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Home My WebLink About4855Contract Number: Vendor: Subject: Department: File Class: Begin Date: End Date: Review Date: Vault Date: 4855 WEST Legal Research Subscriptions Legal LEG 12-1 10/07/2009 10/06/2012 07/O1/2012 Comments : Web Order Confirmation Thelma Swem From: jodelle.pulda-ganter@thomsonreuters.com Sent: Tuesday, September 01, 2009 9:51 PM To: Thelma Swem Cc: jodelle.pulda-ganter@thomsonreuters.com Subject: West Contract emailed to Customer For Web Order ID 67287 Attachments: Forms.pdf Additional Notes: Hi Thelma These are the same databases you have and I have discounted the plan by 10% for you ! Please sign and fax to me at 866-270-9196..thanks...Jodelle �� ,� "'I�c=�n�r>��a ��k��r> ��s§ra��s .a � •- s • Thelma Swem Page 1 of 5 This order has been prepared on your behalf by your Sales Consultant, jodelle.pulda-ganter@thomsonreuters.com.° Contact your consultant with any questions. Thank you. _ Web C}rder ID: 67287 Thelma Srrvem Customer Billing Address Account #: 1000718972 BREMERTON CITY ATTORNEY THELMA SWEN 345 6TH ST STE 600 BREMERTON WA 98337 US 360-473-2345 Customer Shipping Address Account #: 1000718972 BREMERTON CITY ATTORNEY THELMA SWEN 345 6TH ST STE 600 BREMERTON WA 98337 US 360-473-2345 Customer Account Address Account #: 1000718972 � 9/2/2009 Web Order Confirmation BREMERTON CITY ATTORNEY THELMA SWEN 345 6TH ST STE 600 BREMERTON WA 98337 US 360-473-2345 Payment Information Payment Method: WestAccount Account Number: 1000718972 Shipping Information FREE Ground Shipping - U.S. Only Contact Information: Ordered By: 0571972 Customer Name: Thelma Swem Customer Email Address: Thelma.Swem@ci.bremerton.wa.us Order Source: 27 Revenue Channel: 01 Order Date: 9/1/2009 11:48:27 PM P.O. Number: Additional Information Additional Data B #: 5 Internal Comments: 40584071 -13 ExistingSub:17000307; WA COURT RULES STATE & FED PAM SUB; 1; 0110505118000010 ExistingSub:12370848; FEDERAL CIV RULES HNDBK SUB; 1; 0110981544000010 ExistingSub:40015413; FP&P V20 SUB; 1; 0110981545000010 ExistingSub:11406859; GRAHAM HNDBK FED EVID SUB; 1; 0110981546000010 ExistingSub:40348951; WA COURT RULES LOCAL PAM SUB; 1; 0112604514000010 ExistingSub:40348951; WA COURT RULES LOCAL PAM SUB; 1; 0112604514000020 ExistingSub:17179086; WA PR V5D COURTROOM HNDBK PAM SUB; 1; 0112765202000010 ExistingSub:15347849; WA COURT RULES STATE PAM SUB; 1; 0114879808000010 ExistingSubDisclaimer:Subscriber maintains existing subscription(s) to this WestPack title - do not ship Page 2 of 5 LapseSub:; 40456925; 0114146122; ; 000010; WL PRO MUNICPL PRACT CORE WA BANDED; 02 LapseSub:; 40577866; 0114146123; ; 000010; WL PRO EMPLOYMENT LEGACY WA BANDED; 02 LapseSub:; 40307753; 0114146124; WPK3; 000010; WL PRO ALL CASES & STAT GOLD - WA BANDED; 02138290 An order was placed for the following items: Qty Product Materia! List Price IC3 4 Government Select Level 40584071 2 States (WestlawPR00) List Price: Monthly: $1,101.00 Your Price: Monthly: $990.90 You Save: Monthly: Qther Program Program ry�� Price L3etails Codes 10% � StnDisc/MYR Disc 541723 9/2/2009 Web Order Confirmation ($110.10) Module List: Washington Washington Practice Series Advanced Employment Practice All Primary Law Washington Municipal Law Counselor Description Existing Subs: , y Qty Description 1 :1 1 1 1 1 1 1 WA COURT RULES STATE & FED PAM SUB FEDERAL CIV RULES HNDBK SUB FP&P V20 SUB GRAHAM HNDBK FED EVID SUB WA COURT RULES LOCAL PAM SUB WA COURT RULES LOCAL PAM SUB WA PR V5D COURTROOM HNDBK PAM SUB WA COURT RULES STATE PAM SUB Subscriber maintains existing subscription(s) to this WestPack title - do not ship Page 3 of 5 �.. _ . .� Service # 40043770 30311542 40421872 40443518 40457732 '• ___ _ _ _ Service # 17000307 12370848 40015413 11406859 40348951 40348951 17179086 15347849 Monthly WestlawPRO WestlawPRO Charges will be billed as set forth herein. 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 and CD-ROM subscription services charges including CD-ROM Charges ("WestPack Subscription Charges")) shall be billed as set forth herein. Upon conclusion of the Minimum Term, Monthly WestlawPRO Charges, CD-ROM Charges and WestPack Subscription 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. Charges and CD-ROM Charges are billed on the date West processes Subscriber's order and continue for the minimum term elected by Subscriber with his/her initials below ("Minimum Term"). If Subscriber agrees to commit to a longer Minimum Term of 24 months or 36 months, any increases in Subscriber's Monthly WestlawPRO Charges will be billed as set forth herein. 