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HomeMy WebLinkAbout2010-107 Co Atty - Attorney Contract for West Law 2010-2011- ~ ~ T1m~t'i~. fi~~ ~~r; ~u~6rs Web Order Notification John Roberts This order has been prepared on your behalf by your Sales Consultant, melissa.Barbour@thomsonreuters.com.' Contact your consultant with any questions. Thank you. Web Order ID;142305 Jahn Roberts Customer Billing Address Account #: 1000408155 ORANGE COUNTY ATTORNEY JOHN L ROBERTS PO Box 8181 200 S CAMERON ST HILLSBOROUGH NC 27278 US 919-245-2451 Customer Shipping Address Account #: 1000408155 ORANGE COUNTY ATTORNEY JOHN L ROBERTS PO Box 8181 200 S CAMERON ST HILLSBOROUGH NC 27278 US 919-245-2451 Customer Account Address Account #: 1000408155 ORANGE COUNTY ATTORNEY JOHN L ROBERTS PO Box 8181 200 S CAMERON ST HILLSBOROUGH NC 27278 US 919-245-2451 Payment Information Payment Method: WestAccount Account .Number: 1000408155 Shipping Information FREE Ground Shipping - U.S. Only Contact Information: Ordered By: 0040828 Customer Name: John Roberts Customer Email Address: ioroberts(a~co.orange.nc.us ~c~rder Source: 27 Revenue Channel: 01 Order Date: 9/9/2010 9:22:47 AM P.O. Number: Additional Information Additional Data B #: 4 Internal Comments: ExistingSub:40547083; NC COURT RULES STATE, FEDERAL AND LOCAL PAMPHLETS VOLUMES I-tll SUB; 1; 0115354093000010 ExistingSub:40547083; NC COURT RULES STATE, FEDERAL AND LOCAL PAMPHLETS VOLUMES I-III SUB; 2; 0115354093000020 ExistingSubDisclaimer:Subscriber maintains existing subscription(s) to this WestPack title - do not ship LapseSub:; 40043663; 0115354091; CPRO; 000010; WESTLAWPRO WITH KEYCITE ALL - NC; 02218269 LapseSub:; 40330523; 0115354090; ; 00001 Q; WL PRO HARRISON ANALYTICAL NC; 02 LapseSub:; 40837888; 0115354083; CPRO; 000010; FORMFINDER GEN; .02218269 LapseSub:; 40556189; 0115354084; CPRO; 000010; NC CIVIL PLEADINGS MOTIONS & MEMORANDA; 02218269 LapseSub:; 40584035; 0115354092; CPRO; 000010; WESTLAW SELECT; 02218269 LapseSub:; 40454961; 0115354087; CPRO; 000010; WL PRO REGULATIONS PLUS; 02218269 LapseSub:; 40422153; 0115354088; CPRO; 000010; WESTLAW GC BANKRUPTCY MODULE; 02218269 LapseSub:; 40464442; 0115354085; CPRO; 000010; STATE SELECT FEDERAL MATERIALS NC; 02218269 LapseSub:; 40457293; 0115354086; CPRO; 000010; MUNICIPAL LAW PRACTITIONER COUNSELOR NC; 02218269 LapseSub:; 40362001; 0115354089; CPRO; 000010; RESULTSPLUS ACCESS METHOD; 02218269 Additional Contract Information included on Order. See below. https://ordermation.west.thomson.comJesigs/of.aspx?pordergroupid=d334718c-a7d6-4bab-8886-9ba147118ab2 An order was placed for the following items: New Items 1 Government Select Level 40988772 Monthly: 40% rWN Std Order601817F73669 3 States $907.00 Disc (WestlawNextT"" ) Yaur Price: Monthly: $544.20 Xau Save: Monthly: ($362.80) Material # Description - .. r ~ _ 40982541 Primary Law with KeyGite©: A{I -North Carolina (WestiawNextr"' Module) 4098291.8 Civil Pleadings, Motions & Memoranda- North Carolina_(WestlawNextTM Module) 40982384 Federal Materials -North Carolina (WestlawNextT"' Module) 40980482 Harrison Analytical -North Carolina(WestlawNextTM''Module) 40981679 Municipal Law Practitioner Core -North Carolina (WestlawNextTM' Module) 40982200 North Carolina Practice Series.. (WestlawNextTM' Module) 40981628 RegulationsPlus (WestlawNextTM' PRO) (Module) 41024657 Related Documents (WestlawN'extTM' Module) - Existing Subs: Qty ,, :. '_ , Description _ 5ervic~. .._ <. _ _, 1 NC COURT RULES STATE, FEDERAL AND LOCAL PAMPHLETS VOLUMES I-III SUB 40547083 2 NC COURT RULES STATE, FEDERAL AND LOCAL PAMPHLETS VOLUMES I-III SUB 40547083 Subscriber maintains existing subscription(s) to this WestPack title - do not ship Monthly WestlawPRO Charges are billed on the date West processes Subscriber's order and continue for the minimum term of complete calendar months set forth below (°Minimum Term"). Subscriber also agrees to maintain all subscriptions to the WestPack print products (new and/or existing as set forth above) during the Minimum Term and the charges for Subscriber's WestPack print products (both initial print charges ("Initial WestPack Charges") and print subscription services charges("WestPack Subscription Charges") shall be billed as set forth herein. Upon conclusion of the Minimum Term, Monthly WestlawPRO Charges WestPack Subscription Charges are billed thereafter at up to then-current rates. Minimum Term of 36 months Monthly WestlawPRO Charges and WestPack Print - 50% discount (new and existing) Monthly PRO Charges for the second 12 months not to increase by more than 5% over the Monthly WestlawPRO Chargesfor the initial 12 months and the Monthly WestlawPRO Chargesfor the third 12 months not to increase by more than 5% over the Monthly WestlawPRO Chargesfor the second 12 months. LAW FIRM CUSTOMERS ONLY Upon conclusion of the WestlawPRO Minimum Term the Subscriber Agreement and this Order Form will automatically renew for consecutive 12- month periods ("Renewal Term"), and the Monthly WestlawPRO Charges for the Renewal Term will increase 7% per year unless either party gives written notice of cancellation to the other party at least 30 days in advance of any Renewal Term, including the first Renewal Term. Additionally, West may at its discretion provide Subscriber with notice at least 60 days in advance of any Renewal Term of a Monthly WestlawPRO Charge increase different from 7% after which Subscriber shall have 30 days to provide West with written notice of cancellation if Subscriber does not wish to renew. Excluded Charges may be modified as set forth in the Subscriber Agreement (as defined herein). Subscriber is responsible for all Excluded Charges as incurred. During any Renewal Term, Subscriber's access and use of Westlaw shall law shall be governed by the Subscriber Agreement. CORPORATE AND GOVERNMENT CUSTOMERS ONLY: Upon conclusion of the WestlawPRO Minimum Term, Monthly WestlawPRO Charges are billed thereafter at up to then-current rates. Excluded Charges and Monthly WestlawPRO Charges (after the Minimum Term) may be modified as set forth in the Subscriber Agreement (as defined herein). Subscriber is responsible for all Excluded Charges as incurred. After the Minimum Term, Subscriber's access to and use of Westlaw shall be governed by the Subscriber Agreement. 