Licence Agreement for Stockton Online

Licence Agreement for Stockton Online

This document describes the terms and conditions under which we will provide you with access to Stockton Online. This should be completed by all online institutional subscribers whether or not you wish to give access to more than one user.

1	INTERPRETATION

1.1 In this agreement the following meanings shall apply:

"Authorised User" means the person or persons authorised by you to use the Service (being your pupils, faculty members and employed staff in the case of schools; your full or part-time students, faculty or department members, administrators and employed staff in the case of Universities, all users of the library in the case of university libraries)

"Commencement Date" means the date of signature of the agreement/or the date of publication of the first issue of the year whichever is the latest;

"Content" means the contents of [insert journal title] in Stockton Online such as tables of content, text and graphics; information, photos and other material available through the Service;

"Customer support" means the technical help form and email support, described in the Schedule;

"Library" means the libraries with which you have a reciprocal relationship being in the case of Universities other University libraries;

"Stockton Online" means the electronic online service which hosts [insert journal title(s)] online, made available on the World Wide Web at http://www.stockton-press.co.uk;

"Service" means access to [insert journal title(s)] in Stockton Online provided by us;

"Renewal Date" means 00.00GMT one year less one day after the Commencement Date;

"Terms" means the terms and conditions of this Agreement;

"User Agreement" means the terms and conditions under which Authorised Users may use this service;

"We and Us" means Macmillan Press Limited whose registered office is at Houndmills, Basingstoke, Hampshire, RG21 6XS, UK;

"You" means the customer we make the agreement with;

2 TERMS OF LICENCE

2.1 We grant you a non-exclusive, non-transferable right and licence to allow Authorised Users to use the Service on these Terms

2.2 You agree that the Service shall only be used by Authorised Users:

for research, scholarly or scientific study;
to search Content and display it on screen;
to print out hard copies for the purpose of paragraph 2.2(a) and up to 30 copies of an article for group or classroom use;
to save Content for up to (6) days onto any digital information storage media, including, but not limited to, system servers, hard disks, diskettes and back up tapes for the purposes specified in paragraph 2.2(a);
to use Content for the purpose of review or comment, provided that [Journal Title] is acknowledged as the original source with the words "Used with permission from Stockton Online © Macmillan Publishers Limited".

2.3 Any number of Authorised Users may use the Service concurrently from computers and terminals designated by you ("Designated Workstations") and which are connected to a secure electronic communication network located in the buildings owned, operated or occupied by you ("Facilities"). You agree to provide us with the IP addresses of these Designated Workstations and to notify us as soon as you reasonably can of any changes to them. Authorised Users of the service may access the service remotely, provided that all reasonable steps are taken to ensure the security of the service from non-Authorised Users. Walk-in users of a library may use the Service only from Designated Workstations within the library.

2.4 During the term of this licence you will have access to all content available for this journal, including previous years if available. Access terminates at the end of your subscription and it is therefore recommended that you consider taking a print copy for archiving purposes.

3 PROVISION OF THE SERVICE

3.1 We agree to provide Authorised Users with the Service in accordance with these Terms.

3.2 We cannot guarantee that the Service will never be faulty but we will correct reported faults as soon as we reasonably can. If a fault occurs, you should report the fault by telephone, electronic mail or in writing to customer support.

3.3 The Service is provided by a telecommunications connection to the World Wide Web. You are responsible for the provision of and payment for telecommunication services necessary for connection to the World Wide Web. In no circumstances will we be able to issue credits or refunds against charges you incur for such telecommunication services or those incurred contacting customer support. You accept that we have no control over such telecommunication services and that we shall have no liability to you for the acts or omissions of providers of telecommunication services or for faults in or failure of their apparatus.

3.4 We may temporarily suspend the whole or part of any part of the Service for any reason at our sole discretion. We may, but shall not be obliged to, give you as much notice as is reasonably practicable. We will restore the Service as soon as is reasonably practicable after temporary suspension. In accordance with paragraph 10 below we shall not be liable to you for any loss which you may incur as a result of such suspension or delay.

