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HomeMy WebLinkAboutPR 19959: 5 YEAR CONTRACT WITH AXON ENTERPRISE FOR TASERS `�\,l\,ii�/1,// ....... la City of 1-- - /II1\ k u, r rt1 uc- ,� 7i,ra c www.PortArthurTx.gov INTEROFFICE MEMORANDUM Date: October 26, 2017 To: The Honorable Mayor and City Council Through: Brian McDougal, City Manager From: Patrick Melvin, Chief of Police RE: P.R. 19959—5-year contract with Axon Enterprise for purchase of Tasers Introduction: The intent of this Agenda Item is to seek the City Council's approval for the City Manager to enter into a 5-year agreement with Axon Enterprises, Inc (formally known as TASER International) for the purchase of 100 Tasers and accessories for the amount of$26,400 per year. The Department is eligible to participate in a trade-in program that provides first year discount making the Year 1 payment total $16,400. Background: Officers with the Police Department are equipped with less than lethal force options including Tasers. The department's current model in inventory is X26 model Taser that will no longer be maintained or supported in 2019. The Police Department needs to upgrade the inventory of Tasers. Axon carries a patent on Taser and Taser accessories. Police models Tasers can only be purchased directly from Axon in the State of Texas; they cannot be purchased through any distributors. Taser is offering a Taser 60 Sales program where payments are spread over 5 years and includes a maintenance warranty over the life of the contract. We are also eligible to take part in the trade in program that saves over$11,000 in the first year. Budget Impact: Funds are budgeted and available in account 001-1101-521.25-00. "Remember,we are here to serve the Citizens of Port Arthur" P.O.Box 1089 X Port Arthur,Texas 77641-1089 X 409.983.8101 X FAX 409.982.6743 .,,,,,,,,, , ,,„/,.> 4 z____ S, City of ►41 — 01 rthu Thtn c www.PortArthurTx.gov Recommendation: It is recommended that City Council approve the City Manager to enter into a 5-year agreement with Axon Enterprises, Inc (formally known as TASER International) for the purchase of 100 Tasers and accessories for the amount of$26,400 per year. The Department is eligible to participate in a trade-in program that provides for a first year discount of over$11,000, making the Year 1 payment$16,400,as discussed and/or outline above. "Remember,we are here to serve the Citizens of Port Arthur" P.O.Box 1089 X Port Arthur,Texas 77641-1089 X 409.983.8101 X FAX 409.982.6743 P.R. No. 19959 10-19-17 mf RESOLUTION NO. A RESOLUTION AUTHORIZING THE CITY MANAGER TO ENTER INTO A 5-YEAR AGREEMENT WITH AXON ENTERPRISES, INC (FORMALLY KNOWN AS TASER INTERNATIONAL) FOR THE PURCHASE OF 100 TASERS AND ACCESSORIES FOR THE AMOUNT OF $26, 400 PER YEAR, WITH A TRADE-IN PROGRAM THAT PROVIDES FIRST YEAR DISCOUNTS, MAKING THE FIRST-YEAR PAYMENT OF $16,400 . FUNDS AVAILABLE IN POLICE MINOR EQUIPMENT ACCOUNT NO. 001-1101-521. 25-00 . WHEREAS, Officers with the Police Department are equipped with less than lethal force options, including Tasers; and WHEREAS, the Police Department' s current inventory of X26 Tasers will no longer be maintained or supported in 2019, creating the need to upgrade the department' s inventory; and WHEREAS, Axon Enterprise, Inc, a sole source vendor for Taser based on patents on Taser products, offers a 60-month finance program for 100 Tasers and accessories at the rate of $26, 400 annually; and WHEREAS, Police model Tasers and accessories can only be purchased directly through Axon Enterprises, Inc . in the State of Texas (see Exhibit "A" ) ; and WHEREAS, this type of procurement which is available from one source is authorized pursuant to §252 . 022 (a) (7) (A) of the Texas Local Government Code, which are items that are available from only one source, because of patents, copyrights, secret processes, or natural monopolies; and WHEREAS, Axon Enterprise is offering the City of Port Arthur a trade-in program that will reduce the year 1 payment by $11, 809 . 