JOURNALS -2015License

INSTITUTION......

Location......

......

Represented by......

MEMBER OF A CONSORTIUM yes(name: …………………………………)no

SUBSCRIBED PACKAGES & Full Time Equivalent (FTE) (full-time students, teachers and researchers)

Bouquet 1......

Bouquet 2......

See appendix: composition of Packages and categories of people to be respectively taken into consideration.

IP ADDRESSES INVOLVED......

......

......

PERIODfrom ...... to ......

1

PRICE OF THE LICENSE

Package (s)
Annual base price
Total price net of taxes

Terms of payment: 30 days, end of month

Licence can be sent by mail to:

CAIRN France

26 rue Edouard Lockroy

75011 – Paris

FRANCE

Executed in two originals, in ……………………….., on ………………………..

Signature of the Institution’s representative:

  1. DEFINITIONS

The terms set forth below have the following meanings:

“Article”designates any text, Article or portion thereof, graphic, table, image, reproduction, comment, report and any other content in digital format, corresponding to the Articles of journals displayed on the CAIRN Site;

“Bouquet(s)”designates all of the assortment of journals, displayed in full text on the CAIRN Site under this license subscribed by the INSTITUTION. The journals included in the Bouquet(s) is (are) detailed in the Appendix;

“Sites”designates all of the sites of the INSTITUTION, whose IP addresses are exhaustively indicated on individual contracts, and can be changed during the license period upon the INSTITUTION’s request;

“Metadata”designates all of the data relating to the description of the displayed Articles –bibliographic notices and any possible Article abstracts and outlines;

“Secured Network” designates the INSTITUTION’s computer data processing or remote data processing network, wireless or wired, that is accessible to its Users;

“Server”designates the server (s) of CAIRN or any third party (s) designated by CAIRN, on which the Article (s) are stored and from which they are accessible;

“CAIRN Site” designates the site or any other similar website using another URL through which CAIRN provides access to the Articles;

“Authorized User” designates:

-Any full- or part-time student enrolled in the INSTITUTION;

-Any permanent or temporary, statutory or contractual teacher and/or researcher of the INSTITUTION;

- Any member of other categories of the INSTITUTION’s personnel;

- And any registered remote users who have been authenticated via a secure proxy server.

“Walk-in User” designates any visitor to the INSTITUTION or any other user of its library or one of its documentation services;

“Users” designates the Authorized Users and the Walk-in Users combined.

  1. DURATION OF THE LICENSE

The duration, effective date, and termination date of the license are specified on each individual contract.

  1. TERMS AND CONDITIONS OF USE

3.1.CAIRN authorizes the INSTITUTION to:

3.1.1. Permit Authorized Users to consult, download and print the Articles from the Server through the Secured Network, in compliance with all of the terms and conditions set forth in this document;

3.1.2. Import the Metadata and reproduce them in a graphic or digital form for the use of the general public;

3.1.3.Establish links, including deep links, to the CAIRN Site from the INSTITUTION’s Internet site, intranet or extranet;

3.1.4.Provide another library a copy of an individual document belonging to the licenced materials by mail, fax or secure electronic transmission, using Ariel or its equivalent, , exclusively in the context of an Inter Library Loan (ILL),for the purposes of research or private study and not for commercial use. The provision of a digital copy is authorized under the ILL, provided that the INSTITUTION uses technical protective measures limiting the use of the electronic file to a single user and to a single work station.

3.2.The Authorized Users may:

3.2.1.Consult the Articles via the Secured Network from the INSTITUTION’s site and, possibly, by remote means through secure proxy servers;

3.2.2.Download the Articles, without, however, giving the INSTITUTION or its users the possibility of systematically (re)constituting a complete collection of papers or a Bouquet of journals displayed on the CAIRN Site;

3.2.3.Print a Article for their personal use and/or in the context of their teaching or research assignment within the INSTITUTION;

3.2.4.Subscribe to email and RSS alerts proposed on the CAIRN Site;

3.2.5.Set up links, including deep links, toward the Internet site from the INSTITUTION’s Internet site, intranet or extranet, or from their own website (personal website, course website, documentary website, etc.);

3.2.6. Distribute copies of Articles in the form of prints or graphic reproductions to other Users, at the exclusion of any other person, and only in the context of teaching or research assignments of the INSTITUTION. Specifically, this means the distribution of copies to students enrolled in the INSTITUTION’s programs, subject to compliance with the applicable laws regarding reproduction and representation of protected works (especially the Digital Millennium Copyright Act (DMCA) of 1998 or the TEACH Act of 2002) and agreements signed by the INSTITUTION with copyright collecting societies. In any case, such authorization shall not prejudice the normal use of paper copies of journals included in the Bouquet(s);

3.2.7.Publically display the CAIRN Site or Articles in the context of their teaching or research activities within the INSTITUTION.

3.3.The Walk-in Users are authorized to consult, download and print Articles only from the computer equipment located on the INSTITUTION’s premises and from the IP addresses indicated above; remote use by Walk-in Users is not authorized.

