Licence Terms Document - JISC Collections

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Nov 15, 2013 (3 years and 8 months ago)

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IOP
Journals A
rchive
1999
-
2006 licence






DATED



200
9









IOP PUBLISHING LIMITED


-
and
-



[INSTITUTION
]





________________________________________


IOP JOURNALS ARCHIVE (1999

2006)
LICENCE AGREEMENT


___________________________


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-
2006 licence

2

IOP JOURNALS ARCHIVE

(1999


2006
)
LICENCE AGREEMENT



THIS AGREEMENT is made



day of




200
9

BETWEEN:

IOP PUBLISHING LIMITED
, a company having registered number
467514

and having its
registered office at
Dirac House, Temple Back, Bristol, BS1 6BE

("Publisher").


AND

[INSTITUTION insert

full contractual name
]
of [
full address
] ("Institution").


RECITALS

WHEREAS

the IOP Journals Archive (1999

2006) is the Publisher’s digitized archive covering the
years 1999
-
2006 inclusive;


WHEREAS

the IOP Journals Archive

(1999

2006)
and all Intellectua
l Property Rights (as hereafter
defined) therein are owned by or licensed to the Publisher;


AND WHEREAS

JISC Collections is a company limited by guarantee set up in 2006 by the UK funding
bodies to (1) carry on from the UK funding bodies all or any of the

businesses of establishing, managing
and providing access to the UK learning community and to acquire and grant licences for access and use
of learning material for the advancement and benefit of the UK learning community; and (2) acquire and
grant licenc
es for access and use of electronic resources for the community of bodies and institutions
engaged in the provision or support of education, learning and/or research in the UK and elsewhere in the
world;

AND WHEREAS

the Publisher has agreed with JISC Colle
ctions in the

IOP Journals Archive (1999

2006)
Agreement between JISC Collections and the Publisher to use this Agreement as the model for
any agreement between the Publisher and a subscribing institution in relation to the offer agreed between
JISC Collec
tions and the Publisher as attached to this Agreement in Annex 1;

AND WHEREAS

the parties are desirous of reaching agreement to make access to

the

IOP Journals
Archive (1999

2006)

available to the Institution and its users on terms and conditions as set ou
t in this
Agreement.

IT IS AGREED AS FOLLOWS:

1.

DEFINITIONS

1.1

In this Agreement, the following expressions shall have the following meanings:






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"Access Fee"


means the fee for access and use of the Licensed Material via
the Publisher’s platform or vi
a a third party appointed by the
Publisher as set out in Schedule 1.

"Authorised Users"

means individuals who are authorised by the Institution to
access the Institution’s information services whether on
-
site or
off site via Secure Authentication and who
are affiliated to the
Institution as a current student (including but not limited to
undergraduates and postgraduates) member of staff (whether
on a permanent or a temporary basis including retired members
of staff and any teacher who teaches Authorised Us
ers in the
United Kingdom) or contractor of the Institution. Persons who
are not a current student, member of staff or a contractor of the
Institution, but who are permitted to access the Institution’s
information services from computer terminals or otherw
ise
within the physical premises of the Institution ["Walk
-
In Users"]
are also deemed to be Authorised Users, only for the time they
are within the physical premises of the Institution. Walk
-
In Users
may not be given means to access the Licensed Material w
hen
they are not within the physical premises of the Institution. For
the avoidance of doubt, Walk
-
In Users may not be given access
to the Licensed Material by any wireless network provided by
the Institution unless such network is a Secure Network.

"Cont
ent and Licence
Fee"


means the fee for the purchase of the content of the Licensed
Material and the perpetual licence for access and use of such
content via local or third party mounting.

"Commercial Use"

means use of the Licensed Material for the purpos
e of monetary
reward (whether by or for the Institution or an Authorised User)
by means of the sale, resale, loan, transfer, hire
, inclusion in a
document delivery service

or other form of exploitation of the
Licensed Material.

For the avoidance of doubt,
neither the
recovery of direct cost by the Institution from Authorised Users,
nor use by the Institution or Authorised Users of the Licensed
Material in the course of research funded by a commercial
organisation is deemed to constitute Commercial Use
.

"De
livery Date"


Means the date six weeks after the Effective Date or such
earlier date as the parties may agree for the delivery of the
Licensed Material pursuant to Clause 7.1.

"Educational Purposes"


means for the purpose of education, teaching, distance

learning

in the UK only
, private study and/or research.

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"Effective Date"

means the date when both parties have signed this Agreement.