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 and CD-ROM subscription services charges including CD-ROM Charges ("WestPack Subscription Charges")) shall be billed as set forth herein. Upon conclusion of the Minimum Term, Monthly WestlawPRO Charges, CD-ROM Charges and ; WestPack Subscription 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. 36 Month Minimum Term for WestlawPRO, WestPack Print and CD-ROM Products — 50% WestPack Print and CD-ROM Product discount (new and existing) — Monthly WestlawPRO Charges for second 12 months not to increase by more than 5% over Monthly WestlawPRO Charges for initial 12 months and Monthly WestlawPRO Charges for third 12 months not to increase by more than 5% over Monthly WestlawPRO Charges for second 12 months. 5 attorneys or corporate users are employed by Subscriber (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 Charges). If West learns that the number of Subscriber's affiliated attorneys exceeds this number, West reserves the right to increase Subscriber Monthly WestlawPRO Charges as applicable. You have requested access for the following users: User End Date Positian Emaii BAGWELL, KENNETH ATTORNEY ken.bagwell@ci.bremerton.wa.us ;DENTON, LEIGHANN NON-ATTORNEY/BUS PRO leighann.denton@ci.bremerton.wa.us KOONTZ, MARK E ;LUBOVICH, ROGER �SWEM, THELMA Buskirk, Gina Harvey, Amanda Mann, Kari ATTORNEY NON-ATTORNEY/BUS PRO roger.lubovich@ci.bremerton.wa.us NON-ATTORNEY/BUS PRO thelma.swem@ci.bremerton.wa.us Attorney Attorney Non-Attorney Order Subtotal: N/A * Estimated Tax: TBD 9/2/2009 Web Order Confirmation Page 4 of 5 t7rder Total: $0.00 Products Under 36 month contract term: $990.90 ** Billed Monthly Total; $99�.90 * 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 #: WL PRO MUNICPL PRACT CORE WA BANDED 40456925 WL PRO EMPLOYMENT LEGACY WA BANDED 40577866 WL PRO ALL CASES & STAT GOLD - WA BANDED 40307753 Subscription Service and Passwords. 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. General Provisions. This Order Form is subject to approval by 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 WesYs then-current returns policies. Westlaw Charges and West LegalEdcenter Charges are non-refundable. 9/2/2009 Web Order Confirmation Page 5 of 5 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 products) individually or jointly, as applicable, ("Subscriber AgreemenY') 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 control. Subscriber by his/her signature below, acknowledges his/her understanding and acceptance of the terms and conditions of the Subscriber Agreement. �C L/ - ��C �.��-CsL ��1� Signature of Authorized Representative for order O 2009 West, a Thomson Reuters business. All rights reserved. C'�= � C�- l�'I r �'� .� n.� � L�— Printed Name � I� ��r �� l� Title �� Date 9/2/2009 Subscriber Agreement for Westlaw and CD-ROM Libraries AGREEMENT entered into between "Subscriber' as set forth on the West order form ("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, Wesfs computer assisted legal research service, via certain packaged Westlaw Schedule A price plans, and/or CD-ROM libraries ("Libraries") by submitting a then-current Order Form. All references herein to CD-ROM, CD-ROM Libraries or Libraries shall also include the DVD- ROM formaVmedia All Library subscriptions shall include access to Westlaw. Westlaw and CD-ROM Libraries are licensed to Subscriber sub�ect to the terms and conditions of this Agreement, the Order Form, the applirable Schedule A or as otherwise agreed by the parties in wrihng This Agreement supplements but does not supersede any Westlaw Subscriber Agreement in effect between Subscriber and West as of the effecGve date of this Agreement ("Exishng Westlaw AgreemenP'). 2. License. (a) Grant. Subscriber is granted a non-exclusive, non-transferable, 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 on Westlaw ("Westlaw Data") and data contained in the CD-ROM Library(ies) ("CD-ROM Data," collectively "Data" which includes "Downloaded Data" as defined below). Subscriber may use the Data internally solely in the regular course of legal and other research and related work. Except as otherwise provided with respect to certain Westlaw Data, the license includes the right to download and temporarily store insubstantial portions of Data ("Downloaded Data") to a storage device under Subscriber's exclusive control solely (Q to display internally such Downloaded Data and (ii) to quote and excerpt such Downloaded Data (appropriately cited and credited) by electronic cutting and pas6ng 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 internal use and