49, making year 1 payment a total of $16 , 400 . NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PORT ARTHUR: Section 1. That the facts and opinions in the preamble are true and correct . Section 2 . That the City Council authorize the City Manager to enter into a 5-year agreement with Axon Enterprises, Inc . for the purchase of 100 Tasers and accessories for the amount of $26, 400 per year, with discounts resulting in a year 1 payment of $16, 400, in substantially the same form as Exhibit "B" . Section 3 . That a copy of the Resolution shall be spread upon the Minutes of the City Council . READ, ADOPTED AND APPROVED on this day of A.D. , 2017, at a Regular Meeting of the City Council of the City of Port Arthur, Texas, by the following vote : AYES: Mayor: Councilmembers : NOES : . Derrick Freeman, Mayor ATTEST: Sherri Bellard, City Secretary APPROVED AS TO FORM: \ila. 1 Val Tizeno, City Attorney APPROVED FOR ADMINISTRATION: Brian McDougal, City Manager Patrick Melvin, Police Chief APPROVED FOR THE AVAILABILITY OF FUNDS: ) *11. \jUi-olj(4 PL, Clifton Williams, CPPB Purchasing Manager wiL 1`1/4c.____-// Andre Vasqu z, CPA Director of Finance EXHIBIT "A" ,41144th C 17800 N.85th St.,Scottsdale,Arizona 85255*480-991-0797"Fax 480-991-0791 *www.axon.com June 9, 2017 To: United States state, local and municipal law enforcement agencies Re: Sole Source Letter for Axon Enterprise, Inc.'s TASER Conducted Electrical Weapons A sole source justification exists because the following goods and services required to satisfy the agency's needs are only manufactured and available for purchase from Axon Enterprise. Axon is also the sole distributor of all TASER brand products in the States of AR, CT, DE, FL, GA, HI, IA IL, IN, KS, LA, MA, MD, ME, MI, MN, MO, MS, NC, ND, NE, NH, NJ, NY, OK, OR, PA, RI, SC, SD, TX, VA, VI, VT, WI, WV, and the District of Columbia and Guam. TASER CEW products are available only from Axon due in part to patents and secret processes. TASER CEW Descriptions X2 CEW • Multiple-shot CEW • High efficiency flashlight • Static dual LASERs (used for target acquisition) • ARC switch enables drive-stun with or without a Smart Cartridge installed • Central Information Display (CID): Displays mission-critical data such as remaining battery energy, burst time, operating mode, and user menu to change settings and view data on a yellow-on-black display • The Trilogy log system records information from a variety of sensors into three data logs: Event log, Pulse log, and Engineering log. Data can be downloaded using a universal serial bus (USB) data interface module connected to a personal computer(PC). Data may be transferred to Evidence.com services. • Real-time clock with back-up battery • Onboard self-diagnostic and system status monitoring and reporting • Ambidextrous safety switch • Capable of audio/video recording with optional TASER CAM HD recorder • The trigger activates a single cycle (approximately 5 seconds). Holding the trigger down will continue the discharge beyond the standard cycle (except when used with an APPM or TASER CAM HD AS). The CEW cycle can be stopped by placing the safety switch in the down (SAFE) position. • Compatible with TASER Smart Cartridges only X26P CEW • High efficiency flashlight • Red LASER (used for target acquisition) • Central Information Display (CID): Displays data such as calculated remaining energy, burst time, and notifications • The Trilogy log system records information from a variety of sensors into three data logs: Event log, Pulse log, and Engineering log. Data can be downloaded using a universal serial bus (USB) data interface module connected to a personal computer(PC). Data may be transferred to Evidence.com services. • Real-time clock with back-up battery • Onboard self-diagnostic and system status monitoring and reporting • Ambidextrous safety switch • Capable of audio/video recording with optional TASER CAM HD recorder • The trigger activates a single cycle (approximately five seconds). Holding the