Amendment+3+with+Exhibit+A+-+Final+-+SIGNED.pdf

CONTRACT AMENDMENT

CONTRACT NAME AND NUMBER: Online Legal Research Subscription Services, # ND 215

AMENDMENT NUMBER: 3 (three)

This the third amendment (“Amendment 3”) is made to the Online Legal Research Subscription Services # ND 215 (“Contract”) and its Amendment 1 (one) between the State of North Dakota, acting through its Office of Management and Budget, North Dakota State Procurement Office (STATE), and West Publishing Corporation d/b/a West, a Thomson Reuters business (CONTRACTOR). Amendment 3 is effective as of May 1, 2025. Any reference herein to the “Contract,” without a reference to Amendment 1 and 2 means the Contract, Amendment 1 and Amendment 2 collectively.

The parties agree to the following terms and conditions in this Amendment 3 and expressly agree that if any of the following terms and conditions conflicts with any of the terms and conditions of the Contract or its Amendment 1 (one) as may be specified, then, notwithstanding any term in the Contract or its Amendment 1 (one), the following terms and conditions of this Amendment 3 govern and control the rights and obligations of the parties.

The parties agree to amend the Contract as follows:

A. Renewal and Extensions

Contract Section 7 (seven), Term of Contract. The Contract commenced on February 1, 2020, for a period of 5 (five) years (thru January 31, 2025) with 4 (four) options to renew the Contract for a period of 12 (twelve) months each and 1 (one) option to extend the Contract not to exceed 12 (twelve) months.

The Contract was previously extended for 3 (three) months.

The parties hereby agree to renew the Contract for an additional 12 (twelve) months; therefore, the Contract is amended to change the expiration date to April 30, 2026. The Contract has 3 (three) options to renew and 1 (one) option to extend for a period of 9 (nine) months remaining.

B. Insurance

Pursuant to 2021 House Bill 1057, the statutory caps on State liability (N.D.C.C. § 32-12.2-02) increase each year starting July 1, 2022, through July 1, 2026. Therefore, the insurance requirements for this Contract are being amended.

Contract Section 16, Insurance. Insurance requirements are hereby amended as follows, listed by subsection:

1) Replace Subsection 16a, with: “Commercial general liability, including premises or operations, contractual, and products or completed operations coverages (if applicable), with minimum liability limits of $2,000,000 per occurrence.”

2) Replace Subsection 16b, with: “Automobile liability, including Owned (if any), Hired, and Non-

Owned automobiles, with minimum liability limits of $500,000 per person and $2,000,000 per occurrence.”

3) Replace Subsection 16d, with: “Employer’s liability or “stop gap” insurance of not less than

$2,000,000 as an endorsement on the workers compensation or commercial general liability insurance.”

C. Third-Party Risk Management Program

The Third-Party Risk Management (TPRM) program helps to classify, evaluate, and monitor all third-party Vendors to provide reasonable assurance that inherent and overall risk associated with each third-party Vendor relationship is understood and aligned to the overall security objectives at NDIT. TPRM went into effect on July 1, 2023.

The Contract is hereby amended to add the following, new, TPRM section:

CONTRACTOR shall undergo the third-party security questionnaire on an annual basis at no cost to the STATE, unless CONTRACTOR has received FedRAMP, StateRAMP, or HiTrust certification.

CONTRACTOR shall complete the questionnaire within 45 days OR within a mutually agreed time frame after having received a written request. CONTRACTOR shall undergo the third-party security questionnaire when a breach has occurred.

D. Nondiscrimination And Compliance with Laws:

Effective August 1, 2023, a state entity that enters a contract that includes a provision prohibiting discrimination shall require the contract to include a provision prohibiting a party to the contract from boycotting Israel for the duration of the contract.

Contract Section 33 is hereby amended to add the following new paragraph at the end of Section 33:

CONTRACTOR is prohibited from boycotting Israel for the duration of this Contract. (See N.D.C.C § 54-44.4-15.) CONTRACTOR represents that it does not and will not engage in a boycotting Israel during the term of this Contract. If STATE receives evidence that CONTRACTOR boycotts Israel, STATE shall determine whether the company boycotts Israel. The foregoing does not apply to contracts with a total value of less than $100,000 or if CONTRACTOR has fewer than ten (10) full-time employees.

E. Contract - Scope of Work

1. Contract Section 38, Other West Terms and Conditions, tenth bullet, Participating Addendum, is hereby amended as follows:

Remove:

Participating Addendum — Participating States must first enter into a Participating Addendum with West in order to take advantage of the cost-effective pricing available through this Master Contract. After execution of a Participating Addendum, the State must send a copy to the Contact Administrator at North Dakota procurement.

And Replace with:

Participating Addendum—Participating States must first enter into a Participating Addendum with West (CONTRACTOR) in order to take advantage of the cost-effective pricing available through this Master Contract. After execution of a Participating Addendum, the CONTRACTOR must obtain a signature and send a final copy to the Contact Administrator at the STATE (North Dakota State Procurement).

