14 Attachment 3 - Master Services and Purchasing Agreement v19.2 (Draft)Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal
Version: 19.2
Release Date: 11/29/2023 Page 1 of 41
This Master Services and Purchasing Agreement ("Agreement") is between Axon Enterprise, Inc. ("Axon"), and
the agency listed below or, if no agency is listed below, the agency on the Quote attached hereto ("Agency"). This
Agreement is effective as of the later of the (a) last signature date on this Agreement or (b) signature date on the Quote
("Effective Date"). Axon and Agency are each a "Party" and collectively "Parties". This Agreement governs Agency’s
purchase and use of the Axon Devices and Services detailed in the Quote Appendix ("Quote"). It is the intent of the
Parties that this Agreement will govern all subsequent purchases by Agency for the same Axon Devices and Services in
the Quote, and all such subsequent quotes accepted by Agency shall be also incorporated into this Agreement by
reference as a Quote. The Parties agree as follows:
1.Definitions.
1.1. "Axon Cloud Services" means Axon’s web services for Axon Evidence, Axon Records, Axon Dispatch, and
interactions between Axon Evidence and Axon Devices or Axon client software. Axon Cloud Service excludes
third-party applications, hardware warranties, and my.evidence.com.
1.2. "Axon Device" means all hardware provided by Axon under this Agreement. Axon-manufactured Devices are
a subset of Axon Devices.
1.3. "Quote" means an offer to sell and is only valid for devices and services on the offer at the specified prices.
Any inconsistent or supplemental terms within Agency’s purchase order in response to a Quote will be void.
Orders are subject to prior credit approval. Changes in the deployment estimated ship date may change
charges in the Quote. Shipping dates are estimates only. Axon is not responsible for typographical errors in
any Quote by Axon, and Axon reserves the right to cancel any orders resulting from such errors.
1.4. "Services" means all services provided by Axon under this Agreement, including software, Axon Cloud
Services, and professional services.
2.Term. This Agreement begins on the Effective Date and continues until all subscriptions hereunder have expired or
have been terminated ("Term").
2.1. All subscriptions including Axon Evidence, Axon Fleet, Officer Safety Plans, Technology Assurance Plans, and
TASER 7 or TASER 10 plans begin on the date stated in the Quote. Each subscription term ends upon
completion of the subscription stated in the Quote ("Subscription Term").
2.2. Upon completion of the Subscription Term, the Subscription Term will automatically renew for an additional 5
years ("Renewal Term"). For purchase of TASER 7 or TASER 10 as a standalone, Axon may increase pricing
to its then-current list pricing for any Renewal Term. For all other purchases, Axon may increase pricing on all
line items in the Quote by up to 3% at the beginning of each year of the Renewal Term. New devices and
services may require additional terms. Axon will not authorize services until Axon receives a signed Quote or
accepts a purchase order, whichever is first.
3.Payment. Axon invoices upon shipment, or on the date specified within the invoicing plan in the Quote. Payment is
due net 30 days from the invoice date. Payment obligations are non-cancelable. Unless otherwise prohibited by law,
Agency will pay interest on all past-due sums at the lower of one-and-a-half percent (1.5%) per month or the highest
rate allowed by law. Agency will pay invoices without setoff, deduction, or withholding. If Axon sends a past due
account to collections, Agency is responsible for collection and attorneys’ fees.
4.Taxes. Agency is responsible for sales and other taxes associated with the order unless Agency provides Axon a
valid tax exemption certificate.
5.Shipping. Axon may make partial shipments and ship Axon Devices from multiple locations. All shipments are EXW
(Incoterms 2020) via common carrier. Title and risk of loss pass to Agency upon Axon’s delivery to the common
carrier. Agency is responsible for any shipping charges in the Quote.
6.Returns. All sales are final. Axon does not allow refunds or exchanges, except warranty returns or as provided by
state or federal law.
7.Warranty.
7.1. Limited Warranty. Axon warrants that Axon-manufactured Devices are free from defects in workmanship and
materials for one (1) year from the date of Agency’s receipt, except Signal Sidearm and Axon-manufactured
accessories, which Axon warrants for thirty (30) months and ninety (90) days, respectively, from the date of
Agency’s receipt. Used conducted energy weapon ("CEW") cartridges are deemed to have operated properly.
Extended warranties run from the expiration of the one- (1-) year hardware warranty through the extended
warranty term.
7.2. Disclaimer. All software and Axon Cloud Services are provided "AS IS," without any warranty of any
kind, either express or implied, including without limitation the implied warranties of merchantability,
ATTACHMENT 3
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal
Version: 19.2
Release Date: 11/29/2023 Page 2 of 41
fitness for a particular purpose and non-infringement. Axon Devices and Services that are not
manufactured, published or performed by Axon ("Third-Party Products") are not covered by Axon’s
warranty and are only subject to the warranties of the third-party provider or manufacturer.
7.3. Claims. If Axon receives a valid warranty claim for an Axon-manufactured Device during the warranty term,
Axon’s sole responsibility is to repair or replace the Axon-manufactured Device with the same or like Axon-
manufactured Device, at Axon’s option. A replacement Axon-manufactured Device will be new or like new.
Axon will warrant the replacement Axon-manufactured Device for the longer of (a) the remaining warranty of
the original Axon-manufactured Device or (b) ninety (90) days from the date of repair or replacement.
7.3.1. If Agency exchanges an Axon Device or part, the replacement item becomes Agency’s property, and
the replaced item becomes Axon’s property. Before delivering an Axon-manufactured Device for
service, Agency must upload Axon-manufactured Device data to Axon Evidence or download it and
retain a copy. Axon is not responsible for any loss of software, data, or other information contained in
storage media or any part of the Axon-manufactured Device sent to Axon for service.
7.4. Spare Axon Devices. At Axon's reasonable discretion, Axon may provide Agency a predetermined number of
spare Axon Devices as detailed in the Quote ("Spare Axon Devices"). Spare Axon Devices are intended to
replace broken or non-functioning units while Agency submits the broken or non-functioning units, through
Axon’s warranty return process. Axon will repair or replace the unit with a replacement Axon Device. Title and
risk of loss for all Spare Axon Devices shall pass to Agency in accordance with shipping terms under Section
5. Axon assumes no liability or obligation in the event Agency does not utilize Spare Axon Devices for the
intended purpose.
7.5. Limitations. Axon’s warranty excludes damage related to: (a) failure to follow Axon Device use instructions;
(b) Axon Devices used with equipment not manufactured or recommended by Axon; (c) abuse, misuse, or
intentional damage to Axon Device; (d) force majeure; (e) Axon Devices repaired or modified by persons other
than Axon without Axon’s written permission; or (f) Axon Devices with a defaced or removed serial number.
Axon’s warranty will be void if Agency resells Axon Devices.
7.5.1. To the extent permitted by law, the above warranties and remedies are exclusive. Axon
disclaims all other warranties, remedies, and conditions, whether oral, written, statutory, or
implied. If statutory or implied warranties cannot be lawfully disclaimed, then such warranties
are limited to the duration of the warranty described above and by the provisions in this
Agreement. Agency confirms and agrees that, in deciding whether to sign this Agreement, it
has not relied on any statement or representation by Axon or anyone acting on behalf of Axon
related to the subject matter of this Agreement that is not in this Agreement.
7.5.2. Axon’s cumulative liability to any party for any loss or damage resulting from any claim,
demand, or action arising out of or relating to any Axon Device or Service will not exceed the
purchase price paid to Axon for the Axon Device, or if for Services, the amount paid for such
Services over the twelve (12) months preceding the claim. Neither Party will be liable for direct,
special, indirect, incidental, punitive or consequential damages, however caused, whether for
breach of warranty or contract, negligence, strict liability, tort or any other legal theory.
7.6. Online Support Platforms. Use of Axon's online support platforms (e.g., Axon Academy and MyAxon) is
governed by the Axon Online Support Platforms Terms of Use Appendix available at www.axon.com/sales-
terms-and-conditions.
7.7. Third-Party Software and Services. Use of software or services other than those provided by Axon is
governed by the terms, if any, entered into between Agency and the respective third-party provider, including,
without limitation, the terms applicable to such software or services located at www.axon.com/sales-terms-
and-conditions, if any.
7.8. Axon Aid. Upon mutual agreement between Axon and Agency, Axon may provide certain products and
services to Agency, as a charitable donation under the Axon Aid program. In such event, Agency expressly
waives and releases any and all claims, now known or hereafter known, against Axon and its officers, directors,
employees, agents, contractors, affiliates, successors, and assigns (collectively, "Releasees"), including but
not limited to, on account of injury, death, property damage, or loss of data, arising out of or attributable to the
Axon Aid program whether arising out of the negligence of any Releasees or otherwise. Agency agrees not to
make or bring any such claim against any Releasee, and forever release and discharge all Releasees from
liability under such claims. Agency expressly allows Axon to publicly announce its participation in Axon Aid and
use its name in marketing materials. Axon may terminate the Axon Aid program without cause immediately
upon notice to the Agency.
8. Statement of Work. Certain Axon Devices and Services, including Axon Interview Room, Axon Channel Services,
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal
Version: 19.2
Release Date: 11/29/2023 Page 3 of 41
and Axon Fleet, may require a Statement of Work that details Axon’s Service deliverables ("SOW"). In the event Axon
provides an SOW to Agency, Axon is only responsible for the performance of Services described in the SOW.
Additional services are out of scope. The Parties must document scope changes in a written and signed change
order. Changes may require an equitable adjustment in fees or schedule. The SOW is incorporated into this
Agreement by reference.
9. Axon Device Warnings. See www.axon.com/legal for the most current Axon Device warnings.
10. Design Changes. Axon may make design changes to any Axon Device or Service without notifying Agency or making
the same change to Axon Devices and Services previously purchased by Agency.
11. Bundled Offerings. Some offerings in bundled offerings may not be generally available at the time of Agency’s
purchase. Axon will not provide a refund, credit, or additional discount beyond what is in the Quote due to a delay of
availability or Agency’s election not to utilize any portion of an Axon bundle.
12. Insurance. Axon will maintain General Liability, Workers’ Compensation, and Automobile Liability insurance. Upon
request, Axon will supply certificates of insurance.
13. IP Rights. Axon owns and reserves all right, title, and interest in Axon-manufactured Devices and Services and
suggestions to Axon, including all related intellectual property rights. Agency will not cause any Axon proprietary rights
to be violated.
14. IP Indemnification. Axon will indemnify Agency against all claims, losses, and reasonable expenses from any third-
party claim alleging that the use of Axon-manufactured Devices or Services infringes or misappropriates the third-
party’s intellectual property rights. Agency must promptly provide Axon with written notice of such claim, tender to
Axon the defense or settlement of such claim at Axon’s expense and cooperate fully with Axon in the defense or
settlement of such claim. Axon’s IP indemnification obligations do not apply to claims based on (a) modification of
Axon-manufactured Devices or Services by Agency or a third-party not approved by Axon; (b) use of Axon-
manufactured Devices and Services in combination with hardware or services not approved by Axon; (c) use of Axon
Devices and Services other than as permitted in this Agreement; or (d) use of Axon software that is not the most
current release provided by Axon.
15. Agency Responsibilities. Agency is responsible for (a) Agency’s use of Axon Devices; (b) breach of this Agreement
or violation of applicable law by Agency or an Agency end user; (c) disputes between Agency and a third-party over
Agency’s use of Axon Devices; (d) ensuring Axon Devices are destroyed and disposed of securely and sustainably
at Agency’s cost; and (e) any regulatory violations or fines, as a result of improper destruction or disposal of Axon
Devices.
16. Termination.
16.1. For Breach. A Party may terminate this Agreement for cause if it provides thirty (30) days written notice of the
breach to the other Party, and the breach remains uncured at the end of thirty (30) days. If Agency terminates
this Agreement due to Axon’s uncured breach, Axon will refund prepaid amounts on a prorated basis based on
the effective date of termination.
16.2. By Agency. If sufficient funds are not appropriated or otherwise legally available to pay the fees, Agency may
terminate this Agreement. Agency will deliver notice of termination under this section as soon as reasonably
practicable.
16.3. Effect of Termination. Upon termination of this Agreement, Agency rights immediately terminate. Agency
remains responsible for all fees incurred before the effective date of termination. If Agency purchases Axon
Devices for less than the manufacturer’s suggested retail price ("MSRP") and this Agreement terminates before
the end of the Term, Axon will invoice Agency the difference between the MSRP for Axon Devices received,
including any Spare Axon Devices, and amounts paid towards those Axon Devices. Only if terminating for non-
appropriation, Agency may return Axon Devices to Axon within thirty (30) days of termination. MSRP is the
standalone price of the individual Axon Device at the time of sale. For bundled Axon Devices, MSRP is the
standalone price of all individual components.
17. Confidentiality. "Confidential Information" means nonpublic information designated as confidential or, given the
nature of the information or circumstances surrounding disclosure, should reasonably be understood to be
confidential. Each Party will take reasonable measures to avoid disclosure, dissemination, or unauthorized use of the
other Party’s Confidential Information. Unless required by law, neither Party will disclose the other Party’s Confidential
Information during the Term and for five (5) years thereafter. To the extent permissible by law, Axon pricing is
Confidential Information and competition sensitive. If Agency receives a public records request to disclose Axon
Confidential Information, to the extent allowed by law, Agency will provide notice to Axon before disclosure. Axon may
publicly announce information related to this Agreement.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal
Version: 19.2
Release Date: 11/29/2023 Page 4 of 41
18. General.
18.1. Force Majeure. Neither Party will be liable for any delay or failure to perform due to a cause beyond a Party’s
reasonable control.