trigger down will continue the discharge beyond the standard cycle (except when used with an APPM or TASER CAM HD AS). The CEW cycle can be stopped by placing the safety switch in the down (SAFE) position. • Compatible with TASER standard series cartridges Axon Signal Performance Power Magazine (SPPM) • Battery pack for the X2 and X26P conducted electrical weapons • Shifting the safety switch from the down (SAFE) to the up (ARMED) positions sends a signal from the SPPM. Upon processing the signal, an Axon system equipped with Axon Signal technology transitions from the BUFFERING to EVENT mode. TASER Brand CEW Model Numbers TASER Product Packages SOLE AUTHORIZED DISTRIBUTOR FOR SOLE AUTHORIZED REPAIR FACILITY FOR TASER BRAND CEW PRODUCTS TASER BRAND CEW PRODUCTS Choose an item. Axon Enterprise, Inc. Axon Enterprise, Inc. 17800 N.85th Street,Scottsdale,AZ 85255 17800 N.85th Street,Scottsdale,AZ 85255 Phone: 800-978-2737 Phone: 800-978-2737 Fax:480-991-0791 Fax: 480-991-0791 Please contact your local Axon sales representative or call us at 1-800-978-2737 with any questions. Sincerely, Josh Isner Executive Vice President, North American Sales Axon Enterprise, Inc. BLACKHAWK!is a trademark of the Blackhawk Products Group. The'Delta Axon'logo,Axon,Axon Signal, Evidence.com,Smart Cartridge,TASER CAM,Trilogy,X2,X26P,TASER,and the'Bolt within Circle'logo are trademarks of Axon Enterprise, Inc.,some of which are trademarks in the US and other countries.For more information visit www.axon.com/legal.All rights reserved.©2017 Axon Enterprise,Inc. Axon Enterprise,Inc.CEW Sole Source Letter Revised June 9,2017 Page 2 EXHIBIT "B" Axon Enterprise, Inc. .41411114\ Protect Life. 17800 N 85th St. Scottsdale,Arizona 85255 AX0 \ United States Phone:(800)978-2737 Fax:+1 4809910791 Michael Fratus 409-540-6435 Quotation mfratus@portarthurpd.com Quote: Q-137807-4 Date: 10/19/2017 11:31 AM Quote Expiration: 11/22/2017 Contract Start Date*: 11/1/2017 Contract Term:5 years AX Account Number: 113120 Bill To: Ship To: Port Arthur Police Dept-TX Michael Fratus P.O.BOX 1089 Port Arthur Police Dept-TX PORT ARTHUR,TX 77640 645 4TH ST US PORT ARTHUR,TX 77640 US SALESPERSON PHONE EMAIL DELIVERY METHOD PAYMENT METHOD Elliott Kelly +1 5127123580 ekelly@taser.com Fedex-Ground Net 30 *Note this will vary based on the shipment date of the product. Year 1 Due Net 30 QTY ITEM# DESCRIPTION UNIT TOTAL BEFORE DISCOUNT($) NET TOTAL PRICE DISCOUNT 100 11003 HANDLE,YELLOW,CLASS III,X26P USD 0.00 USD 0.00 USD 0.00 USD 0.00 100 85181 TASER 60 YEAR 1 PAYMENT:X26P USD 264.00 USD 26,400.00 USD 10,000.00 USD 16,400.00 BASIC 75 11501 HOLSTER,BLACKHAWK,RIGHT,X26P USD 0.00 USD 0.00 USD 0.00 USD 0.00 25 11504 HOLSTER,BLACKHAWK,LEFT,X26P USD 0.00 USD 0.00 USD 0.00 USD 0.00 40 22010 PPM,BATTERY PACK,STANDARD,X2/ USD 0.00 USD 0.00 USD 0.00 USD 0.00 X26P 1 22013 KIT,DATAPORT DOWNLOAD,USB,X2/ USD 176.49 USD 176.49 USD 176.49 USD 0.00 X26P 100 22018 GRIP,CEW,HOGUE,PACKAGED USD 16.33 USD 1,633.00 USD 1,633.00 USD 0.00 60 11010 XPPM,BATTERY PACK,X26P USD 0.00 USD 0.00 USD 0.00 USD 0.00 200 44200 Cartridge-21' USD 0.00 USD 0.00 USD 0.00 USD 0.00 Year 1 Total Before Discounts: USD 28,209.49 Year 1 Discount: USD 11,809.49 Year 1 Net Amount Due: USD 16,400.00 Page 1 of 3 Spares QTY ITEM# DESCRIPTION UNIT TOTAL BEFORE DISCOUNT($) NET TOTAL PRICE DISCOUNT 1 11003 HANDLE,YELLOW,CLASS III,X26P USD 964.05 USD 964.05 USD 964.05 USD 0.00 1 22010 PPM,BATTERY PACK,STANDARD,X2/ USD 58.38 USD 58.38 USD 58.38 USD 0.00 X26P Spares Total Before Discounts: USD 1,022.43 Spares Discount: USD 1,022.43 Spares Net Amount Due: USD 0.00 Year 2 QTY ITEM# DESCRIPTION UNIT TOTAL BEFORE DISCOUNT($) NET TOTAL PRICE DISCOUNT 100 85182 TASER 60 YEAR 2 PAYMENT:X26P USD 264.00 USD 26,400.00 USD 0.00 USD 26,400.00 BASIC Year 2 Total Before Discounts: USD 26,400.00 Year 2 Net Amount Due: USD 26,400.00 Year 3 QTY ITEM# DESCRIPTION UNIT TOTAL BEFORE DISCOUNT($) NET TOTAL PRICE DISCOUNT 100 85183 TASER 60 YEAR 3 PAYMENT:X26P USD 264.00 USD 26,400.00 USD 0.00 