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Acct# 1000630382 PO# Deft Juw27-2007 A)
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such additional 12 months shall be_%moue then the current Moodily WastiawPRO Charges.
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Westlaw Passwords and Q9lekVI*W+
[ Name First Name,BILL J& Clrk
No Chia e
slat!notherion;hheh w s}shall!rave mom so Qut*Vw.+. Actual ofiarlp.M by Weat may vary hoes duars repormd an Viiawi-.
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Authorized QttiedrView+tits. Holder password AAdwind Aoct.#
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Full Svc# Print Products and Other Products Quantity Ust Characy Orae[ Chari"
TOW Chsarges 2
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ad"amt amounts under this Order Form,is paid In full.
Subscription Serrice and rasswords. Subscripwa r,ervices may omtsm of upderes andhtr su}toome is So the wtvice,mWud"mg but neot limited to.(a)CD4tOM L Arica:
updated.replacement of Supplemental CD-ROMs and online updates,and otl=related supplcm ntd material;(b)Pmt Products:poclact parts,pamper,replaccownt or
anailbay+volumes:loesc4csf pages and other related supplemental instar ials:all of which may be billed separately at than-current rates Subscriber hereby requests that West
provide subsoriptiW.za-;Qlz f r_k hema-desmbed products at then-oturertt two until stele subscription services are cancelled by Wen or hailed upw wtioAw ural +jy
Subscriber(or as provided#'or in the Subscribes 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 PROH1817EU.
General PrtWokaa. This Order Foam a subject to approval by West in St. Patel.Mirmcsota.and is governed by Mittrom law. The[sane mrd r6aw cants sitting in
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The Subscriber Agreement for Westlaw and CD-ROM Libraries,the app6mbie Sebeduk A pry plan,(11hr WesdawPW wets and/or CD-ROAf
Libraries products) sn+dfetr the Ween I.AFNAc+eaaer Sabacriber AVveasent (fear West lAgiff1dwafte p vdacta) indivldnalty or jointly, as ttappgcxW
("Ssbscriber Agreement")nvare berthy Weterporsted by refereame and matte hart of this Order Form. L the cum there is a eonWo bo wma tho terms
and conditions of the Subsetil s,Amt and the terms azul tooditia.s of thio Order Forra;,the tbrrtm and a nditiom of the Order Form abaft coatroL
Subscriber by hialher alpaturqbolow,achaaw Melba[undesmundiag and accoptum of dus taut and eoadWan of tire Sabettillrer Agreensesit.
Sjoature ?[ Drlttte July 17 2007
AUTHORIZED FNTATM FOR ORDWER FORM
prat W Nahum Jon Harrison, Mayor
,ter.. �.� rr •.- err+�
Dante July 17,=:x-§307 � --
signature X s., J Attest:
Lar o Po zee i Clerk
For Credit Card Tritossetiona only: Yrsa Masser Caird
Card s 11pir,pate Total AwL to Charge
i
Schedule A to Subscriber Agreement
Westlaw.
Plan 2 WestlawPROO for State and Local Government Agencies
—Government Service
Communications charges begin when Subscriber's password is
Available only to employees of state, county and city transmitted and end when Subscriber's telecommunications link is
government agencies (excluding courts), correctional facilities, disconnected-they apply to the entire Westlaw session,excluding
government law library staff(behind the desk staff access)and offline transmission, offline automated citation checking, Dockets—
legal services/legal aid entities with 40 or fewer affiliated and the SUBSCRIBER Database (when accessing Westlaw via
attorneys accessing Westlaw* for government or legal transactional billing).
services/legal aid purposes. Not available to educational 4. Transactional Charges
institutions for academic purposes. Westlaw access by Inmates A
i. search charges
of correctional facilities is STRICTLY PROHIBITED. Each search query will incur a search charge. Search
Upon accessing Westlaw,a user may elect either per minute or transactional charges range from $0 to $192 per seam. The search
billing in the Options Directory. Such billing election will be effective for all charge applicable to each database is available in the
subsequent sessions unless the election is changed. The SUBSCRIBER SUBSCRIBER Database. For sales tax purposes only, a
Database lists the per minute billing classifications,transactional charges and percent of each search charge is allocated to
per document changes for each database. communications.