"Fee"

means the fee as set out in Schedule 1.

"HEFCE"

means the Higher Education Funding Council for England.

"Intel
lectual Property
Rights"

means patents, trademarks, trade names, design rights,
copyright (including rights in computer software and moral
rights), database rights, rights in know
-
how and other
intellectual property rights, in each case whether registered
or
unregistered and including applications for the grant of any of
the foregoing and all rights or forms of protection having
equivalent or similar effect to any of the foregoing which may
subsist anywhere in the world.

"JORUM Repository"


means the centr
al repository of learning and teaching
material

funded by the UK funding bodies.

"Licensed Material"

means the
material

licensed in this Agreement known to the
parties as
the

IOP Journals Archive (1999
-

2006)

as further
described in Schedule 2.



"Offer"


means the offer as agreed between JISC Collections and the
Publisher in the
IOP Journals Archive (1999
-
2006)

Agreement
which is attached in Annex 1 hereto.


"Secure Authentication"




means access to the Licensed Material by Athens
authentication or Se
curity Assertion Mark
-
up Language (SAML)
technology based authentication, Internet Protocol (“IP”)
ranges or by another means of authentication agreed in writing
between the Publisher and the Institution from time to time.


"Secure Network"

means a netw
ork which is only accessible by Secure
Authentication.


1.2

Headings contained in this Agreement are for reference purposes only and shall not be deemed
to be an indication of the meaning of the clause to which they relate.

1.3

Where the context so implie
s, words importing the singular number shall include the plural and
vice versa and words importing the masculine shall include the feminine and vice versa.


2.

AGREEMENT


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2.1

By means of this Agreement the Publisher agrees (a) to provide the Institution w
ith a copy of the
Licensed Material as provided for in Clause 6; (b) to grant the Institution the licences to the
Licensed Material on the terms set out in Clause 3; (c) to provide on
-
line access and allow on
-
line
use of the Licensed Material by Authorised

Users upon payment of an Access Free by the
Institution;.


2.2

In consideration for receipt of the Licensed Material and the Publisher’s licensing of the Licensed
Material pursuant to Clause 3, the Institution undertakes to pay to the Publisher the Fee(s)

in
accordance with the provisions of Schedule 1.



3.

LICENCE GRANT


3.1

The Publisher hereby grants to the Institution upon payment of the Content and Licence Fee a
perpetual irrevocable non
-
exclusive licence:


a) to mount the Licensed Material, to c
ommunicate the Licensed Material
to Authorised Users
via
a Secure Network, to make the Licensed Material available

to Authorised Users
, to use and allow
Authorised Users to access and use the Licensed Material all in accordance with the terms and
condition
s of this Agreement.

b) to make available the Licensed Material to Authorised Users through any un
-
networked
electronic means

(
e.g. FTP, CD
-
Rom) for use in accordance with the terms and conditions
consistent with this Agreement.

3.2

The Publisher hereby gr
ants to the Institution upon payment of the Access Fee a non
-
exclusive
licence to access the Licensed Material on
-
line via the Publisher’s platform or via a third party’s
platform on behalf of the Publisher and use the Licensed Material in accordance with
the terms
and conditions of this Agreement

3.3

The Publisher hereby grants to the Institution the right to appoint third parties to act on behalf of
the Institution to mount the Licensed Material, to communicate the Licensed Material via a Secure
Network,

to make the Licensed Material available and to provide access to the Licensed Material
in accordance with this Agreement so as to enable the Institution to exercise its rights under
Clause 3.1. This arrangement shall be subject to an agreement between the

Institution and the
third party which is consistent with the terms of this Agreement where relevant.


4.

USE OF THE LICENSED MATERIAL

4.1

Throughout the term of this Agreement, the Institution may for Educational Purposes only:


4.1.1

mount the Licensed M
aterial on a stand
-
alone and/or a Secure Network or appoint a third
party to do this on its behalf, communicate, make available and provide access via a
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Secure Network to Authorised Users
all
in accordance with this Agreement. The right in
this Clause 4.1.
1 includes the right to link the Licensed Material to a search engine or
other facility developed to enable Authorised Users to undertake full cross searching of
the Licensed Material and the use of the Licensed Material as necessary for the
development of

such a search engine or facility;


4.1.2

make such copies or re
-
format the Licensed Material in any way to ensure its future
preservation and accessibility in accordance with this Agreement;


4.1.3

access the Licensed Material and allow Authorised Users t
o access the Licensed
Material via the Publishers’ platform if so requested and upon payment of the Access Fee
to the Publisher. The access and use of the Licensed Material shall be in accordance
with this Agreement.


