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HomeMy WebLinkAboutCAG2019-0350 - Original - Lexis Nexis - Inmate Law Library Software - 09/01/2019tlä,44, rm KENT ForApprovals, Signatures and Records Management WasHtñcfoN Thls fo¡m comblnes & replaces thê Request for Mayo/s Slgnature ând Contract Covêl Sheet forms. (Pr¡nt on pink or cherry colored paper) r oLcÊ Originator:cmdr. Mccuistion lftfu/î¿Department:Police Date Sent: I 07/L2/te Date Required:07/L9/L9 Authorized to Sign:ø Director or Designee Mayor Date of Council Approval: N/A Budget Account Number: 10002500-63600 Grant? Type: Yes Øto N/A o rtsr! ÊLora- E-IÊtt E ooLItr Vendor Nome:Lexis Nexis Category:Contract Vendor Number:Sbqbl Sub-Category Project Name:Law Library Project Details:Purchase software to create an inmate law library fulfill legal requirement Agreement Amount:$2,700 per year Basis for Selection of Contractor: Direct Negotiation Start Date:09/0t/L9 Termination Dote:08/3L/22 Notice required prìor to disclosure?f, v"'No Contract Number: UlÊ I)0É l,!oL-JP IE Egl tl ìo oÉ Date Received by City Attorney: +lt+lint Comments: ot> Date Routed to the Mayor's Office: Date Routed to the City Clerk's Office: Date Sent to Originator: Visit DqcUments.KentWA.gov to obtain copies of all agreements adccw22373_6_1 9 a Confidential Ü LexisNexis. ment for Prison Solutions l. OrganizationName(FullLegalName): CITY OF KENT CORRECTIONS 2. Physical Address I23O SOUTH CENTRAL AVE KENT wA 98032 "Customer": City of Kent Conections City: KENT State: WA zip: )gQJ) 3. County: King County 4. Country: USA 5. Telephone Number: 253-856-5969 7. Invoice Address (email and physical address): 8. Name of Contact, Telephone Number and Email Address for the following: C)veralllnstallation: Sgt. Mike Armstrong 253-856-5969 6. Fax Number: MArmstrong(Ð,kentwa.gov Jill Fuller 253-856-5961 ìfuller@,kentwa.govBilling: Policy/Legal Notifrcation: Scheduling/Training: g. Tax Exempt: f] Ves (attach Sales Tax Exemption Certifrcate) ! No 10. Organization Web Address: I l. X If this box is checked, then Customer has requested to be billed and will pay for a whole Order Period at a time. Customer agrees to license the Products listed in the tables below on the terms of this Agreement. PRISON SOLUTIONS Order Periods Monthly Annual Xn to $ to $ to $ to $ to $ and for'DISTRIBUTED MEDIA' - EHD DVD NiA Acct Number: TBD Qty of each of those checked above: # of Terminals ofeach ofthose checked above: Distributed Media Prison Solution ISBN#Librarv # Check Box if Address and or Contact Name is same as above Address: Contact Name: 4833-0203-7648v1 201903 Page 1 of 8 Kiosks* Quantity Vendor One-time charge oer each Shipping & Handling per each Taxes (orN/Ð oer each TOTAL for Kiosks $$$$ *NOTWITHSTANDING ANYTHING TO THE CONTRARY, CUSTOMER AGREES TFIAT LN/I\48 ACT ONLY AS A BILLING AGENT AND HAVE NO LIABILITY OR OBLIGATIONS (IN WARRANTY OR OTHERWISE) FOR THE KIOSKS. E Customer IP Address Location IP Address Kent, WA ONLINE ACCESS Staff User Name(s) List ID Holder Name ID Holder Email address See attached for additional names ONLINE ACCESS Order Periods Monthty ffi Annual tr Besinnins Activation to 813t/2019 $o Beginnins 9ll/2019 to 8t3t/2020 822s Beginning 9/t/2020 to 8l3t/2021 s228 Beginning 9/t/2021 to 8/312022 s23 I Beeinnine to s Confidential &for 'ONLINE SERVICE'- STAFF ONLY N/A Total # Government Professionals:Billsroup #: Preferred Pricing Materials Source/Menu #Shepards See attached for additional Preferred Materials &for 'ONLINE SERVICE' - Staff on Behalf Of Inmate Inmate Access N/A Total # Terminals: Enterprise/l I Oadp Billsroup #: Preferred Pricing Materials Source/Menu #Shepards Corrections Library 1s21290 National Primary Plus 101 l5l0 Full Washington Practice Library 1012239 See attached for additional Preferred Materials 4833-0203-7648 v1 201903 Page 2 of I rf A,DDITIONAL TERMS FOR ALL PRODUCTS The following additional terms are for the implementation of all Products, whether Distributed Media-Type or Online Services -type Products. Depending on the t)?e of Produc! additional terms in an additional corresponding section below also apply. Preliminary Definitions (other definitions elsewhere herein) l.l "Authorized Users" means each of the Customer's employees and inmates under Customer's control and supervision at Customer's facility who are authorized by Customer to access and use the Materials, unless a more specific restriction is applied to a certain Product. 1.2 "Materials" means the materials available in or through the Product. 