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Skydio Inc., for Autonomy Enterprise Foundation for X2E & Mapping ApplicationSkydio, Inc 114 Hazel Ave Redwood City, CA 94061 Phone: (855) 463-5902 Email: orderadmin@skydio.com skydio.com Order Form Order Form #:CITY-20210910-1520 Expiration Date:10/09/2021 Prepared By:Scott Cullinane Prepared By Email:scott.cullinane@skydio.com Customer Information Customer Name:City of Cupertino Primary Contact:Adam Araza Shipping Address: 10300 Torre Ave. Cupertino, CA 95014 Phone:(408) 777-3210 Email:AdamA@cupertino.org Hardware Product Name List Price Unit Quantity Net Price Skydio X2E Starter Kit (5GHz, Color/Thermal) $14,499.00 Vehicle Bundle 1 $14,499.00 Hardware Total $14,499.00 Estimated Shipping Total $65.00 Grand Total $14,564.00 Terms and Conditions This Order Form shall be incorporated in, governed by, and subject to the following terms (unless there is a separately negotiated agreement between Customer and Skydio): (a) Skydio Enterprise Terms and Conditions of Sale (“T&C”) located at https://www.skydio.com/legal for Hardware and Software Packages; and (b) Skydio Training Agreement (“Training Agreement”) located at https://www.skydio.com/legal for any training provided by Skydio. The product descriptions and definitions are set forth in Exhibit A. At the determination of Skydio, orders will be shipped via the most economical method and may be shipped as one or more shipments. Any reference to shipping charges contained in the Order Form is an estimate. Skydio is not responsible for any differences that may occur between shipping estimates contained in the Order Form and actual shipping charges applicable at the time of shipment, and Customer shall incur and be responsible for all costs associated therewith. In the event that any provision of this Order Form conflicts with the terms of the T&C or Training Agreement, the Order Form shall control. Currency All transactions conducted under this Order Form shall be conducted in United States Dollars and not in any other currency. 1 DocuSign Envelope ID: 81769467-7C64-4E15-BB37-8BC5B8483C54 Payment Terms Payment is due Net 30 days. All pricing (hardware, software services, and professional and training services) listed in this Order Form is net of any local, state, and withholding taxes or duties of any kind. Marketing Terms 1.Skydio shall have the right to display Customer name and logo on Skydio’s website www.skydio.com. 2. Upon signing, Skydio and Customer shall work together to develop a public-facing quote that speaks to the primary decision criteria for the selection of the Skydio solution. The quote may be used on Skydio’s website upon approval from Customer, where such approval shall not be unreasonably withheld. 3. Customer agrees to assist Skydio with non-public, peer-to-peer reference calls upon request. 4. Customer agrees to participate in the development of a case study to be used as part of Skydio’s marketing and sales collateral, where the final case study will be subject to Customer approval and such approval shall not be unreasonably withheld. 5. Customer, at its sole discretion, may participate in confidential industry analyst briefings as appropriate (e.g. act as a reference, share decision criteria/use case, etc.). 6. Customer agrees to participate in selective web campaigns and trade shows of Skydio, where final marketing materials will be subject to Customer approval and such approval shall not be unreasonably withheld. Billing Information AP Contact Name: _____________________________ AP Contact Phone: ____________________________ AP Contact Email: _____________________________ Is a Purchase Order (PO) required for the purchase or payment of the products on this Order Form? (Customer to complete) [ ] No [ ] Yes - Please complete below PO Number: _____________________________ PO Amount: _____________________________ Any inclusion of Customer’s PO Number or PO Amount is for reference purposes only. Furthermore, any terms or conditions contained on any Customer PO shall not be binding on Skydio, and no action by Skydio (including the reference of the Customer’s PO Number on invoicing, shipment of the ordered products, activation of any licensed software, etc.) shall be construed as Skydio’s acceptance of such terms or conditions. 