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8033 - Contract Executed Docusign City Council Transmittal Coversheet File Name Purchasing Contact City Council Target Date Piggy Back Option Contract Expiration Ordinance DocuSign Envelope ID: E2768208-E32E-4BB5-8943-D777D5C1F145 Axon Fleet In-Car Video System Not Applicable COOP 8033 Ginny Brummett JUNE 28, 2022 JUNE 28, 2025 22-1266 File 8033 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND AXON ENTERPRISE, INC. (File #8033) THIS CONTRACT is made and entered into this date _______________________, by and between AXON ENTERPRISE, INC. a Delaware Corporation, whose address is 17800 North 85th Street, Scottsdale, Arizona 85255, hereinafter referred to as "Supplier," and the CITY OF DENTON, TEXAS, a home rule municipal corporation, hereinafter referred to as "City," to be effective upon approval of the Denton City Council and subsequent execution of this Contract by the Denton City Manager or his duly authorized designee. For and in consideration of the covenants and agreements contained herein, and for the mutual benefits to be obtained hereby, the parties agree as follows: SCOPE OF SERVICES Supplier shall provide products in accordance with the Supplier’s proposal in response thereto, a copy of which is attached hereto and incorporated herein for all purposes as Exhibit “D”. The Contract consists of this written agreement and the following items which are attached hereto, or on file, and incorporated herein by reference: (a) Special Terms and Conditions (Exhibit “A”); (b) Sourcewell Cooperative Purchasing Contract #010720-AXN with Axon Enterprise, Inc., (Exhibit “B” on file at the office of the Purchasing Agent); (c) Contractor’s Proposal (Exhibit "C"); (d) Form CIQ – Conflict of Interest Questionnaire (Exhibit "D") These documents make up the Contract documents and what is called for by one shall be as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions of the Contract documents, the inconsistency or conflict shall be resolved by giving precedence first to the written agreement then to the contract documents in the order in which they are listed above. These documents shall be referred to collectively as “Contract Documents.” Prohibition on Contracts with Companies Boycotting Israel Supplier acknowledges that in accordance with Chapter 2270 of the Texas Government Code, City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms “boycott Israel” and “company” shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this agreement, Supplier certifies that Supplier’s signature provides written verification to the City that Supplier: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the agreement. Failure to meet or maintain the requirements under this provision will be considered a material breach. Prohibition on Contracts with Companies Doing Business with Iran, Sudan, or a Foreign Terrorist Organization Section 2252 of the Texas Government Code restricts CITY from contracting with companies that do business with Iran, Sudan, or a foreign terrorist organization. By signing this agreement, Supplier certifies that Supplier’s signature provides written verification to the City that Supplier, pursuant to Chapter 2252, is not ineligible to enter into this agreement and will not become ineligible to receive payments under this agreement by doing business with Iran, Sudan, or a foreign terrorist organization. Failure to meet or maintain the requirements under this provision will be considered a material breach. DocuSign Envelope ID: E2768208-E32E-4BB5-8943-D777D5C1F145 06/28/2022 File 8033 The parties agree to transact business electronically. Any statutory requirements that certain terms be in writing will be satisfied using electronic documents and signing. Electronic signing of this document will be deemed an original for all legal purposes. IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. SUPPLIER BY: ______________________________ AUTHORIZED SIGNATURE Printed Name: ________________________ Title: ____________________________ ___________________________________ PHONE NUMBER ___________________________________ EMAIL ADDRESS CITY OF DENTON, TEXAS BY: _____________________________ SARA HENSLEY CITY MANAGER ATTEST: ROSA RIOS, CITY SECRETARY BY: _______________________________ APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY BY: _______________________________ THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms. _______________ ________________ SIGNATURE PRINTED NAME __________________________________ TITLE __________________________________ DEPARTMENT DocuSign Envelope ID: E2768208-E32E-4BB5-8943-D777D5C1F145 800-978-3737 Legal@axon.com VP, Associate General Counsel Robert Driscoll Denton Police Department Chief of Police Frank Dixon File 8033 Exhibit A Special Terms and Conditions 1. Contract Term The contract term will be three (3) years, effective from date of award or notice to proceed as determined by the City of Denton Purchasing Department. 