2. Exhibit A. Amendment 1 amended the Contract by deleting Exhibit A, West Price Schedule – Master Contract, and replacing it with West Price Schedule – Master Contract (updated 5/29/2024).

The Contract is further amended by deleting Amendment 1’s Exhibit A, West Price Schedule – Master Contract (updated 5/29/2024) and replacing it with the new Exhibit A, ”Westlaw, CLEAR, and Other Solutions” document, dated April 17, 2025, attached and made of a part of this Amendment.

All other terms of the Contract remain in effect. This Contract Amendment is not effective until May 1, 2025, and fully executed by all parties.

EXECUTION

CONTRACTOR STATE OF NORTH DAKOTA

West Publishing Corporation Acting through its Office of Management and Budget, ND State Procurement Office

BY: BY:

Printed Name: John S. Nelson Printed Name: Abigail Dschaak

Title: Director Procurement and Proposal Mgt. Title: State Procurement Officer

Date: Date: 4/25/2025

THOMSON REUTERS

Westlaw, CLEAR, and Other Solutions

SUBMITTED BY

Thomson Reuters (West Publishing Corporation)

Samantha Christiansen Procurement and Proposal Management

Phone: 763.326.0017 Email: sam.christiansen@thomsonreuters.com

RESPONSE TO REQUEST FOR QUOTE

SUBMITTED TO

Abigail Dschaak 600 East Boulevard Avenue Bismarck, ND 58505

SUBMITTAL DATE

, 2025 for the State of North Dakota Shared Services Division - Procurement

Exhibit A - Subject to the terms and conditions of the Master Contract.

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Contractor Information Any contract resulting from this bid will be with West Publishing Corporation, d/b/a West, a Thomson Reuters business:

Legal Contracting Entity West Publishing Corporation Doing Business As (DBA) West, a Thomson Reuters business

Corporate Address 2900 Ames Crossing Road, Suite 100, Eagan, MN 55121 Remittance Address P.O. Box 6292, Carol Stream, IL 60197-6292

Federal Tax ID # 41-1426973

DUNS # 14-850-8286

Cage Code 89101 Company Size Large

SAM Registration Current (see: www.sam.gov/) Representations and Certifications Current (see: www.sam.gov/)

FEDLINK Contract # LCFDL23D0027

PROCUREMENT SUPPORT

For any questions, forwarding of amendments or modifications, or if our response requires further clarification, contact Samantha Christiansen at 763.326.0017 or sam.christiansen@thomsonreuters.com.

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Contents

INTRODUCTION

WEST PRICE SCHEDULE

West Content Offerings Summary

OPTION 1 – LEGAL RESEARCH

Option 1A – North Dakota Edge Option 1B – National Primary Edge Option 1C – CoCounsel Core Option 1D – Westlaw Precision Option 1E – Westlaw Patron Access Option 1F – Westlaw Correctional

OPTION 2 – INVESTIGATIVE RESEARCH

Option 2A – CLEAR Investigations Basic Option 2B – CLEAR Investigations Advanced Option 2C – Skip Tracing

OPTION 3 – PRINT PRODUCTS AND PROGRAMS

OPTION 4 – LEGAL / BUSINESS MANAGEMENT SOFTWARE / VALUE ADD CONTENT

Option 4A – HighQ

OPTION 5 – CUSTOM PROGRAMS / ACCESS / PACKAGES

Option 5A - Legal Research Option 5B - Investigative Research Pricing Terms and Conditions

BIDDER SUBSCRIBER AGREEMENTS AND SAMPLE ORDERING DOCUMENTS

ABOUT US

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Introduction Thomson Reuters (d/b/a West Publishing Corporation, hereinafter “West”) is pleased to provide the following response to the State of North Dakota (hereinafter “the State”) Request for Renewal for Legal Research and Investigative Subscription Services. As a current vendor participating in the State’s current statewide MSA (contract #215), West has designed this new contract to be substantially similar to the contracts currently in place between West and the State of North Dakota. We are confident the content, features, and services offered under the contract will continue to provide North Dakota state and local agencies and as agreed upon by the terms of the Master Service Agreement negotiated (hereinafter “eligible agencies”) with the highest quality online legal and investigative research services in the most cost-effective and efficient manner.

The West offer is responsive to the State’s request. Consistent with our current centralized contract with the State, we have provided both print materials, such as law books as well as a variety of legal research plans, as detailed in the individual pricing/content plans that follow. Our offer also includes several additional plans, including one offering of West’s investigative research service, one optional legal/business management software product, and custom packages to meet agency-specific legal or investigative research and other agency needs for consideration.

In addition to our superior content offering, West is committed to the training and support of its customers. From on-site and customized training sessions to 24-hour customer support and legal research assistance, the State and other eligible agency users will find the help they need to get the most out of their West products—at no additional charge.

West is confident the State will find our offer is responsive, complete and flexible, allowing agencies to access premium legal research products at a cost-effective price. Every agency will find a solution that best fits their needs.

The following pages provide detailed information on the content, features, and services available to the State and other eligible agencies under this contract.

