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HomeMy WebLinkAboutItem 19 - 2nd Amend. to Agree. with Axon Enterprise, Inc. for Records Management System Police Department www.santa-ana.org/police Item # 19 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report March 21, 2023 TOPIC: Second Amendment to Agreement with Axon Enterprise, Inc. for Records Management System AGENDA TITLE Approve Second Amendment to Master Service and Purchasing Agreement with Axon Enterprise, Inc., in the amount of $451,000, for a Records Management System for the Police Department (Non-General Fund) RECOMMENDED ACTION Authorize the City Manager to execute the Second Amendment to the Agreement with Axon Enterprise, Inc. to provide a Records Management System to the Police Department in an additional amount not to exceed $451,000 for a total aggregate amount not to exceed $6,015,017, for the period of March 21, 2023 through June 30, 2027, subject to non-substantive changes approved by the City Manager and City Attorney. DISCUSSION On June 5, 2018, the Santa Ana Police Department contracted with CentralSquare Technologies (formerly TriTech Software Systems) for a Records Management System (RMS). The cost of that system to date has been approximately $571,000, with milestone payments yet to be made prior to the end of the contract, which is set to expire on November 21, 2023. In 2017, the Department entered into a five-year agreement with Axon Enterprise, Inc. (Axon) for Body Worn Cameras (BWCs), and in 2022, the Department entered into a new five-year agreement for a second iteration of BWCs and supporting technology. On February 7, 2023, the City Council authorized the first amendment to the agreement with Axon for an interview camera recording system. The new Axon Interview Room technology will be supported by a software that currently supports the BWC Program. Transitioning to Axon’s RMS will provide accessibility to all Axon programs used by the Department under a single digital ecosystem accessible to all current Axon users. Second Amendment to Agreement with Axon Enterprise, Inc. for Records Management System March 21, 2023 Page 2 3 3 1 0 The current agreement with Axon includes the following products within the Axon ecosystem: Tasers, Body Worn Cameras (BWC), Virtual Reality Training, Dictation Assistant, Axon Signal Sidearm, Axon Interview, and unlimited cloud storage on Evidence.com. Having an RMS that can bring these products together would make Axon an ideal selection to replace the current RMS. Axon RMS would be accessed via Evidence.com, which is the Department’s current digital evidence system that contains all Taser activity, BWC footage, and Axon Interview (Axon Interview will go live mid- 2023). Purchasing Axon RMS offers standardization and system familiarity. The overall cost of a new Axon RMS is $451,000 and includes the licenses for the period of October 1, 2024 through June 30, 2027. The anticipated go-live date is October 1, 2024. Axon’s RMS would broaden the digital ecosystem that promotes a unique ability that is not currently in place with CentralSquare. The amendment with Axon would begin in phases starting mid-2023, each of which will be signed off prior to proceeding to the next phase. The transition will occur in the three phases of Design, Build, and Validate, prior to going live. Axon, as with current elements in use by the Department, will continually provide software updates at no additional cost. Axon will also provide training to the end-user, as well as training to Department personnel to provide training as trainers (Train-the Trainer method). Axon will implement a structured methodology for converting data from the Department’s current system to the new product. Benefits to the community include the following: •Overtime cost savings with Dictation Assistant •Immediate sharing capabilities •Streamlining of court and evidence process Program Costs for Axon Records Management System Early Signing Costs before March 31, 2023 Delayed Signing Costs after March 31, 2023 Axon RMS $451,000 Axon RMS $ 902,000 25 Standard Licenses $0 25 Standard Licenses $ 19,800 125 Records Licenses $0 125 Records Licenses $ 119,625 Program TOTAL $451,000 Program TOTAL $1,041,425 *Total program savings with early 2023 signing: $590,425 FISCAL IMPACT The one-time payment in the amount of $451,000 is not due until approximately October 2024, when the system is anticipated to go live. The Police Department intends to utilize a portion of the annual allocation of the Supplemental Law Enforcement Services Account (SLESA) program monies received during FY 2023-24 for this amendment. Second Amendment to Agreement with Axon Enterprise, Inc. for Records Management System March 21, 2023 Page 3 3 3 1 0 Funding will be included in the proposed budget for FY 2024-25 for City Council consideration. Fiscal Year Accounting Unit – Account No.Fund Description Accounting Unit – Account No. Description Amount FY 24-25 12814407-66511 Supplemental Law Enforcement Services Fund SLESA, Computer Software Subscriptions $451,000 EXHIBIT 1. Second Amendment to Agreement with Axon Submitted By: David Valentin, Police Chief Approved By: Kristine Ridge, City Manager Page 1 of 2 SECOND AMENDMENT TO MASTER SERVICE AND PURCHASING AGREEMENT FOR RECORDS MANAGEMENT SOFTWARE THIS SECOND AMENDMENT to the above-referenced agreement is entered into on March 21, 2023, by and between Axon Enterprise, Inc., a Delaware corporation (“Consultant”), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (“City”). RECITALS A.The parties entered into Agreement #A-2022-106, dated July 1, 2022 (“Agreement”), by which Consultant agreed to provide software licenses, maintenance, and equipment in support of the Body Worn Camera program at the Santa Ana Police Department (“Department”). The term of the Agreement runs through June 30, 2027, and is still in effect. B.On February 7, 2023, the Agreement was amended (“First Amendment”), to include the purchase of additional equipment, software, and maintenance to upgrade all of the Department’s interview rooms for an additional $376,379. C.The parties now wish to amend the Master Services Agreement to expand the Scope of Services and increase the overall compensation for years 2-5 of the Agreement to allow the City to purchase Axon Records and Standards software, as needed by the Department and detailed in the attached Exhibit A-1 to this Amendment. The Parties therefore agree: 1.Preamble, shall be amended to include Axon Quote No. Q-406761-44978.804CN, attached hereto as Exhibit A-1, to memorialize the costs for the City to purchase records management software, records license and standards licenses, standards implementation service, and a professional services milestone payment for records. 