18.2. Independent Contractors. The Parties are independent contractors. Neither Party has the authority to bind
the other. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary, or
employment relationship between the Parties.
18.3. Third-Party Beneficiaries. There are no third-party beneficiaries under this Agreement.
18.4. Non-Discrimination. Neither Party nor its employees will discriminate against any person based on race;
religion; creed; color; sex; gender identity and expression; pregnancy; childbirth; breastfeeding; medical
conditions related to pregnancy, childbirth, or breastfeeding; sexual orientation; marital status; age; national
origin; ancestry; genetic information; disability; veteran status; or any class protected by local, state, or federal
law.
18.5. Export Compliance. Each Party will comply with all import and export control laws and regulations.
18.6. Assignment. Neither Party may assign this Agreement without the other Party’s prior written consent. Axon
may assign this Agreement, its rights, or obligations without consent: (a) to an affiliate or subsidiary; or (b) for
purposes of financing, merger, acquisition, corporate reorganization, or sale of all or substantially all its assets.
This Agreement is binding upon the Parties respective successors and assigns.
18.7. Waiver. No waiver or delay by either Party in exercising any right under this Agreement constitutes a waiver
of that right.
18.8. Severability. If a court of competent jurisdiction holds any portion of this Agreement invalid or unenforceable,
the remaining portions of this Agreement will remain in effect.
18.9. Survival. The following sections will survive termination: Payment, Warranty, Axon Device Warnings,
Indemnification, IP Rights, and Agency Responsibilities.
18.10. Governing Law. The laws of the country, state, province, or municipality where Agency is physically located,
without reference to conflict of law rules, govern this Agreement and any dispute arising from it. The United
Nations Convention for the International Sale of Goods does not apply to this Agreement.
18.11. Notices. All notices must be in English. Notices posted on Agency’s Axon Evidence site are effective upon
posting. Notices by email are effective on the sent date of the email. Notices by personal delivery are effective
immediately. Notices to Agency shall be provided to the address on file with Axon. Notices to Axon shall be
provided to Axon Enterprise, Inc., Attn: Legal, 17800 North 85th Street, Scottsdale, Arizona 85255 with a copy
to legal@axon.com.
18.12 Entire Agreement. This Agreement, the Appendices, including any applicable Appendices not attached herein
for the products and services purchased, which are incorporated by reference and located in the Master
Purchasing and Services Agreement located at https://www.axon.com/sales-terms-and-conditions,Quote and
any SOW(s), represents the entire agreement between the Parties. This Agreement supersedes all prior
agreements or understandings, whether written or verbal, regarding the subject matter of this Agreement. This
Agreement may only be modified or amended in a writing signed by the Parties.
Each Party, by and through its respective representative authorized to execute this Agreement, has duly executed and
delivered this Agreement as of the date of signature.
AXON: AGENCY:
Axon Enterprise, Inc. ___________________________
Signature:
Signature:
Name: Name:
Title:
Title:
Date:
Date:
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 5 of 41
Axon Cloud Services Terms of Use Appendix
1. Definitions.
a. "Agency Content" is data uploaded into, ingested by, or created in Axon Cloud Services within
Agency’s tenant, including media or multimedia uploaded into Axon Cloud Services by Agency. Agency
Content includes Evidence but excludes Non-Content Data.
b. "Evidence" is media or multimedia uploaded into Axon Evidence as 'evidence' by an Agency. Evidence
is a subset of Agency Content.
c. "Non-Content Data" is data, configuration, and usage information about Agency’s Axon Cloud Services
tenant, Axon Devices and client software, and users that is transmitted or generated when using Axon
Devices. Non-Content Data includes data about users captured during account management and
customer support activities. Non-Content Data does not include Agency Content.
d. "Personal Data" means any information relating to an identified or identifiable natural person. An
identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to
an identifier such as a name, an identification number, location data, an online identifier or to one or
more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity
of that natural person.
2. Access. Upon Axon granting Agency a subscription to Axon Cloud Services, Agency may access and use Axon
Cloud Services to store and manage Agency Content. Agency may not exceed more end users than the Quote
specifies. Axon Air requires an Axon Evidence subscription for each drone operator. For Axon Evidence Lite,
Agency may access and use Axon Evidence only to store and manage TASER CEW and TASER CAM data
("TASER Data"). Agency may not upload non-TASER Data to Axon Evidence Lite.
3. Agency Owns Agency Content. Agency controls and owns all right, title, and interest in Agency Content. Except
as outlined herein, Axon obtains no interest in Agency Content, and Agency Content is not Axon’s business
records. Agency is solely responsible for uploading, sharing, managing, and deleting Agency Content. Axon will
only have access to Agency Content for the limited purposes set forth herein. Agency agrees to allow Axon
access to Agency Content to (a) perform troubleshooting, maintenance, or diagnostic screenings; and (b) enforce
this Agreement or policies governing use of the Axon products.
4. Security. Axon will implement commercially reasonable and appropriate measures to secure Agency Content
against accidental or unlawful loss, access or disclosure. Axon will maintain a comprehensive information security
program to protect Axon Cloud Services and Agency Content including logical, physical access, vulnerability,
risk, and configuration management; incident monitoring and response; encryption of uploaded digital evidence;
security education; and data protection. Axon agrees to the Federal Bureau of Investigation Criminal Justice
Information Services Security Addendum.
5. Agency Responsibilities. Agency is responsible for (a) ensuring Agency owns Agency Content; (b) ensuring
no Agency Content or Agency end user’s use of Agency Content or Axon Cloud Services violates this Agreement
or applicable laws; and (c) maintaining necessary computer equipment and Internet connections for use of Axon
Cloud Services. If Agency becomes aware of any violation of this Agreement by an end user, Agency will
immediately terminate that end user’s access to Axon Cloud Services.
a. Agency will also maintain the security of end usernames and passwords and security and access by end
users to Agency Content. Agency is responsible for ensuring the configuration and utilization of Axon
Cloud Services meet applicable Agency regulation and standards. Agency may not sell, transfer, or
sublicense access to any other entity or person. Agency shall contact Axon immediately if an
unauthorized party may be using Agency’s account or Agency Content, or if account information is lost
or stolen.
b. To the extent Agency uses the Axon Cloud Services to interact with YouTube®, such use may be
governed by the YouTube Terms of Service, available at
https://www.youtube.com/static?template=terms.
6. Privacy. Agency’s use of Axon Cloud Services is subject to the Axon Cloud Services Privacy Policy, a current
version of which is available at https://www.axon.com/legal/cloud-services-privacy-policy. Agency agrees to allow
Axon access to Non-Content Data from Agency to (a) perform troubleshooting, maintenance, or diagnostic
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 6 of 41
screenings; (b) provide, develop, improve, and support current and future Axon products and related services;
and (c) enforce this Agreement or policies governing the use of Axon products.
7. Axon Body 3 Wi-Fi Positioning. Axon Body 3 cameras offer a feature to enhance location services where
GPS/GNSS signals may not be available, for instance, within buildings or underground. Agency administrators
can manage their choice to use this service within the administrative features of Axon Cloud Services. If Agency
chooses to use this service, Axon must also enable the usage of the feature for Agency’s Axon Cloud Services
tenant. Agency will not see this option with Axon Cloud Services unless Axon has enabled Wi-Fi Positioning for
Agency’s Axon Cloud Services tenant. When Wi-Fi Positioning is enabled by both Axon and Agency, Non-
Content and Personal Data will be sent to Skyhook Holdings, Inc. ("Skyhook") to facilitate the Wi-Fi Positioning
functionality. Data controlled by Skyhook is outside the scope of the Axon Cloud Services Privacy Policy and is
subject to the Skyhook Services Privacy Policy.
8. Storage. For Axon Unlimited Device Storage subscriptions, Agency may store unlimited data in Agency's Axon
Evidence account only if data originates from Axon Capture or the applicable Axon Device. Axon may charge
Agency additional fees for exceeding purchased storage amounts. Axon may place Agency Content that Agency
has not viewed or accessed for six (6) months into archival storage. Agency Content in archival storage will not
have immediate availability and may take up to twenty-four (24) hours to access.
For Third-Party Unlimited Storage the following restrictions apply: (i) it may only be used in conjunction with a
valid Axon’s Evidence.com user license; (ii) is limited to data of the law enforcement agency that purchased the
Third-Party Unlimited Storage and the Axon’s Evidence.com end user or Agency is prohibited from storing data
for other law enforcement agencies; and (iii) Agency may only upload and store data that is directly related to:
(1) the investigation of, or the prosecution of a crime; (2) common law enforcement activities; or (3) any Agency
Content created by Axon Devices or Evidence.com.
9. Location of Storage. Axon may transfer Agency Content to third-party subcontractors for storage. Axon will
determine the locations of data centers for storage of Agency Content. For United States agencies, Axon will
ensure all Agency Content stored in Axon Cloud Services remains within the United States. Ownership of Agency
Content remains with Agency.
10. Suspension. Axon may temporarily suspend Agency’s or any end user’s right to access or use any portion or all
of Axon Cloud Services immediately upon notice, if Agency or end user’s use of or registration for Axon Cloud
Services may (a) pose a security risk to Axon Cloud Services or any third-party; (b) adversely impact Axon Cloud
Services, the systems, or content of any other customer; (c) subject Axon, Axon’s affiliates, or any third-party to
liability; or (d) be fraudulent. Agency remains responsible for all fees incurred through suspension. Axon will not
delete Agency Content because of suspension, except as specified in this Agreement.
11. Axon Cloud Services Warranty. Axon disclaims any warranties or responsibility for data corruption or errors
before Agency uploads data to Axon Cloud Services.
12. Axon Records. Axon Records is the software-as-a-service product that is generally available at the time Agency
purchases an OSP 7 or OSP 10 bundle. During Agency’s Axon Records Subscription Term, if any, Agency will
be entitled to receive Axon’s Update and Upgrade releases on an if-and-when available basis.
a. The Axon Records Subscription Term will end upon the completion of the Axon Records Subscription
as documented in the Quote, or if purchased as part of an OSP 7 or OSP 10 bundle, upon completion
of the OSP 7 or OSP 10 Term ("Axon Records Subscription")
b. An "Update" is a generally available release of Axon Records that Axon makes available from time to
time. An "Upgrade" includes (i) new versions of Axon Records that enhance features and functionality,
as solely determined by Axon; and/or (ii) new versions of Axon Records that provide additional features
or perform additional functions. Upgrades exclude new products that Axon introduces and markets as
distinct products or applications.
c. New or additional Axon products and applications, as well as any Axon professional services needed to
configure Axon Records, are not included. If Agency purchases Axon Records as part of a bundled
offering, the Axon Record subscription begins on the later of the (1) start date of that bundled offering,
or (2) date Axon provisions Axon Records to Agency.
d. Users of Axon Records at the Agency may upload files to entities (incidents, reports, cases, etc) in Axon
Records with no limit to the number of files and amount of storage. Notwithstanding the foregoing, Axon
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 7 of 41
may limit usage should the Agency exceed an average rate of one-hundred (100) GB per user per year
of uploaded files. Axon will not bill for overages.
13. Axon Cloud Services Restrictions. Agency and Agency end users (including employees, contractors, agents,
officers, volunteers, and directors), may not, or may not attempt to:
a. copy, modify, tamper with, repair, or create derivative works of any part of Axon Cloud Services;
b. reverse engineer, disassemble, or decompile Axon Cloud Services or apply any process to derive any
source code included in Axon Cloud Services, or allow others to do the same;
c. access or use Axon Cloud Services with the intent to gain unauthorized access, avoid incurring fees or
exceeding usage limits or quotas;
d. use trade secret information contained in Axon Cloud Services, except as expressly permitted in this
Agreement;
e. access Axon Cloud Services to build a competitive device or service or copy any features, functions, or
graphics of Axon Cloud Services;
f. remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and
trademark notices) of Axon’s or Axon’s licensors on or within Axon Cloud Services; or
g. use Axon Cloud Services to store or transmit infringing, libelous, or other unlawful or tortious material;
material in violation of third-party privacy rights; or malicious code.
14. After Termination. Axon will not delete Agency Content for ninety (90) days following termination. There will be
no functionality of Axon Cloud Services during these ninety (90) days other than the ability to retrieve Agency
Content. Agency will not incur additional fees if Agency downloads Agency Content from Axon Cloud Services
during this time. Axon has no obligation to maintain or provide Agency Content after these ninety (90) days and
will thereafter, unless legally prohibited, delete all Agency Content. Upon request, Axon will provide written proof
that Axon successfully deleted and fully removed all Agency Content from Axon Cloud Services.
15. Post-Termination Assistance. Axon will provide Agency with the same post-termination data retrieval
assistance that Axon generally makes available to all customers. Requests for Axon to provide additional
assistance in downloading or transferring Agency Content, including requests for Axon’s data egress service, will
result in additional fees and Axon will not warrant or guarantee data integrity or readability in the external system.
16. U.S. Government Rights. If Agency is a U.S. Federal department or using Axon Cloud Services on behalf of a
U.S. Federal department, Axon Cloud Services is provided as a "commercial item," "commercial computer
software," "commercial computer software documentation," and "technical data", as defined in the Federal
Acquisition Regulation and Defense Federal Acquisition Regulation Supplement. If Agency is using Axon Cloud
Services on behalf of the U.S. Government and these terms fail to meet the U.S. Government’s needs or are
inconsistent in any respect with federal law, Agency will immediately discontinue use of Axon Cloud Services.
