Common use of AGREED AS FOLLOWS Clause in Contracts

AGREED AS FOLLOWS. DEFINITIONS In this License, the following terms shall have the following meanings: Authorized User All full and part time students, faculty and employees (including permanent, temporary, contract or visiting) and researchers associated with the Member Institutions, regardless of physical location of such persons; retired faculty and staff with Emeritus or equivalent status; all registered patrons of the Member Institution, or other persons affiliated with the Member Institution or otherwise permitted to use the facilities of the Member Institution and authorized to access the Licensed Materials. Walk-In Users Individuals not affiliated with a Member Institution who are physically present at Member Institution sites set out in Schedule 1 shall be deemed to be Authorized Users under the terms and conditions of this Agreement. Additional groups of Authorized Users (for example, Member Institution alumni) may be included, as where and to the extent set out in Schedule 1. For the avoidance of doubt, Walk-In Use is intended for individual users, not as a substitution for a license by another institution or organization. Commercial Use Use of the Licensed Materials for the purposes of monetary reward (whether by Member Institutions or Authorized Users) by means of sale, resale, loan, transfer, hire or other form of commerce, including the charging of an entry fee. For the avoidance of doubt, neither recovery of direct costs by the Member Institution from Authorized Users, nor use of the Licensed Materials by the Member Institution or by an Authorized User in the course of research funded by a commercial organization, is deemed to be Commercial Use. Course Packs A collection or compilation of materials (e.g. book chapters, journal articles) assembled by staff of Member Institution for use by students in a class for the purposes of instruction. Digital Rights Management Access control technologies that are used by hardware manufacturers, licensors, copyright holders and individuals to limit the use of digital content and devices in on-line or off-line environments. Digital Watermarking Technology The process of embedding information into a digital document, which may be used to verify its authenticity or the identity of its owners. Electronic Learning Environments Use of parts of or linking to the Licensed Material in virtual and managed environments (including but not limited to virtual learning environments, managed learning environments, virtual research environments, library environments, and courseware technologies) hosted on a Secure Network. Electronic Reserves Electronic copies of Licensed Materials (e.g. book chapters, journal articles, abstracts) made and stored on the Secure Network pursuant to Section 3.8 by Member Institution for use by Authorized Users in connection with specific courses of instruction offered by Member Institutions to such Authorized Users. License Fee The applicable fee for a license to the Licensed Materials, whether a one-time fee or an annual or other subscription fee, as set out in Schedule 1, or in new Schedules to this Agreement which may be agreed to by the parties from time to time. Open Access Repository Services Open-access digital repository services such as those provided by the Author’s employing institution, an academic consortium, a discipline-based entity, or a governmental funding agency. Perpetual Access Provisions in this Agreement for continuation of access, archiving and use of Licensed Materials that shall survive any termination of the License Agreement and ensure continued access consistent with current recognized standards in the publishing industry. Secure Network A computer network that is only accessible to Authorized Users by Secure Authentication.