4.1.4

make such temporary local elect
ronic copies of all or part of the Licensed Material as are
necessary to ensure efficient use by Authorised Users, provided that such use is subject
to all the terms and conditions of this Agreement;


4.1.5

allow Authorised Users to access the Licensed Mat
erial by Secure Authentication in order
to search, retrieve, display and view, and otherwise use portions thereof

for their personal
use
;


4.1.6

allow Authorised Users to electronically save parts of the Licensed Material

for their
personal use
;

4.1.7

allo
w Authorised Users to print out copies of parts of the Licensed Material

for their
personal use
;


4.1.8

provide single printed or electronic copies of parts of the Licensed Material at the request
of individual Authorised Users;



4.1.9

supply to an author
ised user of another library
in the UK
(whether by post, fax or secure
electronic transmission, using Ariel software or its equivalent, whereby the electronic file
is deleted immediately after printing)
for the purpose of non
-
commercial research or
private

study
a single paper copy of an electronic original of parts of the Licensed
Material;



4.1.10

incorporate parts of the Licensed Material
(excluding whole issues)
for use by Authorised
Users in printed and electronic course packs, study packs, resource
lists and in any other
material (including but not limited to multi
-
media works) to be used in the course of
instruction and/or in virtual and managed environments (including but not limited to virtual
learning environments, managed learning environments,
virtual research environments
and library environments) hosted on a Secure Network. Each item shall carry appropriate
acknowledgement of the source, listing title and copyright owner. Course packs in non
-
electronic non
-
print perceptible form, such as Brail
le, may also be offered to Authorised
Users;



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4.1.11

allow Authorised Users to incorporate parts of the Licensed Material
(excluding whole
issues)
in printed or electronic form in assignments and portfolios, theses and in
dissertations (“the Academic Work
s”), including reproductions of the Academic Works for
personal use and library deposit, if such use conforms to the customary and usual
practice of the Institution provided that by so doing parts of the Licensed Material will not
be accessible to persons
who are not Authorised Users

except that reproductions in
printed or electronic form of Academic Works may be provided to sponsors of such
Academic Works. Each item shall carry appropriate acknowledgement of the source,
listing title and copyright owner;



4.1.12

display, download and print parts of the Licensed Material for the purpose of promotion of
the Licensed Material, testing of the Licensed Material, or for training Authorised Users;


4.1.13

publicly display or publicly perform parts of the License
d Material as part of a
presentation at a seminar, conference, or workshop, or other such similar activity;


4.1.14

make such copies of training material and network such training material as may be
required for the purpose of using the Licensed Material
in accordance with this
Agreement; and


4.1.15

deposit in perpetuity the learning and teaching objects as referred to in Clause 4.1.10 in
electronic repositories operated by the Institution on a Secure Network and in the
JORUM Repository. The access and use of su
ch learning and teaching objects shall be
governed by the terms and conditions of the applicable repository.


4.1.1
6

s
ave and/or deposit in perpetuity articles forming part of the Licensed Material in
electronic repositories operated by the Licensee on a S
ecure Network where an author
worked when the research for the article was carried out and /or by an Authorised User
who is a named author of such article on his/ her personal web site. Access to and use of
such repositories shall be limited to Authorised
Users and the UK funding bodies. If
possible there should be citation information and best efforts must be used to include a
link to the on
-
line abstract in the journal in which the article was published. Additionally,
the final published version of the
article may not be used, only a named author’s own
format (which may include amendments made following peer review); and


4.1.1
7

not prior to 12 months after publication by the Publisher save and/or deposit in perpetuity
articles forming part of the Licens
ed Material of which they are the authors on any
network including networks open to the public and to communicate to the public such
articles via any electronic network, including without limitation the Internet and the World
Wide Web, and any other distri
bution medium now in existence or hereinafter created but
not on a third party publisher network. . If possible there should be citation information
and best efforts must be used to include a link to the on
-
line abstract in the journal in
which the articl
e was published. Additionally, the final published version of the article
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may not be used, only a named author’s own format (which may include amendments
made following peer review);


4.2

This Agreement shall be deemed to complement and extend the rights
of the Institution and
Authorised Users under the Copyright, Designs and Patents Act 1988 and the Copyright (Visually
Impaired Persons) Act 2002 and nothing in this Licence shall constitute a waiver of any statutory
rights held by the Institution and Autho
rised Users from time to time under these Acts or any
amending legislation.


