HomeMy WebLinkAboutContract 56083-A2Second Amendment to Fort Worth City Secretary Contract No. 56083 Page 1 of 3
SECOND AMENDMENT TO
FORT WORTH CITY SECRETARY CONTRACT NO. 56083
This Amendment to Fort Worth City Secretary Contract No. 56083 (“Amendment”) is
made between the City of Fort Worth (“City”), a home-rule municipality, and West Publishing
Corporation (“Vendor”).
WHEREAS, City and Vendor entered into a five-year Agreement identified as Fort Worth
City Secretary Contract No. 56083 beginning June 1, 2021 (the “Agreement”);
WHEREAS, it is the collective desire of both Fort Worth and Vendor to amend the price
schedule under the Agreement and increase the monthly charge to in order to provide City with
Vendor’s new AI component, CoCounsel; and
WHEREAS, the increased monthly charge will be effective for the fifth and final year of
the Agreement, beginning June 1, 2025.
NOW THEREFORE, City and Vendor agree to the following terms, which amend the
Agreement as follows:
1.The Agreement is hereby amended by adding “Order Form, Order ID: Q-
09869076,” attached to this Amendment, to Exhibit “A” of the Agreement. The new monthly
charge is effective beginning June 1, 2025 for the fifth and final year of the Agreement.
2.All other terms, provisions, conditions, covenants and recitals of the Agreement not
expressly amended herein shall remain in full force and effect.
[Signature Page Follows]
Second Amendment to Fort Worth City Secretary Contract No. 56083 Page 2 of 3
Executed effective as of the date signed by the Assistant City Manager below.
FORT WORTH:
By: ___________________________
Name:
Title: Assistant City Manager
Date: ___________________________
Approval Recommended:
By: ______________________________
Name: Leann Guzman
Title: City Attorney
Attest:
By: ______________________________
Name: Jannette Goodall
Title: City Secretary
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.
By: ______________________________
Name:
Title:
Approved as to Form and Legality:
By: ______________________________
Name: Jessika J. Williams
Title: Assistant City Attorney
Contract Authorization:
M&C: 21-0448 (06/22/21)
VENDOR:
West Publishing Corporation
By:
Name: _____________
Title: _____________
Date: ____________________________
Second Amendment to Fort Worth City Secretary Contract No. 56083 Page 3 of 3
EXHIBIT A
Order Form
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Sold To Account Address
Account#: 1000811128
FORT WORTH CINATTORNEY
CRYSTAL RUSSELL
200 TEXAS ST
FORT WORTH TX 76102-6314 US
"Customer"
Order ID: Q-09869076
Contact your representative cody.miller@thomsonreuters.com with any questions. Thank you.
Shipping Address
Account#:1000811128
FORT WORTH CITY ATTORNEY
CRYSTALRUSSELL
200 TEXAS ST
FORT WORTH TX 76102-6314 US
Billing Address
Account#: 1000811128
FORT WORTH CINATTORNEY
CRYSTALRUSSELL
200 TEXAS ST
FORT WORTH, TX 76102-6314
US
This Order Form is a legal document between Customer and
A. West Pubfishing Corporation to the extentthat products or services will be provided by West Publishing Corporation, and/or
B. Thomson Reuters Enterprise Centre GmbH to the extent that products orservices 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 avaifable at: http�//www tr com/trorderinginfo
West Pubfishing 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 products and services it is providing, and Customer will be referred to as
"you", or "your" or "Client".
The Order Form is subject to and governed by the Texas Contract Number DIR-CPO-5258.
For Federal Customers the following shall apply: Thomson Reuters General Terms and Conditions (available here:
hun://tr.com/federal-gcneral-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 into 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.
For non-federal customers the following shall apply: Thomson Reuters General Terms and Conditions (hetnJ/tr.com/u,-
�eneral-terms-and-conditions) apply to the pwchase and use of all products, except print, and together with any applicable
Product Specific Terms (set forth below) are incorporated into 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.
ProFlex Products
See Attachment for details
Material # Product Monthly Charges Minimum Terms
Months
407�7482 West Proflex $4,685.00 12
Bridge Products
Material # Product Quantity Unit Bridge Monthly Bridge Term
Char es Months
40757482 West Proflex 1 Each $3,199.50 6
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 chazges will continue for the number of complete calendaz months
listed in the Bridge Term column above and will be in addirion to the Monthly Chaz�es and Minimum Term outlined
above. At the end of the Bridge Term, your Monthly Chazges and the Minimum term will begin on the first full calendar
month followin� the Bridge Term as described in the Product grid above. All other terms and conditions of the Order
Form remain unchanged. For purposes of c]arification, your total Term will be the Bridge Term plus the Minimum
Term.