1. WestlawPRO Obligations and Restrictions. Subscriber must submit Search charges for multiple database searches are
to West a copy of its current letterhead or a certified list of all affiliated discounted as follows:
attorneys at the location identified on the Order Form and must promptly 1 database No discount
notify West of any changes in the number of affiliated-attorneys. Westlaw 2-3 databases 10%discount
passwords may only be used by the person to whom the password Is 4-10 databases 20%
issued. Sharing of Westlaw passwords between or among Subscriber's 11+databases N/A
personnel or persons not employed by Subscriber is STRICTLY
PROHIBITED. in the event West learns that the number of attorneys 31. Westlaw Legal Calendaring $20.00 per transaction
employed by Subscriber exceeds the number certified by Subscriber or a
Westlaw password has been used by a person other than the person to B. Online Find Charges
whom the password has been issued, West reserves the right to increase Charge Per Document
Subscriber's monthly WestlawPRO charges ("Monthly WestlawPRO Find(includes Primary Law) $g
Charges") to then-current rates for each attorney employed by Subscriber, Find(includes Secondary Law,Regulation Finds/Display) 12
change Subscriber to another price plan or, in the alternative, terminate the Find(BNA,RIA) 15
Westlaw password(s)used by a person other than the person to whom it is Find(PastStat Loc,State LH,NetScan&StateNet) 25
issued. Find(ResuitsPlus) 50
2, Monthly WestlawPRO Charges. Monthly WestlawPRO Charges for Find(Briefs and ill D lT m Documents} 65
Find{briefs and Trial Documents} 50
the products elected by Subscriber appear on the Order Form and include
Find{State Survey} 15p
usage, communications, WestClip (non-continuous), offline transmission (as Find by Title" N/A
limited by the Subscriber Agreement), certain KeyCitee Alert (non- Expert Witness 60.125
continuous), transactional charges (excluding online citation checking) and Dockets 15
certain offline automated citation checking charges. Monthly WestlawPRO
Charges apply regardless of Subscriber's actual use. A listing of the current `Includes Find Charges for Previous Section/Next Section
WestlawPRO Databases appears in the Westlaw Directory. Charges
associated with the databases, Features and services that are not part of the ""Find by Title creates a search query which will result in a search
WestlawPRO products elected by Subscriber will be billed in addition to the charge. No separate Find transactional charge will apply. See
Monthly WestlawPRO Charges at the rates set forth below ("Excluded SUBSCRIBER Database for detailed pricing.
Charges"}. West may, at its option, make certain databases, Features and
services Excluded Charges if West is contractually bound or otherwise C. Online Citation Checking Charges
required to do so by a Contributor of Data or if the databases, Features or Citation Service Charge Per Citation
services are enhanced or released after the effective date of the Subscriber KeyClte $6.25
Agreement and the Order Form. RIA-Cite 6,25
3. Per Minute Charges QuickCiteqD creates a search query which will result in a search
A. Per Minute Usage Charges Per Minute Rate charge. No separate online citation checking charges apply. No
i. Combination Databases $1.05 offline transmission charges apply.
ii. Highlights Databases 2.85
ill. Basic Databases 3.42 D. QUOTE Charges $.15 per entry
tv. Westiew Standard Databases 6.25
v. Westlaw Standard Databases-Codas 7,50 E. Document Display
vt Deluxe Databases 7.68
vii. Specialty Databases 7.85 Graphical Statutes $15.00 per document
viii. Premium Databases 8.50
Profiler Litigation History Reports 75.00 per document
Ix. Atiflle Databases 10.80 People Finder Reports
x. MuM-Search Databases 11.20 Summary&Sources $50.00 per report viewed
xi. Super Altfile Databases 13.50
xii. Select Databases 15.50 Summary $25.00 per report viewed
xiii. ResultsPlus Standard Databases 7.81
xiv. ResultsPlus Premium Databases 10.63
xv. ResultsPlus Allfiles Databases 13.50
xvi. ResuttsPlus Super Allfiles Databases 16.88
xvii. ResultsPlus Select Databases 19.38
Usage charges begin when Subscriber's password is transmitted
and end when Subscriber's telecommunications link is
disconnected.
