Equipment Purchase and Software License Addendum
<br /> This Equipment Purchase and Software License Addendum (this "EPSLA") is entered into
<br /> between Motorola Solutions, Inc., with offices at 500 W. Monroe Street, Suite 4400, Chicago, IL
<br /> 60661 ("Motorola") and the entity set forth in the signature block below or in the MCA
<br /> ("Customer"), and will be subject to, and governed by, the terms of the Motorola Solutions
<br /> Customer Agreement entered into between the Parties, effective as of , 2025 (the
<br /> "MCA"), Capitalized terms used in this EPSLA, but not defined herein,will have the meanings set
<br /> forth in the MCA.
<br /> 1. Addendum. This EPSLA governs Customer's purchase of Equipment and license of
<br /> Licensed Software (and, if set forth in an Ordering Document, related Services) from Motorola,
<br /> and will form part of the Parties' Agreement.
<br /> 2. Delivery of Equipment and Licensed Software.
<br /> 2.1. Delivery and Risk of Loss. Motorola will provide to Customer the Products (and, if
<br /> applicable, related Services) set forth in an Ordering Document, in accordance with the terms of
<br /> the Agreement. Motorola will, using commercially reasonable practices, pack the ordered
<br /> Equipment and ship such Equipment to the Customer address set forth in the applicable Ordering
<br /> Document or otherwise provided by Customer in writing, using a carrier selected by Motorola.
<br /> Notwithstanding the foregoing, delivery of Equipment(and any incorporated Licensed Software)
<br /> Will occur, and title and risk of loss for the Equipment will pass to Customer, upon shipment by
<br /> Motorola in accordance with Ex Works, Motorola's premises (Incoterms 2020). Customer will pay
<br /> all shipping costs,taxes, and other charges applicable to the shipment and import or export of the
<br /> Products and Services, as applicable,and Customer will be responsible for reporting the Products
<br /> for personal property tax purposes. Delivery of Licensed Software for installation on Equipment
<br /> or Customer-Provided Equipment will occur upon the earlier of (a) electronic delivery of the
<br /> Licensed Software by Motorola, and (b) the date Motorola otherwise makes the Licensed
<br /> Software available for download by Customer. If agreed upon in an Ordering Document, Motorola
<br /> will also provide Services related to such Products.
<br /> 2.2. Delays. Any shipping dates set forth in an Ordering Document are approximate, and while
<br /> Motorola will make reasonable efforts to ship Products by any such estimated shipping date,
<br /> Motorola will not be liable for any delay or related damages to Customer. Time for delivery will
<br /> not be of the essence, and delays will not constitute grounds for cancellation, penalties,
<br /> termination, or a refund.
<br /> 2.3. Beta Services. If Motorola makes any beta version of a software application ("Beta
<br /> Service") available to Customer, Customer may choose to use such Beta Service at its own
<br /> discretion, provided, however, that Customer will use the Beta Service solely for purposes of
<br /> Customer's evaluation of such Beta Service, and for no other purpose. Customer acknowledges
<br /> and agrees that all Beta Services are offered"as-is"and without any representations or warranties
<br /> or other commitments or protections from Motorola. Motorola will determine the duration of the
<br /> evaluation period for any Beta Service, in its sole discretion, and Motorola may discontinue any
<br /> Beta Service at any time. Customer acknowledges that Beta Services, by their nature, have not
<br /> been fully tested and may contain defects or deficiencies.
<br /> 3. Licensed Software License and Restrictions.
<br /> 3.1. Licensed Software License. Subject to Customer's and its Authorized Users' compliance
<br /> with the Agreement (including payment terms), Motorola hereby grants Customer and its
<br /> Equipment Purchase and Software 1
<br /> License Addendum V.2023.02.20
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