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REV: 08-18-22 RL <br />PURCHASE AGREEMENT FOR GOODS, COMMODITIES, AND SERVICES <br />This Purchase Agreement for goods, commodities and services (“Purchase Agreement”) is made <br />and entered into on this day of 2022 (the “Effective Date”) by and <br />between Axon Enterprise, Inc., a Delaware corporation (“Vendor”), and the City of Redwood City, a <br />California charter city and municipal corporation (“City”). City and Vendor are sometimes referred to <br />hereinafter individually as “Party” and collectively as “Parties.” <br />RECITALS <br />A. City requires vehicle-mounted cameras and related recording, redaction, video management <br />software and cloud storage solutions that integrate with the City’s existing body-worn cameras. <br />B. Vendor has the necessary experience in providing such goods and services. <br />C. Selection of the Vendor is expected to achieve the desired results in an expedited fashion. <br />D. Vendor has submitted a proposal to City and has affirmed its willingness and ability to provide <br />such goods and services. <br />E. City now desires to purchase the agreed upon goods and services from Vendor pursuant to the <br />terms and conditions of this Purchase Agreement. <br />NOW THEREFORE, in consideration of the faithful performance of the terms and conditions set forth in <br />this Purchase Agreement, the Parties hereto agree as follows: <br />1. Purchase of Goods and Services. City agrees to purchase, and Vendor agrees to provide, those <br />goods (“Goods”) and services and access to and maintenance of certain software (“Services”) that are defined <br />in Exhibits B, C and D, which are incorporated by reference herein. The Goods will be in compliance with all of <br />the standards and specifications set forth in Exhibit B and D, and the Services will be provided in a manner <br />consistent with that level of care and skill ordinarily exercised by members in the same profession, practicing in <br />the same locality under similar conditions, and maintain software as provided in Exhibit C and D. There will be <br />no substitution of Goods or Services without the prior written authorization of the Redwood City Police Chief or <br />Administrative Captain, or their designees. City will have the right to modify the scope of work to delete tasks <br />in whole or in part. <br />2. Delivery Date. The Goods must be shipped and must arrive at the destination specified in Section <br />17 of this Purchase Agreement or as otherwise specified by City. Goods must be provided by Vendor by June 1, <br />2023 (“Required Delivery Date”). Any failure by Vendor to meet the Required Delivery Date will constitute a <br />material default of this Purchase Agreement and City may cancel any Goods not delivered within 30 days of the <br />Required Delivery Date without liability. Vendor must notify City immediately if Vendor reasonably believes <br />Vendor will not be able to meet the Required Delivery Date for any reason and provide City with a schedule that <br />Vendor reasonably believes it will be able to meet. It is within City’s discretion whether it will accept the revised <br />schedule. <br />3. Purchase Price. The purchase price for the Goods and Services will be a not-to-exceed amount of <br />ATTY/AGR.2022.299/Axon Enterprises, Inc. (RCPD Axon Fleet Cameras) (Page 1 of 32) <br />21st September