The purpose of this document is to provide general guidelines for vendors and NERL members who may negotiate licenses for products for NERL institutions. In addition, publishers who license journals packages should adhere to the principles outlined in the 2011 NERL eResource Negotiating Principles adopted July 13, 2011.
- A license agreement should state clearly what access rights are being acquired by NERL or NERL member institutions' permanent use of the content or
access rights only for a defined period of time. If the license provides for permanent use, specific detail should be provided regarding extent of backfile,
method of access to backfiles, and assurance that access to backfiles will continue even if the institution or the consortium cancels its agreement for
ongoing access.
- A license agreement should recognize and not restrict or abrogate the fair use rights of a NERL member institution’s user community permitted under
copyright law. The license agreement should define the purposes for use of the resource as education and research, and should allow for the printing,
downloading, and copying that are inherent in scholarly work. The license should also specifically provide for instructional use in the form of electronic
reserves and coursepacks.
- A license should provide access for geographically remote sites if they are part of the licensee's organization. Offers should not be "site" based, but institutional based as defined by the institution's IP ranges.
- A license agreement should define authorized users to include students, faculty, researchers, and staff of the NERL member institutions, as well as walk-in users of the institutions' library facilities. It should permit remote access by authorized users (except walk-in users), and include students enrolled in official distance education programs.
- A license agreement should not hold NERL or a NERL member institution liable for actions of users, except to require the institution to make reasonable
efforts to notify its user community of use restrictions.
- A license agreement should permit domestic and international library-to-library lending of full-text, within limited conditions analogous to those provided by the CONTU guidelines for
print materials and U.S. copyright law as provided in U.S. Code, Title 17 §108.
- A license agreement should contain the complete terms of use. It should not require NERL or a NERL member institution to adhere to unspecified terms
in a separate agreement between the licensor and a third party unless the terms are fully reiterated in the current license or fully disclosed and agreed to, and
not subject to change except as specified in 8 below. Further if there is a "click-through" screen in the product, the written license agreement should specify
that it cannot be overridden by the "click-through" agreement.
- If the terms of a license are subject to change, an agreement should require the licensor to notify NERL member institutions at least 90 days in advance
of implementation and permit institutions to terminate the agreement with a pro-rated refund. Likewise, an agreement should specify that NERL institutions
will be given 30 days notice and the option of terminating the agreement with a pro-rated refund if the product is to be subject to substantive change (other
than normal updating).
- A license agreement should include specific performance warranties, at least as to reliable on-line availability and currency of data and/or text, and should
specify penalties for failure.
- A license agreement should require the licensor to defend, indemnify, and hold NERL and NERL member institutions harmless from any action based on
a claim that use of the resource in accordance with the license infringes any patent, copyright, trade-mark, or trade secret of any third party.
- A license agreement should require the licensor to give NERL member institutions notice of any suspected or alleged license violations that come to the
attention of the licensor and allow a reasonable time for the institution to investigate and take corrective action, if appropriate.
- The license agreement should specify that in the event either party commits a breach of the agreement, the breaching party will be informed in writing, and given 30 days to mend the breach. The license should specify further that if the breach is not cured, the
non-breaching party may terminate the agreement upon written notice and, in the case of the licensee as the non-breaching party, with a pro-rated discount.
- A license agreement should require the licensor to provide use data on a timely and regular basisin conformance with the Codes of Practice for Project COUNTER located at: http://www.projectcounter.org/code_practice.html. In addition, the agreement should provide NERL member institutions the right and opportunity to gather use and management data independently at local sites.
- A license agreement should ensure that the licensor does not violate laws or usual institutional policies regarding confidentiality or privacy of users, and
specifically that no information should be collected on use by individuals.
- A license agreement should not require non-disclosure of licensing terms or prices.
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