Minimum Terms
Your subscription is effective upon the date we process your order ("Effective Date") and Monthly Charges will be prorated for the number of
days remaining in that month, if any. Your subscription will continue for the number of months listed in the Minimum Term column above
plus any Bridge Term that may be outfined above counting from the first day of the month following the Effective Date. Your Monthly Charges
during the first twelve (12) months 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.
Page 1 of 5
Post Minimum Terms
Your subscription wilf automatically renew at the end of the Minimum Term. Each Automatic Renewal Term will be 12 months in length
("Automatic Renewal Term"), and we will notifij you of any change in the Monthly Charges at least 60 days before each Automatic Renewaf
Term starts. You are also responsible for all Excluded Charges.
Federal government subscribers that chose a mufti-year Minimum Term, those additionaf years will be implemented at your option pursuant
to federaf law. Either of us may cancel the Automatic Renewal Term by sending notice in writing at feast 30 days before an Automatic
Renewal Term begins. Send your notice of cancellation to Customer Service, 610 Opperman Drive., P.O. Box 64833, Eagan, MN 55123-1803.
Bauded Product Subscriptions. You certify your total number of attomeys (full-time and part-time partners, shareholders, associates, contract or
staff attomeys, 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 leam that ffie actual number is greater or increases at any time, we reserve the
right to increase your charges to the market rate for all of your attomeys.
Miscellaneous
Applicable Law. If you are a state or focaf governmentaf entity, your state's law will apply, and any claim may be brought in the state or
federal courts focated in yourstate. If you are a non-governmental entity, this Order Form shall be interpreted under Minnesota state faw and
any claim by one of us shalf exclusively be brought in the state or federal courts in Minnesota. If you are a United States Federal Government
subscriber, United Statesfederal law wilf apply, and any claim may be brought in anyfederal court.
Material Change. If, at any time during the Minimum Term or the Renewal Term, there is a material change in your organizational structure
including, but not fimited to merger, acquisitions, combination, significant increase in the number of attorneys at a location covered by the
agreement, divestitures, downsizing or dissolution, we will modify your rates proportionally. If you acquire the assets of, or attorneys from,
another entity that is a current subscriber, you assume all obligations underthe agreements that applyto those assets and attorneys, and you
will pay the invoiced charges on both those agreements as they become due, untif a superseding agreement is negotiated in good faith.
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. unfess 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 producu or services that are not included in your subscription you will be chazged our
then-current rate ("Excluded Chazges"). Excluded Chazges will be invoiced and due with your next payment. For your reference, the cunent
Ercluded Charges schedules are located in the below link. Excluded Charges may change from rime-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 aze released a8er the effective date of this ordering
document. Modification of Excluded Chazges or Schedule A rates is not a basis for ternvnation under paragraph 9 the General Terms and
Conditions.
https //le��l thom�onreuters com/contenUdam/e�vp-m/d�cuments/le�al/en/n�lf%other/nlan-2-nro-�ovt-a�encies.pclf
h[tp://staCicJeealsoluCions.diomsonreut�ers.com/statida�reement/nlan-2-prc�-eovt�-aeencies.pdf
eBitling Contact. All invoices forthis account will be emailed to your e-Billing Contact(s) unless you have notified us that you woufd fike to be
exemptfrom e-Billing.
Credit VeriFcation. 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 consideryour 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 ��//static leg�lsolutions thomsonreuters com/static/returns-refunds.�df or contact Customer Service at 1-800-328-4880 for
additional details regarding our policies on returns and refunds.
Confidentiality of Ordering Document. You understand that discfosure of the terms contained in this ordering document woufd cause
competitive harm to us, and you agree not to disclose these terms to any third person.
Product Specific Terms
Document Intelligence Product Specific Terms: The following product specific terms shall apply to the Document Intelligence products on
this orderform, and are incorporated by reference: htt��//www.thomsonreuters.com/document-intelligence-PST.
Additional Terms for Services with Generative AI Skills: The following additional terms shall apply to Thomson Reuters Products with
Generative AI Skills (including but not limited to all CoCounsel branded Products; alf Products with AI Assisted Research; Practical Law or
Practical Law Connect, with Dynamic Tool Set; Practical Law UK Premium; Practical Law Global Premium), listed on this order form, and are
incorporated into this orderform by reference: http://tr.com1genai-terms.
CoCounsel Core and CoCounsel Drafting Product Specific Terms: The foflowing product specific terms shall apply to CoCounsel Core and
CoCounsel Drafting and are incorporated into this orderform by reference: httn•//tr.com/cocounselcore-and-draftine-oroduct-s�ecific-terms.
Page 2 of 5
Product Specific Terms and Service Levels: The following product specific terms and service levels shall apply to the HighQ products on this
orderform, and are incorporated by reference:
• HighQProductSpecificTermshtto://tr.com/HighO-PST
• HighQ Service Levels: Thomson Reuters shall provide service avaifability, maintenance and support for the term of the Agreement.
