -Channel Services Item Description Quantity List Unit Price Net Unit Price Total (USD) Axon Plans & Packages 85035 EVIDENCE.COM STORAGE 3,000 0.75 0.00 0.00 Subtotal 0.00 Estimated Tax 0.00 Total 0.00 Year 4 -Interview Room Item Description Quantity List Unit Price Net Unit Price Total (USD) Axon Plans & Packages 50072 AXON STREAMING SERVER SOFTWARE MAINTENANCE ANNUAL PAYMENT 2 350.00 0.00 0.00 50058 INTERVIEW ROOM UNLIMITED EVIDENCE.COM LICENSE YEAR 4 PAYMENT 4 1,188.00 0.00 0.00 Subtotal 0.00 Estimated Tax 0.00 Total 0.00 Year 5 -OSP 7+ Item Description Quantity List Unit Price Net Unit Price Total (USD) Axon Plans & Packages 80026 PRO EVIDENCE.COM LICENSE: YEAR 5 PAYMENT 59 468.00 468.00 27,612.00 85110 EVIDENCE.COM INCLUDED STORAGE 1,770 0.00 0.00 0.00 Hardware 20012 TASER 7 LIVE CARTRIDGE, STANDOFF (3.5- DEGREE)210 0.00 0.00 0.00 Protect Life.Q-208651-43627.959CN 9 6.d Packet Pg. 49 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) Year 5 -OSP 7+ (Continued) Item Description Quantity List Unit Price Net Unit Price Total (USD) Hardware (Continued) 20013 TASER 7 LIVE CARTRIDGE, CLOSE QUARTERS (12-DEGREE)210 0.00 0.00 0.00 20014 TASER 7 HOOK-AND-LOOP TRAINING (HALT) CARTRIDGE, STANDOFF (3 210 0.00 0.00 0.00 20015 TASER 7 HOOK-AND-LOOP TRAINING (HALT) CARTRIDGE, CLOSE QUART 210 0.00 0.00 0.00 73312 8-BAY DOCK AXON BODY CAMERA REFRESH TWO 1 0.00 0.00 0.00 Other 73310 AXON BODY CAMERA REFRESH TWO 105 0.00 0.00 0.00 20120 TASER 7 INSTRUCTOR COURSE VOUCHER 1 0.00 0.00 0.00 20119 TASER 7 MASTER INSTRUCTOR SCHOOL VOUCHER 1 0.00 0.00 0.00 73455 OFFICER SAFETY PLAN 7 PLUS ANNUAL PAYMENT 105 2,388.00 2,388.00 250,740.00 Subtotal 278,352.00 Estimated Tax 27,835.20 Total 306,187.20 Year 5 -Channel Services Item Description Quantity List Unit Price Net Unit Price Total (USD) Axon Plans & Packages 85035 EVIDENCE.COM STORAGE 3,000 0.75 0.00 0.00 Subtotal 0.00 Estimated Tax 0.00 Total 0.00 Year 5 -Interview Room Item Description Quantity List Unit Price Net Unit Price Total (USD) Axon Plans & Packages 50072 AXON STREAMING SERVER SOFTWARE MAINTENANCE ANNUAL PAYMENT 2 350.00 0.00 0.00 50059 INTERVIEW ROOM UNLIMITED EVIDENCE.COM LICENSE YEAR 5 PAYMENT 4 1,188.00 0.00 0.00 Subtotal 0.00 Estimated Tax 0.00 Total 0.00 Grand Total 1,633,680.62 Protect Life.Q-208651-43627.959CN 10 6.d Packet Pg. 50 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) Summary of Payments Payment Amount (USD) Year 1 -OSP 7+408,931.82 Year 1 -Trade-In Credit 0.00 Spares 0.00 Year 1 -Channel Services 0.00 Year 1 -Interview Room 0.00 Year 2 -OSP 7+306,187.20 Year 2 -Channel Services 0.00 Year 2 -Interview Room 0.00 Year 3 -OSP 7+306,187.20 Year 3 -Channel Services 0.00 Discounts (USD) Quote Expiration: 06/21/2019 List Amount 1,583,385.31 Discounts 97,789.31 Total 1,485,596.00 *Total excludes applicable taxes Protect Life.Q-208651-43627.959CN 11 6.d Packet Pg. 51 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) Summary of Payments (Continued) Payment Amount (USD) Year 3 -Interview Room 0.00 Year 4 -OSP 7+306,187.20 Year 4 -Channel Services 0.00 Year 4 -Interview Room 0.00 Year 5 -OSP 7+306,187.20 Year 5 -Channel Services 0.00 Year 5 -Interview Room 0.00 Grand Total 1,633,680.62 Protect Life.Q-208651-43627.959CN 12 6.d Packet Pg. 52 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) Sold By: Chris Neubeck Designed By: Jason South Installed By:Axon Professional Services Customer Contact: Matthew Holmes Target Install Date: 09/30/2019 Agency Created For:Kent Police Dept. -WA Axon Interview Recording Platform This document details a proposed system design STATEMENT OF WORK & CONFIGURATION DOCUMENT 13 QR-7708 -a3bf3000001CFq4AAG 6.d Packet Pg. 53 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) Total Camera Configurations 4 Camera(s)Locations # Rooms 0 Covert Enclosure(s) 4 Microphone(s) Injector(s) Total Switches 1 POE Switch(es) Total Servers 2 Server(s) (customer-provided included) Total Touch Panels 0 Touch Panel(s) (virtual not included) 0 Wall Mount(s) Total Camera Configurations 0 I/O Box(es) AXON-PROVIDED