1.3."LexisNexis" or "LN" means LexisNexis, a division of RELX Inc., a Massachusetts corporation. 2. License; Restrictions on Use; Products 2.1 Customer and its Authorized Users are granted a non-exclusive, non-transferable, limited right to access and use the Product made available under this Agreement for legal research purposes. The rights granted to each Authorized User are as follows: 2.1.1 The right to electronically display Materials retrieved through the Product for the Authorized User's individual use to no more than one person at a time; 2.1.2. The right to download or make printouts of Materials using the commands of the Product and to create a single printout of Materials accessed via commands ofthe Product ("Authorized Printouts"); 2.3.3. Use the Product or Materials to develop a database, infobase, online or similar database service, or other information resource in any media (print, electronic or otherwise, now existing or developed in the future) for sale to or use by others; or 2.3.4. Copy, reverse engineer, decompile, disassemble, derive source code, modi! or prepare derivative works of the Product or Materials; or 2.3.5 Use the Product or Materials in a manner that is non-compliant with any applicable laws, rules or regulations. 2.4.The Products, Materials, and feature functionality within the Products may be enhanced, added to, withdrawn, or otherwise changed by LN without notice. 2.5. Proprietary Rights 2.s.1 The Product and Materials and any copyrights, trademarks, patents, trade secrets, intellectual propefty rights and other proprietary rights in and to the Product and Materials are owned by LN and its contractors and content suppliers. Customer acquires no proprietary interest in the Product, Materials, or copies thereof. 3. Pricing Payment 3.1.Pricing listed in this Agreement does not include any applicable taxes, which shall also be due from Customer (if applicable). Customer will have 30 days to pay each invoice. Amounts which have not been paid within 30 days after the invoice date are thereafter until paid subject to a late payment charge at a rate equal to l5Yo per annum (or, if less, the ma,ximum rate permitted under applicable law). Additionally, LN shall have the right to terminate this Agreement and retain all sums paid by Customer. Customer shall be responsible for collection costs including, but not limited to, collection agency fees, reasonable attomeys' fees and court costs. In the event Customer is a govemment agency or body, this is a multi-year contract, and sufücient funds are not appropriated or allocated for payment under this Agreement for any future frscal period, LN may terminate this Agreement effective on the last day of the last Order Period that was funded by providing Customer with at least l0 days prior written notice. Customer will not be obligated to make payments for services or amounts incurred after the end of the last funded fiscal period. No penalty or expense shall accrue to Customer in the event this provision becomes effective. 4.Term and Termination The term of this Agreement will begin on the first day of the first Order Period speciflred above and will end on the last day ofthe last Order Period ("Term"). Customer may not terminate this Agreement under any terms related to the Products provided during the Term; provided however, either parly may terminate this Agreement during the Term for a material breach by the other. Prior to exercising such right of 2.1.3. 2.1.4. The right to retrieve via downloading cornmands of the Product 3.2. and store in machine-readable form, primarily for one person's exclusive use, a single copy of insubstantial portions of Materials included in any individual frle, provided that storage is for no more than 90 days; however, for court caseso court rules, court briefs, agency issued documents, agency regulations or executive branch materials from the United States, its states, local governments, or territories, the storage need not be limited to 90 days but must comply with other restrictions in this Agreement; and 3.3. To the extent permitted by applicable copyright law, the right to make copies of Authorized Printouts and distribute Authorized Printouts and copies. Except as specifically provided in Section 2. 1, Customer and its Authorized Users are prohibited from downloading, storing, reproducing, transmitting, displaying, copying, distributing, or using Materials retrieved Ílom the Product, and may not print or download Materials without using the commands of the Product. 