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HomeMy WebLinkAboutContract 51098-R1 CSC No. 5R1 CITY OF FORT WORTH CONTRACT RENEWAL NOTICE October 23,2019 LexisNexis, a division of RELX Inc. Attn:Ann Whiting Via email:Ann.Whitingglexisnexis.com Re: NOTICE OF CONTRACT RENEWAL Lexis Advance Subscription Agreement of State/Local Government City Secretary Contract("CSC")No. 51098 Renewal Term No. I: October 1, 2019,through September 30, 2020 The above referenced Contract expired on September 30, 2019. This letter is to inform you that the City is exercising its right to renew CSC No. 51098 for an additional one year period, October 1, 2019, through September 30, 2020. All other terms and conditions of CSC No. 51098 remain unchanged. Please sign this acknowledgement letter and return it and a copy of your current insurance certificate to Tracey McVay at tracev.mcyayna,fortworthtexas.s!ov acknowledging receipt of the Notice of Contract Renewal. Please log onto BuySpeed Online at http://fortworthtexas.goy/purchasing to insure that your company information is correct and up-to-date. If you have any questions concerning this Contract Renewal Notice,please contact me at the telephone number listed below. Sincerely yours, Tracey McVay Administrative Services Coordinator City Attorney's Office 200 Texas Street Fort Worth, Texas 76IO2 Phone: (817)392-7623 I hereby acknowledge receipt of the Contract Renewal Notice for CSC No.51098 for a one year period ending on September 30, 2020. By: Josh Roslan Pricing Analyst Date: Printed Name and Title Roslan,Joshua Dlga,llys,g,,dbyFosl Fop Joshua(LNG-DAY) (LNG-DAY) D1b,2019.10240eo6a2-04'00' Signature CITY OY ORT WORTH: Kevw ^ ,v ,Assistant City Manager Mary J.Kay rt Secre ai N,`b ;",S Date: I'��';_ Jy M&C No.NA OFFICIAL i}REM,w� APPROVED AS TO CITY SECRETARY' TX FOR'p�A w,Gn I�G/ALtTY: F� woR�I�A \-)U(111,11Y nsr.l1 t f !A,.I a,aJ Acl'i a-rjA A,-Plj Contract Compliance Manager: By signing I acknowledge that 1 am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. Name jmplo e / igna e Title 0 This form is N/A as No City Funds are associated with this Contract Printed Name Signature rFT ICIAL RECIU �;Y SECRETARY WORTH, T CITY SECRETARY PA CONTRACTNO. � Lexis Advance®Subscription Amendment for State/Local ex, I J A Government �* (Existing Subscriber Version) "Subscriber' Name: City of Fort Worth Account Number: 1000SANC5 "LN": LexisNexis,a division of RELX Inc. 1. Amendment This Amendment('Amendment")amends and supplements the terms of the Lexis Advance Subscription Agreement previously entered Into between LexisNexis,a division of RELX Inc.("LN')and Subscriber(the'Subscription Agreement"). This Amendment shall serve-as Subscriber's acceptance of the General Terms&Conditions for Use of the Online Services In effect as of the date of this Amendment and displayed at www.lexisnexis.com/terms/C-teneral. 2. Certification 2.1 Subscriber certifies that the number of government professionals in Subscribers organization is as set forth below. A 'Government Professional User' is defined as an attorney, judge, librarian, researcher, investigator or analyst who is employed by the Subscriber. Number of Government Professlonal Users: 37 2.2 A"Support Staff User'is defined as a person who supports the Government Professional User,including,but not limited to: paralegals,interns,legal secretaries or other administrative support members. Up to 3 ID's will be issued to support staff for each Government Professional User accounted for above. Support Staff Users will receive access at no additional charge. 2.3 Each LN ID must'be issued for individual use by the Government Professional User or Support Staff User, 2.4 If Subscriber,at the time of signing this Amendment has 11 or more'Govemment Professional Users,then Subscriber Is required to notify LN if the number of Government Professional Users falls below 11. Subscriber shall,within 30 days of the staffing change,ratify LN in writing. 2.5 Subscriber acknowledges that the pricing and menus provided to Subscriber In this Amendment depend in part on the number of Government Professional Users In Subscribers organization.Subscriber certifies that as of the date Subscriber signs this Amendment there are the number of Government Professional Users in Subscribers organization (the "Reference Number")as Subscriber has specified above. (i)At LN's request from time to time,Subscriber will certify In writing the then-current Reference Number. (11)if there Is a change In the Reference Number during the Term,LN may,in its sole discretion on at least 30 days prior written notice to Subscriber, increase or decrease the Monthly Commitment by an amount that does not exceed,on a percentage basis,the change in the Reference Number. 3. Lexis Advance Product.and Charges 3.1 This Section 3 amends the Subscription Agreement with respect to the Lexis AdvanceO product offering described below. The term of Subscribers commitment for the Lexis Advance product offering will begin upon the date Subscriber's billing account("Account Number")is activated("Activation")and will continue for the last period set forth In Section 3.3 below(the "Committed Term'). Subscriber may not terminate this Amendment under Section 5.2 of the General Terms during the Committed Term. In addition, Subscriber may terminate this Amendment during the Committed Term for a material breach by LN that remains uncured for more than 30 days after LN receives written notice from Subscriber identifying a specific breach, If Subscriber terminates this Amendment pursuant to this Section,then Subscriber will pay all charges incurred up to the date of termination. Lexis Advance Content&Features Product SKU Number Number or users National Primary Enhanced ___ 1011511 37 __ _A _ Ail Briefs, Pleadings and Motions 1010612 37 _ City Attorney Premium 1011966 37 ND:SLOovi4.exisAdvanre-rL3 5-SvAAnx)-Mor201& ID4 4830-7504-7007 0 201G Lexk%Wms AN tom t ovoi. pme 10(3 Moore's Federal Practice Civil 1010336 37 Texas Practice Library __ 1010629 37 _ Core Public Records with Smartlinx Person, Business and Location Reports 1004801 _ 37 Larson Workers Com enstation 1010271 37 Legislative Outlook Gauge with Link 1512957 T 37 See attached Rider No.1 for additional Content&Features 3.2 During the Term, the premium features Shepard's Graphical and Research Map will be included at no additional charge. 3.3 In exchange for access to the Lexis Advance.Content, Feature and/or Service set forth above in Section 3.1, Subscriber will pay to LN the following amount(the"Monthly Commitment")during the periods set forth below. �r�minjftAzi tr?rni' _ - ,itdn_thty_Cnmml"finen _:=��4` 3. 