2.Section 3, Payment, shall be amended to increase and reflect the additional costs and payment schedule detailed in Exhibit A-1. The total sum to be expended for the payment of the additional services detailed in Exhibit A-1 shall not exceed $451,000 for a total aggregate amount not to exceed $6,015,017. 3.Except as modified by this Amendment, all terms and conditions of the Agreement shall remain in full force and effect. DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 Page 2 of 2 IN WITNESS WHEREOF, the parties hereto have executed this Amendment to the Agreement on the date and year first written above. ATTEST CITY OF SANTA ANA _______________________________ ______________________________ JENNIFER L. HALL KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM CONSULTANT SONIA R. CARVALHO City Attorney By:___________________________ _______________________________ TAMARA BOGOSIAN By: Senior Assistant City Attorney Title: RECOMMENDED FOR APPROVAL ________________________________ DAVID VALENTIN Chief of Police DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 Robert E. Driscoll, Jr. VP, Assoc. General Counsel Page 1 Q-406761-44978.804CN Q-406761-44978.804CN Issued: 02/21/2023 Quote Expiration: 03/31/2023 Estimated Contract Start Date: 10/01/2024 Account Number: 105857 Payment Terms: N30 Delivery Method: SHIP TO BILL TO SALES REPRESENTATIVE PRIMARY CONTACT Delivery;Invoice;Other-60 Civic Center Plz M-88 Santa Ana Police Dept - CA Will Alexander Sergio Enriquez 60 CIVIC CENTER PLZ 20 Civic Center Plz Phone: Phone: (714) 245-8020 SANTA ANA, CA 92701-4060 Santa Ana, CA 92701-4058 Email: walexander@axon.com Email: senriquez@santa-ana.org USA USA Fax: Fax: (714) 245-8606 Email: Quote Summary Discount Summary Program Length 33 Months Average Savings Per Year ($101,845.45) TOTAL COST $451,000.00 ESTIMATED TOTAL W/ TAX $451,000.00 TOTAL SAVINGS ($280,075.00) Payment Summary Date Subtotal Tax Total Oct 2024 $451,000.00 $0.00 $451,000.00 Total $451,000.00 $0.00 $451,000.00 Axon Enterprise, Inc. 17800 N 85th St. Scottsdale, Arizona 85255 United States VAT: 86-0741227 Domestic: (800) 978-2737 International: +1.800.978.2737 Exhibit A-1 to Second AmendmentDocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 Page 2 Q-406761-44978.804CN Quote Unbundled Price:$170,925.00 Quote List Price:$170,925.00 Quote Subtotal:$451,000.00 Pricing All deliverables are detailed in Delivery Schedules section lower in proposal Item Description Qty Term Unbundled List Price Net Price Subtotal Tax Total A la Carte Software 73893 STANDARDS LICENSE, NON-SWORN 30 33 $20.00 $0.00 $0.00 $0.00 $0.00 73891 RECORDS LICENSE, NON-SWORN 125 33 $29.00 $0.00 $0.00 $0.00 $0.00 A la Carte Services 85157 PROFESSIONAL SERVICES MILESTONE PAYMENT: RECORDS 1 33 $500.00 $13,212.12 $436,000.00 $0.00 $436,000.00 73896 STANDARDS IMPLEMENTATION SERVICE 1 $15,000.00 $15,000.00 $15,000.00 $0.00 $15,000.00 Total $451,000.00 $0.00 $451,000.00 DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 Page 3 Q-406761-44978.804CN Delivery Schedule Software Bundle Item Description QTY Estimated Start Date Estimated End Date A la Carte 73891 RECORDS LICENSE, NON-SWORN 125 10/01/2024 06/30/2027 A la Carte 73893 STANDARDS LICENSE, NON-SWORN 30 10/01/2024 06/30/2027 Services Bundle Item Description QTY A la Carte 73896 STANDARDS IMPLEMENTATION SERVICE 1 A la Carte 85157 PROFESSIONAL SERVICES MILESTONE PAYMENT: RECORDS 1 DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 Page 4 Q-406761-44978.804CN Payment Details Oct 2024 Invoice Plan Item Description Qty Subtotal Tax Total Invoice Upon Fulfillment 73891 RECORDS LICENSE, NON-SWORN 125 $0.00 $0.00 $0.00 Invoice Upon Fulfillment 73893 STANDARDS LICENSE, NON-SWORN 30 $0.00 $0.00 $0.00 Invoice Upon Fulfillment 73896 STANDARDS IMPLEMENTATION SERVICE 1 $15,000.00 $0.00 $15,000.00 Invoice Upon Fulfillment 85157 PROFESSIONAL SERVICES MILESTONE PAYMENT: RECORDS 1 $436,000.00 $0.00 $436,000.00 Total $451,000.00 $0.00 $451,000.00 DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 Page 5 Q-406761-44978.804CN Tax is estimated based on rates applicable at date of quote and subject to change at time of invoicing. If a tax exemption certificate should be applied, please submit prior to invoicing. Standard Terms and Conditions Axon Enterprise Inc. Sales Terms and Conditions Axon Master Services and Purchasing Agreement: This Quote is limited to and conditional upon your acceptance of the provisions set forth herein and Axon’s Master Services and Purchasing Agreement (posted at www.axon.com/legal/sales-terms-and-conditions), as well as the attached Statement of Work (SOW) for Axon Fleet and/or Axon Interview Room purchase, if applicable. In the event you and Axon have entered into a prior agreement to govern all future purchases, that agreement shall govern to the extent it includes the products and services being purchased and does not conflict with the Axon Customer Experience Improvement Program Appendix as described below. ACEIP: The Axon Customer Experience Improvement Program Appendix, which includes the sharing of de-identified segments of Agency Content with Axon to develop new products and improve your product experience (posted at www.axon.com/legal/sales-terms-and-conditions), is incorporated herein by reference. By signing below, you agree to the terms of the Axon Customer Experience Improvement Program. Acceptance of Terms: Any purchase order issued in response to this Quote is subject solely to the above referenced terms and conditions. By signing below, you represent that you are lawfully able to enter into contracts. If you are signing on behalf of an entity (including but not limited to the company, municipality, or government agency for whom you work), you represent to Axon that you have legal authority to bind that entity. If you do not have this authority, please do not sign this Quote. DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 Page 6 Q-406761-44978.804CN \s1\\d1\ Signature Date Signed 2/21/2023 DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 STATEMENT OF WORK FO R THE IMPLEMENTATION O F AXON RECORDS AND STANDARDS FOR SANTA ANA POLICE DEPARTMENT ("SOW”) Submitted By: Axon Enterprise, Inc. (Axon) 17800 North 85 th Street Scottsdale, AZ 85255 DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 1 . P R O J E C T O V E R V I E W : ................................. 