for distribu6on to third parties for purposes that are consistent with the terms and conditions of this Agreement if such third parties agree not to further distribute the printouts (b) Limitations. Subscriber may not copy, download, scrape, store, publish, transmit, retransmit, transfer, disVibute, 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 expressly permitted by this Agreement, (ii) with West's prior written permission, or (ui) if not otherwise expressly 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 or distribute Data (including printouts or pownloaded 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 party databases, services, funcUons and remotely-accessed gateways (collectively "Features"), which may change from 6me to time. Access to certain Features may be restricted Certain Features are licensed sub�ect to paragraphs 3, 6 and 7, which take precedence over the license granted in this paragraph, or addiGonal terms ("Additional Terms"), which apply to certain third-paRy Features and may be different from those set forth in this Agreement. Subscriber will be given an opportunity to review Addit�onal Terms by receiving notice of such Additional Terms in writing or online. Additional Terms may be modified effective upon West giving Subscriber nohce (in wrihng or online) of the modifcation 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 WesUaw functionality, 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 internal user(s) or to a third party who is an individual if such third party agrees not to further disseminate such documents. Subscriber acknowledges its responsibility in assuring compliance with the foregoing by any thud 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 locahon ("Site"). In addiUon, 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 concurrent users authorized to access each Library licensed for use on a LAN. Each such Library will be licensed with a proprietary control fle, which Subscriber may install only on the single LAN. Subscriber may transfer the CD-ROM Data contained in the Library to a single storage tlrive under Subscriber's exclusive control and to maintain such CD-ROM Data as a searchable CD-ROM Software (as defined herein) compaUble database sub�ect to the terms and conditions of this Agreement. Subscriber may also use, only at the Site, West-proprietary Data available as part of a Library as set forih in paragraph 3 Access to �/�/25t��W; Part ot Thamson Reutcrs Data through wide area networks, multiple LANs, multiple sites or similar arrangements is stnctly prohibited (e) Rights in Data. Except for the license granted in this Agreement, all right, hUe 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 discern 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 a non-exclusive, non-transferable, limited license to individual users within Subscriber enUties to store and use West-proprietary Downloaded Westlaw Data and CD-ROM Data (i e, documents not licensed by West from third parUes) in a searchable database maintained in connechon with an ongoing pro�ect of the user ("Pro�ect Database") Such database must consist preponderantly of users' work product with access limited to those internal users actively working on the pro�ect. The West-proprietary Downloaded Data may be maintained in the Pro�ect Database so long as the pro�ect remains active or un61 any termination of this Agreement, whichever occurs first. Retention of Downloaded 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 specifc cause of action for a specifc 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 court before which the cause of action is to be heard, the parties to the cause of action, or their representa6ves Any further distribuhon is prohibited without written permission of West West- proprietary Downloaded Data included in such briefs must retain West copyright notices and indicate that use of, distribution and dissemination to the permitted pafies is with the permission of West 4. West Software and westlaw.comTM. (a) West Software. West may make available to Subscriber, on a subscrip6on basis, software for use in connection with Westlaw ("Westlaw Software") or to access thud 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 Soflware 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 acfion as may be referenced in the license agreement as consGtuting 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) westlaw.com. westlaw.com is an Internet-based service that provides access to Westlaw. West grants Subscnber a non-exclusive, non-transferable, limited license to use westlaw com (including all versions and updates) Subscriber may not reverse engineer, decompile, disassemble or othenvise attempt to discern the source code of the components of westlaw com, nor may Subscriber reproduce all or any portion of the components of westlaw com. Subscriber may use Westlaw Data cached in Subscriber's local disk drive solely in support of its use of westlaw.com. Certain software used by Subscriber may not be capable of supporUng westlaw com. The performance of westlaw com varies with the manufacturers' eqwpment 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 Form and the applicable Schedule A or as otherwise agreed upon in wriGng by the parties. 