8/1/2018-9/30/2018 2340.00 10/1/2018-9/30/2019 2340.00 10/1/2019-9/30/2020 2340.00 10/1/2020-9/30/2021 2340.00 3.4 During the Term, LN may make content and features available to Subscriber that are not included in the Lexis Advance Content described above which will be offered to Subscriber at an additional charge ("Alternate Materials"). Subscriber will be under no obligation to access and use the Alternate Materials, or to incur additional fees beyond the Monthly Installment, if Subscriber elects to access the Alternate Materials by initialing below, Subscriber will be notified that additional charges will apply before the Alternate Materials is displayed. If Subscriber proceeds to access the Alternate Materials,Subscriber will pay the then current, transactional charge(s)for the Alternate Materials that is displayed at the time of access. Subscriber elects access to the Alternate Materials (initial) 3.5 Use of Lexis Advance under this Amendment is available to Subscriber and its Authorized Users (defined in the General Terms). 3.6 LN may temporarily suspend access to Lexis Advance until all unpaid amounts are paid in full. No claims directly or indirectly related to this Amendment with respect to amounts billed or payments made under this Amendment may be initiated by Subscriber more than 6 months after such amounts were first billed to Subscriber. 4. Closed Offer The prices and other terms are subject to change if Subscriber has not submitted a signed original or copy on or before 7/20/2018, 5. Confidential Information Subject to any state open records or freedom of information statutes, this Amendment contains confidential pricing information of LN. Subscriber understands that disclosure of the pricing information contained herein could cause competitive harm to LN, and will receive and maintain this Amendment in trust and confidence and take reasonable precautions against such disclosure to any third person- This Section 5 will survive the termination or expiration of this Amendment. 6. SUPPORT AND TRAINING During the Term, Subscriber,with the support of LN,agrees to encourage the effective use of Lexis Advance through: (a) Meaningful participation in additional ongoing programs presented by LN tp update and train Authorized Users; (b) Authorize the periodic distribution of memos or other communications by LN and/or Subscriber to Authorized Users; and (c) The periodic review with LN of Subscriber's Authorized User's use of materials and training under this Amendment. 7. Miscellaneous ND 51 hov1 l wgsAdvww.; h.t 5-I'uhAmrl-Kin0018 IN KiO 7504-7007 0 201G LexisNexis All rights reserved. Page 2 of 3 This Amendment does not bind either party until it has been accepted by both parties. Subscriber may accept this Amendment by signing below. LN will accept this Amendment by providing Subscriber with access to Lexis Advance or by signing below. LEXISNEXIS WILL NOT ACCEPT ANY CHANGES, CORRECTIONS OR ADDITIONS TO THIS AMENDMENT UNLESS SUCH CHANGES ARE EXPRESSLY ACCEPTED BY LN IN WRITING. SUCH CHANGES WILL HAVE NO LEGAL EFFECT. AGREED TO AND ACCEPTED BY: Subscriber: City of Fort Worth [MUST BE COMPLETED BY SUBSCRIBER] Authorized Subscriber Signature: Printed Name: �T,15 Job Title: -� CAA-j Date: J LexisNexis,a division of RELX Inc. COMPLETED BY LExisNEXIS Authorized Signature: Name: ,SAS, Rps an Job Title: priding A Date: l z NO:SLGovt-LexisAdvance-R3 5-SubAmd-Mar2018 1DN 48304504-7007 ©2016 LexisNexis All pills: " e ���i �N��I�® Q Federal/State&Local Government LEXIS FOR MICROSOFT@ OFFICE LEXIS ADVANCE®EDITION ORDER This Lexis for Microsoft Office — Lexis Advance Edition ("Lexis for Microsoft Office") Order ("Order") amends and supplements the terms of the Lexis Advance Subscription Amendment (the "Agreement"), previously executed between LexisNexis, a division of RELX Inc. (formerly known as Reed Elsevier Inc.) ("LN") and City of Fort Worth ("Subscriber"). 1. Term. The term of this Order will begin on the day this Order is executed by Subscriber and will continue until the last Commitment Period set forth below(the 'Term"). Notwithstanding the foregoing, this Order shall automatically terminate upon expiration of the Agreement. Although the Term of this Order will start upon execution, Subscriber will not have access to Lexis for Microsoft Office until the following conditions (collectively, the "Requirements") are met: (a) Subscriber meets the Technical Requirements set forth in Section 2; and (b) Lexis for Microsoft Office is installed on Subscriber's system via one of the installation processes set forth In Section 5. 2. Technical Requirements. Lexis for Microsoft Office is proprietary software developed by LN to integrate LN content directly within the Microsoft Corporation software applications Microsoft Outlook and Microsoft Word. In order to use Lexis for Microsoft Office, Subscriber must (a) have a paid-up license to the requisite Microsoft Office software; and (b) meet the technical requirements specified on the Lexis for Microsoft Office download site (www.lexisnexis.com/download-lexis-office)for the proper operation of the Software(collectively, the"Technical Requirements"). 3. License. 3.1 LN grants Subscriber a personal, limited, non-exclusive, non-transferable, right to access and use the Lexis for Microsoft Office product indicated in Section 4 below subject to the terms of the Lexis for Microsoft Office End User License Agreement attached hereto as Exhibit A. LN retains all right, title, and interest in and to Lexis for Microsoft Office, and any intellectual property embodied therein. All access to and use of LN content via Lexis for Microsoft Office shall be subject to the terms set forth in the Subscription Agreement, 3.2 For Contract Companion Software Subscribers Only. Subscriber's access to and use of the Contract Companion software available from Microsystems,a division of Freedom Solutions Group, LLC ("Microsystems") through Lexis for Microsoft Office is conditioned upon (a) Subscriber having a valid subscription to Lexis for Microsoft by way of this Order; and (b) Subscriber's acceptance of the Microsystems terms and conditions which are located at http://sites.microsystems.com/policies/eula LMO and incorporated herein by reference (the "Contract Companion Terms"). Subscriber acknowledges and agrees that its use of the Contract Companion software is subject to the Contract Companion Terms and that the Contract Companion Terms form an independent agreement between Subscriber and Microsystems. Microsystems is a third party beneficiary of this Order. 4. Lexis for Microsoft Office Platform,Menus, Monthly Software Charges, Functionality Charges. 