Contract - Axon Enterprises, Inc. - 3/10/2022 DocuSign Envelope 033054CIE-7ADO-4066-89EE-F87819EE3996
SUPPLEMENTAL AGREEMENT NO. 1
TO "CITY OF ROUND ROCK AGREEMENT FOR
THE PURCHASE OF LAW ENFORCEMENT
MOBILE VIDEO AND EVIDENCE STORAGE
WITH
AXON ENTERPRISE, INC."
(ATYOF ROUND ROCK
STATE OFTEXAS KNOW ALL BY 'THESE PRESENTS-
COUNTY OF WILLIAMSON
COUNTY OFTRAVIS
This Supplemental Agreement No. I to "City of ROLInd Rock. Agreement for the Purchase
of" Law Enforcement Mobile Video and Evidence Storage with Axon Enterprise, Inc.,"
hereinafter called the "SUppleinental Agreement No. I," is made by and between the CITY OF
1101-.JND ROCK, TEXAS, aTexas borne-rUle municipality, whose offices are located at 221 last
Main Street, Round Rock, 'I I exas 78664-5299, hereinafter called "City," and AXON
ENTERPIZISE, INC., whose offlices are located at 17800 North 85"' Street, Scottsdale, Arizona
85255, hereinafter called "Vendor.-
WHEREAS, City and Vendor execrated an "Agreement for the Parr-chase of Law
I"'Inflorcenient Mobile Video and 1..vidence Storage," hereinafter called the "Agreci-nent" on
March 12, 2020; and
WHEREAS, the parties desire to increase the nuniber of items provided by Vendor and
the increase the costs for said additional items in the amount of $116,312.0O for the remaining
term of the Agreement as set forth herein;
NOW THEREFORE, premises considered, and in consideration of the mutual promises
and obligations in the Agreement and this Supplemental Agreement No. 1, the City and Vendor
agree as follows:
Section 4.01 ""firer s. " is amended to read as follows:
A. The goods and services which are the suh�ject matter of this Agreement are
described generally in the attached I i1xhibit -A," Exhibit L'B" and the Addendum to Exhibi B
attached hereto and incoilm-ated herein by reference for all 12qM fit
qses. This Agreement shall be
effective on the date this Agreement has been signed by each party hereto, and shall remain in
full force and effect unless and until it expires by operation of tile tern) indicated herein.
48 57-6425-,707/'s
DocuSign Envelope ID:33054C1E-7AD0-4C66-89EE-F87819EE3996
B. This Agreement shall evidence the entire understanding and agreement between
the parties and shall supersede any prior proposals, correspondence or discussion.
C. Vendor shall satisfactorily provide all deliverables described in Exhibit "A,"
Exhibit "B," and the Addendum to Exhibit "B," within the contract term specified pursuant to
the terms in this Agreement and Vendor's Master Services and Purchasing Agreement, attached
as Exhibit "C." A change in Scope of Services or any term of this Agreement, must be
negotiated and agreed to in all relevant details, and must be embodied in a valid Supplemental
Agreement as described herein.
II.
Section 5.01 "Costs " is amended to read as follows:
A. City agrees to pay for goods and services during the term of this Agreement at the
pricing set forth in Exhibit`B"and the Addendum to Exhibit"B,"attached hereto.
B. The City shall be authorized to pay the Vendor an amount not-to-exceed Two
Million Eight Hundred Thousand and No/100 Dollars ($2,800,000.00) for the term of this
Agreement in the yearly amounts set forth in the attached Exhibit `B" plus an additional One
Hundred Sixteen Thousand Three Hundred Twelve and No/100 Dollars ($116,312.00) in the
yearly amounts set forth in the attached Addendum to Exhibit`B."
III,
This Supplemental Agreement No. 1 shall amend the original Agreement as to items and
costs only as set forth herein, with no other changes*in terms or conditions of the original
Agreement.
[Signatures on the following page.]
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DocuSign Envelope ID: 33054C1E-7AD0-4C66-89EE-F87819EE3996
IN WITNESS WHEREOF, the City and Vendor have executed this Supplemental
Areement No. I to be effective as of the last date ofd e cXeCLItion by both parties.
tg
CITY OF It UND ROCK. TEXAS AXON UYJ�J�E, INC.
F
UND ROCK,
By: By:
'Imber-c F., scl 1 J
...........
Printed Name: Printed Manna: Dri or.
Title: Title; VP, Assoc, General Counsel
.................
