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Home My WebLink About24-0814 Axon Enterprise Inc Axon August 14, 2024 Agenda Bid Item: #3 — Axon Enterprise, Inc. Interview Room Solution — Sourcewell Cooperative Contract ($29,164) Docusign Envelope ID. 524A.2AB9-D602-484F-ADE3-644CAE23932F PURCHASE AGREEMENT THIS AGREEMENT is hereby made and entered into this 14th day of August 2024, by and between the City of Elgin, Illinois, a municipal corporation (hereinafter referred to as "City")and Axon Enterprise, Inc.,a Delaware corporation, (hereinafter referred to as "Seller"). NOW, THEREFORE, for and in consideration of the mutual promises and covenants contained herein, the sufficiency of which is hereby mutually acknowledged, the Parties hereto hereby agree as follows: 1. PURCHASE. City shall purchase and Seller shall sell the goods and/or services to the City as described in Quote Q-554926-45476.842JB, dated July 3, 2024, attached hereto and made a part hereof as Attachment A, and as provided by the Sourcewell Contract #101223-AXN, incorporated herein by reference(the"Sourcewell Agreement"). 2. TERMS. This Agreement shall be subject to the terms and conditions contained herein and as provided by Attachment A, which is attached hereto and made a part hereof and the Sourcewell Agreement. In the event of any conflict between any of the terms and provisions this Agreement and either Attachment A or the Sourcewell Agreement,or any portion thereof,the terms and provisions of this Agreement shall supersede and control. In the event of any conflict between Attachment A and the Sourcewell Agreement,Attachment A shall supersede and control. 3. LAW/VENUE. This Agreement is subject to and governed by the laws of the State of Illinois. Venue for the resolution of any disputes or the enforcement of any rights arising out of or in connection with this Agreement shall be the Circuit Court of Kane County, Illinois. Seller hereby irrevocably consents to the jurisdiction of the Circuit Court of Kane County, Illinois for the enforcement of any rights, the resolution of any disputes and/or for the purposes of any lawsuit brought pursuant to this Agreement or the subject matter hereof; and Seller agrees that service by first class U.S. mail to Axon Enterprises, Inc., 17800 N. 85th Street, Scottsdale, AZ 85255 shall constitute effective service.The Parties hereto waive any rights to a jury. 4. NO MODIFICATION. There shall be no modification of this Agreement, except in a writing instrument executed by both Parties with the same formalities as the original Agreement. 5. MERGER. This Agreement embodies the whole Agreement of the Parties. There are no promises, terms, conditions or obligations other than those contained herein, and this Agreement shall supersede all previous communications, representations or Agreements, either verbal, written or implied between the Parties hereto. 6. SEVERABILITY. The terms of this Agreement shall be severable. In the event any of the terms or the provisions of this Agreement are deemed to be void or otherwise unenforceable for any reason,the remainder of this Agreement shall remain in full force and effect. 