4.1 In exchange for Subscriber's monthly payment to LN of the Lexis for Microsoft Office Monthly Software Charges amount set forth below, Subscriber will be provided with the Lexis for Microsoft Office features and content indicated below during the Commitment Period ("Your Subscribed Product'). Access to Lexis for Microsoft Office shall be limited to the number of Authorized Users set forth below. LEXIS FOR MICROSOFT OFFICE Optional Contract Companion software—Check if applicable❑(Offering 1511821) "COMMITMENT PERIOD" NUMBER OF AUTHORIZED NUMBER OF AUTHORIZED USERS "TOTAL LEXIS FOR "TOTAL CONTRACT USERS OF LEXIS FOR OF LEXIS FOR MICROSOFT OFFICE MICROSOFT OFFICE MONTHLY COMPANION MONTHLY MICROSOFTOFFICE —WITH DOCUMENT TOOLS SOFTWARE CHARGE" SOFTWARE CHARGES" (Offering 1000352) Offering 1000761 8/1/2018-9/30/2018 8 $136.00 $ 10/1/2018-9/30/2019 8 $136.00 $ 10/1/2019-9/30/2020 8 $136.00 $ ND:SLGovI FedGovl LexisMicrosoftOfficeAdm-LexisAdvance-Octt2016 ©2016 LexisNexis. All rights reserved. ID#4823 3283-2826 Page 1] 10/1/2020-9/30/2021 8 $136.00 $ 4.2 For purposes of this Order, the term "Authorized User" shall have the meaning set forth in the Agreement. LN will monitor the number of Authorized Users of Lexis for Microsoft Office. In the event that the average monthly users in any three month period exceeds the greater of 5 Authorized Users or 105% of the Authorized Users set forth above, LN may adjust the Lexis for Microsoft Office Commitment upon written notice to Subscriber effective as of the first day of the following month to reflect the current number of users. Additionally, Subscriber will certify in writing the then-current number of Authorized Users of Lexis for Microsoft Office at LN's request from time to time. 5. Installation. In order to access Lexis for Microsoft Office, Lexis for Microsoft Office must be installed on Subscriber's system via one of the following installation methods: (Subscriber to check its election(s)below.) X❑ Standard Implementation— In a Standard Installation, LN does not perform any installation services and LN's proprietary technology which allows enrichment of Subscriber's content is not installed behind Subscriber's firewall. In a standard implementation installation, Subscriber will not receive any transfer of tangible personal property, nor will there be any electronic transfer or software to the Subscriber in an,Individual Desktop Installation. All standard installations will be implemented through electronic retrieval by Subscriber of the software that is hosted by the LN website. Subscriber will download the software from the LN website at an individual desktop level by individual users or on a network level by an IT administrator. By electing this option, Subscriber acknowledges and agrees that the Microsoft Word documents and Microsoft Outlook emails ("Subscriber's Work") that it selects to be analyzed by Lexis for Microsoft Office will momentarily leave its environment and will be sent to LN to be marked/tagged/indexed. LN represents and warrants that all such processing of Subscriber's Work will happen machine-to-machine, without human intervention (similar to a lexis.com search) and LN will not store, review, or retain Subscriber's Work beyond the time required for processing (Le,, LN will not store Subscriber's Work in any back up logs, server logs, etc.). There are no installation charges for this option and no separate integration services agreement. In selecting this option, Subscriber must further define the method of deployment: ❑ Individual Desktop Installation - Lexis for Microsoft Office will be downloaded from the LN website on an individual desktop basis ❑Q Subscriber Network Installation - Lexis for Microsoft Office is downloaded from the LN website and Subscriber distributes the Software to multiple desktops or on an organization-wide basis ❑ Installation for existing Lexis@ Search Advantage Subscriber — If Subscriber currently subscribes to LexisO Search Advantage, LN and Subscriber will execute a new Statement of Work to Subscriber's existing Lexis@ Search Advantage Agreement to document the additional integration services that will be necessary to integrate Lexis for Microsoft Office and Lexis@ Search Advantage within Subscriber's environment. ❑ Custom installation — In a custom installation, LN performs professional services work beyond providing instructions and general guidance for downloading Lexis for Microsoft Office. Professional services rendered by LN may include, but are not limited to, writing custom code to install Lexis for Microsoft Office within Subscriber's environment, installation services at Subscriber's site in order to download and install software on individual desktops and across the enterprise automatically, or specific effort to install the Lexis for Microsoft Office server version within the client environment. The custom installation may include electronic transmissions of computer software and electronic data retrieval of computer software. Custom installations may also include "load and leave" deliveries in which LN visits Subscriber's site, installs the software, then takes the physical medium away when finished. The nature of the services to be provided to Subscriber, the charges for the custom installation services, and the terms regarding the ND;SLGovt FedGovt LexisMicrosoftOfficeAdm-LexisAdvance-OCtt2016 ©2016 LeAsNexis. Ali rights reserved, 1D#4823-3283 2826 _.__ Page 2 services will be documented in a Statement of Work issued against a separate Master Integration Services Agreement to be executed by the parties. A custom installation will not include the transfer of tangible personal property or transfer of title to the Software. 6.Miscellaneous. 6.1 In the event of any conflict between the terms of this Order and the attached Exhibit A, the terms of this Order shall control. 6.2 Except as expressly modified by this Order, all other terms and conditions of the Agreement will remain in full force and effect and will be unaffected by this Order. In the event of a conflict or inconsistencies between the Agreement and this Order, this Order will control. The Agreement and this Order represent the entire agreement between the parties with respect to Lexis for Microsoft Office. All prior agreements, proposals, purchase orders, representations, promises or understandings, whether oral or in writing, concerning Lexis for Microsoft Office are superseded in their entirety by this Order. LN's acceptance of the terms of this Order shall be evidenced by its signature below or by LN providing Subscriber access to Lexis for Microsoft Office. AGREED TO AND ACCEPTED BY: CITY OF FORT WORTu LexisNexis,a division of RELX Inc. SUB ER BY: By. NAME: NAME: Josh n5lan TITLE: �,. TITLE: �7Pricing Analyst DATE: DATE: 1 ND SLGovt FedGovt-LexisMicrosoftOfficeAdm L exisAdvan Ocl[2016 0 2016 LexisNexis. All rights reserved. ID#4823 3283-2826 Page 3 Subscriber Implementation Information IT Administrator Name: Mark Deboer IT Administrator Address: 200 Texas Street,Fort Worth,TX 76102 iT Administrator Phone Number: 817-392-8598 IT Administrator Email Address: mark.deboer@fortworthtexa,§.gov Location of Primary Data Centers City Hall, 200 Texas Street, Fort Worth,TX 76102 Subscriber User Locations Percentage of Users (%) (City, State) i { i I i t +I I Name Lexis for Microsoft Office Access Acosta, Lily ❑Lexis for Microsoft Office or Q.Lexis For Microsoft Office—With Document Tools Cox Senna ❑Lexis for Microsoft Office or B Lexis For Microsoft Office—With Document Tools f Gregory, Laura El Lexis for Microsoft office or ❑Lexis For Microsof(Office—With Document