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 no6ce 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 currently 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 no6ce. Modification of any charges shall not be considered as an amendment to this Agreement that permits termina6on 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 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 viola6on of any applicable federal, state, or local law, rule or regulation West is not a consumer reporting agency, and Subscriber certifies 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 Repor�ng Act (15 U S C A. § 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 4/1/09 SAMlnet 41.dot Data is regulated by state or federal laws, such as the Gramm Leach Bliley Act ("GLBA"), the Driver's Privacy Protection Act ("DPPA"), or other state or federal laws and regulations, or is sub�ect 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 regulahons, or that is contrary to ConUibutor restrictions. West retains the right to temporarily or permanently block access to certain Data if West, in its sole discretion, believes that the Data 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 inqwre as to Subscriber's compliance with applicable laws or this Agreement Subscriber agrees to cooperate with any inquiry, sub�ect to any attorney-client confidentiality. Subscriber shall report to West any misuse, abuse, or compromise of Data of which Subscriber becomes aware. 7. West Legal DirectoryT"". 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 insubstan6al portions of Data consisting of indiwdual 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 thud parties is prohibited. S. Responsibility for Certain Matters. Subscriber may access Westlaw from additional Subscriber locations upon prior notice of such location. Subscriber is responsible for nohfying West in wrihng 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 antl use of Libraries, CD-ROM Data, CD-ROM Soflware, Westlaw, Westlaw Data, West Software and westlaw com (collectively the "Deliverables") by Subscriber's personnel or Westlaw passwords, wheth'er or not Subscriber has knowledge of or,authorizes such access and use. 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 AND/OR 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 (ui) THE PROCURING, COMPILING, INTERPRETING, EDITING, WRITING, REPORTING OR DELIVERING WESTLAW DATA AND CD-ROM DATA. FURTHER, WEST SHALL HAVE NO IIABILITY 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 WESTLAW COM 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 parly 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 Addi6onal Terms, license agreements and the like) embodies the entire understanding between the parties with respect 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 provitled in this Agreement, West may amend the terms and conditions of this Agreement by giving Subscriber at least 30 days prior written or online not�ce. 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 Minimum Term Upon expiration of the Minimum Term or any Renewal Term set forth in the Order Form, 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 commeraally available, (ii) Subscriber may terminate this Agreement immediately by giving written notice of termination after receiwng 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; (ui) West may terminate this Agreement immediately upon giving written notice of termina6on to Subscriber if Subscriber commits a material breach of any obligation to West under any other agreement belween the parties, (iv) West may terminate this Agreement immediately upon giving written noUce of terminaGon 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 giwng written notice of termination to the other party if 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 sub�ect 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, eqwpment 