7. COMPLIANCE WITH LAW. Notwithstanding any other provision of this Agreement, it is expressly agreed and understood that in connection with the performance of this Agreement, Seller shall comply with all applicable federal, state,city and other requirements of law, including, but not limited to, any applicable requirements regarding prevailing wages, minimum 1 Docusign Envelope ID:524A2AB9-D602-484F-ADE3-644CAE23932F wage,workplace safety, nondiscrimination and legal status of employees. 8. COUNTERPARTS AND EXECUTION. This Agreement may be executed in counterparts, each of which shall be an original and all of which shall constitute one and the same Agreement. This Agreement may be executed electronically, and any signed copy of this Agreement transmitted by facsimile machine, email, or other electronic means shall be treated in all manners and respects as an original document. The signature of any party on a copy of this Agreement transmitted by facsimile machine, email, or other electronic means shall be considered for these purposes an original signature and shall have the same legal effect as an original signature. 9. PAYMENT. City shall pay the total sum of One Hundred Fifteen Thousand Dollars ($115,000.00) as indicated in and according to the payment schedule of Attachment A or within thirty(30)days of delivery or City's receipt of invoice, whichever is later. The aforementioned total sum is inclusive of all freight and shipping costs. The City of Elgin is a tax-exempt governmental entity. 10. LIMITATION OF DAMAGES. In no event shall City be liable to Seller for any monetary damages in excess of the purchase price contemplated by this Agreement, except as otherwise required by law. In no event shall City be liable for any consequential, special or punitive damages, or any damages resulting from loss of profit. 11. TRANSFER OF TITLE/RISK. Transfer of title, and risk of loss shall pass to the City upon delivery of the goods. 12. INDEMNIFICATION. To the fullest extent permitted by law, Seller agrees to and shall indemnify, and hold harmless the City, its officers, employees, boards and commissions from and against any and all third party claims, suits, or judgments, including costs, attorney's fees, damages or any and all other relief or liability, arising out of or resulting from or through or alleged to arise out of any negligent acts or omissions of Seller or Seller's officers, employees, or agents in the performance of this Agreement, including but not limited to, all goods delivered or services or work performed hereunder. In the event of any action against the City, its officers, employees, agents, boards or commissions covered by the foregoing duty to indemnify and hold harmless, written notice of such action shall be Promptly provided to Axon. City will tender to Seller the defense or settlement of such claim at Seller's expense and cooperate fully with Seller in the defense or settlement of such claim. 13. WARRANTY. All applicable Seller warranties, including but not limited to any and all applicable manufacturer's warranties, or warranties of merchantability, are included as part of this Agreement, and shall apply to all goods, accessories, components, and services to the benefit of the City. 14. RELATIONSHIP BETWEEN THE PARTIES. This Agreement shall not be construed so as to create a joint venture, partnership, employment or other agency relationship between the Parties hereto. 