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Field Trial Agreement Title: General Field Trial Agreement for All Products (90 Days) Department: Legal Version: 15.0 Release Date: 5/21/2021 Page 1 of 6 This Agreement grants the right to use the Axon Enterprise, Inc. (“Axon”) Trial Kit(s) identified in this Agreement to your law enforcement agency (“Agency”) on loan and free of charge for a trial and evaluation of the Trial Kit by Agency.1 The Trial Period is 90 days unless extended by Axon. 1. Trial Kit. The Trial Kit may include the following: Qty._____ 74016 – Axon Body 2 T&E Kit Qty._____ 70042 – Axon Body 2 Dock, Single Camera Bay Qty._____ 70043 – Axon Body 2 Dock, 6-Camera Bay Qty._____ 73210 – Axon Body 3 T&E Kit Qty._____ 74213 – Axon Body 3 – 1 Bay Dock, T&E Qty._____ 74212 – Axon Body 3 – 8 Bay Dock, T&E Qty._____ 11530 – Axon Flex 2 T&E Kit Qty._____ 11541 – Axon Flex 2 Single-Bay Dock Qty._____ 11542 – Axon Flex 2 Six-Bay Dock Qty._____ 20025 – TASER 7 CEW Qty._____ 20026 – TASER 7 Dock Qty._____ 80088 – TASER 7 T&E Target Qty._____ 11007 – X26P CEW T&E Kit Qty._____ 22004 – X2 CEW T&E Kit Qty._____ 71089 – Axon Fleet 2 Kit Qty._____ Axon Fleet 3 T&E Kit Qty._____ 11524 – Axon Signal Qty._____ 11559 – T&E, PPM, Signal Qty._____ 71043 – Axon Signal Sidearm Qty. _____ Axon Evidence (Evidence.com) Qty. _____ Fleet in a Box Qty. _____ Trial - Axon Redaction Assistant Qty. _____ Trial – Axon Performance Qty. _____ Trial – Axon Auto-Tagging Qty. _____ Trial - Axon Citizen for Communities Qty. _____ Trial – Axon Respond Device License + Qty. _____ Trial – Axon Air License Qty. _____ 20209 - TASER 7 CQ T&E Handle Kit Qty. _____ 50031 - T&E - Axon Interview Mobile Kit Qty. _____ 20269 - VR Empathy Development Training T&E Kit Qty. _____ Trial – Axon Auto-Transcribe Qty. _____ Trial – Third Party Video Support Axon may limit the number of Trial Kits Agency receives. Axon may supply a refurbished Trial Kit. Axon’s warranty, limitations and releases for the Trial Kits is applicable and available on Axon’s website at www.axon.com/legal. 2. Agency Obligations. Agency agrees to only use the Trial Kit for trial and evaluation purposes and will not: (a) reproduce or modify the Trial Kit; or (b) rent, sell, lease or otherwise transfer the Trial Kit. Agency agrees to comply with all Axon training materials regarding the Trial Kit during the Trial Period. For Trial Kits that contain a conducted energy weapon (“CEW”), Agency agrees that every employee or agent that carries, uses, or deploys the CEW during the Trial Period will have: (a) obtained certification as a TASER CEW user or instructor; and (b) completed any training specific to the CEW model by utilizing the current TASER CEW lesson plan. Upon request by Axon, Agency agrees to cooperate and participate in a case study involving the Trial Kit and Agency’s use of the Trial Kit. Agency agrees that Axon will have a non-exclusive, perpetual license to utilize the results and any report or publication resulting from the case study in Axon’s training, markets and sales materials. If Agency’s trial includes Axon Fleet, and Agency is using wireless offload, then Agency is responsible for providing either a cellular SIM card or wireless network at Agency. For use of Axon Performance, Axon may need to access and store Agency’s call for service records. 3. Return of Product. Agency agrees to return the Trial Kit to Axon within 10 days after the end of the Trial Period, excluding used CEW cartridges. If any individual component of the Trial Kit is not returned to Axon at the end of the Trial Period, Axon will invoice Agency the MSRP of the unreturned items in the Trial Kit(s). Agency agrees to pay the invoice along with any applicable taxes and shipping. Agency will return the Trial Kit to Axon in good working condition, normal wear and tear excepted. Axon may charge Agency if there is damage beyond normal wear and tear. Before Agency returns the Trial Kit, it is Agency’s responsibility to download any data and keep a backup copy of the data. All data stored in the Trial Kit will be erased upon receipt of the Trial Kit by Axon. Agency will return the Trial Kit to: Axon Enterprise, Inc., 17800 N. 85th Street, Scottsdale, Arizona USA 85255, Attention: Trial Returns. 4. Agency Data. Within 30 days of the Trial Period ending, Agency may request Axon make available to Agency for download Agency data that Agency uploaded to Axon Evidence during the Trial Period. During the 30 days following this request, Agency may retrieve its data from Axon Evidence. After this 30-day period, Axon will have no obligation to maintain or provide any data uploaded to Axon Evidence and will thereafter, unless legally prohibited, delete all of this data in Axon’s systems or otherwise in its possession or control. 