USD 26,400.00 BASIC Year 3 Total Before Discounts: USD 26,400.00 Year 3 Net Amount Due: USD 26,400.00 Year 4 QTY ITEM# DESCRIPTION UNIT TOTAL BEFORE DISCOUNT($) NET TOTAL PRICE DISCOUNT 100 85184 TASER 60 YEAR 4 PAYMENT:X26P USD 264.00 USD 26,400.00 USD 0.00 USD 26,400.00 BASIC Year 4 Total Before Discounts: USD 26,400.00 Year 4 Net Amount Due: USD 26,400.00 Year 5 QTY ITEM# DESCRIPTION UNIT TOTAL BEFORE DISCOUNT($) NET TOTAL PRICE DISCOUNT 100 85185 TASER 60 YEAR 5 PAYMENT:X26P USD 264.00 USD 26,400.00 USD 0.00 USD 26,400.00 BASIC Year 5 Total Before Discounts: USD 26,400.00 Year 5 Net Amount Due: USD 26,400.00 Grand Total USD 122,000.00 Hardware Shipping Estimate Typically,hardware shipment occurs between 4—6 weeks after purchase date.Product availability for new or high demand products may impact delivery time. Page 2 of 3 TASER 60 Sales Terms and Conditions This quote contains a purchase under the TASER 60 Plan.If your purchase only includes the TASER 60 Plan,CEWs,and CEW accessories,then this purchase is solely governed by the TASER 60 Terms and Conditions posted at:http://www.axon.com/legal,and the terms and conditions of Axon's Master Services and Purchasing Agreement do not apply to this order.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 this Quote. Trade Up Credit applied to year 1 payment at$100 per handle,totaling$10,000.Discount valid through 11/22/2017. Axon Enterprise,Inc.'s Sales Terms and Conditions for Direct Sales to End User Purchasers By signing this Quote,you are entering into a contract and you certify that you have read and agree to the provisions set forth in this Quote and Axon's Master Services and Purchasing Agreement posted at https://www.axon.com/legal/sales-terms-and-conditions.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 this Quote. Signature: Date: Name(Print): Title: PO#(if needed): Quote:Q-137807-4 Please sign and email to Elliott Kelly at ekelly@taser.com or fax to+1 4809910791 THANK YOU FOR YOUR BUSINESS! `Protect Life'©and TASER®are registered trademarks of Axon Enterprise,Inc,registered in the U.S. 2013 Axon Enterprise,Inc.All rights reserved. Page 3 of 3 TASER Certificate of Destruction Agency Name: Quote/PO Number: Product/Quantity to be destroyed: M26: X26: Other: Customer certifies that all products for which Customer receives a trade-up discount will be removed from service to be destroyed and rendered permanently nonfunctional. Destruction of units should be performed according to Customer's policy. Products traded- in may not be resold or redistributed.TASER is not responsible for Product warranty or liability related to traded-in products, reserves the right to invoice Customer for the discounted amount for any device not destroyed,and reserves the right to require verification that destruction has been performed. Form completed by: Signature(Digital is acceptable or scan) Printed name, title Date Return the signed form to your sales representative along with your purchase order/quote. Protect Life' and the 'Bolt within Circle' logo are trademarks of TASER International, Inc., and TASER is a registered trademark of TASER International, Inc., registered in the U.S. All rights reserved. Copyright 2014, TASER International, Inc. Page 1 of 1 A A v/�O N Axon Enterprise, Inc.'s TASER 60 Terms and Conditions These TASER 60 Terms and Conditions (Agreement)apply to your purchase from Axon Enterprise, Inc. (Axon) under the TASER 60 Plan.TASER 60 provides CEW hardware extended warranty coverage, CEW Products, and CEW accessories.TASER 60 only applies to the TASER CEW Product and accessories listed in the Quote. 1. TASER 60 Term.TASER 60 Term start date is based upon the shipment date of the hardware covered under TASER 60(Start Date).The TASER 60 Term will end 5 years after the Start Date(Term). 