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Addendum to Order Form ("Addendum") 10417484
Customer: ANAHEIM CITY ATTORNEY
Account#: 1000804886
1. Effect of Addendum. The Order Form and the underlying Thomson Reuters General Terms and Conditions (or other applicable governing terms) (collectively, the "Agreement"), between you and Thomson Reuters (as set forth in the Order Form) is amended to incorporate the terms of this Addendum. As amended, the Agreement will remain in full force and effect according to its terms and conditions. All capitalized terms not otherwise defined in this Addendum will have the meanings given to them in the Agreement. This Addendum supersedes all prior understandings and agreements, oral or written, relating to the subject matter. If there is a conflict between the terms and conditions of the Agreement and the terms and conditions of this Addendum, the terms and conditions of this Addendum will control.
2. Modification to Order Form Agreement. Notwithstanding anything in the Agreement to the contrary, the following provisions shall apply:
a. Term Commitment. Your subscription will not automatically renew at the end of the term set forth in the Order Form. Thereafter, the parties may agree to extend your subscription by mutual written agreement.
b. Governing Law. The Agreement will be governed by the laws of your state, and any claims between the parties may be brought in your state courts, unless otherwise provided for by state law.
c. Termination for Convenience. You may terminate the Order Form by providing at least thirty (30) days prior written notice to us before the end of annual period of the Minimum Term or Renewal Term (as applicable) with such termination effective at the end of the relevant annual period of the Minimum Term or Renewal Term (as applicable).
3. Modification to Thomson Reuters General Terms and Conditions. Section 8(a) titled "Limitation" of the Thomson Reuters General Terms and Conditions is hereby deleted and replaced with the following:
a. Sa. Limitation. Contractor shall hold and save the ANAHEIM, its officers, agents, and employees, harmless from and against any and all costs, claims, demands, damages, losses and liabilities accruing or resulting in connection with the performance of this Agreement to the extent arising from or in any way related to (i) West's gross negligence or intentionally tortious acts; (ii) West's violation of any applicable laws in the provision of the Services for the authorized uses set forth herein; and (iii) claims that the Services being licensed under this Agreement for the authorized uses set forth herein infringes any U.S. patent, copyright, license, or other proprietary right of any third party. West shall have no Sensitivity: Confidential
obligation under this section to indemnify or defend ANAHEIM against a claim of infringement resulting from ANAHEIM's modification or alteration of the data provided in conjunction with the services or the combination of data with any product, application, or service not provided by West.
Contractor's indemnification obligations shall survive termination of this Agreement for a period of twelve (12) months and shall be subject to any applicable insurance coverage maintained by Contractor.
4. Additional Provision to Thomson Reuters General Terms and Conditions. The parties hereby agree to add the following provision to the Agreement:
a. INSURANCE
Without limiting ANAHEIM'S right to indemnification, it is agreed that CONSULT ANT shall secure, prior to commencing any activities under this Agreement, and maintain, during the term of this Agreement, minimum limits of insurance coverage as follows:
i. Workers' Compensation Insurance as required by California law and Employers Liability Insurance in an amount not less than $1,000,000. ii. Commercial General Liability Insurance, including coverage for Premises and Operations, Contractual Liability, Personal Injury Liability, Products/Completed Operations Liability, as well as Independent CONSULT ANT'S Liability where appropriate, in an amount not less than $2,000,000 per occurrence, $4,000,000 annual aggregate. Such insurance shall be written on a primary basis but may include a deductible or self-insured retention of more than $10,000 per occurrence, provided that such deductible or self-insured retention is disclosed to ANAHEIM, in writing, prior to the inception of this Agreement.
iii. Commercial Automobile Liability Coverage as required by California law, including as applicable-owned, non-owned, and hired autos, in an amount not less than $2,000,000 per occurrence, combined single limit.
iv. Professional Liability Insurance, inclusive of Cyber Liability Insurance where required, in an amount not less than $2,000,000. Such insurance shall be written on a primary basis but may include a deductible or self-insured retention of more than $10,000 per occurrence, provided that such deductible or self-insured retention is disclosed to ANAHEIM, in writing, at the inception of this Agreement. v. Any required coverage written with primary and excess layers to satisfy the minimum requirements of this Agreement must be submitted for approval by ANAHEIM's Risk Manager prior to the inception of the final Agreement.