3.4.Unless otherwise expressly authorized by CAIRN, in no event shall the INSTITUTION or the Users:

3.4.1.Modify, alter or adapt Articles in whole or in part, or make changes in, or create, abridged versions thereof (except in cases of fair use) in accordance with copyright law. In particular, they shall not eliminate or change the name of authors or any other particulars or reservations of the owners of copyrights incorporated in the Articles;

3.4.2.Make digital copies of Articles other than as specified in the terms and conditions set forth in paragraphs 3.1, 3.2 and 3.3;

3.4.3.Give total or partial access to the Articles outside of the Secured Network, except for the uses specified in paragraphs 3.1, 3.2 and 3.3;

3.4.4.Make the Articles available in whole or in part in exchange for remuneration or direct or indirect economic advantage;

3.4.5.Use trademarks or other logos appearing in the Articles or on the CAIRN Site;

3.4.6.In general, make abusive use of the authorizations specified herein.

4. CAIRN’S OBLIGATIONS

4.1. CAIRN agrees as follows:

4.1.1.During the license period, the INSTITUTION and its Users shall have twenty-four (24) hour access to:

- All Articles that are already published (for the years or journal issues described in the Appendix) as of the effective date of the license specified above,

- Articles that will be published, as soon as possible and at the latest within three (3) months after their paper publication (to the extent that paper versions exist);

4.1.2.CAIRN will do whatever is necessary to ensure that the Server has the power and bandwidth sufficient to handle the INSTITUTION’s use thereof, pursuant to current practices;

4.1.3.CAIRN shall provide the INSTITUTION with prior notice of any service interruption for maintenance;

4.1.4. In the event of an interruption of service for any reason whatsoever, CAIRN shall do whatever is necessary to make the Articles again available to the INSTITUTION and the Users in the shortest possible time;

4.1.5.CAIRN shall provide the INSTITUTION with statistical data regarding the consultations and downloading of Articles by the Users. Such statistics shall be periodically updated, for example, to conform to the specifications of the COUNTER standard.

4.2.Once a year, CAIRN shall provide the INSTITUTION with overall statistics for all of its members. Hence, if the INSTITUTION is a member of the consortium, the statistical data described in paragraph 4.1.5 may be included in the statistics transmitted to the consortium in question.

4.3.For each Bouquet, the service offered involves all of the collections detailed in the Appendix, except for Articles that CAIRN cannot make available for technical reasons or because the necessary authorizations have not been received from the copyright holders.

CAIRN reserves the right to withdraw at any time anArticle for which it no longer owns the distribution rights, or for which there are credible reasons for believing that it is in violation of the law, particularly intellectual property law, or that it contains defamatory material. CAIRN agrees to advise the INSTITUTION of any significant change in its service, such as the addition or removal of journals.

If, during the license period, more than fifteen percent (15%) of the Articles that must comprise the Bouquet(s) described in the Appendix are missing for more than three (3) months, CAIRN shall reimburse the INSTITUTION for the share of the price paid specified above, pro rata of the quantity of Articles absent from the CAIRN Site or withdrawn from it, as well as for the unused subscription period.

  1. OBLIGATIONS OF THE INSTITUTION

5.1The INSTITUTION agrees that only Users are authorized to access the Articles of the Bouquet(s) from its sites under the terms and conditions specified herein. In the event that remote access is authorized (see page 1), the INSTITUTION agrees that such access is reserved only for Authorized Users through a system of individual and personal authentication that is activated when connecting to the network, and periodically thereafter pursuant to methods of currently in practice. This authentication system must also provide access to services and/or content other than electronic documentation services, such as notification of course sessions or tutorial classes, distribution of course media, delivery of completed course work, or consultation of results or administrative documents, etc.

5.2 The INSTITUTION agrees to do whatever is necessary to ensure that Users comply with the terms and conditions specified herein by employing the disciplinary means at its disposal. In the event of unauthorized use, the INSTITUTION shall immediately inform CAIRN and agrees to take all reasonable measures necessary to ensure the cessation of such practices as soon as possible.

5.3. To the extent specified on page 1, the INSTITUTION agrees to maintain, during the entire license period, the number of paper journals contained in a Bouquet subscription that is indicated in the individual contract. This number of separate titles was taken into account in determining the price of the license; multiple subscriptions to the same title are not affected by this provision. The INSTITUTION shall transmit to CAIRN, upon its request, such information as may be required to verify compliance with this obligation.

6. FINANCIAL TERMS

6.1.The price of the license for the “Bouquet(s)” proposed by CAIRN is detailed in the individual licence signed by the INSTITUTION.

6.2.The price of the license has been determined based on the specific number of Authorized Users enrolled in the INSTITUTION subscribing to the Bouquet(s); CAIRN is informed of this number by the INSTITUTION. This number and its breakdown among the various categories of Authorized Users are specified on page 1 of this agreement. If the number of declared Authorized Users is in error in excess of ten percent (10%), CAIRN shall be authorized to revise the price paid by the INSTITUTION.

In the event of a variation during the license period that exceeds twenty percent (20%) of the number of Authorized Users, the INSTITUTION shall advise CAIRN as soon as possible, since such variation may give rise to a revision of the price paid by the INSTITUTION.