17. Survival. Upon any termination of this Agreement, the following sections in this Appendix will survive: Agency
Owns Agency Content, Privacy, Storage, Axon Cloud Services Warranty, and Axon Cloud Services Restrictions.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 8 of 41
Axon Customer Experience Improvement Program Appendix
1. Axon Customer Experience Improvement Program (ACEIP). The ACEIP is designed to accelerate Axon’s
development of technology, such as building and supporting automated features, to ultimately increase safety within
communities and drive efficiency in public safety. To this end, subject to the limitations on Axon as described below,
Axon, where allowed by law, may make limited use of Agency Content from all of its customers to provide, develop,
improve, and support current and future Axon products (collectively, "ACEIP Purposes"). However, at all times, Axon
will comply with its obligations pursuant to the Axon Cloud Services Terms of Use Appendix to maintain a
comprehensive data security program (including compliance with the CJIS Security Policy for Criminal Justice
Information), privacy program, and data governance policy, including high industry standards of de-identifying
Personal Data, to enforce its security and privacy obligations for the ACEIP. ACEIP has 2 tiers of participation, Tier
1 and Tier 2. By default, Agency will be a participant in ACEIP Tier 1. If Agency does not want to participate in ACEIP
Tier 1, Agency can revoke its consent at any time. If Agency wants to participate in Tier 2, as detailed below, Agency
can check the ACEIP Tier 2 box below. If Agency does not want to participate in ACEIP Tier 2, Agency should leave
box unchecked. At any time, Agency may revoke its consent to ACEIP Tier 1, Tier 2, or both Tiers.
2. ACEIP Tier 1.
2.1. When Axon uses Agency Content for the ACEIP Purposes, Axon will extract from Agency Content and may
store separately copies of certain segments or elements of the Agency Content (collectively, "ACEIP Content").
When extracting ACEIP Content, Axon will use commercially reasonable efforts to aggregate, transform or de-
identify Agency Content so that the extracted ACEIP Content is no longer reasonably capable of being
associated with, or could reasonably be linked directly or indirectly to a particular individual ("Privacy
Preserving Technique(s)"). For illustrative purposes, some examples are described in footnote 11. For clarity,
ACEIP Content will still be linked indirectly, with an attribution, to the Agency from which it was extracted. This
attribution will be stored separately from the data itself, but is necessary for and will be solely used to enable
Axon to identify and delete all ACEIP Content upon Agency request. Once de-identified, ACEIP Content may
then be further modified, analyzed, and used to create derivative works. At any time, Agency may revoke the
consent granted herein to Axon to access and use Agency Content for ACEIP Purposes. Within 30 days of
receiving the Agency’s request, Axon will no longer access or use Agency Content for ACEIP Purposes and
will delete any and all ACEIP Content. Axon will also delete any derivative works which may reasonably be
capable of being associated with, or could reasonably be linked directly or indirectly to Agency. In addition, if
Axon uses Agency Content for the ACEIP Purposes, upon request, Axon will make available to Agency a list
of the specific type of Agency Content being used to generate ACEIP Content, the purpose of such use, and
the retention, privacy preserving extraction technique, and relevant data protection practices applicable to the
Agency Content or ACEIP Content ("Use Case"). From time to time, Axon may develop and deploy new Use
Cases. At least 30 days prior to authorizing the deployment of any new Use Case, Axon will provide Agency
notice (by updating the list of Use Case at https://www.axon.com/aceip and providing Agency with a mechanism
to obtain notice of that update or another commercially reasonable method to Agency designated contact)
("New Use Case").
2.2. Expiration of ACEIP Tier 1. Agency consent granted herein will expire upon termination of the Agreement. In
accordance with section 1.1.1, within 30 days of receiving the Agency’s request, Axon will no longer access or
use Agency Content for ACEIP Purposes and will delete ACEIP Content. Axon will also delete any derivative
works which may reasonably be capable of being associated with, or could reasonably be linked directly or
indirectly to, Agency.
3. ACEIP Tier 2. In addition to ACEIP Tier 1, if Agency wants to help further improve Axon’s services, Agency may
choose to participate in Tier 2 of the ACEIP. ACEIP Tier 2 grants Axon certain additional rights to use Agency Content,
in addition to those set forth in Tier 1 above, without the guaranteed deployment of a Privacy Preserving Technique
1 For example; (a) when extracting specific text to improve automated transcription capabilities, text that could be used to directly identify
a particular individual would not be extracted, and extracted text would be disassociated from identifying metadata of any speakers, and
the extracted text would be split into individual words and aggregated with other data sources (including publicly available data) to
remove any reasonable ability to link any specific text directly or indirectly back to a particular individual; (b) when extracting license
plate data to improve Automated License Plate Recognition (ALPR) capabilities, individual license plate characters would be extracted
and disassociated from each other so a complete plate could not be reconstituted, and all association to other elements of the source
video, such as the vehicle, location, time, and the surrounding environment would also be removed; (c) when extracting audio of potential
acoustic events (such as glass breaking or gun shots), very short segments (<1 second) of audio that only contains the likely acoustic
events would be extracted and all human utterances would be removed.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 9 of 41
to enable product development, improvement, and support that cannot be accomplished with aggregated,
transformed, or de-identified data.
☐ Check this box if Agency wants to help further improve Axon’s services by participating in ACEIP Tier 2 in addition to
Tier 1. Axon will not enroll Agency into ACEIP Tier 2 until Axon and Agency agree to terms in writing providing for such
participation in ACEIP Tier 2.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 10 of 41
Professional Services Appendix
If any of the Professional Services specified below are included on the Quote, this Appendix applies.
1. Utilization of Services. Agency must use professional services as outlined in the Quote and this Appendix within six
(6) months of the Effective Date.
2. Axon Full Service (Axon Full Service). Axon Full Service includes advance remote project planning and
configuration support and up to four (4) consecutive days of on-site service and a professional services manager to
work with Agency to assess Agency’s deployment and determine which on-site services are appropriate. If Agency
requires more than four (4) consecutive on-site days, Agency must purchase additional days. Axon Full Service
options include:
System set up and configuration
• Instructor-led setup of Axon View on smartphones (if applicable)
• Configure categories and custom roles based on Agency need
• Register cameras to Agency domain • Troubleshoot IT issues with Axon Evidence and Axon Dock ("Dock") access
• One on-site session included
Dock configuration
• Work with Agency to decide the ideal location of Docks and set configurations on Dock
• Authenticate Dock with Axon Evidence using admin credentials from Agency
• On-site assistance, not to include physical mounting of docks
Best practice implementation planning session • Provide considerations for the establishment of video policy and system operations best practices based
on Axon’s observations with other agencies
• Discuss the importance of entering metadata in the field for organization purposes and other best
practices for digital data management
• Provide referrals of other agencies using the Axon camera devices and Axon Evidence
• Recommend rollout plan based on review of shift schedules
System Admin and troubleshooting training sessions
Step-by-step explanation and assistance for Agency’s configuration of security, roles & permissions, categories &
retention, and other specific settings for Axon Evidence
Axon instructor training (Train the Trainer)
Training for Agency’s in-house instructors who can support Agency’s Axon camera and Axon Evidence training
needs after Axon has fulfilled its contractual on-site obligations
Evidence sharing training
Tailored workflow instruction for Investigative Units on sharing Cases and Evidence with local prosecuting
agencies
End user go-live training and support sessions • Assistance with device set up and configuration
• Training on device use, Axon Evidence, and Evidence Sync
Implementation document packet
Axon Evidence administrator guides, camera implementation guides, network setup guide, sample policies, and
categories & roles guide
Post go-live review
3. Body-Worn Camera Starter Service (Axon Starter). Axon Starter includes advance remote project planning and
configuration support and one (1) day of on-site Services and a professional services manager to work closely with
Agency to assess Agency’s deployment and determine which Services are appropriate. If Agency requires more than
one (1) day of on-site Services, Agency must purchase additional on-site Services. The Axon Starter options include:
System set up and configuration (Remote Support)
• Instructor-led setup of Axon View on smartphones (if applicable)
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 11 of 41
• Configure categories & custom roles based on Agency need
• Troubleshoot IT issues with Axon Evidence and Dock access
Dock configuration
• Work with Agency to decide the ideal location of Dock setup and set configurations on Dock
• Authenticate Dock with Axon Evidence using "Administrator" credentials from Agency
• Does not include physical mounting of docks
Axon instructor training (Train the Trainer)
Training for Agency’s in-house instructors who can support Agency’s Axon camera and Axon Evidence training
needs after Axon’s has fulfilled its contracted on-site obligations
End user go-live training and support sessions
• Assistance with device set up and configuration • Training on device use, Axon Evidence, and Evidence Sync
Implementation document packet
Axon Evidence administrator guides, camera implementation guides, network setup guide, sample policies, and
categories & roles guide
4. Body-Worn Camera Virtual 1-Day Service (Axon Virtual). Axon Virtual includes all items in the BWC Starter
Service Package, except one (1) day of on-site services.
5. CEW Services Packages. CEW Services Packages are detailed below:
System set up and configuration
• Configure Axon Evidence categories & custom roles based on Agency need.
• Troubleshoot IT issues with Axon Evidence.
• Register users and assign roles in Axon Evidence.
• For the CEW Full Service Package: On-site assistance included
• For the CEW Starter Package: Virtual assistance included
Dedicated Project Manager
Assignment of specific Axon representative for all aspects of planning the rollout (Project Manager). Ideally, Project
Manager will be assigned to Agency 4–6 weeks before rollout
Best practice implementation planning session to include:
• Provide considerations for the establishment of CEW policy and system operations best practices based
on Axon’s observations with other agencies
• Discuss the importance of entering metadata and best practices for digital data management
• Provide referrals to other agencies using TASER CEWs and Axon Evidence
• For the CEW Full Service Package: On-site assistance included
• For the CEW Starter Package: Virtual assistance included
System Admin and troubleshooting training sessions
On-site sessions providing a step-by-step explanation and assistance for Agency’s configuration of security, roles
& permissions, categories & retention, and other specific settings for Axon Evidence
Axon Evidence Instructor training
• Provide training on the Axon Evidence to educate instructors who can support Agency’s subsequent Axon
Evidence training needs.
• For the CEW Full Service Package: Training for up to 3 individuals at Agency
• For the CEW Starter Package: Training for up to 1 individual at Agency
TASER CEW inspection and device assignment
Axon’s on-site professional services team will perform functions check on all new TASER CEW Smart weapons
and assign them to a user on Axon Evidence.
Post go-live review
For the CEW Full Service Package: On-site assistance included.
For the CEW Starter Package: Virtual assistance included.
6. Smart Weapon Transition Service. The Smart Weapon Transition Service includes:
Archival of CEW Firing Logs
Axon’s on-site professional services team will upload CEW firing logs to Axon Evidence from all TASER CEW
Smart Weapons that Agency is replacing with newer Smart Weapon models.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 12 of 41
Return of Old Weapons
Axon’s on-site professional service team will ship all old weapons back to Axon’s headquarters.
Axon will provide Agency with a Certificate of Destruction
*Note: CEW Full Service packages for TASER 7 or TASER 10 include Smart Weapon Transition Service instead of
1-Day Device Specific Instructor Course.
7. VR Services Package. VR Service includes advance remote project planning and configuration support and one (1)
day of on-site service and a professional services manager to work with Agency to assess Agency's deployment and
determine which Services are appropriate. The VR Service training options include:
System set up and configuration (Remote Support)
• Instructor-led setup of Axon VR headset content
• Configure agency settings based on Agency need
• Troubleshoot IT issues with Axon VR headset
Axon instructor training (Train the Trainer)
Training for up to five (5) Agency's in-house instructors who can support Agency's Axon VR CET and SIM
training needs after Axon’s has fulfilled its contracted on-site obligations
Classroom and practical training sessions
Step-by-step explanation and assistance for Agency's configuration of Axon VR CET and SIM functionality,
basic operation, and best practices
8. Axon Air, On-Site Training. Axon Air, On-Site training includes advance remote project planning and configuration
support and one (1) day of on-site Services and a professional services manager to work closely with Agency to
assess Agency's deployment and determine which Services are appropriate. If Agency's requires more than one (1)
day of on-site Services, Agency must purchase additional on-site Services. The Axon Air, On-Site training options
include:
System set up and configuration (Remote Support)
• Instructor-led setup of Axon Air App (ASDS)
• Configure agency settings based on Agency need
• Configure drone controller
• Troubleshoot IT issues with Axon Evidence
Axon instructor training (Train the Trainer)
Training for Agency's in-house instructors who can support Agency's Axon Air and Axon Evidence
training needs after Axon’s has fulfilled its contracted on-site obligations
Classroom and practical training sessions
Step-by-step explanation and assistance for Agency's configuration of Axon Respond+ livestreaming
functionality, basic operation, and best practices
9. Axon Air, Virtual Training. Axon Air, Virtual training includes all items in the Axon Air, On-Site Training Package,
except the practical training session, with the Axon Instructor training for up to four hours virtually.
10. Signal Sidearm Installation Service.
a. Purchases of 50 SSA units or more: Axon will provide one (1) day of on-site service and one
professional services manager and will provide train the trainer instruction, with direct assistance on the
first of each unique holster/mounting type. Agency is responsible for providing a suitable work/training
area.
b. Purchases of less than 50 SSA units: Axon will provide a 1-hour virtual instruction session on the
basics of installation and device calibration.
11. Out of Scope Services. Axon is only responsible to perform the professional services described in the Quote and
this Appendix. Any additional professional services are out of scope. The Parties must document scope changes in
a written and signed change order. Changes may require an equitable adjustment in the charges or schedule.