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 wri6ng to West at 610 Opperman Drive; P 0 Box 64833, St Paul, Minnesota 55164-0833, AttenGon 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 �urisdiction over any claim arising out of this Agreement and each party consents to the exclusive �urisdiction of such courts Neither this Agreement nor any part or portion hereof may be assigned, sublicensed or otherwise transferred by Subscriber without WesYs 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 capUons contained in this Agreement are inserted for convenience only and do not constitute a part hereof. West, as used herein, applies to West Publishing Corporahon, 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 nghts concerning any ideas, concepts, suggestions, materials and the like that Subscriber provides to West regarding Westlaw, westlaw.com or WesUaw 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 attribu6on to Subscriber 4/1/09 SAMlnet 41.dot Schedule A to Subscriber Agreement ��St� c1W 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 avaitable 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� AIeR (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. Allfile 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 Allfiles Databases 13.50 xviii. ResultsPlus Super Allfiles 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 teiecommunications link is disconnected. B. Communications Charges. $.22 per minute. Communications charges begin when Subscriber's password is transmitted and end when Subscribe�'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 pocument 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 Briefs/Trial 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 Tdle" 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 charge 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 QuickCiteO 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 repoR viewed 5. Offline Transmission Charges A user may elect either per line or per document offline transmission billing in the Options Directory. Such election will be effective for all subsequent sessions unless the election is changed. Offline transmission charges apply to all printing and downloading to storage devices and facsimile machines, uniess 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 QuoteRightT"" 7 00 Find 13 00 - 225.00 Find (Selected databases) 23.00 - 70.00 Content Verification .50 No off�ine transmission charges apply 8. Alert Services Charges WESTCIip Non-continuous Clipping Continuous Clipping BNA Clipping KeyCite Alert Non-continuous Clipping Continuous Clipping KeyRules Alert $0 $4.50 per day per search $14.00 per transaction $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 AIeR 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. Offline transmission charges do not apply to WestClip cite lists (exciuding BNA) or KeyCite AIeR 9. Westlaw Public Records Charges The Scope screen for each Westiaw 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 The foilowing charges apply in lieu of per minute and transactional charges: Charge Per pocument 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 Abstrad 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 charge) '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 themseives 11. Dockets Charges The following charges appiy in charges: Search View document Update document Dockets Alert' Multi-Base Searches Docket Tracking * Case Calendaring Information Update Tracking Service Integration Service Document retrieval services lieu of per minute and transactional $7 - 14 per transaction 5 per document 2 - 8 per document 5 per transaction 20 - 145 per transaction 2 - 10 per transaction 2 per transaction 1 per transaction 1 per transaction At then-current rates * Limit of 99 alerts/tracks per password 12. PDF Charges Attorney Medical Advantage $225.00 per image Blaussen Medical Illustration Standard Collection 250.00 Premier Collection 275.00 Experian RepoRs 8.00-44.95 BriefslTrial Docs/State Surveys 65 00 DE Chancery Docket 65.00 Deed Image 25.00 Dockets PDF 4 00 Expert Witness/Courtroom Transcripts 65.00 Legal Due Diligence Reports 200 00 Investext 9.95 Real Property Parcel Maps 15.00 Patent Image 3.00 ResultsPlus Investext 14.95 (Each additional page) 9.95 No offline transmission charges apply 73. West Reporter Images per image per image per report per image perimage perimage per image per image per image per page per image perimage per 1 page per page West Reporter Images $16.00 per image No offline transmission charges apply 10/1 /08 SAM I net 137 dot