4 attorneys (partners, shareholders, associates, contract or staff attorneys of counsel and the like), corporate users, or students and Personnel if ordering Paralegal Plans or terminals (used for Patron Access and Correctional Facility Products) at the location identified above (for' WestlawPRO, CD-ROM case law orders and/or West LegalEdcenter Gharges). If West learns that the actual number exceeds this number, West ;' reserves the right to increase Subscriber Monthly Charges as applicable. You have requested access for the following users: User _ End Date Position. Email AYER,SAHANA ATTORNEY GALASSI, JENNIFER ATTORNEY MOORE, ANNETTE ~ I~l9fd~ATTORNEY-f8l~6-PF~20 amoore@co.orange.nc.us ROBERTS,JOHN ATTORNEY Order Subtotal: N/A * Estimated Tax: TBD Order Total: $0.00 Products Under 36 month contract term: $544.20 ** Billed Monthly Total: $544.20 Sales tax for your order will reflect applicable state and local taxes and will be finalized upon shipment. In accordance with applicable laws, tax will be applied to products and shipping. Actual tax may vary slightly from that shown above. +Free shipping is not applicable to print orders that will be shipped from affiliates of Thomson Reuters that are located outside of the United States, its territories and possessions. For such products, transportation and handling charges (FOB origin) will be added. *" First full month billing will be invoiced at the monthly billed detail set forth above. Pricing is subject to the price increase pursuant to the terms and conditions set forth in agreement. LAPSE SUBS Active Subscriptions to-Lapse: Material #: WESTLAWPRO WITH KEYCITE-ALL - NC 40043663' WL PRO HARRISON ANALYTICAL NC 40330523. FORMFiNDER GEN 40837888 NC CIVIL PLEADINGS MOTIONS & MEMORANDA. 405561'89 WESTLAW SELECT 40584035 WL PRO REGULATIONS PLUS 40454961 WESTLAW GC BANKRUPTCY MODULE 40422T53 STATE SELECT FEDERAL MATERIALS NC 40464442 MUNICIPAL LAW PRACTITIONER COUNSELOR NG 40457293 RESULTSPLUS ACCESS METHOD 40362001 Subscription Service, Passwords and West Km Government Express. Subscription services may consist of updates and/or supplements to the service, including but not limited to: (a) CD-ROM Libraries: updated, replacement or supplemental CD-ROMs and online updates, and other related supplemental material; (b) Print Products: pocket parts, pamphlets, replacement or ancillary volumes; loose-leaf pages and other related supplemental materials; all of which may be billed separately at then-current rates. Subscriber hereby requests that West provide subscription services for the herein-described products at then-current rates until such subscription services are cancelled by West or cancelled upon written request by Subscriber (or as provided for in the Subscriber Agreement for CD-ROM products). Any passwords issued herein may only be used by the person to whom the password is issued and sharing of passwords is STRICTLY PROHIBITED. Subscribers licensing only LiveNote/Case NoteBook/Timeline/Publisher Software will not be issued Westlaw passwords. West Km Government Express software licensed hereundermust reside on a dedicated server provided and maintained by Subscriber at Subscriber's expense, and such server must be accessible to all Subscriber's authorized Users. General Provisions. This Order Form is subject to approval by West, a Thomson Reuters business ("West")in St. Paul, Minnesota, and is governed by Minnesota law. The state and federal courts sitting in Minnesota will have exclusive jurisdiction over any claim arising from or related to this agreement. Applicable sales, use, personal property, value added tax (VAT) or equivalent, ad valorem and other taxes are payable by Subscriber. Subscriber may be charged interest for overdue installments and subscriptions and for other open account charges. If any installments, subscriptions, subscription services, Westlaw Charges or open account charges remain unpaid 30 days after becoming due, all unmatured installments, including all amounts that are or would become due and payable for the remaining term of Subscriber's Subscriber Agreement, shall become immediately due and payable at the sole option of West. Interest charged may be adjusted to the then-highest current rate allowable on Minnesota contracts. This Order Form is nontransferable. All collection fees, including but not limited to attorneys fees, are payable by Subscriber. Transportation and handling (FOB origin) charges will be added for print products. West may request a current financial statement and/or obtain consumer credit report on the undersigned individual to determine creditworthiness. West will only request consumer credit information on the undersigned if the undersigned is applying for credit as an individual or if the undersigned's consumer credit information is necessary for West to consider granting credit to the aforementioned company. If Subscriber inquires whether a credit report was requested, West will provide information of such, if a report was received and the name, address and telephone number of the agency that supplied the report. Returns. If Subscriber is not completely satisfied with any print or CD-ROM product received from West, the product may be returned within 45 days of the invoice date for a full refund or credit, in accordance with West's then-current returns policies. Westlaw Charges and West LegalEdcenter Charges are non-refundable. Additional Contract Information: WL Next Quote Confirmation #GN58152 For questions regarding this order, please contact West Customer Service at 1-800-328-4880. The Subscriber Agreement for Westlaw and CD-ROM Libraries, the applicable Schedule A price plan, (for WestlawPRO products and/or CD-ROM Libraries products) and/or the West LegalEdcenter Subscriber Agreement (for West LegalEdcenter i products) individually or jointly, as applicable, ("Subscriber Agreement") is/are hereby incorporated by reference and made part of this order. In the