2. Total Contract Amount The contract total shall not exceed $1,430, 117. Pricing shall be per Exhibit C attached. 3. Termination without Cause The City shall have the right to terminate the Contract, in whole or in part, without cause any time upon thirty (30) calendar days’ prior written notice. Upon receipt of a notice of termination, the Contractor shall promptly cease all further work pursuant to the Contract, with such exceptions, if any, specified in the notice of termination. The City shall pay the Contractor, to the extent of funds appropriated or otherwise legally available for such purposes, for all goods delivered and services performed, and obligations incurred prior to the date of termination in accordance with the terms hereof. DocuSign Envelope ID: E2768208-E32E-4BB5-8943-D777D5C1F145 Q-388934-44680.877DT Issued: 04/29/2022 Quote Expiration: Estimated Contract StartDate:01/15/2023 Account Number:129364 Payment Terms:N30 Delivery Method:Fedex -Ground SHIP TO BILL TO Delivery-804 Texas St DentonPoliceDept.-TX804TexasSt215EMcKinneySt Denton,TX 76209-4350 Denton,TX 76201-4229 USA USA Email: SALES REPRESENTATIVE PRIMARY CONTACT Danny ThielenPhone:(480)434-8810 Phone:(940)349-7816 Email:dthielen@axon.com Email:tiffany.wei@cityofdenton.com Fax:Fax: Quote Summary Discount Summary Program Length 29.0333 Months TOTAL COST $101,484.00 ESTIMATED TOTAL W/TAX $101,484.00 Average Savings Per Year $11,638.22 TOTAL SAVINGS $28,158.00 Payment Summary Date Subtotal Tax Total Dec 2022 $45,194.90 $0.00 $45,194.90 May 2023 $28,144.56 $0.00 $28,144.56 May 2024 $28,144.54 $0.00 $28,144.54 Total $101,484.00 $0.00 $101,484.00 AxonEnterprise,Inc. 17800 N 85th St. Scottsdale,Arizona 85255 United StatesVAT: 86-0741227 Domestic:(800)978-2737 International: +1.800.978.2737 Q-388934-44680.877DTPage1 Exhibit C DocuSign Envelope ID: E2768208-E32E-4BB5-8943-D777D5C1F145 Q-388934-44680.877DTPage2 Delivery Schedule HardwareBundle Item Description QTY Estimated DeliveryDate Fleet 2 Unlimited 71088 AXONFLEET 2 KIT 12 12/15/2022 A la Carte 11595 FLEETANT,AIRGAIN,5-IN-1,2LTE,2WIFI,1GNSS,MAG,BL 12 12/15/2022 A la Carte 11634 CRADLEPOINT IBR900-1200M-B-NPS+5YR NETCLOUD 12 12/15/2022 A la Carte 72048 FLEETSIM INSERTION,ATT 12 12/15/2022 Fleet 2 Unlimited 72040 FLEETREFRESH,2 CAMERA KIT 12 12/15/2028 Software Bundle Item Description QTY Estimated Start Date EstimatedEnd Date Fleet 2 Unlimited 80410 FLEET,UNLIMITED STORAGE,1CAMERA 24 01/15/2023 06/15/2025 Fleet 2 Unlimited 87050 FLEET VIEW XL LICENSE 12 01/15/2023 06/15/2025 Services Bundle Item Description QTY A la Carte 74063 FLEET2 NEW INSTALLATION (PER VEHICLE)12 Warranties Bundle Item Description QTY Estimated Start Date Estimated End Date Fleet 2 Unlimited 80397 EXT WARRANTY,FLEET 2 KIT 12 12/15/2023 06/15/2025 DocuSign Envelope ID: E2768208-E32E-4BB5-8943-D777D5C1F145 Q-388934-44680.877DTPage3 Payment Details Dec 2022 Invoice Plan Item Description Qty Subtotal Tax Total Year 2 80179 FLEET 2 TAP TRUE-UP PAYMENT 12 $3,720.00 $0.00 $3,720.00 Year 2 Fleet2U Fleet 2 Unlimited 12 $8,006.90 $0.00 $8,006.90 Year 2 -Upfront HW &PSO 11595 FLEETANT,AIRGAIN,5-IN-1,2LTE,2WIFI,1GNSS,MAG,BL 12 $3,900.00 $0.00 $3,900.00 Year 2 -Upfront HW &PSO 11634 CRADLEPOINT IBR900-1200M-B-NPS+5YR NETCLOUD 12 $14,988.00 $0.00 $14,988.00 Year 2 -Upfront HW &PSO 72048 FLEET SIMINSERTION,ATT 12 $180.00 $0.00 $180.00 Year 2 -Upfront HW &PSO 74063 FLEET2NEW INSTALLATION (PERVEHICLE)12 $14,400.00 $0.00 $14,400.00 Total $45,194.90 $0.00 $45,194.90 May 2023 Invoice Plan Item Description Qty Subtotal Tax Total Year 3 80179 FLEET 2 TAP TRUE-UP PAYMENT 12 $8,928.00 $0.00 $8,928.00 Year 3 Fleet2U Fleet 2 Unlimited 12 $19,216.56 $0.00 $19,216.56 Total $28,144.56 $0.00 $28,144.56 May 2024 Invoice Plan Item Description Qty Subtotal Tax Total Year 4 80179 FLEET 2 TAP TRUE-UP PAYMENT 12 $8,928.00 $0.00 $8,928.00 Year 4 Fleet2U Fleet 2 Unlimited 12 $19,216.54 $0.00 $19,216.54 Total $28,144.54 $0.00 $28,144.54 DocuSign Envelope ID: E2768208-E32E-4BB5-8943-D777D5C1F145 Q-388934-44680.877DTPage4 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. Contract Sourcewell Contract #010720-AXN is incorporated by reference into the terms and conditions of this Agreement.In the event of conflict the terms of Axon's Master Services and Purchasing Agreement shall govern. Standard Terms and Conditions Axon Enterprise Inc.Sales Terms and Conditions Axon Master Services and Purchasing