12. Delivery of Services. Axon personnel will work Monday through Friday, 8:30 a.m. to 5:30 p.m., except holidays.
Axon will perform all on-site tasks over a consecutive timeframe. Axon will not charge Agency travel time by Axon
personnel to Agency premises as work hours.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 13 of 41
13. Access Computer Systems to Perform Services. Agency authorizes Axon to access relevant Agency computers
and networks, solely for performing the Services. Axon will work to identify as soon as reasonably practicable
resources and information Axon expects to use and will provide an initial itemized list to Agency. Agency is responsible
for and assumes the risk of any problems, delays, losses, claims, or expenses resulting from the content, accuracy,
completeness, and consistency of all data, materials, and information supplied by Agency.
14. Site Preparation. Axon will provide a hardcopy or digital copy of current user documentation for the Axon Devices
("User Documentation"). User Documentation will include all required environmental specifications for the
professional services and Axon Devices to operate per the Axon Device User Documentation. Before installation of
Axon Devices (whether performed by Agency or Axon), Agency must prepare the location(s) where Axon Devices are
to be installed ("Installation Site") per the environmental specifications in the Axon Device User Documentation.
Following installation, Agency must maintain the Installation Site per the environmental specifications. If Axon
modifies Axon Device User Documentation for any Axon Devices under this Agreement, Axon will provide the update
to Agency when Axon generally releases it
15. Acceptance. When Axon completes professional services, Axon will present an acceptance form ("Acceptance
Form") to Agency. Agency will sign the Acceptance Form acknowledging completion. If Agency reasonably believes
Axon did not complete the professional services in substantial conformance with this Agreement, Agency must notify
Axon in writing of the specific reasons for rejection within seven (7) calendar days from delivery of the Acceptance
Form. Axon will address the issues and re-present the Acceptance Form for signature. If Axon does not receive the
signed Acceptance Form or written notification of reasons for rejection within seven (7) calendar days of delivery of
the Acceptance Form, Axon will deem Agency to have accepted the professional services.
16. Agency Network. For work performed by Axon transiting or making use of Agency’s network, Agency is solely
responsible for maintenance and functionality of the network. In no event will Axon be liable for loss, damage, or
corruption of Agency’s network from any cause.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 14 of 41
Technology Assurance Plan Appendix
If Technology Assurance Plan ("TAP") or a bundle including TAP is on the Quote, this appendix applies.
1. TAP Warranty. The TAP warranty is an extended warranty that starts at the end of the one- (1-) year hardware limited
warranty.
2. Officer Safety Plan. If Agency purchases an Officer Safety Plan ("OSP"), Agency will receive the deliverables
detailed in the Quote. Agency must accept delivery of the TASER CEW and accessories as soon as available from
Axon.
3. OSP 7 or OSP 10 Term. OSP 7 or OSP 10 begins on the date specified in the Quote ("OSP Term").
4. TAP BWC Upgrade. If Agency has no outstanding payment obligations and purchased TAP, Axon will provide Agency
a new Axon body-worn camera ("BWC Upgrade") as scheduled in the Quote. If Agency purchased TAP, Axon will
provide a BWC Upgrade that is the same or like Axon Device, at Axon’s option. Axon makes no guarantee the BWC
Upgrade will utilize the same accessories or Axon Dock.
5. TAP Dock Upgrade. If Agency has no outstanding payment obligations and purchased TAP, Axon will provide Agency
a new Axon Dock as scheduled in the Quote ("Dock Upgrade"). Accessories associated with any Dock Upgrades
are subject to change at Axon discretion. Dock Upgrades will only include a new Axon Dock bay configuration unless
a new Axon Dock core is required for BWC compatibility. If Agency originally purchased a single-bay Axon Dock, the
Dock Upgrade will be a single-bay Axon Dock model that is the same or like Axon Device, at Axon’s option. If Agency
originally purchased a multi-bay Axon Dock, the Dock Upgrade will be a multi-bay Axon Dock that is the same or like
Axon Device, at Axon’s option.
6. Upgrade Delay. Axon may ship the BWC and Dock Upgrades as scheduled in the Quote without prior confirmation
from Agency unless the Parties agree in writing otherwise at least ninety (90) days in advance. Axon may ship the
final BWC and Dock Upgrade as scheduled in the Quote sixty (60) days before the end of the Subscription Term
without prior confirmation from Agency.
7. Upgrade Change. If Agency wants to upgrade Axon Device models from the current Axon Device to an upgraded
Axon Device, Agency must pay the price difference between the MSRP for the current Axon Device and the MSRP
for the upgraded Axon Device. If the model Agency desires has an MSRP less than the MSRP of the offered BWC
Upgrade or Dock Upgrade, Axon will not provide a refund. The MSRP is the MSRP in effect at the time of the upgrade.
8. Return of Original Axon Device. Within thirty (30) days of receiving a BWC or Dock Upgrade, Agency must return
the original Axon Devices to Axon or destroy the Axon Devices and provide a certificate of destruction to Axon
including serial numbers for the destroyed Axon Devices. If Agency does not return or destroy the Axon Devices,
Axon will deactivate the serial numbers for the Axon Devices received by Agency.
9. Termination. If Agency’s payment for TAP, OSP, or Axon Evidence is more than thirty (30) days past due, Axon may
terminate TAP or OSP. Once TAP or OSP terminates for any reason:
9.1. TAP and OSP coverage terminate as of the date of termination and no refunds will be given.
9.2. Axon will not and has no obligation to provide the Upgrade Models.
9.3. Agency must make any missed payments due to the termination before Agency may purchase any future TAP
or OSP.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 15 of 41
TASER 7 Appendix
This TASER 7 Appendix applies to Agency’s TASER 7, OSP 7, or OSP 7 Plus purchase from Axon, if applicable.
1. Duty Cartridge Replenishment Plan. If the Quote includes "Duty Cartridge Replenishment Plan", Agency must
purchase the plan for each CEW user. A CEW user includes officers that use a CEW in the line of duty and those that
only use a CEW for training. Agency may not resell cartridges received. Axon will only replace cartridges used in the
line of duty.
2. Training. If the Quote includes a training voucher, Agency must use the voucher within one (1) year of issuance, or
the voucher will be void. Axon will issue Agency a voucher annually beginning on the start of the TASER Subscription
Term. The voucher has no cash value. Agency cannot exchange it for another device or service. Unless stated in the
Quote, the voucher does not include travel expenses and will be Agency’s responsibility. If the Quote includes Axon
Online Training or Virtual Reality Content Empathy Development for Autism/Schizophrenia (collectively, "Training
Content"), Agency may access Training Content. Axon will deliver all Training Content electronically.
3. TASER Upgrade. If Agency purchases Axon’s 10-year certification program for Axon’s latest version of its TASER
energy weapon ("Certification Program") and has no outstanding payment obligations as of the beginning of the sixth
(6th) year of the Certification Program, Agency will qualify for an upgrade to any subsequent version of the Certification
Program ("CEW Upgrade"). Agency will receive the CEW Upgrade at no additional cost, only to the extent such
subsequent version of the Certification Program includes the same products or features as the Certification Program
purchased by Agency. If Agency wants to upgrade to a Certification Program that includes additional products or
features, Agency will pay the additional cost associated with such products and features. For the avoidance of doubt,
Agency is not required to upgrade to any subsequent version of the Certification Program. Axon may ship the CEW
Upgrade as scheduled in the Quote without prior confirmation from agency unless the Parties agree in writing
otherwise at least ninety (90) days in advance. If necessary to maintain compatibility among Axon Devices, within
thirty (30) days of receiving the CEW Upgrade, Agency must, if requested by Axon, return all hardware and related
accessories received in connection with the Certification Program to Axon. In such event, Agency must ship batteries
via ground shipping or in accordance with federal regulations in place at the time of the return. Axon will pay shipping
costs for the return if Agency uses Axon’s RMA process.
4. Extended Warranty. If the Quote includes an extended warranty, the extended warranty coverage period warranty
will be for a five- (5-) year term, which includes the hardware manufacturer’s warranty plus the four- (4-) year extended
term.
5. Trade-in. If the Quote contains a discount on CEW-related line items, including items related to OSP, then that
discount may only be applied as a trade-in credit, and Agency must return used hardware and accessories associated
with the discount ("Trade-In Units") to Axon. Agency must ship batteries via ground shipping. Axon will pay shipping
costs of the return. If Axon does not receive Trade-In Units within the timeframe below, Axon will invoice Agency the
value of the trade-in credit. Agency may not destroy Trade-In Units and receive a trade-in credit.
Agency Size Days to Return from Start Date of TASER 7 Subscription
Less than 100 officers 30 days
100 to 499 officers 90 days
500+ officers 180 days
6. TASER 7 Subscription Term. The TASER 7 Subscription Term for a standalone TASER 7 purchase begins on
shipment of the TASER 7 hardware. The TASER 7 Subscription Term for OSP 7 begins on the OSP 7 start date.
7. Access Rights. Upon Axon granting Agency a TASER 7 Axon Evidence subscription, Agency may access and use
Axon Evidence for the storage and management of data from TASER 7 CEW devices during the TASER 7
Subscription Term. Agency may not exceed the number of end users the Quote specifies.
8. Privacy. Axon will not disclose Agency Content or any information about Agency except as compelled by a court or
administrative body or required by any law or regulation. Axon will give notice if any disclosure request is received for
Agency Content, so Agency may file an objection with the court or administrative body.
9. Termination. If payment for TASER 7 is more than thirty (30) days past due, Axon may terminate Agency’s TASER
7 plan by notifying Agency. Upon termination for any reason, then as of the date of termination:
9.1. TASER 7 extended warranties and access to Training Content will terminate. No refunds will be given.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 16 of 41
9.2. Axon will invoice Agency the remaining MSRP for TASER 7 products received before termination. If terminating
for non-appropriations, Axon will not invoice Agency if Agency returns the CEW, rechargeable battery, holster,
dock, core, training suits, and unused cartridges to Axon within thirty (30) days of the date of termination.
9.3. Agency will be responsible for payment of any missed payments due to the termination before being allowed
to purchase any future TASER 7 plan.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 17 of 41
TASER 10 Appendix
This TASER 10 Appendix applies to Agency’s TASER 10, OSP 10, OSP Plus, or OSP 10 Plus Premium purchase from
Axon, if applicable.
1. Duty Cartridge Replenishment Plan. If the Quote includes "Duty Cartridge Replenishment Plan", Agency must
purchase the plan for each CEW user. A CEW user includes officers that use a CEW in the line of duty and those that
only use a CEW for training. Agency may not resell cartridges received. Axon will only replace cartridges used in the
line of duty.
2. Training. If the Quote includes a training voucher, Agency must use the voucher within one (1) year of issuance, or
the voucher will be void. Axon will issue Agency a voucher annually beginning on the start of the TASER Subscription
Term. The voucher has no cash value. Agency cannot exchange it for another device or service. Unless stated in the
Quote, the voucher does not include travel expenses and will be Agency’s responsibility. If the Quote includes Axon
Online Training or Virtual Reality Content Empathy Development for Autism/Schizophrenia (collectively, "Training
Content"), Agency may access Training Content. Axon will deliver all Training Content electronically.
3. Extended Warranty. If the Quote includes an extended warranty, the extended warranty coverage period warranty
will be for a five- (5-) year term, which includes the hardware manufacturer’s warranty plus the four- (4-) year extended
term.
4. Trade-in. If the Quote contains a discount on CEW-related line items, including items related to OSP, then that
discount may only be applied as a trade-in credit, and Agency must return used hardware and accessories associated
with the discount ("Trade-In Units") to Axon. Agency must ship batteries via ground shipping. Axon will pay shipping
costs of the return. If Axon does not receive Trade-In Units within the timeframe below, Axon will invoice Agency the
value of the trade-in credit. Agency may not destroy Trade-In Units and receive a trade-in credit.
Agency Size Days to Return from Start Date of TASER 10 Subscription
Less than 100 officers 60 days
100 to 499 officers 90 days
500+ officers 180 days
5. TASER 10 Subscription Term. The TASER 10 Subscription Term for a standalone TASER 10 purchase begins on
shipment of the TASER 10 hardware. The TASER 10 Subscription Term for OSP 10 begins on the OSP 10 start date.
6. Access Rights. Upon Axon granting Agency a TASER 10 Axon Evidence subscription, Agency may access and use
Axon Evidence for the storage and management of data from TASER 10 CEW devices during the TASER 10
Subscription Term. Agency may not exceed the number of end users the Quote specifies.
7. Agency Warranty. If Agency is located in the US, Agency warrants and acknowledges that TASER 10 is classified
as a firearm and is being acquired for official Agency use pursuant to a law enforcement agency transfer under the
Gun Control Act of 1968.
8. Purchase Order. To comply with applicable laws and regulations, Agency must provide a purchase order to Axon
prior to shipment of TASER 10.
9. Apollo Grant (US only). If Agency has received an Apollo Grant from Axon, Agency must pay all fees in the Quote
prior to upgrading to any new TASER CEW offered by Axon.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 18 of 41
Axon Auto-Tagging Appendix
If Auto-Tagging is included on the Quote, this Appendix applies.
1. Scope. Axon Auto-Tagging consists of the development of a module to allow Axon Evidence to interact with Agency’s
Computer-Aided Dispatch ("CAD") or Records Management Systems ("RMS"). This allows end users to auto-
populate Axon video meta-data with a case ID, category, and location-based on data maintained in Agency’s CAD or
RMS.
2. Support. For thirty (30) days after completing Auto-Tagging Services, Axon will provide up to five (5) hours of remote
support at no additional charge. Axon will provide free support due to a change in Axon Evidence, if Agency maintains
an Axon Evidence and Auto-Tagging subscription. Axon will not provide support if a change is required because
Agency changes its CAD or RMS.
3. Changes. Axon is only responsible to perform the Services in this Appendix. Any additional Services are out of scope.
The Parties must document scope changes in a written and signed change order. Changes may require an equitable
adjustment in fees or schedule.