B. Communications Charges.$.22 per minute,
5. Offline Transmission Charges Latin America 340.00
A user may elect either per line or per document offline transmission Europe 288.00
billing in the Options Directory. Such election will be effective for all Canada 144.00
subsequent sessions unless the election is changed. Offline Comprehensive Report 129.60
transmission charges apply to all printing and downloading to storage Family Tree Report 60.10
devices and facsimile machines,unless otherwise indicated. Business Record&Financial Abstract 60.10
Rate Rate Per Business Record 36.70
Per Line Document Business Abstract 23.35
Family Member Profile 9.80
Westiew Public Records Databases $.035 $1 Company Relations 2,35
Briefs .035 17.50 Per company-250 companies maximum
Dialog on Westlaw Databases N/A 7.50 (250 companies or more-no additional charge)
Selected databases up to.65 up to 50 Branch Locations 2.35
Ail other databases .035 7.50 Per location-260 locations maximum
(250 locations or more-no additional charge)
S. Training Charges *Minimum fee of$15.76 per search.
Training and technical support charges are as set forth on the Order 111. Company Profiles Database Charges
Form.
Index Search $0
7. WestChecke and find&printcom Charges Company Profile 36 per report
Citation Service Charge Per Citation ResultsPlus 40 per report
KeyCite $8.25 Offline transmission charges apply to citations list but do not apply to
Table of Authorities 1,00 Company Profiles reports themselves.
QuoteRight- 7.00
Find 15.50-210.00 12. Dialog on Westlaw Charges
Find(Selected databases) 27.00-62.00 The SUBSCRIBER Database lists the per minute database
Content Verification .50 classification, transactional.-search charges and any applicable per
No offline transmission charges apply. document and images charges for each Dialog database or service.
AddftJonal Terms. Certain Dialog Databases are subject to additional
8. Alert services Charges terms and conditions as set forth in the most current Database Supplier
WestClip Terms and Conditions,which are available online.
Non-oontinuous Clipping $0
Continuous Clipping $4.50 per day per search 13. Dockets Charges
BNA Clipping $14.00 per transaction The following charges apply in lieu of per minute and transactional
KeyCite Alert charges:
Non-continuous Clipping $7.00 per transaction Search $7-14 per transaction
Continuous Clipping $9.00 per day per transaction View document 5 per document
Update document 2-8 per document
Database and Dialog per document charges apply to the online display Dockets Alert 5 per transaction
of WestClip and Docket Alert results. Find charges and charges Multi-Base Searches 20-125 per transaction
associated with documents viewed from KeyCite Alert and Docket Alert Docket Tracking 2-10 per transaction
results shall apply. Connect time and communications charges do not Document retrieval services At then-current rates
apply during transactional billing sessions. Offline transmission charges
do not apply to WestClip cite lists(excluding BNA)or KeyCIte Alert. 14 Dossier Databases Charges
9. Images Charges Person Profile(cite list) $35 per search
Printed or Person Profile Report 40 per report
View Online Downloaded Company Records Scanner(cite list) 25 per search
Dialog on Westlaw Databases $4 $4 Company Records Scanner Report 50 per report
All other databases 0 0 No offline transmission charges apply.