2.3. Customer and its Authorized Users are not permitted to: 4.1 2.3.1 Remove or obscure any copyright notice or other notice or terms of use contained in the Product or Materials; 2.2. 2.3.2. Use the Product or Materials in any fashion that may infringe any copyrighq inþllectual properfy right or proprietary or propeffy right or interest ofLN or its contractors or content suppliers; 4833-0203-7648v1 201903 4.2. Page 3 of 8 4.3. 4.4. 5.3. termination, the non-breaching party must first provide the breaching 5.4. party with 30 days prior written notice setting forth with specificity the nature of the breach. If such breach remains uncured 30 days after the aforementioned breach notice is given, the non-breaching party may terminate immediately upon written notice. If Customer terminates this Agreement pursuant to this Section, then Customer will pay all charges incurred up to the date of termination. 5.5. LN may terminate this Agreement immediately upon written notice to Customer in the event: (i) any subcontracting agreement between LN and its third party suppliers expires or is terminated, (ii) any LN supplier becomes insolvent or makes an assignment for the benefit of creditors, or (iii) any LN supplier is unable or fails to perform the services that are required in order for LN to perform their obligations hereunder. Notwithstanding anything to the contrary in this Agreement LN may suspend or discontinue providing the Product to Customer or its Authorized Users (in whole or part) without notice and pursue any other remedy legally available to it if Customer fails to comply with any of Customer's obligations hereunder. Notwithst¿nding the above, if the Customer is not a govemment entity, then the Customer may terminate this Agreement upon written notice to LN if (D the governmental body for whom the Customer is 5.6. operating the prison ("Govemment Entity') stops using the facilities attributable to this Agreement, or (ii) Govemment Entity determines, in an official certified statement, supplied to Custome¡ that the LN services covered in this Agreement do not meet the requirements of the Agreement or applicable law or regulation. 5. Wananties; Liabilities/Remedies 5.l.LN represents and warrants that it has the right and authority to make the Products available to Customer and its Authorized Users as authorized expressly by this Agreement. 5.2. E Confidential "Covered Party" means (a) LN, its affiliates including Matthew Bender, and any ofücer, director, employee, subcontractor, agent, successor, or assign of LN or its affrliates; and (b) each third party supplier of Materials, their affiliates, and any officer, directo¡ employee, subcontractor, agent, successor, or assign of any third party supplier of Materials or any of their affrliates. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL THE AGGREGATE LIABILITY OF THE COVERED PARTIES ARISING OUT OF OR RELATING TO THE PRODUCTS OR MATERIALS OR THIS AGREEMENT, REGARDLESS OF THE NATURE OF THE CAUSE OF ACTION, WHETHER IN ONE CLAIM OR IN MULTIPLE CLAIMS, EXCEED THE LESSER OF CUSTOMER'S ACTUAL DIRECT DAMAGES OR THE AMOUNT CUSTOMER PAID FOR THE PRODUCT IN THE TWELVE MONTH PERIOD IMMEDIATELY PRECEDING THE DATE THE CLAIM AROSE. CUSTOMER'S RIGHT TO MONETARY DAMAGES IN THAT AMOUNT SHALL BE IN LIEU OF ALL OTHER REMEDIES WHICH CUSTOMER OR ITS AUTHORIZED USERS MAY HAVE AGAINST ANY COVERED PARTY. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, THE COVERED PARTIES SHALL NOT BE LIABLE (V/HETHER RELATED TO STATUTE, TORT, STRICT LIABILITY, CONTRACT, BREACH OF WARRANTY OR OTHERWISE) FOR ANY SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ATTORNEYS' FEES, LOSS OF PROFITS, DATA, BUSINESS OR GOODWILL, EVEN IF A COVERED PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) IN ANY WAY DUE TO, RESULTING FROM, ORARISING IN CONNECTION WITH THE PRODUCT, MATERIALS, OR THE FAILURE OF ANY COVERED PARTY TO PERFORM ITS OBLIGATIONS, REGARDLESS OF ANY NEGLIGENCE OF ANY COVERED PARTY. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO INDEMNITY OBLIGATIONS OR CUSTOMER'S (AND ITS AUTHORIZED USERS) INFRINGEMENT OF INTELLECTUAL PROPERTY OR MISAPPROPRIATION OF PROPRIETARY DATA BELONGING TO LN OR ITS THIRD PARTY SUPPLIERS. LN ALSO SHALL NOT BE LIABLE FOR, AND SHALL BE EXCUSED FROM, ANY FAILURE TO PERFORM OR DELAY TN PERFORMANCE DUE TO CAUSES BEYOND THEIR REASONABLE CONTROL, INTERRUPTIONS OF POWER OR TELECOMMUNICATIONS SERVICES, ACT OF WAR, TERROzuSM OR NATURE, GOVERNMENTAL ACTIONS, FIRE, FLOOD, NATURAL DISASTERS OR SIMILAR EVENTS. Ifthere is a breach ofthe warranty in Section 5.1 above, then LN at its option and expense, shall either defend or settle any action and hold Customer harmless against proceedings or damages of any kind or description based on a third party's claim of patent, trademark, service mark, copyright or trade secret infringement related to use of the Products or Materials, asserted against Customer by such third party (excluding any decisions or advice made or given as a result of the use of or reliance upon the Materials) provided: (i) all use of the Products and Materials was in accordance with this Agreement; (ii) the claim, cause of action or infringement was not caused by Customer or its Authorized Users; (iii) Customer gives LN prompt notice of any such claim; Page 4 of I 5.7 5.8 EXCEPT AS OTHERWISE PROVIDED IN SECTION 5.I, THE PRODUCTS AND MATERIALS ARE PROVIDED ON AN ''AS IS"O 'AS AVAILABLE" BASIS AND LN AND EACH THIRD PARTY SUPPLIER OF MATERIALS EXPRESSLY DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND THOSE ARISING FROM A COURSE OF DEALING. LN DOES NOT WARRANT THE ACCURACY, RELIABILITY OR CURRENTNESS OF THE MATERIALS. A Covered Parly (as defined below) shall not be liable for any losso injury, claim, liability, or damage of any kind resulting in any way from (a) any emors in or omissions from the Products or any Materials available or not included therein, (b) the unavailability or interruption of the Products or any features thereof or any Materials, (c) Customer's or an Authorized User's use of the Product or Materials regardless of whether Customer received any assistance from a Covered Party in using the Product or Materials), (d) the loss or conuption of any data or equipment in connection with the Product, (e) the content, accuracy, or completeness of Materials, all regardless of whether Customer or an Authorized User received assistance in the use ofthe Product or Materials from a Covered Party, (Ð any delay or failure in performance beyond the reasonable control ofa Covered Party, or (g) any çontent refered to in the Materials. 4833-0203-7648v1 201903 and (iv) Customer gives LN the right to solely control and direct the investigation, defense and settlement of each such claim. Customer, at LN's expense, shall reasonably cooperate with LN in connection with the foregoing. 5.9 Should the Product or the operation thereof or Materials become, or in the opinion of LN be likely to become, the subject of a claim of infringement, Customer shall permit LN, at its sole option and expense, either (i) to procure for Customer the right to continue using the Product or Materials, (ii) to replace or modifr the same so that it becomes non-infringing; or (iii) terminate Customer's use of the Product (thus, terminating the portion of this Agreement related to the related Product) upon notice to Customer and grant Customer a pro-rata refund or credit (whichever is applicable) for any pre-paid fees or fixed charges. 5.10. The provisions of Sections 5.8 and 5.9 shall constitute Customer and its Authorized Users sole and exclusive remedy for the respective matters specified therein. 5.1l. LN shall have no responsibility to Customer under this Section 6'4' 5 with respect to any use of the Products or Materials in a manner not authorized by this Ageement; or for any abuse or modification of the Products or Materials by Customer or its Authorized Users. 5.12. Customer, at its expense, shall defend, or at its option, settle and hold LN harmless for any action or proceeding ofany kind or description based upon a third parfy's claim arising from or related to employees or inmate's use or misuse of the Product or any other online service the employees or inmates are able to access via the Product provided (i) the claim or cause of action was not caused by LN; (ii) Customer is given prompt notice of any such claim; and (iii) Customer is given the right to control and direct the investigation, defense and settlement of each such claim to the fullest extent permitted by law. LN, at the expense of Customer, shall reasonably cooperate with Customer in connection with the foregoing. If notified promptly in writing of any claim, demand or a judicial action brought against LN based on an allegation the employees or inmate's use or misuse of the Product or any other online services accessed via the Product constituted the claim, injury or cause of action, then Customer will pay all costs, including reasonable attorneys' fees, associated with resolving such claim and will pay the judgment or settlement amount (if any)' 5. l3 On an annual basis, and upon 10 days written notice from LN, Customer will reasonably cooperate with LN to audit to ensure that the Customer's and its Authorized User's requirements under this Agreement are being fulfilled. Any audit will be during Customer's normal business hours and at a mutually agreeable date and time and will be conducted in a manner such that it shall not unreasonably impact Customer's business operations. 