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West Price Schedule West Publishing Corporation, a Thomson Reuters business, is a leading provider of integrated information solutions to the U.S. legal market. We have been providing the highest quality legal, regulatory, and business information, and the most innovative tools to manage it, for more than 150 years.

West Content Offerings Summary Recognizing that state and local agencies have diverse online information research and solutions needs, West offers several plan options, thus providing purchasing agencies with the flexibility to pick and choose the plan and/or package that is best suited to their specific end users’ needs. This contract provides for the following monthly access plans:

Option 1 – Legal Research. West is providing purchasing agencies the ability to choose from six (6) legal research packages (Options 1A – 1F).

Option 2 – Investigative Research and Public Records. Options 2A-2C offer comprehensive public records content via our investigative research services. These packages help support agencies’ investigative research and law enforcement personnel to locate people faster, conduct due diligence more efficiently, and save valuable time and resources during investigations.

Option 3 – Print Products and Programs. Option 3A provides authorized agencies a discount off retail pricing for the purchase of eligible new print titles, existing print purchases, and eligible print programs.

Option 4 – Legal/Business Management Software. West is providing one optional product (Options 4A) related to document and matter management and case management.

Option 5 – Custom Packages. The custom packages offered as part of this contract recognize that eligible agencies may have diverse needs that are best met by a content set that is outside the pre-packaged content sets provided by Options 1 and 2. These custom packages provide maximum flexibility to purchase custom packages of legal online or investigative online information.

Pricing West content offerings provide purchasing agencies with cost-effective pricing for access to an extensive variety of packages of online information and functionality to assist users in their research. Given the extensive variety of options and packages available, it may be helpful to speak to a West representative who is specifically trained to help assess your needs. To discuss content and price options best suited to your agency’s needs, please contact your West government sales representative.

Agency Ordering Instructions The State agencies and Other Eligible Agencies may purchase products off the West Centralized Contract by contacting their West government representative and completing the applicable West Order Form with the content/pricing option selected by the agency. Note that all POs must reference the West Centralized Contract number.

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Option 1 – Legal Research This option provides access to general legal research and investigative subscription services. The State purchasing agencies can pick and choose from six (6) commonly requested legal research packages (Options 1A-1F):

Option 1A – North Dakota Edge Option 1B – National Primary Edge Option 1C – Westlaw Precision Option 1D – CoCounsel Core Option 1E – Westlaw Patron Access Option 1F – Westlaw Correctional

Descriptions of the content included in our offer are provided below.

Option 1A – North Dakota Edge This option provides access to North Dakota-specific primary law content on Westlaw Edge.

INCLUDED CONTENT: NORTH DAKOTA PRIMARY LAW MATERIALS

Fixed Monthly Charge:

Monthly Per User Per Agency Location Pricing

No. of Users Year 1 Year 2 Year 3

1 $118 $124 $131

Content Description North Dakota State Primary—Includes North Dakota-specific case law, statutes, and administrative rules and regulations, as well as federal resources concerning North Dakota. Federal resources include federal district and circuit court decisions originating in North Dakota, all Supreme Court decisions, and the United States Code Annotated (USCA).

In addition, Westlaw is the only online legal research service that includes West synopses and headnotes, as well as the West Key Number System.

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Option 1B – National Primary Edge This option provides access to National Primary materials on Westlaw Edge.

INCLUDED CONTENT: NATIONAL PRIMARY LAW MATERIALS

Fixed Monthly Charge: Monthly Per User Per Agency Location Pricing

No. of Users Year 1 Year 2 Year 3

1 $201 $212 $223

Content Description National Primary Core—Westlaw Edge provides the fastest answers and the most valuable insights via the next generation of legal research, all of which is powered by state-of-the art artificial intelligence, built upon more than 100 years of editorial enhancements. Key features include WestSearch Plus, Litigation Analytics, KeyCite Overruling Risk, and Statutes Compare.

The Westlaw for Government National Primary Core includes most Westlaw primary law content offerings. The library includes Westlaw Cases and Statutes, Legislative History, Statute and Regulations.

Option 1C – Westlaw Precision This option provides access to National Primary and Analytical materials, and NRS images on Westlaw Precision.

INCLUDED CONTENT: NATIONAL PRIMARY LAW MATERIALS, ANALYTICAL PLUS, NRS IMAGES

Fixed Monthly Charge: Monthly Per User Per Agency Location Pricing

No. of Users Year 1 Year 2 Year 3

1 $615 $646 $679

Content Description National Primary Core – Westlaw Precision with AI provides the fastest answers and the most valuable insights via the next generation of legal research, all of which is powered by state-of-the art- artificial intelligence, built upon more than 100 years of editorial enhancements. Key features include WestSearch Plus, Litigation Analytics, KeyCite® Overruling Risk, Statutes Compare, AI-Assisted Research, Precision Research, new KeyCite enhancements, Graphical History, Outline Builder, and more.

The Westlaw for Government National Primary Core includes most Westlaw primary law content offerings. Includes Westlaw Cases and Statutes, Legislative History, Statute and Regulations.

