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HomeMy WebLinkAboutCC eDiscoveryValid until July 5, 2025 Sold by Sam McDonogh ORDER FORM Customer & Billing Details Customer Legal Name:Bill to Contact Email Telephone Address City of San Rafael Lindsay Lara lindsayl@cityofsanr afael.org 4154853065 1400 Fifth Avenue San Rafael, California 94901 United States Commercial Contact Details Legal Name City of San Rafael Commercial Contact:Lindsay Lara Email:lindsayl@cityofsanrafael.org Telephone:4154853065 Address:1400 Fifth Avenue, San Rafael, California 94901, United States Subscription Terms of Service Subscription Type Annual Currency:USD Subscription Start Date Jun 5, 2025 Billing Start Date:Jul 1, 2025 Subscription End Date:Jun 30, 2026 Payment Terms:Net 30 Term (Months):12 Auto Renew:No Unpaid Subscription Period: Jun 5, 2025 - Jun 30, 2025 Total Contract Value: $36,000.00 Platform Subscription: Drawdown Product Billing Freq Start Date End Date Drawdown Fee Everlaw Platform Monthly - Arrears 6/5/2025 6/30/2025 Everlaw Platform Annual Upfront 7/1/2025 6/30/2026 $36,000.00 Storage Rates Start Date End Date Storage Type Rate Per GB June 5, 2025 June 30, 2025 Active Storage $0.00 June 5, 2025 June 30, 2025 Suspended Storage $0.00 June 5, 2025 June 30, 2025 ECA Storage $0.00 July 1, 2025 June 30, 2026 Active Storage $15.00 July 1, 2025 June 30, 2026 Suspended Storage $3.00 July 1, 2025 June 30, 2026 ECA Storage $6.00 ADDITIONAL TERMS: 1. TERMS OF SERVICE. This Order Form (“Order Form”) between Everlaw, Inc., a Delaware corporation (“Everlaw”) and the Customer listed above (“Customer”) is made in connection with and includes, incorporates, and is subject to the Customer Terms of Service available at https://www.everlaw.com/legal/customer-terms-of- service/ (the “Terms”), unless Customer has entered into a written agreement with Everlaw, in which case such agreement will govern (in either case, the “Agreement”). Any terms used in this Order Form and not defined below will have the meanings given to them in the Agreement. If there is a conflict between the terms of this Order Form and the Agreement or other Order Forms, the terms of this Order Form will control. 2. START DATE; SIGNATURE DATE. The subscription will begin on the Subscription Start Date (the "Start Date") indicated in "Subscription Terms of Service" above. This Order Form is entered into as of the earlier of the Start Date and the date last signed below (the “Signature Date”) between Everlaw and Customer. 3. DRAWDOWN FEE. The Subscription is based on a drawdown model that comes with an up-front Drawdown Fee. Additional fees may be charged if Customer’s Storage Usage exceeds an amount that is greater, when calculated based on the respective combination of Monthly Unit Price for data as further described in "Fee Calculation Basis" and "Billing" in this Order Form, than the Drawdown Fee. Customer will not be entitled to roll over any of its unused Drawdown Fee if Customer’s total Storage Usage over the course of its Subscription is an amount less than the Drawdown Fee. The Drawdown Fee will apply to Customer's Storage Usage fees only. 4. FEE CALCULATION BASIS. Fees for access to the Service are based on the Customer’s Storage Usage. The Storage Usage is calculated on a monthly basis by: (A) summing the number of bytes of data that the Customer has on each of its Databases; and (B) rounding the total sum of the number of bytes to the nearest whole gigabyte. Database storage values will be calculated by summing: (A) the peak Native Data (not including the data sizes associated with the image and text file of a Document generated through the native uploader functionality) usage for the month; and (B) the peak Processed Data usage for the month. Should the data on any respective Database be less than 1 GB, the amount of data will be rounded up to 1 GB if the Customer places any data on the Service. 