5. Proprietary Information. Agency agrees Axon has and claims various proprietary rights in the hardware, firmware, software, and the integration of ancillary materials, knowledge, and designs that constitute the Trial Kit. Agency will not directly or indirectly cause any proprietary rights to be violated. Formal Matters. A. Signature. Your signature warrants and acknowledges that you are authorized to execute this Agreement on behalf of your Agency. B. Entire Agreement. This Agreement, including the attached Axon Evidence Terms of Use Appendix, Axon Auto-Tagging Appendix, Axon Respond Appendix, Axon Auto-Transcribe Appendix, and Axon Fleet Appendix (to the extent such appendices are applicable), contains all the terms and conditions agreed on by the parties regarding the Trial Kit. Any previous agreements between the parties regarding a free trial of the Trial Kit are replaced by this Agreement. This Agreement can be modified or changed only by a written instrument signed by both parties. If any part of this Agreement is held indefinite, invalid, or otherwise unenforceable, the rest of the Agreement will continue in full force and effect. C. Relationship of the Parties. The parties are independent contractors and this Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties. D. Assignment. You must not, by operation of law or otherwise, assign any of your rights or delegate any of your obligations under this Agreement without the prior express written consent of Axon. ACCEPTED and AGREED as of_________________________, 202_ Agency Name: Signature: Printed Name: Title: Phone: E-mail: 1This Agreement does not cover trials or evaluations solely of any Axon beta software or firmware. CradlePoint is a trademark of CradlePoint, Inc. AXON, Axon, Axon Evidence, Axon Flex, Fleet, X2, X26, TASER 7, and TASER are trademarks of Axon Enterprise, Inc., some of which are registered SIGN Field Trial Agreement Title: General Field Trial Agreement for All Products (90 Days) Department: Legal Version: 15.0 Release Date: 5/21/2021 Page 2 of 6 in the US and other countries. For more information, visit www.axon.com/legal. All rights reserved. © 2021 Axon Enterprise, Inc. Axon Evidence (Evidence.com) Terms of Use Appendix 1 Definitions. “Agency Content” is data uploaded into, ingested by, or created in Axon Evidence within a Customer’s tenant. Agency Content includes Evidence but excludes Non-Content Data. “Axon Devices” means physical devices from Axon, including TASER Smart Weapons and Cartridges, Axon Docks, Axon Cameras, and Axon Signal. “Evidence” is media or multimedia uploaded into Axon Evidence as 'evidence' by a Customer. Evidence is a subset of Agency Content. “Non-Content Data” is data, configuration, and usage information about Agency’s Axon Evidence tenant, Axon Products 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. 2 Access Rights. Agency will have access and use of Axon Evidence for the storage and management of Agency Content during the Trial Period. 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 are not business records of Axon. Agency is solely responsible for uploading, sharing, managing, and deleting Agency Content. Axon will have limited access to Agency Content solely for providing and supporting Axon Evidence to Agency and Agency end users. 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 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 Data Privacy. Axon will not disclose Agency Content or information about Agency except as compelled by a court or administrative body or required by law or regulation. If Axon receives a disclosure request for Agency Content, Axon will give Agency notice so Agency may file an objection with the court or administrative body. Agency agrees to allow Axon access to certain information from Agency to: (a) perform troubleshooting services upon request or as part of regular diagnostic screening; (b) enforce this Agreement or policies governing the use of Axon Evidence; or (c) perform analytic and diagnostic evaluations of the systems. 6 Data 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 Evidence remains within the United States. Ownership of Agency Content remains with Agency. 7 Suspension of Axon Evidence Services. Axon may suspend Agency access or any end user’s right to access or use any portion or all of Axon Evidence immediately upon notice, in accordance with the following: the Agency or an end user’s use of or registration for the Axon Evidence Services (i) poses a security risk to the Axon Evidence Services or any third party, (ii) may adversely impact the Axon Evidence Services or the systems or content of any other customer, (iii) may subject Axon, Axon’s affiliates, or any third party to liability, or (iv) may be fraudulent. Axon will not delete any of Agency Content on Axon Evidence as a result of a suspension, except as specified elsewhere in this Agreement. 