Sensitivity: Confidential
vi. CONSUL TANT is responsible for the satisfaction of any deductible or self-insured retention obligation.
vii. CONSUL TANT agrees that this insurance shall not be voluntarily cancelled by CONSUL TANT or limited in scope or coverage by CONSUL TANT until after thirty (30) days prior written notice has been given to the City Clerk, City of Anaheim, 200 S.
Anaheim Blvd., Anaheim, CA 92805. This does not apply to cancellation for non payment of premium, which requires notice of not less than ten (10) days. viii. Each insurance policy required by this Agreement, except policies for Professional Liability and Workers' Compensation, shall contain the following clauses or shall otherwise provide for the following conditions:
"It is agreed that any insurance maintained by CONSULT ANT pursuant to this Agreement shall be primary to, and not contribute with, any insurance or self insurance maintained by the City of Anaheim."
"The City of Anaheim, its officers, agents, employees, representatives and volunteers are included as additional insured with respect to the scope of work, operations, and/or activities of or performed on behalf of or at the direction of the Named Insured, performed under this Agreement with the City of Anaheim." ix. Prior to commencing any work under this Agreement, CONSUL TANT shall deliver to ANAHEIM insurance certificates confirming the existence of the insurance required under this Agreement, and including the applicable clauses referenced above. Also, within thirty (30) days of the execution date of this Agreement, CONSUL TANT shall provide ANAHEIM (i) endorsements to the insurance policies that add to these policies the applicable clauses referenced above, or (ii) in lieu of said endorsements, documentation acceptable to ANAHEIM evidencing that the coverage, terms, and conditions set forth in the above-referenced clauses are otherwise included in said insurance policies. Insurance required hereunder shall be placed with insurers (i) admitted to write insurance in California, (ii) possessing an A. M. Best's rating of A VII or higher, or (iii) otherwise acceptable to ANAHEIM, with prior written permission from ANAHEIM. In the event that a claim or other legal action is filed against ANAHEIM, and if ANAHEIM, in its good faith opinion, believes it may have coverage under any of the insurance required herein, then ANAHEIM has the right to demand, and to receive within a reasonable time period, copies of the insurance policies related to such required insurance; provided, however, that this provision shall not apply if the parties agree that CONSULT ANT shall fully defend, hold harmless, and indemnify ANAHEIM against any such claim or other legal action. x. In addition to other remedies ANAHEIM may have if CONSULT ANT fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time required, ANAHEIM may, at its sole option:
Sensitivity: Confidential
Order CONSULT ANT to stop work under this Agreement and/or withhold any payment(s) that become due to CONSUL TANT hereunder until CONSUL TANT demonstrates compliance with the requirements hereof.
xi. Terminate this Agreement.
ANAHEIM may terminate this Agreement if Contractor fails to maintain the insurance required under this Agreement and does not cure such failure within thirty (30) days of written notice. Contractor shall be responsible for damages to persons or property resulting from its negligent acts or omissions, or those of its agents or subcontractors, in connection with the performance of this Agreement. Contractor shall ensure that any subcontractors performing services under this Agreement maintain insurance coverage appropriate to the scope of their work and consistent with industry standards. Any amendment or reduction to the insurance requirements under this Agreement shall be made only by mutual written agreement of the Parties.
5. Except as expressly modified herein, all other terms and conditions of the Agreement will remain unchanged.
This Addendum shall be effective when signed by you and accepted by Thomson Reuters. By signing this Addendum, you acknowledge that you are authorized to accept these terms on behalf of your organization:
ANAHEIM CITY ATTORNEY
By: ___________________ _
Name· ________________ _
Title: _________________ _
Date· _________________ _
Authorized West Publishing
Representative
Signature: ___ Jwi_._t..._� __ o.:_s ___ _
Printed Name: _J_ul_ie_T_h_om_a_s ______ _
Trtle: Sr Director Com mer cial St rate gy, Poli cy Enablement Date: October 14, 2025
Sensitivity: Confidential
Order Form OrderlD:Q-10417484
.•···• ·••. • Thomson. : : . • •••• • Reuters™
Contact your representative [email protected] with any questions. Thank you.
