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<br />
<br />
<br />Consulting Services Agreement between City of San Leandro and Axon Enterprise, Inc. for Fleet 3
<br />Advanced Last revised [12/19/2023]
<br /> Exhibit D – Page 11 of 1
<br />Axon Fleet Appendix
<br />If Axon Fleet is included on the Quote, this Appendix applies.
<br />1. City Responsibilities.
<br />19. City must ensure its infrastructure and vehicles adhere to the minimum requirements to operate Axon
<br />Fleet 2 or Axon Fleet 3 (collectively, "Axon Fleet") as established by Axon during the qualifier call and
<br />on-site assessment at City and in any technical qualifying questions. If City’s representations are
<br />inaccurate, the Quote is subject to change.
<br />20. City is responsible for providing a suitable work area for Axon or Axon third-party providers to install Axon
<br />Fleet systems into City vehicles. City is responsible for making available all vehicles for which installation
<br />services were purchased, during the agreed upon onsite installation dates, Failure to make vehicles
<br />available may require an equitable adjustment in fees or schedule.
<br />2. Cradlepoint. If City purchases Cradlepoint Enterprise Cloud Manager, City will comply with Cradlepoint’s end
<br />user license agreement. The term of the Cradlepoint license may differ from the Axon Evidence Subscription.
<br />If City requires Cradlepoint support, City will contact Cradlepoint directly.
<br />3. Third-party Installer. Axon will not be liable for the failure of Axon Fleet hardware to operate per
<br />specifications if such failure results from installation not performed by, or as directed by Axon.
<br />4. Wireless Offload Server.
<br />4.1. License Grant. Axon grants City a non-exclusive, royalty-free, worldwide, perpetual license to use
<br />Wireless Offload Server ("WOS"). "Use" means storing, loading, installing, or executing WOS solely for
<br />data communication with Axon Devices for the number of licenses purchased. The WOS te rm begins
<br />upon the start of the Axon Evidence Subscription.
<br />4.2. Restrictions. City may not: (a) modify, alter, tamper with, repair, or create derivative works of WOS;
<br />(b) reverse engineer, disassemble, or decompile WOS, apply any process to derive the source c ode of
<br />WOS, or allow others to do so; (c) access or use WOS to avoid incurring fees or exceeding usage
<br />limits; (d) copy WOS in whole or part; (e) use trade secret information contained in WOS; (f) resell, rent,
<br />loan or sublicense WOS; (g) access WOS to build a competitive device or service or copy any features,
<br />functions or graphics of WOS; or (h) remove, alter or obscure any confidentiality or proprietary rights
<br />notices (including copyright and trademark notices) of Axon or Axon’s licensors on or within WOS.
<br />4.3. Updates. If City purchases WOS maintenance, Axon will make updates and error corrections to WOS
<br />("WOS Updates") available electronically via the Internet or media as determined by Axon. City is
<br />responsible for establishing and maintaining adequate Internet access to receive WOS Updates and
<br />maintaining computer equipment necessary for use of WOS. The Quote will detail the maintenance
<br />term.
<br />4.4. WOS Support. Upon request by Axon, City will provide Axon with access to City’s store and forward
<br />servers solely for troubleshooting and maintenance.
<br />5. Axon Vehicle Software.
<br />5.1. License Grant. Axon grants City a non-exclusive, royalty-free, worldwide, perpetual license to use
<br />ViewXL or Dashboard (collectively, "Axon Vehicle Software".) "Use" means storing, loading, installing,
<br />or executing Axon Vehicle Software solely for data communication with Axon Devices. The Axon Vehicle
<br />Software term begins upon the start of the Axon Evidence Subscription.
<br />5.2. Restrictions. City may not: (a) modify, alter, tamper with, repair, or create derivative works of Axon
<br />Vehicle Software; (b) reverse engineer, disassemble, or decompile Axon Vehicle Software, apply any
<br />process to derive the source code of Axon Vehicle Software, or allow others to do so; (c) access or use
<br />Axon Vehicle Software to avoid incurring fees or exceeding usage limits; (d) copy Axon Vehicle
<br />Software in whole or part; (e) use trade secret information contained in Axon Vehicle Software; (f) resell,
<br />rent, loan or sublicense Axon Vehicle Software; (g) access Axon Vehicle Software to build a competitive
<br />device or service or copy any features, functions or graphics of Axon Vehicle Software; or (h) remove,
<br />alter or obscure any confidentiality or proprietary rights notices (including copyright and trademark
<br />DocuSign Envelope ID: E1B6788D-C642-4C4D-8553-CFF844DE231E
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