event there is a conflict between the terms and conditions of the Subscriber Agreement and the terms and conditions of this order, the terms and conditions of this Order Form shall controC Subscriber by his/her signature '.below, acknowledges his/her understanding and acceptance of the terms and conditions of the Subscriber Agreement. Signature of Authorized Representative for order © 2009 West, a Thomson Reuters business. All rights reserved. Printed Name ~a,r, a~~~ Title / This instrument has be pre-audited in the manner required by the Local Government Budget and Fiscal Control Act: Finance Director Approved as to legal sufficiency: unty A / orney ~- Subscriber Agreement for Westlaw® and CD-ROM Libraries AGREEMENT entered into between "Subscriber" as set forth on the West order tarn ("Order Form°) and West, a Thomson Reuters business ("West"), regarding Westlaw and/or CD-ROM Libraries, as follows: 1. Westlaw and CD-ROM Libraries. Subscriber may subscribe to Westlaw, WesYs online legal research service, via certain packaged Westlaw Schedule A price plans, andlor CD-ROM libraries ("Libraries by submitting athen-current Order Form. All references herein to CD-ROM, CD-ROM Libraries or Libraries shall also include the DVD-ROM fomtaUmedia. All library subscriptions shall include access to Westlaw. Westlaw and CD- ROM Libraries are licensed to Subscriber subject to the terms and conditions of this Agreement, the Order Form, the applicable Schedule A or as otherwise agreed by the parties in writing. This Agreement supplements but does not supersede any Westlaw Subscriber Agreement in effect between Subscriber and West as of the effectve date of this Agreement ("Existing Westlaw Agreement"). 2. License. (a) Grant. Subscriber isgranted anon-exclusive, non-Vansferable, limited license to access Westlaw and the CD-ROM Library(ies) to which Subscriber subscribes. Such license includes the right to access data made available through Westlaw ("Westlaw Data°) and data contained in the CD-ROM Library(ies) ("CD-ROM Data," collectvely "Data" which includes "Downloaded Data" as defined below). Subscriber may use the Data intemally solely in the regular course of legal and other research and related work. Except as otherwise provided, the license indudes the right to download and temporarily store insubstantial porrions of Data ("Downloaded Data's to a storage device under Subscriber's exclusive control solely (i) to display intemally such Downloaded Data and (ii) to quote and excerpt such Downloaded Data (appropriately dted and credited) by electronic cutting and pasting or other means in memoranda, briefs and similar work product created by Subscriber in the regular course of its research and work. Subscriber may also create printouts of Data for intemal use and for distribution to third parties for purposes that are consistent with the terms and conditions of this Agreement rf such third parties agree not to further distribute the printouts. (b) Limitations. Subscriber may not copy, download, scrape, store, publish, transmit, retransmit, transfer, distribute, disseminate, broadcast, circulate, sell, resell or otherwise use the Data or any portion of the Data, in any form or by any means, except (i) as expressy permitted by this Agreement, (ii) with WesYs prior written permission, or (iii) 'rf not otherwise expressy prohibited by this Agreement or by the "Additional Terms° (as defined below), as allowed under the fair use provision of the Copyright Act (17 U.S.C.A. § 107). Downloaded Data shall not be stored or used in an archival database or other searchable database except as expressly permitted by this Agreement or as quoted in Subscriber's work product. Subscriber shall not sell, license, sublicense or distribute Data (including printouts or Downloaded Data) to third parties or use Data as a component of or as a basis for any material offered for sale, license or distribution. (c) Westlaw. Westlaw consists of various West-owned and third partycontent, services, functions and remotely-accessed gateways (collectvely "Features"), which may change from time to tlme. Access to certain Features may be restricted. Certain Features are licensed subject to paragraphs 3, 6 and 7, which take precedence over the license granted in this paragraph, or additional terms ("Additional Terms"), which apply to certain third-parry Features and may be different from those set forth in this Agreement. Subscriber will be given an opportunity to review Additional Terms by receiving notice of such Additional Terms in writing or online. Additional Terms may be modified effective upon West giving Subscriber nonce (in writing or online) of the modification. By using Features governed by Additional Terms, Subscriber agrees to, and will be obligated to comply with, all such Additional Terms as well as the terms and conditions in this Agreement. All Additional Terms will be considered part of this Agreement. Subscriber may, on an occasional basis and via Westlaw funcrionaliry, direct West to transmit individual documents in electronic format to internal user(s) or transmit West-proprietary documents (i.e. documents not licensed by West from third-parties) to intemal user(s) or to a third party who is an individualrf such third party agrees not to further disseminate such documents. Subscriber acknowledges its responsibility in assuring compliance with the foregoing by any third party to whom Subscriber transmits documents pursuant to the preceding sentence. Direct transmission of electronic copies by Subscriber is prohibited, except as provided in the electronic brief terms of paragraph 3 herein. (d) CD-ROM Libraries. Each Library is licensed for use at a single Subscriber office location ("Site"). In addition, Subscriber's personnel who work at or are assigned to a licensed Site may access the Libraries by remote dial-in access to the Site or off-Site on stand-alone PCs. Each Library is licensed for use on stand-alone PCs or on a single local area network ("LAN") installed at a licensed Site that is electronically linked and capable of sharing the use of one or more CD-ROMs. The