1 1.1 SOFTWARE ...............................................................1 AXON RECORDS ................................................................1 AXON STANDARDS .............................................................2 1.2 DEFINITIONS ..............................................................2 1.3 OUT OF PROJECT S COPE ................................................4 2 . P R O F E S S I O N A L S E R V I C E S : ........................... 5 2.1 GENERAL ...................................................................5 2.2 INTERFACES ...............................................................5 2.3 DATA CONVERSION .......................................................7 2.4 REPORTING AND DA TASTORE ..........................................9 2.5 READINESS .................................................................9 2.6 TRAINING ..................................................................10 2.7 GO -LIVE ....................................................................11 3 . P R O J E C T M A N A G E M E N T:............................. 12 3.1 MANAGEMENT RESOU RCES .............................................12 3.2 REQUIREMENTS PLANNIN G .............................................15 3.3 CHANGE CONTROL ........................................................15 3.4 PROJECT METHODOL OGY ................................................15 3.5 MILESTONE COMPLE TION REPORT (“MCR”) .........................15 4 . A G E N C Y C O M M I T M E N T S: ............................ 16 5 . S U P P O R T : ............................................. 17 6 . T E R M S A N D C O N D I T I O N S : ........................... 18 A T T A C H M E N T A - M I L E S T O N E C O M P L E T I O N R E P O R T ( M C R ) ........................................... 19 A T T A C H M E N T B - P R O J E C T C H A N G E O R D E R .......... 20 A T T A C H M E N T C - T H I R D -P A R T Y P R O D U C T S A N D S E R V I C E S ................................................. 21 DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 PAGE 1 1. PROJECT OVERVIEW : This document serve s as an overview of the Axon Records project. Axon Records and Axon Standards are cloud -native software solutions provided as a SaaS subscription. As a SaaS Solution, at such time as new functionality is released into the system, Santa Ana PD will be given the option to utilize the new features, at their discretion , at no additional cost to the agency . 1.1 S OFTWARE The software detailed in th is SOW includes , but is not limited to, the listed functionalit y : AXON RECORDS  Employee Management  Master Name Index  Master Address Index  Master Location Index  Master Vehicle Index  Axon DataStore  User Permission Management  Distribution Management  Print Auditing  Search  Master Index Alerts  Audit Trail  California State Reporting  Incident Reporting  Attachments  Citations Integration (Import) o Name and Vehicle Validation o Incident Report Linking o Attachments  Crash Reporting Integration (Import) o Name and Vehicle Validation o Impound Import o Diagram Import o Incident Report Linking o Attachments  Bookings Module o Shor t -term holding o Development Partner for DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 PAGE 2  Physical Property & Evidence Entry  Sealing  Restrictions  Field Interviews  Digital Evidence Management  Case Management  Configurable Forms and Fields  Records Requests  Expungement  Redaction  Supplements  Warrants municipal jail functionality o Call For Service Module o Search API for connection for use with agency’s internal Applets AXON STANDARDS  Use of Force  Vehicle Pursuit  Vehicle Collision  Internal Complaint  Citizen Complaint  Attachments  Internal Affairs Investigative Case Management  Configurable Forms and Fields  Restrictions  EIS 1.2 DEFINITIONS T E R M D E F I N I T I O N P A R T I E S Agency Santa Ana Police Department who is identified within this SOW End-Users Specific agency groups who will use the system. Users of Evidence.com will already be provisioned for access to Axon Records and Axon Standards. Professional Services The services that Axon will provide within the scope of this SOW DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 PAGE 3 S Y S T E M S Axon Systems Software solutions and agency-specific integrations developed by Axon CJIS The Federal Bureau of Investigation’s criminal justice information system MDC Mobile data computer – a device associated within a vehicle or other mobile unit NIBRS National Incident-Based Reporting System DataStore The database Axon provides allowing the agency to query data Product The software solution being implemented as part of this SOW Production Environment The operational environment where the product is accessed Training Environment The pre-production environment where all Axon-specific development, configuration, FAT, UAT, and training take place Service Portal An online portal provided by Axon where issues identified are entered and triaged P R O J E C T & M I L E S T O N E S Project Scope of this SOW as defined by the work to be completed described herein Project Change Order (PCO) Change order form outlined in Attachment B to be executed between Axon and the agency