6.3.The INSTITUTION agrees to pay CAIRN the price of the license specified on page 2 within thirty (30) days of the end of the month of the date of the invoice. In the event of a default of payment within thirty (30) days after a first written reminder, fixed administrative costs of 200 euros net of taxes, and default interest charged at the legal rate plus 2% may be imposed on the INSTITUTION, without prejudice to CAIRN’s right to suspend the Users access to the CAIRN site pursuant to paragraph 9.

  1. INTELLECTUAL PROPERTY

CAIRN declares that it has obtained the authorization of each publisher of the journals that it distributes to distribute its publication(s) on the CAIRN Site, and to market it (them) in the CAIRN Bouquets.

  1. PERPETUAL ACCESS

As CAIRN is not a publisher, but an aggregator of journals, we depend on publishers’ perpetual access policies. CAIRN does not hold rights for an unlimited period of time and, obviously, we can only be obligated within the limits of those rights.

However CAIRN can agree with the INSTITUTION regarding the following:

-CAIRN will do its best efforts to convince publishers to grant perpetual access after the termination of the agreement

-The price of this right of access shall be 30% of the 2015price paid by the INSTITUTION in question. It will be invoiced once, at the end of 2015or 2016, in case of non-renewal of the licence

-In case some journals are excluded due to the opposition of their publishers or to any other reason beyond CAIRN’s control, the access price shall be reduced in due proportion of the number of titles concerned

-In case this access is obtained through CAIRN’s platform this price will include annual maintenance fees of $300 per year

-CAIRN may propose another platform to access the content acquired by the INSTITUTION whose conditions would be defined with this other platform provider.

  1. GUARANTEES AND LIMITATIONS OF LIABILITY

9.1.Guarantees

CAIRN agrees that it will indemnify and defend the INSTITUTION and the Authorized Users in the event of loss, damage, and expense resulting from an action or claim of a third party that proves that the use of a Article under the conditions described herein infringes its intellectual property rights. If such an action is initiated by a third party, the INSTITUTION agrees to advise CAIRN thereof as soon as possible and to cooperate with CAIRN.

9.2.Limitation of Liability

CAIRN shall not be liable to the INSTITUTION and its Authorized Users for the consequences of an interruption of its service. However, if such interruption is of a length of time equal to 2% of the annual duration of the license, or more than seven (7) days, the duration of the license shall then be extended by a period equal to that of the interruption.

In no circumstance shall CAIRN be held liable toward the INSTITUTION or its Users for any material or non-pecuniary damage, direct or indirect, resulting from the use of its services, such as loss of data or interruption of activity. In the event of a claim, loss or damage due to CAIRN’s failure to meet its obligations specified in this document, CAIRN’s liability shall be limited to the amount of the license paid by the INSTITUTION to CAIRN pursuant to the provisions specified in its individual contract.

  1. SUSPENSION

10.1. If the INSTITUTION has failed to pay the price specified in the individual contract within thirty (30) days after the notice specified in paragraph 6.3 above, CAIRN may suspend access to the Bouquet(s) from the INSTITUTION’s IP addresses, subject to having informed the latter of such suspension in advance.

Such a suspension of service does not provide a basis for a reduction of the price specified on page 2, for elimination of the indemnifications and interest specified in paragraph 6.3 above, or for any particular extension of the license.

10.2. In the event of unauthorized use, particularly a use that is contrary to the provisions specified in paragraph 3.4, CAIRN reserves the right to suspend access to the Bouquet(s) for the INSTITUTION or for the IP addresses of which the unauthorized use was made, without payment of any indemnification to the INSTITUTION. CAIRN also reserves the right to request the INSTITUTION to make all reasonable efforts to destroy, or have its Users destroy, as soon as possible the copies of Articles that were made in breach of the provisions specified in this document.

  1. RENEWAL OR TERMINATION OF THE LICENSE

11.1. Three (3) months prior to expiration of the license specified in the individual contract, the CAIRN and the INSTITUTION agree to consult with each other to determine the terms and conditions of its renewal. If necessary, they shall revise the data appearing in the individual contracts, which includes the list of Bouquet(s), their composition, the categories and number of Authorized Users, the terms and conditions of access and the list of IP Addresses involved.

11.2. Upon expiration of the license, the INSTITUTION remains bound by its legal obligations regarding intellectual property, such as the prohibition from making and distributing copies of Articles, in compliance with paragraph 5.2. The guarantees and limitations of liability specified above also remain applicable.

  1. GENERAL PROVISIONS

12.1. This document constitutes the entire agreement entered into between CAIRN and the INSTITUTION, to the exclusion of any other document. It shall be modified only by means of an amendment.

12.2. CAIRN may temporarily or definitively transfer or grant to a third party all or part of the rights set forth hereinabove, provided that this third party agrees to meet the obligations resulting therefrom, and that such a transfer is not of such a nature as to compromise the INSTITUTION’s non-pecuniary or material interests.

This document is not concluded specifically regarding the person of either party (it is not « intuitu personae »); therefore, the rights and obligations resulting hereunder may be transferred to any natural person or legal entity that might be the successor of either of the parties.