15. WAIVER. Neither party hereto shall be responsible for any consequential, indirect, punitive or incidental damages for any reason whatsoever. Any delay or failure to enforce any rights by either party arising out of or pursuant to this Agreement shall not constitute, and shall not be construed as,a waiver of any such rights. 2 Docusign Envelope ID:524A2AB9-D602-484F-ADE3-644CAE23932F 16. LIMITATION OF ACTIONS. The Parties hereto agree that any action by either Party arising out of this Agreement must be filed within one year of the date the alleged cause of action arose or the same will be time-barred. 17. TIME IS OF THE ESSENCE. Time is of the essence of this Agreement. 18. NONDISCRIMINATION. The Seller will not discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin, age, ancestry, order of protection status, familial status, marital status, physical or mental disability, military status, sexual orientation, or unfavorable discharge from military service which would not interfere with the efficient performance of the job in question. The Seller will take affirmative action to comply with the provisions of Elgin Municipal Code Section 5.02.040 and will require any subcontractor to submit to the City a written commitment to comply with those provisions. The Seller will distribute copies of this commitment to all persons who participate in recruitment, screening,referral and selection of job applicants,prospective job applicants, and subcontractors. The persons signing this Agreement certifies that s/he has been authorized by the Seller to commit the Seller contractually and has been authorized to execute this Agreement on its behalf. IN WITNESS WHEREOF, the Parties have hereto set their hands the day and year first above written. AXON ENTERPRISES, INC. ('1 ( LG1N Robert E. Driscoll , Jr. -Print Name noeuSipnetlby: Richard G.Kozal,City anager Motif . t1rtSCdt., Jr. Attest: 550AE88131A4424... Signature Deputy General Counsel _ Title City Clerk Legal Dept1AgreementAxon-Purchase Agr-Interview Room Equipment and Svcs-8-1-24.docx 3 Docusign Envelope ID:524A2AB9-D602-484F-ADE3-644CAE23932F Axon Enterprise,Inc. Q•554926-45476.842JB ligilda‘l\k, 17800 N 85th St. Attachment A Scottsdale.Arizona 85255 Issued:07/03/2024 United States VAT:86-0741227 y Quote Expiration.08.01!2024 Domestic:(800)978-2737 International:+1.800.978.2737 Estimated Contract Start Date:10/01/2024 Account Number:200571 Payment Terms:N30 Delivery Method: SHIP TO BILL TO SALES REPRESENTATIVE PRIMARY CONTACT Elgin Police Dept.-IL Elgin Police Dept -IL 151 Douglas Ave 151 Douglas Ave Julie Bosadc Michael Bayard Elgin, Elgin Phone:312-576-2829 Phone:847-289-2574 IL IL 60120-5539 60120-5539 Email:jbosack@axon.com Email bayard_m@dtyofelgin.org USA USA Fax: Fax.