AGREED AS FOLLOWS. DEFINITIONS In this License, the following terms shall have the following meanings: Authorized User All full and part time students, faculty and employees (including permanent, temporary, contract or visiting) and researchers associated with the Member Institutions, regardless of physical location of such persons; retired faculty and staff with Emeritus or equivalent status; all registered patrons of the Member Institution, or other persons affiliated with the Member Institution or otherwise permitted to use the facilities of the Member Institution and authorized to access the Licensed Materials. Walk-In Users Individuals not affiliated with a Member Institution who are physically present at Member Institution sites set out in Schedule 1 shall be deemed to be Authorized Users under the terms and conditions of this Agreement. Additional groups of Authorized Users (for example, such as Member Institution alumni) alumni may be included, as where and to the extent set out in Schedule 1. For the avoidance of doubt, Walk-In Use is intended for individual users, not as a substitution for a license by another institution or organization. Commercial Use Use of the Licensed Materials for the purposes of monetary reward (whether by Member Institutions or Authorized Users) by means of sale, resale, loan, transfer, hire or other form of commerce, including the charging of an entry fee. For the avoidance of doubt, neither recovery of direct costs by the Member Institution from Authorized Users, nor use of the Licensed Materials by the Member Institution or by an Authorized User in the course of research funded by a commercial organization, is deemed to be Commercial Use. Course Packs A collection or compilation of materials (e.g. for example book chapters, journal articles) articles assembled by staff of Member Institution for use by students in a class for the purposes of instruction. Digital Rights Management Access Also referred to as “DRM”, access control technologies that are used by hardware manufacturers, licensors, copyright holders and individuals to limit the use of digital content and devices in on-line or off-line environments. Digital Watermarking Technology The process of embedding information into a digital document, which may be used to verify its authenticity or the identity of its owners. Electronic Learning Environments Use of parts of or linking to the Licensed Material in virtual and managed environments (including but not limited to virtual learning environments, managed learning environments, virtual research environments, library environments, and courseware technologies) hosted on a Secure Network. Electronic Reserves Electronic copies of Licensed Materials (e.g. book chapters, journal articles, abstracts) made and stored on the Secure Network pursuant to Section 3.8 by Member Institution for use by Authorized Users in connection with specific courses of instruction offered by Member Institutions to such Authorized Users. License Fee The applicable fee for a license to the Licensed Materials, whether a one-time fee or an annual or other subscription fee, as set out in Schedule 1, or in new Schedules to this Agreement which may be agreed to by the parties from time to time. Open Access Repository Services Open-access digital repository services such as those provided by the Author’s employing institution, an academic consortium, a discipline-based entity, or a governmental funding agency. Perpetual Access Provisions in this Agreement for continuation of access, archiving and use of Licensed Materials that shall survive any termination of the License Agreement and ensure continued access consistent with current recognized standards in the publishing industry. Secure Network A computer network that is only accessible to Authorized Users by Secure Authentication.

AGREED AS FOLLOWS. DEFINITIONS In this License, the following terms shall have the following meanings: Authorized User All full and part time students, faculty and employees (including permanent, temporary, contract or visiting) and researchers associated with the Member Institutions, regardless of physical location of such persons; retired faculty and staff with Emeritus or equivalent status; all registered patrons of the Member Institution, or other persons affiliated with the Member Institution or otherwise permitted to use the facilities of the Member Institution and authorized to access the Licensed Materials. Walk-In Users Individuals not affiliated with a Member Institution who are physically present at Member Institution sites set out in Schedule 1 SCHEDULE 1A shall be deemed to be Authorized Users under the terms and conditions of this Agreement. Additional groups of Authorized Users (for example, such as Member Institution alumni) alumni may be included, as where and to the extent set out in Schedule 1. SCHEDULE 1A. For the avoidance of doubt, Walk-In Use is intended for individual users, not as a substitution for a license by another institution or organization. Commercial Use Use of the Licensed Materials for the purposes of monetary reward (whether by Member Institutions or Authorized Users) by means of sale, resale, loan, transfer, hire or other form of commerce, including the charging of an entry fee. For the avoidance of doubt, neither recovery of direct costs by the Member Institution from Authorized Users, nor use of the Licensed Materials by the Member Institution or by an Authorized User in the course of research funded by a commercial organization, is deemed to be Commercial Use. Course Packs A collection or compilation of materials (e.g. for example book chapters, journal articles) articles assembled by staff of Member Institution for use by students in a class for the purposes of instruction. Digital Rights Management Access Also referred to as “DRM”, access control technologies that are used by hardware manufacturers, licensors, copyright holders and individuals to limit the use of digital content and devices in on-line or off-line environments. Digital Watermarking Technology The process of embedding information into a digital document, which may be used to verify its authenticity or the identity of its owners. Electronic Learning Environments Use of parts of or linking to the Licensed Material in virtual and managed environments (including but not limited to virtual learning environments, managed learning environments, virtual research environments, library environments, and courseware technologies) hosted on a Secure Network. Electronic Reserves Electronic copies of Licensed Materials (e.g. book chapters, journal articles, abstracts) made and stored on the Secure Network pursuant to Section 3.8 by Member Institution for use by Authorized Users in connection with specific courses of instruction offered by Member Institutions to such Authorized Users. License Fee The applicable fee for a license to the Licensed Materials, whether a one-time fee or an annual or other subscription fee, as set out in Schedule 1SCHEDULE 1A, or in new Schedules to this Agreement which may be agreed to by the parties from time to time. Open Access Repository Services Open-access digital repository services such as those provided by the Author’s employing institution, an academic consortium, a discipline-based entity, or a governmental funding agency. Perpetual Access Provisions in this Agreement for continuation of access, archiving and use of Licensed Materials that shall survive any termination of the License Agreement and ensure continued access consistent with current recognized standards in the publishing industry. Secure Network A computer network that is only accessible to Authorized Users by Secure Authentication. Limited Parts The lesser of 250 words of any Licensed Material or 10% of the words of the Licensed Material LICENSE GRANT The Licensor hereby grants to the Licensee and Member Institutions, subject to and in accordance with the terms of this License, a non-exclusive and non-transferable right to permit Authorized Users to access and use the Licensed Materials at the sites of Member Institutions or remotely, through secure authentication in accordance with Section 3 of this Agreement. In consideration for the Licensor's licensing of the Licensed Materials listed in the attached Schedule(s), the Licensee and Member Institutions agree to pay to the Licensor the Fee in accordance with the provisions of the attached Schedule(s). The Fee is payable in advance upon execution of this Agreement.