2. Payment Terms.Axon invoices for the TASER 60 Unlimited plan on an annual basis.Agency will be invoiced upon the Start Date and then upon the anniversary of the Start Date for the remainder of the Term. Invoices are due to be paid within 30 days of the date of invoice. Invoices are due to be paid within 30 days of the date of invoice. Payment obligations are non-cancelable and fees paid are non-refundable and all amounts payable will be made without setoff, deduction, or withholding. 3. Taxes. Unless the Agency provides a valid and correct tax exemption certificate applicable to the purchase and ship-to location,the Agency is responsible for sales and other taxes associated with the order. 4. Shipping:Title: Risk of Loss: Rejection.Axon reserves the right to make partial shipments and products may ship from multiple locations.All shipments are E.X.W.via common carrier and title and risk of loss pass to the Agency upon delivery to the common carrier by Axon.The Agency is responsible for all freight charges. Any loss or damage that occurs during shipment is the Agency's responsibility. Shipping dates are estimates only. 5. Returns.All sales are final and no refunds or exchanges are allowed, except for warranty returns or as provided by state or federal law. 6. Hardware Limited Warranty.Axon warrants that its law enforcement hardware products are free from defects in workmanship and materials for a period of ONE (1)YEAR from the date of receipt. Extended warranties run from the date of purchase of the extended warranty through the balance of the 1-year limited warranty term plus the term of the extended warranty measured after the expiration of the 1-year limited warranty. CEW cartridges and Smart cartridges that are expended are deemed to have operated properly. Axon-Manufactured Accessories are covered under a limited 90-DAY warranty from the date of receipt. Non- Axon manufactured accessories are covered under the manufacturer's warranty. If Axon determines that a valid warranty claim is received within the warranty period,Axon agrees to repair or replace the Product. Axon's sole responsibility under this warranty is to either repair or replace with the same or like Product,at Axon's option. 7. Warranty Limitations.The warranties do not apply and Axon will not be responsible for any loss,damage, or other liabilities arising from: (a) damage from failure to follow instructions relating to the Product's use; (b)damage caused by use with non-Axon products or from the use of cartridges, batteries or other parts, components or accessories that are not manufactured or recommended by Axon; (c) damage caused by abuse, misuse, intentional or deliberate damage to the product, or force majeure; (d)damage to a Product or part that has been repaired or modified by persons other than Axon authorized personnel or without the written permission of Axon; or(e) if any Axon serial number has been removed or defaced. Title:Axon Enterprise,Inc.'s TASER 60 Terms and Conditions(Online) Page 1 of 3 Department:Sales/Customer Service Version:2.0 Release Date:4/5/2017 A A X0 N Axon Enterprise, Inc.'s TASER 60 Terms J� and Conditions To the extent permitted by law, the warranties and remedies set forth above are exclusive and Axon disclaims all other warranties, remedies, and conditions,whether oral or written, statutory, or implied, as permitted by applicable law. If statutory or implied warranties cannot be lawfully disclaimed, then all such warranties are limited to the duration of the express warranty described above and limited by the other provisions contained in this Agreement. Axon's cumulative liability to any Party for any loss or damage resulting from any claims, demands, or actions arising out of or relating to any Axon product will not exceed the purchase price paid to Axon for the product or if for services,the amount paid for such services over the prior 12 months preceding the claim. In no event will either Party be liable for any direct, special, indirect, incidental, exemplary, punitive or consequential damages, however caused,whether for breach of warranty, breach of contract, negligence, strict liability,tort or under any other legal theory. 