Oxford University Press

Rights and Restrictions:

1. DEFINITIONS
   1. In this Agreement, the following terms shall have the following meanings:

      "Activation Date" shall mean the date the Subscriber shall first be permitted to accss the Licensed Works in accordance with the terms of this Agreement and the Regional Network/Subscriber Agreement.

      "Anniversary Date" shall mean the anniversary of the Activation Date in each year throughout the Term.

      "Authorized Users" shall mean (a) individuals who are authorized by the Subscriber to access the Ssubscriber's information services available through a Secure Network and who are (i) affiliated with the Subscriber as current students, faculty, library patrons, employees, or in some other capacity whereby they are permitted to access such services in the Subscriber's ordinary course of business, or (ii) are physically present on the Subscriber's premises.

      "Authentication" shall mean the process whereby an individual establishes to the Subscriber that he or she is an Authorized User.

      "Commercial Use" shall mean use of the Licensed Works for the purposes of monetary reward (whether by or for the Subscriber, an Authorized User, or any other person or entity) by means of sale, resale, loan, transfer, hire, or other form of exploitation; provided, however, that neither recovery of direct costs by the Subscriber from its Authorized Users, nor use by the Subscriber or by an Authorized User in the course of research that incidentally uses Licensed Works and that is funded by a commercial organization shall be deemed to be Commercial Use.

      "Course Packs" shall mean collections or compilations of printed materials (e.g., entries, articles) assembled by faculty or staff of the Subscriber, if the Subscriber is an educational institution, for use by students in connection with a specific course of instruction offered by the Subscriber to its students.

      "Electronic Reserves" shall mean electronic copies of materials (e.g., entries, articles from the Licensed Works) made and stored on the Secure Network by the Subscriber, if the Subscriber is an educational institution, for use by students in connection with a specific course of instruction offered by the Subscriber to its students.

      "Fair Use" shall mean use by the Subscriber or an Authorized User (a) conforming to Sections 107 and 108 of the Copyright Revision Act 1976 as those provisions have been amended and may be amended from time to time, or (b) conforming to the guidelines developed by the National Commission on New Technological Uses of Copyrighted Works ("CONTU Guidelines").

      "Licensed Works" shall mean the licensed databases as set out in the Regional Network/Subscriber Agreement.

      "OUP Trademarks" shall mean the designations OXFORD ENGLISH DICTIONARY, OED, AMERICAN NATIONAL BIOGRAPHY, ANB, OXFORD, and OXFORD UNIVERSITY PRESS, and such other designations as OUP may specify from time to time in written notifications to the Regional Network.

      "Regional Network" shall mean the Regional Network identified hereinabove through which the Subscriber paid for the license to access the Licensed Works.

      "Secure Network" shall mean a network (whether a stand alone network or a virtual network within the Internet) which is only accessible to Authorized Users whose identities are authenticated at the time of log-in and periodically thereafter, consistent with current best practices, and whose conduct is subject to regulation by the Subscriber.

      "Server" shall mean either OUP's server or a third party server designated by OUP on which the Licensed Works are mounted and through which the Subscriber may gain access to the Licensed Works by means of the World Wide Web.

2. GRANT OF LICENSES
   1. OUP grants to the Subscriber the non-exclusive and non-transferable rights to:
      1. Access and use the Licensed Works throughout the Term by means of a Secure Network for the purposes of research, teaching, and private study; and
      2. Allow Authorized Users to access and use the Licensed Works throughout the Term by means of a Secure Nework for the purposes of research, teaching, and private study.
3. USAGE RIGHTS OF THE SUBSCRIBER AND AUTHORIZED USERS
   1. Throughout the Term, the Subscriber and the Subscriber's Authorized Users may:
      1. Access the Server by means of a Secure Network in order to search the Licensed Works and to view, retrieve, and display portions thereof;
      2. Electronically download and save portions of the Licensed Works;
      3. Print out single copies of portions of the Licensed Works; and
      4. Distribute single copies of portions of the LIcensed Works to other Authorized Users.
   2. If the Subscriber is an educational institution, it may incorporate portions of the Licensed Works into prined Course Packs and Electronic Reserve Collections for use by Authorized Users in a course of insruction at the Subscriber's educational institution, but not for Commercial Use. Each portion of the Licensed Works used in this manner shall be identified with an appropriate acknowledgement of the source, listing the title and author of the extract, title and author of the work, and "Oxford University Press" as the publisher. Copies of such extracts shall be deleted by the Subscriber or Authorized User when the extracts are no longer being used in the course of instruction. Course Packs in non-print forms, such as audio or Braille, may also be offered to Authorized Users who, in the reasonable belief of the Subscriber, are visually impaired.

4. LIMITATIONS ON USE OF THE LICENSED WORKS
   1. The Subscriber and Authorized Users may not:
      1. Remove or alter the authors' names or OUP's copyright notices or other means of identification or disclaimers as they appear in the Licensed Works;
      2. Systematically make printed or electronic copies of multiple extracts of the Licensed Works for any purpose, except to the limited extent expressly permitted by Section 3.2;
      3. Display or distribute any part of the Licensed Works on any electronic network, including, without limitation, the Internet and the World Wide Web, other than a Secure Network;
      4. Permit anyone other than Authorized Users to access or use he Licensed Works.
   2. The written permission of OUP must be obtained in order for the Subscriber or any Authorized User to:
      1. Use all or any part of the Licensed Works for any Commercial Use;
      2. Intentionally distribute the whole or any part of the Licensed Works to anyone other than Authorized Users;
      3. Publish, distribute, or make available works based upon the Licensed Works, or works which combine the Licensed Works with any other material, except to the limited extent expressly permitted by Section 3.2 of this Agreement, or
      4. Alter, abridge, adapt, or modify the Licensed Works, except to the extent necessary to make them perceptible on a computer screen to Authorized Users.
   3. Nothing in this Agreement shall limit the rights of the Subscriber or an Authorized User to make a Fair Use of the Licensed Works.
   4. The Subscriber shall use reasonable efforts to protect the Licensed Works from any use that is not permitted under this Agreement, and shall notify OUP of any such use of which it becomes aware. The Subsciber shall ensure its Authoized Users' compliance with the terms of this Agreement. In the event of any unauthorized use of the Licensed Works, OUP shall have the right to (a) terminate access to the Licensed Works from the Internet Protocol ("IP") address(es) from which such unauthorized use occurred, and/or (b) require that Subscriber terminate access of the persons making such unauthorized use of the Licensed Works. Any failure by Subscriber to fulfill its obligations under this Section shall be considered a material breach of this Agreement.
5. ACKNOWLEDGEMENT AND PROTECTION OF INTELLECTUAL PROPERTY RIGHTS
   1. The Subscriber acknowledges that all copyrights, patent rights, OUP Trademarks, services marks, trade secrets and other intellectual property rights relating to the Licensed Works (collectively the "OUP Intellectual Property"), are the sole and exclusive property of OUP and that this Agreement does not convey to the Subscriber any right, tile, or interest therein except for the right to use the Licensed Works in accordance with the terms and conditions of this Agreement. The Subscriber further acknowledges that the Regional Network has no ownership right or title in the OUP Intellectual Property.