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<br />Master Services and Purchasing Agreement for Agency
<br />
<br /> Title: Master Services and Purchasing Agreement for Agency
<br /> Department: Legal
<br /> Version: 14.0
<br /> Release Date: 3/10/2022 Page 2 of 23
<br />manufacturer.
<br />7.2. Claims. If Axon receives a valid warranty claim for an Axon-manufactured Device during the warranty term,
<br />Axon’s sole responsibility is to repair or replace the Axon -manufactured Device with the same or like Axon-
<br />manufactured Device, at Axon’s option. A replacement Axon-manufactured Device will be new or like new.
<br />Axon will warrant the replacement Axon-manufactured Device for the longer of :(a) the remaining warranty of
<br />the original Axon Manufactured Device or (b) ninety (90) days from the date of repair or replacement.
<br />7.2.1. If Agency exchanges a device or part, the replacement item becomes Agency’s property, and the
<br />replaced item becomes Axon’s property. Before delivering an Axon-manufactured Device for service,
<br />Agency must upload Axon-manufactured Device data to Axon Evidence or download it and retain a
<br />copy. Axon is not responsible for any loss of software, data, or other information contained in storage
<br />media or any part of the Axon-manufactured Device sent to Axon for service.
<br />7.3. Spare Axon Devices. At Axon's reasonable discretion, Axon may provide Agency a predetermined number of
<br />spare Axon Devices as detailed in the Quote (“Spare Axon Devices”). Spare Axon Devices are intended to
<br />replace broken or non-functioning units while Agency submits the broken or non-functioning units, through
<br />Axon’s warranty return process. Axon will repair or replace the unit with a replacement Axon Device. Title and
<br />risk of loss for all Spare Axon Devices shall pass to Agency in accordance with shipping terms under Section
<br />5. Axon assumes no liability or obligation in the event Agency does not utilize Spare Axon Devices for the
<br />intended purpose.
<br />7.4. Limitations. Axon’s warranty excludes damage related to: (a) failure to follow Axon Device use instructions;
<br />(b) Axon Devices used with equipment not manufactured or recommended by Axon; (c) abuse, misuse, or
<br />intentional damage to Axon Device; (d) force majeure; (e) Axon Devices repaired or modified by persons other
<br />than Axon without Axon’s written permission; or (f) Axon Devices with a defaced or removed serial number.
<br />Axon’s warranty will be void if Agency resells Axon Devices.
<br />7.4.1. To the extent permitted by law, the above warranties and remedies are exclusive. Axon disclaims all
<br />other warranties, remedies, and conditions, whether oral, written, statutory, or implied. If statutory or
<br />implied warranties cannot be lawfully disclaimed, then such warranties are limited to the duration of
<br />the warranty described above and by the provisions in this Agreement.
<br />7.4.2. Axon’s cumulative liability to any Party for any loss or damage resulting from any claim, demand, or
<br />action arising out of or relating to any Axon Device or Service will not exceed the purchase price paid
<br />to Axon for the Axon Device, or if for Services, the amount paid for such Services over the 12 months
<br />preceding the claim.
<br />7.5. Online Support Platforms. Use of Axon's online support platforms (e.g., Axon Academy and MyAxon) is
<br />governed by the Axon Online Support Platforms Terms of Use Appendix available at www.axon.com/sales-
<br />terms-and-conditions.
<br />7.6. Third-Party Software and Services. Use of software or services other than those provided by Axon is
<br />governed by the terms, if any, entered into between Agency and the respective third-party provider, including,
<br />without limitation, the terms applicable to such software or services located at www.axon.com/sales-terms-
<br />and-conditions, if any.
<br />7.7. Axon Aid. Upon mutual agreement between Axon and Agency, Axon may provide certain products and
<br />services to Agency, as a charitable donation under the Axon Aid program. In such event, Agency expressly
<br />waives and releases any and all claims, now known or hereafter known, against Axon, and its officers, directors,
<br />employees, agents, contractors, affiliates, successors, and assigns (collectively, "Releasees"), including but
<br />not limited to, on account of injury, death, property damage, or loss of data, arising out of or attributable to the
<br />Axon Aid program whether arising out of the negligence of Axon or any Releasees or otherwise. Agency agrees
<br />not to make or bring any such claim against Axon or any other Releasee, and forever release and discharge
<br />Axon and all other Releasees from liability under such claims. Agency expressly allows Axon to publicly
<br />announce its participation in Axon Aid and use its name in marketing materials. Axon may terminate the Axon
<br />Aid program without cause immediately upon notice to the Agency.
<br />8. Statement of Work. Certain Axon Devices and Services, including Axon Interview Room, Axon Channel Services,
<br />and Axon Fleet, may require a Statement of Work that details Axon’s Service deliverables (“SOW”). In the event Axon
<br />provides an SOW to Agency, Axon is only responsible to perform Services described in the SOW. Additional services
<br />are deemed out of scope. The Parties must document scope changes , consistent with and in furtherance of the
<br />products and services detailed in this Agreement and Exhibit A, in a written and signed change order. Changes may
<br />require an equitable adjustment in fees or schedule. The SOW is incorporated into this Agreement by reference.
<br />Revisions to the Scope of Work or services detailed in Exhibit A, which were not contemplated by this Agrement, and
<br />DocuSign Envelope ID: D7E89A7A-576D-4303-B1C0-8ACFA76A9E40
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