Offline transmission charges apply to text printed with images,but not to
the images themselves. Communications charges do not apply during I& PDF Charges
transactional billing. Attorney Medical Advantage $225.00 per image
10. Westlaw Public Records Charges BriefatTrial Docs/State Surveys 50.00 per image
The Scope screen for each Westlaw,Public Records Database lists Its Deed Image 25.00 per image
database classification for per minute billing. The search charge Dockets PDF 4.00 per image
applicable to each Westlaw Public Records Database Is available In the Expert Vftww 50.00 per image
SUBSCRIBER Database. Additional charges for third-party services Legal Due Diligence Reports 150.00 per Image
may apply. The following transaction charges apply in addition to the Investext 9.95 per page
per minute and transactional charges: Real Property Parcel Maps 16.00 per Image
Charge Per Detall Patent Image 3.00 per Image
Record Viewed ResultsPlus Investe)d 14.95 per Id page
Delaware Corporate Records $9.00 (Each additional page) 9.95 per page
Charge Per Entry No offline transmission charges apply.
D&B Alert $5.00 116. West Reporter Images
The following charges apply in lieu of per minute and transactional West Reporter Images $12.00 per image
charges: No offline transmission charges apply,
Charge Per Document
Duns Business Records Plus*
Business Record&Full Financial $128.90
Business Information Report(domestic) 110.£0
Business Information Report(international)
Africa 443.00
Middle East 44100
Asia Pacific 443.00
7/1/07 SAMInet 137.dot
Subscriber Agreement for Westlawa and
CD-ROM Libraries ,Oaw-
AGREEMENT entered into between "Subscriber"as set forth on the West indicate the number of concurrent users authorized to access each Library licensed
order form ("Order Form") and West, a Thomson business ("West"), for use on a LAN. Each such Library will be licensed with a proprietary control file
regarding Westlaw and/or CD-ROM Libraries,as follows: which Subscriber may install only on the single LAN. Subscriber may transfer the
1. Westlaw and CD-ROM Libraries. Subscriber may subscribe to CD-ROM Data contained in the Library to a single storage drive under Subscriber's
Westlaw, West's computer assisted legal research service, via certain exclusive control and to maintain such CD-ROM Data as a searchable CD-ROM
packaged Westlaw Schedule A price plans, and/or CD-ROM libraries Software (as defined herein) compatible database subject to the terms and
("Libraries")by submitting a then-current Order Form. All references herein conditions of this Agreement. Subscriber may also use, only at the Site, West-
to CD-ROM, CD-ROM Libraries or Libraries shall also include the DVD- proprietary Data available as part of a Library as set forth in paragraph 3.Access to
ROM f6miatimedia. All Library subscriptions shall include access to Data through wide area networks, multiple LANs, multiple sites or similar
Westlaw. VVestlaw, and CD-ROM Libraries are licensed to Subscriber arrangements is strictly prohibited.
subject to the terms and conditions of this Agreement,the Order Form,the (9) Rights In Data. Except for the license granted in this Agreement,all right,
applicable Schedule A or as otherwise agreed by the parties in writing. title and interest in the Data, in all languages, formats and media throughout the
This Agreement supplements but does not supersede any Westlaw world,including all copyrights,are and will continue to be the exclusive property of
Subscriber Agreement in effect between Subscriber and West as of the West and other contributors ("Contributors"). The CD-ROM Data architecture,
effective date of this Agreement("Existing Westlaw Agreement). including the format, layout and data structures, are proprietary. Subscriber may
2. License. not reverse engineer or otherwise attempt to discern such proprietary architecture.
(a) Grant Subscriber is granted a non-exclusive, nontransferable, The CD-ROMs and West Software, as defined herein, are and MR remain the
limited license to access Westlaw and the CD-ROM Library(ies)to which exclusive property of West,its affiliates and software owners.
