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8033 - Amendment 1 Executed Docusign Transmittal Coversheet File Name Purchasing Contact Contract Expiration DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13 Ginny Brummett June 28, 2025 8033-Axon Fleet In-Car System Amendment 1 Procurement & Compliance 901 B Texas St., Denton, TX 76209  (940) 349-7100 OUR CORE VALUES Integrity  Fiscal Responsibility  Inclusion Transparency  Outstanding Customer Service July 1, 2022 Mr. Robert Driscoll Axon Enterprise, Inc. 17800 North 85th Street Scottsdale, Arizona 85255 Legal@axon.com Re: Letter Agreement to Amend (this “Amendment”) File 8033 – Axon Fleet In-Car Video System between the City of Denton (“COD”) and Axon Enterprises, Inc., dated June 28, 2022 (the “Contract”) – Amendment #1 Dear Mr. Driscoll, Thank you for being such a valued partner. By signing this Amendment below, COD and Axon Enterprises, Inc. agree that the Contract is hereby deemed amended to replace Exhibit C to the attached updated Schedule of Charges, Exhibit C. Except as amended by this Amendment, the Contract is not otherwise amended, and all other terms and conditions of the Contract remain in full force and effect, as amended hereby. This Amendment may be executed in any number of counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. Signatures transmitted electronically shall have the same effect as the delivery of original signatures. The City of Denton reserves the right to re-evaluate pricing as the market conditions change and can ask your firm to provide updated proposed pricing, including, but not limited to, a decrease in pricing, as a result of any such change. We look forward to future business with your firm. Regards, ____________________________ ___________________________ Ginny Brummett, Buyer Robert Driscoll, VP Associate Procurement and Compliance General Counsel City of Denton or Authorized Representative Axon Enterprises, Inc. DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13 Page 1 Q-388934-44740.777DT Q-388934-44740.777DT Issued: 06/28/2022 Quote Expiration: Estimated Contract Start Date: 08/01/2022 Account Number: 129364 Payment Terms: N30 Delivery Method: Fedex - Ground SHIP TO BILL TO SALES REPRESENTATIVE PRIMARY CONTACT Delivery-804 Texas St Denton Police Dept. - TX Danny Thielen Tiffany Wei 804 Texas St 215 E McKinney St Phone: (480) 434-8810 Phone: (940) 349-7816 Denton, TX 76209-4350 Denton, TX 76201-4229 Email: dthielen@axon.com Email: tiffany.wei@cityofdenton.com USA USA Fax: Fax: Email: Quote Summary Discount Summary Program Length 34.5 Months Average Savings Per Year $8,870.28 TOTAL COST $90,429.96 ESTIMATED TOTAL W/ TAX $90,429.96 TOTAL SAVINGS $25,502.04 Payment Summary Date Subtotal Tax Total Jul 2022 $55,047.60 $0.00 $55,047.60 Jul 2023 $17,691.18 $0.00 $17,691.18 Jul 2024 $17,691.18 $0.00 $17,691.18 Total $90,429.96 $0.00 $90,429.96 Axon Enterprise, Inc. 17800 N 85th St. Scottsdale, Arizona 85255 United States VAT: 86-0741227 Domestic: (800) 978-2737 International: +1.800.978.2737 DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13 Exhibit C Page 2 Q-388934-44740.777DT Quote List Price:$115,932.00 Quote Subtotal:$90,429.96 Pricing All deliverables are detailed in Delivery Schedules section lower in proposal Item Description Term Qty List Price Net Price Subtotal Tax Total Fleet 2 Unlimited 80410 FLEET, UNLIMITED STORAGE, 1 CAMERA 35m 24 $595.00 $409.27 $9,822.48 $0.00 $9,822.48 87050 FLEET VIEW XL LICENSE 35m 12 $1,015.00 $698.16 $8,377.92 $0.00 $8,377.92 71088 AXON FLEET 2 KIT 12 $1,560.00 $1,073.03 $12,876.36 $0.00 $12,876.36 72040 FLEET REFRESH, 2 CAMERA KIT 12 $2,643.00 $1,817.97 $21,815.64 $0.00 $21,815.64 80397 EXT WARRANTY, FLEET 2 KIT 24m 12 $156.00 $107.30 $1,287.60 $0.00 $1,287.60 Individual Items 11634 CRADLEPOINT IBR900-1200M-B-NPS+5YR NETCLOUD 12 $1,249.00 $1,249.00 $14,988.00 $0.00 $14,988.00 11595 FLEET ANT, AIRGAIN, 5-IN-1, 2LTE, 2WIFI, 1GNSS, MAG, BL 12 $325.00 $325.00 $3,900.00 $0.00 $3,900.00 72048 FLEET SIM INSERTION, ATT 12 $15.00 $15.00 $180.00 $0.00 $180.00 80179 FLEET 2 TAP TRUE-UP PAYMENT 26m 12 $1,508.00 $1,431.83 $17,181.96 $0.00 $17,181.96 Total $90,429.96 $0.00 $90,429.96 DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13 Page 3 Q-388934-44740.777DT Delivery Schedule Hardware Bundle Item Description QTY Estimated Delivery Date Fleet 2 Unlimited 71088 AXON FLEET 2 KIT 12 07/01/2022 A la Carte 11595 FLEET ANT, AIRGAIN, 5-IN-1, 2LTE, 2WIFI, 1GNSS, MAG, BL 12 07/01/2022 A la Carte 11634 CRADLEPOINT IBR900-1200M-B-NPS+5YR NETCLOUD 12 07/01/2022 A la Carte 72048 FLEET SIM INSERTION, ATT 12 07/01/2022 Fleet 2 Unlimited 72040 FLEET REFRESH, 2 CAMERA KIT 12 07/01/2027 Software Bundle Item Description QTY Estimated Start Date Estimated End Date Fleet 2 Unlimited 80410 