5. BILLING. The Drawdown Fee is billed upon the Signature Date and is due upon receipt. At the end of each calendar month, Customer’s Storage Usage will be calculated and counted against the Drawdown Fee. Once Customer’s Storage Usage, when calculated based on the respective Monthly Unit Prices described in the above table, exceeds an amount that is greater than the Drawdown Fee during the term of a Subscription, any additional Storage Usage will be calculated monthly and billed monthly in arrears at the Monthly Unit Price described in the above table. 6. SUSPENDED STORAGE. Customer may place Projects in suspended mode, with no Customer access, at any time (“Suspended Storage”). If Customer chooses to place an entire Database, including all of its Projects, in Suspended Storage for an entire calendar month, only then will Customer be billed the reduced Monthly Unit Price for Suspended Data described in the table above for each such month. Unless suspended before the first day of the respective calendar month, any Database in Suspended Storage for a partial month will be billed at the respective Monthly Unit Price for Active Data or Monthly Unit Price for ECA Storage described in the table above. 7. CASE DELETION. Any Projects that remain on the Service during any portion of a calendar month will be included in Customer's Storage Usage totals and respective overage charges for such month, regardless of when such Project is deleted. 8. EARLY CASE ASSESSMENT. Customer may place Case Materials in an early case assessment Project with limited feature functionality (“ECA”) to promote Case Materials to one or more review Projects (“Active Review”). Case Materials uploaded to an ECA Project undergo the full ingestion process (including PDF imaging, OCR and audio transcription) and can be searched for and visualized. However, some features such as annotation, predictive coding, and story-building features, for example, are not available in ECA Projects. Case Materials can be transferred from an ECA Project to one or more Active Review Projects anytime at Customer's discretion. Any ECA Project will be billed at the ECA rate described in the table above and any Active Review Project will be billed at the Active Data rate described in the table above. 9.ECA BILLING. If a Document in a Database is only in an ECA Project, it will be billed on the Monthly Unit Price for ECA Storage. If a Document is in at least one Project in an ECA Database, it will only be billed on the Monthly Unit Price for Active Storage and contribute to the peak active size for the month. No Document will ever be billed on both the Monthly Unit Price for ECA Storage and the Monthly Unit Price for Active Storage at the same time. 10. UNPAID SUBSCRIPTION. Customer acknowledges and agrees that this Service includes an Unpaid Subscription that begins on June 5, 2025 and ends on June 30, 2025. During the period of the Unpaid Subscription, Customer will not be charged for usage. For clarity, the term of any Unpaid Subscription offered under this Order Form will be subject to Section 1.5 of the Terms. The Unpaid Subscription will only apply to new Databases added to the Service during the Unpaid Subscription Period. The person signing this Order Form on behalf of the Customer represents and warrants that they have the legal authority to bind the Customer. AGREED AND ACCEPTED: City of San Rafael EVERLAW, INC. By: [counterpartySignerSignature_h0E0WC5]By: [everlawSignerSignature_6mOIYmM] Name: [counterpartySignerName_whHu1VT]Name: [everlawSignerName_CBXDIur] Title: [counterpartySignerTitle_k7XHe10]Title: [everlawSignerTitle_nWSDGaX] Date: [counterpartySignerDateField_vltPlTR]Date: [everlawSignerDateField_hL9DPWG] Joe Glass (Jun 18, 2025 15:23 PDT) Joe Glass Joe Glass (un 18,20,515: JoeGl as(uJnsJ 1uJsJ 8,2J 05: 3P 05D)0 1 JoeGla s o o  o o JoeGl a s(uJnsJ 1uJsJ 