4. Agency Responsibilities. Axon’s performance of Auto-Tagging Services requires Agency to:
4.1. Make available relevant systems, including Agency’s current CAD or RMS, for assessment by Axon (including
remote access if possible);
4.2. Make required modifications, upgrades or alterations to Agency’s hardware, facilities, systems and networks
related to Axon’s performance of Auto-Tagging Services;
4.3. Provide access to the premises where Axon is performing Auto-Tagging Services, subject to Agency safety and
security restrictions, and allow Axon to enter and exit the premises with laptops and materials needed to
perform Auto-Tagging Services;
4.4. Provide all infrastructure and software information (TCP/IP addresses, node names, network configuration)
necessary for Axon to provide Auto-Tagging Services;
4.5. Promptly install and implement any software updates provided by Axon;
4.6. Ensure that all appropriate data backups are performed;
4.7. Provide assistance, participation, and approvals in testing Auto-Tagging Services;
4.8. Provide Axon with remote access to Agency’s Axon Evidence account when required;
4.9. Notify Axon of any network or machine maintenance that may impact the performance of the module at Agency;
and
4.10. Ensure reasonable availability of knowledgeable staff and personnel to provide timely, accurate, complete, and
up-to-date documentation and information to Axon.
5. Access to Systems. Agency authorizes Axon to access Agency’s relevant computers, network systems, and CAD
or RMS solely for performing Auto-Tagging Services. Axon will work diligently to identify the resources and information
Axon expects to use and will provide an initial list to Agency. Agency is responsible for and assumes the risk of any
problems, delays, losses, claims, or expenses resulting from the content, accuracy, completeness, and consistency
of all data, materials, and information supplied by Agency.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 19 of 41
Axon Fleet Appendix
If Axon Fleet is included on the Quote, this Appendix applies.
1. Agency Responsibilities.
1.1. Agency must ensure its infrastructure and vehicles adhere to the minimum requirements to operate Axon Fleet
2 or Axon Fleet 3 (collectively, "Axon Fleet") as established by Axon during the qualifier call and on-site
assessment at Agency and in any technical qualifying questions. If Agency’s representations are inaccurate, the
Quote is subject to change.
1.2. Agency is responsible for providing a suitable work area for Axon or Axon third-party providers to install Axon
Fleet systems into Agency vehicles. Agency is responsible for making available all vehicles for which installation
services were purchased, during the agreed upon onsite installation dates, Failure to make vehicles available
may require an equitable adjustment in fees or schedule.
2. Cradlepoint. If Agency purchases Cradlepoint Enterprise Cloud Manager, Agency will comply with Cradlepoint’s end
user license agreement. The term of the Cradlepoint license may differ from the Axon Evidence Subscription. If
Agency requires Cradlepoint support, Agency will contact Cradlepoint directly.
3. Third-party Installer. Axon will not be liable for the failure of Axon Fleet hardware to operate per specifications if
such failure results from installation not performed by, or as directed by Axon.
4. Wireless Offload Server.
4.1. License Grant. Axon grants Agency a non-exclusive, royalty-free, worldwide, perpetual license to use Wireless
Offload Server ("WOS"). "Use" means storing, loading, installing, or executing WOS solely for data
communication with Axon Devices for the number of licenses purchased. The WOS term begins upon the start
of the Axon Evidence Subscription.
4.2. Restrictions. Agency may not: (a) modify, alter, tamper with, repair, or create derivative works of WOS; (b)
reverse engineer, disassemble, or decompile WOS, apply any process to derive the source code of WOS, or
allow others to do so; (c) access or use WOS to avoid incurring fees or exceeding usage limits; (d) copy WOS
in whole or part; (e) use trade secret information contained in WOS; (f) resell, rent, loan or sublicense WOS;
(g) access WOS to build a competitive device or service or copy any features, functions or graphics of WOS;
or (h) remove, alter or obscure any confidentiality or proprietary rights notices (including copyright and
trademark notices) of Axon or Axon’s licensors on or within WOS.
4.3. Updates. If Agency purchases WOS maintenance, Axon will make updates and error corrections to WOS
("WOS Updates") available electronically via the Internet or media as determined by Axon. Agency is
responsible for establishing and maintaining adequate Internet access to receive WOS Updates and
maintaining computer equipment necessary for use of WOS. The Quote will detail the maintenance term.
4.4. WOS Support. Upon request by Axon, Agency will provide Axon with access to Agency’s store and forward
servers solely for troubleshooting and maintenance.
5. Axon Vehicle Software.
5.1. License Grant. Axon grants Agency a non-exclusive, royalty-free, worldwide, perpetual license to use ViewXL
or Dashboard (collectively, "Axon Vehicle Software".) "Use" means storing, loading, installing, or executing
Axon Vehicle Software solely for data communication with Axon Devices. The Axon Vehicle Software term
begins upon the start of the Axon Evidence Subscription.
5.2. Restrictions. Agency may not: (a) modify, alter, tamper with, repair, or create derivative works of Axon Vehicle
Software; (b) reverse engineer, disassemble, or decompile Axon Vehicle Software, apply any process to derive
the source code of Axon Vehicle Software, or allow others to do so; (c) access or use Axon Vehicle Software
to avoid incurring fees or exceeding usage limits; (d) copy Axon Vehicle Software in whole or part; (e) use trade
secret information contained in Axon Vehicle Software; (f) resell, rent, loan or sublicense Axon Vehicle
Software; (g) access Axon Vehicle Software to build a competitive device or service or copy any features,
functions or graphics of Axon Vehicle Software; or (h) remove, alter or obscure any confidentiality or proprietary
rights notices (including copyright and trademark notices) of Axon or Axon’s licensors on or within Axon Vehicle
Software.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 20 of 41
6. Acceptance Checklist. If Axon provides services to Agency pursuant to any statement of work in connection with
Axon Fleet, within seven (7) days of the date on which Agency retrieves Agency's vehicle(s) from the Axon installer,
said vehicle having been installed and configured with tested and fully and properly operational in-car hardware and
software identified above, Agency will receive a Professional Services Acceptance Checklist to submit to Axon
indicating acceptance or denial of said deliverables.
7. Axon Fleet Upgrade. If Agency has no outstanding payment obligations and has purchased the "Fleet Technology
Assurance Plan" (Fleet TAP), Axon will provide Agency with the same or like model of Fleet hardware ("Axon Fleet
Upgrade") as scheduled on the Quote.
7.1. If Agency would like to change models for the Axon Fleet Upgrade, Agency must pay the difference between
the MSRP for the offered Axon Fleet Upgrade and the MSRP for the model desired. The MSRP is the MSRP
in effect at the time of the upgrade. Agency is responsible for the removal of previously installed hardware and
installation of the Axon Fleet Upgrade.
7.2. Within thirty (30) days of receiving the Axon Fleet Upgrade, Agency must return the original Axon Devices to
Axon or destroy the Axon Devices and provide a certificate of destruction to Axon, including serial numbers of
the destroyed Axon Devices. If Agency does not destroy or return the Axon Devices to Axon, Axon will
deactivate the serial numbers for the Axon Devices received by Agency.
8. Axon Fleet Termination. Axon may terminate Agency’s Fleet subscription for non-payment. Upon any termination:
8.1. Axon Fleet subscription coverage terminates, and no refunds will be given.
8.2. Axon will not and has no obligation to provide the Axon Fleet Upgrade.
8.3. Agency will be responsible for payment of any missed payments due to the termination before being allowed
to purchase any future Fleet TAP.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 21 of 41
Axon Respond Appendix
This Axon Respond Appendix applies to both Axon Respond and Axon Respond Plus, if either is included on the Quote.
1. Axon Respond Subscription Term. If Agency purchases Axon Respond as part of a bundled offering, the Axon
Respond subscription begins on the later of the (1) start date of that bundled offering, or (2) date Axon provisions
Axon Respond to Agency. If Agency purchases Axon Respond as a standalone, the Axon Respond subscription
begins the later of the (1) date Axon provisions Axon Respond to Agency, or (2) first day of the month following the
Effective Date. The Axon Respond subscription term will end upon the completion of the Axon Evidence Subscription
associated with Axon Respond.
2. Scope of Axon Respond. The scope of Axon Respond is to assist Agency with real-time situational awareness
during critical incidents to improve officer safety, effectiveness, and awareness. In the event Agency uses Axon
Respond outside this scope, Axon may initiate good-faith discussions with Agency on upgrading Agency’s Axon
Respond to better meet Agency’s needs.
3. Axon Body 3 LTE Requirements. Axon Respond is only available and usable with an LTE enabled body-worn
camera. Axon is not liable if Agency utilizes the LTE device outside of the coverage area or if the LTE carrier is
unavailable. LTE coverage is only available in the United States, including any U.S. territories. Axon may utilize a
carrier of Axon’s choice to provide LTE service. Axon may change LTE carriers during the Term without Agency’s
consent.
4. Axon Fleet 3 LTE Requirements. Axon Respond is only available and usable with a Fleet 3 system configured with
LTE modem and service. Agency is responsible for providing LTE service for the modem. Coverage and availability
of LTE service is subject to Agency’s LTE carrier.
5. Axon Respond Service Limitations. Agency acknowledges that LTE service is made available only within the
operating range of the networks. Service may be temporarily refused, interrupted, or limited because of: (a) facilities
limitations; (b) transmission limitations caused by atmospheric, terrain, other natural or artificial conditions adversely
affecting transmission, weak batteries, system overcapacity, movement outside a service area or gaps in coverage
in a service area, and other causes reasonably outside of the carrier’s control such as intentional or negligent acts of
third parties that damage or impair the network or disrupt service; or (c) equipment modifications, upgrades,
relocations, repairs, and other similar activities necessary for the proper or improved operation of service.
5.1. With regard to Axon Body 3, Partner networks are made available as-is and the carrier makes no warranties
or representations as to the availability or quality of roaming service provided by carrier partners, and the carrier
will not be liable in any capacity for any errors, outages, or failures of carrier partner networks. Agency expressly
understands and agrees that it has no contractual relationship whatsoever with the underlying wireless service
provider or its affiliates or contractors and Agency is not a third-party beneficiary of any agreement between
Axon and the underlying carrier.
6. Termination. Upon termination of this Agreement, or if Agency stops paying for Axon Respond or bundles that include
Axon Respond, Axon will end Axon Respond services, including any Axon-provided LTE service.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 22 of 41
Add-on Services Appendix
This Appendix applies if Axon Community Request, Axon Redaction Assistant, and/or Axon Performance are included on
the Quote.
1. Subscription Term. If Agency purchases Axon Community Request, Axon Redaction Assistant, or Axon
Performance as part of OSP 7 or OSP 10, the subscription begins on the later of the (1) start date of the OSP 7 or
OSP 10 Term, or (2) date Axon provisions Axon Community Request Axon Redaction Assistant, or Axon Performance
to Agency.
1.1. If Agency purchases Axon Community Request, Axon Redaction Assistant, or Axon Performance as a
standalone, the subscription begins the later of the (1) date Axon provisions Axon Community Request, Axon
Redaction Assistant, or Axon Performance to Agency, or (2) first day of the month following the Effective Date.
1.2. The subscription term will end upon the completion of the Axon Evidence Subscription associated with the add-
on.
2. Axon Community Request Storage. For Axon Community Request, Agency may store an unlimited amount of data
submitted through the public portal ("Portal Content"), within Agency’s Axon Evidence instance. The post-termination
provisions outlined in the Axon Cloud Services Terms of Use Appendix also apply to Portal Content.
3. Performance Auto-Tagging Data. In order to provide some features of Axon Performance to Agency, Axon will need
to store call for service data from Agency’s CAD or RMS.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 23 of 41
Axon Auto-Transcribe Appendix
This Appendix applies if Axon Auto-Transcribe is included on the Quote.
1. Subscription Term. If Agency purchases Axon Auto-Transcribe as part of a bundle or Axon Cloud Services
subscription, the subscription begins on the later of the (1) start date of the bundle or Axon Cloud Services license
term, or (2) date Axon provisions Axon Auto-Transcribe to Agency. If Agency purchases Axon Auto-Transcribe
minutes as a standalone, the subscription begins on the date Axon provisions Axon Auto-Transcribe to Agency.
1.1. If Agency cancels Auto-Transcribe services, any amounts owed by the Parties will be based on the amount of
time passed under the annual subscription, rather than on the number of minutes used, regardless of usage.
2. Auto-Transcribe A-La-Carte Minutes. Upon Axon granting Agency a set number of minutes, Agency may utilize
Axon Auto-Transcribe, subject to the number of minutes allowed on the Quote. Agency will not have the ability to roll
over unused minutes to future Auto-Transcribe terms. Axon may charge Agency additional fees for exceeding the
number of purchased minutes. Axon Auto-Transcribe minutes expire one year after being provisioned to Agency by
Axon.
3. Axon Unlimited Transcribe. Upon Axon granting Agency an Unlimited Transcribe subscription to Axon Auto-
Transcribe, Agency may utilize Axon Auto-Transcribe with no limit on the number of minutes. Unlimited Transcribe
includes automatic transcription of all Axon BWC and Axon Capture footage. With regard to Axon Interview Room,
Axon Fleet, Axon Citizen, or third-party transcription, transcription must be requested on demand. Notwithstanding
the foregoing, Axon may limit usage after 5,000 minutes per user per month for multiple months in a row. Axon will
not bill for overages.
4. Warranty. Axon disclaims all warranties, express or implied, for Axon Auto-Transcribe.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 24 of 41
Axon Virtual Reality Content Terms of Use Appendix
If Virtual Reality is included on the Quote, this Appendix applies.