if a material change in scope is required for this SOW Milestone Event that constitutes completion of work as listed in Attachment A Milestone Completion Report The report outlined in Attachment A to be executed at key milestones between agency and Axon to approve completion of project phases Requirements Phase Requirements gathering and confirmation occurs during this phase. Confirmed requirements feed the sprint phase, and sprints are designed around what can and cannot be accomplished given time and resource constraints on both Axon and the agency’s sides. Data Conversion Plan Part of the overall Project Plan, this phase outlines how the Data Conversion will be executed, from mapping to testing to the full Data Conversion to move the data into Axon Records. Configuration Phase Project phase encompassing iterative development through sprints. Integrations and workflows are developed and deployed during this phase. The agency forms, users, and permissions are also configured during this phase. Sprint A period during the configuration phase of the project (typically 2-3 weeks) where specific pieces of functionality are built, configured, and delivered. Sprint Review Signifies the end of the sprint where Axon showcases what was built, configured, and delivered. These items are then deemed ready for FAT and UAT. Go-Live End-users are activated, and the agency is actively using the product DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 PAGE 4 Third-Party Products and Services Software, hardware, and services that are not owned by Axon but are being provided by Axon for this project as listed in Attachment C A C C E P T A N C E Blocker Issue impacting 50% or more users Integration Acceptance Testing Scheduled events for testing of each integration point and associated functionality in collaboration with the agency and the agency’s vendors Functional Acceptance Testing (FAT) Testing the functionality of the system as configured for the agency User Acceptance Testing (UAT) Testing the functionality of the system as configured for the agency from an end-user’s perspective Hypercare period Thirty (30) day period, following Go-Live/Final Acceptance where the project team ensures the Production system is functioning as designed. Once this hypercare period is over, the agency will be transitioned to Axon’s Support staff. 1.3 OUT OF PROJECT SCOP E Axon is only responsible for performing the p rofessional s ervices described within this SOW. Any additional p rofessional s ervices that are not defined explicitly by this SOW shall be done so through a P roject C hange O rder. T he following are considered outside the scope of this p roject:  A dministration, management, or support of any internal c ity, c ounty, s tate, f ederal , or a gency IT network or infrastructure  Third -p arty p roducts and s ervices costs related to the vendors or a gency’s side of the integration  Changes made by the a gency or the a gency ’s vendors DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 PAGE 5 2. PROFESSIONAL SERV ICES : 2.1 GENERAL The a gency will provide a m aster c harge t able that Axon will load. Axon will provide the appropriate structure to the a gency. 2 .2 INT ERFACE S The a gency tasks related to interface setup start immediately after project kick -off . It is critical for the a gency interface subject -matter expert s (SME) and Axon project interface resources to work closely together to scope, set -up, and test all interfaces.  The a gency must provide any relevant technical documentation per interface to Axon.  The a gency will facilitate any necessary meetings with all third - party system vendors where integration is required.  Axon will provide any relevant Axon API documentation to the a gency.  Axon will conduct i ntegration a cceptance t esting demonstrating the functionality of each integration to the a gency .  The a gency must notify Axon of any changes to the a gency ’s side of the integration that are beyond Axon’s c ontrol and may impact the integration. AGENCY INTERFACES 2.2.1 Records | Crossroad s | Crash : Axon will import crash reports from Crossroads into Axon Records . 2.2.2 Records | Crossroads | Citation: Axon will import citation s from Crossroads into Axon Records . 2.2.3 Records | DataTicket | Citation: Axon will import parking citation s from DataTicket into Axon Records . 2.2.4 Records | Lexis Nexis DORS | Online Reporting: Axon will deploy an interfac e with LexisNexis’ DORS solution where Axon will import citizen -authored reports from DORS into an incident report in Axon Records . These reports will be approved in DORS , and then imported into Axon Records. The report will be assigned to the officer who approved the report in DORS . DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 PAGE 6 2.2.5 Records | Municipal Jail : Axon will import booking data from the Municipal Jail system into Axon Records. This import will include name and photo data. 2.2.6 Records | Central Square CAD | Call for Service Import : Axon will import Call for Service (CFS) data from Central Square into Axon Records . The process and triggers by which incident reports are created and assigned from Calls for Service will be determined during the deployment of Axon Records. 2.2.7 Records | Centr al Square CAD | Incident Number Export: Axon will build an interface with the Central Square CAD system where Axon will export Incident Numbers that have been generated from imported Calls for Service that directly generated those reports . 2.2.8 Records | AFIS | Livescan: Axon will import photos from AFIS into the Axon Records master indices. 