3.5 We may vary the technical specification of the Service from time to time.

4 YOUR RESPONSIBILITIES

4.1 You shall use all reasonable efforts to make Authorised Users aware of and compliant with paragraphs 2.2 and 5 to 7 (inclusive) of this Agreement and with the terms and conditions of the User Agreement. If Stockton Online identifies an abuse of the terms of this licence you undertake to take all reasonable steps to discover the cause and stop the breach.

4.2 You are responsible for providing a suitable computer, modem and any other items of hardware, software or communication equipment necessary to enable Authorised Users to use the Service.

4.3 You undertake not to disclose to third parties any confidential information relating to this agreement or our business affairs.

4.4 You agree to register the IP addresses of Designated Workstations with the Internet Assigned Numbers Authority and to inform us of any changes to these IP addresses or you will notify us of the domain name of your site.

5 RESTRICTIONS ON USE OF THE SERVICE

Except to the extent as permitted under paragraph 2.2 you may not:

transmit Content (including print-outs) by any means to persons other than Authorised Users ("Authorised Persons").
subject to paragraph 2.2 (c) sell, rent, transfer or loan Content, or use Content (including stored copies and print outs) for any commercial purposes without our prior written permission;
make Content available on electronic bulletin boards, news groups or any other means of posting information on the Internet without our prior written permission;
create a compilation of Content or print out more than 30 copies of Stockton Online articles without our prior written permission;
remove our copyright notice from any Content;
subject to paragraph 2.2 (c) use Content to create any derivative work, product or service, or merge Content with any other product database or service;
alter, amend, modify, or change Stockton Online;
transmit Content to another Library
undertake any activity which may have a damaging effect on our ability to achieve revenue through selling and marketing the Service.

6 INTELLECTUAL PROPERTY

6.1     The Content is our property or the property of our licensers and is protected by copyright and other intellectual property rights (including database rights) ("IPRs"). We reserve all IPRs not specifically granted to you by us.

6.2     We assert our moral rights in Stockton Online under the Copyright, Designs and Patents Act 1988.

6.3     You may request permission to reproduce Content from the Service by sending an e-mail to t.noel@nature.com at Stockton Press, Houndmills, Basingstoke, Hants RG21 6XS, UK. Tel: + 44 (0) 12556 329242. Fax: + 44 (0) 1256 018354.

7 SECURITY

7.1 You agree to take all reasonable security measures to prevent Unauthorised Persons from using the Service. Such steps shall be at least of the same quality and sophistication as you use to protect your own IPRs from unauthorised use, and shall include, but not be limited to, disclosing Passwords only to Authorised Users.

8 FEES AND PAYMENTS

8.1 Subscription fees exclusive of Value Added Tax (where applicable) are payable within 30 days of the Commencement Date.

8.2 You will receive no later than 30 days before the Renewal Date an invoice from us for subscription fees for renewal of the Agreement (these fees to be agreed by you). If you do not pay the fees by the Renewal Date, we will assume that you have ended the Agreement and withdraw the Service from you.

9 TERMINATION

9.1 In addition to anything else we can do, we can suspend the provision of the Service to you and/or to end this Agreement with immediate effect on giving you notice if:

any breach of the terms of this Agreement are not corrected within 30 days from the notification to you of such a breach; or
any fees payable under paragraph 8.1 are unpaid or not honoured by your bank or credit card company; or
you are unable to pay your debts within the meaning of Section 123 of the Insolvency Act 1986, or a petition for a winding-up is presented (other than for the purposes of reconstruction or amalgamation), or if a trustee, administrator, liquidator, receiver or administrative receiver is appointed, or if you otherwise enter into any composition or arrangement with your creditors, or cease or threaten to cease to carry on business.

9.2 If we terminate the Agreement pursuant to paragraph 9.1 we will not refund the fees payable under paragraph 8.1. However, if we terminate this Agreement other than under paragraph 9.1 or as a result of your breaching the Terms, we will repay or credit the appropriate proportion of any fees for the Service which you have paid in advance for a period ending after the notice expires provided you comply with paragraph 9.8.

9.3 If we delay in acting upon a breach of this Agreement by you, that delay will not be regarded as a waiver of the breach. If we do waive a breach of this Agreement by you, that waiver is limited to the particular breach.