5.

RESTRICTIONS

5.1

Save as provided herein, the Institution and Authorised Users may not:

5.1.1

sell or resell the Licensed Material unless the Institution or an Authorised User
has been granted prior written consent by the Publisher to do so;

5.1.2

remove, obscure or modify copyright notices, text acknowledging or other means
of identification or disclaimers as they appear;

5.1.3

a
lter, adapt or modify the Licensed Material, exce
pt to the extent necessary to
make it perceptible on a computer screen, or as otherwise permitted in this
Agreement. For the avoidance of doubt, no alteration of the words or their order
is permitted;


5.1.4

display or distribute any part of the Licensed
Material on any electronic network,
including without limitation the Internet and the World Wide Web, and any other
distribution medium now in existence or hereinafter created, other than by a
Secure Network;

5.1.5

use all or any part of the Licensed Mater
ial for any Commercial Use or for any
purpose other than Educational Purposes
; or

5.1.6

systematically distribute the whole or part of the Licensed Material to anyone
other than an Authorised User; or publish, distribute or make available the
Licensed Mate
rial or works which combine with it with any other material
other than in course packs.

5.2

This Clause 5 shall survive termination of this Agreement for any reason.


5.3

Save as provided herein, neither the Licensee nor Authorised Users may systematically

make
print or electronic copies of multiple extracts of the Licensed Material.


5.4

Save as provided herein, neither the Licensee nor Authorised Users may provide, by electronic
means, to a user at another library or elsewhere, a retained electronic copy
of any part of the Licensed
Material.


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6.

RESPONSIBILITIES OF THE INSTITUTION

6.1

The Institution will:


6.1.1

issue passwords or other access information only to Authorised Users and use all
reasonable efforts to ensure that Authorised Users do not divulg
e their passwords or
other access information to any third party;

6.1.2

use all reasonable efforts to ensure that only Authorised Users are permitted access to
the Licensed Material;

6.1.3

use all reasonable efforts to ensure that all Authorised Users are
made aware of and
undertake to abide by the terms of this Agreement;

6.1.4

use all reasonable efforts to monitor compliance and notify the Publisher immediately and
provide full particulars on becoming aware of any of the following

(a) any unauthorised
ac
cess to or
use of
the Licensed Material or unauthorised use of
any of the Institution's
password(s); or

(b) any breach by an Authorised User of the terms of this Agreement.
Upon becoming aware of any breach of the terms of this Agreement the Institution fu
rther
agrees promptly to fully investigate and initiate disciplinary procedures in accordance with
the Institution's standard practice and use all reasonable effort to ensure that such
activity ceases and to prevent any recurrence;

6.1.5

comply with all c
omputer security procedures required by Publisher and take all
reasonable steps to ensure the security of the Licensed Material; and

6.1.6

provide lists of valid IP addresses to the Publisher and update those lists on a regular
basis the frequency of which

will be agreed by the parties from time to time.



7.

RESPONSIBILITIES OF PUBLISHER

7.1

The Publisher agrees to provide the Institution on or before the Delivery Date with 1 complete
copy of the Licensed Material on SDLT which shall be accompanied by such

instructions as the
Institution will reasonably require to facilitate access to the Licensed Material.
On receipt of the
SDLT pursuant to this Clause 7.1, the Institution shall notify the Publisher of that receipt and shall
confirm to the Publisher whethe
r the SDLT contains content of a size and nature which appears
consistent with that of the Licensed Material, provided always that such confirmation as to the
size and nature shall on no account prejudice the Institution’s right to assert that the Publishe
r
has failed to fully comply with its obligation under this Clause 7.1. to a complete copy of the
Licensed Material to the Institution.


7.2

Upon payment of the Access Fee, the Publisher shall ensure access and use of the Licensed
Material via its platform

or a third party platform on its behalf in accordance with the provisions as
laid down in this Agreement.

7.3

The Publisher shall cause product support to be provided to the Institution and to Authorised
Users.

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8.

USAGE DATA


8.1

The parties shall co
-
op
erate in gathering any data on usage of the Licensed Material that is
available to them during the term of this Agreement, and shall provide such data to each other
upon request. Notwithstanding the foregoing, the parties shall neither assemble nor provide

data
from which an individual user could be identified.


9.

FEE


9.1

The Institution will pay the Fee(s) to the Publisher for the rights granted to the Licensed Material
in the amount and upon terms as set out in Schedule 1.