Analytical Plus – The Westlaw for Government Analytical Plus Collection includes all Westlaw analytical content offerings, with the exclusion of select 3rd party databases. Includes national, federal, and state analytical including: ALR, AmJur and CJS, Witkin and Rutter, Practitioner Insights, state pattern jury instructions, topical content, etc.

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NRS Images – National Reporter Images, a Westlaw exclusive, provides cost effective, easy access to an exact electronic copy of a National Reporter System case through Westlaw. (Westlaw exclusivity means that other online providers will never have a comparable product because National Reporter Images are tied directly to the National Reporter System cases published by Thomson Reuters.)

Key features and benefits include the following:

Cost Savings—Using National Reporter Images can result in cost savings over the total cost of photocopying a case.

Competitive Advantage—National Reporter Images provides an actual image of the case with footnotes printed within the text of the opinion.

Familiar Book Format—National Reporter Images allows for easy reading and reference because the PDF pages look exactly like the book pages, including the same page breaks, page numbers, footnotes, type fonts, headnotes, key numbers, and other features.

Easy Online Access—If a National Reporter Image is available for the case being viewed, a National Reporter Image icon is displayed at the top of the case (shown outlined below). Just click the icon to quickly access the PDF image.

Option 1D – CoCounsel Core This option provides access to the CoCounsel Core comprehensive legal AI drive tool. Pricing is based on the number of users per agency.

INCLUDED CONTENT: COCOUNSEL CORE

Fixed Monthly Charge: Monthly Per User Per Agency Location Pricing

No. of Users Year 1 Year 2 Year 3

1 $210 $221 $233

Content Description CoCounsel Core—Thomson Reuters CoCounsel Core combines industry-proven technology with best-in-class artificial intelligence (AI). This AI-driven tool accelerates critical, time-intensive legal tasks and produces top-quality work with increased precision and accuracy. With CoCounsel Core on their side, legal professionals can provide advice with unwavering confidence, expertly manage risk, and accomplish more in less time.

CoCounsel Core has a broad and flexible range of capabilities—known as “skills”—that empower organizations to rapidly pinpoint key knowledge, communicate complex information, and complete essential everyday tasks.

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Option 1E – Westlaw Patron Access This option provides access to State Primary and National Analytical materials.

INCLUDED CONTENT: STATE PRIMARY, NATIONAL ANALYTICAL LIBRARY

Fixed Monthly Charge: Monthly Per Terminal Per Agency Location Pricing

No. of Users Year 1 Year 2 Year 3

1 $812 $853 $896

Content Description State Primary— The State Primary provides access to comprehensive state legal materials, including the following:

Case law Statutes and court rules Legislative service Bill and Regulation Tracking

This collection also provides access to federal legal materials, including case law for the applicable circuit and district courts, and United States Code Annotated (USCA).

National Analytical—The Analytical Library combines expert legal analysis with treatises, forms, jury instructions, and more. This collection of titles helps researchers quickly review specific points in familiar areas of law and cover unfamiliar ground with confidence and speed. This library provides several analytical sources, including American Law Reports (ALR), the AMJUR Library, Corpus Juris Secundum (CJS), and State Materials.

Option 1F – Westlaw Correctional This option provides access to All Primary and Analytical materials.

INCLUDED CONTENT: ALL PRIMARY, ANALYTICAL LIBRARY

Fixed Monthly Charge: Monthly Per Terminal Per Agency Location Pricing

No. of Users Year 1 Year 2 Year 3

1 $581 $611 $642

Content Description All Primary—Primary Law on Westlaw provides access to editorially enhanced state and federal case law, statutes, regulations, and administrative materials in a single, integrated research tool. Key features include WestSearch Plus, KeyCite, and KeySearch. Westlaw Correctional also incorporates help files that cover the following topics: searching for documents, finding documents, finding statutes, and using KeyCite and KeySearch.

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Analytical Library—The Analytical Library combines expert legal analysis with treatises, forms, jury instructions, and more. This collection of titles helps researchers quickly review specific points in familiar areas of law and cover unfamiliar ground with confidence and speed. This library provides several analytical sources, including American Law Reports (ALR), the AMJUR Library, Black’s Law Dictionary, Federal Practice and Procedure, Forms, and State Materials.

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Option 2 – Investigative Research This option provides the State purchasing agencies the ability to pick and choose from three (3) commonly requested investigative research packages (Options 2A-2C):

Option 2A—Investigations Basic Option 2B—Investigations Advanced Option 2C—Skip Tracing

Descriptions of the content included in our offer are provided below.

Option 2A – CLEAR Investigations Basic

CLEAR INVESTIGATIONS BASIC (MONTHLY PER USER PER AGENCY LOCATION PRICING)

No. of Users Year 1 Year 2 Year 3

1 $121 $127 $133

Content Description CLEAR Investigations Basic—Investigations Basic delivers a comprehensive collection of public and proprietary records, including records for people, assets, businesses, court records, licenses, and much more. Access to select dashboard tools readily adds context to search results and helps focus investigative efforts. Key features include live gateway access to credit header data and the Reverse Phone Lookup as well as access to Workspace, which provides the ability to save and organize search results, visualize data, and export cases – all in one place.