9.4 If we suspend the Service for breach of any of paragraphs 5 to 7 (inclusive), we will not restore it until we receive any acceptable assurance from you that there will be no further breach.

9.5 At any time after the provision of the Service has commenced under this Agreement, it may be ended by either party giving 30 days' written notice to the other.

9.6 If you give notice to us, and this notice is not as a result of our varying the Agreement under paragraphs 8.1 or 13.1 we will not refund the fees payable under paragraph 8.1.

9.7 Upon termination of this Agreement for any reason, any Term which is expressed to continue in force after termination or expiry shall continue in full force and effect, but except in respect of any accrued rights, neither party shall be under further obligation to the other.

10 WARRANTY AND LIMITATION OF LIABILITY

10.1 We represent and warrant that we have the right and authority to provide the Service under the Terms and that, to the best of our knowledge, Content does not infringe upon any copyright, patent, trade secret or other proprietary right of any third party.

10.2 You agree that in performing any obligation under this Agreement, our duty is only to exercise the reasonable care and skill of a competent Internet content provider. We do not give any other warranty or assurance as to the Content and you agree that, to the full extent permissible by law, we shall not be liable to you for any damages or losses however arising in connection with your use of the Content.

10.3 We accept no liability for death or personal injury caused by our negligence.

10.4 Subject to 10.3 we accept no liability for loss of business revenue or profits, anticipated savings or wasted expenditure, corruption or destruction of data or for any other kind of indirect or consequential loss, and you acknowledge that our liability to you for any other loss in connection with this Agreement whether arising on contract, tort or otherwise, will not exceed the fee payable under paragraph 8.1.

10.5 This paragraph shall survive the Renewal Date without prejudice to other remedies.

11 FORCE MAJEURE

11.1 We shall not be liable for any breach of its obligation under this Agreement resulting from causes beyond its reasonable control provided the breach concerned could not have been prevented or overcome by us acting and having acted reasonably and prudently.

12 INDEMNITY

12.1 You shall be responsible for any claims or legal proceedings arising from any misuse of the Service under this Agreement, whether authorised by you or not, (including, but not limited to claims in respect of breach of copyright or other infringements of our Intellectual Property Rights) which are brought against you by third parties.

12.2 This paragraph shall survive the Renewal Date without prejudice to other remedies.

13 VARIATION OF TERMS

13.1 We may modify the Agreement at any time, such modifications becoming effective immediately upon either posting of the modified Agreement on the Service or notification to you. By continuing to use the Service following any such modification you will be deemed to accept such modification.

14 ASSIGNMENT

14.1 We may transfer to a third party (in whole or in part), charge or sub-contract this Agreement without your prior written consent.

14.2 You are not allowed to transfer or attempt to transfer the Agreement in whole or in part to a third party without our prior written consent.

15 NOTICES

15.1 Notices given under the Agreement may be given by us to you online through the Service or in writing and by you to us in writing to the Company Secretary, Macmillan Publishers Limited, Houndmills, Basingstoke, Hampshire RG21 6XS.

15.2 Unless agreed otherwise a notice will be deemed given, if sent by letter on the third working day after the date of posting, and if delivered or sent by facsimile during working hours, when left at the relevant address or transmitted (as applicable) and otherwise on the next working day.

16 LAW/JURISDICTION

16.1 The Agreement is governed by English Law and you and we submit to the non-exclusive jurisdiction of the English courts.

Signed ...................................................... .................

...................................................... .....................................
(PRINT NAME IN CAPITALS)

For ...................................................... ............................
(NAME OF INSTITUTION)

ADDRESS OF INSTITUTION

...................................................... ......................

...................................................... ......................

Date ....... (DAY) .......... (MONTH) ......... (YEAR)

Please sign and date this agreement and either post or fax it to:
Nature Publishing Group Specialist Journals
Houndmills
Basingstoke
Hants RG21 6XS

Tel: +44 (0) 1256 329242
Fax: + 44 (0) 1256 328339

SCHEDULE

Customer support

Customer support is available on the site by accessing our technical help page, online customer support or checking our frequently asked questions page.