10.

TERM AND TERMINATION

10.1

This Agreement commences on the Effective Date and, subject to the following sentence, will
remain in full force and effect in perpetuity. For the avoidance of doubt,

the parties agree that: (1)
the Institution will be irrevocably entitled to retain the L
icensed Material for which the Institution
has paid the Content and Licence Fee (as defined in Schedule 1) in perpetuity; and (2), subject
only to Clause 10.2, the licences granted by the Publisher to the Institution in Clause 3
irrevocable and will surviv
e any termination of this Agreement.

10.2

The licences under this Agreement may be terminated by the Publisher giving notice in writing
only if


10.2.1

the Institution does not pay the applicable Content and Licence Fee in accordance with
Schedule 1 unles
s the Institution remedies the breach within a 30 days period after
receiving such notice;.

10.2.2

the Institution materially breaches any other obligation under this Agreement and remains
in such breach after being given notice by the Publisher of such b
reach unless the
Institution remedies such breach within a 30 days period after receipt of such notice.


10.3

Without prejudice to Institution’s irrevocable rights under 10.1, this Agreement may be terminated
by the Institution giving notice in writing to
the Publisher only if:


10.3.1

the Publisher has failed to deliver the Licensed Material to the Institution in accordance
with Clause 7.1 unless the Publisher remedies such breach within a 30 days period after
receiving written notice of the breach;


10.3.
2

the Publisher materially breaches any other obligation under this Agreement and remains
in such breach being given notice by the Institution of such breach within a 30 days
period after receipt of such notice.

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10.4

Upon termination of this Agreement by

the Institution in accordance with Clause 10.3.1, the
Institution will be under no obligation to make further payments to the Publisher of the Content
and Licence Fee and Access Fee (where applicable) and the Licensor shall refund the Institution
the Cont
ent and Licence Fee and the Access Fee (where applicable) received from the Institution
within 30 days after the 30 days remedy period has expired. In the event of a material breach in
accordance with Clause 10.3.2, the Institution can retain the Licensed
Material and use it in
accordance with Clauses 4 and 5 provided the Institution has paid the Content and Licence Fee
and the Access Fee (where applicable) as outlined in Schedule 1.


10.5

Upon termination of this Agreement, copies of parts of the License
d Material made by Authorised
Users may be retained. Print copies may be used after termination of this Agreement subject to
the terms of Clauses 4 and 5 of this Agreement, which terms shall survive any termination of this
Agreement. Save as provided for i
n Clause 4.1.15, the use of electronic copies after termination
of this Agreement requires the authorisation from the Publisher (and no such use shall be made
without such authorisation) and the conditions of use are not subject to this Agreement.



11.

AC
KNOWLEDGEMENT AND PROTECTION OF INTELLECTUAL PROPERTY RIGHTS


11.1

Save a provided for in Clause 11.2, the Institution acknowledges that all Intellectual Property
Rights in the Licensed Material are the sole and exclusive property of the Publisher or are d
uly
licensed to the Publisher and that this Agreement does not assign or transfer to the Institution any
right, title or interest therein except for the right to use the Licensed Material in accordance with
the terms and conditions of this Agreement.

11.2

The Publisher hereby acknowledges that any database rights created by the Institution or a third
party on its behalf as a result of local mounting of the Licensed Material as referred to in Clauses
4.1.and 4.2 shall be the property of the Institution, to t
he extent that Institution’s and Authorised
Users’ use of the Licensed Materials while locally loaded complies with all terms and conditions of
this Agreement.


12.

REPRESENTATIONS, WARRANTIES, INDEMNIFICATION

AND LIMITATIONS OF LIABILITY
IN RESPECT OF T
HE LICENSED MATERIAL

12.1

The Institution represents and warrants that it has sufficient authority and rights to enter into and
perform its obligations under this Agreement.

12.2

The Publisher warrants to the Institution that the Licensed Material and all
Intellectual Property
Rights therein are owned by or licensed to the Publisher and that the Licensed Material used as
contemplated in this Agreement does not infringe any Intellectual Property Rights of any natural
or legal person. The Publisher agrees th
at Institution shall have no liability and the Publisher will
indemnify, defend and hold Institution harmless against any and all damages, liabilities, claims,
causes of action, legal fees and costs incurred by Institution in defending against any third pa
rty
claim of Intellectual Property Rights infringements or threats of claims thereof with respect of
Institution's use or an Authorised User’s use of the Licensed Material, provided that: (1) the use of
the Licensed Material has been in full compliance wit
h the terms and conditions of this
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Agreement; (2) Institution provides the Publisher with prompt notice of any such claim or threat of
claim; (3) Institution co
-
operates fully with the Publisher in the defence or settlement of such
claim; and (4) the Publi
sher has sole and complete control over the defence or settlement of such
claim.