With this plan you can:

Improve your searches with real-time data from live gateways

Easily locate subjects using phone, credit header records, and bank account header data

See all known associated addresses

Quickly assess a subject for additional investigation

Improve criminal records searching with the Criminal Analytics feature

Obtain relatives, associates and neighbors, including scores regarding the strength of association

Customize reports with pertinent information and save as templates for later use

Review, save, and share your findings using Workspace

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Option 2B – CLEAR Investigations Advanced

CLEAR INVESTIGATIONS ADVANCED (MONTHLY PER USER PER AGENCY LOCATION PRICING)

No. of Users Year 1 Year 2 Year 3

1 $205 $215 $226

Content Description CLEAR Investigations Advanced — CLEAR Investigations Advanced delivers a comprehensive collection of public and proprietary records, including records for people, assets, businesses, court records, licenses, and much more. Access to select dashboard tools readily adds context to search results and helps focus investigative efforts. In addition to Workspace and live gateway access to credit header data and the Reverse Phone Lookup, CLEAR Investigations Advanced provides access to the Motor Vehicle Gateway and Web and Social Media.

With this plan you can:

Improve your searches with real-time data from live gateways Easily locate subjects using phone, credit header records, and bank account header data See all known associated addresses Quickly assess a subject for additional investigation Improve criminal records searching with the Criminal Analytics feature Obtain relatives, associates and neighbors, including scores regarding the strength of association Customize reports with pertinent information and save as templates for later use Review, save, and visualize your findings using Workspace

Option 2C – Skip Tracing

SKIP TRACING (MONTHLY PER USER AGENCY LOCATION PRICING)

No. of Users Year 1 Year 2 Year 3

1 $76 $80 $84

Content Description Skip Tracing—This streamlined service is designed to efficiently locate people, such as for collections and healthcare claims research. Filtered content allows you to find your results much faster. The Contact View provides immediate display of best address and phone number for the subject, and users have quick access to known associates, relatives, and neighbors. Reports are available for deeper skiptracing investigation.

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Option 3 – Print Products and Programs This option provides authorized agencies a discount off retail pricing for the purchase of eligible new print titles and eligible print programs. Agencies must work with their local West representative at the time of purchase to request the discount.

Agencies may receive a minimum of a 10% discount off retail rates for the one-time purchase of eligible new print titles.

Agencies that purchase eligible new print titles on subscription may receive a 10% discount at the time of the initial purchase, followed by a discount when the titles are updated and new versions are released.

Agencies may be eligible for additional discounting based on a multi-year commitment. These additional discounts/print programs can provide significant savings by locking in lower annual price increases as well as predictable billing for ease in budgeting. Please contact your local West representative for more information.

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Option 4 – Legal / Business Management Software / Value Add Content West provides access to additional products and services we believe might be beneficial to the State agencies, including the following:

Option 4A – HighQ Thomson Reuters HighQ is an intelligent legal operations hub, designed for government legal departments to manage documents and matters, collaborate internally and with outside counsel, and automate workflows. HighQ is cloud-based, quick to deploy, and end-user friendly.

Intake and Matter Management—Automate and streamline the matter intake process to ensure your information is organized in one central repository and everything that comes through the legal departments is captured with full visibility and reporting.

Document Management—Collaborate on documents using out of the box connections to Microsoft Word, MS Outlook, and Google Workspace. Manage the files that surround your work with capabilities that include version control, document assembly, audit history, auto-redaction, and mark-up comparison.

Contract Management—Manage and report on all phases of the contract lifecycle, including contract drafting, storage, routing, and eSignature integration. Conduct due diligence, contract analysis, and risk assessments with the HighQ AI Hub.

Public Record Request Management—Handle all the major steps inherent in a public records act request including intake, tracking, secure document collaboration, redaction, production, and performance reporting.

Document Automation—Accelerate document assembly for contracts, pleadings, letters, and other legal documents to quickly generate standard, error-free documents. Enable your clients to create documents from templates approved by the legal department, like professional service agreements.

Incident and Complaint Management—Incidents and complaints, such as Title IX allegations, can be tracked securely with developments documented and reported throughout an investigation.

HighQ is a configurable solution. This allows customers the ability to modify and expand the use of the platform as their needs evolve.

West would provide the following fixed pricing per user per agency for HighQ Collaborate Premium.

Standard setup includes 1 GB of storage for each user.

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INCLUDED CONTENT: HIGHQ COLLABORATE PREMIUM

One-Time Implementation Fee Per Agency Location

$12,000.

Fixed Monthly Cost Per Agency Location

Service No. of Users Year 1 Year 2 Year 3

HighQ 1 $730 $767 $806

Additional 100GB of Storage

- $208 $219 $230

Additional Per Hr.