2 IT Billing 408-777-3200 itBilling@cupertino.org X 2022-223 $14,564 DocuSign Envelope ID: 81769467-7C64-4E15-BB37-8BC5B8483C54 This Order Form has been executed by the parties’ authorized representatives as of the dates of their respective signatures below. Skydio, Inc.Customer Signature:___________________________Signature:___________________________ Printed Name:___________________________ Printed Name:___________________________ Title:___________________________Title:___________________________ Date:___________________________Date:___________________________ 3 /s/ Benny Hsieh Benny Hieh IT Manager 9/27/21 DocuSign Envelope ID: 81769467-7C64-4E15-BB37-8BC5B8483C54 9/28/2021 Partheesh Mani Head of Legal Exhibit A: Product Descriptions and Definitions Product Name Product Description Skydio X2E Starter Kit (5GHz, Color/Thermal) Starter Kit includes one (1) Skydio X2E 5GHz vehicle, one (1) Skydio Enterprise Controller 5GHz, three (3) batteries, one (1) dual charger, one (1) spare propeller blades set, one (1) tactical soft case, one (1) admin hard case. Skydio X2E vehicle includes (a) Dual streaming Color/Thermal payload, (b) Skydio Autonomy Core software, (c) NDAA compliance, (d) Ground control via the Skydio Enterprise App, (e) two (2) 256GB SD Cards (one for primary media storage and one for future onboard software capabilities). Skydio Enterprise Controller includes (a) Skydio Enterprise App. Kit includes software maintenance and customer support (3-year term) and one (1) year Skydio limited warranty subject to Skydio’s warranty and support terms. Kit includes a 5% built-in discount compared to a-la-carte components. Skydio Autonomy Core for X2E Package includes the following standard features: Real-time 3D Mapping Drone uses six paired navigational cameras to achieve depth perception and to maintain a 3D map of its surroundings in real-time. Object and Scene Recognition Deep learning algorithms enable the drone to recognize objects and predict how they will persist in the environment. Motion Planning Drone plots a safe path through its environment to fulfill the pilot’s commands or reach pre-planned locations. 360° Obstacle Avoidance Drone uses paired cameras and real-time 3D mapping to detect static obstacles and plot intelligent paths around them. Subject Detection Deep learning algorithms are used to detect subjects, allowing the drone to recognize vehicles and pColorple. Skydio Visual Navigator™ Vision-based navigation system that does not depend on GPS or magnetometer calibration, enabling flight in GPS-denied, indoor, and metallic environments. Waypoint Missions Map view which presents the drone’s position superimposed on satellite imagery and directs the drone to fly to a point on the map. GPS Night Flight Drone will fly without obstacle avoidance at night using on-board GPS and magnetometer. Map Importing Ability to load custom maps through a physical media controller 4 DocuSign Envelope ID: 81769467-7C64-4E15-BB37-8BC5B8483C54 Skydio, Inc 114 Hazel Ave Redwood City, CA 94061 Phone: (855) 463-5902 Email: orderadmin@skydio.com skydio.com Order Form Order Form #:CITY-20210910-1527 Expiration Date:10/09/2021 Prepared By:Scott Cullinane Prepared By Email:scott.cullinane@skydio.com Customer Information Customer Name:City of Cupertino Primary Contact:Adam Araza Shipping Address: 10300 Torre Ave. Cupertino, CA 95014 Phone:(408) 777-3210 Email:AdamA@cupertino.org Advanced Software Packages Product Name Annual List Price License Term (in Months) Authorized Units Discount Net Price Skydio Autonomy Enterprise Foundation for X2E $1,999.00 36 1 33.33%$3,998.00 Training & Services Product Name List Price Unit Quantity Discount Net Price Skydio X2E Online Training $200.00 Student 1 0.00%$200.00 Software Total $3,998.00 Training & Services Total $200.00 Grand Total $4,198.00 Advanced Software Term:The License Term for each Advanced Software Package shall begin on the later of: (a) the provisioning of the Advanced Software Package; or (b) the date when the Hardware upon which the Advanced Software Package has been provisioned is delivered to Customer. Renewal Term:The License or Subscription Term, as applicable, shall automatically extend at the Annual List Price upon expiration (if applicable) for successive additional one (1) year renewal 1 DocuSign Envelope ID: E687AEED-C303-4289-B5BB-6298BD37FF64 terms unless either party gives notice to the other of its intention not to renew the License Term or Subscription at least thirty (30) days before its expiration. Terms and Conditions This Order Form shall be incorporated in, governed by, and subject to the following terms (unless there is a separately negotiated agreement between Customer and Skydio): (a) Skydio Enterprise Terms and Conditions of Sale (“T&C”) located at https://www.skydio.com/legal for Hardware and Software Packages; and (b) Skydio Training Agreement (“Training Agreement”) located at https://www.skydio.com/legal for any training provided by Skydio. The product descriptions and definitions are set forth in Exhibit A. At the determination of Skydio, orders will be shipped via the most economical method and may be shipped as one or more shipments. Any reference to shipping charges contained in the Order Form is an estimate. Skydio is not responsible for any differences that may occur between shipping estimates contained in the Order Form and