Choice Reviews Online Order Information Sheet and License Agreement
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WHAT HAPPENS NEXT? After receiving your completed information sheet/license agreement and payment, the Choice Customer Service office will activate your ChoiceReviews.online subscription. If you have not sent payment yet, please contact your subscription agency or mail a check directly to CHOICE/ACRL Subscriptions, P.O. Box 141, Annapolis Junction, MD 20701. You may call 240-646-7027 or email firstname.lastname@example.org to make payment arrangements. You may also pay online at http://www.ala.org/ala/acrl/acrlpubs/choice/subscribe.
This Agreement is between the institution identified above (“Subscriber”) and the American Library Association, through its division, the Association of College & Research Libraries, and its publishing unit, Choice (“ALA”).
1. Grant of License and Subscription Rights. ALA hereby grants to Licensee a non-exclusive, non-transferable license for access to all materials included in the Site License Edition of the ChoiceReviews.online database under the terms and conditions set forth herein.
2. License Fee. The Licensee, or its Agent, shall pay ALA in full the initial license fee set forth prior to the Commencement Date of this Agreement.
3. Term. This License commences on the Commencement Date set forth below and shall extend through the one-year calendar anniversary of such date.
4. Renewal. This agreement shall be automatically renewable at the end of the current term for a successive one-year term unless either party gives written notice of its intention not to renew prior to expiration of the current term. In the event of renewal, Licensee or its Agent shall pay ALA in full the then current annual license fee for the Site License Edition of ChoiceReviews.online as of the Commencement Date of each new term.
5. Termination. Licensee, or its Agent, may upon written notice to ALA cancel Licensee's subscription to ChoiceReviews.online at any time. In the event of cancellation, this License shall automatically terminate as of the final cancellation date.
In the event that either party believes that the other materially has breached any obligations under this Agreement, or if Licensor believes that Licensee has exceeded the scope of the License, such party shall so notify the breaching party in writing. The breaching party shall have sixty (60) days from the receipt of notice to cure the alleged breach and to notify the non-breaching party in writing that cure has been effected. If the breach is not cured within this time period, the non-breaching party shall have the right to terminate the Agreement without further notice.
Upon Termination of this Agreement for cause by either party, online access to the Licensed Materials by Licensee and Authorized Users shall be terminated.
In the event of termination for cause by the Licensee, Licensee shall be entitled to a refund of any fees or pro-rata portion thereof paid to ALA by Licensee for any remaining period of the Agreement from the date of termination.
6. Authorized Users. This License extends only to the Licensee and to Authorized Users individually and may not be transferred to, or extended to, others. For purposes of this Agreement, “Authorized Users” means full- and part-time students and employees (including faculty, staff, affiliated researchers and independent contractors) of Licensee and the institution of which it is a part, regardless of the physical location of such persons, and who are ordinarily permitted to access the Licensee's institution's network from within the Library Premises or from such other places where “Authorized Users” work or study and who have been issued by the Licensee or the Licensee's institution a password or other authentication. Individuals employed by an administratively distinct and geographically non-contiguous campus or site, or who are affiliated with any organization not administratively part of the Licensee's institution, e.g. any commercial organization, non-profit organization, or governmental unit administratively distinct from the Licensee, may not be treated as Authorized Users under this License, save that “Authorized Users” shall also include patrons not affiliated with Licensee who are physically present at Licensee's site(s) (“walk-ins”). Authorized Users shall be identified and authenticated by the use of Internet Protocol (“IP”) addresses provided to ALA by Licensee or by other mutually agreeable means. Licensee shall be responsible for verifying the status of all Authorized Users and shall cooperate with ALA in the implementation of additional security procedures as they are developed.
7. Permitted Uses. The Licensee and Authorized Users are permitted online access to ChoiceReviews.online and may retrieve, display, save, or print text, or search results or other information from ChoiceReviews.online solely for the private use, instructional use, reserve use or research of the Licensee or Authorized Users. All other uses are prohibited without specific permission of the ALA including but not limited to: (a) printing of multiple copies except for reserve use or for instructional use (provided no charge is made for the copies), (b) reprinting for publication, including course packs; or Web publication, (c) commercial or promotional use (i.e., use in connection with activities intended to generate revenue other than tuition), or (d) the systematic making of print or electronic copies for transmission to persons or institutions other than Licensee or Authorized Users. All rights not expressly granted are reserved to ALA. The Licensee and Authorized Users may only use this online access in a way that conforms with all applicable law and regulations, and may not alter or modify any content.