6.Miscellaneous 6.1 Subject to any state open records or freedom of information 6'9' statutes, this Agreement contains confidential pricing information of LN. Customer understands that disclosure of the pricing information contained herein could cause competitive harm to LN, and will receive and maintain this Agreement in trust and confidence and take confidence and take reasonable precautions against such disclosure to any third person. This Section will survive the termination or expiration of this Agreement. nı Confidential If LN accepts an order for a Product on a purchase order issued by Customer ("PO'), the terms and conditions of the PO are for Customer's intemal purposes only and shall in no way modif, or aflect the terms of this Agreement. Except as otherwise provided herein, all notices and other communications hereunder shall be in writing or displayed physically on or near, or electronically in, the Product. Furthermore, this Agreement may not be supplemented, modified or otherwise revised by email exchange even if the email contains a printed name or signature line bearing signature-like font. The foregoing does not prohibit the execution of electronic contracts bearing electronic signatures of authorized representatives of both parties, provided such signatures include digital certifications or are otherwise authenticated. Notices shall be deemed to have been properly given on the date deposited in the mail, if mailed; on the date first made available, if displayed in the Online Services; or on the date received, if delivered in any other manner. Legal notices to LN should be sent to LexisNexis, Attn: Chief Legal Offrcer, 9443 Springboro Pike, Miamisburg, OH 45342. This Agreement contains the entire agreement between the parties with respect to its subject matter and replaces and supersedes any prior written or verbal communications, representations, proposals or quotations on that subject matter. This Agreement may be arnonded only by a writing signed by both parties, Notwithstanding the foregoing, LN may change the license terms immediately upon written notice to Customer. If any changes are made to this Agreement, such changes will: (a) only be applied prospectively; and (b) not be specifìcally directed against Customer or its Authorized Users but will apply to all similarly situated LN customers using the Product or the Materials therein (as applicable).. Customer may terminate this Agreement upon written notice to LN if any such change to terms and conditions is unacceptable to Customer. For termination to be effcctive under this Section, written notice of termination must be provided to LN within 90 days ofthe effective date ofthe change. Continued use of the Product following notice of the change shall constitute its acceptance of the change. The sections of this Agreement that by their nature survive termination or expiration of this Ageement shall so survive termination or expiration of the Agreement. The failure of LN or any third party supplier to enforce any provision hereof shall not constitute or be construed as a waiver of such provision or ofthe right to enforce it at a later time. Each third party supplier of Materials has the right to assert and enforce these provisions directly on its own behalf as a third party benefrciary. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington regardless of the law that might otherwise apply under applicable principles of conflicts of law. This Agreement will be enforced to the fullest extent permitted by applicable law. If any provision of this Agreement is held to be invalid or unenforceable to any extent, then (a) such provision will be interpreted, construed and reformed to the extent reasonably required to render it valid, enforceable and consistent with its original intent and (b) such invalidity or unenforceability will not affect any other provision of this Agreement. 6.2. 6.3. 6.5. 6.6. 6.7. 6.8. 