•••••
Sold To Account Address
Account#: 1000804886
ANAHEIM CITY ATTORNEY
200 S ANAHEIM BLVD FL 3
ANAHEIM CA 92805-3820 US
"Customer"
Shipping Address
Account#:1000804886
ANAHEIM CITY ATTORNEY
200 S ANAHEIM BLVD FL3
ANAHEIM CA 92805-3820 US
This Order Form is a legal document between Customer and Billing Address
Account#: 1000804886
ANAHEIM CITY ATTORNEY
200 S ANAHEIM BLVD FL 3
ANAHEIM, CA 92805-3820
us
A. West Publishing Corporation to the extent that products or services will be provided by West Publishing Corporation, and/or B. Thomson Reuters Enterprise Centre GmbH to the extent that products or services will be provided by Thomson Reuters Enterprise Centre GmbH.
A detailed list of products and services that are provided by Thomson Reuters Enterprise Centre GmbH and current applicable IRS Certification forms are available at: https://www.tr.com/trorderinginfo West Publishing Corporation may also act as an agent on behalf of Thomson Reuters Enterprise Centre GmbH solely with respect to billing and collecting payment from Customer. Thomson Reuters Enterprise Centre GmbH and West Publishing Corporation will be referred to as "Thomson Reuters", "we" or "our," in each case with respect to the products and services it is providing, and Customer will be referred to as "you", or "your" or "Client".
For Federal Customers the following shall apply: Thomson Reuters General Terms and Conditions (available here:
http://tr com/federal-general-terms-and-conditions apply to the purchase and use of all products, except print, and together with any applicable Product Specific Terms (set forth below) are incorporated 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 (http://tr com/us-general-terms-and-conditions) apply to the purchase and use of all products, except print, and together with any applicable Product Specific Terms (set forth below) are incorporated 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)
40757482 West Proflex $6,017.00 36
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 outlined 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.
Post Minimum Terms
Your subscription will 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 notify you of any change in the Monthly Charges at least 60 days before each Automatic Renewal Term starts. You are also responsible for all Excluded Charges.
Federal government subscribers that chose a multi-year Minimum Term, those additional years will be implemented at your option pursuant to federal law. Either of us may cancel the Automatic Renewal Term by sending notice in writing at least 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.
Banded Product Subscriptions. You certify your total number of attorneys (full-time and part-time partners, shareholders, associates, contract or staff attorneys, of counsel, and the like), corporate users, personnel or full-time-equivalent students is indicated in this Order
Form. Our pricing for banded products is made in reliance upon your certification. If we learn that the actual number is greater or increases at any time, we reserve the right to increase your charges to the market rate for all of your attorneys.
Miscellaneous
Applicable Law. If you are a state or local governmental entity, your state's law will apply, and any claim may be brought in the state or federal courts located in your state. If you are a non-governmental entity, this Order Form shall be interpreted under Minnesota state law and any claim by one of us shall exclusively be brought in the state or federal courts in Minnesota. If you are a United States Federal Government subscriber, United States federal law will apply, and any claim may be brought in any federal court.
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 limited 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 under the agreements that apply to those assets and attorneys, and you will pay the invoiced charges on both those agreements as they become due, until 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. unless you are tax exempt. If you are a non-government customer and fail to pay your invoiced charges, you are responsible for collection costs including attorneys' fees.