1. Term. The Quote will detail the products and license duration, as applicable, of the goods, services, and software,
and contents thereof, provided by Axon to Agency related to virtual reality (collectively, "Virtual Reality Media").
2. Headsets. Agency may purchase additional virtual reality headsets from Axon. In the event Agency decides to
purchase additional virtual reality headsets for use with Virtual Reality Media, Agency must purchase those headsets
from Axon.
3. License Restrictions. All licenses will immediately terminate if Agency does not comply with any term of this
Agreement. If Agency utilizes more users than stated in this Agreement, Agency must purchase additional Virtual
Reality Media licenses from Axon. Agency may not use Virtual Reality Media for any purpose other than as expressly
permitted by this Agreement. Agency may not:
3.1. modify, tamper with, repair, or otherwise create derivative works of Virtual Reality Media;
3.2. reverse engineer, disassemble, or decompile Virtual Reality Media or apply any process to derive the source
code of Virtual Reality Media, or allow others to do the same;
3.3. copy Virtual Reality Media in whole or part, except as expressly permitted in this Agreement;
3.4. use trade secret information contained in Virtual Reality Media;
3.5. resell, rent, loan or sublicense Virtual Reality Media;
3.6. access Virtual Reality Media to build a competitive device or service or copy any features, functions, or graphics
of Virtual Reality Media; or
3.7. remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and trademark
notices) of Axon or Axon’s licensors on or within Virtual Reality Media or any copies of Virtual Reality Media.
4. Privacy. Agency’s use of the Virtual Reality Media is subject to the Axon Virtual Reality Privacy Policy, a current
version of which is available at https://www.axon.com/axonvrprivacypolicy.
5. Termination. Axon may terminate Agency’s license immediately for Agency’s failure to comply with any of the terms
in this Agreement.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 25 of 41
Axon Evidence Local Software Appendix
This Appendix applies if Axon Evidence Local is included on the Quote.
1. License. Axon owns all executable instructions, images, icons, sound, and text in Axon Evidence Local. All rights are
reserved to Axon. Axon grants a non-exclusive, royalty-free, worldwide right and license to use Axon Evidence Local.
"Use" means storing, loading, installing, or executing Axon Evidence Local exclusively for data communication with
an Axon Device. Agency may use Axon Evidence Local in a networked environment on computers other than the
computer it installs Axon Evidence Local on, so long as each execution of Axon Evidence Local is for data
communication with an Axon Device. Agency may make copies of Axon Evidence Local for archival purposes only.
Axon shall retain all copyright, trademark, and proprietary notices in Axon Evidence Local on all copies or adaptations.
2. Term. The Quote will detail the duration of the Axon Evidence Local license, as well as any maintenance. The term
will begin upon installation of Axon Evidence Local.
3. License Restrictions. All licenses will immediately terminate if Agency does not comply with any term of this
Agreement. Agency may not use Axon Evidence Local for any purpose other than as expressly permitted by this
Agreement. Agency may not:
3.1. modify, tamper with, repair, or otherwise create derivative works of Axon Evidence Local;
3.2. reverse engineer, disassemble, or decompile Axon Evidence Local or apply any process to derive the source
code of Axon Evidence Local, or allow others to do the same;
3.3. access or use Axon Evidence Local to avoid incurring fees or exceeding usage limits or quotas;
3.4. copy Axon Evidence Local in whole or part, except as expressly permitted in this Agreement;
3.5. use trade secret information contained in Axon Evidence Local;
3.6. resell, rent, loan or sublicense Axon Evidence Local;
3.7. access Axon Evidence Local to build a competitive device or service or copy any features, functions, or
graphics of Axon Evidence Local; or
3.8. remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and trademark
notices) of Axon or Axon’s licensors on or within Axon Evidence Local or any copies of Axon Evidence Local.
4. Support. Axon may make available updates and error corrections ("Updates") to Axon Evidence Local. Axon will
provide Updates electronically via the Internet or media as determined by Axon. Agency is responsible for establishing
and maintaining adequate access to the Internet to receive Updates. Agency is responsible for maintaining the
computer equipment necessary to use Axon Evidence Local. Axon may provide technical support of a prior
release/version of Axon Evidence Local for six (6) months from when Axon made the subsequent release/version
available.
5. Termination. Axon may terminate Agency’s license immediately for Agency’s failure to comply with any of the terms
in this Agreement. Upon termination, Axon may disable Agency’s right to login to Axon Evidence Local.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 26 of 41
Axon Application Programming Interface Appendix
This Appendix applies if Axon’s API Services are included on the Quote.
1. Definitions.
1.1. "API Client" means the software that acts as the interface between Agency’s computer and the server, which
is already developed or to be developed by Agency.
1.2. "API Interface" means software implemented by Agency to configure Agency’s independent API Client
Software to operate in conjunction with the API Service for Agency’s authorized Use.
1.3. "Axon Evidence Partner API, API or Axon API" (collectively "API Service") means Axon’s API which provides
a programmatic means to access data in Agency’s Axon Evidence account or integrate Agency’s Axon
Evidence account with other systems.
1.4. "Use" means any operation on Agency’s data enabled by the supported API functionality.
2. Purpose and License.
2.1. Agency may use API Service and data made available through API Service, in connection with an API Client
developed by Agency. Axon may monitor Agency’s use of API Service to ensure quality, improve Axon devices
and services, and verify compliance with this Agreement. Agency agrees to not interfere with such monitoring
or obscure from Axon Agency’s use of API Service. Agency will not use API Service for commercial use.
2.2. Axon grants Agency a non-exclusive, non-transferable, non-sublicensable, worldwide, revocable right and
license during the Term to use API Service, solely for Agency’s Use in connection with Agency’s API Client.
2.3. Axon reserves the right to set limitations on Agency’s use of the API Service, such as a quota on operations,
to ensure stability and availability of Axon’s API. Axon will use reasonable efforts to accommodate use beyond
the designated limits.
3. Configuration. Agency will work independently to configure Agency’s API Client with API Service for Agency’s
applicable Use. Agency will be required to provide certain information (such as identification or contact details) as
part of the registration. Registration information provided to Axon must be accurate. Agency will inform Axon promptly
of any updates. Upon Agency’s registration, Axon will provide documentation outlining API Service information.
4. Agency Responsibilities. When using API Service, Agency and its end users may not:
4.1. use API Service in any way other than as expressly permitted under this Agreement;
4.2. use in any way that results in, or could result in, any security breach to Axon;
4.3. perform an action with the intent of introducing any viruses, worms, defect, Trojan horses, malware, or any
items of a destructive nature to Axon Devices and Services;
4.4. interfere with, modify, disrupt or disable features or functionality of API Service or the servers or networks
providing API Service;
4.5. reverse engineer, decompile, disassemble, or translate or attempt to extract the source code from API Service
or any related software;
4.6. create an API Interface that functions substantially the same as API Service and offer it for use by third parties;
4.7. provide use of API Service on a service bureau, rental or managed services basis or permit other individuals
or entities to create links to API Service;
4.8. frame or mirror API Service on any other server, or wireless or Internet-based device;
4.9. make available to a third-party, any token, key, password or other login credentials to API Service;
4.10. take any action or inaction resulting in illegal, unauthorized or improper purposes; or
4.11. disclose Axon’s API manual.
5. API Content. All content related to API Service, other than Agency Content or Agency’s API Client content, is
considered Axon’s API Content, including:
5.1. the design, structure and naming of API Service fields in all responses and requests;
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 27 of 41
5.2. the resources available within API Service for which Agency takes actions on, such as evidence, cases, users,
or reports;
5.3. the structure of and relationship of API Service resources; and
5.4. the design of API Service, in any part or as a whole.
6. Prohibitions on API Content. Neither Agency nor its end users will use API content returned from the API Interface
to:
6.1. scrape, build databases, or otherwise create permanent copies of such content, or keep cached copies longer
than permitted by the cache header;
6.2. copy, translate, modify, create a derivative work of, sell, lease, lend, convey, distribute, publicly display, or
sublicense to any third-party;
6.3. misrepresent the source or ownership; or
6.4. remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and trademark
notices).
7. API Updates. Axon may update or modify the API Service from time to time ("API Update"). Agency is required to
implement and use the most current version of API Service and to make any applicable changes to Agency’s API
Client required as a result of such API Update. API Updates may adversely affect how Agency’s API Client access or
communicate with API Service or the API Interface. Each API Client must contain means for Agency to update API
Client to the most current version of API Service. Axon will provide support for one (1) year following the release of
an API Update for all depreciated API Service versions.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 28 of 41
Advanced User Management Appendix
This Appendix applies if Axon Advanced User Management is included on the Quote.
1. Scope. Advanced User Management allows Agency to (a) utilize bulk user creation and management, (b) automate
user creation and management through System for Cross-domain Identity Management ("SCIM"), and (c) automate
group creation and management through SCIM.
2. Advanced User Management Configuration. Agency will work independently to configure Agency’s Advanced User
Management for Agency’s applicable Use. Upon request, Axon will provide general guidance to Agency, including
documentation that details the setup and configuration process.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 29 of 41
Axon Channel Services Appendix
This Appendix applies if Agency purchases Axon Channel Service, as set forth on the Quote.
1. Definitions.
1.1. "Axon Digital Evidence Management System" means Axon Evidence or Axon Evidence Local, as specified
in the attached Channel Services Statement of Work.
1.2. "Active Channel" means a third-party system that is continuously communicating with an Axon Digital
Evidence Management System.
1.3. "Inactive Channel" means a third-party system that will have a one-time communication to an Axon Digital
Evidence Management System.
2. Scope. Agency currently has a third-party system or data repository from which Agency desires to share data with
Axon Digital Evidence Management. Axon will facilitate the transfer of Agency’s third-party data into an Axon Digital
Evidence Management System or the transfer of Agency data out of an Axon Digital Evidence Management System
as defined in the Channel Services Statement of Work ("Channel Services SOW"). Channel Services will not delete
any Agency Content. Agency is responsible for verifying all necessary data is migrated correctly and retained per
Agency policy.
3. Changes. Axon is only responsible to perform the Services described in this Appendix and Channel Services SOW.
Any additional services are out of scope. The Parties must document scope changes in a written and signed change
order. Changes may require an equitable adjustment in the charges or schedule.
4. Purpose and Use. Agency is responsible for verifying Agency has the right to share data from and provide access
to third-party system as it relates to the Services described in this Appendix and the Channel Services SOW. For
Active Channels, Agency is responsible for any changes to a third-party system that may affect the functionality of
the channel service. Any additional work required for the continuation of the Service may require additional fees. An
Axon Field Engineer may require access to Agency’s network and systems to perform the Services described in the
Channel Services SOW. Agency is responsible for facilitating this access per all laws and policies applicable to
Agency.
5. Project Management. Axon will assign a Project Manager to work closely with Agency’s project manager and project
team members and will be responsible for completing the tasks required to meet all contract deliverables on time and
budget.
6. Warranty. Axon warrants that it will perform the Channel Services in a good and workmanlike manner.
7. Monitoring. Axon may monitor Agency’s use of Channel Services to ensure quality, improve Axon devices and
services, prepare invoices based on the total amount of data migrated, and verify compliance with this Agreement.
Agency agrees not to interfere with such monitoring or obscure from Axon Agency’s use of channel services.
8. Agency’s Responsibilities. Axon’s successful performance of the Channel Services requires Agency:
8.1. Make available its relevant systems for assessment by Axon (including making these systems available to
Axon via remote access);
8.2. Provide access to the building facilities and where Axon is to perform the Channel Services, subject to safety
and security restrictions imposed by the Agency (including providing security passes or other necessary
documentation to Axon representatives performing the Channel Services permitting them to enter and exit
Agency premises with laptop personal computers and any other materials needed to perform the Channel
Services);
8.3. Provide all necessary infrastructure and software information (TCP/IP addresses, node names, and network
configuration) for Axon to provide the Channel Services;
8.4. Ensure all appropriate data backups are performed;
8.5. Provide Axon with remote access to the Agency’s network and third-party systems when required for Axon to
perform the Channel Services;
8.6. Notify Axon of any network or machine maintenance that may impact the performance of the Channel Services;
and
8.7. Ensure the reasonable availability by phone or email of knowledgeable staff, personnel, system administrators,
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 30 of 41
and operators to provide timely, accurate, complete, and up-to-date documentation and information to Axon
(these contacts are to provide background information and clarification of information required to perform the
Channel Services).
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 31 of 41
VIEVU Data Migration Appendix
This Appendix applies if Agency purchases Migration services, as set forth on the Quote.
1. Scope. Agency currently has legacy data in the VIEVU solution from which Agency desires to move to Axon Evidence.
Axon will work with Agency to copy legacy data from the VIEVU solution into Axon Evidence ("Migration"). Before
Migration, Agency and Axon will work together to develop a Statement of Work ("Migration SOW") to detail all
deliverables and responsibilities. The Migration will require the availability of Agency resources. Such resources will
be identified in the SOW. On-site support during Migration is not required. Upon Agency’s request, Axon will provide
on-site support for an additional fee. Any request for on-site support will need to be pre-scheduled and is subject to
Axon’s resource availability.
1.1. A small amount of unexposed data related to system information will not be migrated from the VIEVU solution
to Axon Evidence. Upon request, some of this data can be manually exported before Migration and provided
to Agency. The Migration SOW will provide further detail.
2. Changes. Axon is only responsible to perform the Services described in this Appendix and Migration SOW. Any
additional services are out of scope. The Parties must document scope changes in a written and signed change order.
Changes may require an equitable adjustment in the charges or schedule.
3. Project Management. Axon will assign a Project Manager to work closely with Agency’s project manager and project
team members and will be responsible for completing the tasks required to meet all contract deliverables on time and
budget.