21112022
Date Signe&
Date Signed
..........
ATTES'I':
By. ..........
�0 jl �
Meagan Spit Cit. (,.,Ierk
FOR (.,'ITY, APPROVEID AS I 1 0 FORM:
By:
Stephanlu
Sheets, City Attorney
1 3
ill i
Issued: 1211512021
EST Contract Start Date:04/01/2022
�s ill
Account Number: 107982
SHIP TO BILL TO SALES REPRESENTATIVE PRIMARY CONTACT
WWW W
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IIIIIIIIIIIKYA Me,I
TOTAL COST
TOTAL SAVINGS
PAYMENT PLAN
- 7,Lei I I I
Addendum to Exhibit "B"
Bundle Summary
Item Description CITY
Fleet2-TAP Flea 2 Without TAP 20
D namicBundle Dynamic Bundle 1
Bundle: Fleet 2 Without TAP Quantity: 20 Start: 4/1/2022 End- 411412025 Total-73260 USD
- - - - - -
Category Dern Description CITY List Unit Price Tax Net Unit Price Total(USD)
Camera Kit&Warranty 71088 AXON FLEET 2 KIT 20 $1,560.00 50.00 $1,407,46 $28,149.17
Storage 80410 FLEET, EVIDENCE LICENSE, 1 CAMERA STORAGE, LICENSE 40 $17.00 3O.00 $95.34 $22,699.77
Vehicle License 87050 FLEET VIEW XL LICENSE 20 $29.00 SHO $26.16 $19,361.57
Other 80397 EXT WARRANTY, FLEET 2 KIT 20 $6.50 SO.00 $5.86 $3,049,49
Bundle- Dynamic Bundle1 eTotal:
Cate Item Description CITY List Unit Price Tax Net Unit Price Total USD
Other 71200 FLEET ANT,AIRGAIN, 5-IN-1, 2LTE,2WIFI, 20 $249.00 $H0 $249.00 $4,980.00
1GNSS,BL
Other 11634 CRADLEPOINT IBR900-1200M-B-NPSf5YR 20 $1,249.00 $0,00 $1,249.00 $24,980.00
NETCLOUD
Other 74110 FLEET ETHERNET CABLE,CAT6,25 FT 20 $25.00 $ .00 $25.00 $500.00
Other 71210 FLEET DOOR TRIGGER HARDWARE, LIS 20 $18.60 $0,00 $18.60 $872.00
Other 73122 AXON 2-CAMERA FLEET SOLUTION TRUE 20 $93.00 $0.00 $25.46 $12,220.00
UP FEE
INDIVIDUAL ITEMS
Category Item Description CITY " List Price Tax Net Price Total 5D
Total; 0
Item Description CITY Delive 1 Mart End Date List Price Tax Net Price 1 Total USI)
Fleet2-TAP Fleet 2 Without TAP 20 0310112022 0411412025 $0.00 $0.00 $0.00 $0.00
2 Q-359063-44545.991CM
Addendum to Exhibit "B"
DynamicBundl Dynamic Bundle 1 03/01/2022 04/14/2025 $0.00 I $0.00 $0.00 $0.00 j
e
j 71088 AXON FLEET 2 KIT 20 I 03/01/2072 04/14/2025 $1,560.00 $0.00 $1,407.46 $28,149.17
80410 FLEET,EVIDENCE LICENSE, CAMERA 40 04/01/2022 I 04/14/2025 $17.00 $0.00 ! $15.34 $22,699.77
STORAGE,LICENSE
87050 FLEET VIEW XL LICENSE 20 04/01/2022 04/14/2025 $29.00 $0.00 $26.16 $19,361.57
71200 FLEET ANT,AIRGAIN,5-IN-1,2LTE, 20 03/01/2022 04/14/2025 $249.00 $0.00 $249.00 $4,980.00
2WIFI,1GNSS,BL
F634 CRADLEPOINT IBR900-1200M-B- 20 03101/2022 04/14/2025 $1,249.00 $0.00 $1,249.00 $24,980.00
NPS+5YR NETCLOUD
74110 FLEET ETHERNET CABLE,CAT6,25 FT 20 03/01/2022 04/14/2025 j $25.00 $0.00 $25.00 $500.00
71210 FLEET
LET DOOR TRIGGER HARDWARE, 20 03/01/2022 04/14/2025 $18.60 $0.00 $18.60 $372.00
us
AXON 2-CAMERA FLEET SOLUTION
73122 TRUE UP FEE 20 03/01/2022 04/01/2022 $93.00 $0.00 i $25.46 $12,220.00
80397 EXT WARRANTY,FLEET 2 KIT 20 03/01/2022 04/14/2025 $6.50 $0.00 $5.86 $3,049.49
Total $116,312.00
Tax is estimated based on rates applicable at date of quote and subject to change at time of invoicing.If a tax exemption certificate should be applied,please submit
prior to invoicing.