12.3

Nothing in this Agreement shall make the Institution liable for breach of the terms of this
Agreement by any Authorised User provided that the Institution did not cause,
knowingly assist or
condone the continuation of such breach after becoming aware of an actual breach having
occurred.

12.4

Save as provided for in Clause 11.2, neither the Institution nor the Publisher will be liable to the
other in contract or negligence
or otherwise for (i) any special, indirect, incidental, punitive or
consequential damages (ii) loss of direct or indirect profits, business, contracts, revenue or
anticipated savings or for any increased costs or expenses.

12.5

No party limits its liabilit
y for (i) death or personal injury to the extent it results from its negligence,
or of its employees or agents in the course of their engagement; and (ii) its own fraud or that of its
employees or agents in the course of their engagement.

12.6

The Publish
er reserves the right to change the content, presentation, user facilities or availability
of parts of the Licensed Material and to make changes in any software used to make the
Licensed Material available at their sole discretion. The Publisher will notif
y the Institution of any
substantial change to the Licensed Material.

12.7

The Publisher makes no representation and gives no warranty express or implied with regard to
the accuracy of the information contained in or in any part of the Licensed Material an
d the fitness
of such information or part for any purposes whatsoever and the Publisher accepts no liability for
loss suffered or incurred by the Institution or Authorised Users as a result of their reliance on the
Licensed Material or for any loss suffere
d or incurred as a result of pages being omitted from the
Licensed Material in error provided the Publisher will rectify such omissions as soon as
reasonably practical on being made aware of them.

12.8

The Institution agrees to notify the Publisher within

48 hours and provide full particulars in the
event that it becomes aware of any actual, suspected or threatened claims by any third party in
connection with works contained in the Licensed Material and do all things reasonably required to
assist the Publi
sher in such claims. It is expressly agreed that upon such notification, or if the
Publisher becomes aware of such a claim from other sources, the Publisher may remove such
work(s) from the Licensed Material. Failure to report knowledge of any actual or t
hreatened claim
by any third party shall be deemed a material breach of this Agreement. At the request of the
Publisher, the Institution will make all reasonable efforts to remove such work(s) from any copies
of the Licensed Material maintained by the Ins
titution.

12.9

The Institution represents to the Publisher that its computer system through which the Licensed
Material will be used is configured, and procedures are in place, to

prohibit access to the
Licensed Material by any person other than an Authori
sed User; that it shall inform Authorised
Users about the conditions of use of the Licensed Material; and that during the term of this
Agreement, the Institution will continue to make all reasonable efforts to bar non
-
permitted access
and to convey appropr
iate use information to its Authorised Users.

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12.10

In no event shall Publisher’s liability under this Agreement exceed the combined Access Fee and
Content and Licence Fee.


13.

FORCE MAJEURE

13.1

Either party’s failure to perform any term or condition of
this Agreement as a result of
circumstances beyond the control of the relevant party (including without limitation, war, strikes,
flood, governmental restrictions, and power, telecommunications or Internet failures or damages
to or destruction of any netwo
rk facilities) ["Force Majeure"] shall not be deemed to be, or to give
rise to, a breach of this Agreement.

13.2

If either party to this Agreement is prevented or delayed in the performance of any of its
obligations under this Agreement by Force Majeure an
d if such party gives written notice thereof
to the other party specifying the matters constituting Force Majeure together with such evidence
as it reasonably can give and specifying the period for which it is estimated that such prevention
or delay will c
ontinue, then the party in question shall be excused the performance or the
punctual performance as the case may be as from the date of such notice for so long as such
cause of prevention or delay shall continue.


14.

ASSIGNMENT

14.1

Neither this Agreement

nor any of the rights under it may be assigned or sub
-
licensed by either
party without obtaining the prior written consent of the other party. In any permitted assignment,
the assignor shall procure and ensure that the assignee shall assume all rights an
d obligations of
the assignor under this Agreement and agrees to be bound to all

the terms of this Agreement.

15.

GOVERNING LAW AND DISPUTE RESOLUTION

15.1

This Agreement shall be governed by and construed in accordance with English law and the
parties irr
evocably agree that any dispute arising out of or in connection with this Agreement will
be subject to and within the jurisdiction of the English courts.

