R2024-78 Resolution Authorizing the Execution of a Three-Year Agreement and Payment to Lexis Nexis for their Desk Officer Reporting System

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' I %—AsNexis• ( Coplogic"solutions 7. Offset. At the Parties election,all Agency Fees accrued under Order No.1,and Order No.2 shall be credited towards the fees owed to Provider for the provision of DORS("DORS Payments")under Order No.1 executed between the Parties pursuant to the following provisions: Beginning on the Order Effective Date,Agency authorizes Provider to retain all Agency Fees due to Agency from the sale of Reports under Order No.1,and Order No.2(Retained Fees)to be applied to DORS Payments under Order No.1. On a quarterly basis,Provider shall send Agency an invoice pursuant to the terms of the Agreement indicating the amount owed to Provider(DORS Payments)and the total amount of Retained Fees accrued hereunder for the applicable period. if the total amount of Retained Fees is insufficient to cover the DORS Payments due,such amount will be notated on the invoice. Agency shall pay the difference between the Retained Fees actually received and the total amount due to Provider(DORS Payments)within thirty(30)days of the invoice date. If Provider has collected the sufficient Retained Fees to satisfy the DORS Payments for the subject quarter, Provider will electronically transfer to Agency's designated account,Agency's portion of the Agency Fees that are more than DORS Payments due. At any time,by notifying Provider in writing,Agency may elect to no longer have Provider retain Agency Fees. Upon such an election,termination or expiration of Order No.2,or if reports are no longer sold in Order No. 1 each Party shall be liable for payment to the other Party of all amounts due and payable through the effective date of such termination including Agency's payment to Provider of the difference between the Retained Fees collected and the total DORS Payments due. Upon such election to no longer offset DORS Payments with Retained Fees under the Order No.1,or Order No.2,Provider will electronically transfer to Agency's designated account,the total amount of applicable Agency Fees collected by Provider. IN WITNESS WHEREOF,the Parties have caused this Order to be executed by their respective authorized representatives as of the Effective Date. Agency:City of a ur L Provider. LexisNexis Coplogic Solutions Inc. Signature:. of Signature: `K �` - Printed Name:J-0r LWr<k+-tn Printed Name:William S.Madison Title: ti±�s f t iQ Y1A-tfJt�' Title: Executive Vice President Date: 3��'�-12y Date: 04/10/2024 Confidential and Proprietary Information of LextsNexis DORS Order Q4.23M haw 1.25.24 Page 3 of 6