Order Form will indicate the number of concurent users authorized to access each Library licensed for use on a LAN. Each such Library will be licensed with a proprietary control file, which Subscriber may install only on the single LAN. Subscriber may transfer the CD-ROM Data contained in the Library to a single storage drive under Subscriber's exclusive control and to maintain such CD-ROM Data as a searchable CD-ROM Software (as defined herein) compatible database subject to the terms and conditions of this Agreement. Subscriber may also use, onty at the Site, West-proprietary Data available as part of a Library as set forth in paragraph 3. Access to 2/1/10-1 SA WCStEaV1~ Part of Thomson Reuters pata through wide area networks, multiple LANs, multiple sites or similar arrangements is strictly prohibited. (e) Rights in Data. Except for the license granted in this Agreement, all right, title and interest in the Data, in all languages, formats and media throughout the world, including all copyrights, are and will continue to be the exclusive property of West and other contributors (°Contributors"). The CD-ROM Data architecture, including the format, layout and data structures, are proprietary. Subscriber may not reverse engineer or otherwise attempt to discem such proprietary architecture. The CD-ROMs and West Software, as defined herein, are and will remain the exclusive property of West, its affiliates and software owners. 3. West Proprietary Data. West grants anon-exclusive, non-transferable, limited license to individual users within Subscriber entities to store and use West-proprietary Downloaded Westlaw Data and CD-ROM Data (i.e., documents not licensed by West from third parties) in a searchable database maintained in connection with an ongoing project of the user ("Project Database'. Such database must consist preponderantly of users' work product with access limited to those intemal users actively working on the project. The West-proprietary Downloaded Data may be maintained in the Project Database so long as the project remains active or until any termination of this Agreement, whichever occurs first. Retention of pownloaded Data in a Project Database after the project ends, in an archival database as used as a research tool or in a database accessible to external users is prohibited. West further grants to Subscriber a limited, non-exclusive, non- transferable license to include West-proprietary Downloaded Data in briefs prepared for a specific cause of action for a specific court in an electronic format. Distribution or dissemination of such West-proprietary Downloaded Data in connection with or as part of a brief is limited to the krourt before which the cause of action is to be heard, the parties to the cause of acton, or their representatives. Any further distribution is prohibited without written permission of West. West- proprietary Downloaded polo included in such briefs must retain West copyright notices and indicate that use of, distribution and dissemination to the permitted parties is with the permission of West. 4. West Software and Internet Based Services. (a) West Software. West may make available to Subscriber, on a subscription basis, software for use in connection with Westlaw ("Westlaw Software") or to access third party gateway services and certain Westlaw Features not available when accessing Westlaw with CD-ROM software ("CD-ROM Software" including, but not limited to PREMISE®, LawDesk and Folio® used to access the Libraries). Subscriber hereby subscribes to Westlaw Software and CD-ROM Software (collectively "West Software") and updates and accompanying documentation as indicated on the Order Form. West Software will be licensed under a license agreement, which will accompany the West Software. By using the West Software (including each update) and taking such other action as may be referenced in the license agreement as constituting acceptance, Subscriber agrees to be bound by the terms and conditions of the accompanying license agreement. If Subscriber does not so agree, Subscriber must return any tangible copies of the West Software in its possession or control. (b) Internet Based Services. Westlaw maybe accessed by Internet based services such as wesdaw.com and next.westlaw.com ("Internet Based Services"). West grants Subscriber anon- exdusive, non-transferable, limited license to use Internet Based Services (including all versions and updates). Subscriber may not reverse engineer, decompile, disassemble or otherwise attempt to discem the source code of the components of Internet Based Services, nor may Subscriber reproduce all or any portion of the components of Internet Based Services. Subscriber may use Westlaw Data cached in Subscriber's local disk drive soley in support of its use of Internet Based Services. Certain software used by Subscriber may not be capable of supporring Internet Based Services. The performance of Internet Based Services varies with the manufacturers' equipment with which it is used. 5. Charges and Modification of Charges. Charges payable for access to Westlaw ("Westlaw Charges") will be as stated on the Order Forn and the applicable Schedule A or as otherwise agreed upon in writing by the parries. Westlaw Charges shall commence on the date Subscriber first accesses Westlaw or any Feature or as otherwise stated on the Schedule A or Order Form. Westlaw Charges may be modified upon at least 30 days prior notice to Subscriber in writing or online or pursuant to the terms stated on the Order Form (for the Monthly WestlawPRO Charges associated with the WestlawPRO products elected by Subscriber on the Order Form). The charges curentty payable by Subscriber for each Library are as set forth on the Order Form ("CD-ROM Charges"). CD-ROM Charges also include, without limitation, charges for Library additions and Features introduced after the effective date of this Agreement. CD-ROM Charges will be determined by West and may be modified at any time without notice. Modification of any charges shall not be considered as an amendment to this Agreement that permits termination of this Agreement pursuant to paragraph 11 herein. All charges are exclusive of sales, use, value added tax (VAT) or equivalent, ad valorem, personal property and other taxes, which are the responsibility of Subscriber. Subscriber will pay all invoices in full within 30 days from date of invoice. If full payment is not made, Subscriber may be charged up to the maximum legal interest on the unpaid balance. 