(847)289-2799 Email: Quote Summary Discount Summary Program Length 28 Months Average Savings Per Year S380.00 TOTAL COST $115,000.00 TOTAL SAVINGS S886.67 ESTIMATED TOTAL W/TAX $115,000.00 Page 1 Q-554926-45476.842JB Docusign Envelope ID:524A2AB9-D602-484F-ADE3-644CAE23932F Payment Summary Date Subtotal Tax Total Oct2024 $29,164.00 $0.00 $29,164.00 Jan 2025 $42,918.00 $0.00 $42,918.00 Jan 2026 $42,918.00 $0.00 $42,918.00 Total $115,000.00 $0.00 $115,000.00 Page 2 Q-554926-45476.842JB Docusign Envelope ID:524A2AB9-D602-484F-ADE3-644CAE23932F Quote Unbundled Price: $115,886.67 Quote List Price: $115,886.67 Quote Subtotal: $115,000.00 Pricing All deliverables are detailed in Delivery Schedules section lower in proposal Item Description Qty Term Unbundled List Price Net Price Subtotal Tax Total A Ia Carte Hardware 74056 AXON INTERVIEW•TOUCH PANEL WALL MOUNT 5 $64.00 $64.00 $320.00 $0.00 $320.00 74116 AXON INTERVIEW-ENCLOSURE-FLUSH MOUNT 5 $132.00 $132.00 $660.00 $0.00 $660.00 50118 AXON INTERVIEW-MIC-WIRED(STANDARD MIC) 5 $243.31 $243.31 $1,216.55 $0.00 $1,216.55 50114 AXON INTERVIEW-CAMERA-COVERT SENSOR 5 $397.51 $397.51 $1,987.55 $0.00 $1,987.55 50218 AXON INTERVIEW-CAMERA-COVERT MAIN UNIT 5 $685.49 $685.49 $3,427.45 $0.00 $3,427.45 50118 AXON INTERVIEW•MIC-WIRED(STANDARD MIC) 5 $243.31 $243.31 $1,216.55 $0.00 $1,216.55 50298 AXON INTERVIEW-CAMERA-OVERT DOME 5 $992.92 $992.92 $4,964.60 $0.00 $4,964.60 50322 AXON INTERVIEW-TOUCH PANEL PRO 5 $3,286.23 $3,286.23 $16,431.15 S0.00 $16,431.15 A Ia Carte Software 50043 AXON INTERVIEW-STREAMING SERVER 2 28 $31.22 $31.22 $1,748.32 $0.00 $1,748.32 MAINTENANCE -PER SERVER 50041 AXON INTERVIEW-STREAMING SERVER LICENSE- 2 28 $1,750.00 $1,306.69 $2,613.38 $0.00 $2,613.38 PER SERVER 50039 AXON INTERVIEW-CLIENT SOFTWARE-MAINT.PER 5 28 $26.70 526.70 $3,738.00 $0.00 53,738.00 TOUCH PANEL 50037 AXON INTERVIEW-CLIENT SOFTWARE-PER TOUCH 5 28 $1,500.00 $1,500.00 $7,500.00 $0.00 $7,500.00 PANEL-PC 50045 AXON EVIDENCE-STORAGE-INTERVIEW ROOM 10 28 $105.76 $105.76 $29,612.80 $0.00 $29,612.80 UNLIMITED A Ia Carte Services 85170 AXONINTERVIEW-INSTALLATION-STANDARD(PER 5 57,450.00 57,449.99 $37,249.95 $0.00 $37,249.95 OM) A Ia Carte Warranties 50448 AXON INTERVIEW-EXT WARRANTY 5 17 $27.22 $27.22 $2,313.70 $0.00 $2,313.70 Total S115,000.00 $0.00 S115,000.00 Page 3 Q-554926-45476.842JB Docusign Envelope ID:524A2AB9-D602-484F-ADE3-644CAE23932F Delivery Schedule Hardware Bundle Item Description QTY Shipping Location Estimated Delivery Date A la Carte 50114 AXON INTERVIEW-CAMERA-COVERT SENSOR 5 1 09/01/2024 Ala Carte 50118 AXON INTERVIEW-MIC-WIRED(STANDARD MIC) 5 1 09/01/2024 Ala Carte 50118 AXON INTERVIEW-MIC-WIRED(STANDARD MIC) 5 1 09/01/2024 Ala Carte 50218 AXON INTERVIEW-CAMERA-COVERT MAIN UNIT 5 1 09/01/2024 A la Carte 50298 AXON INTERVIEW-CAMERA-OVERT DOME 5 1 09/01/2024 A la Carte 50322 AXON INTERVIEW-TOUCH PANEL PRO 5 1 09/01/2024 A la Carte 74056 AXON INTERVIEW-TOUCH PANEL WALL MOUNT 5 1 09/01/2024 A la Carte 74116 AXON INTERVIEW-ENCLOSURE-FLUSH MOUNT 5 1 09/01/2024 Software Bundle Item Description QTY Estimated Start Date Estimated End Date A la Carte 50037 AXON INTERVIEW-CLIENT SOFTWARE-PER TOUCH PANEL-PC 5 10/01/2024 01/31/2027 A la Carte 50039 AXON INTERVIEW-CLIENT SOFTWARE-MAINT.PER TOUCH PANEL 5 10/01/2024 01/31/2027 A la Carte 50041 AXON INTERVIEW-STREAMING SERVER LICENSE-PER SERVER 2 10/01/2024 01/31/2027 Ala Carte 50043 