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DocuSlgn Envelope ID: D7E89A7A-576D-4303-61C0-8ACFA76A9E40
<br />iii A X 0 N Master Services and PUrchasinl
<br />Igreement for Agency
<br />any increase to the total costs detailed in Exhibit A, are subject to amendment which will require approval by the City
<br />Council for the City of Santa Ana.
<br />9. Axon Device Warninas. See www.axon.com/legal for the most current Axon Device warnings.
<br />10. Design Changes. Axon may make design changes to any Axon Device or Service without notifying Agency or making
<br />the same change to Axon Devices and Services previously purchased by Agency.
<br />11. Bundled Offerings. Some offerings in bundled offerings may not be generally available at the time of Agency's
<br />purchase. Axon will not provide a refund, credit, or additional discount beyond what is in the Quote due to a delay of
<br />availability or Agency's election not to utilize any portion of an Axon bundle.
<br />12. Insurance.
<br />Axon shall procure and maintain fortheduration ofthe contract insurance againstclaims for security breaches, system
<br />failures, injuries to persons, damages to software, or damages to property (Including computer equipment) which
<br />may arise from or in connection with the performance of the work hereunder by the Vendor, its agents,
<br />representatives, or employees. Vendor shall procure and maintain for the duration of the contract insurance claims
<br />arising out of their services and including, but not limited to loss, damage, theft or other misuseof data, infringement of
<br />intellectual property, invasion of privacy and breach of data.
<br />MINIMUM SCOPE AND LIMIT OF INSURANCE
<br />Coverage shall be at least as broad as:
<br />1, Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an
<br />'.occurrence' basis, including products and completed operations, property damage, bodily injury and
<br />personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit
<br />applies, either the generalaggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25
<br />04)or the general aggregate limit shall be twice the required occurrence limit.
<br />2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto), or if
<br />Consultant has no owned autos, Code 8 (hired) and 9 (non- owned), with limit no less than $1,000,000 per
<br />accident for bodily injury and propertydamage.
<br />3. Workers' Compensation insurance as required by the State of California, with Statutory Limits, and
<br />Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.
<br />4. Cyber Liability Insurance, with limits not less than $2,000,000 per occurrence or claim, $2,000,000
<br />aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by
<br />Vendor in this agreement and shall include,but not be limited to, claims involving security breach, system
<br />failure, data recovery, business interruption, cyber extortion, social engineering, infringement of intellectual
<br />property, including but not limited to infringement of copyright, trademark, trade dress,invasion of privacy
<br />violations, information theft, damage to or destruction of electronicinformation, release of private information,
<br />and alteration of electronic information. The policy shall provide coverage for breach response costs,
<br />regulatory fines and penalties as well as credit monitoring expenses.
<br />Technology Professional Liability Errors & Omissions
<br />Technology Professional Liability Errors and Omissions Insurance appropriate to the Consultant's
<br />profession and work hereunder, with limitsnot less than $2,000,000 per occurrence. Coverage shall be sufficiently
<br />broad to respond to the duties and obligations as is undertaken by the Vendor in this agreement and shall include,
<br />but not be limited to, claims involving security breach, system failure, data recovery, business interruption, cyber
<br />extortion, social engineering, infringement of intellectual property, including but not limited to infringement of
<br />copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of
<br />electronic information, release of privateinformation, and alteration of electronic information. The policy shall
<br />provide coverage for breach response costs, regulatory fines and penalties as well as credit monitoring expenses.
<br />a. The Policy shall include, or be endorsed to include, property damage liability coverage for damage
<br />to, alteration of, loss of, or destruction of electronic data and/or information "property" of the Agency
<br />in the care, custody, or control of the Vendor. If not coveredunder the Vendor's liability policy, such
<br />"property" coverage of theAgency may be endorsed onto the Vendor's Cyber Liability Policy as
<br />covered property as follows:
<br />If the Vendor maintains broader coverage and/or higher limits than the minimums shown above, the Entity
<br />requires and shall be entitled to the broader coverage and/or the higher limitsmaintained by the contractor. Any
<br />Title: Master Services and Purchasing Agreement for Agency
<br />Department: Legal
<br />Version: 14.0
<br />Release Date: 3/10/2022 Pace 3 of 23
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