4. Downtime. There may be downtime during the Migration. The duration of the downtime will depend on the amount
of data that Agency is migrating. Axon will work with Agency to minimize any downtime. Any VIEVU mobile application
will need to be disabled upon Migration.
5. Functionality Changes. Due to device differences between the VIEVU solution and the Axon’s Axon Evidence
solution, there may be functionality gaps that will not allow for all migrated data to be displayed the same way in the
user interface after Migration.
6. Acceptance. Once the Migration is complete, Axon will notify Agency and provide an acceptance form. Agency is
responsible for verifying that the scope of the project has been completed and all necessary data is migrated correctly
and retained per Agency policy. Agency will have ninety (90) days to provide Axon acceptance that the Migration was
successful, or Axon will deem the Migration accepted.
6.1. In the event Agency does not accept the Migration, Agency agrees to notify Axon within a reasonable time.
Agency also agrees to allow Axon a reasonable time to resolve any issue. In the event Agency does not provide
Axon with a written rejection of the Migration during these ninety (90) days, Agency may be charged for
additional monthly storage costs. After Agency provides acceptance of the Migration, Axon will delete all data
from the VIEVU solution ninety (90) days after the Migration.
7. Post-Migration. After Migration, the VIEVU solution may not be supported and updates may not be provided. Axon
may end of life the VIEVU solution in the future. If Agency elects to maintain data within the VIEVU solution, Axon will
provide Agency ninety (90) days’ notice before ending support for the VIEVU solution.
8. Warranty. Axon warrants that it will perform the Migration in a good and workmanlike manner.
9. Monitoring. Axon may monitor Agency’s use of Migration to ensure quality, improve Axon Devices and Services,
prepare invoices based on the total amount of data migrated, and verify compliance with this Agreement. Agency
agrees not to interfere with such monitoring or obscure Agency’s use of Migration from Axon.
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Department: Legal Version: 19.2
Release Date: 11/29/2023 Page 32 of 41
10.
Axon Technical Account Manager Appendix
This Appendix applies if Axon Support Engineer services are included on the Quote.
1. Axon Technical Account Manager Payment. Axon will invoice for Axon Technical Account Manager ("TAM")
services, as outlined in the Quote, when the TAM commences work on-site at Agency.
2. Full-Time TAM Scope of Services.
2.1. A Full-Time TAM will work on-site four (4) days per week, unless an alternate schedule or reporting location is
mutually agreed upon by Axon and Customer.
2.2. Agency’s Axon sales representative and Axon’s Agency Success team will work with Agency to define its
support needs and ensure the Full-Time TAM has skills to align with those needs. There may be up to a six-
(6-) month waiting period before the Full-Time TAM can work on-site, depending upon Agency’s needs and
availability of a Full-Time TAM.
2.3. The purchase of Full-Time TAM Services includes two (2) complimentary Axon Accelerate tickets per year of
the Agreement, so long as the TAM has started work at Agency, and Agency is current on all payments for the
Full-Time TAM Service.
2.4. The Full-Time TAM Service options are listed below:
Ongoing System Set-up and Configuration
Assisting with assigning cameras and registering docks
Maintaining Agency’s Axon Evidence account
Connecting Agency to "Early Access" programs for new devices
Account Maintenance
Conducting on-site training on new features and devices for Agency leadership team(s)
Thoroughly documenting issues and workflows and suggesting new workflows to improve the effectiveness of
the Axon program
Conducting weekly meetings to cover current issues and program status
Data Analysis
Providing on-demand Axon usage data to identify trends and insights for improving daily workflows
Comparing Agency's Axon usage and trends to peers to establish best practices
Proactively monitoring the health of Axon equipment and coordinating returns when needed
Direct Support
Providing on-site, Tier 1 and Tier 2 (as defined in Axon's Service Level Agreement) technical support for Axon
Devices
Proactively monitoring the health of Axon equipment
Creating and monitoring RMAs on-site
Providing Axon app support
Monitoring and testing new firmware and workflows before they are released to Agency’s production environment
Agency Advocacy
Coordinating bi-annual voice of customer meetings with Axon’s Device Management team
Recording and tracking Agency feature requests and major bugs
3. Regional TAM Scope of Services
3.1. A Regional TAM will work on-site for three (3) consecutive days per quarter. Agency must schedule the on-
site days at least two (2) weeks in advance. The Regional TAM will also be available by phone and email
during regular business hours up to eight (8) hours per week.
3.2. There may be up to a six- (6-) month waiting period before Axon assigns a Regional TAM to Agency,
depending upon the availability of a Regional TAM.
3.3. The purchase of Regional TAM Services includes two (2) complimentary Axon Accelerate tickets per year of
the Agreement, so long as the TAM has started work at Agency and Agency is current on all payments for the
Regional TAM Service.
3.4. The Regional TAM service options are listed below:
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Account Maintenance
Conducting remote training on new features and devices for Agency’s leadership
Thoroughly documenting issues and workflows and suggesting new workflows to improve the effectiveness of
the Axon program
Conducting weekly conference calls to cover current issues and program status
Visiting Agency quarterly (up to 3 consecutive days) to perform a quarterly business review, discuss Agency's goals
for your Axon program, and continue to ensure a successful deployment of Axon Devices
Direct Support
Providing remote, Tier 1 and Tier 2 (As defined Axon's Service Level Agreement) technical support for Axon
Devices
Creating and monitoring RMAs remotely
Data Analysis
Providing quarterly Axon usage data to identify trends and program efficiency opportunities
Comparing an Agency's Axon usage and trends to peers to establish best practices
Proactively monitoring the health of Axon equipment and coordinating returns when needed
Agency Advocacy
Coordinating bi-yearly Voice of Agency meetings with Device Management team
Recording and tracking Agency feature requests and major bugs
4. Out of Scope Services. The TAM is responsible to perform only the Services described in this Appendix. Any
additional Services discussed or implied that are not defined explicitly in this Appendix will be considered out of the
scope.
5. TAM Leave Time. The TAM will be allowed up seven (7) days of sick leave and up to fifteen (15) days of vacation
time per each calendar year. The TAM will work with Agency to coordinate any time off and will provide Agency with
at least two (2) weeks’ notice before utilizing any vacation days.
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Department: Legal Version: 19.2
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Axon Investigate Appendix
If the Quote includes Axon's On Prem Video Suite known as Axon Investigate or Third Party Video Support License, the
following appendix shall apply.
1. License Grant. Subject to the terms and conditions specified below and upon payment of the applicable fees set
forth in the Quote, Axon grants to Agency a nonexclusive, nontransferable license to install, use, and display the Axon
Investigate software ("Software") solely for its own internal use only and for no other purpose, for the duration of
subscription term set forth in the Quote. This Agreement does not grant Agency any right to enhancements or updates,
but if such are made available to Agency and obtained by Agency they shall become part of the Software and
governed by the terms of this Agreement.
2. Third-Party Licenses. Axon licenses several third-party codecs and applications that are integrated into the
Software. Users with an active support contract with Axon are granted access to these additional features. By
accepting this agreement, Agency agrees to and understands that an active support contract is required for all of the
following features: DNxHD output formats, decoding files via the "fast indexing" method, proprietary file metadata,
telephone and email support, and all future updates to the software. If Agency terminates the annual support contract
with Axon, the features listed above will be disabled within the Software. It is recommended that users remain on an
active support contract to maintain the full functionality of the Software.
3. Restrictions on Use. Agency may not permit any other person to use the Software unless such use is in accordance
with the terms of this Agreement. Agency may not modify, translate, reverse engineer, reverse compile, decompile,
disassemble or create derivative works with respect to the Software, except to the extent applicable laws specifically
prohibit such restrictions. Agency may not rent, lease, sublicense, grant a security interest in or otherwise transfer
Agency’s rights to or to use the Software. Any rights not granted are reserved to Axon.
4. Term. For purchased perpetual Licenses only—excluding Licenses leased for a pre-determined period, evaluation
licenses, companion licenses, as well as temporary licenses--the license shall be perpetual unless Agency fails to
observe any of its terms, in which case it shall terminate immediately, and without additional prior notice. The terms
of Paragraphs 1, 2, 3, 5, 6, 8 and 9 shall survive termination of this Agreement. For licenses leased for a pre-
determined period, for evaluation licenses, companion licenses, as well as temporary licenses, the license is granted
for a period beginning at the installation date and for the duration of the evaluation period or temporary period as
agreed between Axon and Agency.
5. Title. Axon and its licensors shall have sole and exclusive ownership of all right, title, and interest in and to the
Software and all changes, modifications, and enhancements thereof (including ownership of all trade secrets and
copyrights pertaining thereto), regardless of the form or media in which the original or copies may exist, subject only
to the rights and privileges expressly granted by Axon. This Agreement does not provide Agency with title or ownership
of the Software, but only a right of limited use.
6. Copies. The Software is copyrighted under the laws of the United States and international treaty provisions. Agency
may not copy the Software except for backup or archival purposes, and all such copies shall contain all Axon’s notices
regarding proprietary rights as contained in the Software as originally provided to Agency. If Agency receives one
copy electronically and another copy on media, the copy on media may be used only for archival purposes and this
license does not authorize Agency to use the copy of media on an additional server.
7. Actions Required Upon Termination. Upon termination of the license associated with this Agreement, Agency
agrees to destroy all copies of the Software and other text and/or graphical documentation, whether in electronic or
printed format, that describe the features, functions and operation of the Software that are provided by Axon to Agency
("Software Documentation") or return such copies to Axon. Regarding any copies of media containing regular
backups of Agency's computer or computer system, Agency agrees not to access such media for the purpose of
recovering the Software or online Software Documentation.
8. Export Controls. None of the Software, Software Documentation or underlying information may be downloaded or
otherwise exported, directly or indirectly, without the prior written consent, if required, of the office of Export
Administration of the United States, Department of Commerce, nor to any country to which the U.S. has embargoed
goods, to any person on the U.S. Treasury Department’s list of Specially Designated Nations, or the U.S. Department
of Commerce’s Table of Denials.
9. U.S. Government Restricted Rights. The Software and Software Documentation are Commercial Computer
Software provided with Restricted Rights under Federal Acquisition Regulations and agency supplements to them.
Use, duplication or disclosure by the U.S. Government is subject to restrictions as set forth in subparagraph (c)(1)(ii)
of the Rights in Technical Data and Computer Software clause at DFAR 255.227-7013 et. Seq. or 252.211-7015, or
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Department: Legal Version: 19.2
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subparagraphs (a) through (d) of the Commercial Computer Software Restricted Rights at FAR 52.227-19, as
applicable, or similar clauses in the NASA FAR Supplement. Contractor/manufacturer is Axon Enterprise, Inc., 17800
North 85th Street, Scottsdale, Arizona 85255.
Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency
Department: Legal Version: 19.2
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My90 Terms of Use Appendix
Definitions.
1.1. "My90" means Axon’s proprietary platform and methodology to obtain and analyze feedback, and other
related offerings, including, without limitation, interactions between My90 and Axon products.
1.2. "Recipient Contact Information" means contact information, as applicable, including phone number or
email address (if available) of the individual whom Agency would like to obtain feedback.
1.3. "Agency Data" means
1.3.1. "My90 Agency Content" which means data, including Recipient Contact Information, provided to
My90 directly by Agency or at their direction, or by permitting My90 to access or connect to an
information system or similar technology. My90 Agency Content does not include My90 Non-
Content Data.
1.3.2. "My90 Non-Content Data" which means data, configuration, and usage information about Agency's
My90 tenant, and client software, users, and survey recipients that is Processed (as defined in
Section 1.6 of this Appendix) when using My90 or responding to a My90 Survey. My90 Non-
Content Data includes data about users and survey recipients captured during account
management and customer support activities. My90 Non-Content Data does not include My90
Agency Content.
1.3.3. "Survey Response" which means survey recipients' response to My90 Survey.
1.4. "My90 Data" means
1.4.1. "My90 Survey" which means surveys, material(s) or content(s) made available by Axon to Agency
and survey recipients within My90.
1.4.2. "Aggregated Survey Response" which means Survey Response that has been de-identified and
aggregated or transformed so that it is no longer reasonably capable of being associated with, or
could reasonably be linked directly or indirectly to, a particular individual.
1.5. "Personal Data" means any information relating to an identified or identifiable natural person. An
identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to
an identifier such as a name, an identification number, location data, an online identifier or to one or more
factors specific to the physical, physiological, genetic, mental, economic, cultural, or social identity of that
natural person.
1.6. "Processing" means any operation or set of operations which is performed on data or on sets of data,
whether or not by automated means, such as collection, recording, organization, structuring, storage,
adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise
making available, alignment or combination, restriction, erasure, or destruction.
1.7. "Sensitive Personal Data" means Personal Data that reveals an individual’s health, racial or ethnic origin,
sexual orientation, disability, religious or philosophical beliefs, or trade union membership.
2. Access. Upon Axon granting Agency a subscription to My90, Agency may access and use My90 to store and
manage My90 Agency Content, and applicable My90 Surveys and Aggregated Survey Responses. This Appendix
is subject to the Terms and Conditions of Axon’s Master Service and Purchasing Agreement or in the event you
and Axon have entered into a prior agreement to govern all future purchases, that agreement shall govern.
3. IP address. Axon will not store survey respondents’ IP address.
4. Agency Owns My90 Agency Content. Agency controls or owns all right, title, and interest in My90 Agency
Content. Except as outlined herein, Axon obtains no interest in My90 Agency Content, and My90 Agency Content
is not Axon’s business records. Except as set forth in this Agreement, Agency is responsible for uploading,
sharing, managing, and deleting My90 Agency Content. Axon will only have access to My90 Agency Content for
the limited purposes set forth herein. Agency agrees to allow Axon access to My90 Agency Content to (a) perform
troubleshooting, maintenance, or diagnostic screenings; and (b) enforce this Agreement or policies governing use
of My90 and other Axon products.