2.2.9 Records | NCIC/CLETS: Axon will deliver an interface between Axon and the established message switch. The following standard basic queries will be generated by Axon: QDRV (Driver’s License), QVEH (Vehicle Registration), QA (Article), QBOT (Boat), QG (Gun). Moreover, the following list of queries will also be supported: CLETS (California Law Enforcement Telecommunications System): Stolen Vehicle/Automated Boat Systems (SVS/AB S), CA Restraining Order & Protective Order System (CARPOS), All California DMV Queries (all encompassing), Wanted Persons (WPS -all encompassing), Supervised Release File (SRF), CA Sex & Arson Registry System (CSAR), Missing & Unidentified Persons System (MUPS), Automated Property System (APS), Automated Firearm System (AFS), Mental Health Firearms Prohibition System, Armed Prohibited Persons System (APPS). NLETS (National Law Enforcement Telecommunications System) Driver History Query (KQ), Driver Licens e Query by Name (DNQ), Driver’s License Query (DQ), State Warrant Query (SWQ), Vehicle Registration Query (RQ), Vehicle Registration Query By Name (RNQ) National Crime Information Center (NCIC): National Sex Offender Registry (NSOR), Protection Orders Orange County Systems (OCATS/AWSS): Multiple Name Queries, Automated Jail System (AJS), Automated Warrant Service System (AWSS -Query and abstract, update, etc.-all encompassing), Orange County Probation DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 PAGE 7 2.2.10 Records | CalDOJ | CIBRS Interface: Axon will delive r an interface between Axon Records and Cal DO J for submission of CIBRS reports from Axon Records. 2.2.11 Records | Linx | Data Export : Axon will build an interface with L InX where Axon will export incident data to the LInX system. The specific datapoints and me thod of transfer will be determined during the Requirements phase of the project. 2.2.12 Records | LexisNexis Virtual Crime Center | Data Export : Axon will build an interface with LexisNexis’ Virtual Crime Center where Axon will export incident data to the Virtual Crime Center system. The specific datapoints and method of transfer will be determined during the Requirements phase of the project. 2.2.13 Records | Auto -Return | Vehicle Impound Interface : Axon will build an interface with Auto -Return that will import vehicle data from the Auto -Return system , to prepopulate the impound form in Axon Records. GO-LIVE CONTINGENCY Before interfaces are complete, the agency may Go -Live. This does not relieve Axon from completing the interfaces, but the agency will be charg ed upon using the software. 2.3 DATA CONVERSION Axon implement s a structured methodology for converting data from the a gency’s legacy system to the product . The a gency is responsible for providing Axon with extracted data in a format that can be used by Axon for import. The preferred method for delivering legacy data to Axon is by using the Microsoft Data Migration Assistant . The next best method is for the agency to se nd a .bacpac file to Axon. If neither method is available, a direct query through the Microsoft Self Hosted Integration Runtime (SHIRt) can be used. Axon queries the data to identify completeness, missing values , and other measures of data integrity acros s r ecords and provide s the a gency with detail ed findings. The agency may or may not elect to process the data further to address completeness or may have Axon move forward with the conversion process. Subject to the data conversion plan, Axon can perform an initial conversion to inject the data into the product training and/or production instance(s) prior to Go -Live. A second conversion is DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 PAGE 8 performed before Go -Live for data accumulated in the legacy system between the initial conversion and crossover to Axon . Depending on the final data conversion plan, data may be injected after Go -Live. The data and operational expertise of the a gency’s staff are necessary for questions that arise . Thus, it is critical that a member of the a gency’s team be availabl e to support the data conversion portion of the project. This process is considered complete once the last set of data has been converted and available within the product and t he agency has confirmed validation of the converted data . Axon does not provide ongoing maintenance of the converted data. DESCRIPTION OF ROLES AND RESPONSIBILITIE S BETWEEN THE AGENCY AND AXON: The a gency should be prepared to:  Provide a s ubject -m atter e xpert (SME) and provide availability for consult ation throughout the project.  F acilitate meetings with all third -party system vendors where data conversion is necessary, as required by Axon.  Extract and provide the data to Axon in an agreed -upon format.  Address d ata quality by the a gency prior to provisioning to Axon.  M inimize t he amount of business logic and file processing prior to conversion where possible .  Provide a data dictionary (data structure, schem a, field definition) to define all elements of the legacy data. If a Data Dictionary is not feasible, due to proprietary concerns , the agency will work with Axon resources to map the data appropriately so that contractual obligations are not breached .  Provide an entity relationship diagram of the legacy database, if available. If one cannot be provided due to contractual oblig ations , the agency will provide as much information to Axon as possible without breaching those contractual obligations.  Collaborate with Axon to m ap the data from the legacy data structures and formats into the product . Data c onversion and data conversion review are critical to project deployment success. Throughout the data conversion , requirements planning , and review process , the a gency p roject t eam and Axon data conversion project resource work closely together to ensure su ccess . AGENCY DATA CONVERSI ONS DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 PAGE 9 2.3.1 Central Square | Records Data Conversion: Axon will import legacy data, including but not limited to incident data, case management data, and Property & Evidence Data from Santa Ana PD’s legacy RMS system. 2.3.2 Blue Team/IA Pro | Standards Data Conversion: Axon will import legacy IA, Use of Force, Collision , Pursuit, and Complaint data from Blue Team/IA Pro into Axon Standards. GO-LIVE CONTINGENCY Before data conversion is complete, the agency may Go -Live. This does not relieve Axon from completing the data conversion, but the agency will be charged upon using the software. 