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Home My WebLink AboutItem 21 - Legal Research Subscription Services Agreement City Attorney’s Office www.santa-ana.org/city-attorneys-office Item # 21 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report December 19, 2023 TOPIC: Legal Research Subscription Services with Thomson Reuters (Westlaw) TITLE Approve Agreement with Thomson Reuters for Legal Research Subscription Services (General Fund) RECOMMENDED ACTION Authorize the City Manager to execute an agreement with Thomson Reuters for legal research subscription services in the amount of $102,889.92 for a three-year term beginning January 1, 2024 through December 31, 2026, subject to non-substantive changes approved by the City Manager and the City Attorney (Agreement No. 2023- XXX). GOVERNMENT CODE §84308 APPLIES: Yes DISCUSSION The City Attorney’s Office (CAO) utilizes legal research services with access to multiple online court records systems, updated legislation, court filings, case history, and advanced subject matter research tools to provide legal advice to assist the City. The two main companies which provide legal subscription services utilized through the country are LexisNexis and Thomson Reuters, or as it is commonly referred to as Westlaw. Since 2021, CAO utilized services via LexisNexis. In Spring 2023, CAO staff entered into a separate agreement with Thomson Reuters to access additional legal research tools available only through Thomson Reuters. With the LexisNexis agreement set to expire, CAO staff reached out to both vendors for quotes for the next three-year term. After review of the services and research library, discussion with attorneys regarding preference, and review of all costs for legal subscription services currently utilized by CAO, the City Attorney’s Office has determined that a new three year agreement with Thomson Reuters will provide CAO with legal research tools capable of meeting the legal challenges, and technological advancements, needed to service the City of Santa Ana. Legal Research Subscription Services Agreement December 19, 2023 Page 2 3 9 3 1 FISCAL IMPACT Costs for the subscription services will be paid out of the City Attorney’s Office - Contractual Services (Account No. 01108032-66511) funds. Fiscal Year Estimated Cost FY 2023-24 $16,644.00 FY 2024-25 $33,787.32 FY 2025-26 $34,800.96 FY 2026-27 $17,657.64 TOTAL $102,889.92 EXHIBIT(S) 1. Legal Research Subscription Services Agreement – Thomson Reuters Submitted By: Sonia R. Carvalho, City Attorney Approved By: Tom Hatch, Interim City Manager Page 1 of 4 Order Form Order ID: Q-07860624 Contact your representative kristina.tierney@thomsonreuters.com with any questions. Thank you. Sold To Account Address Shipping Address Billing Address Account #: 1000801462 SANTA ANA CITY ATTORNEY 20 CIVIC CENTER PLZ M29 SANTA ANA CA 92701-4058 US “Customer” Account #: 1000801462 SANTA ANA CITY ATTORNEY 20 CIVIC CENTER PLZ M29 SANTA ANA CA 92701-4058 US Account #: 1000801462 SANTA ANA CITY ATTORNEY 20 CIVIC CENTER PLZ M29 SANTA ANA, CA 92701-4058 US This Order Form is a legal document between Customer and A. West Publishing Corporation to the extent that products or services will be provided by West Publishing Corporation, and/or B. Thomson Reuters Enterprise Centre GmbH to the extent that products or services will be provided by Thomson Reuters Enterprise Centre GmbH. A detailed list of products and services that are provided by Thomson Reuters Enterprise Centre GmbH and current applicable IRS Certification forms are available at: https://www.tr.com/trorderinginfo West Publishing Corporation may also act as an agent on behalf of Thomson Reuters Enterprise Centre GmbH solely with respect to billing and collecting payment from Customer. Thomson Reuters Enterprise Centre GmbH and West Publishing Corporation will be referred to as “Thomson Reuters”, “we” or “our,” in each case with respect to the pro ducts and services it is providing, and Customer will be referred to as “you”, or “your” or “Client”. Thomson Reuters General Terms and Conditions (available here: http://tr.com/us-general-terms-and-conditions) apply to the purchase and use of all products, except print, and together with any applicable Product Specific Terms (set forth below) are incorporated int o this Order Form by this reference. In the event that there is a conflict of terms among the General Terms and Conditions, the Product Specific Terms and this Order Form, the order of precedence shall be Order Form, the Product Specific Terms, and last the General Terms and Conditions. Thomson Reuters General Terms and Conditions for Federal Subscribers is located at https://static.legalsolutions.thomsonreuters.com/static/Federal-ThomsonReuters-General-Terms-Conditions.pdf In the event that there is a conflict of terms between the General Terms and Conditions and this Order Form, the terms of this Order Form control. This Order Form is subject to our approval. ProFlex Products See Attachment for details Material # Product Monthly Charges Minimum Terms (Months) 40757482 West Proflex $2,774.00 36 