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SR 06-25-2019 3S City Council Report City Council Meeting: June 25, 2019 Agenda Item: 3.S 1 of 5 To: Mayor and City Council From: Lane Dilg, City Attorney, City Attorney's Office Subject: Research Subscriber Agreements for Purchase of and Access to Legal Research Publications; Authorization of Additional Expenditures for E - Discovery Resources Recommended Action Staff recommends that the City Council: 1. Authorize the City Manager to negotiate and execute an agreement with Thomson Reuters, a Minnesota–based company, for a subscription agreement for printed legal research publications for the City Attorney’s Office, in an amount not to exceed $50,257 for three years. 2. Authorize the City Manager to negotiate and execute an agreement with Thomson Reuters, a Minnesota–based company, for access to online legal research materials for the City Attorney’s Office, in an amount not to exceed $266,090 for three years. 3. Authorize additional expenditures of funds for a current a month-to-month agreement with Thomson Reuters, a Minnesota–based company, for access to online e-discovery resources for the City Attorney’s Office, in an amount not to exceed $105,000 (including approximately 40% in contingency) over a three-year period. 4. All recommended awards are made as an exception to the competitive bidding process pursuant to Section 2.24.250 (b) and the total amount not to exceed is $421,347, with future year funding contingent on Council budget approval. Summary The City Attorney’s Office (CAO) uses print and online research materials provided by West, a business unit of Thomson Reuters, and also uses online e-discovery resources (eDiscovery Online) provided by Thomson Reuters. West has exclusive rights to license several publications that the CAO relies on to meet the City’s legal needs. Staff seeks authority to negotiate and execute two new Research Subscriber Agreements (RSAs) with Thomson Reuters: (1) a subscription agreement for printed legal research publications for three years in a total amount not to exceed $50,257; and (2) an agreement for access to online legal research materials for three years in a 2 of 5 total amount not to exceed $266,090. In addition, staff recommends that the City Council authorize additional expenditures of funds under a current month -to-month agreement with Thomson Reuters for access to online e-discovery resources to be used for litigation and to expedite public records review in an amount not to exceed $105,000, which includes an approximately 40% contingency, over a three-year period to account for uncertainty in cost, which is based on the volume of materials reviewed and stored using the online tools. The two proposed new RSAs would provide access to all of West’s online research materials; eliminate charges for access to materials outside of the CAO’s current subscription; allow the CAO to shift most of its legal research to online mate rials; maintain the current 50% discount on the limited set of printed materials the CAO still needs; and maintain the annual increase for online access at 1%, which is below current market. Additionally, the two proposed new RSAs, together with the additional expenditures under the existing month-to-month e-discovery agreement, will permit the CAO to reduce total costs by approximately $10,000 per year, even after accounting for additional costs to use the online e-discovery resources to expedite review of email productions in response to public records requests. Discussion The CAO provides a full range of legal services, including legal research, to meet the City's diverse needs. Each of the CAO’s four divisions - Municipal, Civil Liability, Criminal and Consumer Protection - uses print publications and online databases to conduct legal research. For many years, the CAO has contracted with West, now a business unit of Thomson Reuters, as its primary source of legal research publications. West has exclusive rights to license several publications that the CAO relies on, including Rutter Group (California Practice), Miller & Starr (California Real Estate), and McQuillin (Municipal Law) publications, as well as the West National Reporter System, which has become a standard for courts. The City's current Research Subscriber Agreement (RSA) with West, which includes both print publications and access to online databases, began on July 1, 2015, and 3 of 5 will end on June 30, 2020. The City Council approved this agreement on May 12, 2015. The Staff Report submitted to obtain this approval is attached as Attachment A. In recent years, the CAO has encountered increasing numbers of special projects and unexpected legal issues that have required research outside of the subscription set included in the current RSA, resulting in costs incurred over and above our fixed monthly subscription cost. The proposed new RSA for online access includes access to all of West’s online materials at a fixed monthly subscription cost. As compared to the CAO’s current RSA and additional costs incurred under that agreement, the CAO anticipates that the new online RSA will provide significant savings in total online research costs. As a result of the scope of all of the CAO’s agreements with Thomson Reuters, Thomson Reuters has further agreed to maintain the current annual increase in online access costs of 1%, below the market rate. The cost of the proposed new online Research Subscriber Agreement will be $87,816 the first year, $88,694 the second year, and $89,580 the third year, for a total cost not to exceed $266,090 over three years. The CAO’s current RSA with West also includes a number of print materials that are now available through online access. Consistent with the City’s overall shift to paper on demand, the proposed new print RSA therefore eliminates many print resources and the CAO’s overall reliance on print research resources. This results in significant savings in