2.4 REPORTING AND DATA STORE  Axon will configure and make available to the a gency a MS SQL Data Store containing all field and for m data from the Axon Suite that allow s the a gency to utilize available data for reporting and analytical purposes.  Axon will provide the a gency with a data dictionary and/or other appropriate documentation.  If Axon provide s reports for specific purposes as indicated , it is the respo nsibility of the a gency to maintain them after Go -Live. 2.5 READINESS  Axon will work in partnership with the a gency to determine readiness by conducting f unctional t esting and an end -to-end s ystem r eview. The Axon program manager and the a gency project manager will work closely together to plan and execute readiness scenarios.  Axon will conduct f unctional a cceptance t esting via use cases approved by Axon and the a gency.  All issues discovered during and after t raining will be entered into t he service portal for triage and follow -up.  In recognition of the fact that Santa Ana PD (hereafter, “agency”) manages Property and Evidence (hereafter “P&E) as a network of “packages” rather than “items,” Axon and the agency DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 PAGE 10 agree to explore ways that Ax on Records can serve the agency’s needs. It is Axon and the agency’s mutual goal to find or develop a solution in Axon Records that can serve the agency well in its management of “packages” as opposed to traditional “items.” The mutually agreed upon soluti on should not only functionally handle the agency’s needs, but also solve for the challenge of properly mapping the conversion of data from the agency’s legacy solution. If such a solution is not defined and agreed upon within 6 months of the execution of this Statement of Work, Axon will work with the agency to offer a procurement vehicle, through Axon, for the most appropriate third party solution for the agency to manage P&E as “packages” and will interface with the third party solution so that data can flow – from officers who are gathering P&E and entering it into Axon Records – into said third party P&E system for the agency property room, to manage the P&E. Santa Ana Police Department would be responsible for funding the purchase of this third party s olution. Axon would merely be acting as a “middle man” for procurement vehicle purposes. 2.6 TRAINING Axon will work in partnership with the a gency to design an appropriate Training Plan and schedule to ensure affected a gency members are adequately trained and prepared to administer and use Axon Records. The agency will receive a training guide that outlines the topics to be covered, intended audience, facility needs, and duration of the training. FORMAT Axon will provide the a gency with all the necessary training materials and digital assets to facilitate any of the training formats listed below. Training sessions will be conducted in a n environment containing necessary configurations, forms, and workflows. T R A I N -T H E -T R A I N E R : Axon trains system administrators and/or “s uper u sers” in full system functionality that is role agnostic.  Axon’s Train -the -Trainer approach provides the a gency with at least one user group that is fully equipped to provide system DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 PAGE 11 expertise to any user and provide a gency -led training to other users. Note: It will be the responsibility of the a gency to update the training materials to include a gency policies and procedures. H Y B R I D M O D E L : Axon trains all a gency end users in role -specific system functionality via a hybrid model that can include a combination of on -site instructor -led training, eLearning, and/or remote live instruction facilitated by Axon trainers.  Axon’s hybrid training model allows the a gency and Axon to develop a customized and flexible training program that is suitable to the specific needs and concerns of the a gency. Note: It will be the responsibility of the a gency to deliver any training sessions specific to the a gency policies and procedures. S C H E D U L E : The t raining p lan will contain an agreed -upon schedule that makes efficient use of time and resources to avoid undue staffing impacts on the a gency. Training sessions exclusive to the Functional Acceptance Testing (FAT) will only occur after FAT has been successfully completed and documented.  Training sessions provided by Axon are conducted on consecutive weekdays (Tuesday -Friday) during normal business hours (8am - 6pm).  Training sessions required past the agreed -upon schedule in the t raining p lan, regardless of delivery method, will be the responsibility of the a gency , unless agreed upon previously by the project team and training team m anagement . 2.7 GO-LIV E Axon will work in partnership with the a gency to build, coordinate, and execute a Go -Live plan to ensure successful s ystem a cceptance . Axon will c oordinate the Go -Live event. DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 PAGE 12 3. PROJECT MANAGEMENT: 3.1 MANAGEMENT RESOU RCES AXON TEAM  Executive Sponsor: An Axon executive overseeing the implementation process and communicating progress to Axon Leadership.  Strategic Project Manager: The dedicated point of contact and person responsible for successful deployment.  Ensures all team members from Axon and the a gency are continually updated on the status of the p roject.  Speaks on behalf of the a gency with respect to the project in:  Designa t ing appropriate subject -matter experts (SME) to assist the project relative to the task at hand  Agency h ierarchy, u ser g roups , r oles, and p ermissions  Module subject -matter experts (SME)  Integration subject -matter expert s (SME) per interface , if necessary  Data conversion r eview t eam  Works internally to eliminate roadblocks as required to keep project on track.  Signs related p roject d ocuments and reports as required.  