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Docusign Envelope ID: 030D2B63-5582-4D40-9D78-224202894BCB <br /> shall be specific to the services defined herein and not affect any other Axon <br /> agreements with the City. <br /> 2. COMPENSATION <br /> a. City agrees to pay, and Consultant agrees to accept as total payment for its services for <br /> City, the rates and charges identified in Quote # Q-750055-46042MT, identified and <br /> attached hereto as Exhibit B. The total amount to be expended during the term of this <br /> Agreement shall not exceed$682,900. <br /> b. Payment by City shall be made within forty-five (45) days following receipt of proper <br /> invoice evidencing work performed, subject to City accounting procedures. City and <br /> Consultant agree that all payments due and owing under this Agreement shall be made <br /> through Automated Clearing House (ACH) transfers. Consultant agrees to execute the <br /> City's standard ACH Vendor Payment Authorization and provide required <br /> documentation. Upon verification of the data provided, the City will be authorized to <br /> deposit payments directly into Consultant's account(s) with financial institutions. <br /> Payment need not be made for work which fails to meet the standards of performance <br /> set forth in the Recitals which may reasonably be expected by City. <br /> 3. TERM <br /> a. This Agreement shall commence on the date first written above and continue for a three <br /> (3) year term, unless terminated earlier in accordance with Section 17 of Exhibit A. <br /> b. The parties agree and understand that the term defined, above, is controlling. Neither <br /> the subscription term or any renewal term identified in Exhibit A shall apply. Any <br /> extension or renewal may be subject to approval by the City Council of the City of <br /> Santa Ana. <br /> 4. INSURANCE <br /> Insurance requirements are attached hereto as Exhibit C. <br /> 5. CONFLICT OF INTEREST CLAUSE <br /> a. Consultant covenants that it presently has no interests and shall not have interests, <br /> direct or indirect, which would conflict in any manner with performance of services <br /> specified under this Agreement. <br /> b. No immediate family members of either the Mayor, City Council Member, or any <br /> appointed City Official, including appointed board and commission members, as <br /> defined under the City's Municipal Code, whose position with the City shall award or <br /> influence the award of this Agreement, or any competing contract or amendment <br /> thereof, shall be employed in any capacity by the Consultant or have any other direct <br /> or indirect financial benefit or interest in this Agreement. <br /> Page 2 of 5 <br /> ity CV 11 15 — 6 2/3/2026 <br />