4833-0203-7648 v1 201903 Page 5 of 8 6.10.Neither Customer nor any Authorized User may assign rights or delegate duties under this Agreement without the prior written consent ofLN, which consent shall not be unreasonably withheld. This Agreement and pricing herein is prefered pricing that is based on the overall characteristics that the listed customer has E6 Confidential represented and the Products and Materials subscribed to hereunder. This Agreement and any amendment thereto shall be binding on, and will inure to the benefit of the parties and their respective successors and permitted assigns. ADDITIONAL TERMS FOR DISTRIBUTED MEDIA PRODUCTS The following terrns are additional terms for the implementation of Distributed Media Products. For Distributed Media Products, the terms for all Products in the additional corresponding section above also apply. If there is a conflict between the below terms and any other terms in this Agreement for this particular Distributed Media Product, the below terms will control. LN and Matthew Bender & Company, Inc. ("M8") provide DP-type Products. r.2. L Preliminary Definitions (other definitions elsewhere herein) I.l "Producf includes the Distributed Media Product that includes the Materials and the Distributed Media on or through which the Materials are provided to the Customer by LN/N4B. "Distributed Media" means the set of one or more DVDs and/or Extemal Hard Drives provided by LN/lvlB to Customer that contains the Materials. II. Distributed Media -Type Service U.l. During the Term, LNA4B will provide Customer and its Authorized Users with access to and use of the Product. The number ofcopies ofthe Product and the delivery locations for such Product are set forth above. 1I.2. LN/N4B will use reasonable efforts to update the Distributed Media on monthly or quarterly basis (depending upon the materials). II.3. Customer understands and acknowledges that LN/l\48 may use one or more of its approved subcontractors to install any Kiosk Prison Solution ordered. MB will serve as LN's billing agent during the Term. MB will provide Customer with one consolidated invoice for the Distributed Media which shall be provided to Customer as set forth above. Customer will pay the commitments to MB and MB will remit to LN that portion of the commitments that is due to LN under this Agreement. Termination Upon termination of this Agreement, at the direction of LN/MB, Customer will either cease all use of and destroy the Distributed Media or retum the Distributed Media to LN/\48 at LexisNexis, 701 East Water Street, Charlottesville, Virginia 22902, or such other address as LNA4B may direct. Wananties; Liabilities/Remedies; other ilt.2. IV. IV.1. v.l. m. III. I. Pricing; Payment In exchange for access to and use of the Distributed Medi4 Customer will pay LN/\48 the charges set forth above, which CUSTOMER'S EXCLUSIVE REMEDY AND LN/I\4B'S SOLE OBLIGATION WITH RESPECT TO DEFECTIVE DISTRIBUTED MEDIA WILL BE THE RIGHT TO RETURN THE DEFECTIVE DISTRIBUTED MEDIA FOR A REPLACEMENT COPY AT NO ADDITIONAL CHARGE. V.2. ALL REFERENCES IN THE "ADDITIONAL TERMS FOR ALL PRODUCTS'' SECTION ABOVE TO LN SHALL BE READ AS LNMB AS IT RELATES TO THE DP-TYPE PRODUCTS. includes all for and The following tenns are additional terms for the implementation of Online Services-Type Products. For Online Services -Type Products, the terms for all products in the additional corresponding section above also apply. If there is a conflict between the below terms and any other terms in this Agreement for this particular Online Service-Product, the below terms will control. LexisNexis, a division of RELX Inc. ("LN") provides Online Services -type Products. A. preliminary Definitions (other definitions elsewhere herein) the "Staff Only Participating Billgroups"' collectively' the "Staff Participating Billgroups") set forth in this Agreement and the A.l. ,.product ' includes the onrine service that incrudes the Authorized users under the staff Participating Billgroups' Materials and the Online Services on or through which the Materials 8.1.2. For Staff participating Billgroups, an ..Authorized User,' is are provided to the Customer by LN. flirther restricted to mean only individuals to whom Customer A.2. ,.online services" means rhe onrine services provided by LN to tr;ïËi;fl,:il,'1äl,rf'*t'r'å;"T",il:i;' ,ir.