Excluded Charges And Schedule A Rates. If you access products or services that are not included in your subscription you will be charged our then-current rate ("Excluded Charges"). Excluded Charges will be invoiced and due with your next payment. For your reference, the current Excluded Charges schedules are located in the below link. Excluded Charges may change from time-to-time upon 30 days written or online notice. We may, at our option, make certain products and services Excluded Charges if we are contractually bound or otherwise required to do so by a third party provider or if products or services are enhanced or if new products or services are released after the effective date of this ordering document. Modification of Excluded Charges or Schedule A rates is not a basis for termination under paragraph 9 the General Terms and Conditions.
https· //leg a I tho msonreuters,com/co ntent/dam/ewp-m /docu ments/legal/e n/pdf/other/plan-2-pro-govt-agencjes pdf http· //static, legalsolutjons.tho mson reuters,com /static/agreemeot/p la n-2-pro-govt-agenci es pdf eBilling Contact. All invoices for this account will be emailed to your e-Billing Contact(s) unless you have notified us that you would like to be exempt from e-Billing.
Credit Verification. If you are applying for credit as an individual, we may request a consumer credit report to determine your creditworthiness. If we obtain a consumer credit report, you may request the name, address and telephone number of the agency that supplied the credit report. If you are applying for credit on behalf of a business, we may request a current business financial statement from you to consider your request.
Cancellation Notification Address. Send your notice of cancellation to Customer Service, 610 Opperman Drive, P.O. Box 64833, Eagan MN 55123-1803
Returns and Refunds. You may return a print product to us within 45 days of the original shipment date if you are not completely satisfied.
Please see http·//statjc,iegalsolutions,thomsonreuters com/static/returns-refunds pdf or contact Customer Service at 1-800-328-4880 for additional details regarding our policies on returns and refunds.
Confidentiality of Ordering Document. You understand that disclosure of the terms contained in this ordering document would 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 order form, and are incorporated by reference: http·//www,thomsonreuters,com/document-jntelljgence-PST.
Additional Terms for Services with Generative Al Skills: The following additional terms shall apply to Thomson Reuters Products with Generative Al Skills (including but not limited to all CoCounsel branded Products; all Products with Al 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 order form by reference: http://tr.com/genaj-terms.
CoCounsel Core and CoCounsel Drafting Product Specific Terms: The following product specific terms shall apply to CoCounsel Core and Co Counsel Drafting and are incorporated into this order form by reference: http://tr com/cocounselcore-and-draftjng-product-specific-terms.
Product Specific Terms and Service Levels: The following product specific terms and service levels shall apply to the HighQ products on this order form, and are incorporated by reference:
• HighQ Product Specific Terms http·//tr.com/HighQ-PST
• HighQ Service Levels: Thomson Reuters shall provide service availability, maintenance and support for the term of the Agreement.
Details are available at: http'(/tr.com/HjghQ-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: http://tr,com/federal-product-specific-terms Product Specific Terms. The following products have specific terms which are incorporated by reference and made part of this Order Form if they apply to your order. They can be found at https://statjc.legalsolutions,thomsonreuters com/static/ThomsonReuters-General-Terms Condjtjons-PST,pdf. If the product is not part of your order, the product specific terms do not apply. • Campus Research
• Hosted Practice Solutions
• ProView eBooks
• Time and Billing
• West km Software
• West LegalEdcenter
• Westlaw
• Westlaw Doc & Form Builder
• Westlaw Paralegal
• Westlaw Patron Access
• Westlaw Public Records
Drafting Tools Product Specific Terms: The following product specific terms shall apply to the Drafting Tools products (Drafting Assistant, Clause Finder, Clause Finder: Internal Agreements) on this order form, and are incorporated by reference: https· //www thomsonreuters com/drafti ngassjstant-and-clausefi nder-pst.
Additional clause applicable to: Westlaw Advantage, Practical Law Dynamic Tool Set, CoCounsel Essentials, Westlaw Advantage with CoCounsel Essentials, Practical Law with Dynamic Tool Set with CoCounsel Essentials, CoCounsel Legal: During the term of this Agreement, Thomson Reuters may in its sole discretion issue updates, upgrades, patches, enhancements, or improvements that it makes generally available to its customers at no additional charges (collectively "Upgrades"). For the avoidance of doubt, Upgrades do not include (i) new services that are developed or acquired by Thomson Reuters or (ii) services or functionalities for which there are royalty requirements or licensing restrictions. Where your Service includes Westlaw Advantage and/or Practical Law Dynamic Tool Set, these Updates do not include access to additional or new content sets beyond those you have subscribed to as part of the Service.