AXON INTERVIEW-STREAMING SERVER MAINTENANCE -PER 2 10/01/2024 01/31/2027 SERVER A la Carte 50045 AXON EVIDENCE-STORAGE-INTERVIEW ROOM UNLIMITED 10 10/01/2024 01/31/2027 Services Bundle Item Description QTY A la Carte 85170 AXON INTERVIEW-INSTALLATION-STANDARD(PER ROOM) _ 5 Warranties Bundle Item Description QTY Estimated Start Date Estimated End Date A la Carte 50448 AXON INTERVIEW-EXT WARRANTY 5 09/01/2025 01/31/2027 Page 4 Q-554926.45476.842JB Docusign Envelope ID:524A2AB9-D602-484F-ADE3-644CAE23932F Shipping Locations Location Number Street City State Zip Country 1 151 Douglas Ave Elgin IL 60120-5539 USA Payment Details Oct 2024 Invoice Plan Item Description Qty Subtotal Tax Total Year 1 50037 AXON INTERVIEW-CLIENT SOFTWARE-PER TOUCH PANEL-PC 5 $1,902.00 $0.00 $1,902.00 Year 1 50039 AXON INTERVIEW-CLIENT SOFTWARE-MAINT.PER TOUCH PANEL 5 $947.96 $0.00 $947.96 Year 1 50041 AXON INTERVIEW-STREAMING SERVER LICENSE-PER SERVER 2 $662.75 $0.00 $662.75 Year 1 50043 AXON INTERVIEW-STREAMING SERVER MAINTENANCE -PER SERVER 2 $443.37 $0.00 $443.37 Year 1 50045 AXON EVIDENCE-STORAGE-INTERVIEW ROOM UNLIMITED 10 $7,509.81 $0.00 $7,509.81 Year 1 50114 AXON INTERVIEW-CAMERA-COVERT SENSOR 5 $504.04 $0.00 $504.04 Year 1 50118 AXON INTERVIEW-MIC-WIRED(STANDARD MIC) 5 $308.52 $0.00 $308.52 Year 1 50118 AXON INTERVIEW-MIC-WIRED(STANDARD MIC) 5 $308.52 $0.00 $308.52 Year 1 50218 AXON INTERVIEW-CAMERA-COVERT MAIN UNIT 5 $869.20 $0.00 $869.20 Year 1 50298 AXON INTERVIEW-CAMERA-OVERT DOME 5 $1,259.02 $0.00 $1,259.02 Year 1 50322 AXON INTERVIEW-TOUCH PANEL PRO 5 $4,166.94 $0.00 $4,166.94 Year 1 50448 AXON INTERVIEW-EXT WARRANTY 5 $586.75 $0.00 $586.75 Year 1 74056 AXON INTERVIEW-TOUCH PANEL WALL MOUNT 5 $81.15 $0.00 $81.15 Year 1 74116 AXON INTERVIEW-ENCLOSURE-FLUSH MOUNT 5 $167.38 $0.00 $167.38 Year 1 85170 AXON INTERVIEW-INSTALLATION-STANDARD(PER ROOM) 5 $9,446.59 $0.00 $9,446.59 Total $29,164.00 $0.00 $29,164.00 Jan 2025 Invoice Plan Item Description Qty Subtotal Tax Total Year 2 50037 AXON INTERVIEW-CLIENT SOFTWARE-PER TOUCH PANEL-PC 5 $2.799.00 $0.00 $2,799.00 Year 2 50039 AXON INTERVIEW-CLIENT SOFTWARE-MAINT.PER TOUCH PANEL 5 $1,395.02 $0.00 $1,395.02 Year 2 50041 AXON INTERVIEW-STREAMING SERVER LICENSE-PER SERVER 2 $975.31 $0.00 $975.31 Year 2 50043 AXON INTERVIEW•STREAMING SERVER MAINTENANCE -PER SERVER 2 $652.47 $0.00 $652.47 Year 2 50045 AXON EVIDENCE-STORAGE-INTERVIEW ROOM UNLIMITED 10 $11,051.50 $0.00 $11,051.50 Year 2 50114 AXON INTERVIEW-CAMERA-COVERT SENSOR 5 $741.75 $0.00 $741.75 Year 2 50118 AXON INTERVIEW-MIC-WIRED(STANDARD MIC) 5 $454.02 $0.00 $454.02 Year 2 50118 AXON INTERVIEW-MIC-WIRED(STANDARD MIC) 5 $454.02 $0.00 $454.02 Year 2 50218 AXON INTERVIEW-CAMERA-COVERT MAIN UNIT 5 $1,279.12 $0.00 $1,279.12 Year 2 50298 AXON INTERVIEW-CAMERA-OVERT DOME 5 $1,852.79 $0.00 $1,852.79 Year 2 50322 AXON INTERVIEW-TOUCH PANEL PRO 5 $6,132.11 $0.00 $6.132.11 Year 2 50448 AXON INTERVIEW-EXT WARRANTY 5 $863.47 $0.00 $863.47 Year 2 74056 AXON INTERVIEW-TOUCH PANEL WALL MOUNT 5 $119.42 $0.00 $119.42 Year 2 74116 AXON INTERVIEW-ENCLOSURE-FLUSH MOUNT 5 $246.31 $0.00 $246.31 Year 2 85170 AXON INTERVIEW-INSTALLATION-STANDARD(PER ROOM) 5 $13,901.69 $0.00 $13,901.69 