Signature Date Signed
12/15/2021
3 Q-35906344545.991CM
Addendum to Exhibit "B"
FLEET STATEMENT OF WORK BETWEEN AXON ENTERPRISE AND AGENCY
Introduction
This Statement of Work("SOW")has been made and entered into by and between Axon Enterprise,Inc.("AXON"),and Round Rock Police Dept.-TX the
("AGENCY")for the purchase of the Axon Fleet in-car video solution("FLEET')and its supporting information,services and training. (AXON Technical Project
Manager/The AXON installer)
Purpose and Intent
AGENCY states,and AXON understands and agrees,that Agency's purpose and intent for entering into this SOW is for the AGENCY to obtain from AXON
deliverables,which used solely in conjunction with AGENCY's existing systems and equipment,which AGENCY specifically agrees to purchase or provide
pursuant to the terms of this SOW.
This SOW contains the entire agreement between the parties. There are no promises,agreements,conditions,inducements,warranties or understandings,
written or oral,expressed or implied,between the parties,other than as set forth or referenced in the SOW.
Acceptance
Upon completion of the services outlined in this SOW,AGENCY will be provided a professional services acceptance form("Acceptance Form").AGENCY will sign
the Acceptance Form acknowledging that services have been completed in substantial conformance with this SOW and the Agreement. If AGENCY reasonably
believes AXON did not complete the professional services in conformance with this SOW,AGENCY must notify AXON in writing of the specific reasons within
seven(7)calendar days from delivery of the Acceptance Form.AXON will remedy the issues to conform with this SOW and re-present the Acceptance Form for
signature.If AXON does not receive the signed Acceptance Form or written notification of the reasons for rejection within 7 calendar days of the delivery of the
Acceptance Form,AGENCY will be deemed to have accepted the services in accordance to this SOW.
Force Majeure
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Addendum to Exhibit "B"
Neither party hereto shall be liable for delays or failure to perform with respect to this SOW due to causes beyond the party's reasonable control and not avoidable
by diligence.
Schedule Change
Each party shall notify the other as soon as possible regarding any changes to agreed upon dates and times of Axon Fleet in-car Solution installation-to be
performed pursuant of this Statement of Work.
Axon Fleet Deliverables
Typically,within(30)days of receiving this fully executed SOW,an AXON Technical Project Manager will deliver to AGENCY's primary point of contact via
electronic media,controlled documentation,guides,instructions and videos followed by available dates for the initial project review and customer readiness
validation.Unless otherwise agreed upon by AXON,AGENCY may print and reproduce said documents for use by its employees only.
Security Clearance and Access
Upon AGENCY's request,AXON will provide the AGENCY a list of AXON employees,agents,installers or representatives which require access to the AGENCY's
facilities in order to perform Work pursuant of this Statement of Work. AXON will ensure that each employee,agent or representative has been informed or and
consented to a criminal background investigation by AGENCY for the purposes of being allowed access to AGENCY's facilities. AGENCY is responsible for
providing AXON with all required instructions and documentation accompanying the security background check's requirements.
Training
AXON will provide training applicable to Axon Evidence,Cradlepoint NetCloud Manager and Axon Fleet application in a train-the-trainer style method unless
otherwise agreed upon between the AGENCY and AXON.
Local Computer
z
Addendum tUExhibit "B"
/GNECY is responsible for providing a mobile data computer(MDC)with the same software, hardware,and configuration that AGENCY personnel will use with
the AXON system being installed,AGENCY is responsible for making certain that any and all security settings(port openings,firewall settings, antivirus software,
virtual private network, routing,etc.)are made prior to the installation,configuration and testing of the aforementioned deliverables.
Network
AGENCY is responsible for making certain that any and all network(s) route traffic to appropriate endpoints and AXON is not liable for network breach,data
interception,or loss of data due to misconfigured firewall settings or virus infection,except to the extent that such virus or infection is caused, in whole or in part,
bydefects inthe deliverables.