Subscriber subscribes. Such license includes the right to access data 3. West Proprietary Data. West grants a non-exclusive, non-transferable,
made available on Westlaw ("WestlaW Data) and data contained in the limited license to individual users within Subscriber entities to store and Use West-
CD-ROM Library(ies) ("CD-ROM Data," collectively 'Data"which includes proprietary Downloaded Westlaw Data and CD-ROM Data (i.e., documents not
"Downloaded Data" as defined below). Subscriber may use the Data licensed by West from third parties) in a searchable database maintained in
internally solely in the regular course of legal and other research and connection with an ongoing project of the user (Project Database'). Such
related work. Except as otherwise provided with respect to certain database inn A c: ItAbs.. ,apcnderantly of users'work product with access limited to
Westlaw Data, the license includes the right to download and temporarily those internal users actively working on the project, The West-proprietary
store insubstantial portions of Data (Downloaded Data"} to a storage Downloaded Data may be maintained in the Project Database so long as the
device under Subscriber's exclusive control solely (i) to display internally project remains active or until any termination of the Subscriber Agreement,
such Downloaded Data and (ii) to quote and excerpt such Downloaded whichever occurs first. Retention of Downloaded Data In a Project Database after
Data (appropriately cited and credited)by electronic cuffing and pasting or the project ends, in an archival database as used as a research tool or in a
other means in memoranda, briefs and similar work product created by database accessible to external users is prohibited. West further grants to
Subscriber in the regular course of its research and work. Subscriber may Subscriber a limited, non-exclusive, non-transferable license to include West-
also create printouts of Data for internal use and for distribution to third proprietary Downloaded Data in briefs prepared for a specific cause of action for a
parties if such third parties agree not to further distribute the printouts. specific court in an electronic format. Distribution or dissemination of such West-
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publish, transmit, retransmit, transfer, distribute, disseminate, broadcast, court before which the cause of action is to be heard,the parties to the cause of
circulate,sell,resell or otherwise use the Data or any portion of the Data,in action,or their representatives.Any further distribution is prohibited without written
any form or by any means, except (i) as expressly permitted by this permission of West. West-proprietary Downloaded Data included in such briefs
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expressly prohibited by this Agreement or by the "Additional Terms" (as dissemination to the permitted parties is with the permission of West.
defined below),as allowed under the fair use provision of the Copyright Act 4. West Software and westlaw.comTM.
(17 U.S.C.A. § 107). Downloaded Data shall not be stored or used in an (a) West Software. West may make available to Subscriber, on a
archival database or other searchable database except as expressly subscription basis, software for use in connection with Westlaw ("Westlaw
permitted by this Agreement or as quoted in Subscriber's work product. Software)or to access third party gateway services and certain Westlaw Features
Subscriber shall not sell, license or distribute Data (including printouts or not available when accessing Westlaw with CD-ROM software ("CD-ROM
Downloaded Data)to third parties or use Data as a component of or as a Software" including, but not limited to PREMISES, LawDesk and FolioHS used to
basis for any material offered for sale,license or distribution. access the Libraries).Subscriber hereby subscribes to Westlaw Software and CD-
(c) Westlaw. Westlaw consists of various West-owned and third ROM Software (collectively "West Softwarej and updates and accompanying
party databases, services, functions and remotely-accessed gateways documentation as indicated on the Order Form. West Software will be licensed
(collectively "Features') which may change from time to time. Access to under a license agreement which will accompany the Wast Software, By using the
certain Features may be restricted. Certain Features are licensed subject West Software (including each update) and taking such other action as may be
to paragraphs 3,6 and 7 which take precedence over the license granted referenced in the license agreement as constituting acceptance.Subscriber agrees
in this paragraph or additional terms ('Additional Terms), which apply to to be bound by the terms and conditions of the accompanying license agreement.If
certain third-party Features and are different from those set forth in this Subscriber does not so agree, Subscriber must return any tangible copies of the
Agreement. Subscriber will be given an opportunity to review Additional west Software in its possession or control.