Ì:'i:flÏiflÏ: Customer that contains the Materials. Customer's employees, temporary employees, and contractors. B. Additional License Terms for types of Online Services Access 8.1.3. Customer agrees that each LN ID may only be used by the Authorized User to whom it is assigned and may not be shared with or used by any other person, including other,Authorized Users. Customer will manage its roster of Authorized Users and will promptly notifi/ LN to deactivate an Authorized User's LN ID if the Authorized User no longer works for Customer or Customer otherwise wishes to terminate the Authorized User's access to the Online Services. Customer is responsible for all use of the Online Page 6 of 8 B.l STAFF ACCESS (additional terms for Staff on Behalf of Inmates access and StaffOnly access, as may be provided pursuant to this Agreement) B.1.1. This Section B.l relates only to the Customer's Billgroups and locations (the "Staff on Behalf of Inmates Participating Billgroups," 4833-0203 -7 648 v1 201903 ADDITIONAL TERMS T'OR ONLINE SNNVTCNS-TYPE PRODUCTS Services accessed with LN IDs, including associated charges, and for use ofthe Online Services by temporary employees and contractors to the same extent as if they were Subscriber's employees. Customer will implement policies and procedures to prevent unauthorized use of LN IDs and will immediately notiff LN, in writing, if it suspects that an LN ID is lost stolen, compromised, or misused. 8,1.4. Customer certifies that on the date this Order is signed by Customer there are the number of staff professionals as set forth above (the "Reference Number") in Customer's organization. Upon the request of LN, Customer will recertiff to the Reference Number. 8.1.5 In consideration of Customer's payment to LN of the commitment amounts specified above, the Staff Participating Billgroups will be provided access to and use of certain Materials, products, services and features, identifred by source/menu number above as available in the Online Services. If Customer is an existing LN customer and this is a revision to Customer's Materials for Staff and commitment, fees will be prorated for the month (or other period as indicated) in which the change becomes effective if the change occurs other than on the first day of the month (or other period as indicated). 8.1.6. At no additional charge, the StaffParticipating Billgroups may do offline printing, online printing and saving to disk of Materials related to the type of access provided for under this Agreement, as shown above. 8.2.INMATE ACCESS (additional terms for Inmate access, as may be provided pursuarìt to this Agreement) 8.2.1. This Section 8.2 relates only to the Customer's Billgroups and locations (the "Inmate Participating Billgoups") set forth in this Agreement and the Authorized Terminals under the Inmate Participating Billgroups. 8.2.2. "Authorized Terminals'n means an individual computer (e.g., laptop, workstation, etc.) kiosk or dumb terminal for which there is embedded an LN identification number to access the LN Online Services under an Inmate Participating Billgroup ("LN ID"). For Inmate access, "Authorized Users" are restricted to only Customer's employees and inmates under Customer's control and supervision accessing and using the Online Services via the Authorized Terminals. 8.2.3 Customer is responsible for all use of the Online Services accessed via the Authorized Terminals, including associated charges, and for use of the Online Services by temporary employees and contractors to the same extent as if they were Customer's employees and inmates. Customer will implement policies and procedures to prevent unauthorized use of the Authorized Terminals and LN IDs and will immediately notiû' LN, in writing, if it suspects that an LN ID is lost, stolen, compromised, or misused. 8.2.4. Customer certifies there are only up to the number of Authorized Terminals listed in this Agreement above that are available for inmates to access and use the LN Online Services. Customer agrees that pricing provided to Customer depends in part on the number of Authorized Terminals. At the request of LN from time to time, Customer will re-certifu in writing the then- current number of Authorized Terminals. If there is a change in the number of Authorized Terminals during the Term, LN may, in its sole discretion on at least 30 days prior written notice to E@ Confidential Customer, increase or decrease the commitment listed above by an amount that does not exceed, on a percentage basis, the change in the number of Authorized Terminals. In this Agreement above, Customer will list the total number of facilities (unique locations) and total inmate population for all facilities. Customer hereby certifies that each LN ID may only be used by the Customer facility and Authorized Terminal to which it is assigned and may not be shared with or used by any other facility or on any other Authorized Terminal. 