6. Usage Restrictions and Information Protection. (a) Use of Westlaw Data. Subscriber shall not use any Data and shall not distribute any Data to a third party for use in a manner contrary to or in violation of any applicable federal, state, or local law, rule or regulation. West is not a consumer reporting agency, and Subscriber cert~es that it will not use any Data as a factor in establishing a consumer's eligibility for credit or insurance to be used primarily for personal, family, or household purposes, for employment purposes or for any other purpose authorized under section 1681b of the Fair Credit Reporring Act (15 U.S.C.A. § Mlnet 41.dot 1681 b). Subscriber acknowledges that access to certain Data available on Westlaw, including but not limited to credit header Data, motor vehicle Data, driver license Data, and voter registration Data is regulated by state or federal laws, such as the Gramm Leach Bliley Act ("GLBA"), the Drivers Privacy Protection Act ("DPPA~, ar other state or federal laws and regulatons, or is subject to Contributor restrictions. Subscriber agrees not to access such Data for any purpose that is not allowed by the GLBA, by the DPPA, by any other applicable state or federal laws or regulations, or that is contrary to Contributor restrictions. West retains the right to temporarily or permanently block access to certain Data if West, in its sole discretion, believes that the pata may be used for an'improper purpose or otherwise in violation of the terms of this Agreement, or that the terms'of West's Contributor agreements requires West to block such access. By accessing Data, Subscriber acknowledges that from time to time, West and its Contributors and/or various government entities may require Subscriber to identify a permissible use and may inquire as to Subscriber's compliance with applicable laws or this Agreement. Subscriber agrees to cooperate with any inquiry, subject to any attorney-client confidentiality. Subscriber shall report to West any misuse, abuse, or compromise of Data of which Subscriber becomes aware. (b) Protection of Personal Information. West and Subscriber acknowledge that both parties may be required to comply with various privacy and security requirements, including but not limited to those set forth in paragraph 4.a. above, the European Union Directive on Data Protection (95/46) and all other applicable legal directives and applicable industry standards (collectivey "Privacy Laws' pursuant to which each party wishes to obtain certain undertakings from the other with regard to the use and protection for the Personal Information of either party. For puryoses of this Agreement, "Personal Information" shall refer to, without limitation, the following types of information: name, address, a-mail address, age, date of birth, telephone number, fax, social security number or equivalent or similar government identification numbers, crediUdebit card information, bank account information, logins, passwords, or medical or health records of an identifiable human being. Each party shall be responsible for any collection, access, use and disclosure of Personal Information subject to this Agreement. Without limiting the foregoing, each party shall employ appropriate administrative, physical, and technical safeguards in order to sufficiently protect the Personal Information and any information assets and resources in question. Each party shall promptly notify the other of any event that may result in the unauthorized collection, access, use, or disclosure of Personal Information subject to this Agreement ("Information Protection Incident"). The parties shall make reasonable efforts to assist one another in relation to the investigation and remedy of any such Information Protection Incident and any claim, allegation, action, suit, proceeding, or litigation with respect to the unauthorized access, use, or disclosure of Personal Information. Furthermore, any access to or use of Personal Information must be in accordance with all applicable law. No individual shall access records thak!require a permissible purpose unless such a purpose exists for such individual. For purposes of its obligations hereunder, any acts or omissions by the personnel of each party shall also be deemed to be the acts or omissions of West and/or Subscriber, respectively. 7. West Legal Directory'"". Subscriber may use Westlaw Data and CD-ROM Data contained in West Legal Directory ("WLD") internally in the regular course of Subscriber's business. Subscriber may also create printouts of insubstantial portions of Data consisting of individual WLD listings or selected names and addresses for its own use. Use of WLD to create mailing or marketing lists for commercial purposes or for distribution to third parties is prohibited. 8. Responsibility for Certain Matters. Subscriber shall provide to West the office location and address associated with Subscriber's Westlaw passwords issued under this Agreement. Subscriber's personnel may also access Westlaw via home computers, laptops or other wireless devices.. Subscriber is responsible for notifying West in wri8ng of persons to whom Westlaw passwords are to be issued or from whom passwords are to be revoked. Subscriber is solely responsible for maintaining security of Westlaw passwords. Subscriber is also responsible for all access to and use of Libraries, CD-ROM Data, CD- ROM Software, Westlaw, Westlaw Data, West Software and Internet Based Services (collectively the "Deliverables") by Subscriber's personnel or Westlaw passwords, whether or not Subscriber has knowledge of or authorizes such access and use. Sharing of Westlaw passwords that have been issued to individual users of Subscriber is strictty prohibited. 