Tools John,Teresa D Lexis for Microsoft Office or ❑Lexis For Microsoft Office—With Document Tools McGowen,Jane Ann ❑Lexis for Microsoft office or ❑Lexis For Microsoft Office—With DocumentTools Melton, Rand ❑Lexis for Microsoft Office or ❑Lexis For Microsoft Office—With DocumentTools Lacker,Judy ❑Lexis for Microsoft Office or ❑Lexis For Microsoft Office—With Document Tools McVay,Trace. ❑Lexis for Microsoft Office or ❑Lexis For Mlerasott Office—With DocumentTools ❑LeAs for Microsoft Office or ❑Lexis For Microsoft Office—Willi Document Toots ❑Lexis for Microsoft office or ❑Lexis For Microsoft Office—With DocumentTools [Q Lexis for Microsoft Office or ❑Lexis For Microsoft Office—With Document Tools 0 Lexis for Microsoft Office or ❑Lexis For Microsoft Office—With Document Tools ❑Lexis for Microsoft Office or 0 Lexis For Microsoft Office—With Document Tools ❑Lexis for Microsoft Office or ❑Lexis For Microsoft Office—With Document Tools ❑Lexis for Microsoft Office or ❑Lexis For Microsoft Office—With Document Tools L]Lexis for Microsoft Office or ❑Lexis For Microsoft office—With Document Tools Lexis for Microsoft Office or C]Lexis For Microsoft Office—With Document Tools Lexis for Microsoft Office or ❑Lexis For Microsoft Office—With Document Tools FA Lexis for Microsoft Office or 0 Lexis For Microsoft Office—With Document Tools L]Lexis for Microsoft Otfice.or ❑Lexis For Microsoft Office—With Document Tools ❑Lexis for Microsoft Office or ❑Lexis For Microsoft Office—With Document Tools ❑Lexis for Microsoft Office or ❑Lexis For Microsoft Office—With Document Tools ❑Lexis for Microsoft Office or ❑Lexis For Microsoft Office—With DocumentTools 0 Lexis for Microsoft Office or ❑Lexis For Microsoft Office—With Document Tools ❑Lexis for Microsoft Office or ❑Lexis For Microsoft Office—With Document Tools ❑Lexis for Microsoft Office or ❑Lexis For Microsoft Office—With Document Tools ❑Lexis for Microsoft Office or ❑Lexis For Microsoft Office—With DocumentTools 0 Lexis for Microsoft Office or ❑Lexis For Microsoft Office—Will)Document Tools i i • E ND:SLGovt Fed Govt-LexisMtcrosoflOfficeAdm-LexisAdvance-Octt2016 � � � ©2016 LexisNexis. All rights reserved. IDfr 4823-3283-2826 Page 4 i EXHIBIT A LEXIS®FOR MICROSOFT@ OFFICE END USER LICENSE AGREEMENT 1.SUBSCRIPTION LICENSE GRANT. a. Subject to the terms and conditions of this LexisO forMicrosoft0 Office End User License Agreement(this"EULA"),LexisNexis, a division of RELX Inc.("LN")grants you a personal, limited,nonexclusive,non-transferable license to access and use the Lexis0 for MicrosoftO Office software product(the"Software") set forth in the agreement between you and LN for access to the Software (the "Order"). Use of the Software is subject to the terms set forth in the Order including the number of Authorized Users and time period ("Term")set forth in the Order. b. Restrictions and Prohibitions on Use. Except as expressly permitted by Section 1(a), or upon the express prior written consent of LN, you may not, nor permit others to: (1) copy,print, republish, display, transmit, distribute, sublicense, sell, rent, lease, loan, or otherwise make available in any form or by any means (including electronic media now existing or hereafter developed), all or any substantial portion of the Software; (2) provide anyone other than your Authorized Users access to the Software or any portions thereof;(3) use the Software to develop, or as a component of, an information storage or retrieval system, database, info-base, or similar information resource (in any media now existing or hereafter developed), including through sale, license, lease, rental, subscription, or any other commercial distribution mechanism,(4) create compilations or derivative works of the Software;(5) make any portion of the Software available through any timesharing system, service bureau, the Internet, or any other technology now existing or developed in the future;(6) remove, change, or obscure any copyright notice or other proprietary notice or terms of use contained in the Software; (7) remove, disable, or defeat any Rinctionality of the Software; or (8) upload content in the Software (through the Notes feature or otherwise)that is defamatory,libelous,pornographic or obscene,unless such content is reasonably related to professional responsibilities. Ili addition, Authorized Users are strictly prohibited from uploading content to the Software that is considered protected health information under the Health Accountability and Portability Protection Act of 1996 (HIPAA) or the Health Information Technology for Economic and Clinical Health Act of 2009 (HITECH). c. Electronic Documents. Solely with respect to the electronic documents included with the Software (e.g,, the electronic version of the user guide), you may only make as many copies as reasonably necessary for each Authorized User (either in hard copy or electronic form), provided that such copies shall be used only for your sole use and are not republished or distributed to any third Party d.Third Party Materials. The use of some third party materials included in the Software may be subject to other terms and conditions typically found in a separate software agreement or"Read Me"file located in or near such materials 2. COPYRIGHT. LN and its third party licensors and developers hold exclusive ownership of the Software and all intellectual property rights embodied therein, including copyrights and valuable trade secrets incorporated in the Software's design and coding methodology. The Software is protected by United States and international copyright laws and international treaty provisions. This EULA does not grant you any ownership or intellectual property rights in the Software. Upon expiration of the Term, you will not have the right to continue using the Software and will promptly remove alf copies of the Software from your systems. 3. REVERSE ENGINEERING. You agree that you will not, nor will you permit others to attempt to: (i)modify or translate the Software; (ii) decompile or disassemble the Software, (iii) create derivative works based on the Software; (iv) merge the Software with or into another product not approved for use by LN(excluding Microsoft Office); or(v) copy the Software except as expressly permitted by this EULA. 4.SOFTWARE SUPPORT. 4.1 As part of your subscription to the Software,LN will provide the following support and maintenance for the Software during the Term("Support Services"): (a)Product Support.LN will provide telephonic product support services for the Software 24x7x365 days. (b) Software Problem Resolution. If you report to LN that the Software does not function according to the user-level documentation for the Software ("Software Problem") and otherwise comply with Section 5 YOUR RESPONSIBILITIES, LN will investigate the Software Problem within a reasonable time after receiving proper notice from you,and sufficient information to identify the problem. LN will work to correct the Software Problem(s) that can be verified based on the information provided by you utilizing a system that meets the system requirements for the Software. If the investigation confirms the existence of n Software Problem, LN will use reasonable efforts to correct the Software Problem which may include implementing a temporary work-around. If LN, in good faith, determines that the Software Problem results from an error in the applicable user-level documentation,LN may correct the Software Problem by correcting that documentation. (c) Software Updates and Upgrades. LN has multiple different offerings of the Lexis for Microsoft software product(Lexis Jrn- Microsoft Office, Lexis fbr Microsoft Office — with Document Tools, etc.). The license granted herein is only to the Lexis f n- ND SLGovt-FedGovt-LexisMrcrosoflOfiiceAdm LexrsAdvance Oct12016 ©2016 LexisNexis A11 nghts reserved. ID#4823-3283-2826 Page 5 Microsoft Software product offering you have selected in the Order (for purposes of this Section 4.1(c) "Your Subscribed Product")and to the Updates and Upgrades released by LN to Your Subscribed Product. This license does not entitle you to have access or use of any other Lexis for Microsoft software product. In order to ensure the proper operation of Your Subscribed Product in accordance with its written documentation, LN will provide you with patches, bug fixes, corrections and minor enhancements ("Updates") during the Term. Updates will be provided free of charge as they become commercially available from LN. Your failure to promptly install Updates may result in the voiding of LN's warranty set forth in Section 6. LN will also provide you with feature or functionality enhancements to Your Subscribed Product (an "Upgrade") free of charge as such Upgrades become commercially available from LN. LN's distribution of Upgrades and/or Updates to you does not entitle you to use more copies of Your Subscribed Product than the number of Authorized Users for which you have a valid subscription. This license,including the release of any Update or Upgrade to Your Subscriber Product, does not entitle you to have access to or use of any other Lexis for Microsoft software product. If you wish to subscribe to any other Lexis for Microsoft software product, you must execute an Order with LN which contains the appropriate terms of use and charges for the applicable Lexis for Microsoft software product. Your use of an Upgrade or Update is licensed in accordance with the terns and conditions of this EULA. 4.2 LN is not obligated to provide Support Services for any Software(a)that has been provided to you free of charge,(b)that has been altered other than by LN or at LN's direction, (c)that is more than two versions out of date, or(d)1liat integrates with or is designed for any platform that LN or Microsoft no longer supports in the normal and ordinary course of its support lifecycle and/or release cycle. For example,LN is not obligated to support software designed to work with Microsoft platforms that fall outside of the period in which complimentary support services are available as part of the Microsoft license or licensing program; or requires extended support plans that may require additional charges. 4.3 LN retains the right to change or modify the Support Services offered herein at any time and from time to time upon thirty(30) days' written notice to you. In the event any such change materially and adversely affects the Support Services,you may terminate the Order and this EULA upon 10 days'written notice to LN. S.YOUR RESPONSIBILITIES. 5.1 The Support Services do not include,and you must provide at your expense unless otherwise expressly agreed by you and IN in writing: (a) installation, testing, and operation of the Software and all Upgrade and/or Updates; (b) isolation and documentation of Software Problems; (c) intranet resources, backup and restoration of your systems; and (d) modems and Internet access for LN's remote access and diagnosis of Software Problems,when necessary. 5.2 LN is not responsible for products provided to you by thifd parties, whether or not LN recommended them or assisted in their evaluation, selection, or supervision. The failure of those products or their respective suppliers to meet your requirements will not affect either party's obligations under this EULA. 6.LIMITED WARRANTY. During the Term, LN warrants that the Software will operate substantially in accordance with the documentation provided, unless performance problems are the result of hardware failure,improper use, or modification by you or your agents or contractors or due to your failure to install all Updates. If the Software does not so operate, your exclusive reinedy and LN's sole obligation under this warranty shall be, in LN's sole discretion, either to replace the Software, to provide you with a bug fix or patch, or to refund the purchase price paid for the current version of the Software. LN further warrants that Software Support will be performed in a professional manner, consistent with industry standards. EXCEPT AS SET FORTH ABOVE, LN DISCLAIMS ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. LN DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SOFTWARE, UPGRADE OR UPDATE WILL MEET ANY PARTICULAR REQUIREMENTS OR NEEDS YOU MAY HAVE, THAT THE SOFTWARE, UPGRADE OR UPDATE (INCLUDING SOFTWARE WHICH LN CREATES OR MODIFIES FOR YOU) WILL OPERATE. UNINTERUPTED OR ERROR-FREE, OR THAT THE SOFTWARE, UPGRADE OR UPDATE IS COMPATIBLE WITH ANY PARTICULAR PLATFORM, SYSTEM OR APPLICATION. PORTIONS OF THE SOFTWARE HAVE BEEN DEVELOPED BY MICROSOFT CORPORATION AND SUCH PORTIONS ARE PROVIDED "AS IS." ADDITIONALLY, IF YOU RECEIVED THE SOFTWARE FREE OF CHARGE, TIIE SOFTWARE IS PROVIDED TO YOU "AS IS" WITHOUT WARRANTY OF ANY KIND. ALL WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN APPLY TO LN'S SOFTWARE DEVELOPERS, SUBCONTRACTORS AND SUPPLIERS. IT IS ]'HE MAXIMUM FOR WHICH THEY AND LN ARE COLLECTIVELY RESPONSIBLE-. 7.FEES AND PAYNIENT FOI2 SUBSCRIPTION, 7.1 Applicable fees and charges for the Software and the support services are set forth in your Lexis fnr Microsoft Office Order. Unless otherwise stated,the fees for[lie subscription do not include any taxes,such as sales,use,or excise taxes. ND:SLGovI FedGovt-LexisMicrosottOfficeAdm LexisAdvance-Octt2016 ©2016 LexisNexis All rights reserved, ID#4823-3283-2826 Rave 6 7.2 In the event LN sends you an invoice for the subscription, you shall pay LN the net amount of each invoice in United States dollars within 30 days after the date of the invoice.If you fail to pay any invoiced amount when due,LN may charge you interest on the unpaid balance from the date of the invoice until the date paid at a rate equal to 1.5%per_month or the highest rate permitted by law, whichever is lower. In the event you pay the fee for the subscription by credit card,LN will send you a receipt confirming the amount paid and date of expiration of the Term. 8.TERMINATION. Upon termination of the Order, you will promptly cease all use of the Software: and will return all copies of the Software and documentation to LN or, at the option of LN,certify to LN in writing, signed by an executive officer, that all copies of the Software and documentation have been destroyed, Termination of the Order will not be an.exclusive remedy and all other remedies will be available to either party whether or not the Order is terminated. LN may terminate this EULA upon 90 days' notice to you in the event LN no longer provides Support Services for the Software. In the event of termination, LN will refund any prepaid but unused fees to you on a pro-rats basis. 