8. Copyright. ChoiceReviews.online and Choice are copyrighted by ALA and are subject to all applicable copyright, database protection, and other rights of the stated owner and publisher under the laws of the United States and other countries. Copyright notices may not be removed, obscured, or modified in any way.
9. Failure of Performance. Following online access approval, the Licensee and Authorized Users will be permitted to attempt online access to ChoiceReviews.online at any time. ALA, however, will not be liable for any delay, down time, transmission error, software or equipment incompatibilities, force majeure or other failure of performance.
10. Disclaimer of Warranties; Limitation of Liability; Indemnification. ALA warrants that it is entitled to grant the License granted in this Agreement and is authorized to execute this Agreement. EXCEPT AS SET FORTH IN THE PRECEDING SENTENCE, ALA MAKES NO WARRANTY OR REPRESENTATION OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO CHOICEREVIEWS.online, INCLUDING THE QUALITY, ORIGINALITY, SUITABILITY, SEARCHABILITY, OPERATION, PERFORMANCE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. ALA SHALL NOT BE LIABLE FOR: EXEMPLARY, SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR OTHER DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SUBSCRIPTION OR LICENSE GRANTED HEREUNDER, THE USE OR INABILITY TO USE CHOICEREVIEWS.online, ALA's PERFORMANCE UNDER THIS AGREEMENT, TERMINATION OF THIS AGREEMENT, OR THE LOSS OF DATA, BUSINESS, OR GOODWILL, EVEN IF ALA IS ADVISED OR AWARE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE TOTAL AGGREGATE LIABILITY OF ALA FOR ANY CLAIMS, LOSSES OR DAMAGES ARISING OUT OF ANY BREACH OR TERMINATION OF THIS AGREEMENT EXCEED THE TOTAL AMOUNT PAID BY THE LICENSEE TO ALA FOR THE LICENSE FEE FOR THE CURRENT YEAR IN WHICH SUCH CLAIM, LOSS OR DAMAGE OCCURRED, WHETHER IN CONTRACT, TORT OR OTHERWISE, INCLUDING WITHOUT LIMITATION, CLAIMS DUE TO NEGLIGENCE.
The Licensee shall use reasonable endeavors to: a) notify all Authorized Users of the importance of respecting the intellectual property rights in the Licensed Materials; b) notify Authorized Users of the terms and conditions of this license and take steps to protect the Licensed Materials from unauthorized use or other breach of this License; and c) ensure that only Authorized Users are permitted access to the Licensed Materials. Upon becoming aware of any unauthorized use or other breach, Licensee shall immediately notify ALA and take all reasonable and appropriate steps, including disciplinary action, both to ensure that such activity ceases and to prevent any recurrence.
Licensee agrees to Indemnify and hold ALA harmless from and against any loss, damage, costs, liability and expenses (including reasonable legal and professional fees) arising out of any claim or legal action taken against ALA related to or in any way connected with any use of the Licensed Materials by the Licensee or Authorized Users or any failure by the Licensee to perform its obligations in relation to this License, provided that nothing in this License shall make the Licensee liable for breach of the terms of the License by any Authorized User provided that the Licensee did not cause, knowingly assist or condone the continuation of such breach after becoming aware of an actual breach having occurred.
11. General. This Agreement constitutes the entire agreement between the parties and may be amended only by a written instrument signed by both parties. The headings used in this Agreement are for convenience only and are not to be considered in construing the terms of this Agreement. Licensee must pay all applicable taxes, including any sales taxes, value added taxes, and import taxes, other than taxes on ALA's net income, arising out of Licensee's use of ChoiceReviews.online or the rights granted under this Agreement.
The Licensee may not assign or transfer its rights under this Agreement. The provisions of Sections 8, 10, and 11 shall survive any expiration or termination of this Agreement.
I have read and agree to adhere to and abide by all the terms and conditions stated above, and I certify that I am authorized to sign this Agreement on behalf of the Licensee identified on the first page of this agreement.
Irving E. Rockwood
Editor & Publisher
Subscription Commencement Date