total printed materials costs. As a result of the scope of all of the CAO’s agreements with Thomson Reuters, Thomson Reuters has agreed to continue our current 50% discount on printed materials, and limit the annual increase for printed materials to 5% per year. The cost of the new print Research Subscriber Agreement will be $15,942 the first year, $16,739 the second year, and $17,576 the third year, for a total cost not to exceed $50,257 over three years. Finally, the CAO has an ongoing month-to-month agreement with Thomson Reuters for access to its e-Discovery Online service. This tool has historically been used only rarely when litigation need arises on a case-by-case basis but the CAO has 4 of 5 recently also used this tool to deduplicate and review large email sets generated in response to requests under the California Public Records Act. The use of this tool has made review of large email sets significantly more efficient, with reduced overall review times, which is particularly important given the continually increasing scope of emails that are requested and must be reviewed and redacted prior to production under the PRA. The CAO is charged on a per-gigabyte basis for review and storage of email sets. Based on current usage, the CAO is requesting authorization to expend additional amounts under the current month-to-month agreement not to exceed $35,000 per year, for a total cost not to exceed $105,000 over three years. This includes a contingency of approximately 40% to account for the uncertainty in costs, which is based on the volume of materials reviewed and stored using the online tools. Vendor Selection Exception to Competitive Bidding The CAO recommends that the City enter into the two proposed RSAs with Thomson Reuters/West and authorize additional expenditures under the existing month-to-month agreement with Thomson Reuters/West relating to online e -discovery resources as an exception to competitive bidding per Section 2.24.250(b) of the Municipal Code. Several publications the CAO on which the CAO relies are licensed exclusively by West; and both exclusive and non-exclusive materials are offered as part of a bundled package. The two proposed RSAs are the most efficient and cost-effective means of obtaining the exclusive publications that the City Attorney’s Office has come to r ely on to meet the City’s legal needs. The ongoing month-to-month agreement with Thomson Reuters for online e-discovery resources meets the ongoing needs of a legally required City operation (responding to public records requests) and is part of the overall bundle of agreements with Thomson Reuters that has led to discounts on pricing. In addition, reliance on these resources for review and storage of email sets is ongoing, and a shift to a new provider would require significant staff time for the changeover. b. Competition does not reasonably exist because only one vendor possesses the unique ability or capability to meet the particular requirements of the solicitation, such as when a good or service is copyrighted, patented or otherwise only available form one license holder, including, for example, proprietary goods of original 5 of 5 equipment manufacturers and/or their authorized exclusive distributors. Financial Impacts and Budget Actions Staff seeks authority to award two new Research Subscriber agreements to Thomson Reuters and to expend additional funds under an existing month - month e-discovery resource agreement with Thomson Reuters in a total amount not to exceed $421,347 for three years. Funds are included in the FY 2019-21 proposed budget. Research Subscriber Agreement through Contract Payment Request Amount FY 2019-20 Budget Account # Total Contract Amount Vendor $16,261 01120001.524510 $50,257 Westlaw Print $87,816 01120001.524511 $266,090 Westlaw Online Services $35,833 01120001.524511 $105,000 Westlaw eDiscovery Online Total Cost $139,910 $421,347 Future year funding is contingent upon Council budget approval. Prepared By: Diana Burger, Office Administrator Approved Forwarded to Council Attachments: A. Westlaw Thomsons Oaks B. Westlaw Thomsons Living Wage C. May 12, 2015 Staff Report Appointments West Publishing Corporation **CONFIDENTIAL**  Company Name West Publishing Corporation Appointments Name Appointed as Brian Peccarelli President Matthew Alevy Vice President, Finance Michel Goodard Vice President, Finance Edward Asher Friedland Vice President & Secretary Andrew Martens Vice President & Assistant Secretary Carolyn Blankenship Vice President & Assistant Secretary Elsa P. Neto Vice President & Assistant Secretary John Francis Bellizzi Vice President & Assistant Secretary Linda J. Walker Vice President & Assistant Secretary Marc Elliot Gold Vice President & Assistant Secretary Sean Cannizzaro Vice President & Assistant Secretary Steven A. Moll Vice President & Assistant Secretary Christina Cristiano Vice President & Assistant Secretary Joseph Scarfone Vice President & Assistant Secretary Thomas F. Ludlow Vice President Diane Gasser Senior Vice President, Global Benefits & Wellbeing Eric Ruud Managing Director, LES Tobias Lee Chief Marketing Officer Paul Fischer Chief Financial Officer Elizabeth Beastrom CFO, Large Law, Corporate & LMS James F. Keane Assistant Secretary and Vice President, Global Payroll Alejandro Medrano Assistant Secretary Cynthia L. Hansen Assistant Secretary Donna Gies Assistant Secretary Donna LaVardera Assistant Secretary Eileen McNeill Assistant Secretary Ellen Gillespie Assistant Secretary Gary Hartman Assistant Secretary Helen V. Stamatiadis Assistant Secretary Jaime Fuertes Assistant Secretary Jennifer Chapman Assistant Secretary John S. Nelson Assistant Secretary Jon Olson Assistant Secretary Joseph Kapustynski Assistant Secretary Margaret Hamm Assistant Secretary Randy Goetz Assistant Secretary Scott Nelson Assistant Secretary Susan Garcia Assistant Secretary Tom Walrath Assistant Secretary REFERENCE: Contract No. 10876 - 10877 (CCS)