9. Disclaimer of Warranties and Limitation of Liability. EXCEPT AS SPECIFICALLY PROVIDED HEREIN, THE DELIVERABLES ARE PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED T0, WARRANTIES OF PERFORMANCE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, OMISSIONS, COMPLETENESS, CURRENTNESS AND DELAYS. SUBSCRIBER'S EXCLUSIVE REMEDY AND WEST'S ANDIOR CONTRIBUTORS' ENTIRE LIABILITY UNDER THIS AGREEMENT, IF ANY, FOR ANY CLAIM(S) FOR DAMAGES RELATING TO THE DELIVERABLES WHICH ARE MADE AGAINST THEM, INDIVIDUALLY OR JOINTLY, WHETHER BASED IN CONTRACT OR NEGLIGENCE, SHALL BE LIMITED TO THE AGGREGATE AMOUNT OF CHARGES PAID BY SUBSCRIBER RELATIVE TO THE LIBRARY, WESTLAW FEATURE OR THE WEST SOFTWARE, AS APPLICABLE, WHICH IS THE BASIS OF THE CLAIM(S)' DURING THE 12 MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. IN NO EVENT SHALL WEST OR CONTRIBUTORS BE LIABLE TO SUBSCRIBER FOR ANY CLAIM(S) RELATING IN ANY WAY TO (i) SUBSCRIBER'S INABILITY OR FAILURE TO PERFORM LEGAL OR OTHER RESEARCH OR RELATED WORK OR TO PERFORM SUCH LEGAL OR OTHER RESEARCH OR WORK PROPERLY OR COMPLETELY, EVEN IF ASSISTED BY WEST, OR ITS CONTRIBUTORS, OR ANY DECISION MADE OR ACTION TAKEN BY SUBSCRIBER IN RELIANCE UPON WESTLAW DATA AND CD-ROM DATA; (ii) ANY LOST PROFITS OR OTHER CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, INDIRECT OR SPECIAL DAMAGES RELATING IN WHOLE OR IN PART TO SUBSCRIBER'S RIGHTS HEREUNDER OR USE OF, OR INABILITY TO USE, THE DELIVERABLES, EVEN IF WEST OR CONTRIBUTORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; OR (iii) THE PROCURING, COMPILING, INTERPRETING, EDITING, WRITING, REPORTING OR DELIVERING WESTLAW DATA AND CD-ROM DATA. FURTHER, WEST SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY CLAIM(S) RELATING IN ANY WAY TO ANY THIRD PARTY FEATURE. NEITHER WEST NOR CONTRIBUTORS MAKE ANY WARRANTY THAT ACCESS TO WESTLAW WILL BE UNINTERRUPTED, SECURE, COMPLETE OR ERROR FREE. NOR DOES WEST MAKE ANY WARRANTY AS TO THE LIFE OF ANY URL OR THIRD PARTY WEB SERVICE. SUBSCRIBER ACKNOWLEDGES THAT PROVISION OF INTERNET BASED SERVICES ENTAILS THE LIKELIHOOD OF SOME HUMAN AND MACHINE ERRORS, DELAYS, INTERRUPTIONS AND LOSSES, INCLUDING THE INADVERTENT LOSS OF WESTLAW DATA OR DAMAGE TO MEDIA. 10. Limitation of Claims. Except for claims relating to Westlaw Charges or CD-ROM Charges, or improper use of the Deliverables, no claim, regardless of form, which in any way arises out of this Agreement may be made, nor action based upon such claim brought under this Agreement more than one year after the basis for the claim becomes known to the party desiring to assert it. 11. Effect of Agreement. This Agreement (which includes all applicable Order Forms, any Existing Westlaw Agreement, current and future Schedules and Additional Terms, license agreements and the like) embodies the entire understanding between the parties with respell to the subject matter of this Agreement and except as otherwise provided herein supersedes any and all prior understandings and agreements, oral or written, relating to the subject matter. Except as otherwise provided in this Agreement, West may amend the terms and conditions of this Agreement by giving Subscriber at least 30 days prior written notice. Any other amendment must be in writing and signed by both parties. 12. Term and Termination. This Agreement and each Order Form may not be terminated prior to a Minimum Term of one year after the date West processes this Agreement and that Order Form. In the event Subscriber requests a Minimum Term in excess of one year as set forth in the Order Form, this Agreement may not be terminated prior to the expiration of such NSnimum Tenn. Upon expiration of the Minimum Term or any Renewal Term set forth in the Order Fonn, either party may terminate this Agreement by providing the other party 30 days prior written notice of such termination. Notwithstanding the foregoing, (i) West may terminate a Library subscription upon 30 days prior written notice if such Library is no longer commercialty available; (ii) Subscriber may terminate this Agreement immediatey by giving written no8ce of termination after receiving notice of any amendment (as permitted under paragraphs 2(c) and 11), which contains new terms that materially alter the terms of this Agreement and are unacceptable to Subscriber; (iii) West may terminate this Agreement immediately upon giving written notice of termination to Subscriber 'rf Subscriber commits a material breach of any obligation to West under any other agreement between the parties; (iv) West may terminate this Agreement immediately upon giving written notice of termination to Subscriber if West reasonably believes that Subscriber's use of Data violates any applicable law or regulation, this Agreement or may result in a risk to public safety, including but not limited to the safety of private individuals; and (v) either party may terminate this Agreement immediately upon giving written notice of termination to the other party ff the other party commits a material breach of this Agreement. Upon termination of any Library subscription by either party, Subscriber shall immediately destroy the terminated Library(ies) and destroy all CD- ROM Data maintained on a permanent storage drive. Upon any termination of this Agreement, the West Software licenses shall also terminate. 