Organizes scheduling needs related to the project , including :  System r eview and t esting s cheduling  Training s cheduling  Go-L ive s cheduling  All c ommunication c adence s cheduling with appropriate a gency resources  Solut ion Architecture Manager: the technical lead on the project . Holds responsib ility for the development and execution of technical initiatives affecting other teams. DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 PAGE 13  Business Analyst - O ne of the main executors of the agency’s and PM’s deployment plan . Holds responsibility for ensuring the project accounts for all specific data elements , and that internal systems are set up and maintained throughout deployment.  Strategic Customer Success Manager – Holds responsibility for p ost -implementation and ongoing suppo rt.  Training Specialist – Provides training to the agency on the applications being deployed. AGENCY TEAM  Executive Sponsor : This role is a career police department leadership role with deep understanding of the agency.  Acts as p rimary a gency business sponsor responsible for success of the records initiative.  Ensure s a gency resources support the project through all phases of execution as planned and agreed upon by the a gency and Axon .  Communicate s with the a gency and c ity l eadership as necess ary to support the r ecords p roject .  Provide s guidance and leadership as part of the executive steering committee for the project .  Project Manager : This role requires experience managing enterprise cloud -based software project delivery experience and strong foundational technical experience.  Acts as the p rimary point -of-contact and agency -designated project leader responsible for the success of the R ecords i nitiative .  Manage s and coordinate s all a gency resources committed to support the project during each phase of delivery through launch and post -launch adoption of the system .  Integrations Manager : This role requires strong foundational experience in technology solutions and application integration. This role also requires fluency in all agency projec t -relevant data sources, application integrations, and existing custom -developed applications, queries, and reports.  Coordinates a gency/c ity resources associated with r ecords i ntegration with state and federal information systems and third -party applicatio ns. DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 PAGE 14  Coordinate s a gency/c ity resources to support historical data conversion from the existing records system to Axon .  IT Administrator : This role requires strong foundational experience in systems administration and network management, fluency in all agen cy network -related processes, sequence and timing of recurring process jobs, reconciliation, etc. This role also requires fluency in the overlap, vulnerabilities , and disaster recovery protocols associated with agency IT infrastructure.  Ensure s p roject resources have access to systems and data required to support integration and data conversion activity .  Records Supervisor : This role provides strong foundational experience in records management, agency policies, compliance activity, and standard o perating procedures. This role also provides fluency in all processes associated with close activity, special processes , and queries to manage bulk actions, as well as a detailed understanding of data elements that support special compliance obligations.  C oordinates and advise s the project team on current a gency r ecords policies, processes, and operational procedures .  Coordinate s resources to confirm and support configuration , and integration testing and acceptance .  Patrol Lead : This role requires strong f oundational experience in field policies related to data collection, records initiation, and categorization of the numerous forms of citizen interaction. This role also requires fluency in the policies associated with records creation, supplements, amendme nts, checkpoints, routing, case management, and determination of records outcomes .  Coordinates and advise s the project team on current a gency patrol, data capture, and investigative practices .  Coordinate s resources to confirm and support configuration , and integration testing and acceptance .  Reporting Analyst/Lead : This role requires strong foundational experience in ad -hoc, daily, weekly , and monthly reporting policies and compliance across local, state, and federal entities. This role also requires fl uency in all agency reporting processes , including queries, scripts, and custom applications utilized for all bulk processing to support reporting requirements.  Coordinates and advise s the project team on current a gency reporting policies, processes, ad -hoc analysis, and monthly state and federal reporting requirements . DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 PAGE 15  Coordinate s resources to confirm and support the Axon DataStore , configuration of standard reports , and production of agency -specific reports to support normal operations . 3.2 REQUIREMENTS PLANNING All p roject requirements will be documented during the k ick -off and d iscovery phases of the project . Once the agency and Axon agree on all requirements, Axon’s p roject m anager will work with the a gency’s p roject m anager to develop a p roject p lan for Axon’s implementation. 3.3 CHANGE CONTROL If any changes in the p roject cause a material increase or decrease in fees , as determined by Axon, an adjustment in the fees will be agreed upon between the a gency and Axon. All PCO forms must be approved and signed by the a gency authority (Attachment_B ). The a gency acknowledges a proposed change request might have an impact on both scheduling and cost for the p roject that will be outlined in the PCO form. 3.4 PROJECT METHODOL OGY Axon utilizes a hybrid approach to project management, utilizing aspects of both Agile and Waterfall methodologies. We use Waterfall for the overall project, with respect to major milestones. We utilize Agile during the configuration and build phases of the project. 