8 License Restrictions. Agency and Agency end users (including employees, contractors, agents, officers, volunteers, and directors), may not, or may not attempt to: 8.1. copy, modify, tamper with, repair, or create derivative works of any part of Axon Evidence; 8.2. reverse engineer, disassemble, or decompile Axon Evidence or apply any process to derive any source code included in Axon Evidence, or allow others to do the same; 8.3. access or use Axon Evidence with the intent to gain unauthorized access, avoid incurring fees or exceeding usage limits or quotas; 8.4. use trade secret information contained in Axon Evidence, except as expressly permitted in this Agreement; 8.5. access Axon Evidence to build a competitive product or service or copy any features, functions, or graphics of Axon Evidence; 8.6. 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 Axon Evidence; or 8.7. use Axon Evidence 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. Field Trial Agreement Title: General Field Trial Agreement for All Products (90 Days) Department: Legal Version: 15.0 Release Date: 5/21/2021 Page 3 of 6 Axon Auto-Tagging Appendix 1 Scope. Axon Auto-Tagging consists of 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. Agency must purchase Axon Auto-Tagging for every Axon Evidence user in Agency, even if the user does not have an Axon body camera. 2 Agency Responsibilities. Axon’s performance of Auto-Tagging Services requires Agency to: 2.1. Make available relevant systems, including Agency’s current CAD or RMS, for assessment by Axon (including remote access if possible); 2.2. Make required modifications, upgrades or alterations to Agency’s hardware, facilities, systems and networks related to Axon’s performance of Auto-Tagging Services; 2.3. 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; 2.4. Provide all infrastructure and software information (TCP/IP addresses, node names, network configuration) necessary for Axon to provide Auto-Tagging Services; 2.5. Promptly install and implement any and all software updates provided by Axon; 2.6. Ensure that all appropriate data backups are performed; 2.7. Provide assistance, participation, and approvals in testing Auto-Tagging Services; 2.8. Provide Axon with remote access to Agency’s Axon Evidence account when required; 2.9. Notify Axon of any network or machine maintenance that may impact the performance of the module at Agency; and 2.10. Ensure reasonable availability of knowledgeable staff and personnel to provide timely, accurate, complete, and up-to-date documentation and information to Axon. 3 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 as soon as reasonably practicable 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. Field Trial Agreement Title: General Field Trial Agreement for All Products (90 Days) Department: Legal Version: 15.0 Release Date: 5/21/2021 Page 4 of 6 Axon Respond Appendix 1 Scope of Axon Aware. 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 Aware outside this scope, Axon may initiate good-faith discussions with Agency on upgrading Agency’s Axon Respond to better meet Agency’s needs. In the event Agency does not stop using Axon Respond at the end of the Trial Period, Axon may charge Agency for continued use. 2 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. 3 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. 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. Field Trial Agreement Title: General Field Trial Agreement for All Products (90 Days) Department: Legal Version: 15.0 Release Date: 5/21/2021 Page 5 of 6 Axon Auto-Transcribe Appendix This Appendix applies to Axon Auto-Transcribe. 1) Subscription Term. If Agency purchases Axon Auto-Transcribe as part of a bundle or Axon Cloud Services license, 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. Axon Auto-Transcribe minutes expire one year after being granted. 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 amounts 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 purchased amounts. 3) Axon Auto-Transcribe On Demand. Upon Axon granting Agency an On Demand subscription to Axon Auto-Transcribe, Agency may utilize Axon Auto-Transcribe with no limit on the number of minutes. The scope of Axon Auto-Transcribe On Demand is to assist Agency with reviewing and transcribing individual evidence items. In the event Agency uses Axon Auto-Transcribe On Demand outside this scope, Axon may initiate good-faith discussions with Agency on upgrading Agency’s Axon Auto-Transcribe On Demand to better meet Agency’s needs. 4) Warranty. Axon does not warrant accuracy of Axon Auto-Transcribe. Field Trial Agreement Title: General Field Trial Agreement for All Products (90 Days) Department: Legal Version: 15.0 Release Date: 5/21/2021 Page 6 of 6 Axon Fleet Appendix 1 Agency Responsibilities. 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. 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 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.