Bridge Products Material # Product Quantity Unit Bridge Monthly Charges Bridge Term (Months) 40757482 West Proflex 1 Each $729.99 1 Bridge Terms Bridge Monthly Charges begin on the date we process your order and will be prorated for the number of days remaining in the calendar month, if any. The Bridge Monthly charges will continue for the number of complete calendar months listed in the Bridge Term column above. At the end of the Bridge Term, your Monthly Charges and the Minimum Term will be as described in the Product grid above. All other terms and conditions of the Order Form remain unchanged Minimum Terms Your subscription is effective upon the date we process your order (“Effective Date”) and Monthly Charges will be prorated fo r the number of days remaining in that month, if any. Your subscription will continue for the number of months listed in the Minimu m Term column above counting from the first day of the month following the Effective Date. Your Monthly Charges during the first twelve (12) mon ths of the Minimum Term are as set forth above. If your Minimum Term is longer than 12 months, then your Monthly Charges for each year of the Minimum Term are displayed in the Attachment to the Order Form. Post Minimum Terms At the end of the Minimum Term, we will notify you of any change in Monthly Charges at least 60 days before each 12 -month term starts. Either of us may cancel the Post-Minimum Term subscription by sending at least 30 days written notice. Federal Government Subscribers Optional Minimum Term. Federal government subscribers that chose a multi-year Minimum Term, those additional months will be implemented at your option pursuant to federal law. Banded Product Subscriptions. You certify your total number of attorneys (full-time and part-time partners, shareholders, associates, contract or staff attorneys, of counsel, and the like), corporate users, personnel or full -time-equivalent students is indicated in this Order Form. Our pricing for banded products is made in reliance upon your certification. If we learn that the actual number is greater or increases at any time, we reserve the right to increase your charges as applicable. DocuSign Envelope ID: B731A0F5-0154-4AE6-AE94-EDEF9AC19478 Page 2 of 4 Miscellaneous Applicable Law. If you are a state or local governmental entity, your state’s law will apply, and any claim may be brought in the state or federal courts located in your state. If you are a non-governmental entity, this Order Form shall be interpreted under Minnesota state law and any claim by one of us shall exclusively be brought in the state or federal courts in Minnesota. If you are a United States Federal Government subscriber, United States federal law will apply, and any claim may be brought in any federal court. Charges, Payments & Taxes. You agree to pay all charges in full within 30 days of the date of invoice. You are responsible for any applicable sales, use, value added tax (VAT), etc. unless you are tax exempt. If you are a non-government customer and fail to pay your invoiced charges, you are responsible for collection costs including attorneys' fees. Excluded Charges And Schedule A Rates. If you access products or services that are not included in your subscription you will be charged our then-current rate (“Excluded Charges”). Excluded Charges will be invoiced and due with your next payment. For your reference, the current Excluded Charges schedules are located in the below link. Excluded Charges may change from time-to-time upon 30 days written or online notice. We may, at our option, make certain products and services Excluded Charges if we are contractually bound or otherwise required to do so by a third party provider or if products or services are enhanced or if new products or services are released after the effective date of this ordering document. Modification of Excluded Charges or Schedule A rates is not a basis for termination under paragraph 9 the General Terms and Conditions. https://legal.thomsonreuters.com/content/dam/ewp-m/documents/legal/en/pdf/other/plan-2-pro-govt-agencies.pdf eBilling Contact. All invoices for this account will be emailed to your e-Billing Contact(s) unless you have notified us that you would like to be exempt from e-Billing. Credit Verification. If you are applying for credit as an individual, we may request a consumer credit report to determine your creditworthiness. If we obtain a consumer credit report, you may request the name, address and telephone number of the agency that supplied the credit report. If you are applying for credit on behalf of a business, we may request a current business financial statement from you to consider your request. Cancellation Notification Address. Send your notice of cancellation to Customer Service, 610 Opperman Drive, P.O. Box 64833, Eagan MN 55123-1803 Returns and Refunds. You may return a print product to us within 45 days of the original shipment date if you are not completely satisfied. Please see http://static.legalsolutions.thomsonreuters.com/static/returns-refunds.pdf or contact Customer Service at 1-800-328-4880 