Oetails are available at: htto://tr.com/H ieh0-SLA- Note that Sections 3.3 of the SLA does not apply to any HighQ Light packages
The Federal Product Specific Terms can be found here: htto://tr.com/federal-�roduct-s�ecific-terds
Product Specific Terms. The following products have specific terms which are incorporated by reference and made part of this Order Form if
they appfy to your order. They can be found at httRs://static.leealsolutions.thomsonreuters.com/staticLlhomsonReuters-General-Terms-
cnndj�nn s asr. ndf. If the product is not part of your order, the product specific terms do not apply.
• Campus Research
• Hosted Practice Solutions
• ProView eBooks
• TimeandBilling
• West km Software
• West LegalEdcenter
• Westlaw
• Westlaw Doc & Form Builder
• Westlaw Parafegal
• Westlaw Patron Access
• WestlawPublicRecords
Drafting Tools Product Specific Terms: The following product specific terms shall appfy to the Drafting Tools products (Orafting Assistant,
Clause Finder, Clause Finder: Internal Agreements) on this order form, and are incorporated by
reference: httos://www.thomsonreuters.com/draftineassistant-and-clausefinder-�st.
Amended Terms and Conditions
LIMITATION OF LIABILITY. EACH PARTY'S OR ANY OF ITS THIRD-PARTY PROVIDERS' ENTIRE LIABILITY IN THE AGGREGATE FOR DAMAGES
ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT, INCLUDING FOR NEGLIGENCE, WILL NOT EXCEED TWO TIMES THE CONTRACT
VAIUE. CONTRACT VALUE IS DEFINED IN THE ORDERING DOCUMENTS. IN NO EVENT SHALL WE OR OUR THIRD-PARTY PROVIDERS BE LIABLE
FOR ANY PENALTIES, INTEREST, TAXES OR OTHER AMOUNTS IMPOSED BY ANY GOVERNMENTAL OR REGULATORY AUTHORITY. NEITHER
PARTY IS LIABLE TO THE OTHER FOR INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES, FOR LOSS OF DATA, OR
LOSS OF PROFITS (IN EITHER CASE, WHETHER DIRECT OR INDIRECT) EVEN IF SUCH DAMAGES OR LOSSES COULD HAVE BEEN FORESEEN OR
PREVENTED.
Government Non-Availabilitv 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 officia( document, (e.g., executive order, an officially printed budget or other official government communication) certifying
the non-availabifity of funds. You will be invoiced for all charges incurred up to the effective date ofthe canceflation.
.,� -� -. . � . �• •�
/�� Administrative Services Manager
Page 3 of 5
Signature of Authorized Representative for order Title
Crystal Russell
Printed Name
This Order Form will expire and wil! not be accepted after 6/30/2025.
May 30, 2025
Date
Page 4 of 5
Attachment Order ID: Q-09869076
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Contact your representative cody.miller@thomsonreuters.com with any questions. Thank you.
Payment, Shipping, and Contact Information
Payment Method: Order Confirmation Contact (#28)
Payment Method: Bill to Account Contact Name: CORDOVA, SHOSHANNA
Account Number:1000811128 Email: shoshanna.cordova@fortworthtexas.gov
This order is made pursuantto: TX MSA DIR-CPO-5258 (TXM1)
Shipping Information:
Shipping Method: Ground Shipping - U.S. Only
eBilling Contact
Contact Name SHOSHANNA CORDOVA
Email shoshanna.cordova@fortworthtexas.gov
ProFlex Multiple Location Details
Account Number Account Name Account Address Action
200 TEXAS ST
1000811128 FORT WORTH CINATTORNEY FORT WORTH New
TX 76102-6314 US
ProFlex Product Details
Quantity Unit Service Material # Description
1 Each 40757482 West Proflex
40 Attorneys 43412997 CoCounsel400 V2, Enterprise Access, Government
40 Attorneys 42077755 WestfawAlf Analytical, Enterprise access, Government
40 Each 41974282 Gvt Draftin Assistant For Government (Westlaw PROa¢)
40 Attorneys 41935298 Gvt PeopleMap Premier And Company Investigator For Government
(Westlaw PROT")
40 Attorneys 41933492 Practical Law Premier, Enterprise access, Government
40 Attorneys 41933475 Westlaw Litigation Collection, Enterprise access, Government
Account Contacts
AccountContact AccountContact AccountContact AccountContact
First Name Last Name EmailAddress CustomerType Description
Shoshanna Cordova shoshanna.cordova@fortworthtexas.gov EML PSWD CONTACT
Lapsed Products
Sub Material Active Subscription to be Lapsed
40757481 West Proflex
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