Terms by receiving notice of such Additional Terms in writing or online. (b) westlaw.com. westlaw.cDrn is an Intemet-based service that provides
Additional Terms may be modified effective upon West giving Subscriber access to Westlaw. West grants Subscriber a non-exclusive, non-transferable,
notice(in writing or ordine)of the modification.By using Features governed limited license to use westlaw.corn (including all versions and updates).
by Additional Terms,Subscriber agrees to, and will be obligated to comply Subscriber may not reverse engineer, decompile, disassemble or otherwise
with, all such Additional Terms as well as the terms and conditions in this attempt to discern the source code of#* components of vmstl&w.com, nor may
Agreement.AN Additional Terms will be considered part of this Agreement Subscriber reproduce all or any portion of the components of wesdavir.com.
Subscriber may, on an occasional basis and via Westlaw functionality, Subscriber may use Westlaw Data cached in Subscriber's local disk drive solely in
direct West to transmit Individual documents in electronic format to internal support of its use of westlaw-com. Certain software used by Subscriber may not be
usw(s) or transmit West-proprietary documents (i.e. documents not capable of supporting westlaw.com. The performance of westlaw.corn varies with
licensed by west from third-parties)to internal user(s) or to a third party the manufacturers'equipment with which it is used.
who is an individual if such third party agrees not to further dissen-driate & Charges and Modification of Charges. Charges payable for access to
Such documents, Subscriber acknowledges its responsibility in assuring Westlaw ("Westlaw Charges) will be as stated on the Order Form and the
compliance with the foregoing by any third party to whom Subscriber applicable Schedule A or as otherwise agreed upon in writing by the parties.
transmits documents pursuant to the preceding sentence. Direct Westlaw Charges shall cornmence on the date Subscriber first accesses Westlaw
transmission of electronic copies by Subscriber is prohibited, except as or any Feature or as otherwise stated on the Schedule A or Order Form. Westlaw
provided in the electronic brief terms of paragraph 3 herein. Charges may be modified upon at least 30 days prior notice to Subscriber in writing
(d) CD-ROM Libraries. Each Library is licensed for use at a single or online or pursuant to the terms stated on the Order Form (for the Monthly
Subscriber office location('Sitel In addition, Subscriber's personnel who WestlawPRO Charges associated with the WestlawPRO products elected by
work at or are assigned to a licensed Site may access the Libraries by Subscriber on the Order Form). The charges currently payable by Subscriber for
remote dial-in access to the Site or off-Site on stand-alone PCs. Each each Library are as set forth on the Order Form("CD-ROM Charges'). CD-ROM
Library is ficensed for use on stand-alone PCs or on a single local area Charges also include,withoU limitation,charges for Library additions and Features
network(,LAN")installed at a licensed Site that is electronically linked and Introduced after the effective date of this Agreement. CD-ROM Charges will be
capable of sharing the use of one or more CD-ROMs.The Order Form will deterniined by West and may be modified at any time without notice. Modification
2/1/07 SAMInet 41.dDt
of any charges shall not be considered as an amendment to this OF WESTLAW.COM ENTAILS THE LIKELIHOOD OF SOME HUMAN AND
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paragraph I I herein. All charges are exclusive of sales,use,value added THE INADVERTENT LOSS OF WESTLAW DATA OR DAMAGE TO MEDIA.
tax (VAT) or equivalent, ad valorem, personal property and other taxes, 10. Limitation of Claims. Except for claims relating to Westlaw Charges or CO-
which are the responsibility of Subscriber. Subscriber will pay all invoices ROM Charges, or improper use of the Deliverables, no claim, regardless of form,
In full within 30 days from date of invoice. If full payment is not made, which in any way arises out of this Agreement may be made, nor action based
Subscriber may be charged up to the maximum legal interest on the unpaid upon such claim brought under this Agreement more than one year after the basis
balance. for the claim becomes known to the party desiring to assert it.