Agreement: This Quote is limited to and conditional upon your acceptance of the provisions set forth herein and Axon’s Master Services and Purchasing Agreement (posted at 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.In the event you and Axon have entered into a prior agreement to govern all future purchases,that agreement shall govern to the extent it includes the products and services being purchased and does not conflict with the Axon Customer Experience Improvement Program Appendix as described below. ACEIP: The Axon Customer Experience Improvement Program Appendix,which includes the sharing of de-identified segments of Agency Content with Axon to develop new products and improve your product experience (posted at www.axon.com/legal/sales-terms-and-conditions),is incorporated herein by reference.By signing below,you agree to the terms of the Axon Customer Experience Improvement Program. Acceptance of Terms: Any purchase order issued in response to this Quote is subject solely to the above referenced terms and conditions.By signing below,you represent that you are lawfully able to enter into contracts.If you are signing on behalf of an entity (including but not limited to the company,municipality,or government agency for whom you work),you represent to Axon that you have legal authority to bind that entity.If you do not have this authority,please do not sign this Quote. DocuSign Envelope ID: E2768208-E32E-4BB5-8943-D777D5C1F145 Signature Date Signed 4/29/2022 Q-388934-44680.877DTPage5 DocuSign Envelope ID: E2768208-E32E-4BB5-8943-D777D5C1F145 6/29/2022 1 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 Denton 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 DocuSign Envelope ID: E2768208-E32E-4BB5-8943-D777D5C1F145 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 2 DocuSign Envelope ID: E2768208-E32E-4BB5-8943-D777D5C1F145 3 AGNECY 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, by defects in the deliverables. Cradlepoint Router When applicable,AGENCY must provide AXON Installers with temporary administrative access to Cradlepoint’s NetCloud Manager to the extent necessary to perform Work pursuant of this Statement of Work. Evidence.com AGENCY must provide AXON Installers with temporary administrative access to Axon Evidence.com to the extent necessary to perform Work pursuant of this 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 DocuSign Envelope ID: E2768208-E32E-4BB5-8943-D777D5C1F145 4 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 not 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. DocuSign Envelope ID: E2768208-E32E-4BB5-8943-D777D5C1F145 5 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. DocuSign Envelope ID: E2768208-E32E-4BB5-8943-D777D5C1F145 6 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. DocuSign Envelope ID: E2768208-E32E-4BB5-8943-D777D5C1F145 CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a) and by City of Denton Ethics Code, Ordinance 18-757. By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a misdemeanor. 1 Name of vendor who has a business relationship with local governmental entity. 2 Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 Name of local government officer about whom the information in this section is being disclosed. Name of Officer Describe each employment or other business relationship with the local government officer, or a family member of the officer, as described by Section 176.003(a)(2)(A). Also describe any family relations hip with the local government officer. This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor has an employment or other business relationship as defined by Section 176.00 1(1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor? Yes No B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in this section AND the taxable income is not received from the local governmental entity? Yes No C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership of one percent or more? Yes No D. Describe each employment or business and family relationship with the local government officer named in this section. 4 I have no Conflict of Interest to disclose. 