Agmt26 Axon Amendment No. 1 - Laserfiche WebLink

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First Amendment to the Purchase Agreement for Goods, Commodities, and Services Page 13 of 18 REV: 04-09-26 LR ERROR-FREE OR WILL FUNCTION WITHOUT INTERRUPTION OR ACHIEVE ANY PARTICULAR RESULT. CUSTOMER ASSUMES THE ENTIRE RISK ARISING OUT OF THE PERFORMANCE OR USE OF OFFERINGS AND ANY THIRD-PARTY TECHNOLOGY, INCLUDING RELIANCE ON ANY INFORMATION GENERATED THROUGH USE OF OFFERINGS. TO THE EXTENT THAT SKYDIO MAY NOT DISCLAIM ANY WARRANTY AS A MATTER OF LAW, THE SCOPE AND DURATION OF SUCH WARRANTY SHALL BE THE MINIMUM PERMITTED UNDER SUCH LAW. 9. Term and Termination 9.1 Term This agreement is effective upon Customer's first purchase of Offerings and shall continue until terminated pursuant to this Section, Term and Termination. 9.2 Termination for Cause If Customer breaches this agreement (including by failing to pay amounts owed when due) Skydio may, in addition to its other rights and remedies hereunder or at law: (i) terminate this agreement for cause in its entirety, or (ii) terminate for cause one or more Order Forms, Subscriptions, or SOWs related to the breach only. Customer may terminate this agreement in its entirety for cause upon thirty (30) days written notice to Skydio of a material breach of this agreement if such breach remains uncured at the expiration of such period. 9.3 Termination for Convenience Either party may terminate this agreement for convenience upon thirty (30) days' notice if at the time of such notice there are no Order Forms, Subscriptions, or SOWs in effect. Termination will not impact products that are still under warranty. 9.4 Suspension Skydio may suspend or limit Customer's Account and use of Offerings as it deems reasonably necessary to prevent, investigate, or otherwise address any suspected breach of this agreement including these Terms. 9.5 Effect of Termination (a) Upon expiration or termination of this Agreement: (i) all Order Forms, Subscriptions, and SOWs terminate immediately; (ii) Skydio's obligation to provide Services ends; (iii) if Skydio terminates for cause, the EULA and all licenses (including perpetual) terminate and Customer must stop using the Software (and Skydio may deactivate it). Otherwise, the EULA (and necessary related provisions) remains in effect solely for previously granted perpetual licenses; (iv) no fees are refundable unless expressly stated; and (v) all provisions that by their nature should survive termination shall survive. (b) Upon expiration or termination of a Subscription, Skydio will cease providing Subscription Services and Customer must promptly pay all accrued fees. If Skydio terminates for cause, Customer must also pay all remaining Subscription fees through the end of the Subscription Term. Skydio will retain Customer Data for thirty (30) days solely for retrieval, during which SaaS functionality is otherwise unavailable and no additional fees apply for downloading data. After thirty (30) days, Skydio may delete all Customer Data unless legally prohibited and will certify deletion upon request. (c) Upon expiration or termination of a SOW, Skydio will cease performing Services (including in-process deliverables), and Customer must promptly pay a prorated portion of fees tied to future milestones ("Goals"), based on the days Skydio worked toward those Goals relative to the SOW schedule. (d) Upon expiration or termination of an Order Form: Skydio need not deliver undelivered Hardware, grant licenses, or provide Services, and Customer must promptly pay outstanding fees for Hardware already delivered. If Skydio terminates for cause, Skydio may require Customer to take and pay for remaining Hardware or recover damages under California Commercial Code §2708, in addition to other remedies. (e) Customer acknowledges that the Software contains technological controls allowing Skydio to deactivate it if a license expires, terminates, is suspended, or is used in violation of this Agreement, which may prevent use of Software and controlled Hardware. Skydio will promptly reactivate the Software if the license is reinstated. ATTY/AGR.2026/Amend. No.1/Axon Enterprise, Inc. (Axon Purchase Agreement Amendment) (Page 13 of 69)