Cnod|epo1otRomt*r
When applicable,AGENCY must provide AXON Installers with temporary administrative access to Cradlepoint'sNel.Clou Manager to the extent necessary to
perform Work pursuant oYthis Statement ofWork.
AGENCY must provide AXON Installers with temporary administrative access to Axon Evidence.corn to the extent necessary to perform Work pursuant ofthis
SOW.
Wireless Upload System
If purchased by the AGENCY,on such dates and times mutually agreed upon by the parties,AXON will install and configure into AGENCY's existing network a
wireless network infrastructure as identified in the AGENCY's binding quote based on conditions of the sale.
VEHICLE INSTALLATION
Preparedness
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Addendum to Exhibit "B"
On such dates and times mutually agreed upon by the parties,the AGENCY will deliver all vehicles to an AXON Installer less weapons and items of evidence.
Vehicle(s)will be deemed'out of service'to the extent necessary to perform Work pursuant of this SOW.
Existing Mobile Video Camera System Removal
On such dates and times mutually agreed upon by the parties,the AGENCY will deliver all vehicles to an AXON Installer which will remove from said vehicles all
components of the existing mobile video camera system unless otherwise agreed upon by the AGENCY.
Major components will be salvaged by the AXON Installer for auction by the AGENCY. Wires and cables are aet considered expendable and will not be
salvaged. Salvaged components will be placed in a designated area by the AGENCY within close proximity of the vehicle in an accessible work space.
Prior to removing the existing mobile video camera systems,it is both the responsibility of the AGENCY and the AXON Installer to test the vehicle's systems'
operation to identify and operate,documenting any existing component or system failures and in detail,identify which components of the existing mobile video
camera system will be removed by the AXON Installer.
In-Car Hardware/Software Delivery and Installation
On such dates and times mutually agreed upon by the parties,the AGENCY will deliver all vehicles to an AXON Installer,who will install and configure in each
vehicle in accordance with the specifications detailed in the system's installation manual and its relevant addendum(s). Applicable in-car hardware will be installed
and configured as defined and validated by the AGENCY during the pre-deployment discovery process.
If a specified vehicle is unavailable on the date and time agreed upon by the parties,AGENCY will provide a similar vehicle for the installation process.Delays due
to a vehicle,or substitute vehicle,not being available at agreed upon dates and times may results in additional fees to the AGENCY. If the AXON Installer
determines that a vehicle is not properly prepared for installation('Not Fleet Ready"),such as a battery not being properly charged or properly up-fit for in-service,
field operations,the issue shall be reported immediately to the AGENCY for resolution and a date and time for the future installation shall be agreed upon by the
parties.
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Addendum to Exhibit "B"
Upon completion of installation and configuration,AXON will systematically test all installed and configured in-car hardware and software to ensure that ALL
functions of the hardware and software are fully operational and that any deficiencies are corrected unless otherwise agreed upon by the AGENCY,installation,
configuration,test and the correct of any deficiencies will be completed in each vehicle accepted for installation.
Prior to installing the Axon Fleet camera systems,it is both the responsibility of the AGENCY and the AXON Installer to test the vehicle's existing systems'
operation to identify,document any existing component or vehicle systems'failures.Prior to any vehicle up-fitting the AXON Installer will introduce the system's
components,basic functions,integrations and systems overview along with reference to AXON approved,AGENCY manuals,guides,portals and videos. It is
both the responsibility of the AGENCY and the AXON Installer to agree on placement of each components,the antenna(s),integration recording trigger sources
and customer preferred power,ground and ignition sources prior to permanent or temporary installation of an Axon Fleet camera solution in each vehicle type.
Agreed placement will be documented by the AXON Installer.
AXON welcomes up to 5 persons per system operation training session per day,and unless otherwise agreed upon by the AGENCY,the first vehicle will be used
for an installation training demonstration. The second vehicle will be used for an assisted installation training demonstration. The installation training session is
customary to any AXON Fleet installation service regardless of who performs the continued Axon Fleet system installations.
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Addendum to Exhibit "B"
The customary training session does not`certify'a non-AXON Installer,customer-employed Installer or customer 3rd party Installer,since the AXON Fleet
products does not offer an Installer certification program. Any work performed by non-AXON Installer,customer-employed Installer or customer 3rd party Installer
is not warrantied by AXON,and AXON is not liable for any damage to the vehicle and its existing systems and AXON Fleet hardware.
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