Professional Services Fee

$330 $347 $365

HighQ Document Automation Add-On

1 $583 $613 $643

HighQ Managed Services

- $6,600 $6,930 $7,277

Data Migration/ Integration

- $1,600 $1,680 $1,764

HIGHQ IMPLEMENTATION FEE

A one-time fee of $12,000 is charged for HighQ Instance Setup and 20 hours of Professional Services and document automation training. This includes application setup, site configuration, guidance, and administrator training. Additional services or configurations needed beyond the 20 hours of Professional Services are negotiable for agencies using HighQ.

CUSTOM OPTION

HighQ offerings provide purchasing agencies with cost-effective pricing for access to an extensive variety of packages. Needs can vary dramatically from agency to agency. Custom packages are offered in recognition of the unique needs of each agency. Agencies with more than 10 users or a need for functionality outside of the HighQ Collaborate Premium subscription, please contact your West government sales representative. Pricing will be negotiated with the purchasing agency based on configuration determination.

Customized packages allow an agency to enjoy the best value, in terms of both price and custom configurations.

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Option 5 – Custom Programs / Access / Packages West is providing North Dakota agencies with a custom package option. Custom packages are offered in recognition that North Dakota agencies may have diverse and unique needs that the pre-packaged content sets cannot meet. These custom packages provide maximum flexibility to purchase custom packages of legal and/or investigative products and solutions specifically tailored to individual agencies' and end users' unique research needs. Offering customized packages allows an agency to enjoy the best value regarding both price and content. Custom packages also provide additional discounts and pricing incentives based on product volume, a multi-year commitment, and/or other factors.

Price schedules are unavailable under this option, as custom agency-specific pricing will be negotiated with the purchasing agency based on its research needs. Additional charges related to implementation, data conversion, and/or migration needs may apply. Please contact your local West government representative for more information about these custom plans and to obtain your discount. West also can provide agencies with trial access for select products.

Option 5A - Legal Research If an agency’s legal research needs differ from or extend beyond the pre-packaged content sets offered under Options 1A-1F, we can customize a legal research package that is specific to the agency’s needs.

Custom packages also may include other Thomson Reuters supplementary products and technology solutions, such as, but not limited to, legal drafting assistance, enhanced legal research platforms (e.g., Westlaw Edge, Westlaw Precision, Westlaw Correctional), practical law/legal know-how, AAR (AI-Assisted legal research tool) virtual hearings, case management, practice management, e-discovery, document automation, digital evidence management, digital identity, and workflow solutions that include, but are not limited to, matter and document management, and management of right-to-know requests, and Title IX workflows.

Option 5B - Investigative Research When an agency’s investigative research and law enforcement needs differ from or extend beyond the pre-packaged content sets offered under Options 2A-2C, we can work with individual purchasing agencies to create custom special packages specific to an agency’s investigative research needs.

Under the custom packages option, agencies can enhance their investigative research subscription with a range of premium tools, features, and services. Thomson Reuters supplementary products and technology offer a comprehensive suite of solutions, including identity verification and confirmation and risk scoring for individuals and businesses, real-time gateway access to incarceration and arrest records, global risk information, law enforcement information platform, license plate recognition data, additional data delivery modes, including batch processing for high-volume searching and alerting, system-to-system via Application Programming Interface (API) capability (which integrates query and result retrieval directly into internal user applications), fraud detection, investigative case management, risk analytics, network

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This option provides agencies with maximum flexibility to purchase custom online investigative, law enforcement, and other Thomson Reuters/West products and solutions specifically tailored to the research needs of individual agencies and end users (including content and features, number of users, and contract length).

Pricing Terms and Conditions In addition, the following terms and conditions apply to any contract between Thomson Reuters (West Publishing Corporation, hereinafter "West") and the State of North Dakota Shared Services Division – Procurement or Eligible Agencies resulting from this bid (hereinafter “contract”).

Contract Term—The proposed contract term is for three (3) years: 2/1/2025 – 1/31/2028.

Eligibility—Available only to authorized state and local agencies as agreed upon by the terms of the Master Service Agreement negotiated between the State of North Dakota Shared Services Division - Procurement and West Publishing Corporation (“West”). The rates set forth hereunder are available only to government personnel accessing West products for government purposes.

Agency/Purchasing Entity Locations—Each agency location must subscribe separately. Access is limited to the agency’s personnel at that location. Purchasing agencies/entities with multiple locations may purchase under the Custom Packages.

Authorized Users—Only users authorized to use West products by the purchasing agency may access and use West products under the terms of the fixed-rate agreement, and such use must be solely for purposes directly related to the purchasing agency’s research and work.

Passwords—Each user must be assigned a separate password. Passwords may only be used by the person to whom the password is issued. Sharing of passwords between or among users is STRICTLY PROHIBITED. West reserves the right to issue additional passwords to the purchasing agency if West learns that the product has been used by a person other than the person to whom the password has been issued.

Password Rates—The Monthly Charge per User under each Per Password option will NOT be prorated. Requests for passwords by new Subscribers or requests for additional passwords by current Subscribers that are processed by West by the last day of a month will be billed the entire Monthly Charge per User for each password request during such month. The Monthly Charge per User for Subscribers that elect to change from one plan to another will be effective on the first day of the month following receipt and approval of the appropriate documentation by West.