9.LIMITATIONS OF LIABILITY. NOTWITHSTANDING THE TERMS CONTAINED IN THIS EULA, IN NO EVENT AND UNDER NO LEGAL THEORY, INCLUDING WITHOUT LIMITATION,TORT,CONTRACT,OR STRICT PRODUCTS LIABILITY,SHALL LN,ITS PARENT, AFFILIATES, OR ANY OF ITS SOFTWARE DEVELOPERS, SUPPLIERS OR SUBCONTRACTORS BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL,INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION OR DATA, COMPUTER MALFUNCTION, OR ANY OTHER KIND OF COMMERCIAL DAMAGE, EVEN IF LN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER LOCAL LAW,CERTAIN LIMITATIONS MAY NOT APPLY, AND YOU MAY HAVE ADDITIONAL RIGHTS WHICH VARY FROM STATE TO STATE. IN NO EVENT SHALL LN'S LIABILITY FOR ACTUAL DAMAGES FOR ANY CAUSE WHATSOEVER,AND REGARDLESS OF THE FORM OF ACTION,EXCEED THE AMOUNT OF THE SUBSCRIPTION PAID BY YOU FOR THE PRECEDING TERM. 10. UNITED STATES GOVERNMENT USE. The Software is Commercial Computer Software provided with RESTRICTED RIGHTS under the Federal Acquisition Regulations and agency supplements to them. Use, duplication, or disclosure by the U.S. Government is subject to the restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in System Data and Computer Software clause at DFAR 252,227-7013 et. seq. or subparagraphs (c)(I) and (2) of the Commercial Computer Software Restricted Rights at DFAR 52.227-19,as applicable. 11. EXPORT RESTRICTIONS. You agree that you will not permit use of or export, directly or indirectly, re-export, divert or transfer the Software in violation of any applicable export control law or regulation, including without limitation, the U.S. Export Administration Regulations("Export Controls"). 12.MISCELLANEOUS. 12.1 LN (or its licensor,if applicable)retains sole title to and ownership of the Software and all components, all related information furnished to you under this EULA,and all related copyrights,trade secrets,and other intellectual property. 12.2 LN furnishes products and services to you under this EULA on a non-exclusive basis. LN may directly or indirectly furnish the same or similar products and services to other parties doing business within or outside the vertical,horizontal, or geographic markets in which you do business. 12.3 All notices required or permitted under this EULA shall be in writing and shall be delivered by any method providing sufficient proof of delivery, except that any notice other than a notice of default or notice of termination may be delivered by facsimile transmission if the original document is also promptly delivered to the recipient.Any notice shall be deemed to have been given on the date of receipt. Notices to LN shall be sent to the address listed above with a copy to LN,Attention: Customer Legal Services,9443 Springboro Pike,Miamisburg,OH'45342. Notices to you shall be sent to the address LN has on record. 12.4 Each party shall submit requests for approvals, consents, and waivers to the other party in writing in a timely manner. No approval,consent,or waiver under this EULA shall be enforceable unless set forth in a writing signed by an authorized representative of the granting party, A waiver of a default of any term of this EULA shall not be construed as a waiver of any succeeding default of that term or as a waiver of the term itself. A party's perlbrmance alder the other party's default shall not be construed as a waiver of that default. No approval, consent, or waiver shall be deemed to have been given by implication and neither party shall be liable for delays in responding to,failures to respond to,or denials of those requests. 12.5 Each terns of this EULA is severable. If a court, agency, or arbitrator having jurisdiction determines that any term is unenloreeable under applicable law,that determination shall not affect the enforceability of the other terms of this EULA. ND.SLGovt FedGovt L xis—MIcrOSOftOffC2Adnl LexisAdvance Oc-62016 ©2016 LexisNexis, All rights reserved. ! ID#4823 3283 2826 Page 7 12.6 This EULA, together with the Lexis for Microsoft Office Order, constitutes the complete agreement between the parties concerning this subject,and supersedes all earlier oral and written communications between the parties with respect to this subject. In the event that you are required to accept any"click-through"license terms at the time of download of the Software or otherwise,the terms of such click-through shall control over any conflicting terms set forth in this EULA. 12.7 Neither party shall assign its rights or delegate its duties under this EULA without the prior written consent of the other party, except that LN may assign this EULA to an affiliate or to its successor by merger or to the transferee of substantially all of its stock or assets. Any assignee or delegatee shall be subject to the same obligations, restrictions, and limitations to which the assignor or delegator is subject,and no assignor or delegator shall be released from liability under this EULA by reason of any such assignment or delegation. This EULA shall be binding on and inure to the benefit of the parties and their respective successors and pennitted assigns. [End of Exhibit AI ND:SLGovt-FedGovt LexisMicresoftd iceAdm-LexisAdvance Octt2016 ©2016 LexisNexis. All rights reserved #4823-3283-2826 QSLG LexisNexis 0 ADDITIONAL CONTENT RIDER Subscriber Name: City of Fort Worth Subscriber Participating Billgroup(s) 1000SANCS or Account Number: Date of AgreemenVAmendment: 8/1/2018 PRODUCTIPREFERRED PRICING MATERIALS SKU/MENU NUMBER NUMBER OF USERS (11) Federal Legislation 1010180 37 (12) TX Legislative Hill History 1011329 37 (13) TX Ttial Coud Ottlets 1511808 37 (14) 0 (15) 0 (16) 0 (17) 0 (18) 0 (19) 0 (20) 0 (21) 0 (22) 0 (23) 0 (24) 0 (25) 0 �SLG AddiUonalContenlFider-Sept2015 0#4626 7092 5864 ©2015,LexlsNexis,a division of RELX Inc All rights reserved. i ' I f FORT WORTH ADDENDUM TO AGREEMENT ? r BETWEEN j THE CITY OF FORT WORTH AND LEXISNEXIS, A DIVISION OF RELX INC. Title of Agreement: Lexis Advance Subscription Agreement for State/Local Government and Lexis for Microsoft Office Lexis Advance Edition Order(collectively "the Agreement") Vendor: LexisNexis, a division of RELX Inc. (LN) Term of Agreement: Initial term shall be the first Committed Term as described in the Agreement; each additional Committed Tenn shall be renewal terms and may be exercised at the City's option 1 Notwithstanding any language to the contrary in the attached Agreement presented by LexisNexis, I a division of RELX Inc.