13. Force Majeure. West's performance under this Agreement is subject to interruption and delay due to causes beyond its reasonable control, such as acts of God, acts of any government, war or other hostility, civil disorder, the elements, fire, explosion, power failure, equipment failure, industrial or labor dispute, inability to obtain necessary supplies and the like. 14. Notices. Except as otherwise provided in this Agreement, all notices must be given in writing to West at 610 Oppertnan Drive, P.O. Box 64833, St. Paul, Minnesota 551640833, Attention: Customer Service, and to Subscriber at the address on the Order Form. 15. General Provisions. This Agreement will be governed by and construed under the law of the state of Minnesota, U.S.A. without regard to conflicts of law provisions. The parties agree that the state and federal courts sitting in Minnesota will have exclusive jurisdiction over any claim arising out of this Agreement and each party consents to the exclusive jurisdiction of such courts. Neither this Agreement nor any part or portion hereof may be assigned, sublicensed or otherwise transferred by Subscriber without West's prior written consent. Should any provision of this Agreement be held to be void, invalid, unenforceable or illegal by a court, the validity and enforceability of the other provisions will not be affected. Failure of either party to enforce any provision of this. Agreement will not constitute or be construed as a waiver of such provision or of the right to enforce such provision. The headings and captions contained in this Agreement are inserted for convenience only and do not constitute a part hereof. West, as used herein, applies to West Publishing Corporation, Thomson Reuters Applications Inc., West Services Inc., Thomson Reuters (Legal) Inc., and their affiliates. 16. Ideas and Concepts. Any and all title, ownership rights, and intellectual property rights concerning any ideas, concepts, suggestions, materials and the like that Subscriber provides to West regarding Westlaw, Internet Based Services or Westlaw Software or Libraries shall become the exclusive property of West and may be used for its business purposes in its sole discretion without any payment, accounting, remuneration or attribution to Subscriber. 2/1/10-1 SAMlnet 41.dot Schedule A to Subscriber Agreement 1~~ µM Plan 2 WestlawPRO®for State and Local Government Agencies -Government Service Available only to employees of state, county and city government agencies (excluding courts), correctional facilities, government law library staff (behind the desk staff access) and legal services/legal aid entities with 40 or fewer affiliated attorneys accessing Westlaw® for government or legal services/legal aid purposes. Not available to educational institutions for academic purposes. Westlaw access by inmates of correctional facilities is STRICTLY PROHIBITED. Upon accessing Westlaw, a user may elect either per minute or transactional billing in the Options Directory. Such billing election will be effective for all subsequent sessions unless the election is changed. The SUBSCRIBER Database lists the per minute billing classifications, transactional charges and per document charges for each database. 1. WestlawPRO Obligations and Restrictions. Subscriber must submit to West a copy of its current letterhead or a certified list of all affiliated attorneys at the location identified on the Order Form and must promptly notify West of any changes in the number of affiliated attorneys. Westlaw passwords may only be used by the person to whom the password is issued. Sharing of Westlaw passwords between or among Subscriber's personnel or persons not employed by Subscriber is STRICTLY PROHIBITED. In the event West learns that the number of attorneys employed by Subscriber exceeds the number certified by Subscriber or a Westlaw password has been used by a person other than the person to whom the password has been issued, West reserves the right to increase Subscriber's monthly WestlawPRO charges ("Monthly WestlawPRO Charges") to then-current rates for each attorney employed by Subscriber, change Subscriber to another price plan or, in the alternative, terminate the Westlaw password(s) used by a person other than the person to whom it is issued. 2. Monthly WestlawPRO Charges. Monthly WestlawPRO Charges for the products elected by Subscriber appear on the Order Form and include usage, communications, WestClip (non-continuous), offline transmission (as limited by the Subscriber Agreement), certain KeyCite® Alert (non- continuous), transactional charges (excluding online citation checking) and certain offline automated citation checking charges. Monthly WestlawPRO Charges apply regardless of Subscriber's actual use. A listing of the current WestlawPRO Databases appears in the Westlaw Directory. Charges associated with the databases, Features and services that are not part of the WestlawPRO products elected by Subscriber will be billed in addition to the Monthly WestlawPRO Charges at the rates set forth below. ("Excluded Charges"). West may, at its option, make certain databases, Features and services Excluded Charges if West is contractually bound or ,otherwise required to do so by a Contributor of Data or if the databases, Features or services are enhanced or released after the effective date of the Subscriber Agreement and the Order Form. 3. Per Minute Charges A. Per Minute Usage Charges Per Minute Rate i. Combination Databases $ 1.05 ii. Highlights Databases 2.85 iii. Basic Databases 3.42 iv. Westlaw Standard Databases 6.25 v. Westlaw Standard Databases-Codes 7.50 vi. Deluxe Databases 7.68 vii. Specialty Databases 7.85 viii. Premium Databases 8.50 ix. All£le Databases 10.80 x. Multi-Search Databases 11.20 xi. Super Allfile Databases 13.50 xii. Select Databases 15.50 xiii. Super Premium Databases 16.38 xiv. Super Select Databases 13.83 xv. ResultsPlus Standard Databases 7.81 xvi. ResultsPlus Premium Databases 10.63 xvii. ResultsPlus Allffles Databases 13.50 xviii. ResultsPlus Super Allffles Databases 16.88 xix. ResultsPlus Select Databases 19.38 xx. ResultsPlus Super Premium Databases 21.43 xxi. Westlaw Tax Time Class Databases 8.25-23.38 Usage charges begin when Subscriber's password is transmitted and end when Subscriber's telecommunications link is disconnected. B. Communications Charges. $.22 per minute. Communications charges begin when Subscriber's password is transmitted and end when Subscriber's telecommunications link is disconnected -they apply to the entire Westlaw session, excluding offline transmission, offline automated citation checking, DocketsT"' and the SUBSCRIBER Database (when accessing Westlaw via transactional billing). 