15.2

The parties agree to use best efforts to resolve disputes in an informal manner, by decision of t
he
Managing Director of the Publisher and the [
Vice Chancellor
] of the Institution. Where the parties
agree that a dispute arising out of or in connection with this Agreement would best be resolved by
the decision of an expert, they will agree upon the na
ture of the expert required and together
appoint a suitable expert by agreement. In default of agreement upon whom to appoint as a
suitable expert, such expert shall upon the request of either party be appointed by the Chair for
the time being of Universit
ies UK (http://www.universities.co.uk).

15.3

Any person to whom a reference is made under Clause 15.2 shall act as expert and not as an
arbitrator and his decision (which shall be given by him in writing and shall state the reasons for
his decision) shall

be final and binding on the parties except in the case of manifest error or fraud.

15.4

Each party shall provide the expert with such information and documentation as he may
reasonably require for the purposes of his decision.

IOP Journals Archive 1999
-
2006 licence

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15.5

The costs of the expert

shall be borne by the parties in such proportions as the expert may
determine to be fair and reasonable in all circumstances or, if no determination is made by the
expert, by the parties in equal proportions.


16.

NOTICES

16.1

All notices required to be g
iven under this Agreement shall be given in writing in English and sent
by courier or special delivery to the relevant addressee at its address set out below, or to such
other address as may be notified by either party to the other from time to time under
this
Agreement, and all such notices shall be deemed to have been received three days after posting
where sent by special delivery or on despatch in the case of despatch by courier


if to the Institution:




[insert details]



if to the Publisher




Group
Legal Adviser








IOP Publishing Limited








Dirac House








Temple Back








Bristol








BS1 6BE



17.

GENERAL


17.1

This Agreement, Schedules and Annexes constitute the entire agreement between the parties
relating to the Licensed Material
and supersede all prior communications, understandings and
agreements (whether written or oral) relating to its subject matter and may not be amended or
modified except by agreement of both parties in writing.

17.2

The Schedules and Annexes shall have the
same force and effect as if expressly set in the body
of this Agreement and any reference to this Agreement shall include the Schedules and Annexes.

17.3

The invalidity or unenforceability of any provision of this Agreement shall not affect the
continuatio
n in force of the remainder of this Agreement.

17.4

The rights of the parties arising under this Agreement shall not be waived except in writing. Any
waiver of any of a party's rights under this Agreement or of any breach of this Agreement by the
other par
ty shall not be construed as a waiver of any other rights or of any other or further breach.
Failure by either party to exercise or enforce any rights conferred upon it by this Agreement shall
not be deemed to be a waiver of any such rights or operate so a
s to bar the exercise or
enforcement thereof at any subsequent time or times.


IOP Journals Archive 1999
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2006 licence

15

SCHEDULE 1: FEES AND PAYMENT TERMS




1.

The Institution shall cause the Publisher to be paid the one
-
off Content and Licence Fee of
[
inser
t] (exclusive of VAT) for the purchase o
f the content of the Licensed Material, the supply
of the Licensed Material and the rights granted in this Agreement.


2.

The Access Fee for three years shall be a peppercorn payable by the Institution only if
demanded.



3.

Each applicable fee shall be due an
d payable 45 days after receipt of a suitable invoice for
such fee from the Publisher.


IOP Journals Archive 1999
-
2006 licence

16

SCHEDULE 2


LICENSED MATERIAL


(IOP ARCHIVE 1999
-
2006 inclusive)