actual shipping charges applicable at the time of shipment, and Customer shall incur and be responsible for all costs associated therewith. In the event that any provision of this Order Form conflicts with the terms of the T&C or Training Agreement, the Order Form shall control. Currency All transactions conducted under this Order Form shall be conducted in United States Dollars and not in any other currency. Payment Terms Payment is due Net 30 days. All pricing (hardware, software services, and professional and training services) listed in this Order Form is net of any local, state, and withholding taxes or duties of any kind. Marketing Terms 1.Skydio shall have the right to display Customer name and logo on Skydio’s website www.skydio.com. 2.Upon signing, Skydio and Customer shall work together to develop a public-facing quote that speaks to the primary decision criteria for the selection of the Skydio solution. The quote may be used on Skydio’s website upon approval from Customer, where such approval shall not be unreasonably withheld. 3.Customer agrees to assist Skydio with non-public, peer-to-peer reference calls upon request. 4.Customer agrees to participate in the development of a case study to be used as part of Skydio’s marketing and sales collateral, where the final case study will be subject to Customer approval and such approval shall not be unreasonably withheld. 5.Customer, at its sole discretion, may participate in confidential industry analyst briefings as appropriate (e.g. act as a reference, share decision criteria/use case, etc.). 6.Customer agrees to participate in selective web campaigns and trade shows of Skydio, where final marketing materials will be subject to Customer approval and such approval shall not be unreasonably withheld. 2 DocuSign Envelope ID: E687AEED-C303-4289-B5BB-6298BD37FF64 Billing Information AP Contact Name: _____________________________ AP Contact Phone: ____________________________ AP Contact Email: _____________________________ Is a Purchase Order (PO) required for the purchase or payment of the products on this Order Form? (Customer to complete) [ ] No [ ] Yes - Please complete below PO Number: _____________________________ PO Amount: _____________________________ Any inclusion of Customer’s PO Number or PO Amount is for reference purposes only. Furthermore, any terms or conditions contained on any Customer PO shall not be binding on Skydio, and no action by Skydio (including the reference of the Customer’s PO Number on invoicing, shipment of the ordered products, activation of any licensed software, etc.) shall be construed as Skydio’s acceptance of such terms or conditions. This Order Form has been executed by the parties’ authorized representatives as of the dates of their respective signatures below. Skydio, Inc.Customer Signature:___________________________Signature:___________________________ Printed Name:___________________________ Printed Name:___________________________ Title:___________________________Title:___________________________ Date:___________________________Date:___________________________ 3 IT billing 408-777-3200 itBilling@cupertino.org X 2022-224 $4,198 /s/ Teri Gerhardt Teri Gerhardt GIS Manager 9/27/21 DocuSign Envelope ID: E687AEED-C303-4289-B5BB-6298BD37FF64 Head of Legal Partheesh Mani 9/28/2021 Exhibit A: Product Descriptions and Definitions Product Name Product Description Skydio Autonomy Enterprise Foundation for X2E Skydio Autonomy Enterprise Foundation for X2E includes (a) advanced autonomy functionality, (b) Software maintenance and customer support (3-year term). Skydio Autonomy Enterprise Foundation for X2E Package includes the following optional software: Superzoom Blends the six 4K navigation cameras to create an omnidirectional view. Allows the user to zoom digitally with algorithmic image stabilization. Close Proximity Obstacle Avoidance The drone can fly closer to obstacles Vertical View Gimbal can look straight up overhead of the drone. Visual Return-to-Home Ability to RTH purely using visual wayfinding when flying in GPS denied environments. Point-of-Interest Orbit Drone will navigate itself while revolving around a user-defined point on a map. Track in Place Ability to visually track a car or person from a fixed position from farther away Offline Maps Download maps ahead of time to use map-based features without a cellular LTE connection Skydio X2E Online Training A self-paced online training course on the operation of the Skydio X2E, Skydio Enterprise Controller, Skydio Enterprise App, and Skydio Autonomy Enterprise Foundation software via the Skydio LMS. Student will have access to the LMS for 60 days. Maximum class size is one (1). Students will receive a completion certificate upon successful completion of this training. 4 DocuSign Envelope ID: E687AEED-C303-4289-B5BB-6298BD37FF64