("Contractor"or"LN")for subscription services("services"),the City of Fort Worth ("City" or. "Subscriber") and Contractor (collectively the "parties") hereby stipulate by evidence of execution of this Addendum("Addendum")below by a representative of each party duly authorized to bind the parties hereto, that the parties hereby agree that the provisions in this Addendum below shall be applicable to the Agreement. The parties entered into an agreement known as City Secretary Contract No.47976("CSC#47976")effective July 5,2016. Th6 parties mutually agree that CSC#47976 is hereby terminated effective July 31, 2018, and the parties enter into the attached Agreement, which shall hereby control the relationship of the parties for all Terms of this Agreement. The parties agree that Contractor will provide City the services as outlined in the attached Agreement, or as agreed to upon extension or renegotiation. - f 1. Term: It is the intent of the parties that this Agreement is an annual contract. The initial term of this Agreement shall begin on August 1,2018, and remain in effect until September 301h, 2019. The City will have the option to renew this Agreement at the same cost for two additional one year terms (10/1/19—9/30/20 and 10/1/20—9/30/21). E 2. Services and Costs: The services and costs shall be those included in the Agreement. To the extent the Agreement allows LN to charge late fees, the parties agree that such fees do not apply j to this Agreement. l i 3. Termination: Regardless of any language in the Agreement to the contrary, the City may terminate this Agreement at any time and for any reason by providing LN with 30 days written notice of tennination. i 4. Insurance I)v Contractor: "l'hc C'onlraclor Shall carry the 11111oN ing 111SUrance coverage n-It11 a company that is licensed to do bUSi11CSS in TC.-N is or otherwise approved by the City: j t 1. Commercial General Liability a. Combined Unlit of not less than %4 Million 1)er occurrence-, S8 million aggregate. i I I 2. Automobile Liability Insurance covering any vehicle used in providing services under this Agreement, including owned, non-owned, or hired vehicles, with a combined limit of not less than$1,000,000 per occurrence. 3. Professional Liability (Errors & Omissions) in the amount of$1,000,000 per claim and $1,000,000 aggregate limit. 4. Statutory Workers' Compensation and Employers' Liability Insurance requirements per the amount required by statute. 5. Technology Liability(Errors & Omissions) a. Combined limit of not less than$5,000,000 per claim$5 million aggregate or b. Coverage shall include,but not be limited to,the following: (i)Failure to prevent unauthorized access (ii)Unauthorized disclosure of information (iii)Implantation of malicious code or computer virus (v) Intellectual Property Infringement coverage, specifically including coverage for intellectual property infringement claims and for indemnification and legal defense of any claims of intellectual property infringement,including infringement of copyright, or trade mark, brought against the City for use of Deliverables, Software or Services provided by Contractor under this Agreement. Technology coverage may be provided through an endorsement to the Commercial General Liability (CGL) policy, a separate policy specific to Technology E&O, or an umbrella policy that picks up coverage after primary coverage is exhausted. Either is acceptable if coverage meets all other requirements.Any deductible will be the sole responsibility of the Contractor Coverage shall be claims-made, with a retroactive or prior acts date that is on or before the effective date of this Agreement. Coverage shall be maintained for the duration of the contractual agreement and for two (2) years following completion of services provided. An annual certificate of insurance, or a full copy of the policy if requested,shall be submitted to the City to evidence coverage. General Insurance Requirements: 1, The General Liability and Automobile Liability policies shall name the City as an additional insured thereon, as its interests may appear. The term City shall include its employees, officers, officials, agents, and volunteers in respect to the contracted services. ?. 1-he worl:crs' compensation liolicy shall include: a W°giver of Subrogation (Right of Recovery) in IM or ol,Ihc City of'[ort Worth. (Pw: LN AWdcndum Ya c 2 a{'6 Drah datr 6A 1 S 3. Contractor will endeavor to provide Thirty(30)days" notice of cancellation of coverage to the City. Ten (10) days' notice shall be acceptable in the event of non-payinent of premium. Notice shall be sent to the Risk Manager, City of Fort Worth, 200 Texas Street, Fort Worth, Texas 76102, with copies to the City Attorney at the salve address. 4. The insurers for all policies must be licensed and/or approved .to do business in the State of Texas. All insurers must have a minimum rating of A-VII in the current A.M.Best Key Rating Guide, or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. If the rating is below that required,written approval of Risk Management is required. 5. Any failure on the part of the City to request required insurance documentation shall not constitute a waiver of the insurance requirement. 6. Certificates of Insurance evidencing that the Contractor has obtained all required insurance shall be delivered to and approved by the City's Risk Management'Division prior to execution of this Agreement. 5. Indemnity: To-the,_extent the attached.Agreement requires the,City,to. indemnify, or hold. Contractor or any third party harmless from damages of any kind or character, the City objects to these terms and any such terms are hereby deleted from the Agreement and shall have no force or effect. 6.Attorneys' Fees,Penalties, and Liquidated Damages: To the extent the attached Agreement requires the City to pay attorneys' fees for any action contemplated -or taken, or penalties or liquidated damages in any amount, the City objects to these terms and any such terms are hereby deleted from the Agreement and shall have no force or effect. I 7. Law and Venue: This Agreement and the rights and obligations of the parties hereto shall be governed by, and construed in accordance with the laws of the United States and state of Texas, exclusive of conflicts of law's provisions. Venue for any suit brought under this Agreement shall j be in a court of competent jurisdiction in Tarrant County, Texas. To the extent this Agreement is required to be governed by any state law other than Texas or.venue u1 Tarrant County, the City objects to such terms and any such terms are hereby deleted from this Agreement and shall have j no force or effect. i 8. Sovereign Immunity: Nothing herein constitutes a waiver of the City's sovereign immunity. To the extent this Agreement requires the City to waive its rights or immunities as a government entity, such provisions are hereby deleted and shall have no force or effect. 