AGREED AS FOLLOWS. DEFINITIONS In this License, the following terms shall have the following meanings: Authorized User All full and part time students, faculty and employees (including permanent, temporary, contract or visiting) and researchers associated with the Member Institutions, regardless of physical location of such persons; retired faculty and staff with Emeritus or equivalent status; all registered patrons of the Member Institution, or other persons affiliated with the Member Institution or otherwise permitted to use the facilities of the Member Institution and authorized to access the Licensed Materials. Walk-In Users Individuals not affiliated with a Member Institution who are physically present at Member Institution sites set out in Schedule 1 shall be deemed to be Authorized Users under the terms and conditions of this Agreement. Additional groups of Authorized Users (for example, such as Member Institution alumni) alumni may be included, as where and to the extent set out in Schedule 1. For the avoidance of doubt, Walk-In Use is intended for individual users, not as a substitution for a license by another institution or organization. Commercial Use Use of the Licensed Materials for the purposes of monetary reward (whether by Member Institutions or Authorized Users) by means of sale, resale, loan, transfer, hire or other form of commerce, including the charging of an entry fee. For the avoidance of doubt, neither recovery of direct costs by the Member Institution from Authorized Users, nor use of the Licensed Materials by the Member Institution or by an Authorized User in the course of research funded by a commercial organization, is deemed to be Commercial Use. Course Packs A collection or compilation of materials (e.g. for example book chapters, journal articles) articles assembled by staff of Member Institution for use by students in a class for the purposes of instruction. Digital Rights Management Access Also referred to as “DRM”, access control technologies that are used by hardware manufacturers, licensors, copyright holders and individuals to limit the use of digital content and devices in on-line or off-line environments. Digital Watermarking Technology The process of embedding information into a digital document, which may be used to verify its authenticity or the identity of its owners. Electronic Learning Environments Use of parts of or linking to the Licensed Material in virtual and managed environments (including but not limited to virtual learning environments, managed learning environments, virtual research environments, library environments, and courseware technologies) hosted on a Secure Network. Electronic Reserves Electronic copies of Licensed Materials (e.g. book chapters, journal articles, abstracts) made and stored on the Secure Network pursuant to Section 3.8 by Member Institution for use by Authorized Users in connection with specific courses of instruction offered by Member Institutions to such Authorized Users. License Fee The applicable fee for a license to the Licensed Materials, whether a one-time fee or an annual or other subscription fee, as set out in Schedule 1, or in new Schedules to this Agreement which may be agreed to by the parties from time to time. Open Access Repository Services Open-access digital repository services such as those provided by the Author’s employing institution, an academic consortium, a discipline-based entity, or a governmental funding agency. Perpetual Access Provisions in this Agreement for continuation of access, archiving and use of Licensed Materials that shall survive any termination of Shall mean access to the License Agreement Licensors online web portal available on xxx.xxxxxxxx.xxx and ensure continued access consistent with current recognized standards in the publishing industrymaterials available therein. Secure Network A computer network that is only accessible to Authorized Users by Secure Authentication.