4. Transactional Charges A. Search Charges Each search query will incur a search charge. Search charges range from $0 to $230 per search. The search charge applicable to each database is available in the SUBSCRIBER Database. For sales tax purposes only, a percent of each search charge is allocated to communications. Search charges for multiple database searches are discounted as follows: 1 database No discount 2-3 databases 10% discount 4-10 databases 20% 11+ databases N/A ii. Westlaw Legal Calendaring $20.00 per transaction B. Online Find Charges Charge Per Document Find (includes Primary Law) $8 Find (includes Secondary Law/Regulations Finds/Display) 16 Find (BNA, RIA) 25 Find (PastStat Loc, State LH, NetScan & StateNet) 25 Find (ResultsPlus) 50 Find (ResultsPlus BriefslTrial Documents) 80 Find (Briefs and Trial Documents) 65 Find (State Survey) 200 Find (Expert Witness) 50-125 Find (Dockets) 15 Find (Westlaw Tax) 12-22 Find by Title" N/A "Includes Find Charges for Previous Section/Next Section ""Find by Title creates a search query which will result in a search charge. No separate Find transactional cha rge will apply. See SUBSCRIBER Database for detailed pricing. C. Online Citation Checking Charges Citation Service Charge Per Citation KeyCite $6.25 RIA-Cite 6.25 QuickCite® creates a search query which will result in a search charge. No separate online citation checking charges apply. No offline transmission charges apply. D. QUOTE Charges $ .15 per entry E. Document Display Graphical Statutes $15.00 per document Profiler Litigation History Reports 75.00 per document People Finder Reports Summary & Sources $50.00 per report viewed Summary $25.00 per report viewed Case Evaluator Reports Combined Reports $180.00 per report viewed Individual Report $75.00 per report viewed Expert Investigation Reports Expert Challenge Report $300.00 per report viewed Expert Compare Report $150.00 per report viewed Expert Evaluator Report $75.00 per report viewed 5. Offline Transmission Charges A user may elect either per line or per document offiine transmission billing in the Options Directory. Such election will be effective for all subsequent sessions unless the election is changed. Offiine • transmission charges apply to all printing and downloading to storage devices and facsimile machines, unless otherwise indicated. Rate Rate Per Per Line Document Westlaw Public Records Databases $ .04 $ 5 Briefs .04 20 Selected databases up to .65 up to 50 All other databases .04 10 6. Training Charges Training and technical support charges are as set forth on the Order Form. WestCheck® and find&print.com Charges Citation Service Charge Per Citation KeyCite $6.25 Table of Authorities 1.00 QuoteRightTM 7.00 Find 13.00 - 225.00 Find (Selected databases) 23.Op - 70.00 Content Verification .50 No ofnine transmission charges apply. 8. Alert Services Charges WESTCIip Non-continuous Clipping Continuous Clipping BNA Clipping KeyCite Alert Non-continuous Clipping Continuous Clipping KeyRules Alert The following charges apply in lieu of per minute and transactional charges: Charge Per Document Duns Business Records Plus" Business Record & Full Financial $128.90 Business Information Report (domestic) 110.00 Business Information Report (international) Africa 443.00 Middle East 443.00 Asia Pacific 443.00 Latin America 340.00 Europe 288.00 Canada 144.00 Comprehensive Report 129.50 Family Tree Report 60.10 Business Record & Financial Abstract 60.10 Business Record 35.70 Business Abstract 23.35 Family Member Profile 9.80 Company Relations 2.35 Per company-250 companies maximum (250 companies or more - no additional charge) Branch Locations 2.35 Per location-250 locations maximum (250 locations or more - no additional cha rge) 'Minimum fee of $15.75 per search. 10. Company Profiles Database Charges Index Search $0 Company Profile 35 per report ResultsPlus 40 per report Offline transmission charges apply to citations list but do not apply to Company Profiles reports themselves. 11. Dockets Charges The following charges apply in lieu of per minute and transactional charges: Search View document Update document Dockets Alert' Multi-Base Searches Docket Tracking " Case Calendaring $7 - 14 per transaction 5 per document 2 - 8 per document 5 per transaction 20 - 145 per transaction 2 - 10 per transaction Information Update 2 per transaction $0 Tracking Service 1 per transaction $4.50 per day per search Integration Service 1 per transaction $14.00 per transaction Document retrieval services At then-current rates " Limit of 99 alerts/tracks per password $7.00 per transaction $9.00 per day per transaction $6.00 per transaction Database charges apply to the online display of WestClip and Docket Alert results. Find charges and charges associated with documents viewed from KeyCite Alert and Docket Alert results shall apply. Connect time and communications charges do not apply during transactional billing sessions. Offiine transmission charges do not apply to WestClip cite lists (excluding BNA) or KeyCite Alert. 9. Westlaw Public Records Charges The Scope screen for each Westlaw Public Records Database lists its database classification for per minute billing. The search charge applicable to each Westlaw Public Records Database is available in the SUBSCRIBER Database. Additional charges for third-party services may apply. The following transaction charges apply in addition to the per minute and transactional charges: Charge Per Detail Record Viewed Delaware Corporate Records $9.00 Charge Per Entry D&B Alert $5.00 12. PDF Charges Attorney Medical Advantage $225.00 per image Blaussen Medical Illustration Standard Collection 250.00 per image Premier Collection 275.00 per image Experian Reports 8. 00-44.95 per report Briefslfrial Docs/State Surveys 65.00 per image DE Chancery Docket 65.00 per image Deed Image 25.00 per image Dockets PDF 4.00 per image Expert Witness/Courtroom Transcripts 65.00 per image Legal Due Diligence Reports 200.00 per image Investext 9.95 per page Real Property Parcel Maps 15.00 per image Patent Image 3.00 per image ResultsPlus Investext 14.95 per 1" page (Each additional page) 9.95 per page No offline transmission charges apply. 13. West Reporter Images West Reporter Images $16.00 per image No offline transmission charges apply. 10/1/08 SAMlnet 137. dot