Amended Terms and Conditions
Government Non-Availability of Funds for Online, Practice Solutions or Software Products You may cancel a product or service with at least 30 days written notice if you do not receive sufficient appropriation of funds. Your notice must include an official document, (e.g., executive order, an officially printed budget or other official government communication) certifying the non-availability of funds. You will be invoiced for all charges incurred up to the effective date of the cancellation.
Authorized West Publishing
Representative
jwil,,�/A.S Signature: _____________ _
Printed Name: _J_ul_ie_T_ho_m_a_s ______ _
Title: Sr Director Commercial Strategy, Policy Enablement Date: October 14, 2025
AcknowledKement: Order ID: Q-10417484
Signature of Authorized Representative for order
Printed Name
This Order Form will expire and wilt not be accepted after 9/30/2025.
Title
Date
Attachment OrderlD:Q-10417484
••••• ··••.•Thomson. : : . ••···· .- Reuters™
••• Contact your representative [email protected] with any questions. Thank you.
Payment, Shipping, and Contact Information
Payment Method:
Payment Method: Bill to Account
Account Number: 1000804886
This order is made pursuant to:
Shipping Information:
Shipping Method: Ground Shipping- U. S. Only
Account Number Account Name
Order Confirmation Contact (#28)
Contact Name: Gagnon, lndhira
Email: igagnon@anaheim .net
eBilling Contact
Contact Name lndhira Gagnon
Email [email protected]
ProFlex Multiple Location Details
Account Address
200 S ANAHEIM BLVD FL 3
Action
1000804886 ANAHEIM CITY ATTORNEY ANAHEIM New
CA 92805-3820 US
ProFlex Product Details
Quantity Unit Service Material# Description
1 Each 40757482 West Proflex
25 Attorneys 41933475 Westlaw Litigation Collection, Enterprise access, Government 25 Attorneys 41974282 Gvt Drafting Assistant For Government (Westlaw PROa¢) 25 Attorneys 41985648 Gvt - Related Documents For Government (Westlaw PRO™) 25 Attorneys 42010202 Gvt - Form Builder For Government (Westlaw PRO™) 25 Attorneys 42077755 Westlaw All Analytical, Enterprise access, Government 25 Attorneys 43483001 Westlaw Advantage, National Primary, Enterprise Government
Account Contacts
Account Contact Account Contact Account Contact Account Contact Access,
First Name Last Name Email Address Customer Type Description lndhira Gagnon [email protected] EML PSWD CONTACT
Lapsed Products
Sub Material Active Subscription to be Lapsed
41974283 Gvt Draftine. Assistant For Government (Westlaw PRO§¢) 40757481 West Proflex
42510229 Westlaw Edge National Primary Law, Enterprise access, Government 42077754 Westlaw All Analytical, Enterprise access, Government 41933477 Westlaw Litigation Collection, Enterprise access, Government 41985649 Gvt -Related Documents For Government (Westlaw PRO™) 42010204 Gvt - Form Builder For Government (Westlaw PRO™) Charges During Minimum Term
Yearl Year2 Year3 % Year4 % Years
Materia Product Charges %incr Charges %incr Charges incr Charges incr Charges Billing I# Name per Billing Yr 1- per Billing Vr2- per Billing Yr3- per Yr4- per Freq Freq 2* Freq 3* Freq 4* Billing s• Billing
Freq Freq
407574 West $6,017.00 3. 00% $6197.51 3.00% $6383.44 N/A N/A N/A N/A Monthly 82 Proflex Charges During Minimum Term
Pricing is displayed only for the years included in the Minimum Term. Years without pricing in above grid are not included in the Minimum Term .
Refer to your Order Form for the Post Minimum Term pricing. Refer to Order Form for Billing Frequency Type.