Last updated 1/10/99

"Authorised User"		means the person or persons authorised by you to use the Service (being your pupils, faculty members and employed staff in the case of schools; your full or part-time students, faculty or department members, administrators and employed staff in the case of Universities, all users of the library in the case of university libraries)
"Commencement Date"		means the date of signature of the agreement/or the date of publication of the first issue of the year whichever is the latest;
"Content"		means the contents of [insert journal title] in Stockton Online such as tables of content, text and graphics; information, photos and other material available through the Service;
"Customer support"		means the technical help form and email support, described in the Schedule;
"Library"		means the libraries with which you have a reciprocal relationship being in the case of Universities other University libraries;
"Stockton Online"		means the electronic online service which hosts [insert journal title(s)] online, made available on the World Wide Web at http://www.stockton-press.co.uk;
"Service"		means access to [insert journal title(s)] in Stockton Online provided by us;
"Renewal Date"		means 00.00GMT one year less one day after the Commencement Date;
"Terms"		means the terms and conditions of this Agreement;
"User Agreement"		means the terms and conditions under which Authorised Users may use this service;
"We and Us"		means Macmillan Press Limited whose registered office is at Houndmills, Basingstoke, Hampshire, RG21 6XS, UK;
"You"		means the customer we make the agreement with;

2.1	We grant you a non-exclusive, non-transferable right and licence to allow Authorised Users to use the Service on these Terms
2.2	You agree that the Service shall only be used by Authorised Users:
	for research, scholarly or scientific study; to search Content and display it on screen; to print out hard copies for the purpose of paragraph 2.2(a) and up to 30 copies of an article for group or classroom use; to save Content for up to (6) days onto any digital information storage media, including, but not limited to, system servers, hard disks, diskettes and back up tapes for the purposes specified in paragraph 2.2(a); to use Content for the purpose of review or comment, provided that [Journal Title] is acknowledged as the original source with the words "Used with permission from Stockton Online © Macmillan Publishers Limited".
2.3	Any number of Authorised Users may use the Service concurrently from computers and terminals designated by you ("Designated Workstations") and which are connected to a secure electronic communication network located in the buildings owned, operated or occupied by you ("Facilities"). You agree to provide us with the IP addresses of these Designated Workstations and to notify us as soon as you reasonably can of any changes to them. Authorised Users of the service may access the service remotely, provided that all reasonable steps are taken to ensure the security of the service from non-Authorised Users. Walk-in users of a library may use the Service only from Designated Workstations within the library.
2.4	During the term of this licence you will have access to all content available for this journal, including previous years if available. Access terminates at the end of your subscription and it is therefore recommended that you consider taking a print copy for archiving purposes.

3.1	We agree to provide Authorised Users with the Service in accordance with these Terms.
3.2	We cannot guarantee that the Service will never be faulty but we will correct reported faults as soon as we reasonably can. If a fault occurs, you should report the fault by telephone, electronic mail or in writing to customer support.
3.3	The Service is provided by a telecommunications connection to the World Wide Web. You are responsible for the provision of and payment for telecommunication services necessary for connection to the World Wide Web. In no circumstances will we be able to issue credits or refunds against charges you incur for such telecommunication services or those incurred contacting customer support. You accept that we have no control over such telecommunication services and that we shall have no liability to you for the acts or omissions of providers of telecommunication services or for faults in or failure of their apparatus.
3.4	We may temporarily suspend the whole or part of any part of the Service for any reason at our sole discretion. We may, but shall not be obliged to, give you as much notice as is reasonably practicable. We will restore the Service as soon as is reasonably practicable after temporary suspension. In accordance with paragraph 10 below we shall not be liable to you for any loss which you may incur as a result of such suspension or delay.
3.5	We may vary the technical specification of the Service from time to time.

6.1	The Content is our property or the property of our licensers and is protected by copyright and other intellectual property rights (including database rights) ("IPRs"). We reserve all IPRs not specifically granted to you by us.
6.2	We assert our moral rights in Stockton Online under the Copyright, Designs and Patents Act 1988.
6.3	You may request permission to reproduce Content from the Service by sending an e-mail to t.noel@nature.com at Stockton Press, Houndmills, Basingstoke, Hants RG21 6XS, UK. Tel: + 44 (0) 12556 329242. Fax: + 44 (0) 1256 018354.