5 Signature of vendor doing business with the governmental entity Date DocuSign Envelope ID: E2768208-E32E-4BB5-8943-D777D5C1F145 Axon Enterprise, Inc. Exhibit D 6/7/2022 X X CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity A complete copy of Chapter 176 of the Local Government Code may be found at http://www.statutes.legis.state.tx.us/ Docs/LG/htm/LG.176.htm. For easy reference, below are some of the sections cited on this form. Local Government Code § 176.001(1-a): "Business relationship" means a connection between two or more parties based on commercial activity of one of the parties. The term does not include a connection based on: (A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an agency of a federal, state, or local governmental entity; (B) a transaction conducted at a price and subject to terms available to the public; or (C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by, and reporting to, that agency. Local Government Code § 176.003(a)(2)(A) and (B): (A) A local government officer shall file a conflicts disclosure statement with respect to a vendor if: (2) the vendor: (A) has an employment or other business relationship with the local government officer or a family member of the officer that results in the officer or family member receiving taxable income, other than investment income, that exceeds $2,500 during the 12-month period preceding the date that the officer becomes aware that (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor; (B) has given to the local government officer or a family member of the officer one or more gifts that have an aggregate value of more than $100 in the 12-month period preceding the date the officer becomes aware that: (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor. Local Government Code § 176.006(a) and (a-1) (a) A vendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and: (1) has an employment or other business relationship with a local government officer of that local governmental entity, or a family member of the officer, described by Section 176.003(a)(2)(A); (2) has given a local government officer of that local governmental entity, or a family member of the officer, one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B), excluding any gift described by Section 176.003(a-1); or (3) has a family relationship with a local government officer of that local governmental entity. (a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator not later than the seventh business day after the later of: (1) the date that the vendor: (A) begins discussions or negotiations to enter into a contract with the local governmental entity; or (B) submits to the local governmental entity an application, response to a request for proposals or bids, correspondence, or another writing related to a potential contract with the local governmental entity; or (2) the date the vendor becomes aware: (A) of an employment or other business relationship with a local government officer, or a family member of the officer, described by Subsection (a); (B) that the vendor has given one or more gifts described by Subsection (a); or (C) of a family relationship with a local government officer. City of Denton Ethics Code Ordinance Number 18-757 Definitions: Relative: a family member related to a City Official within the third 3rd degree of affinity (marriage) or consanguinity (blood or adoption) City Official: for purpose of this article, the term consists of the Council Members, Department Heads, or member of the Board of Ethics, Planning and zoning Commission Members, Board of Adjustment, Historic Landmark Commission, or Public Utilities Board Vendor: a person who provides or seeks to provide goods, services, and/or real property to the City in exchange for compensation. This definition does not include those property owners from whom the City acquires public right-of-way or other real property interests for public use. Per the City of Denton Ethics Code, Section 2-273. – Prohibitions (3) It shall be a violation of this Article for a Vendor to offer or give a Gift to City Official exceeding fifty dollars ($50.00) per gift, or multiple gifts cumulatively valued at more than two hundred dollars ($200.00) per a single fiscal year. Per the City of Denton Ethics Code, Section 2-282. – Disposition (b), (5) Ineligibility If the Board of Ethics finds that a Vendor has violated this Article, the Board may recommend to the City Manager that the Vendor be deemed ineligible to enter into a City contract or other arrangement for goods, services, or real property, for a period of one (1) year. Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 11/30/2015 DocuSign Envelope ID: E2768208-E32E-4BB5-8943-D777D5C1F145 Certificate Of Completion Envelope Id: E2768208E32E4BB58943D777D5C1F145 Status: Completed Subject: Please DocuSign: City Council Contract 8033 Axon Fleet In-Car Video System Source Envelope: Document Pages: 17 Signatures: 7 Envelope Originator: Certificate Pages: 6 Initials: 1 Ginny Brummett AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 901B Texas Street Denton, TX 76209 Ginny.Brummett@cityofdenton.com IP Address: 198.49.140.104 Record Tracking Status: Original 6/7/2022 5:00:49 PM Holder: Ginny Brummett Ginny.Brummett@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Ginny Brummett ginny.brummett@cityofdenton.com Buyer City of Denton Security Level: Email, Account Authentication (None) Completed Signed by link sent to ginny.brummett@cityofdenton.com Using IP Address: 198.49.140.104 Sent: 6/7/2022 5:05:12 PM Viewed: 6/7/2022 5:05:26 PM Signed: 6/7/2022 5:05:51 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Signed by link sent to lori.hewell@cityofdenton.com Using IP Address: 198.49.140.104 Sent: 6/7/2022 5:05:54 PM Viewed: 6/7/2022 5:10:41 PM Signed: 6/7/2022 5:10:57 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Marcella Lunn marcella.lunn@cityofdenton.com Deputy City Attorney City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Signed by link sent to marcella.lunn@cityofdenton.com Using IP Address: 166.205.190.107 Signed using mobile Sent: 6/7/2022 5:11:00 PM Viewed: 6/7/2022 8:46:56 PM Signed: 6/7/2022 8:46:56 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Robert Driscoll Bobby@axon.com VP, Assoc. General Counsel eSign Security Level: Email, Account Authentication (None) Signature Adoption: Uploaded Signature Image Signed by link sent to Bobby@axon.com Using IP Address: 65.124.227.2 Signed using mobile Sent: 6/7/2022 8:47:00 PM Viewed: 6/7/2022 9:19:48 PM Signed: 6/7/2022 9:30:38 PM Electronic Record and Signature Disclosure: Signer Events Signature Timestamp Accepted: 8/14/2020 1:33:50 PM ID: 12670bf2-ee1f-4bf1-b2a2-1ddabb4427d2 Frank Dixon Frank.Dixon@cityofdenton.com Chief of Police Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Signed by link sent to Frank.Dixon@cityofdenton.com Using IP Address: 198.49.140.10 Sent: 6/7/2022 9:30:42 PM Viewed: 6/7/2022 9:31:54 PM Signed: 6/7/2022 9:34:02 PM Electronic Record and Signature Disclosure: Accepted: 6/7/2022 9:31:54 PM ID: d9937dd8-5fe4-4791-8ce9-05d160466bad Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Completed Signed by link sent to cheyenne.defee@cityofdenton.com Using IP Address: 198.49.140.104 Sent: 6/7/2022 9:34:05 PM Viewed: 6/29/2022 7:03:46 AM Signed: 6/29/2022 7:03:55 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Sara Hensley sara.hensley@cityofdenton.com City Manager City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Signed by link sent to sara.hensley@cityofdenton.com Using IP Address: 73.158.243.185 Signed using mobile Sent: 6/29/2022 7:03:59 AM Viewed: 6/29/2022 8:07:06 AM Signed: 6/29/2022 8:07:17 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Rosa Rios rosa.rios@cityofdenton.com City Secretary Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Signed by link sent to rosa.rios@cityofdenton.com Using IP Address: 198.49.140.10 Sent: 6/29/2022 8:07:20 AM Viewed: 6/29/2022 11:20:26 AM Signed: 6/29/2022 11:20:56 AM Electronic Record and Signature Disclosure: Accepted: 6/29/2022 11:20:26 AM ID: 9b759c42-b268-4036-80a0-9a41970edb73 In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Sent: 6/7/2022 5:05:54 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Gretna Jones gretna.jones@cityofdenton.com Legal Secretary City of Denton Security Level: Email, Account Authentication (None) Sent: 6/7/2022 9:34:05 PM Viewed: 6/8/2022 8:47:57 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign City Secretary Office citysecretary@cityofdenton.com Security Level: Email, Account Authentication (None) Sent: 6/29/2022 11:21:02 AM Viewed: 6/29/2022 12:53:58 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Tiffany Wei Tiffany.Wei@cityofdenton.com Business Information Analyst City of Denton Security Level: Email, Account Authentication (None) Sent: 6/29/2022 11:21:04 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Danny Thielen dthielen@axon.com Security Level: Email, Account Authentication (None) Sent: 6/29/2022 11:21:06 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 6/7/2022 5:05:12 PM Certified Delivered Security Checked 6/29/2022 11:20:26 AM Signing Complete Security Checked 6/29/2022 11:20:56 AM Completed Security Checked 6/29/2022 11:21:06 AM Payment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM Parties agreed to: Robert Driscoll, Frank Dixon, Rosa Rios How to contact City of Denton: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: purchasing@cityofdenton.com To advise City of Denton of your new e-mail address To let us know of a change in your e-mail address where we should send notices and disclosures electronically to you, you must send an email message to us at melissa.kraft@cityofdenton.com and in the body of such request you must state: your previous e-mail address, your new e-mail address. We do not require any other information from you to change your email address.. 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