Total $42,918.00 $0.00 $42,918.00 Jan 2026 Invoice Plan Item Description Qty Subtotal Tax Total Year 3 50037 AXON INTERVIEW-CLIENT SOFTWARE-PER TOUCH PANEL-PC 5 $2,799.00 $0.00 $2,799.00 Page 5 Q-554926-45476.842JB Docusign Envelope ID:524A2AB9-D602-484F-ADE3-644CAE23932F Jan 2026 Invoice Plan Item Description Qty Subtotal Tax Total Year 3 50039 AXON INTERVIEW-CLIENT SOFTWARE-MAINT.PER TOUCH PANEL 5 51.395.02 $0.00 $1,395.02 Year 3 50041 AXON INTERVIEW-STREAMING SERVER LICENSE-PER SERVER 2 $975.31 $0.00 $975.31 Year 3 50043 AXON INTERVIEW-STREAMING SERVER MAINTENANCE -PER SERVER 2 $652.47 $0.00 $652.47 Year 3 50045 AXON EVIDENCE-STORAGE-INTERVIEW ROOM UNLIMITED 10 $11,051.50 $0.00 $11,051.50 Year 3 50114 AXON INTERVIEW-CAMERA-COVERT SENSOR 5 $741.75 $0.00 $741.75 Year 3 50118 AXON INTERVIEW-MIC-WIRED(STANDARD MIC) _ 5 $454.02 $0.00 $454.02 Year 3 50118 AXON INTERVIEW-MIC-WIRED(STANDARD MIC) 5 $454.02 $0.00 $454.02 Year 3 50218 _ AXON INTERVIEW-CAMERA-COVERT MAIN UNIT 5 $1,279.12 _ $0.00 $1,279.12 Year 3 50298 AXON INTERVIEW-CAMERA-OVERT DOME 5 $1.852.79 $0.00 $1,852.79 Year 3 50322 AXON INTERVIEW-TOUCH PANEL PRO 5 $6,132.11 $0.00 $6,132.11 Year 3 50448 AXON INTERVIEW-EXT WARRANTY 5 $863.47 _$0.00 $863.47 Year 3 74056 AXON INTERVIEW-TOUCH PANEL WALL MOUNT 5 $119.42 $0.00 _$119.42 Year 3 74116 AXON INTERVIEW-ENCLOSURE-FLUSH MOUNT 5 _ $246.31 _ $0.00 5246.31 Year 3 85170 AXON INTERVIEW-INSTALLATION-STANDARD(PER ROOM) 5 $13,901.69 $0.00 $13,901.69 Total _ $42,918.00 :too $42,918.00 Page 6 Q-554926-45476.842JB Docusign Envelope ID:524A2AB9-D602-484F-ADE3-644CAE23932F Tax is estimated based on rates applicable at date of quote and subject to change at time of invoicing. If a tax exemption certificate should be applied, please submit prior to invoicing. Contract Sourcewell#101223-AXN is incorporated by reference into the terms and conditions of this Agreement. In the event of conflict the terms of Axon's Master Services and Purchasing Agreement shall govern. Standard Terms and Conditions Axon Enterprise Inc. Sales Terms and Conditions Axon Master Services and Purchasing Agreement: This Quote is limited to and conditional upon your acceptance of the provisions set forth herein and Axon's Master Services and Purchasing Agreement between Axon and City of Elgin, executed 15 December 2021, as well as the attached Statement of Work(SOW) for Axon Fleet and/or Axon Interview Room purchase, if applicable, to the extent it includes the products and services being purchased. Acceptance of Terms: Any purchase order issued in response to this Quote is subject solely to the above referenced terms and conditions. By signing below, you represent that you are lawfully able to enter into contracts. If you are signing on behalf of an entity(including but not limited to the company, municipality, or government agency for whom you work), you represent to Axon that you have legal authority to bind that entity. If you do not have this authority, please do not sign this Quote. Page 7 Q-554926.45476.842JB Docusign Envelope ID:524A2AB9-D602-484F-ADE3-644CAE23932F August 14, 202.4 Richard G. Kozal , City Manager Date Signed Signature 7/3/2024 AllifilliA\k Page 8 Q-554926-45476.842JB