3.5 MILESTONE COMPLETIO N REPORT (“MCR”) Axon will submit an MCR to the a gency for approval upon completion of a m ilestone. Milestone Completion Report included (Attachment A ). Upon receiving an MCR, the a gen cy has 1 4 calendar days to approve the m ilestone c ompletion. If the a gency has issues related to the m ilestone c ompletion, the expectation is that the a gency will respond in writing to Axon with any issues related to the MC R within the 14 calendar -day wind ow. DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 PAGE 16 4. AGENCY COMMITMENTS:  Ensure the reasonable availability for meetings, phone or email of knowledgeable staff and personnel to provide timely and accurate documentation and information to Axon.  Identify holidays, non -workdays , or major events that may impact the p roject.  Ensure a gency desktop , mobile systems , and devices can access the p roduct.  Subject to limitations of any existing contractual obligations , m ake available relevant systems , if needed for assessment by Axon (incl uding making these systems available to Axon via remote access , if possible).  Provide Axon with remote access to the a gency’s Axon Evidence account when required.  The a gency agrees to pay for licenses upon completion of Go - Live. DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 PAGE 17 5. SUPPORT:  Axon will provide on -site Go -Live support the week the agency begins using the software .  Axon will provide updates and enhancements to the product, which the a gency will automatically receive.  Axon will provide the a gency’s e nd u sers with access to the help.axon.com support portal to submit and review service tickets.  Following final acceptance, the agency will utilize Axon support via my.axon.com for any further modifications to the product.  For t echnical s upport assistance, the a gency may contact a t echnical s upport representative at 800 -978-2737, or via email at S upport@Axon.com. Online, email -based support and remote -location troubleshooting are included on an ongoing basis as part of the a gency’s investment in the Axon ecosystem. Phone support is a vailable 24/7. DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 PAGE 18 6. TERMS AND CONDITIONS : This SOW is governed by the m aster s ervices and p urchasing a greement executed by the p arties . AXON ENTERPRISE, INC . Signature: _____________________ Name: _________________________ Title: _________________________ Date: _________________________ AGENCY Signature: _________________________ Name: ____________________________ Title: _____________________________ Date: _____________________________ DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 3/10/2023 | 9:00 AM MST Robert E. Driscoll, Jr. VP, Assoc. General Counsel PAGE 19 ATTACHMENT A - MILES TONE COMPLETION REPORT (MCR) By signing for the items in this Milestone Completion Report , I agree that Axon ’s Professional Services Organization has reached the following milestone (s) for the p roject agreed upon in the SOW between Axon and Santa Ana Police Department : □ Project k ick -off □ R equirements c ompletion □ Functional r eview and completion of configuration □ User a cceptance t esting □ Completion of a gency t raining □ Integrations c ompletion □ Data c onversions c ompletion □ Go-Live □ Final a cceptance Date s ervices were completed on: _________ day of _______________, 20___ Today’s d ate: ______________ Agency n ame: ______________________________________ Signature: _________________________________________ Printed n ame: ______________________________________ Title: ______________________________________________ Email: ______________________________________________ DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 PAGE 20 ATTACHMENT B - PROJE CT CHANGE ORDER Date: Description of change to Axon p roduct or s ervice: Justification for c hange: Effects on s chedule: Effect on p roject p ricing (a ttach quote for reduction or increase in costs): AXON ENTERPRISE, INC . Signature: _____________________ Name: _________________________ Title: _________________________ Date: _________________________ AGENCY Signature: _________________________ Name: ____________________________ Title: _____________________________ Date: _____________________________ DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28 PAGE 21 ATTACHMENT C - THIRD -PARTY PRODUCTS AND SERVICES To deliver a complete solution to the a gency, Axon empl oys t hird -p arty p roducts and s ervices providers. Axon will be responsible for the management of third parties identified within Attachment C for the purposes of this p roject. A ll communications between those third parties, the a gency , and Axon will be mana ged by Axon including any supporting requirements, i ntegration a cceptance t esting, f unctional a cceptance t esting , or the processing of PCO or MCR documentation. The following t hird -p arty p roducts and s ervices are included within the scope of this SOW:  CommSy s:  Included within this p roject are products and services from CommSys for the purposes of connecting to and conducting transactions with state and/or regional information providers.  The a gency agrees to provide a CJIS -compliant server and operating environment for hosting of the CommSys software and make remote connectivity available to Axon as required to install, configure, and test the software and its integration with Axon products. The minimum technical requirement s are: o 1.5 G H z 32 or 64 -bit dual core processor, 4 GB RAM, 120GB Hard Drive, Video Adapter and Monitor with a 1280x1024 resolution and 256 colors, TCP/IP LAN Network connectivity to any client and software components on same or separate hardware, Establishe d connectivity to a CJIS Interface o Microsoft Operating System (32 or 64 -bit), Microsoft Windows Server 2012 R2 with Microsoft SQL Server 2014 and higher  Microsoft Self Hosted Integration Runtime (“SHIRt ”):  Included within this p roject is software that all ows integrations within the a gency’s local environment to communicate with Axon’s cloud hosted environment.  The a gency agrees to provide a CJIS server and operating environment for hosting the Self Hosted Integration Runtime . The minimum technical requirements are: o Windows 8.1, 10, 11 or Server 2012, 2012 R2, 2016, 2019, 2022 o 64-bit Operating System with .NET Framework 4.7.2 or above DocuSign Envelope ID: A69C2874-A23C-4EBA-AE3F-17C057920A28