FLEET, UNLIMITED STORAGE, 1 CAMERA 24 08/01/2022 06/15/2025 Fleet 2 Unlimited 87050 FLEET VIEW XL LICENSE 12 08/01/2022 06/15/2025 Warranties Bundle Item Description QTY Estimated Start Date Estimated End Date Fleet 2 Unlimited 80397 EXT WARRANTY, FLEET 2 KIT 12 07/01/2023 06/15/2025 DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13 Page 4 Q-388934-44740.777DT Payment Details Jul 2022 Invoice Plan Item Description Qty Subtotal Tax Total Year 1 - Upfront Payment 11595 FLEET ANT, AIRGAIN, 5-IN-1, 2LTE, 2WIFI, 1GNSS, MAG, BL 12 $3,900.00 $0.00 $3,900.00 Year 1 - Upfront Payment 11634 CRADLEPOINT IBR900-1200M-B-NPS+5YR NETCLOUD 12 $14,988.00 $0.00 $14,988.00 Year 1 - Upfront Payment 71088 AXON FLEET 2 KIT 12 $12,876.36 $0.00 $12,876.36 Year 1 - Upfront Payment 72040 FLEET REFRESH, 2 CAMERA KIT 12 $21,815.64 $0.00 $21,815.64 Year 1 - Upfront Payment 72048 FLEET SIM INSERTION, ATT 12 $180.00 $0.00 $180.00 Year 1 - Upfront Payment 80397 EXT WARRANTY, FLEET 2 KIT 12 $1,287.60 $0.00 $1,287.60 Total $55,047.60 $0.00 $55,047.60 Jul 2023 Invoice Plan Item Description Qty Subtotal Tax Total Year 2 80179 FLEET 2 TAP TRUE-UP PAYMENT 12 $8,590.98 $0.00 $8,590.98 Year 2 80410 FLEET, UNLIMITED STORAGE, 1 CAMERA 24 $4,911.24 $0.00 $4,911.24 Year 2 87050 FLEET VIEW XL LICENSE 12 $4,188.96 $0.00 $4,188.96 Total $17,691.18 $0.00 $17,691.18 Jul 2024 Invoice Plan Item Description Qty Subtotal Tax Total Year 3 80179 FLEET 2 TAP TRUE-UP PAYMENT 12 $8,590.98 $0.00 $8,590.98 Year 3 80410 FLEET, UNLIMITED STORAGE, 1 CAMERA 24 $4,911.24 $0.00 $4,911.24 Year 3 87050 FLEET VIEW XL LICENSE 12 $4,188.96 $0.00 $4,188.96 Total $17,691.18 $0.00 $17,691.18 DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13 Page 5 Q-388934-44740.777DT 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: AC65F09E-81BA-4F1C-B720-C662D266EF13 Page 6 Q-388934-44740.777DT \s1\\d1\ Signature Date Signed 6/28/2022 DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13 7/7/2022 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: AC65F09E-81BA-4F1C-B720-C662D266EF13 2 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 DocuSign Envelope ID: AC65F09E-81BA-4F1C-B720-C662D266EF13 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: AC65F09E-81BA-4F1C-B720-C662D266EF13 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: AC65F09E-81BA-4F1C-B720-C662D266EF13 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: AC65F09E-81BA-4F1C-B720-C662D266EF13 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: AC65F09E-81BA-4F1C-B720-C662D266EF13 Certificate Of Completion Envelope Id: AC65F09E81BA4F1CB720C662D266EF13 Status: Completed Subject: ***Purchasing Approval*** 8033 Axon Fleet In-Car System Amendment 1 Source Envelope: Document Pages: 14 Signatures: 5 Envelope Originator: Certificate Pages: 5 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: 198.49.140.10 Record Tracking Status: Original 7/6/2022 2:18:15 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) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Sent: 7/6/2022 2:44:50 PM Viewed: 7/6/2022 2:45:01 PM Signed: 7/6/2022 2:47:48 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 Using IP Address: 198.49.140.104 Sent: 7/6/2022 2:47:50 PM Viewed: 7/7/2022 8:59:30 AM Signed: 7/7/2022 8:59:42 AM 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 Using IP Address: 76.24.211.230 Sent: 7/7/2022 8:59:44 AM Viewed: 7/7/2022 9:10:10 AM Signed: 7/7/2022 9:20:15 AM Electronic Record and Signature Disclosure: 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 Using IP Address: 76.85.64.217 Signed using mobile Sent: 7/7/2022 9:20:17 AM Resent: 7/8/2022 12:08:49 PM Resent: 7/8/2022 4:20:01 PM Viewed: 7/8/2022 6:28:19 PM Signed: 7/8/2022 6:28:28 PM Electronic Record and Signature Disclosure: Accepted: 7/7/2022 9:53:55 AM ID: 79096015-4530-4cdd-a138-ae5504f9752e Signer Events Signature Timestamp Ginny Brummett ginny.brummett@cityofdenton.com Buyer City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.104 Sent: 7/8/2022 6:28:30 PM Viewed: 7/13/2022 9:36:56 AM Signed: 7/13/2022 9:37:55 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign 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: 7/13/2022 9:37:57 AM 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: 7/13/2022 9:37:57 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Danny Thielen dthielen@axon.com Security Level: Email, Account Authentication (None) Sent: 7/13/2022 9:37:57 AM Viewed: 7/13/2022 9:40:20 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 7/6/2022 2:44:50 PM Certified Delivered Security Checked 7/13/2022 9:36:56 AM Signing Complete Security Checked 7/13/2022 9:37:55 AM Completed Security Checked 7/13/2022 9:37:58 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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