8,uJo 2u,0 5lJlo e: 3 PDTP)) CONTRACT ROUTING FORM INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below. Step RESPONSIBLE DEPARTMENT DESCRIPTION COMPLETED DATE REVIEWER Check/Initial 1 Project Manager a. Email PINS Introductory Notice to Contractor b.Email contract (in Word) and attachments to City Attorney c/o Laraine.Gittens@cityofsanrafael.org N/A 6/11/2025 ☒ ☒ 2 City Attorney a. Review, revise, and comment on draft agreement and return to Project Manager b. Confirm insurance requirements, create Job on PINS, send PINS insurance notice to contractor 6/16/2025 N/A ☒____ ☒____ 3 Department Director Approval of final agreement form to send to contractor 6/18/2025 ☒____ 4 Project Manager Forward three (3) originals of final agreement to contractor for their signature 6/18/2025 ☒ 5 Project Manager When necessary, contractor-signed agreement agendized for City Council approval * *City Council approval required for Professional Services Agreements and purchases of goods and services that exceed $75,000; and for Public Works Contracts that exceed $175,000 Date of City Council approval ☒N/A Or Click here to enter a date. ☒ PRINT CONTINUE ROUTING PROCESS WITH HARD COPY 6 Project Manager Forward signed original agreements to City Attorney with printed copy of this routing form 6/18/2025 LL 7 City Attorney Review and approve hard copy of signed agreement 8 City Attorney Review and approve insurance in PINS , and bonds (for Public Works Contracts) 9 City Manager / Mayor Agreement executed by City Council authorized official 10 City Clerk Attest signatures, retains original agreement and forwards copies to Project Manager TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER: Contracting Department: City Clerk Project Manager: Lindsay Lara Extension: 3065 Contractor Name: Everlaw Contractor’s Contact: Sam McDonogh Contact’s Email: sam.mcdonogh@everlaw.com ☐FPPC: Check if Contractor/Consultant must file Form 700 AV AV AV AV Aaw Aaw Signature: Email: ignat Surear:tnt Emli  Andrea Visveshwara SignaStureuae:SnSE mrleSinSSatn eDiscovery Contract with Everlaw Final Audit Report 2025-06-19 Created:2025-06-18 By:Lindsay Lara (lindsayl@cityofsanrafael.org) Status:Signed Transaction ID:CBJCHBCAABAAY9FrwsdMi-1JPbyIm_C7IPWYm3dKDRcu "eDiscovery Contract with Everlaw" History Document created by Lindsay Lara (lindsayl@cityofsanrafael.org) 2025-06-18 - 10:00:06 PM GMT Document emailed to Andrea Visveshwara (andrea.visveshwara@cityofsanrafael.org) for signature 2025-06-18 - 10:00:10 PM GMT Document emailed to Cristine Alilovich (cristinea@cityofsanrafael.org) for signature 2025-06-18 - 10:00:10 PM GMT Document emailed to joe.glass@everlaw.com for signature 2025-06-18 - 10:00:10 PM GMT Email viewed by Andrea Visveshwara (andrea.visveshwara@cityofsanrafael.org) 2025-06-18 - 10:15:17 PM GMT Document e-signed by Andrea Visveshwara (andrea.visveshwara@cityofsanrafael.org) Signature Date: 2025-06-18 - 10:16:21 PM GMT - Time Source: server Lindsay Lara (lindsayl@cityofsanrafael.org) replaced signer Cristine Alilovich (cristinea@cityofsanrafael.org) with Angela Robinson Pinon (angela.robinsonpinon@cityofsanrafael.org) 2025-06-18 - 10:17:18 PM GMT Document emailed to Angela Robinson Pinon (angela.robinsonpinon@cityofsanrafael.org) for signature 2025-06-18 - 10:17:18 PM GMT Email viewed by joe.glass@everlaw.com 2025-06-18 - 10:22:48 PM GMT Signer joe.glass@everlaw.com entered name at signing as Joe Glass 2025-06-18 - 10:23:26 PM GMT Document e-signed by Joe Glass (joe.glass@everlaw.com) Signature Date: 2025-06-18 - 10:23:28 PM GMT - Time Source: server Email viewed by Angela Robinson Pinon (angela.robinsonpinon@cityofsanrafael.org) 2025-06-19 - 1:30:02 AM GMT Document e-signed by Angela Robinson Pinon (angela.robinsonpinon@cityofsanrafael.org) Signature Date: 2025-06-19 - 1:31:07 AM GMT - Time Source: server Agreement completed. 2025-06-19 - 1:31:07 AM GMT