5. Details of the Processing. The nature and purpose of the Processing under this Appendix are further specified
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Department: Legal Version: 19.2
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in Schedule 1 Details of the Processing, to this Appendix.
6. Security. Axon will implement commercially reasonable and appropriate measures to secure Agency Data
against accidental or unlawful loss, access, or disclosure. Axon will maintain a comprehensive information security
program to protect Agency Data including logical, physical access, vulnerability, risk, and configuration
management; incident monitoring and response; security education; and data protection. Axon will not treat
Agency Data in accordance with FBI CJIS Security Policy requirements and does not agree to the CJIS Security
Addendum for this engagement or any other security or privacy related commitments that have been established
between Axon and Agency, such as ISO 27001 certification or SOC 2 Reporting.
7. Privacy. Agency use of My90 is subject to the My90 Privacy Policy, a current version of which is available at
https://www.axon.com/legal/my90privacypolicy. Agency agrees to allow Axon access to My90 Non-Content Data
from Agency to (a) perform troubleshooting, maintenance, or diagnostic screenings; (b) provide, develop, improve,
and support current and future Axon products including My90 and related services; and (c) enforce this Agreement
or policies governing the use of My90 or other Axon products.
8. Location of Storage. Axon may transfer Agency Data to third-party subcontractors for Processing. Axon will
determine the locations for Processing of Agency Data. For all Agency, Axon will Process and store Agency Data
within the United States. Ownership of My90 Agency Content remains with Agency.
9. Required Disclosures. Axon will not disclose Agency Data that Agency shares with Axon except as compelled
by a court or administrative body or required by any law or regulation. Axon will notify Agency if any disclosure
request is received for Agency Data so Agency may file an objection with the court or administrative body, unless
prohibited by law.
10. Data Sharing. Axon may share data only with entities that control or are controlled by or under common control
of Axon, and as described below:
10.1. Axon may share Agency Data with third parties it employs to perform tasks on Axon’s behalf to provide
products or services to Customer.
10.2. Axon may share Aggregated Survey Response with third parties, such as other Axon customers, local city
agencies, private companies, or members of the public that are seeking a way to collect analysis on general
policing and community trends. Aggregated Survey Response will not be reasonably capable of being
associated with or reasonably be linked directly or indirectly to a particular individual.
11. License and Intellectual Property. Agency grants Axon, its affiliates, and assignees the irrevocable, perpetual,
fully paid, royalty-free, and worldwide right and license to use Agency Data for internal use including but not limited
to analysis and creation of derivatives. Axon may not release Agency Data to any third party under this right that
is not aggregated and de-identified. Agency acknowledges that Agency will have no intellectual property right in
any media, good or service developed or improved by Axon. Agency acknowledges that Axon may make any
lawful use of My90 Data and any derivative of Agency Data including, without limitation, the right to monetize,
redistribute, make modification of, and make derivatives of the surveys, survey responses and associated data,
and Agency will have no intellectual property right in any good, service, media, or other product that uses My90
Data.
12. Agency Use of Aggregated Survey Response. Axon will make available to Agency Aggregated Survey
Response and rights to use for any Agency purpose.
13. Data Subject Rights. Taking into account the nature of the Processing, Axon shall assist Agency by appropriate
technical and organizational measures, insofar as this is reasonable, for the fulfilment of Agency's obligation to
respond to a Data Subject Request regarding any Personal Data contained within My90 Agency Content. If in
regard to My90 Agency Content, Axon receives a Data Subject Request from Agency's data subject to exercise
one or more of its rights under applicable Data Protection Law, Axon will redirect the data subject within seventy-
two (72) hours, to make its request directly to Agency. Agency will be responsible for responding to any such
request.
14. Assistance with Requests Related to My90 Agency Content. With regard to the processing of My90 Agency
Content, Axon shall, if not prohibited by applicable law, notify Agency without delay after receipt, if Axon: (a)
receives a request for information from the Supervisory Authority or any other competent authority regarding My90
Agency Content; (b) receives a complaint or request from a third party regarding the obligations of Agency or
Axon under applicable Data Protection Law; or (c) receives any other communication which directly or indirectly
pertains to My90 Agency Content or the Processing or protection of My90 Agency Content. Axon shall not
respond to such requests, complaints, or communications, unless Agency has given Axon written instructions to
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that effect or if such is required under a statutory provision. In the latter case, prior to responding to the request,
Axon shall notify Agency of the relevant statutory provision and Axon shall limit its response to what is necessary
to comply with the request.
15. Axon Evidence Partner Sharing. If Axon Evidence partner sharing is used to share My90 Agency Content,
Agency will manage the data sharing partnership with Axon and access to allow only for authorized data sharing
with Axon. Agency acknowledges that any applicable audit trail on the original source data will not include activities
and processing performed against the instances, copies or clips that has been shared with Axon. Agency also
acknowledges that the retention policy from the original source data is not applied to any data shared with Axon.
Except as provided herein, data shared with Axon may be retained indefinitely by Axon.
16. Data Retention. Phone numbers provided to Axon directly by Agency or at their direction, or by permitting My90
to access or connect to an information system or similar technology will be retained for twenty-four (24) hours.
Axon will not delete Aggregated Survey Response for four (4) years following termination of this Agreement. There
will be no functionality of My90 during these four (4) years other than the ability to submit a request to retrieve
Aggregated Survey Response. Axon has no obligation to maintain or provide Aggregated Survey Response after
these four years and may thereafter, unless legally prohibited, delete all Aggregated Survey Response.
17. Termination. Termination of an My90 Agreement will not result in the removal or modification of previously shared
My90 Agency Content or the potential monetization of Survey Response and Aggregated Survey Response.
18. Managing Data Shared. Agency is responsible for:
18.1. Ensuring My90 Agency Content is appropriate for use in My90. This includes, prior to sharing: (a) applying
any and all required redactions, clipping, removal of metadata, logs, etc. and (b) coordination with
applicable public disclosure officers and related legal teams;
18.2. Ensuring that only My90 Agency Content that is authorized to be shared for the purposes outlined is shared
with Axon. Agency will periodically monitor or audit this shared data;
18.3. Using an appropriately secure data transfer mechanism to provide My90 Agency Content to Axon;
18.4. Immediately notifying Axon if My90 Agency Content that is not authorized for sharing has been shared.
Axon may not be able to immediately retrieve or locate all instances, copies or clips of My90 Agency
Content in the event Agency requests to un-share previously shared My90 Agency Content;
19. Prior to enrollment in My90. Prior to enrolling in My90, Agency will:
19.1. determine how to use My90 in accordance with applicable laws and regulations including but not limited to
consents, use of info or other legal considerations;
19.2. develop a set of default qualification criteria of what My90 Agency Content may be shared with Axon; and
19.3. assign responsibilities for managing what My90 Agency Content is shared with Axon and educate users on
what data may or not be shared with Axon.
20. Agency Responsibilities. Agency is responsible for:
20.1. ensuring no My90 Agency Content or Agency end user’s use of My90 Agency Content or My90 violates
this Agreement or applicable laws;
20.2. providing, and will continue to provide, all notices and has obtained, and will continue to obtain, all consents
and rights necessary under applicable laws for Axon to process Agency Data in accordance with this
Agreement; and
20.3. maintaining necessary computer equipment and Internet connections for use of My90. If Agency becomes
aware of any violation of this Agreement by an end user, Agency will immediately terminate that end user’s
access to My90. Agency will also maintain the security of end usernames and passwords and security and
access by end users to My90 Agency Content. Agency is responsible for ensuring the configuration and
utilization of My90 meets applicable Agency regulations and standards. Agency may not sell, transfer, or
sublicense access to any other entity or person. Agency shall contact Axon immediately if an unauthorized
party may be using Agency's account or My90 Agency Content or if account information is lost or stolen.
21. Suspension. Axon may temporarily suspend Agency's or any end user’s right to access or use any portion or all
of My90 immediately upon notice, if Agency or end user’s use of or registration for My90 may (a) pose a security
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risk to Axon products including My90, or any third-party; (b) adversely impact My90, the systems, or content of
any other customer; (c) subject Axon, Axon’s affiliates, or any third-party to liability; or (d) be fraudulent. Agency
remains responsible for all fees, if applicable, incurred through suspension. Axon will not delete My90 Agency
Content or Aggregated Survey Response because of suspension, except as specified in this Agreement.
22. My90 Restrictions. Agency and Agency end users (including employees, contractors, agents, officers,
volunteers, and directors), may not, or may not attempt to:
22.1. copy, modify, tamper with, repair, or create derivative works of any part of My90;
22.2. reverse engineer, disassemble, or decompile My90 or apply any process to derive any source code
included in My90, or allow others to do the same;
22.3. access or use My90 with the intent to gain unauthorized access, avoid incurring fees or exceeding usage
limits or quotas;
22.4. use trade secret information contained in My90, except as expressly permitted in this Agreement;
22.5. access My90 to build a competitive product or service or copy any features, functions, or graphics of My90;
22.6. remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and trademark
notices) of Axon’s or Axon’s licensors on or within My90; or
22.7. use My90 to store or transmit infringing, libelous, or other unlawful or tortious material; to store or transmit
material in violation of third-party privacy rights; or to store or transmit malicious code.
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Schedule 1- Details of the Processing
1. Nature and Purpose of the Processing. To help Agency obtain feedback from individuals, such as members of
their community, staff, or officers. Features of My90 may include:
1.1. Survey Tool where Agency may create, distribute, and analyze feedback from individuals it designates.
Agency may designate members of the community, staff or officers from whom they would like to obtain
feedback;
1.2. Creation of custom forms for surveys. Agency may select questions from a list of pre-drafted questions or
create their own;
1.3. Distribution of survey via multiple distribution channels such as text message;
1.4. Ability to access and analyze Survey Response. Axon may also provide Agency Aggregated Survey
Responses which contain analysis and insights from the Survey Response;
1.5. Direct integrations into information systems including Computer Aided Dispatch ("CAD"). This will enable
Agency to share contact information easily and quickly with Axon of any individuals from whom it wishes to
obtain feedback, enabling Axon to communicate directly with these individuals;
1.6. Data Dashboard Beta Test ("Data Dashboard") where Survey Response and Aggregated Survey
Response will be displayed for Agency use. Agency will be able to analyze, interpret, and share results of
the Survey Response. My90 may provide beta versions of the Data Dashboard that are specifically
designed for Agency to test before they are publicly available;
1.7. Survey Responses will be aggregated and de-identified and may be subsequently distributed and disclosed
through various mediums to: (1) Agency; (2) other Axon Agency; (3) private companies; and (4) members
of the public. The purpose of disclosure is to provide ongoing insights and comparisons on general policing
and community trends. Prior to disclosing this information, Axon will ensure that the Survey Response has
been de-identified and aggregated or transformed so that it is no longer reasonably capable of being
associated with, or could reasonably be linked directly or indirectly to a particular individual; and
1.8. Provide services and materials to engage Agency stakeholders, market the partnership to the public, and
facilitate training.
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Axon Event Offer Appendix
If the Agreement includes the provision of, or Axon otherwise offers, ticket(s), travel and/or accommodation for select
events hosted by Axon (“Axon Event”), the following shall apply:
10. General. Subject to the terms and conditions specified below and those in the Agreement, Axon may provide Agency
with one or more offers to fund Axon Event ticket(s), travel and/or accommodation for Agency-selected employee(s)
to attend one or more Axon Events. By entering into the Agreement, Agency warrants that it is appropriate and
permissible for Agency to receive the referenced Axon Event offer(s) based on Agency’s understanding of the terms
and conditions outlined in this Axon Event Offer Appendix.
11. Attendee/Employee Selection. Agency shall have sole and absolute discretion to select the Agency employee(s)
eligible to receive the ticket(s), travel and/or accommodation that is the subject of any Axon Event offer(s).
12. Compliance. It is the intent of Axon that any and all Axon Event offers comply with all applicable laws, regulations
and ethics rules regarding contributions, including gifts and donations. Axon’s provision of ticket(s), travel and/or
accommodation for the applicable Axon Event to Agency is intended for the use and benefit of Agency in furtherance
of its goals, and not the personal use or benefit of any official or employee of Agency. Axon makes this offer without
seeking promises or favoritism for Axon in any bidding arrangements. Further, no exclusivity will be expected by
either party in consideration for the offer. Axon makes the offer with the understanding that it will not, as a result of
such offer, be prohibited from any procurement opportunities or be subject to any reporting requirements. If Agency’s
local jurisdiction requires Agency to report or disclose the fair market value of the benefits provided by Axon, Agency
shall promptly contact Axon to obtain such information, and Axon shall provide the information necessary to facilitate
Agency's compliance with such reporting requirements.
13. Assignability. Agency may not sell, transfer, or assign Axon Event ticket(s), travel and/or accommodation provided
under the Agreement.
14. Availability. The provision of all offers of Axon Event ticket(s), travel and/or accommodation is subject to availability
of funds and resources. Axon has no obligation to provide Axon Event ticket(s), travel and/or accommodation.
15. Revocation of Offer. Axon reserves the right at any time to rescind the offer of Axon Event ticket(s), travel and/or
accommodation to Agency if Agency or its selected employees fail to meet the prescribed conditions or if changes in
circumstances render the provision of such benefits impractical, inadvisable, or in violation of any applicable laws,
regulations, and ethics rules regarding contributions, including gifts and donations.