6. Public Records Databases. Public records databases consist of 11. Effect of Agreement. This Agreement(which includes all applicable Order
third party public records databases and filings as identified in the Westlaw Forms, any Existing Westlaw Agreement, current and future Schedules and
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federal,state,or local law,rule or regulation,Including without limitation the Agreement and except as otherwise provided herein supersedes any and all prior
Fair Credit Reporting Act(15 U.S.C.A. §1681 et seq.). Subscriber certifies understandings and agreements, oral or written, relating to the subject matter.
that It will not use any credit information obtained by ft from Public Records Except as otherwise provided In this Agreement,West may amend the terms and
Databases as a factor in establishing a consumer's eligibility for credit or conditions of this Agreement by giving Subscriber at least 30 days prior written or
insurance to be used primarily for personal,family,or household purposes, online notice.Any other amendment must be in writing and signed by both parties,
for employment purposes or for governmental licenses. Subscriber 12. Term and Termination. This Agreement and each Order Form may not be
acknowledges that driver license Data accessed via Westlaw,is subject to terminated prior to a Minimum Term of one year after the data West processes this
the Driver Protection Privacy Act(18 U.S.C.A.§2721 et seq.)and related Agreement and each Order Form. In the event Subscriber requests a Minimum
state laws and regulations. By accessing driver license Data, Subscriber Term In excess of one year as set forth in the Order Form,this Agreement may not
acknowledges that from time to time,West and its providers and/or various be terminated prior to the expiration of such Minimum Term. Upon expiration of the
states may inquire as to Subscriber's compliance with applicable laws. Minimum Term set forth in the Order Form, Subscriber may terminate this
Subscriber agrees to cooperate with said Inquiry, subject to any attorney- Agreement by providing West 30 days prior written notice of such termination.West
client confidentiality. may terminate a Library subscription upon 30 days prior written notice if such
7. West Legal DirectofyTm. Subscriber may use Westlaw Data and CD- Library is no longer commercially available. Subscriber may terminate this
ROM Data contained in West Legal Directory (V&D") internally in the Agreement immediately by giving written notice of termination after receiving notice
regular course of Subscriber's business. Subscriber may also create of any amendment (as permitted under paragraphs 2(c) and 11), which contains
printouts of insubstantial portions of Data consisting of individual WLD new terms that materially after the terms of this Agreement and are unacceptable to
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create mailing or marketing lists for commercial purposes or for distribution notice of termination to Subscriber if Subscriber commits a material breach of this
to third parties Is prohibited. Agreement or of any obligation to West under any other agreement between the
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Westlaw from additional Subscriber locations upon prior notice of such Subscriber's Library subscriptions immediately upon giving written notice of
location. Subscriber is responsible for notifying West in writing of persons termination to West if West commits a material breach hereof. Upon termination of
to whom Westlaw passwords are to be issued or from whom passwords any Library subscription by either party, Subscriber shall immediately destroy the
are to be revoked. Subscriber is solely responsible for maintaining security terminated Library(ies)and destroy all CD-ROM Data maintained on a permanent
of Westlaw passwords. Subscriber is also responsible for all access to and storage drive. Upon any termination of this Agreement,the West Software licenses
use of Libraries, CD-ROM Data, CD-ROM Software, Westlaw, Westlaw shall also terminate.
Data, West Software and westlaw.com (collectively the"Deliverables) by 13. Force Majeure. West's performance under this Agreement is subject to
Subscriber's personnel or'Westlaw passwords, whether or not Subscriber interruption and delay due to causes beyond its reasonable control,such as acts of
has knowledge of or authorizes such access and use. God,acts of any government,war or other hostility,civil disorder,the elements,fire,
9. Disclaimer of Warranties and Limitation of Liability. EXCEPT AS explosion, power failure, equipment failure, industrial or labor dispute, inability to
SPECIFICALLY PROVIDED HEREIN, THE DELIVERABLES ARE obtain necessary supplies and the like.
PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND, EXPRESS 14. Notices. Except as otherwise provided in this Agreement all notices must be
OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF given in writing to West at 610 Opperman Drive, P.O. Box 64833, St. Paul,
PERFORMANCE, MERCHANTABILITY, FITNESS FOR A PARTICULAR Minnesota 55164-0833, Attention: Customer Service, and to Subscriber at the
PURPOSE, ACCURACY, OMISSIONS, COMPLETENESS, address on the Order Form.
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AND WEST'S AND/OR CONTRIBUTORS' ENTIRE LIABILITY UNDER under the law of the state of Minnesota, U.S.A. without regard to conflicts of law
THIS AGREEMENT, IF ANY, FOR ANY CLAIM(S) FOR DAMAGES provisions. The parties agree that the state and federal courts sitting in Minnesota
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THEM, INDIVIDUALLY OR JOINTLY,WHETHER BASED IN CONTRACT each party consents to the exclusive jurisdiction of such courts. Neither this
OR NEGLIGENCE,SHALL BE LIMITED TO THE AGGREGATE AMOUNT Agreement nor any part or portion hereof may be assigned, sublicensed or
OF CHARGES PAID BY SUBSCRIBER RELATIVE TO THE LIBRARY, otherwise transferred by Subscriber without West's prior written consent. Should
WESTLAW FEATURE OR THE WEST SOFTWARE, AS APPLICABLE, any provision of this Agreement be held to be void,Invalid,unenforceable or illegal
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PERIOD PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. IN Failure of either party to enforce any provision of this Agreement will not constitute
NO EVENT SHALL WEST OR CONTRIBUTORS BE LIABLE TO or be construed as a waiver of such provision or of the right to enforce such
SUBSCRIBER FOR ANY CLAJM(S) RELATING IN ANY WAY TO (0 provision. The headings and captions contained in this Agreement are Inserted for
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OTHER RESEARCH OR RELATED WORK OR TO PERFORM SUCH applies to West Publishing Corporation, West Services, Inc., West Applications,
LEGAL OR OTHER RESEARCH OR WORK PROPERLY OR Im and their affiliates West, as used herein, applies to West Publishing
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CONTRIBUTORS, OR ANY DECISION MADE OR ACTION TAKEN BY and their affiliates.
SUBSCRIBER IN RELIANCE UPON WESTLAW DATA AND CD-ROM 116. Ideas and Concepts. Any and all title, ownership rights, and intellectual
DATA; (11) ANY LOST PROFITS OR OTHER CONSEQUENTIAL, property rights concerning any ideas,concepts,suggestions, materials and the like
EXEMPLARY, INCIDENTAL, INDIRECT OR SPECIAL DAMAGES that Subscriber provides to West regarding Westlaw, wastlaw.com or Westlaw,
RELATING IN WHOLE OR IN PART TO SUBSCRIBER'S RIGHTS Software or Libraries shall become the exclusive property of West and may be
HEREUNDER OR USE OF, OR INABILITY TO USE, THE used for its business purposes in its sole,discretion without any payment,
DELIVERABLES, EVEN IF WEST OR CONTRIBUTORS HAVE BEEN accounting,remuneration or attribution to Subscriber.
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; OR (III) THE
PROCURING, COMPILING, INTERPRETING, EDITING, WRITING,
REPORTING OR DELIVERING WESTLAW DATA AND CD-ROM DATA.
FURTHER, WEST SHALL HAVE NO LIABILITY WHATSOEVER FOR
ANY CLAIM(S) RELATING IN ANY WAY TO ANY THIRD PARTY
FEATURE. NEITHER WEST NOR CONTRIBUTORS MAKE ANY
WARRANTY THAT ACCESS TO WESTLAW WILL BE UNINTERRUPTED,
SECURE, COMPLETE OR ERROR FREE. NOR DOES WEST MAKE
ANY WARRANTY AS TO THE LIFE OF ANY URL OR THIRD PARTY
WEB SERVICE. SUBSCRIBER ACKNOWLEDGES THAT PROVISION
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