HARDWARE SUMMARY The following section offers a broad summary of the Axon -provided hardware needed to configure this order. With the exception of server quantities, QUANTITIES DO NOT REFLECT CUSTOMER-PROVIDED ITEMS. AXON INTERVIEW RECORDING PLATFORM This image is intended to be a general visual of how Interview Room is configured. Please read through the SOW for configuration specific to this deal. Locations # Rooms Headquarters 2 14 QR-7708 -a3bf3000001CFq4AAG 6.d Packet Pg. 54 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) INTERVIEW ROOM OVERVIEW The following sections detail the configuration of the Axon Interview recording system at all locations. Network Considerations Network Requirements Each IP Camera will be connected to a POE switch that provides the device with power and network connectivity. Each Recording Server must be given a static IPv4 network address that is routable across the network. Each IP Camera must be given a static IPv4 network address that is routable across the network. Each touch panel/kiosk must be given a static IPv4 network address that is routable across the network. Network Addressing Network Device Static IPs Total IPs Qty of IP Cameras 4 6Qty of Touch Panels 0 Qty of Recording Servers 2 Data Switch Provisioning This install will require POE data switches at each location. Virtual Kiosks 2 workstations will require virtual kiosk software to be installed. Customer Provided Items Customer to provide all device IP addresses Customer to also provide: • Subnet Mask • Gateway IP • DNS/WINS IP • Time Server IP Customer IT staff will configure all switches with proper network configuration. Metadata Tags Metadata Tagging The system will collect metadata information prior to, and after, the interview recording process (i.e. Interviewer Name, Interviewee Name, Case Number). Metadata Tags Information collected prior to recording: • Interviewee first and last name • Case number • Case type • Interviewee type Information collected post recording: • Interviewer name(s) Customer Provided Items Customer to provide preferred metadata fields. Axon Provided Items Axon to facilitate the creation of metadata fields. 15 QR-7708 -a3bf3000001CFq4AAG 6.d Packet Pg. 55 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) NETWORK CONFIGURATION DETAILS The following section offers a broad summary of the Axon-provided hardware needed to configure this order. Evidence Management System Evidence.com Application Features Network Applications: • Remote monitoring application Evidence.com Application Features: • Secure Cloud Storage • Redaction • Download/Sharing • Audit Trail • Reporting Application Package This solution will include on-site application training covering: • Touch panel overview • Initiating interview wizard • Entering metadata • Controlling the interview process • Closing an interview • Evidence.com functionality Notes Additional General Deal Notes Training Network Configuration Details 16 QR-7708 -a3bf3000001CFq4AAG 6.d Packet Pg. 56 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) LOCATION DETAILS: Headquarters The following sections detail the configuration of the Axon Interview recording system at HEADQUARTERS Cable Considerations Cabling Runs Customer will install the networking cables using a Cat5e Cable. 7 cable runs are required for this installation. 5 110v power outlets are required for this installation (Customer Responsibility). Cabling Requirements All Devices: Network cabling must be provided for the following devices: • Axis IP Camera • Server • Touch Panel or PC running a virtual Touch Panel • POE Switch Servers, Switches, Touch Panels Servers Axon Interview Lite Server Quantity: 1 Axon Interview Lite Server 1 Redundancy This system includes recording redundancy Data Switch/POE Power HPE Aruba 2530 24-Port POE Switch Quantity: 1 N/A Touch Panels Virtual Kiosk Touch Panel Touch Panel Location N/A Virtual Kiosk Number of I/O Boxes Required 0 Additional Location Notes Notes Location Name Headquarters 17 QR-7708 -a3bf3000001CFq4AAG 6.d Packet Pg. 