9. No Debt: In compliance with Article I 1 § 5 of the Texas Constitution, it is understood and agreed (hat ail obligations of the City hereunder are suhjcet to the availability of funds. 11 such ILI11ds ore not appropriated Or (leCO111C Lllla\al1a111C. the City shall have tllc right to ternllnate tills Agreement except for those portions of'Funds \vhirh ha\c been appropriated prior to terlllinatloll. I I CT\V t.", Addendum l'aee 3 ol'b Urari duly b'a IX 10. Assignment: To the extent the Agreement addresses the right to assign any rights or interest in the agreement to another party, such right of assignment shall be reciprocal, and neither party shall have the right to assign or transfer any of its rights or inteblests in the Agreement without the express prior written consent of the other party. However, the (Contractor shall have the right to assign the Agreement to any entity in which it is a recognized legal affiliate or subsidiary or which such entity obtains a majority interest without the consent of the City. However, Contractor shall give the City at least thirty(30)days written notice of any such assignment or transfer of interest. 11. Confidential Information: The City is a government entity under the laws of the State of Texas and all documents held or maintained by the City are subject to disclosure under the Texas Public Information Act. To the extent the Agreement requires that the City maintain records in violation of the Act, the City hereby objects to such provisions and such provisions are hereby deleted from the Agreement and shall have no force or effect. 12.Addendum Controlling: If any provisions of the attached Agreement conflict with the terms . herein, are prohibited by applicable law, conflict with any applicable rule,regulation or ordinance of the City,the terms in this Addendum shall control. 13. Fiscal Funding Limitation: In the event no funds or insufficient funds are appropriated and budgeted or are otherwise unavailable by any means whatsoever in any fiscal period for payments due under this Agreement, then the City will immediately notify Contractor of such occurrence and this Agreement shall be tenninated on the last day of the fiscal period for which appropriations were received without penalty or expense to the City of any kind whatsoever, except to the portions of annual payments herein agreed upon for which funds shall have been appropriated. 14. Right to Audit: Contractor agrees that the City shall, until the expiration of three (3) years after final payment under this Agreement, have access to and the right to examine any directly pertinent books, documents, papers and records of Contractor involving transactions relating to this Agreement. Contractor agrees that City shall have access during normal working hours to all necessary Contractor facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. The City shall give Contractor reasonable advance notice of intended audits. Contractor further agrees to include in all its subcontracts hereunder a provision to the effect that the subcontractor agrees that the City shall, until the expiration of three (3) years after final payment under the subcontract, have access to and the right to examine any directly pertinent books, documents, papers and records of such subcontractor, involving transactions to the subcontract, and further, that City shall have access during normal working hours to all subcontractor facilities, and shall be provided adequate and appropriate work space, in order to conduct audits in compliance with the provisions of this article. City shall give subcontractor reasonable advance notice of intended audits. 15. Notice to Subscriber: All notices t0 SUbserlbe]shall be delWered as provided li)r LN uncle] 1111s Agreement and sent to: C V, LN Addendum I'aee 4 o1'6 Draft dame 6/4r IN City of Fort Worth Attention: City Attorney 200 Texas St. Fort Worth, Texas 76102 16. Amendments: No amendment of this Agreement shall be binding upon a party hereto unless such amendment is set forth in a written instrument, and duly executed by an authorized representative of each party: To the extent software under this Agreement requires acceptance of "click through" license terms, such terns shall not be binding on City, and the terns of this Agreement shall control,unless otherwise amended. 17. Limited Warranty: To the extent this Agreement includes a limited warranty that is curable at LN's sole discretion to replace the software or refund money,the parties agree that the City shall have the discretion to deteni ine replacement or refunding of money. 18. Attachments: To the extent this Agreement requires the City to agree to terms and conditions located at a stated link, the parties agree that the attached exhibits printing out the existing links- shall control. Thus, the terns and conditions in" effect at the time of execution of this Agreement shall control and cannot be amendment without the express written consent of the City. 19. Training: The parties agree that LN will provide City training on an as-needed-basis at agreed upon dates and times, and all such training shall be no cost to the City. i 21. Immigration Nationality Act LN shall verify the identity and employment eligibility of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form(I-9). Upon request by City,LN shall provide City with copies of all I-9 forms and supporting eligibility documentation.for each employee who performs work under this Agreement. LN shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any LN employee who is not legally eligible to perform such services. LN SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY LN, LN'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written notice to LN, shall have the right to immediately teilninate this Agreement for violations of this provision by LN. 22. Israel: LN acknowledges that in accordance with Chapter 2270 of the Texas Government Code, the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the tern of the contract. The terms "boycott Israel" and "company". shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this Agreement,LN cert?fles that LN'.v signature pro vides written veri fic•atian to they Ci1j,that LN: (1)does not bo.Kott Israel;and(2) gill not bavc•ott Israel durinr; the term of the.-I reement. { 'p IXCCLIICd this the _r�YVday ul - 20 ( W I X Addendum ul•6 Drali date W4,18 i i CITY OF FORT WORTH: LEXISNEXIS, A DIVISION OF R]ELX INC. By: — Y a e: Susan Alanis [Name] Josh ROslan -- ssi taaff iry ager [Titled Pricing Analyst Date: Date: 6�1l-rg APPROVED " TO FORM AND LEGALITY: By:_ Jesse a gsvan Sr. Atsjstant City Attorney ATTEST: By: OF FORS, City Secr �� Ly Form 1295:Not Required Contract Authorization: M&C: N/A ..XAS CF%V/LN Addcmlutn Page 6 of 6 Drail elate bi4i 18 CONTRACT COMPLIANCE MANAGER By signing,I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. f a � Tiile. i !i