for additional details regarding our policies on returns and refunds. Document Intelligence Product Specific Terms: The following product specific terms shall apply to the Document Intelligence products on thi s order form, and are incorporated by reference: http://www.thomsonreuters.com/document-intelligence-PST. Product Specific Terms and Information Security Controls : The following product specific terms and information security controls shall apply to the HighQ products on this order form, and are incorporated by reference: HighQ Product Specific Terms http://tr.com/HighQ-PST HighQ Information Security Controls http://tr.com/HighQ-InfoSec Service Levels: Thomson Reuters shall provide service availability, maintenance and support for the term of the Agreement. Details are available at: http://tr.com/HighQ-SLA Product Specific Terms. The following products have specific terms which are incorporated by reference and made part of this Order Form if they apply to your order. They can be found at https://static.legalsolutions.thomsonreuters.com/static/ThomsonReuters-General-Terms-Conditions- PST.pdf. If the product is not part of your order, the product specific terms do not apply. If there is a conflict between product specific terms and the Order Form, the product specific terms control.  Campus Research  Contract Express  Hosted Practice Solutions  ProView eBooks  Time and Billing  West km Software  West LegalEdcenter  Westlaw  Westlaw Doc & Form Builder  Westlaw Paralegal  Westlaw Patron Access  Westlaw Public Records Amended Terms and Conditions . Government Non-Availability of Funds for Online, Practice Solutions or Software Products You may cancel a product or service with at least 30 days written notice if you do not receive sufficient appropriation of funds. Your notice must include an official document, (e.g., executive order, an officially printed budget or other official government communication) certifying the non- availability of funds. You will be invoiced for all charges incurred up to the effective date of the cancellation. Acknowledgement: Order ID: Q-07860624 \si1\ \ti1\ Signature of Authorized Representative for order Title See attached signature page DocuSign Envelope ID: B731A0F5-0154-4AE6-AE94-EDEF9AC19478 Page 3 of 4 \na1\ \ds1\ Printed Name Date . This Order Form will expire and will not be accepted after 2/3/2024. DocuSign Envelope ID: B731A0F5-0154-4AE6-AE94-EDEF9AC19478 Page 4 of 4 Attachment Order ID: Q-07860624 Contact your representative kristina.tierney@thomsonreuters.com with any questions. Thank you. Payment, Shipping, and Contact Information Payment Method: Payment Method: Bill to Account Account Number: 1000801462 This order is made pursuant to: Shipping Information: Shipping Method: Ground Shipping - U.S. Only Order Confirmation Contact (#28) Contact Name: QUINTANA, DAVID Email: dquintana@santa-ana.org eBilling Contact Contact Name DAVID QUINTANA Email dquintana@santa-ana.org ProFlex Multiple Location Details Account Number Account Name Account Address Action 1000801462 SANTA ANA CITY ATTORNEY 20 CIVIC CENTER PLZ M29 SANTA ANA CA 92701-4058 US New ProFlex Product Details Quantity Unit Service Material # Description 1 Each 40757482 West Proflex 10 Attorneys 42077755 Westlaw All Analytical, Enterprise access, Government 10 Attorneys 41933475 Westlaw Litigation Collection, Enterprise access, Government 10 Attorneys 41935298 Gvt PeopleMap Premier And Company Investigator For Government (Westlaw PRO™) 10 Attorneys 41933492 Practical Law Premier, Enterprise access, Government 10 Attorneys 43260272 Westlaw Precision National Primary Law, Enterprise access, Government Account Contacts Account Contact First Name Account Contact Last Name Account Contact Email Address Account Contact Customer Type Description DAVID QUINTANA dquintana@santa-ana.org EML PSWD CONTACT Lapsed Products Sub Material Active Subscription to be Lapsed 40757481 West Proflex 42077754 Westlaw All Analytical, Enterprise access, Government Charges During Minimum Term Material # Product Name Year 1 Charges per Billing Freq % incr Yr 1-2* Year 2 Charges per Billing Freq % incr Yr 2-3* Year 3 Charges per Billing Freq % incr Yr 3- 4* Year 4 Charges per Billing Freq % incr Yr 4- 5* Year 5 Charges per Billing Freq Billing Freq 40757482 West Proflex $2,774.00 3.00% $2857.22 3.00% $2942.94 N/A N/A N/A N/A Monthly Charges During Minimum Term Pricing is displayed only for the years included in the Minimum Term. Years without pricing in above grid are not included in the Minimum Term. Refer to your Order Form for the Post Minimum Term pricing. Refer to Order Form for Billing Frequency Type. DocuSign Envelope ID: B731A0F5-0154-4AE6-AE94-EDEF9AC19478 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: _______________________ JENNIFER L. HALL City Clerk APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: _______________________ LAURA A. ROSSINI Chief Assistant City Attorney CITY OF SANTA ANA _______________________ THOMAS R. HATCH Interim City Manager DocuSign Envelope ID: B731A0F5-0154-4AE6-AE94-EDEF9AC19478 12/5/2023 SCM Consultant Charles Mikesell