57 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) Camera Configuration Camera 1 Camera 1 will be a(n) : AXIS 3515-LV Dome Camera Mic: Louroe Tamper Proof Mic Camera 2 Camera 2 will be a(n) : AXIS 3515-LV Dome Camera Mic: Louroe Tamper Proof Mic Recording Activation Recording will be triggered via Virtual Kiosk External Recording-In- Progress Visual N/A Wall Configuration Drywall Ceiling Configuration Standard Tile Additional Location Notes Notes Location Name Headquarters Room Name Room 1 18 QR-7708 -a3bf3000001CFq4AAG ROOM DETAILS: Room 1 The following sections detail the configurations specific to ROOM 1 6.d Packet Pg. 58 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) Camera Configuration Camera 1 Camera 1 will be a(n) : AXIS 3515-LV Dome Camera Mic: Louroe Tamper Proof Mic Camera 2 Camera 2 will be a(n) : AXIS 3515-LV Dome Camera Mic: Louroe Tamper Proof Mic Recording Activation Recording will be triggered via Virtual Kiosk External Recording-In- Progress Visual N/A Wall Configuration Drywall Ceiling Configuration Standard Tile Additional Location Notes Notes Location Name Headquarters Room Name Room 2 19 QR-7708 -a3bf3000001CFq4AAG ROOM DETAILS: Room 2 The following sections detail the configurations specific to ROOM 2 6.d Packet Pg. 59 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) This Statement of Work is bound to the applicable signed quote. Upon confirmation of the installation dates, to be confirmed in writing, the agency will give no less than a 2 - week advanced notice of cancellation or change from the date of the scheduled installation. In the event the Agency cancels 2 weeks or less from the date of the scheduled installation, the agency will be responsible for all travel booked, and resource costs associated with the cancelled installation. Rescheduling of the installation will be at the discretion of Axon Professional Services based on available dates within the installation schedule calendar. Changes to the scope of this SOW must be documented and agreed upon by the Parties in a change order. If the changes cause an increase or decrease in any charges or cause a scheduling change from that originally agreed upon, an equitable adjustment in the charges or schedule will be agreed upon by the Parties and included in the change order, signed by both Parties. Axon International, Inc’s Sales Terms and Conditions for Direct Sales to End User Purchasers 20 QR-7708 -a3bf3000001CFq4AAG 6.d Packet Pg. 60 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s ) Notes The parties agree that Axon is granting a credit of $19,382.50 (applied to Year 1 Payment) for trade-in of CEW hardware. This credit is based on a ship date range of 9/1/2019-9/15/2019, resulting in a 10/1/2019 contract start date. Any change in this ship date and resulting contract start date will result in modification of this credit value which may result in additional fees due to or from Axon. 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), as well as the attached Statement of Work (SOW) for Axon Fleet and/or Axon Interview Room purchase, if applicable.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 beh alf 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 le gal authority to bind that entity. If you do not have this authority, please do not sign this Quote. Signature:CustSIG Date:CustDate Name (Print):CustName Title:CustTitle PO# (Or write N/A):CustPo Please sign and email to Chris Neubeck at cneubeck@axon.com or fax to (480) 658-0629 Thank you for being a valued Axon customer. For your convenience on your next order, please check out our online store buy.axon.com Quote: Q-208651-43627.959CN ‘Protect Life’© and TASER® are registered trademarks of Axon Enterprise, Inc, registered in the U.S. © 2013 Axon Enterprise, Inc. All rights reserved. Protect Life.Q-208651-43627.959CN 21 6.d Packet Pg. 61 At t a c h m e n t : A x o n - Q u o t e . 6 . 1 3 . 1 9 ( 1 8 3 3 : A x o n M a s t e r s S e r v i c e s & P u r c h a s i n g A g r e e m e n t f o r B o d y - W o r n C a m e r a s )