8.2.5.In consideration of Customer's payment to LN of the commitment amounts specified above, the Inmate Participating Billgroups will be provided access to and use of certain Materials, products, services and features, identified above by source/menu number as available in the Online Services. If Customer is an existing LN customer and this is a revision to Customer's Materials and commitment, fees will be prorated for the month (or other period as indicated) in which the change becomes effective if the change occurs other than on the first day of the month (or other period as indicated). 8.2.6. Access to the Product will not include any email, fax or download capabilities to address security concems inherent in allowing inmates to access and use online services via the Intemet. 8.2.7 The parties acknowledge certain security concerns inherent in allowing prisoners to access and use the LN online services via the Internet. Accordingly, during the Term, Customer shall implement and maintain certain online security standards by using equipment and system settings that provide blocking an inmate's use of: (i) navigation Universal Resource Locators ("URLs") outside of intended product scope; (ii) manipulation of URL strings through the product browser; and (iii) web email links. Customer is responsible for limiting access to servers and URLs defrned by LN and such servers and URLs may be changed from time to time by LN. Customer will make changes as needed or requested, but will maintain the responsibility of an inmate's access through its system. Customer shall maintain industry standard online security procedures and in the event such standards vastly improve, then Customer will use reasonable commercial efforts to meet or exceed such standards with respect to use of the LN services. LN may require a third party facility security assessment before service is started or re-instatement of service after a security issue. LN may require a frrst party security questionnaire be completed before service is started as stated in this Agreement. 8.2.8. Customer will provide to LN the Internet Protocol address(es) ("IP Address(es)") available for each facility location that will be accessing the LN services in the table on the Conflguration and Pricing Sheet. LN may periodically and at request of Customer review failed authentication reports of these IP Address(es) or monitor them to assure that correct materials of the Online Services are being accessed by only those locations authorized or any access to unauthorized websites or email services. 8.2.9. Customer agrees that they are providing access specifically for inmates only and that no other LN service(s) may be used by, or on, behalf of an inmate. If Customer has normal accounts outside of inmate access, Customer must maintain a separation of accounts. It is also agreed that Customer shall not provide any inmate the authentications credential(s) (this includes just the product ID without a password) or access to any electronic or paper records that provide LN billing information. 4833 -O2O3-7 648 vl 201903 Page 7 of 8 8.2.10. Notwithstanding the foregoing in Sections 8.2, in the event LN becomes aware of any abuse, misuse or security breach situations of the LN services or any Materials contained therein, then LN reserves the right to immediately suspend all facility access without notice until such incident is resolved to LN's rlE Confidential satisfaction. Customer agrees that the resolution may require documented and ceftified proof of corection. Customer takes responsibility for any security breach or situation where an inmate has access to something prohibited. SIGNATURES TO AGREEMENT LN accepts this Agreement on its own behalfand as authorized agent for each ofthe other companies that provide Products under this Agreement. LN's agency is described the relevant term section above. Agreed to and accepted by: City of Kent, WA LexisNexiso a division of RELX Inc. SIGNED:SIGNED: PRINTED:t'l ArtZÐt)tl.*s¡*¡ø¿PRINTED: þ, s,,r5aç+¡¡..¡î- Q+"*æTITLE:TITI,E: DATE:OI It€\DATE: TFilS AGREEMENT DoES NoT BIND EITHER PARTY UNTIL IT HAS BEEN ACCEPTED BY BOTH PARTIES. LEXSNÐilS MAY ACCEPT THIS AGREEMENT BY SIGNING ABOVE OR BY PERFORMING THIS AGREEMENT. THE PRICES AND OîHER TERMS IN THIS AGREEMENT ARE SUBJECT To CHANGE IF CUSTOMER IIAS NOT SUBMITTED A SIGNED COPY OF THIS AGREEMENT TO LEXSNEXIS ON oR BEFORE THE BEGINNING oF THE FIRST ORDER PERIOD LINDER THIS AGREEMENT. TO IMPLEMENT THIS AGREEMENT ON THE FIRST DAY OF A MONTH, LEXSNEXS MUST RECEIVE A copy oF THIS AGREEMENT sIcNED By CusroMER oN oR aBnoRE rHr 20nI rt¡y oF Account Representative Name:Jill Fuller Account Representative Number:2s3-856-s961 4833 -0203 -7 648 vl 20 1903 Page 8 of 8