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HomeMy WebLinkAboutSH17-039 AXON TASER replacement - ContractAXON Axon Enterprise, inc.'s TASER 60 Terms and Conditions These TASER 60 Terms and Conditions (Agreement) apply to your purchase from Axon Enterprise, Inc. (Axon) under the TASER 60 Plan. TASER 60 provides CEW (Conducted Energy Weapon) hardware extended warranty coverage, CEW Products, and CEW accessories. TASER 60 only applies to the TASER CEW Product and accessories listed in the quote. 1. TASER 60 Term. TASER 60 Term start date is based upon the shipment date of the hardware covered under TASER 60 (Start Date). The TASER 60 Term will end 5 years after the Start Date (Term). 2. Payment Terms. Axon invoices for the TASER 60 plan on an annual basis. Agency will be invoiced upon the Start Date and then upon the anniversary of the Start Date for the remainder of the Term. Invoices are due to be paid within 30 days of the date of invoice. Invoices are due to be paid within 30 days of the date of Invoice. Payment obligations are non -cancelable and fees paid are non-refundable and all amounts payable will be made without setoff, deduction, or withholding. 3. Taxes. Unless the Agency provides a valid and correct tax exemption certificate applicable to the purchase and ship -to location, the Agency is responsible for sales and other taxes associated with the order. 4. Shipping: Title: Risk of Loss: Rejection. Axon reserves the right to make partial shipments and products may ship from multiple locations. All shipments are E.X.W. via common carrier and title and risk of loss pass to the Agency upon delivery to the common carrier by Axon. The Agency is responsible for all freight charges. Any loss or damage that occurs during shipment is the Agency's responsibility. Shipping dates are estimates only. S. Returns. All sales are final and no refunds or exchanges are allowed, except for warranty returns or as provided by state or federal law. 6. Hardware Limited Warranty. Axon warrants that its law enforcement hardware products are free from defects in workmanship and materials for a period of ONE (1) YEAR from the date of receipt. Extended warranties run from the date of purchase of the extended warranty through the balance of the 1 -year limited warranty term plus the term of the extended warranty measured after the expiration of the 1 -year limited warranty. CEW cartridges and Smart cartridges that are expended are deemed to have operated properly. Axon -Manufactured Accessories are covered under a limited 90-DAYwarranty from the date of receipt. Non - Axon manufactured accessories are covered under the manufacturer's warranty. If Axon determines that a valid warranty claim is received within the warranty period, Axon agrees to repair or replace the Product. Axon's sole responsibility under this warranty is to either repair or replace with the same or like Product, at Axon's option. 7. Warranty Limitations. The warranties do not apply and Axon will not be responsible for any loss, damage, or other liabilities arising from: (a) damage from failure to follow instructions relating to the Product's use; (b) damage caused by use with non -Axon products or from the use of cartridges, batteries or other parts, components or accessories that are not manufactured or recommended by Axon; (c) damage caused by abuse, misuse, intentional or deliberate damage to the product, or force majeure; (d) damage to a Product or part that has been repaired or modified by persons other than Axon authorized personnel or without the Title: Axon Enterprise, Inc: s TASER 60 Terms and Conditions (Online) Page 1 of 4 Department: Sales/Customer Service Version: 2.0 Release Date: 4/5/2017 A X N Axon Enterprise, Inc.'s TASER 60 Terms and Conditions written permission of Axon; or (e) if any Axon serial number has been removed or defaced. To the extent permitted by law, the warranties and remedies set forth above are exclusive and Axon disclaims all other warranties, remedies, and conditions, whether oral or written, statutory, or implied, as permitted by applicable law. If statutory or implied warranties cannot be lawfully disclaimed, then all such warranties are limited to the duration of the express warranty described above and limited by the other provisions contained in this Agreement. Axon's cumulative liability to any Party for any loss or damage resulting from any claims, demands, or actions arising out of or relating to any Axon product will not exceed the purchase price paid to Axon for the product or if for services, the amount paid for such services over the prior 12 months preceding the claim. In no event will either Party be liable for any direct, special, indirect, incidental, exemplary, punitive or consequential damages, however caused, whether for breach of warranty, breach of contract, negligence, strict liability, tort or under any other legal theory. 8. Warranty Returns. If a valid warranty claim is received by Axon within the warranty period, Axon agrees to repair or replace the Product which Axon determines in its sole discretion to be defective under normal use, as defined in the Product instructions. Axon's sole responsibility under this warranty is to either repair or replace with the same or like Product, at Axon's option. For warranty return and repair procedures, including troubleshooting guides, please go to Axon's website www,axon.com/support. A replacement product will be new or like new and have the remaining warranty period of the original product or 90 days from the date of replacement or repair, whichever period is longer. Any replacement item becomes Purchaser's property and the replaced item becomes Axon's property. 