8. Warranty Returns. If a valid warranty claim is received by Axon within the warranty period,Axon agrees to repair or replace the Product which Axon determines in its sole discretion to be defective under normal use, as defined in the Product instructions.Axon's sole responsibility under this warranty is to either repair or replace with the same or like Product, at Axon's option. For warranty return and repair procedures, including troubleshooting guides, please go to Axon's website www.axon.com/support . A replacement product will be new or like new and have the remaining warranty period of the original product or 90 days from the date of replacement or repair,whichever period is longer.Any replacement item becomes Purchaser's property and the replaced item becomes Axon's property. 9. TASER 60 Warranty Coverage.TASER 60 includes extended warranty coverage for TASER CEW hardware specifically identified in the Quote and as described in the Hardware Limited Warranty.TASER 60 warranty coverage starts at the beginning of the Term and continues as long as the Agency continues to pay the required annual fees for TASER 60 during the Term.The Agency may not have both an optional extended warranty and TASER 60 on the TASER CEW product. 10. Spare Product. For orders of more than 30 units,Axon will provide a predetermined number of Spare Product for the TASER CEW hardware listed in the Quote (Spare Products)to keep at the Agency location to replace broken or non-functioning units in order to improve the availability of the units to officers in the field. The Agency must return to Axon,through Axon's RMA process, any broken or non-functioning units for which a Spare Product is utilized,and Axon will repair or replace the non-functioning unit with a replacement product.Axon warrants it will repair or replace the unit which fails to function for any reason not excluded by the warranty coverage, during the Term with the same product or a like product, at Axon's sole option. Within 30 days of the end of the Term,the Agency must return to Axon all Spare Products.The Agency will be invoiced for and are obligated to pay to Axon the MSRP then in effect for all Spare Products not returned to Axon. 11. Product Warnings. See our website at www.axon.com for the most current product warnings. 12. Design Changes.Axon reserves the right to make changes in the design of any of Axon's products and Title:Axon Enterprise,Inc.'s TASER 60 Terms and Conditions(Online) Page 2 of 3 Department:Sales/Customer Service Version:2.0 Release Date:4/5/2017 A AXON Axon Enterprise, Inc.'s TASER 60 Terms and Conditions services without incurring any obligation to notify the Agency or to make the same change to products and services previously purchased. Axon may replace end of life products with the next generation of that product without notifying the Agency. 13. TASER 60 Termination. If an invoice for TASER 60 is more than 30 days past due,then Axon may terminate TASER 60.Axon will provide notification that TASER 60 coverage is terminated. Once TASER 60 coverage is terminated for any reason,then: 13.1 TASER 60 coverage will terminate as of the date of termination and no refunds will be given. 13.2 The Agency will be invoiced and obligated to pay for the remainder of the MSRP for TASER 60 Products received before the termination date. In the case of termination for non-appropriations, Axon will not invoice the Agency if the Agency returns the CEW, battery, holster, and unused cartridges to Axon within 30 days of the date of termination. 13.3 The Agency will be responsible for payment of any missed payments due to the termination before being allowed to purchase any future TASER 60 Unlimited plan. 14. Excusable Delays. Axon will use commercially reasonable efforts to deliver all products and services ordered as soon as reasonably practicable. In the event of interruption of any delivery due to causes beyond Axon's reasonable control Axon has the right to delay or terminate the delivery with reasonable notice. 