Westlaw: Included and Excluded Charges—The proposed content is included in the West proposed fixed monthly charge. Access to and usage of all other content, features, and services is excluded and will be billed separately as excluded charges. The excluded content, features, and services will be charged at the applicable rates (including applicable transaction, communications, and other associated charges, if any) for each library, feature, or service accessed according to the then-current terms and conditions as set forth in the then-current Schedule A, Plan 2 Westlaw Government Service.

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West may, at its option, make certain content, features, and services excluded charges if West is contractually bound or otherwise required to do so by a contributor of data to West, or if the content, features, and services are enhanced or released after the effective date of any contract awarded to West pursuant to this bid.

CLEAR Usage—The West offer allows for CLEAR usage up to ten times the proposed fixed-monthly charge. (Usage will be calculated using then-current retail rates.) If the purchasing agency’s usage exceeds this limit in a given month, users will still have access to complete searching and reporting functionality within CLEAR; however, access to CLEAR live gateways may be limited for the remainder of that month or other remedies may be sought, such as renegotiating the purchasing agency’s fixed rate. (Please note: Most customers are not affected by this usage limit because the usage threshold is so high. And should the usage limit be reached, access to most CLEAR functionality is not directly affected; restrictions would apply to only a few premium gateway sources.)

CLEAR: Non-FCRA Use—CLEAR is intended for due diligence and investigative purposes, activities not regulated by the Fair Credit Reporting Act (FCRA). Thomson Reuters is not a consumer reporting agency, and customers must not use any of the content, information, or services provided on our sites as a factor in establishing a consumer’s eligibility for credit or insurance to be used primarily for personal, family, or household purposes; for employment purposes; in consumer debt-collection decisions, or for any other purpose authorized under section 1681b of the Fair Credit Reporting Act (15 USCA §1681b).

New Content, Features, Services, and Platforms—West reserves the right to charge for any new content, features, services, or platforms released during the term of this contract (whether “third-party” content or not), and such charges may be separate from and in addition to the Fixed Monthly Charge. Such charges (if any) shall not be greater than the charges at which such content, features, services, or platforms are made available to West’s other government subscribers under West’s then-current Government Price Plan.

If, however, any new content, features, services, or platforms released during the term of this contract are made generally available to government subscribers as part of their fixed rate agreement, West will also make these same new content, features, services, or platforms available to the agency at no extra cost.

Ordering Documents—All access to and usage of West products is governed by the then-current Thomson Reuters General Terms and Conditions, Product-Specific Terms, and applicable Order Form.

These documents (included at the end of this pricing proposal) will be incorporated by reference into and made part of any contract awarded to West pursuant to this bid.

Credentialing Documents—Access to and usage of CLEAR requires completion of the then-current Customer Verification (Digital Verification Process).

Contractor Information—Any contract resulting from this bid will be with:

Legal Contracting Entity West Publishing Corporation Doing Business As (DBA) West, a Thomson Reuters business Corporate Address 2900 Ames Crossing, Eagan, MN 55121 Remittance Address P.O. Box 6292, Carol Stream, IL 60197-6292 Federal Tax ID # 41-1426973

DUNS # 14-850-8286

Cage Code 89101 Company Size Large

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Order Processing—Unless otherwise stated in the Order Form, service will begin the first day of the first month following receipt of the fully executed West Order Form and after any necessary credentialing has been completed, provided adequate time is available for implementing the contract.

In general, to implement a contract West must receive the fully executed contract no later than five business days prior to the end of the month preceding the start of service.

To expedite the processing of an order, please ensure that the order references West Order Form (i.e., “This Order incorporates by reference the attached West Order Form”).

Survivability—At the time of expiration or cancellation of the Master Service Agreement, any existing multi-year agreement between West and a purchasing agency will remain in effect and continue to exist under the terms and conditions of the Master Service Agreement, including payment for services, until the term expires as set forth in the multi-year agreement.

Offer Acceptance Period—The terms of this West Centralized Contract are valid for 60 days from the submittal date of this bid.

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Bidder Subscriber Agreements and Sample Ordering Documents The following contracting documents govern the access to and usage of various products that are offered under this bid. These agreements will be incorporated by reference and made part of any contract awarded to us pursuant to this bid.

Note: The appearance of ordering documents and supporting forms that are actually used may vary in appearance from the samples provided depending upon the product ordered and availability of electronic ordering systems.

LICENSING AGREEMENT TERMS

Governing terms applicable to all products offered herein.

Document 1: General Terms and Conditions

Document 2: GenAI Additional Terms for Service

Product-specific terms that may be applied to select orders.

Document 3: Product-Specific Terms

Document 4: HighQ Product-Specific Terms

Document 5: Case Center Product-Specific Terms

Document 6: CoCounsel Core & CoCounsel Drafting Product Specific Terms

ORDERING AND CREDENTIALING DOCUMENTS

Ordering documents applicable to certain products/packages offered herein.