9. TASER 60 Warranty Coverage, TASER 60 Includes_ extended warranty coverage for TASER CEW hardware - specifically identified in the Quote and as described in the Hardware Limited Warranty. TASER 60 warranty coverage starts at the beginning of the Term and continues as long as the Agency continues to pay the required annual fees for TASER 60 during the Term. The Agency may not have both an optional extended warranty and TASER 60 on the TASER CEW product. 10. Spare Product. For orders of more than 30 units, Axon will provide a predetermined number of Spare Product for the TASER CEW hardware listed in the Quote (Spare Products) to keep at the Agency location to replace broken or non-functioning units in order to improve the availability of the units to officers in the field. The Agency must return to Axon, through Axon's RMA process, any broken or non-functioning units for which a Spare Product is utilized, and Axon will repair or replace the non-functioning unit with a replacement product. Axon warrants it will repair or replace the unit which fails to function for any reason not excluded by the warranty coverage, during the Term with the same product or a like product, at Axon's sole option. Within 30 days of the end of the Term, the Agency must return to Axon all Spare Products, The Agency will be Invoiced for and are obligated to pay to Axon the MSRP then in effect for all Spare Products not returned to Axon. 11. Product Warnings. See our website at www.axon.com for the most current product warnings. Title: Axon Enterprise, Inc.'s TASER 60 Terms and Conditions (Online) Page 2 of 4 Department: Sales/Customer Service Version: 2.0 Release Date: 4/5/2017 AXON Axon Enterprise, Inc."s TASER 60 Terms and Conditions 12. Design Changes. Axon reserves the right to make changes in the design of any of Axon's products and services without Incurring any obligation to notify the Agency or to make the same change to products and services previously purchased. Axon may replace end of life products with the next generation of that product without notifying the Agency. 13. TASER 60 Termination. If an invoice for TASER 60 is more than 30 days past due, then Axon may terminate TASER 60. Axon will provide notification that TASER 60 coverage is terminated. Once TASER 60 coverage is terminated for any reason, then: 13.1 TASER 60 coverage will terminate as of the date of termination and no refunds will be given. 13.2 The Agency will be invoiced and obligated to pay for the remainder of the MSRP for TASER 60 Products received before the termination date. In the case of termination for non -appropriations, Axon will not invoice the Agency if the Agency returns the CEW, battery, holster, and unused cartridges to Axon within 30 days of the date of termination. 13.3 The Agency will be responsible for payment of any missed payments due to the termination before being allowed to purchase any future TASER 60 plan. 14. Excusable Delays. Axon will use commercially reasonable efforts to deliver all products and services ordered as soon as reasonably practicable. In the event of interruption of any delivery due to causes beyond Axon's reasonable control Axon has the right to delay or terminate the delivery with reasonable notice. 15. Proprietary Information. The Agency agrees that Axon has and claims various proprietary rights in the hardware, firmware, software, and the integration of ancillary materials, knowledge, and designs that constitute Axon products and services, and that the Agency will not directly or indirectly cause any proprietary rights to be violated. 16. Import and Export Compliance. In connection with this Agreement, each Party will comply with al applicable import, re- import, export, and re-export control laws and regulations. 17. Assignment, The Agency may not may assign or otherwise transfer this Agreement without the prior written approval of Axon. 18. Severability. This Agreement is contractual and not a mere recital. If any portion of this Agreement is held to be invalid or unenforceable, the remaining portions of this Agreement will remain in full force and effect. 19. Governing Law: Venue. The laws of the state where the Agency is physically located, without reference to conflict of law rules, govern this Agreement and any dispute of any sort that might arise between the Parties. The United Nations Convention for the International Sale of Goods does not apply to this Agreement. 20. Entire Agreement. This Agreement and the quote provided by Axon, represents the entire agreement between the Parties. This Agreement supersedes all prior or contemporaneous representations, understandings, agreements, or communications between the Parties, whether written or verbal, regarding the subject matter of this Agreement. No modification or amendment of any portion of this Agreement will be effective unless in writing and signed by the Parties to this Agreement. Title: Axon Enterprise, Inc.'s TASER 60 Terms and Conditions (Online) Page 3 of 4 Department: Sales/Customer Service Version: 2.0 Release Date: 4/5/2017 Aki, A X N Axon Enterprise, Inc.'s TASER. 60 Terms and Conditions IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be duly executed. Each Party warrants and represents that Its respective signatories whose signatures appear below have been and are, on the date of signature, duly authorized to execute this Agreement. Axon Enterprise, Inc. Signature: Name: Title: Date: Agency Signature:C �„m -4— Name: (5ehe N6-0— Title:. &arise-- Date: --_ t'ta 13 • -"0 AXON, and Axon are trademarks of Axon Enterprise, Inc, some of which are registered in the US and other countries. For more information, visit www,axon.com/lQgal. All rights reserved. © 2017 Axon Enterprise, Inc, `pj o. c c.. C)S; ? O.V , Title: Axon Enterprise, Inc,'s TASER 60 Terms and Conditions (Online) Page 4 of 4 Department: Sales/Customer Service Version: 2.0 Release Date: 4/5/2017