15. Proprietary Information. The Agency agrees that Axon has and claims various proprietary rights in the hardware,firmware, software, and the integration of ancillary materials, knowledge, and designs that constitute Axon products and services,and that the Agency will not directly or indirectly cause any proprietary rights to be violated. 16. Import and Export Compliance. In connection with this Agreement,each Party will comply with all applicable import, re- import, export, and re-export control laws and regulations. 17. Assignment.The Agency may not may assign or otherwise transfer this Agreement without the prior written approval of Axon. 18. Severability.This Agreement is contractual and not a mere recital. If any portion of this Agreement is held to be invalid or unenforceable,the remaining portions of this Agreement will remain in full force and effect. 19. Governing Law;Venue. The laws of the state where the Agency is physically located,without reference to conflict of law rules,govern this Agreement and any dispute of any sort that might arise between the Parties. The United Nations Convention for the International Sale of Goods does not apply to thisAgreement. 20. Entire Agreement.This Agreement and the quote provided by Axon, represents the entire agreement between the Parties.This Agreement supersedes all prior or contemporaneous representations, understandings, agreements, or communications between the Parties,whether written or verbal, regarding the subject matter of this Agreement. No modification or amendment of any portion of this Agreement will be effective unless in writing and signed by the Parties to this Agreement. 0, AXON,and Axon are trademarks of Axon Enterprise,Inc.,some of which are registered in the US and other countries.For more information, visit www.axon.com/legal.All rights reserved.©2017 Axon Enterprise,Inc. Title:Axon Enterprise,Inc.'s TASER 60 Terms and Conditions(Online) Page 3 of 3 Department:Sales/Customer Service Version:2.0 Release Date:4/5/2017 Trade-in Programs Page 1 of 4 4.11001, J'A 419 4 Trade- in Programs Trade in old TASER devices or competitor body camera units to save on newer models The TASER Trade-Up Program Save up to $100 per device when you upgrade to Smart Weapons. PROGRAM DETAILS You'll receive a $100 accessory credit for each device being traded if you purchase Smart Weapons (/solutions/law-enforcement/in-the-field) through TASER 60*. The accessory credit must be used at the time of the upgrade and can be used for holsters, cartridges, batteries and more. Watch our webinar (/company/news/webinars/taser-60-pricing-plan) to learn more about TASER 60. https://www.axon.com/buy/law-enforcement/trade-in-programs 10/19/2017 Trade-in Programs Page 2 of 4 FREQUENTLY ASKED QUESTIONS WHAT DEVICES QUALIFY FOR THE TRADE-UP PROGRAM? Any previous TASER models such as the M26 or the X26E qualify for the program. Competitor models also qualify for the trade-up credit. IS IT A 1:1 TRADE? For the most part, yes. If you have 100 legacy units, you would receive the accessory credit on a purchase of 100 new Smart Weapons. DOES THE TRADE-UP DISCOUNT HAVE TO BE USED FOR ACCESSORIES? Yes, the credit must go toward the purchase of accessories such as holsters, cartridges, and batteries. If you have any further questions, please contact your sales representative for more information. Minimum of 10 units.If under 10 units,it must be for full deployment. **Law enforcement agencies and private security accounts that TASER has established Net 30 terms with qualify for the program. Axon Flex 2 and Body 2 Trade-In Program With our trade-in offer, we've made it easier for agencies to get an Axon body- worn camera. Swap any competitor unit to receive a new Axon Body 2 (/products/body-2) or the Axon Flex 2 (/products/flex-2). We offer a 1:1 swap as long as there is a corresponding Evidence.com (/products/evidence) license purchase. Offer only valid for non-Axon cameras. https://www.axon.com/buy/law-enforcement/trade-in-programs 10/19/2017