Document 7: West Order Form

Document 8: West Order Form – CLEAR

Document 9: ProFlex Order Form (for agencies with multiple locations)

Document 10: ProFlex Order Form – CLEAR (for agencies with multiple locations)

Document 11: Westlaw Special Offer Order Form (for select Westlaw, or other custom packages)

Document 12: CLEAR Special Offer Order Form (for select CLEAR, or other custom packages)

Document 13: HighQ Order Form

Document 14: HighQ ProFlex Order Form

Document 15: Case Center Order Form

Document 16: Customer Verification Guide and FAQ (account credentialing process required by law for access to Westlaw Public Records and CLEAR)

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Document 17: Authorization for Unmasked Sensitive Data (account credentialing required by law for access to Social Security Numbers, Date of Birth, and/or Driver’s License information for CLEAR)

Transactional Rate Schedules Transactional rates for access to and usage of excluded content, features and services.

Document 18: Schedule A Plan 2 Westlaw Government Service (transactional rates for access to and usage of excluded content, features, and services).

Document 19 Schedule A Plan 2 Westlaw Government Service – Special Offer (transactional rates for access to and usage of excluded content, features, and services).

Document 20: CLEAR Services Schedule A (transactional rates for access to and usage of excluded content, features, and services).

Document 21: Case Center Schedule A (transactional rates for access to and usage of excluded content, features, and services).

ADDITIONAL GENERAL TERMS AND CONDITIONS LINKS

Document : Third Party Terms

Document : Data Security Terms

Document : Data Processing Terms

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About Us West Publishing Corporation West Publishing Corporation, a Thomson Reuters business, is a leading provider of integrated information solutions to the U.S. legal market. We have been providing the highest quality legal, regulatory, and business information, and the most innovative tools to manage it, for more than 150 years. Many of our innovations, such as KeyCite, the National Reporter System, and the West Key Number System, have become synonymous with the successful practice of law. In addition to Westlaw, we annually publish millions of books for legal and compliance professionals and law students. More information about West can be found at legalsolutions.com.

Thomson Reuters Thomson Reuters is a leading provider of business information services. Our products include highly specialized information-enabled software and tools for legal, tax, accounting, and compliance professionals, combined with the world’s most global news service—Reuters. Our company purpose is to Inform the Way Forward, where together with the professionals and institutions we serve, we help uphold the rule of law, turn the wheels of commerce, catch bad actors, report the facts, and provide trusted, unbiased information to people all over the world.

The business has operated in more than 100 countries for more than 150 years. In 2023, we employed a global team of more than 25,600 professionals, and our revenues were US $6.8 billion. More information on Thomson Reuters can be found at tr.com.

INTELLIGENCE

Our businesses integrate our core data and information with trusted, must-have decision support tools and workflow solutions for professionals working in information-intensive and highly regulated businesses. We operate at the fast-changing intersection of regulations and commerce, where intelligence, technology, and human expertise are required to achieve success in the digital economy. We leverage our deep and broad industry knowledge to develop products and services tailored for professionals; armed with the trusted answers only we can provide, you can take action, quickly and confidently.

TECHNOLOGY

We are constantly experimenting, innovating, and applying cutting-edge technologies to customer challenges. We believe we can make information more relevant, more personal, and deliver it faster to our customers through the smart use of technology. We are focused on securing our customer data and global systems as we implement and enhance our security programs. We believe we are uniquely positioned to combine these technologies with the intelligence and human expertise that our customers need to find trusted answers.

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EXPERTISE

As a connected global network of subject matter experts, we help customers capitalize on our solutions, understand emerging insights, and move forward. Our global team of professionals brings together crucial information and authoritative insight to unravel complex situations.

Our primary locations include Toronto, Minneapolis/St. Paul, London, Dallas, Ann Arbor, and New York, with additional offices and team members located throughout the United States, Europe, and the Asia Pacific.

VALUES AND TRUST PRINCIPLES

At Thomson Reuters, our values shape our culture and are embedded throughout the business, forming an important aspect of how we deliver for all our stakeholders, both internal and external.

Trust—We act with integrity and independence by holding ourselves and each other accountable, ethical, and reliable in all that we do.

Innovation—We innovate to serve our customers, drive our growth, and win in dynamic business environments.

Partnership—We work together, with each other, with our customers, and with industry partners to deliver superior results and experiences.

Performance—We deliver results, and we excel at work that positively affects the world.

We are proud to be a business built on responsible values. Our Trust Principles, established in 1941, demonstrate our commitment to independent and unbiased news, information, and data.

AWARDS AND RECOGNITION

As a company built for the Information Age, our products and services help foster a more transparent, connected, and empowered world. Year after year, we are proud to be recognized by some of the most important and influential publications and organizations around the world. Please visit the Awards & Recognition page on our website.

Reformatted. Content Unchanged.

Thomson Reuters General Terms and Conditions

Version5.0 (US)

Last Modified: November 15, 2023

These General Terms and Conditions (“Terms”) govern your access and use of Thomson Reuters Services, as such term is defined below.

“We”, “our” and “Thomson Reuters” means the Thomson Reuters entity or entities providing Services (and thus the entity or entities with all rights and obligations with respect to those Services) under the applicable Ordering Document.