Journal Title

ISSN

Year of first electronic
back
-
file

Bioinspiration & Biomimetics

1748
-
3182

2006

Biomedical Materials

1748
-
6041

2006

Chinese Journal of Astronomy and
Astrophysics

1009
-
9271

2005

Chinese Physics B

Formerly Chinese Physics

1674
-
1056

1009
-
1963

2008

2001

Chinese Physics Letters

0256
-
307X

1999

Classical and Quantum Gravity

0264
-
9381

1
999

Communications in Theoretical Physic

0253
-
6102

2005

Distributed Systems Engineering
(1993/94


ㄹ1㤩

〹㘷
-
ㄸ16

ㄹ㤹

b湶ir潮m敮eal oe獥慲s栠䱥it敲e

ㄷ㐸
-
㤳96

㈰〶

b畲潰敡渠e潵牮慬 of m桹獩捳

〱㐳
-
〸M7

ㄹ㤹

b畲潰桹獩捳ci整t敲e

〲㤵
-
㔰55

ㄹ㠶

䙬uid

ay湡mi捳co敳e慲捨a

〱㘹
-
㔹5P

ㄹ㤹

f湶敲獥emr潢oems

〲㘶
-
㔶51

ㄹ㤹

䩯畲湡l of C潳mol潧o 慮a
A獴r潰慲oi捬攠m桹獩捳

ㄴ㜵
-
㜵76

㈰〳

䩯畲湡l of d敯e桹獩捳can搠
b湧in敥物湧

ㄷ㐲
-

2ㄳ1

㈰〴

䩯畲湡l of ei杨gb湥n杹 mhy獩捳

㄰㈹
-
㠴U9

ㄹ㤹

䩯畲湡l of f湳nrum敮ea
ti潮

ㄴ㜸
-
〲M1

㈰〶

䩯畲湡l of ji捲om散桡hic猠慮搠
ji捲潥湧i湥敲楮g

〹㘰
-
ㄳ17

ㄹ㤹

䩯畲湡l of k敵牡l bn杩n敥ri湧

ㄷ㐱
-

2㔶5

㈰〴

䩯畲湡l of l灴i捳cAW m畲攠慮搠a灰lie搠
l灴i捳


ㄴ㘴
-
㐲4U



ㄹ㤹



䩯畲湡l of m桹獩捳cAW j慴桥m慴i捡c
慮搠a敮敲慬 E1㤷㔠


2〰M
F Ek潷
歮潷渠慳ag潵牮ol of m桹獩捳cAW
j慴桥m慴i捡l 慮搠周e潲整i捡l.


〳〵
-
㐴4M

ㄹ㤹

IOP Journals Archive 1999
-
2006 licence

17

Journal of Physics B: Atomic,
Molecular and Optical Physics

Merged (2005) with Journal of Optics
B: Quantum & Semiclassical Optics
(1999
-

2005)

0953
-
4075



1464
-
4266


19
99



1999


Journal of Physics: Condensed Matter

0953
-
8984

1999

Journal of Physics: Conference Series

1742
-
6588

2004

Journal of Physics D: Applied Physics

0022
-
3727

1999

Journal of Physics G: Nuclear and
Particle Physics

0954
-
3899

1999

Journal of Radio
logical Protection

0952
-
4746

1999

Journal of Statistical Mechanics:
Theory and Experiment

1742
-
5468

2004

Measurement Science and
Technology

0957
-
0233

1999

Metrologia

0026
-
1394

1999

Modelling and Simulation in Materials
Science and Engineering

0965
-
0393

1999

Nanotechnology

0957
-
4484

1999

New Journal of Physics

1367
-
2630

1999

Nonlinearity

0951
-
7715

1999

Nuclear Fusion

0029
-
5515

1999

Physica Scripta

0031
-
8949

1999

Physical Biology

1478
-

3967

2004

Physics Education

0031
-
9120

1999

Physics in Medicine

& Biology

0031
-
9155

1999

Physiological Measurement

0967
-
3334

1999

Plasma Physics and Controlled Fusion

0741
-
3335

1999

Plasma Science and Technology

1009
-
0630

1999

Plasma Sources Science and
Technology

0963
-
0252

1999

Reports on Progress in Physics

003
4
-
4885

1999

Science and Technology of Advanced
Materials

1468
-
6996

2000

Semiconductor Science and
Technology

0268
-
1242

1999

IOP Journals Archive 1999
-
2006 licence

18

Smart Materials and Structures

0964
-
1726

1999

Superconductor Science and
Technology

0953
-
2048

1999


IOP Journals Archive 1999
-
2006 licence

19

ANNEX 1: OFFER


JISC Band

Price (£)

A

4250

B

3700

C

2900

D

2200

E

1900

F

1500

G

1000

H

500

I

500

J

500



Please note that institutions will be allowed to split the cost over 2 years if required.



All prices are exclusive of VAT.



IOP Journals Archive 1999
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2006 licence

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IN WITNESS the hands of the above par
ties on the date first above written:
-



SIGNED by:







________________________







Position:










(Signature)


for and on behalf of





IOP Publishing Limited


















WITNESSED
by:








_________________________






Position:









(Signature)








Address:























SIGNED by:







________________________






Position:











(Signature)








for and on behalf of





[
INSTITUTION
]













WITNESSED by:








_______________________















(Signature)

Position:














Address: