Confidential Information
ACTIVEPRESS JOURNAL HOSTING AND DELIVERY AGREEMENT
THIS AGREEMENT is effective as of 1st January 2000, by and between HealthGate
Data Corp., a Delaware corporation ("HealthGate"), having an address at 00
Xxxxxxxxx Xxxxx, Xxxxx 000, Xxxxxxxxxx, Xxxxxxxxxxxxx 00000 and Xxxxxxxxx
Science Limited, having an address at Xxxxx Xxxx, Xxxxxx XX0 0XX, Xxxxxx Xxxxxxx
and Munksgaard International Publishers Limited of 00 Xxxxx Xxxxxx, Xxxxxxxxxx
XX 0000 Xxxxxxx (collectively the "Publisher").
WHEREAS, the Publisher is the owner and publisher of journals and the Publisher
desires to retain HealthGate to maintain, develop and host an on-line World Wide
Web ("Web") site for Content (as defined in SCHEDULE A attached hereto) relating
to its journals;
WHEREAS, HealthGate, among other business activities, hosts and distributes
health, biomedical and scientific Content for publishers through the Internet
using its activePress service;
NOW THEREFORE, in consideration of the foregoing, the mutual promises set forth
in this Agreement and for other good and valuable consideration, the receipt and
adequacy of which is acknowledged by all parties, the parties hereby agree as
follows:
1. SITE.
HealthGate shall design, develop, and mount the Content on servers and
host the Content on a Web site with the address of
xxxx://xxx.xxxxxxxxx-xxxxxxx.xxx (the "Site"). In establishing the
Site, HealthGate shall (i) mount the Content on its Hardware (as
defined in Section 7), (ii) make the Content and portions thereof
accessible in an online interactive mode for searching, access, review,
displaying in a Web browser or on computer terminals, downloading, and
printing on users' Web-enabled computer equipment.
2. SITE SERVICE PLAN.
The Site Service Plan set forth in SCHEDULE B attached hereto contains
service and support specifications, including agreed communication
procedures for the notification and rectification of service errors.
3. CONTENT MAINTENANCE PLAN.
The Content Maintenance Plan set forth in SCHEDULE C attached hereto
contains details, procedures and specifications for posting Content to
the Site, including agreed processing objectives and communication
policies for handling error reports.
4. SOFTWARE MAINTENANCE AND DEVELOPMENT PLAN.
HealthGate has developed, licensed or otherwise acquired software to
operate the Site (collectively the "Software"). The Software
Maintenance Plan attached hereto contains details and descriptions of
the Software's functions and features and procedures for making minor
enhancements to the Software. HealthGate agrees to have Section 3 of
Schedule D implemented and approved by the Publisher by the effective
date of the agreement. The other sections of Schedule D shall be
implemented by HealthGate by the dates set out in the relevant sections
of Schedule D. Notwithstanding the foregoing, the Publisher may elect
to request the development of additional functions or features not
described in the Software Maintenance Plan. The fee for such
development described in Section 11 (e) is based upon the amount of
labor time (measured in hours) required by HealthGate to evaluate,
create and test each request.
5. PROJECT MANAGERS.
Both parties agree to name two Project Managers, who shall be
responsible for arranging all meetings, visits, and consultations
between the parties, for the transmission and receipt of technical
information between the parties, and for coordinating any agreed
implementations.
HealthGate: Xxxx Xxxxxx, Xxxxxxx Xxxxxx
Publisher: Xxx Xxxxxxxxx, Xxxx Xxxxx
All contact between HealthGate and the Publisher regarding the Site,
Content, Software and implementation and maintenance shall be
coordinated between the Project Managers. Either party may substitute
other individuals as Project Manager from time to time upon written
notice to the other party.
6. CONTENT AND SOFTWARE BACK-UP.
The Publisher shall provide all Content, including text and graphics,
for the Site. The Publisher, at its expense, shall deliver the Content
in electronic format to HealthGate as specified in the Content
Maintenance Plan. As set forth in Section 20 below, the Publisher
retains all ownership and copyrights of the Content. HealthGate will
not make or permit any changes to the Content without the written
consent of the Publisher. HealthGate shall make and maintain back-up
copies of all Content and Software pursuant to a schedule set forth in
the Site Service Plan. HealthGate shall store said back-up materials in
a commercially reasonable safe and secure environment and not located
at the same location as the Hardware.
7. SERVER HARDWARE AND EQUIPMENT.
HealthGate shall maintain the Site on HealthGate's Web server and/or
other servers through the Term of this Agreement. HealthGate shall
acquire and maintain all necessary equipment and hardware (collectively
the "Hardware") for the Site. The Hardware shall be capable of storing
the Content. HealthGate shall replace and upgrade, as needed, the
Hardware so that users of the Site may access the Site approximately 24
hours per day and receive information from the Site at speeds and
response times substantially equivalent to HealthGate's own Web site,
located at xxx.xxxxxxxxxx.xxx, from the United Kingdom.
8. SALES OF INFORMATION.
The Site will include functions to facilitate the sale of information,
such as articles, issues and subscriptions, to users of the Site via a
secure server to non-subscribers of the Content. The Publisher shall
establish all fees ("Information Fees") and other terms and conditions
for such sales. HealthGate shall collect the Information Fees
established by the Publisher. Within 60 days of the end of each
calendar month, HealthGate shall forward to the Publisher the net
Information Fees actually collected, which shall be equal to the
Information Fees less a Processing Fee for each sale which shall be
retained by HealthGate. The Processing Fee is further described in
Section 11 (f).
9. ACTIVITY REPORTS.
During the time that HealthGate hosts the Site, HealthGate shall
provide to the Publisher activity reports detailing performance, access
and usage of the Site. The Activity Reporting Plan is described
SCHEDULE E attached hereto. HealthGate agrees to have Schedule E
implemented and approved by the Publisher by the effective date of the
agreement.
10. ADVERTISING.
The Site shall be designed to include space for advertising. All
specifications concerning advertising space shall be determined by
mutual agreement of the Publisher and HealthGate. HealthGate shall use
the activePress advertising module to host, update, and administer
advertising banners on the site. The parties shall share the right to
sell advertising banners on the Site, but all advertising is subject to
prior review and approval by the Publisher, which approval shall not be
unreasonably withheld. Revenues from advertisers shall be allocated
between both parties as described in Section 11 (g) below.
11. SCHEDULE OF FEES.
(a) SITE MAINTENANCE. The Publisher shall remit to HealthGate
$145,000 annually for Site maintenance services outlined in
the Site Service Plan.
(b) CONTENT CONVERSION. The Publisher shall remit to HealthGate an
annual fee of $346,500 for converting for release via the Site
the Content which shall comprise up to 210 individual journal
titles. This fee shall apply whether or not the Publisher
supplies HealthGate with Content for 210 individual journal
titles. If the Publisher supplies HealthGate with Content from
more than 210 individual titles the Publisher shall remit to
HealthGate an annual fee of $1650 for each additional
individual journal title of the Content converted for release
via the Site. If content for a particular additional title is
not loaded in the first half of the year (i.e. it is not
loaded in the period January through June) and, instead, is
introduced for the first time and loaded in the second half of
the year (i.e. it is loaded in the period July through
December) the annual fee in the year it is first loaded shall
be $1000. Further, if the Publisher chooses to supply Content
from journal titles in excess of the initial 210 and these
additional titles shall be in the form of bibliographic
headers and PDF files only, then the annual conversion fee
shall be $1450.
Content Conversion fees will be reviewed by mutual agreement
each quarter to take account of potential savings as a result
of changes in working methods. For example, the content
conversion fees could be reduced if the publisher supplies
full-text content in XML.
(c) CONTENT STORAGE. The Publisher shall remit to HealthGate an
annual fee of $123,000 for 200 gigabytes of storage of the
Content on the Hardware. After one year the Publisher and
HealthGate will meet and review the requirement for additional
storage. The annual fee that the Publisher will pay HealthGate
for additional storage shall be no greater than $600 for each
additional gigabyte of storage of the Content on the Hardware
in excess of 200 gigabytes of storage.
(d) SOFTWARE MAINTENANCE. The Publisher shall remit to HealthGate
an annual license fee of $191,000 fee for maintaining the
Software as described in the Software Maintenance Plan. This
fee includes an allowance of 48 working days (equivalent to
384 hours) of development labor time per year for HealthGate
to make minor changes to the Software as requested by the
Publisher and agreed to by HealthGate, whose agreement shall
not be unreasonably withheld.
(e) SOFTWARE DEVELOPMENT. The Publisher shall remit to HealthGate
a fee of $1,200 for each 8 hours of labor time used for the
development of additional functions or features not described
in the Software Maintenance Plan.
(f) PROCESSING FEE. The Publisher shall remit a Processing Fee, as
described in Section 8 above, equal to 25% of each Information
Fee relating to the on-line sale of an individual journal
article processed by HealthGate. The minimum Processing Fee
shall be equal to $4.00 per sales transaction processed by
HealthGate. Information Fees relating to the sale of a Journal
subscription are not subject to a processing fee.
(g) ADVERTISING. Each party shall receive 30% of the gross
advertising revenue for advertising sales on the Site (as
described in Section 10) originated by the other party.
Advertising can be sold either on the basis of a per thousand
impressions rate or on the basis of a time-limited period,
subject to minimum fees of $10 per thousand impressions and
$100 per page per month.
(h) RE-SUPPLY AND RE-WORK OF CONTENT. The Publisher may re-supply
SGML Content and request HealthGate to convert it again for
release via the Site. The Publisher will use its best efforts
to re-supply less than 25 issues per month. The Publisher
shall remit to HealthGate a fee of $100 for each re-supplied
issue of a journal title per month in excess of 25 issues per
month for which the Publisher requests HealthGate to convert
again for release via the Site, subject to a maximum of $5,000
per financial quarter. The Publisher can re-supply for
conversion a particular issue to HealthGate up to a maximum of
two times. If an issue is re-supplied more than two times, the
Publisher shall remit to HealthGate a fee of $100 for each
additional re-supply of the issue. The Project Managers of
both parties can meet and agree to waive or adjust the
re-supply fee in exceptional circumstances, such as one where
the Publisher may request a systematic change to Content.
(i) ACTIVITY REPORTS. All payments and fees described in Section
11 (f) shall be based upon the relevant activity reports
described in the Activity Reporting Plan, as described in
Schedule E.
(j) ESCROW ACCOUNT. The Publisher shall pay all fees associated
with the escrow account described in Section 24 (b).
(k) PAYMENT. All payments in respect of the fee schedule shall be
in made within 30 days of receipt of an invoice. All late
payments shall bear interest at a rate equal to 1% per month
until paid in full.
12. PUBLISHER PAYMENT SCHEDULE.
Subject to HealthGate performing its obligations within the terms and conditions
of this Agreement, HealthGate shall invoice the Publisher for payment according
to the following annual schedule:
(a) (i) On 1 January of each year of the Agreement:
SOFTWARE MAINTENANCE - 50% of the annual software
maintenance fee.
CONTENT CONVERSION - 25% of the annual content conversion
fee of $346,500, plus 25% of the applicable fees for any
journal added to the Site beyond the 210 titles described in
Section 11 (b).
SITE MAINTENANCE - 25% of the annual site maintenance fee.
CONTENT STORAGE - 25% of the annual content storage fee.
(ii) On 1 April of each year of the Agreement:
SOFTWARE MAINTENANCE - 25% of the annual software
maintenance fee.
CONTENT CONVERSION - 25% of the annual content conversion fee
of $346,500, plus 25% of the applicable fees for any journal
added to the Site beyond the 210 titles described in Section
11 (b).
SITE MAINTENANCE - 25% of the annual site maintenance fee.
CONTENT STORAGE - 25% of the annual content storage fee.
(iii) On July 1 of each year of the Agreement:
SOFTWARE MAINTENANCE - 25% of the annual software maintenance
fee.
SITE MAINTENANCE - 25% of the annual site maintenance fee.
CONTENT CONVERSION - 25% of the annual content conversion fee
of $346,500, plus 25% of the applicable fees for any journal
added to the Site beyond the 210 titles described in Section
11 (b).
CONTENT STORAGE - 25% of the annual content storage fee.
(iv) On 1 October of each year of the Agreement
CONTENT CONVERSION - 25% of the annual content conversion fee
of $346,500, plus 25% of the applicable fees for any journal
added to the Site beyond the 210 titles described in Section
11 (b).
SITE MAINTENANCE - 25% of the annual site maintenance fee.
CONTENT STORAGE - 25% of the annual content storage fee.
(b) SOFTWARE DEVELOPMENT - Software development fees will be
invoiced on completion of the implementation of the functions
or features to which they relate, subject to the written
approval of the publisher that they perform according to the
Publisher's original specification of requirements. Extension
of the development time as a result of modifications by the
Publisher to the original specification will not be grounds
for delaying payment.
(c) OTHER FEES - All other fees shall be invoiced on a monthly
basis.
13. MILESTONES AND DELIVERABLES.
Any failure by HealthGate in meeting the throughput processing
objective time of 3 working days, as described in Schedule C, will
constitute a breach of this agreement and be subject to the procedure
for termination as defined in Section 17 (b). Further, if HealthGate
fails to process the Content of any journal issue within the processing
objective time of 3 working days, as described in Schedule C,
HealthGate, recognizing the loss caused to the Publisher, will on
demand pay to the Publisher an amount of money equivalent to the sum of
$2,000 per issue, subject to a maximum of $50,000 per financial
quarter, for all issues processed in each financial quarter.
Such sums of money will be paid by HealthGate to the Publisher not as a
penalty, but as and for the ascertained and liquidated damages owing
and payable by HealthGate to the Publisher by reason of such failure to
meet the processing objectives.
14. DISTRIBUTION RIGHTS.
The Publisher grants to HealthGate the right to sell individual
articles and subscriptions to the Content through HealthGate's own Web
sites, subject to mutually agreeable terms negotiated between the
parties for this activity.
15. INITIAL TERM.
The Initial Term of this Agreement shall commence on the date first
noted above and, unless terminated earlier as set forth herein, shall
continue for a period of two (2) years after such date (the "Initial
Term").
16. RENEWAL.
After the Initial Term, this Agreement shall renew for additional
consecutive periods of one (1) year subject to termination in
accordance with Section 17. Both parties agree to negotiate, in
good faith, any changes in payment terms for the subsequent term
beginning 120 days before the end of the Initial Term and for each
subsequent annual term.
17. TERMINATION.
(a) END OF TERM. Either party may terminate this Agreement upon
the last date of the Initial Term or any subsequent renewal
term by giving written notice of termination to the other
party no later than ninety (90) days prior to the end of the
Initial Term or of any subsequent one year term.
(b) BREACH. Either party may terminate this Agreement by giving
written notice of termination to the other party if that party
is in breach of any term, condition or provision of this
Agreement and fails to remedy such breach within thirty (30)
days of receipt of such notice.
(c) CHANGE OF CONTROL OF HEALTHGATE. The Publisher may terminate
this Agreement by giving written notice of termination to
HealthGate if there is a change in control of HealthGate. For
the purpose of this section, a person shall have "Control" of
HealthGate if he holds, directly or indirectly, shares which
together with shares held by any persons acting in concert
with him carry 50% or more of the voting rights of HealthGate
and is a direct competitor of the Publisher. For the purpose
of this section, a "direct competitor" shall be defined as a
company that derives more than 50% of its sales revenues from
the activity of publishing scientific, technical and medical
journals.
(d) BANKRUPTCY. Either party may terminate this agreement if the
other party shall commit any act of bankruptcy, shall have a
receiving order made against it, shall make or negotiate for
any composition or arrangement with or assignment for the
benefit of its creditors or if the other party, being a body
corporate, shall present a petition or have a petition
presented by a creditor for its winding up or shall enter into
any liquidation (other than for the purposes of reconstruction
or amalgamation), shall call any meeting of its creditors,
shall have a receiver of all or any of its undertakings or
assets appointed, shall be deemed by virtue of the relevant
statutory provisions under the applicable law to be unable to
pay its debts, or shall cease to carry on business.
Upon the termination of this Agreement, HealthGate or its personal
representative as the case may be, shall immediately deliver up to the
Publisher all correspondence, reports, documents, specifications,
papers, information (on whatever media) and property belonging to the
Publisher which may be in his possession or under his control together
with all confidential information or copyright works belonging to the
Publisher. HealthGate shall erase the Content from its servers and
otherwise discontinue any use of the content within ten (10) working
days of the date of the termination.
18. TERMINATION SUPPORT
In the event of termination of this Agreement by the Publisher pursuant
to Section 17, the Publisher will have the following rights and
obligations:
HealthGate will comply with the Publisher's reasonable directions, and
will provide the Publisher any and all termination assistance
reasonably requested by the Publisher to allow the Services to continue
and to facilitate the orderly transfer of responsibility for the Site
to the Publisher or a successor provider of the Site designated by the
Publisher. The Publisher agrees to pay HealthGate fees for services
associated with the transition. The rate and amount of such payment
shall be determined by both parties agreeing to meet and use their best
endeavors to develop a Post Termination Support plan.
The Termination assistance to be provided to the Publisher by
HealthGate may include the following:
(a) HealthGate will liaise with the Publisher, making available
for such purpose such HealthGate liaison staff as the
Publisher may reasonably require, and acting in all good
faith, to ensure a mutually satisfactory license of the
Software to the Publisher or, at the Publisher's option, to a
replacement contractor. The period of liaison will commence as
soon as notice has been given of termination of this
Agreement, and will continue for a maximum period of 3 months
after termination;
(b) HealthGate agrees that at the time of termination of this
Agreement, it will render all assistance, provide all
documentation and undertake all actions to the extent
necessary to effect an orderly assumption of the Site by the
Publisher or, at the Publisher's option, by a replacement
contractor;
(c) If the Publisher so require, HealthGate will use its best
endeavours to procure the transfer at the Publisher's expense,
to the Publisher or to a third party nominated by the
Publisher at the Publisher's sole discretion, of any Third
Party Software licenses HealthGate may have obtained in its
own name in order to run the Site and used for that purpose
exclusively;
(d) HealthGate will develop, together with the Publisher, a plan
for the orderly transition of services ("Transition Plan")
then being performed by HealthGate from HealthGate to the
Publisher or such successor provider.
(e) HealthGate will provide reasonable training for personnel of
the Publisher in the performance of the services then being
transitioned to the Publisher or such successor provider of
Services
19. POST TERMINATION SUPPORT IN THE EVENT OF BANKRUPTCY
In the event of termination of this Agreement by the Publisher as a
result of HealthGate committing an act of bankruptcy as set forth in
17(d) and for a period of six (6) months thereafter, HealthGate will
provide the Termination Support set forth in Section 18 herein. In
addition, HealthGate will continue to perform, for a reasonable period
(as determined by the Publisher) of up to six (6) months following the
termination date, any or all of the services then being performed by
HealthGate.
In the event of HealthGate committing an act of bankruptcy as set
forth in 17(d), the Publisher agrees to pay HealthGate fees for
services associated with the transition. The rate and amount of such
payment shall be determined by both parties agreeing to meet and use
their best endeavors to develop a Post Termination Support Plan. This
plan would be subject to the relevant statutory provisions under the
applicable law.
20. INTELLECTUAL PROPERTY RIGHTS.
(a) HEALTHGATE PROPERTY. HealthGate or its licensors shall own and
retain all right, title and interest in (i) the Software and
(ii) any patents, copyrights, database rights or other
proprietary rights in the Software; and (iii) computer code
written by HealthGate for the format, appearance and
presentation of the Software and Site (collectively, the
"HealthGate Properties").
(b) PUBLISHER'S PROPERTY. The Publisher shall own and retain all
right, title and interest in the Content and any derivative
work based upon the Content; the Publisher's trade names,
trademarks and service marks; any other information of the
Publisher provided to HealthGate hereunder and the format,
appearance and presentation of the Site (collectively,
"Publisher's Property").
(c) HEALTHGATE CONFIDENTIAL INFORMATION. The Publisher understands
and acknowledges that the HealthGate Properties are subject to
protection as patented or copyrighted works of authorship of
HealthGate or HealthGate's suppliers under United States law,
and represent valuable confidential or proprietary information
of HealthGate. Further, the Publisher understands and
acknowledges that any confidential information pertaining,
inter alia, to HealthGate's customers, finances, internal
operations and methods of compiling, manipulating, presenting
and disseminating Software or information, which is disclosed
to the Publisher (collectively, "HealthGate Confidential
Information"), represent valuable confidential information of
HealthGate entitled to protection as trade secrets. The
Publisher shall keep confidential, and shall protect from
unauthorized disclosure by its employees and agents, the
HealthGate Confidential Information and all copies or physical
embodiments thereof in any media in its possession, and shall
limit access to such HealthGate Confidential Information to
those of its personnel who require such access in connection
with the Publisher 's use thereof as permitted by this
Agreement. The Publisher shall secure and protect the
HealthGate Confidential Information and any and all copies and
other physical embodiments thereof in any media in its
possession in a manner consistent with the steps taken by the
Publisher to protect its own trade secrets. The Publisher
shall take appropriate action by instruction or agreement with
its employees who are permitted access to the HealthGate
Confidential Information or any copy or other physical
embodiment thereof in any media in its possession, to satisfy
its obligations hereunder. Promptly upon discovery that any
person has acquired possession, use or knowledge of any part
of the HealthGate Confidential Information other than as
authorized by this Agreement, the Publisher shall notify
HealthGate of such fact and the surrounding circumstances. The
obligations of this Section 20(c) shall survive any
termination of this Agreement. The obligations of this Section
20(c) shall not apply to any information which (a) is
generally known to the public, or becomes so known other than
by reason of a breach by the Publisher of its obligations
hereunder, (b) was known to the Publisher prior to its
disclosure by HealthGate, or (c) is learned by the Publisher
from a third party who is not in breach of an obligation of
confidentiality in making such disclosure.
(d) PUBLISHER'S CONFIDENTIAL INFORMATION. HealthGate understands
and acknowledges that any Publisher's Property contained in
the Site, are subject to protection as copyrighted works of
authorship of the Publisher, and represent valuable or
proprietary confidential information of the Publisher.
Further, HealthGate understands and acknowledges that the
Publisher information pertaining, INTER ALIA, to the
Publisher's subscribers, customers, finances, internal
operations, sales practices, procedures and methods of
compiling, manipulating, presenting and disseminating
information which is disclosed to HealthGate (collectively,
"Publisher's Confidential Information"), represent valuable
confidential information of the Publisher entitled to
protection as trade secrets. HealthGate shall keep
confidential, and shall protect from unauthorized disclosure
by its employees and agents, the Publisher's Confidential
Information and all copies or physical embodiments thereof in
its possession, and shall limit access to such Publisher's
Confidential Information to those of its personnel and
personnel of its consultants or agents who require such access
in connection with HealthGate's use thereof as permitted by
this Agreement. HealthGate shall secure and protect the
Publisher's Confidential Information and any and all copies
and other physical embodiments thereof in its possession in a
manner consistent with the maintenance of the Publisher 's
rights and interest therein. HealthGate shall take appropriate
action by instruction or agreement with its employees, agents
and consultants who are permitted access to the Publisher's
Confidential Information or any copy or other physical
embodiment thereof, to satisfy HealthGate's obligations
hereunder. Promptly upon discovery that any person has
acquired possession, use or knowledge of any part of the
Publisher's Confidential Information other than as authorized
by this Agreement, HealthGate shall notify the Publisher of
such fact and the surrounding circumstances. The
obligations of this Section 20 (d) shall survive any
termination of this Agreement. The obligations of this Section
20 (d) shall not apply to any information which (a) is
generally known to the public, or becomes so known other than
by reason of a breach by HealthGate of its obligations
hereunder, (b) was known to HealthGate prior to its disclosure
by the Publisher, or (c) is learned by HealthGate from a third
party who is not in breach of an obligation of confidentiality
in making such disclosure.
(e) PUBLIC AUTHORITY EXCEPTIONS. The parties' respective
obligations under this Section 20 shall not apply where
disclosure is required, directed or ordered by statute,
regulation or a public authority, in legal or administrative
proceedings, including without limitation in connection with
the filing of statements to the Securities Exchange Commission
("SEC") regarding the sale of securities or any state
authority or otherwise. Notwithstanding the foregoing, and so
that the other party may timely present its objections to such
disclosure, each party shall provide the other party with
timely notice of a request, requirement or demand to disclose
such information or matter which is either made by a public
authority, directed to a public authority or required by the
rules and regulations of statute, regulation or a public
authority.
21. REPRESENTATIONS AND WARRANTIES.
(a) AUTHORITY. Each party hereby represents and warrants that it
has the full right, power and authority to enter into and
perform this Agreement, and this Agreement has been duly
authorized, executed and delivered and constitutes the valid
and binding obligation of such party enforceable in accordance
with its terms.
(b) HEALTHGATE. HealthGate hereby represents and warrants that:
(i) it has, and will have throughout the term of this
Agreement, all right, title and interest in and to the
Software, except for items that are in the public domain or
that are obtained under valid licenses, (ii) it has and will
have throughout the term of this Agreement the right to grant
the license granted herein, and (iii) the HealthGate Property
licensed hereunder does not and will not infringe any trade
name, trademark or copyright.
(c) THE PUBLISHER. The Publisher hereby represents and warrants
that: (i) it has, and will have throughout the term of this
Agreement, all right, title and interest in and to the Content
and Publisher Properties, except for items that are in the
public domain or that are obtained under valid licenses, (ii)
it has and will have the right to grant the license granted
herein, and (iii) the Publisher Content and Property do not
and will not infringe any trade name, trademark or copyright.
(d) MILLENNIUM COMPLIANCE. HealthGate warrants that (i) the
occurrence or use of dates on or after January 1, 2000
("Millennial Dates") will not adversely affect its performance
at any level with respect to date-dependent data, computation,
output or other functions; and (ii) the site will create,
store, receive, process and output information related to or
including Millennial Dates without error or omissions.
22. INDEMNIFICATION.
(a) THE PUBLISHER'S INDEMNIFICATION. The Publisher shall
indemnify, defend and hold harmless HealthGate and its
officers, employees, agents, affiliates and subsidiaries
against and from all losses, expenses, damages and costs
including, without limitation, reasonable attorneys' fees,
that may at any time be incurred by any of them by reason of
(i) any allegation, claim or suit threatened, made or brought
against any of them related to any matter covered by the
representations and warranties or set forth in Sections 21 (a)
and 21 (c) above, and (ii) any allegation, claim or suit
threatened, made or brought against any of them that is based
upon or arises from any actual or alleged error, inaccuracy or
other defect in the Publisher's Content or Properties.
(b) HEALTHGATE'S INDEMNIFICATION. HealthGate shall indemnify,
defend and hold harmless each Publisher and its officers,
employees, agents, affiliates and subsidiaries against and
from all losses, expenses, damages and costs including,
without limitation, reasonable attorney's fees, that may at
any time be incurred by any of them by reason of any
allegation, claim or suit threatened, made or brought against
any of them related to any matter covered by the
representations and warranties set forth in Sections 21 (a)
and 21 (b) above.
(c) NOTICE; DEFENSE OF CLAIMS. Each party shall give prompt
written notice to the other party of any claim for
indemnification hereunder, specifying to the extent known the
amount and nature of the claim, and any matter which in the
opinion of such party is likely to give rise to an
indemnification claim. The indemnifying party shall have the
right to control the defense through counsel of its choosing.
The indemnified party shall have the right to the extent of
its interests to participate on its own behalf and at its own
expense in such matter or its settlement through counsel of
its choosing.
23. EXCLUSION OF IMPLIED WARRANTIES AND LIMITATION OF LIABILITY.
EXCEPT AS SET FORTH HEREIN, NEITHER PARTY MAKES ANY WARRANTY OR
REPRESENTATION TO THE OTHER, EITHER EXPRESS OR IMPLIED, INCLUDING
WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS
FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL EITHER PARTY'S LIABILITY
UNDER THIS AGREEMENT EXCEED THE AMOUNT OF PAYMENTS MADE BY THE
PUBLISHER TO HEALTHGATE PURSUANT TO THIS AGREEMENT.
24. MISCELLANEOUS.
(a) LICENSE OF SOFTWARE. Notwithstanding any other term or
provision of this Agreement or the Content Maintenance Plan,
HealthGate retains all right, title and interest to the
Software (as defined in Section 4 hereof), computer code
written by HealthGate for the design, format, appearance and
presentation of the Site, the Software, the Software
Maintenance Plan and other HealthGate Properties (as defined
in Section 20 (a) hereof). The Agreement grants to the
Publisher a non-exclusive, non-transferable license to utilize
the Software with respect to the Site during the Term of this
Agreement as provided in and subject to the terms of this
Agreement. Without limiting the generality of the foregoing,
HealthGate may utilize and/or license the Software and other
HealthGate Properties for itself or for others without any
compensation or liability to the Publisher, provided however
that upon expiration or termination of this Agreement, the
Publisher may, without any obligation to HealthGate utilize
the design, format, appearance and presentation of the Site in
any manner which the Publisher deems appropriate.
(b) SOFTWARE ESCROW. HealthGate agrees to place into escrow, at a
location to be mutually agreed upon by the parties, all
applicable source code used to provide the services outlined
in this Agreement. The Publisher shall pay all fees associated
with the escrow account. The Publisher may not access the
escrow account except in the case of HealthGate's bankruptcy.
(c) RELATIONSHIP OF PARTIES. The relationship of the parties
hereto shall be that of independent contractors. Nothing
herein shall be construed to create any partnership, joint
venture, or similar relationship or to subject the parties to
any implied duties or obligations respecting the conduct of
their affairs which are not expressly stated herein. Neither
party shall have any right or authority to assume or create
any obligation or responsibility, either express or implied,
on behalf of or in the name of the other party, or to bind the
other party in any matter or thing whatsoever.
(d) NOTICES. Notices to either party under or relating to this
Agreement shall be in writing to the address indicated on the
first page of this Agreement, Attention: President, and shall
be deemed effective when received, or on the second day
following the date after depositing the notice with a
reputable, overnight delivery service (such as FedEx or
U.P.S.).
(e) SEVERABILITY. The terms and conditions of this Agreement are
severable. If any term or condition of this Agreement is
deemed to be illegal or unenforceable under any rule of law,
all other terms shall remain in force. Further, the term or
condition which is held to be illegal or unenforceable shall
remain in effect as far as possible in accordance with the
intention of the parties.
(f) ENTIRE AGREEMENT; MODIFICATIONS. The parties hereto agree that
this Agreement represents the complete and exclusive statement
of the Agreement between the parties, and supersedes all prior
proposals and understandings, oral or written, relating to the
subject matter of this Agreement. This Agreement may be
amended only in writing executed by the parties hereto.
(g) EFFECT OF WAIVER. Failure by either party to enforce any
provision of this Agreement shall not be deemed a waiver of
that provision or of any other provision of this Agreement.
(h) FORCE MAJEURE. Neither party shall be responsible for any
delay nor failure in performance resulting from acts beyond
the control of such party. Such acts shall include but not be
limited to an act of God; an act of war; a riot; an epidemic,
fire, flood or other disaster; an act of government; and a
strike or lockout; provided that, in order to be excused from
delay or failure to perform, such party must act diligently to
remedy the cause of such delay or failure.
(i) GOVERNING LAW. This Agreement shall be governed by and
construed in accordance with the laws of England and Wales.
(j) VENUE. Any and all disputes between the parties arising under
or in connection with this Agreement which cannot be resolved
amicably by the parties shall be resolved in the courts
located in London, England, except with respect to any action
brought by the Publisher against HealthGate, in which case
jurisdiction and venue shall be the Commonwealth of
Massachusetts, USA.
(k) ARBITRATION. Any question, dispute, disagreement, or
difference of any kind whatsoever which may arise between the
Publisher and HealthGate under, out of, or in connection with
this Agreement, or the carrying out of the work hereunder
(whether during the progress of the work or after its
completion, and whether before or after the termination
abandonment or breach of this Agreement) shall be tried to be
settled amicably upon mutual consultation with good faith, and
in failing so shall be submitted to arbitration in Boston,
Massachusetts to a panel of one arbitrator under the rules of
the American Arbitration Association.
(l) COUNTERPARTS. This Agreement may be executed in two or more
counterparts, each of which shall take effect as an original,
and all of which, together, shall evidence one and the same
Agreement.
(m) SECTION HEADINGS; EXHIBITS. The section, subsection and
Schedule headings used herein are for reference and
convenience only, and shall not enter into the interpretation
hereof. The Schedules referred to herein and attached hereto,
or to be attached hereto, are incorporated herein to the same
extent as if set forth in full herein.
(n) NEUTRAL CONSTRUCTION. The parties to this Agreement agree that
this Agreement was negotiated fairly between them at arm's
length and that the final terms of this Agreement are the
product of the parties' negotiations. Each party warrants and
represents that it has sought and received legal counsel of
its own choosing with regard to the contents of this Agreement
and the rights and obligations affected hereby. The parties
agree that this Agreement shall be deemed to have been jointly
and equally drafted by them, and that the provisions of this
Agreement therefore should not be construed against a party or
parties on the grounds that the party or parties drafted or
was more responsible for drafting the provision(s).
(o) EMPLOYEES. Neither HealthGate nor the Publisher shall hire or
seek to engage the services of, nor offer to pay commissions,
compensation or any other form of incentives to the employees
or consultants of the other for any purpose whatsoever without
the express written consent of the other party. This provision
shall expire twelve (12) months
after the termination of this Agreement.
(P) NO ASSIGNMENT. Neither party may sell, transfer, assign, or
subcontract, any right or obligation set forth in this
Agreement without the express advance written consent of the
other party, such consent shall not be unreasonably withheld.
(Q) COOPERATION. Each party shall cooperate with the other party
as is reasonably necessary to further the purposes of this
Agreement and the other party's performance hereunder.
Executed as of the date set forth above, as a document under seal, by the duly
authorized representatives of the parties hereto.
HealthGate Data Corp.
By: /s/ Xxxxxxx X. Xxxxx
-----------------------------------
Xxxxxxx X. Xxxxx
Chief Executive Officer
Xxxxxxxxx Science Limited and and Munksgaard International Publishers Limited
By: /s/ Xxxxxx X. Xxxxxxxx
-----------------------------------
Name: Xxxxxx X. Xxxxxxxx
---------------------------------
Title: Managing Director
--------------------------------
Schedule A - Content
--------------------------------------------------------------------------------
1. List of Titles to be converted and Hosted
The journal titles comprising the Content are listed below. The titles included
in the list are subject to amendment during the term of the Agreement in that
the Publisher may delete a title, add a new title or modify information
regarding a specific title or titles. The Publisher will notify HealthGate of
all such amendments.
--------------------------------------------------------------------------------
Publisher
3-letter Publisher
code Journal title Office
--------------------------------------------------------------------------------
ACA Acta Chirurgica Austriaca Berlin
--------------------------------------------------------------------------------
AMA Acta Medica Austriaca Berlin
--------------------------------------------------------------------------------
ANE Acta Neurologica Scandinavica Copenhagen
--------------------------------------------------------------------------------
AOS Acta Ophthalmologica Scandinavica Copenhagen
--------------------------------------------------------------------------------
APS Acta Physiologica Scandinavica Oxford
--------------------------------------------------------------------------------
ACP Acta Psychiatrica Scandinavica Copenhagen
--------------------------------------------------------------------------------
AZO Acta Zoologica Oxford
--------------------------------------------------------------------------------
AJE African Journal of Ecology Oxford
--------------------------------------------------------------------------------
ption of having a cookie stored on
their local machine to facilitate auto login.
--------------------------------------------------------------------------------
APT Alimentary Pharmacology & Therapeutics Oxford
--------------------------------------------------------------------------------
AIN Allergology International Melbourne
--------------------------------------------------------------------------------
ALL Allergy Copenhagen
--------------------------------------------------------------------------------
XXX Anaesthesia Oxford
--------------------------------------------------------------------------------
AUI Anasthesiologie & Intensivmedizin Berlin
--------------------------------------------------------------------------------
AHE Anatomia, Histologia, Embryologia Berlin
--------------------------------------------------------------------------------
AND Andrologia Berlin
--------------------------------------------------------------------------------
AGE Animal Genetics Oxford
--------------------------------------------------------------------------------
AFS Anzeiger fur Schadlingskunde Berlin
--------------------------------------------------------------------------------
AEM Aquaculture Economics & Management Oxford
--------------------------------------------------------------------------------
ANU Aquaculture Nutrition Oxford
--------------------------------------------------------------------------------
ARE Aquaculture Research Oxford
--------------------------------------------------------------------------------
AOR Artificial Organs Boston
--------------------------------------------------------------------------------
AJC Asia Pacific Journals of Clinical Nutrition Melbourne
--------------------------------------------------------------------------------
AJD Australasian Journal of Dermatology Melbourne
--------------------------------------------------------------------------------
APY Australasian Psychiatry Melbourne
--------------------------------------------------------------------------------
ARA Australasian Radiology Melbourne
--------------------------------------------------------------------------------
ANM Australian and New Zealand Journal of Mental Health
Nursing Melbourne
--------------------------------------------------------------------------------
ANO Australian and New Zealand Journal of Ophthalmology Melbourne
--------------------------------------------------------------------------------
ANP Australian and New Zealand Journal of Psychiatry Melbourne
--------------------------------------------------------------------------------
ANS Australian and New Zealand Journal of Surgery Melbourne
--------------------------------------------------------------------------------
AES Australian Journal of Earth Sciences Melbourne
--------------------------------------------------------------------------------
AEC Australian Journal of Ecology Melbourne
--------------------------------------------------------------------------------
AJE Australian Journal of Entomology Melbourne
--------------------------------------------------------------------------------
AJR Australian Journal of Rural Health Melbourne
--------------------------------------------------------------------------------
AOT Australian Occupational Therapy Journal Melbourne
--------------------------------------------------------------------------------
BRE Basin Research Oxford
--------------------------------------------------------------------------------
BMT Berliner und Munchener Tierarztliche Wochenschrift Berlin
--------------------------------------------------------------------------------
BIR Birth Boston
--------------------------------------------------------------------------------
BCP British Journal of Clinical Pharmacology Oxford
--------------------------------------------------------------------------------
BJD British Journal of Dermatology Oxford
--------------------------------------------------------------------------------
BJH British Journal of Haematology Oxford
--------------------------------------------------------------------------------
BJS British Journal of Surgery Oxford
--------------------------------------------------------------------------------
BJU British Journal of Urology Oxford
--------------------------------------------------------------------------------
CDP Cancer Detection & Prevention Boston
--------------------------------------------------------------------------------
CPR Cancer Practice Boston
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Page 1 of 6
Schedule A - Content
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
CPR Cell Proliferation Oxford
--------------------------------------------------------------------------------
CMI Cellular Microbiology Oxford
--------------------------------------------------------------------------------
CFS Child & Family Social Work Oxford
--------------------------------------------------------------------------------
CCH Child: Care, Health & Development Oxford
--------------------------------------------------------------------------------
CEA Clinical & Experimental Allergy Oxford
--------------------------------------------------------------------------------
CED Clinical & Experimental Dermatology Oxford
--------------------------------------------------------------------------------
CEI Clinical & Experimental Immunology Oxford
--------------------------------------------------------------------------------
CLH Clinical & Laboratory Haematology Oxford
--------------------------------------------------------------------------------
CEP Clinical and Experimental Pharmacology and Physiology Melbourne
--------------------------------------------------------------------------------
CEN Clinical Endocrinology Oxford
--------------------------------------------------------------------------------
CGE Clinical Genetics Copenhagen
--------------------------------------------------------------------------------
COA Clinical Otolaryngology & Allied Sciences Oxford
--------------------------------------------------------------------------------
CPH Clinical Physiology Oxford
--------------------------------------------------------------------------------
CTR Clinical Transplantation Copenhagen
--------------------------------------------------------------------------------
CDI Colorectal Disease Oxford
--------------------------------------------------------------------------------
CBI Conservation Biology Boston
--------------------------------------------------------------------------------
CYT Cytopathology Oxford
--------------------------------------------------------------------------------
DSU Dermatologic Surgery Boston
--------------------------------------------------------------------------------
DGD Development, Growth and Differentation Melbourne
--------------------------------------------------------------------------------
DOM Diabetes, Obesity and Metabolism Oxford
--------------------------------------------------------------------------------
DME Diabetic Medicine Oxford
--------------------------------------------------------------------------------
DDI Diversity & Distributions Oxford
--------------------------------------------------------------------------------
EEN Ecological Entomology Oxford
--------------------------------------------------------------------------------
ERE Ecological Research Melbourne
--------------------------------------------------------------------------------
ELE Ecology Letters Oxford
--------------------------------------------------------------------------------
EHE Ecosystem Health Boston
--------------------------------------------------------------------------------
ECA Engineering Construction & Architectural Management Oxford
--------------------------------------------------------------------------------
EGE Environmental Geosciences Boston
--------------------------------------------------------------------------------
EMI Environmental Microbiology Oxford
--------------------------------------------------------------------------------
EPP EPPO/OEPP Bulletin Oxford
--------------------------------------------------------------------------------
EOB Erwerbsobstbau Berlin
--------------------------------------------------------------------------------
ETH Ethology Berlin
--------------------------------------------------------------------------------
EJA European Journal of Anaesthesiology Oxford
--------------------------------------------------------------------------------
EJB European Journal of Biochemistry Oxford
--------------------------------------------------------------------------------
ECC European Journal of Cancer Care Oxford
--------------------------------------------------------------------------------
ECI European Journal of Clin Investigation Oxford
--------------------------------------------------------------------------------
EFP European Journal of Forest Pathology Berlin
--------------------------------------------------------------------------------
EJI European Journal of Immunogenetics Oxford
--------------------------------------------------------------------------------
EJN European Journal of Neuroscience Oxford
--------------------------------------------------------------------------------
PMR European Journal of Physical Medicine & Rehabilitation Berlin
--------------------------------------------------------------------------------
EJS European Journal of Soil Science Oxford
--------------------------------------------------------------------------------
ERJ European Respiratory Journal Copenhagen
--------------------------------------------------------------------------------
FFE Fatigue & Fracture of Engineering Materials &
Structures Oxford
--------------------------------------------------------------------------------
FBK First Break Oxford
--------------------------------------------------------------------------------
FME Fisheries Management & Ecology Oxford
--------------------------------------------------------------------------------
FOG Fisheries Oceanography Oxford
--------------------------------------------------------------------------------
FAS Foot and Ankle Surgery Oxford
--------------------------------------------------------------------------------
FCE Forstwissenschaftliches Centralblatt Berlin
--------------------------------------------------------------------------------
FWB Freshwater Biology Oxford
--------------------------------------------------------------------------------
FEC Functional Ecology Oxford
--------------------------------------------------------------------------------
GAF Genes and Function Oxford
--------------------------------------------------------------------------------
GTC Genes to Cells Oxford
--------------------------------------------------------------------------------
GTO Geology Today Oxford
--------------------------------------------------------------------------------
GJI Geophysical Journal International Oxford
--------------------------------------------------------------------------------
GPR Geophysical Prospecting Oxford
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Page 2 of 6
Schedule A - Content
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
GPF Gesunde Pflanzen Berlin
--------------------------------------------------------------------------------
GCB Global Change Biology Oxford
--------------------------------------------------------------------------------
GEL Global Ecology & Biogeography Letters Oxford
--------------------------------------------------------------------------------
GFS Grass & Forage Science Oxford
--------------------------------------------------------------------------------
GEN Gynaecological Endoscopy Oxford
--------------------------------------------------------------------------------
HUG H&G Zeitschrift fur Hautkrankheiten Berlin
--------------------------------------------------------------------------------
HAE Haemophilia Oxford
--------------------------------------------------------------------------------
HSC Health & Social Care in the Community Oxford
--------------------------------------------------------------------------------
HEX Health Expectations Oxford
--------------------------------------------------------------------------------
HLR Health Libraries Review Oxford
--------------------------------------------------------------------------------
HEL Helicobacter Boston
--------------------------------------------------------------------------------
HER Heredity Oxford
--------------------------------------------------------------------------------
HIS Histopathology Oxford
--------------------------------------------------------------------------------
ID Imaging Decisions MRI Berlin
--------------------------------------------------------------------------------
IMM Immunology Oxford
--------------------------------------------------------------------------------
ICB Immunology and Cell Biology Melbourne
--------------------------------------------------------------------------------
ISJ Information Systems Journal Oxford
--------------------------------------------------------------------------------
IMB Insect Molecular Biology Oxford
--------------------------------------------------------------------------------
IJO Int Jrn of Oral and Max Surgery Copenhagen
--------------------------------------------------------------------------------
IEJ International Entodontic Journal Oxford
--------------------------------------------------------------------------------
IJA International Journal of Andrology Oxford
--------------------------------------------------------------------------------
IJD International Journal of Dermatology Oxford
--------------------------------------------------------------------------------
IEP International Journal of Experimental Pathology Oxford
--------------------------------------------------------------------------------
IFS International Journal of Food Science & Technology Oxford
--------------------------------------------------------------------------------
IJG International Journal of Gynecological Cancer Boston
--------------------------------------------------------------------------------
IJN International Journal of Nursing Practice Melbourne
--------------------------------------------------------------------------------
IPD International Journal of Pediatric Dentistry Oxford
--------------------------------------------------------------------------------
Journal fur Ornithologie Berlin
--------------------------------------------------------------------------------
JAN Journal of Advanced Nursing Oxford
--------------------------------------------------------------------------------
JAC Journal of Agronomy & Crop Science Berlin
--------------------------------------------------------------------------------
JBG Journal of Animal Breeding & Genetics Berlin
--------------------------------------------------------------------------------
JAE Journal of Animal Ecology Oxford
--------------------------------------------------------------------------------
JPN Journal of Animal Physiology & Animal Nutrition Berlin
--------------------------------------------------------------------------------
JPE Journal of Applied Ecology Oxford
--------------------------------------------------------------------------------
JEN Journal of Applied Entomology Berlin
--------------------------------------------------------------------------------
JAI Journal of Applied Ichthyology Berlin
--------------------------------------------------------------------------------
JAM Journal of Applied Microbiology Oxford
--------------------------------------------------------------------------------
JAP Journal of Autonomic Pharmacology Oxford
--------------------------------------------------------------------------------
JBI Journal of Biogeography Oxford
--------------------------------------------------------------------------------
JCN Journal of Clinical Nursing Oxford
--------------------------------------------------------------------------------
JCP Journal of Clinical Pharmacy & Therapeutics Oxford
--------------------------------------------------------------------------------
JCA Journal of Computer Assisted Learning Oxford
--------------------------------------------------------------------------------
JCS Journal of Consumer Studies & Home Economics Oxford
--------------------------------------------------------------------------------
JEC Journal of Ecology Oxford
--------------------------------------------------------------------------------
JEP Journal of Evaluation in Clinical Practice Oxford
--------------------------------------------------------------------------------
XXX Journal of Evolutionary Biology Oxford
--------------------------------------------------------------------------------
JFD Journal of Fish Diseases Oxford
--------------------------------------------------------------------------------
JGH Journal of Gastroenterology and Hepatology Melbourne
--------------------------------------------------------------------------------
JGI Journal of General Internal Medicine Boston
--------------------------------------------------------------------------------
JHE Journal of Hepatology Copenhagen
--------------------------------------------------------------------------------
JHN Journal of Human Nutrition & Dietetics Oxford
--------------------------------------------------------------------------------
JIR Journal of Intellectual Disability Research Oxford
--------------------------------------------------------------------------------
JIC Journal of Intensive Care Medicine Boston
--------------------------------------------------------------------------------
XXX Journal of Internal Medicine Oxford
--------------------------------------------------------------------------------
JID Journal of Investigative Dermatology Boston
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Page 3 of 6
Schedule A - Content
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
JLG Journal of Lower Genital Tract Disease Boston
--------------------------------------------------------------------------------
JMG Journal of Metamorphic Geology Boston
--------------------------------------------------------------------------------
JMI Journal of Microscopy Oxford
--------------------------------------------------------------------------------
JNE Journal of Neuroendocrinology Oxford
--------------------------------------------------------------------------------
JNM Journal of Nursing Management Oxford
--------------------------------------------------------------------------------
JOR Journal of Oral Rehabilitation Oxford
--------------------------------------------------------------------------------
JPC Journal of Paediatrics and Child Health Melbourne
--------------------------------------------------------------------------------
JPR Journal of Peptide Research Copenhagen
--------------------------------------------------------------------------------
JPH Journal of Phytopathology Berlin
--------------------------------------------------------------------------------
JPM Journal of Psychiatric & Mental Health Nursing Oxford
--------------------------------------------------------------------------------
JQC Journal of Quality in Clinical Practice Melbourne
--------------------------------------------------------------------------------
JSR Journal of Sleep Research Oxford
--------------------------------------------------------------------------------
JVA Journal of Veterinary Medicine Series A Berlin
--------------------------------------------------------------------------------
JVB Journal of Veterinary Medicine Series B Berlin
--------------------------------------------------------------------------------
JVP Journal of Veterinary Pharmacology & Therapeutics Oxford
--------------------------------------------------------------------------------
JVH Journal of Viral Hepatitis Oxford
--------------------------------------------------------------------------------
JZS Journal of Zoological Systematics & Evolutionary
Research Berlin
--------------------------------------------------------------------------------
KID Kidney International Boston
--------------------------------------------------------------------------------
JLM Laboratoriums Medizin Berlin
--------------------------------------------------------------------------------
LRE Lakes and Reservoirs: Research and Management Melbourne
--------------------------------------------------------------------------------
XXX Letters in Applied Microbiology Oxford
--------------------------------------------------------------------------------
MAM Mammal Review Oxford
--------------------------------------------------------------------------------
MAE Marine Ecology Berlin
--------------------------------------------------------------------------------
MVE Medical & Veterinary Entomology Oxford
--------------------------------------------------------------------------------
MED Medical Education Oxford
--------------------------------------------------------------------------------
MMY Medical Mycology Oxford
--------------------------------------------------------------------------------
MEC Molecular Ecology Oxford
--------------------------------------------------------------------------------
MMI Molecular Microbiology Oxford
--------------------------------------------------------------------------------
MNR Monthly Notices of the Royal Astronomical Society Oxford
--------------------------------------------------------------------------------
MYC Mycoses Berlin
--------------------------------------------------------------------------------
NUR Natur und Recht Berlin
--------------------------------------------------------------------------------
NEP Nephrology Melbourne
--------------------------------------------------------------------------------
NMO Neurogastroenterology & Motility Oxford
--------------------------------------------------------------------------------
NER Neuromodulation Boston
--------------------------------------------------------------------------------
NEU Neuropathology Melbourne
--------------------------------------------------------------------------------
NAN Neuropathology & Applied Neurobiology Oxford
--------------------------------------------------------------------------------
NIN Nursing Inquiry Melbourne
--------------------------------------------------------------------------------
OMI Oral Microbiology and Immunology Copenhagen
--------------------------------------------------------------------------------
ORY Oryx Oxford
--------------------------------------------------------------------------------
PPE Paediatric & Perinatal Epidemiology Oxford
--------------------------------------------------------------------------------
PAN Paediatric Anaesthesia Oxford
--------------------------------------------------------------------------------
PIM Parasite Immunology Oxford
--------------------------------------------------------------------------------
PIN Pathology International Melbourne
--------------------------------------------------------------------------------
PAI Pediatric Allergy and Immunology Copenhagen
--------------------------------------------------------------------------------
PDE Pediatric Dermatology Boston
--------------------------------------------------------------------------------
PTR Pediatric Transplantation Copenhagen
--------------------------------------------------------------------------------
PED Pediatrics International Melbourne
--------------------------------------------------------------------------------
PRE Phycological Research Melbourne
--------------------------------------------------------------------------------
PPL Physiologia Plantarum Copenhagen
--------------------------------------------------------------------------------
PEN Physiological Entomology Oxford
--------------------------------------------------------------------------------
PBR Plant Breeding Berlin
--------------------------------------------------------------------------------
PCE Plant Cell & Environment Oxford
--------------------------------------------------------------------------------
PPA Plant Pathology Oxford
--------------------------------------------------------------------------------
PSE Proceeding of The Society for Experimental Biology &
Medicine Boston
--------------------------------------------------------------------------------
PCN Psychiatry and Clinical Neurosciences Melbourne
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Page 4 of 6
Schedule A - Content
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
PHN Public Health Nursing Boston
--------------------------------------------------------------------------------
PAC Pure & Applied Chemistry Oxford
--------------------------------------------------------------------------------
RDA Reproduction in Domestic Animals Berlin
--------------------------------------------------------------------------------
RES Respirology Melbourne
--------------------------------------------------------------------------------
REC Restoration Ecology Boston
--------------------------------------------------------------------------------
BDI Bipolar Disorders Copenhagen
--------------------------------------------------------------------------------
SJI Scandinavian Journal of Immunology Oxford
--------------------------------------------------------------------------------
SED Sedimentology Oxford
--------------------------------------------------------------------------------
SDI Seminars in Dialysis Boston
--------------------------------------------------------------------------------
SDY Sexual Dysfunction Oxford
--------------------------------------------------------------------------------
SOM Somnologie Zeitschrift fur Schlafforschung und
Schlafmedizin Berlin
--------------------------------------------------------------------------------
SPE Sports Engineering Oxford
--------------------------------------------------------------------------------
SEN Systematic Entomology Oxford
--------------------------------------------------------------------------------
TER Terra Nova Oxford
--------------------------------------------------------------------------------
TBJ The Breast Journal Boston
--------------------------------------------------------------------------------
IAR The Island Arc Melbourne
--------------------------------------------------------------------------------
TPJ The Plant Journal Oxford
--------------------------------------------------------------------------------
TPR The Prostate Journal Boston
--------------------------------------------------------------------------------
TAP Therapeutic Apheresis Boston
--------------------------------------------------------------------------------
TAN Tissue Antigens Copenhagen
--------------------------------------------------------------------------------
TRA Traffic Copenhagen
--------------------------------------------------------------------------------
TME Transfusion Medicine Oxford
--------------------------------------------------------------------------------
TID Transplant Infection Diseases Copenhagen
--------------------------------------------------------------------------------
TMI Tropical Medicine & International Health Oxford
--------------------------------------------------------------------------------
VHE Value in Health Boston
--------------------------------------------------------------------------------
VOP Veterinary Ophthalmology Oxford
--------------------------------------------------------------------------------
WUB Xxxxxx und Xxxxx Berlin
--------------------------------------------------------------------------------
WMR Waste Management and Research Copenhagen
--------------------------------------------------------------------------------
WRE Weed Research Oxford
--------------------------------------------------------------------------------
WMW Wiener Medizinische Wochenschrift Berlin
--------------------------------------------------------------------------------
WRR Wound Repair and Regeneration Boston
--------------------------------------------------------------------------------
XTR Xenotranplantation Copenhagen
--------------------------------------------------------------------------------
ZFJ Zeitschrift fur Jagdwissenschaft Berlin
--------------------------------------------------------------------------------
ZKL Zeitschrift fur Kulturtechnik und Landentwicklung Berlin
--------------------------------------------------------------------------------
ZSC Zoologica Scripta Oxford
--------------------------------------------------------------------------------
Molecular Plant Pathology Oxford
--------------------------------------------------------------------------------
NIN Nursing Inquiry Oxford
--------------------------------------------------------------------------------
INR International Nursing Review Oxford
--------------------------------------------------------------------------------
NBU Nutrition Bulletin Oxford
--------------------------------------------------------------------------------
JAR Journal of Applied Research in Intellectual
Disabilities Oxford
--------------------------------------------------------------------------------
BLD British Journal of Learning Disability Oxford
--------------------------------------------------------------------------------
Plant Biotechnology Oxford
--------------------------------------------------------------------------------
Geofluids Oxford
--------------------------------------------------------------------------------
Astronomy & Geophysics Oxford
--------------------------------------------------------------------------------
Fish & Fisheries Oxford
--------------------------------------------------------------------------------
Nursing Philosophy Oxford
--------------------------------------------------------------------------------
Food Ethics Review Oxford
--------------------------------------------------------------------------------
International Journal of Cosmetic Science Oxford
--------------------------------------------------------------------------------
Veterinary Anaesthesia and Analgesia Oxford
--------------------------------------------------------------------------------
Obesity Reviews Oxford
--------------------------------------------------------------------------------
Genescreen Oxford
--------------------------------------------------------------------------------
HIV Medicine Oxford
--------------------------------------------------------------------------------
Clinical Microbiology and Infection Oxford
--------------------------------------------------------------------------------
Headache Boston
--------------------------------------------------------------------------------
Pain Boston
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Page 5 of 6
Schedule A - Content
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Digestive Endoscopy Melbourne
--------------------------------------------------------------------------------
Asian Oceanian Inst of Radiology Melbourne
--------------------------------------------------------------------------------
Fisheries Science Melbourne
--------------------------------------------------------------------------------
Mycoscience Melbourne
--------------------------------------------------------------------------------
Japanese Journal of Limnology Melbourne
--------------------------------------------------------------------------------
Hong Kong Inst of Paediatrics Melbourne
--------------------------------------------------------------------------------
Hong Kong Inst of Emergency Medicine Melbourne
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Page 6 of 6
Schedule B - Site Service Plan
--------------------------------------------------------------------------------
1. Hardware and communication resources
The Hardware to host the Site shall be located at HealthGate's computer
facilities currently housed at Exodus Communications, Inc. Internet Data Center,
located in Waltham, Massachusetts, USA.
1.1 Site access
HealthGate shall maintain adequate Internet access via telecommunications to the
Site so that users of the Site may access the Site approximately 24 hours per
day, and receive information from the Site at speeds and response times
substantially equivalent or superior to HealthGate's own Web sites.
1.2 Software maintenance downtime
In order to maintain and update the Software, HealthGate schedules regular
downtime on Saturdays from 10.00 PM to 12.00 Midnight, US Eastern Time. Although
this downtime is scheduled every week the Site would probably only be down once
a month because the maintenance needs are not frequent. Where possible, during
the actual downtime the Site will display a page so that users accessing the
Site will be aware of the situation.
In order that HealthGate may fulfil it contractual obligations with regard to
maintenance of the Software, it may be necessary to schedule time when the Site
may be unavailable. In these cases, the Project Managers of both parties shall
mutually agree upon a time, at least 3 working days in advance, of when the site
will be unavailable.
1.3 Site monitoring
HealthGate's principal business activities rely upon uninterrupted Internet
access and, consequently, will use its best endeavours to ensure that the
Publisher's Site receives the best possible service. HealthGate remotely
monitors the Home Page of the Site every 60 seconds. If, for any reason, the
server does not respond, the redundant server switches in automatically to serve
the Site and a paging message is sent to HealthGate's duty staff member. Within
15 minutes of receiving the paged message, this staff member will check that the
redundant machine has correctly switched in within 15 minutes. If this process
fails, the duty staff member will restart the server remotely. If this is also
unsuccessful, the duty staff member will post a notice to users on the Site Home
Page and will contact other team members to ensure the Site is made available to
users as soon as possible.
In addition, a browser page on the server monitors the links to the database
tables every 180 seconds. If, for any reason, the links are defective a paging
message is sent to HealthGate's duty staff member and a similar procedure is
followed.
1.4 Site server hardware
The Site server is configured with two machines - one as live server, one as
redundant back up. If one machine ceases to operate, the redundant machine
automatically switches to serve the Site and a paging message is sent to
HealthGate's duty staff member. The storage device holding the Content has a
capacity of 200 gigabytes, but may be expanded to at least 400 gigabytes. Stored
data is backed up once every 24 hours and copies of back-up tapes are held off
site.
1.5 Proxy serving in the United Kingdom
HealthGate will arrange for a caching proxy server with approximately 50
gigabytes of usable cache to be hosted in the United Kingdom. This device will
hold some elements of the Site and should enable United Kingdom users accessing
Content on the Site to receive a faster service. It will also enable the Site to
use a United Kingdom Primary Domain Name.
--------------------------------------------------------------------------------
Page 1 of 2
Schedule B - Site Service Plan
--------------------------------------------------------------------------------
2. Communication procedures
2.1 User support
The Help section of the User Interface of the Software contains telephone
numbers and an e-mail address to enable users to contact the customer support
service at HealthGate. The telephone support service shall be operational 8.00
AM to 6.00 PM, US Eastern Time, and shall be supported by voice mail at other
times. All e-mails sent to the support address shall be acknowledged within one
working day of receipt - for the purposes of this clause, the usual working days
are Monday to Friday from 09.00 AM to 5.00 PM, US Eastern Time, except in the
case of US National Holidays taken by HealthGate.
2.2 Publisher support
HealthGate will supply and update information to the Publisher Project Managers
to enable them to contact via telephone, telephone pager or e-mail either the
HealthGate Project Managers or HealthGate's Hardware operation duty staff at any
time during the week. Access exceptions may be mutually pre-notified and
mutually agreed in advance to take account of US National Holidays. The
telephone support service shall be operational 3.00 AM to 10.00 PM, US Eastern
Time, and shall be supported by voice mail at other times. All e-mails sent to
the support address shall be acknowledged within one working day of receipt.
2.3 Periodic meetings of Project Managers
Both parties will agree upon a fixed schedule of dates and locations of Project
Manager meetings for each year of the agreement. The principal purpose of these
meetings is to enable the Project Managers to discuss matters of mutual interest
with regard to any matters pertaining to the Agreement. At least one Project
Manager from each party will attend each meeting. In advance of such meetings
either party may elect to nominate additional employees to attend, subject to
the other party's approval. With respect to sickness or any other cause, either
party may request to postpone or cancel a meeting provided that the other party
is given reasonable notice of such a request and approval of such a request
shall not be unreasonably withheld.
2.4 Training arrangements
The Publisher retains remote control of the Site through the Publisher
Interface. In order for the Publisher's authorised staff to be able to manage
the Site efficiently and effectively one of HealthGate's Project Managers will
provide 2 days of training per year at the Publisher's main business location.
The Publisher can request HealthGate for additional training days and these may
be billed to the Publisher at a mutually agreed rate.
2.5 Changes to the Hardware
HealthGate shall supply with the Publisher with a graphical overview of the
Hardware installation. Each time that HealthGate makes a significant change to
the Hardware, the Publisher will be notified and supplied with an updated
graphical overview.
--------------------------------------------------------------------------------
Page 2 of 2
Schedule C - Content Maintenance Plan
--------------------------------------------------------------------------------
1. Content conversion and enhancement
1.1 Receipt of content
The Publisher shall notify HealthGate by e-mail of new Content transferred via
FTP. The message will contain the following information: Journal code, Volume
number, Issue number, Number of files and file types (SGML, GIF and PDF files)
and Comments or Notes.
Upon receipt of this e-mail HealthGate will move the data into directories for
initial pre-processing staging. A master archive copy of all content is also
made. Any obvious gaps or errors will be reported to the Publisher.
1.2 Content conversion
The SGML text files are initially converted to HealthGate's Extensible Markup
Language (XML) format. HealthGate also produces a thumbnail version of each GIF
image scaled to an agreed standard. The Publisher may take on this conversion
step to give the Publisher greater flexibility. Mathematical formulae supplied
within SGML files in the AMS-LaTeX format are converted into GIF files or other
formats suitable for Web viewing. HealthGate and the Publisher will mutually
agree on future enhancements for the conversion and display of mathematical
formulae.
1.3 Content enhancement
The XML files are then parsed to add more information that may include either
tags to link each article's bibliographic references to references within other
bibliographic databases or tags to link to other articles within the Site. The
links for each journal title will be agreed by the Publisher and HealthGate.
Reciprocal linking between the Site and other bibliographic databases to
specific journal titles will be mutually agreed.
1.4 Error reporting
HealthGate will immediately notify the Publisher by e-mail, within two (2)
business days, of any content that is adjudged to be either incomplete or
defective in any other way such e-mail shall note the journal name, volume,
issue and article ID(s). In these cases, the Publisher will advise HealthGate
whether or not to process the issue. The Publisher will either re-supply the
complete issue or the defective components and the Publisher and HealthGate will
mutually agree the revised production timeframe for these issues on a
case-by-case basis.
1.5 Processing objectives
HealthGate's objective for processing the Content comprising a new journal issue
is 3 working days. This throughput time objective is defined as (a) starting
from the moment that all files comprising the new issue are supplied to
HealthGate and received by HealthGate in a full and complete format; and (b)
completing the moment that the new issue is moved to a mutually-agreed and
defined staging area on the Site. HealthGate's operating capacity for processing
the Publisher's Content is 30 issues per working day. This throughput time
objective does not apply in any of the following circumstances:
o If the Publisher requests HealthGate by e-mail to process particular
issues in advance of issues already supplied (such requests can only be
accepted by e-mail from an authorised employee of HealthGate)
o If any of the Content comprising an issue is incomplete or incorrectly
supplied
o If the volume of Content supplied exceeds HealthGate's operating capacity
- in this case HealthGate's capacity defines the throughput time
o If Content for new titles is supplied - the standard for these is
specifically addressed in Section 3 of this Schedule.
1.6 Monitoring and reporting
HealthGate will, throughout the production processes defined above, provide
regular, timely and accurate reports to the Publisher. HealthGate will work
towards the creation of an automated production monitoring system and will
provide the Publisher with access to information from the system regarding the
conversion status of a particular issue, article or object.
--------------------------------------------------------------------------------
Page 1 of 4
Schedule C - Content Maintenance Plan
--------------------------------------------------------------------------------
1.7 Fully automated content processing
HealthGate will work towards the creation of a fully automatic process to
convert and load Content onto the live Site. Such a process will, if feasible,
be designed to pull files from the Publisher's FTP site. This system could also
be enhanced by mutual agreement between HealthGate and the Publisher to achieve
three other features: (a) to enable the Publisher to re-supply individual files
(GIF, PDF and SGML) so that these items are automatically re-integrated into the
issue; (b) to permit individual articles to be loaded independent of an issue
being available; and, (c) the generation of an e-mail message to the Publisher
that confirms receipt of files pulled from the FTP server.
HealthGate will enable the fully automated content processes to take account of
the Digital Object Identifier (DOI) or other non-bibliographic based
identifiers. Publisher and HealthGate will mutually agree the definition of such
identifiers.
--------------------------------------------------------------------------------
Page 2 of 4
Schedule C - Content Maintenance Plan
--------------------------------------------------------------------------------
2. Content staging and release
2.1 Database loading
As soon as all the content from a particular journal issue is processed it is
loaded in the content repository database. Database records are made of each
article's bibliographic details (title, authors, article type, category, volume,
issue and pages) from which Tables of Contents are generated. HealthGate sends
an e-mail to the Publisher alerting the appropriate personnel that the issue is
available for review. Authorised employees of the Publisher are then able to see
the issue for proofing, but access is restricted to all others.
2.2 Content approval and release
The content will appear in the User Interface part of the Software. The
authorised employees of the Publisher can then review the content and decide
whether or not to release a journal issue for general user access. The "For Sale
Y/N" field of the Publisher Interface part of the Software can be used to
exclude general access to view the issue to enable the Publisher to review the
material on-line prior to releasing it. The database also includes fields for
copyright notices and other notices of right title and interest to the content
and these fields can also be adjusted using the Publisher Interface part of the
Software.
2.3 Error reporting
If any employee of the Publisher determines that content is missing, incomplete
or displaying incorrectly, an authorised employee of the Publisher will send an
e-mail to HealthGate clearly defining the problem. In appropriate cases, they
will also examine the original source files to determine if errors occurred in
the source material.
2.4 Table of Contents (TOC) e-mail
The action of changing the For Sale Y/N field of the Publisher Interface part of
the Software from N to Y will generate the distribution by e-mail of the journal
issue's TOC to those users that have requested receipt of TOC e-mails in the
User Interface part of the Software.
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3 New titles
3.1 Set-up
From time to time the Publisher might wish to include a new journal title in the
Site. At such a time the Publisher must send HealthGate via e-mail details
regarding the title and a banner GIF file to be displayed in the User Interface
of the Software. These details should include at least the following
information:
ISSN Paper; ISSN Electronic; Journal Name; Journal Abbreviation Code; Copyright
Line, Pricing information. The Publisher will provide all of this information at
the same time.
In addition, the Publisher could supply the MEDLINE Abbreviation; Database names
for external linking (including provision for HealthGate's access rights);
Society Name; Society Code; URL on the Publisher's own site(s); Subject
Group(s); and Document Type Definition (DTD).
HealthGate will use this information to do two things: (a) adapt the filter, if
necessary, for converting content from SGML into HealthGate's internal format;
and (b) set up the title in the user interface. If HealthGate receives content
for a new journal title without the necessary header information, their first
action will be to request the details.
3.2 Lead time for new titles
HealthGate will load the first issue of a new title within 10 working days of
full and complete data being supplied by the Publisher. Any such new title shall
be supplied in a previously agreed upon DTD. Where any new title taken on from a
Society has existing electronic files available (i.e. not produced by the
Publisher), the conversion and loading of these files will be subject to
evaluation and discussion by HealthGate and the Publisher.
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1. User Interface Description
The User Interface is constructed with a number of pages using Microsoft's
active server page (asp) tools. Each page is described below. Many of the pages
are directly linked to one another and most also have a navigation menu bar to
enable a user to browse through the pages efficiently and effectively. Unless
otherwise noted, all functionality described in this Schedule D which is not
available on the Effective Date of this Agreement shall be delivered as
released, but no later than 31 March 2000.
1.1 Home Page
The Home Page contains links to the following pages User Registration, User
Login, List of Journals and About.
1.2 User Registration
Registration: The user provides demographic information and selects a user name
and password.
User name creation: User names are unique and are allocated on a
first-come-first-served basis.
Confirmation of registration: Upon successful completion of registration, the
user receives an e-mail acknowledging their registration. Maintenance and
management of User names for the site is independent of Maintenance and
management of User names for HealthGate's other sites. During user registration,
the e-mail address entered will be compared with those on file. If the e-mail
address has already been used, the user is prompted with the choice of
continuing or receiving an e-mail of the username and password for the existing
account. The purpose is to stop multiple registrations from users that have
forgotten their passwords.
During registration the user will have the option of having a cookie stored on
their local machine to facilitate auto login.
1.3 User Login
In order to access many areas of the Site users must identify and authenticate
themselves against their User Name. Users can Login from the Home Page, but are
also referred to the Login page when attempting to access sections of the site
that require authentication.
Users enter their particular User Name and Password on the Login page.
Successful authentication passes the user either to their personal page ("Your
Home Page") or to the relevant page from which they were referred.
The page also contains a mechanism for the user to look up and find their
password without contacting customer support. The user inputs their User name or
e-mail address and the user database is searched for a match. If there is a
match, the user is asked if they wish to receive an e-mail sent to the e-mail
address associated with the User Name. If there is not a match, the user should
send an e-mail to or telephone the customer support service.
Once the user has successfully logged in, the user's name details will display
on subsequent pages.
If the user's Auto Login cookie is detected on the Site homepage, the user will
be automatically authenticated and taken to their Personal Homepage. Any pages
requiring authentication will also check the Auto Login cookie before prompting
for login.
1.4 List of Journals
This page contains a list of journal titles, sorted by Publisher, that have
issues available on line. Each title is linked to a page that lists all issues
available on line and the table of contents of the current issue. This page will
contain an "A-Z" bar to navigate to journal titles alphabetically. This page
will link to other pages listing the journals by different groupings: "All
Journals", "Journals by Publisher" and "Subject Groups".
1.5 About
The About Page is designed by the Publisher and contains general information
about the Site. The About page may link to other flat HTML pages that will be
supplied by the Publisher, or created using the HTML editor.
1.6 Your Home Page
This page is personal for each User Name. It contains information regarding a
user's current subscription and article purchases; a list of titles for which a
TOC e-mail has been selected; a listing of the user's
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saved searches; a link to a page listing journal titles for which the user may
select to receive a TOC e-mail and a link to a page containing links to
favourite articles and journals as defined by the user.
The page also has a link to an associated page - the Update User Registration
page. An authenticated user can change demographic details such as e-mail
address, password and postal address. Other options available from Your Home
Page include the facility to input an Offer Code, an Access Token and select any
personal preferences for customisation of the site.
The page has an area for displaying a message to a particular group of users as
defined in the Publisher Interface. Groups will include all subscribers to a
named journal and all users that have entered an Offer Code. Other users will
see a default message.
The Personal Homepage has a link to allow personal users on a machine with an
unrecognised institutional IP address to write the auto login cookie to the
machine's hard disk.
1.7 Table of Contents (TOC) e-mail Selection
On this page a user may select (or de-select) one or several titles for which
they want to receive a TOC e-mail. If users choose this feature, they will be
sent the new table of contents for each journal for which they have selected the
service. This feature is available to non-subscribing users as well as
subscribers. The format of the TOC e-mail will be defined by the publisher and
will contain a URL linking directly to the abstract of each article listed.
1.8 Simple Search
In order to perform a search a user is required to authenticate by going through
the Login page. The Simple Search form enables a user to search the database of
bibliographic records for each article accessible on the site. The fields
include: Author Last Name(s), Author Initial(s), Article Title, Journal Title,
Keywords, Year, Volume and Issue and Full text search. The search can be
restricted to (a) All journals, (b) Only favourite journals as defined by the
user (from Your Home Page list), (c) a single journal, (d) journals in a
selected subject group as defined in the Publisher Interface. The user will have
a choice to rank search results by publication date or relevancy.
1.9 Advanced Search
The advanced search form allows the user to perform a Standard Boolean fielded
search. The user can combine fielded search terms with other terms through
operators to include AND, OR and NOT. Wildcards can also be used to refine the
search. The search can be restricted to (a) All journals, (b) Favourite journals
as defined by the user (from Your Home Page list), (c) a selected journal, (d)
journals in a selected subject group as defined in the Publisher Interface. The
user will have a choice to rank search results by publication date or relevancy.
The advanced search can be further restricted to (a) all issues, (b) issues
published in the last 1,3,6,9 or 12 months, (c) between 2 specified dates.
The Publisher and HealthGate will mutually agree to the design of the search
form which will include some field names as well as a free-text field.
1.10 Search Results
The search results page lists article title information where the search
criteria are matched. The results are ordered by relevancy or publication date.
Where ordered by relevancy each item will display a percentage relevancy
ranking. Each item in the list of search results will have a check box. The user
may select one or more articles by checking the boxes and then view the
abstracts sequentially on a single page. Each abstract will contain links to the
Full Text and PDF article.
The user can select a name for the search and save the search criteria. The
Saved Search can be re-run from a link on the Personal Homepage. The user can
perform a new search or return to the simple or advanced page to refine the
search criteria.
1.11 List of Issues
This page lists the issues for a particular title that are currently available
on line. Each issue in the list is linked to its TOC. Some issues may be tagged
as "Free Samples" and these are available for registered and authenticated users
to view without charge.
A link is created on this page to take the user to the appropriate journal home
page of the Publisher's own site. A text field will allow a user to search for a
word in the keywords or abstract from that journal. Searching requires
authentication, so an unauthenticated user will be asked to login before the
search results are displayed.
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A button allows a user to add the journal to their list of favourites displayed
on Your Home Page.
Design will make provision for the inclusion of an indivdual GIF illustration
file associated with each issue.
The Publisher will have the ability to supply tables of contents for future
issues through the Publisher Interface. These future tables of contents will be
available to users via the List of Issues page. When a new issue goes live, the
new interactive table of contents will replace the flat one.
Users will be able to link directly to the table of contents for a particular
issue using an inbound URL resolver.
The List of Issues page will contain a link to the latest issue and a defined
number of recent issues. Older issues will be accessible via links to issues
published within a given year (e.g. links to "1999 Issues", "1998 Issues"). The
Publisher and HealthGate will agree upon a list of the journal titles for which
to create Tables of Contents and abstracts (where available) for previous years'
material. The data for creating these Tables of Contents will be loaded from
third party databases, such as MEDLINE. The content type will be indicated as
"Full text", "Abstracts" or "Bibliographic Data Only".
1.12 Table of Contents
This page lists all articles and other material (such as editorials, reviews and
correspondence) that constitute the issue grouped by article category and then
in page number order. Each article listed contains the title and primary
author(s) as well as page numbers. Each article could potentially be linked to
its Abstract, Full Text or PDF page and to supplementary material. The size of
the PDF file will be indicated adjacent to the PDF button.
Generally, access to Abstracts is provided free of charge, but access to
Full-Text and PDF is limited to users who have obtained subscription or document
delivery privileges.
A text field will allow a user to search for a word in the keywords or abstract
from that issue. Searching requires authentication, so an unauthenticated user
will be asked to login before the search results are displayed.
A link will be included to a page that lists, in alphabetical order, authors of
papers in the issue. The author names will be linked to the abstract, full text
or PDF of the articles.
Page design will make provision for the inclusion of an indivdual GIF
illustration file associated with each issue.
1.13 Abstract
This page contains the abstract and a link to the Full Text and PDF. It also
contains a link to the Notify A Colleague e-mail page. If Supplementary Material
is available and tags are provided in the source SGML, an icon will link to it
from this page.
The page will display a link to the MEDLINE record of the current article, if
such a record exists in MEDLINE. Similar links to the record of the current
article in other databases will also be included by mutual agreement between
HealthGate and the Publisher.
A button allows a user to add the abstract to their list of favourites displayed
on Your Home Page
1.14 Full Text
This page displays the Article in an HTML format. A user must have already
purchased a subscription to the particular Journal Title or purchased the
specific article before being passed to this page (except in the case of a Free
Sample issue). If a user does not validate on access to the page, a purchase an
offer page will be presented enabling the user to purchase a subscription or
article delivery on-line.
All references and figures within the body of the text are linked to the list of
references at the end of the Article or to the figure page. All references that
have links to predefined databases, such as MEDLINE, are linked to those
references. Figures and tables are referenced and linked to respective full page
displays. If Supplementary Material is available and tags are provided in the
source SGML, an icon will link to it from this page. In addition, authors of the
article are tagged to external (predefined) databases searches as are keywords
listed. Author and keyword searches to predefined databases, such as MEDLINE,
are linked to an intermediary page giving the users the opportunity to refine
these searches.
The page will display a link to the MEDLINE record of the current article, if
such a record exists in MEDLINE. Similar links to the record of the current
article in other databases will also be included by mutual agreement between
HealthGate and the Publisher.
A button allows a user to add the article to their list of favourites displayed
on Your Home Page.
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1.15 Maths
Mathematical formulae supplied as AMS-LaTeX are converted by HealthGate into GIF
format files for Web viewing. In the future, as part of development, delivery in
other formats such as LaTeX or a change to the Publisher's DTD to incorporate
the MathML standard will be mutually agreed by both parties and tested to the
satisfaction of both.
1.16 References
The references are currently present at the end of the main text file.
References may be presented in pop-up windows. This would permit selective
presentation of only relevant references. This also obviates the need to return
to the 'parent' file when viewing a citation within an object window. As an
example, if the article cites [1,2-5,8,9], the pop-up will include only these
refs. This pop-up window may be dynamically generated to facilitate linking to
standard databases.
1.17 Object Windows
As for the Full Text Section, but the dimensions will be specified by the
Publisher. Treatment of object windows as a pop-up will permit the user to
compare two or more figures, or to refer to the text.
1.18 Graphics
Graphics files will be available to the user in the most suitable format the
browser can use: Shock Wave Flash if enabled, GIF if not. In the future the
Publisher and HealthGate may mutually agree to the supply and use of additional
file formats, such as high resolution JPEG.
1.19 Supplementary Material
Supplementary Material (which may consist of textual, tabular, graphical, video,
audio or animated data), will be made available free of charge via an icon on
the Table of Contents and accessible from within the full text. Links to the
material will be will be supplied by the Publisher in the source SGML.
Links to helper applications will be included as necessary.
The data will be supplied by the Publisher. If the Publisher requests HealthGate
to convert the material and host it, HealthGate will charge the Publisher the
full costs associated with conversion.
1.20 Multiple-part documents
HealthGate and the Publisher will mutually agree on a specification for handling
Multiple-part documents.
1.21 Multiple-Abstract sections
HealthGate and the Publisher will mutually agree on a specification for handling
Multiple Abstract sections.
1.22 PDF
This page downloads the Article in a PDF file. A user must have already
purchased a subscription to the particular Journal Title or purchased the
specific article before being passed to this page (except in the case of a Free
Sample issue). If a user does not validate on access to the page, a purchase
offer page will be presented enabling the user to purchase a subscription or
article delivery on-line.
The size of the PDF file will be indicated adjacent to the PDF button used to
access the file.
In order to view the downloaded article, the user must obtain a copy of Adobe
Acrobat Reader. A link to Adobe's Home Page is available on the Help Page.
1.23 Notify a Colleague
This feature enables an authenticated user to send an e-mail to an acquaintance
that contains URL information and a link to an abstract or article. A user
completes the destination e-mail address or addresses and can then add their own
comments to the e-mail prior to sending it.
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1.24 Purchase Offer Page
This page contains the offers available for a user to purchase. It could contain
various purchase offers as follows Article, Regular Subscription and Discounted
Society Subscription. These offers could be listed in a variety of different
currencies.
User selection of an offer links to the secure Credit Card connection page.
The Publisher Interface can used to control the layout of this page on a title
by title basis. One or more of the following may be displayed for each title:
(a) document delivery offer, (b) subscription offer in one or more currencies,
(c) standard text including link to Publisher's web-site and (d) a piece of HTML
text for each journal entered with an HTML editor from the Publisher Interface.
1.25 Credit Card Validation
Once the offer has been selected, the user will then be shown a page that
provides a secure connection for credit card information. The user will be asked
to give the credit card number, type (VISA, MasterCard, AMEX, Discover), and
expiration date.
The credit card is then validated and the user is shown the cost that has been
charged to the credit card. A unique receipt number is displayed on the page and
a copy is e-mailed to the e-mail address supplied by the user during
registration.
1.26 Society Membership Validation and Offer Code
The Publisher can supply lists of names and membership numbers of learned
societies. In this way registered users can verify their society membership and
incorporate these details as part of their User Profiles.
A link to this validation page is contained within Your Home Page. A user
selects the Offer Code link and inputs a code relevant to a particular society
offer - this code is supplied to the society member by the Publisher. The user
then inputs the validation information - usually Surname and Membership number.
A society offer may include free on-line subscriptions to one or more titles or
special discounts to titles. Once the society membership information is
validated these offers are presented to the user - free subscriptions are
automatically listed on Your Home Page. A choice of offers may be made
available, such as selecting one or more titles from a package. Upon selecting
an offer the user will be taken to the credit card validation page. Upon
successfully completing the transaction, the subscriptions will be added to Your
Home Page.
If a user successfully validates society membership, but does not, at the same
time, take up an offer that requires payment, the offer will be presented on the
Purchase Offer page when the user subsequently tries to access content covered
by the offer.
1.27 Publisher Access Tokens
The Publisher can accept subscription orders from users off-line and would wish
users to validate them on-line. The Publisher may also wish to provide free
access to users such as editorial board members. The Publisher interface
contains a tool to generate Access Tokens. These Tokens can cover single or
multiple titles and the Publisher can define their expiry date. Each token can
only be used once.
A user supplied with a Token links to the Access Token validation page from Your
Home Page. The Token is input and the subscription is linked to that User Name
or Institutional Name.
1.28 Help
The Help page contains e-mail and telephone contact details for users to submit
their queries to. It also contains linked URL's for Microsoft and Netscape
browser and for the Adobe Acrobat Reader software downloads. The help page can
be edited and linked to newly created pages via the Publisher Interface. To
standardise the communication routes and to facilitate the direction of queries
to the relevant HealthGate and Publisher e-mail addresses a help form will be
designed by the Publisher. This form will enable a user to send e-mail from
their browser. The user will enter their e-mail address (defaulted if an
authenticated personal user), name, subject and free text message. The user will
be able to choose from a number of categories to be defined by the Publisher,
such as "subscription queries", "technical problems", and "other queries". The
user has the option of sending themselves a copy of the mail. The mail is routed
to a pre-defined e-mail address for each category of query. The body of the
e-mail will contain header information including (where known) username, e-mail
address, name, subject, browser type and version being used, IP address, time
and date sent and the user-entered message text.
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The Publisher will design a similar form so that users can send feedback to the
Publisher.
1.29 Menu Bar
The Menu Bar can be included on any page as defined by the Publisher and it can
display different elements according to the page it displays on. The elements
that can be included are links to the following: Home Page, Your Home Page, List
of Journals, List of Issues, Table of Contents, Notify A Colleague, Search and
Help.
1.30 Access to the MEDLINE database
HealthGate hosts the MEDLINE database under licence from the US National Library
of Medicine. The references of full-text of articles from some journals will be
linked to their specific MEDLINE record. In addition, the interface contains a
link to a MEDLINE search form. This search form will be HealthGate's Advanced
Search Form. A user can use the form to enter a query against the MEDLINE
database. If records are found that match the query this displays as a hit list.
A user may then select to view the abstract of a particular record from the hit
list. The abstract display will also include (where available):
Related articles
The related articles of a specific abstract are those abstracts in the MEDLINE
database that are the most similar to it. The similarity between documents is
measured by the words they have in common with some adjustment for abstract
lengths.
Link to full text of an abstract
When a MEDLINE abstract contains a link to the full-text of an article, a button
will display in the abstract display. This button links to the Web site
belonging to the publishing copyright owner of the journal where the full text
article resides. These publisher Web sites may require a subscription or fee in
order to view the full-text of an article.
The user will be able to view the abstract in both MEDLINE and bibliographic
citation manager formats and be able to save the abstract in MAC, PC or UNIX
format as either text or HTML.
1.31 Linking from other databases
The Publisher will supply some third party database hosts with a resolver that
permits users of these databases to link into the Site using the bibliographic
details supplied by the Publisher to the third party. A user of a third party
database will gain access to the Site as follows - (a) if the user is recognised
by the Site (by valid IP address, previous session login or auto-login cookie)
and has access rights to the content, the user will gain access the to the
Abstract, PDF, or Full Text as determined by the referring resolver; or (b) if
the user's access rights cannot be recognised, the user will be presented with a
page to either login or register and, if the login is successful, the user will
gain access to the Abstract, PDF, or Full Text as determined by the referring
resolver.
1.32 Reciprocal linking to other publisher on-line systems
By reciprocal agreement with other publishers, the Publisher will supply
HealthGate with bibliographic citations that are linked directly to other third
party on-line systems. The Publisher will then permit users referred from these
third party sites to view full-text files without the requirement to
authenticate. Where possible, this type of relationship will take into account
Forward Linking, so that each time such a link is generated, the linked-to
publisher is notified and can append a forward link to the cited file.
1.33 Forward Linking
When each new intra-Synergy link is created, the article that has been
referenced will have added to it a 'Forward link'. These will be listed at the
bottom of the article under a section headed "Articles citing this work". For
each link, the following information will be displayed: Authors (surnames,
initials), year, article title, publication title, volume number and page range.
1.34 Toll Free Links
o Where one of the Publisher's articles refers to another article available
on the Site, a user with access rights to the article containing the
reference will be able to follow the reference link to the full text of
the article cited without requiring access rights to the cited article.
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o Where a Toll free Linking agreement exists between the Publisher and a
third party, users with access rights to an article on the Site can also
link to an article hosted by the third party without requiring access
rights. This may be achieved by embedding a code in the referring URL.
o Where a Toll free Linking agreement exists between the Publisher and a
third party, users with access rights to an article on the third party
site can link to an article hosted on the Site without requiring access
rights. This may be achieved by embedding a code in the referring URL.
o Free access is only available to the article referred to - not all
articles in that issue or journal.
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2. Publisher Interface
The overall purpose of the Publisher Interface is twofold - (a) to provide the
Publisher with as much control as is feasible (at the detail level) of its own
titles; and (b) to enable the Publisher to know as much as possible about its
users.
The Publisher has secure access to these functions and authorises employees
accordingly. Much of the information contained within parts of this interface is
used to deliver dynamic details to the User Interface pages. In general the
information can be changed on a real-time basis by the Publisher, thus affecting
the real-time information on the User Interface.
There will be two levels of access rights. One level permits access to just the
Access Token generator and the other level permits access to all other parts of
the interface. The Publisher will be issued with a "master" access right that
can create Publisher access accounts - each access account could have access to
one or both levels of access.
2.1 Journal Information
The procedure to set-up new journals and their initial entry into the system is
initiated by the Publisher. The authorised Publisher employee enters all
applicable information for a new Title such as the title name, copyright
statement and ISSN. The interface also permits the Publisher to remove the title
from sale. The Publisher can also assign a journal to be part of one or more
Subject Groups.
2.2 Issue Information
As a new issue is processed and loaded for delivery to the User Interface pages,
information about the issue populates a database. The information includes
Volume Number, Issue Number, Publication Date, Issue Date, Number of Pages, URL,
For Sale Y/N, Banner GIF and Free Sample Y/N.
2.3 Article Information
Each article loaded in the database contains associated information - the record
fields include Unique Article ID, Issue, Article Name, Page Start, Page End,
Abstract URL, Article URL and PDF URL.
2.4 SKUs and Offers
Each journal title can be sold to users as a time-based subscription and
individual articles of the title can be sold individually. The SKU and Offer
section of the Publisher Interface enables the Publisher to enter combinations
of prices, currencies and time of access for each title at both a subscription
and article level. The prices can also be tied to Society Membership validation
so that Society Offers can be created and later redeemed at the User Interface.
2.5 Societies and Membership lists
This component of the interface enables the Publisher to set up a new society
and upload membership validation details.
Each society has associated with it a code which users input on the Offer Code
part of Your Home Page. Membership lists are uploaded into the database for
corresponding society codes. The validation mechanism checks that a user is
inputting the correct surname associated with the membership number.
The Publisher interface component enables the Publisher to refresh or amend
membership details and, used in conjunction, with the SKU/Offer part permits
special journal subscription prices to be offered to society members. The
membership number and last name can also be amended.
The Publisher Interface allows updated membership data to be checked against the
existing records on file for uniqueness. Duplicates will be reported in an
agreed format.
The Publisher Interface allows the Publisher to generate reports of usernames
and registration details as follows:
(a) society members loaded for a particular offer code
(b) society members that have validated their membership on the Site
(c) society members that have not validated their membership on the Site
(d) validated society members that haven taken up an offer requiring payment
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2.6 Access Token Generation
This page contains a list of journal titles that are available for sale. The
Publisher can select one or more titles and generate one or more access tokens.
The page enables the Publisher to set the expiry date of the subscription
associated with the token and also include an associated reference number.
The Publisher can select to either (a) output the Access Token to the browser
page, or (b) have the titles automatically added to a registered user's account
by specifying a valid User Name.
2.7 User Demographic Information
Each registered user has associated with it the following demographic
information: Title, First Name, Last Name, Honours, E-Mail Address, Username,
Password, Country, Job Title, Company/Institution, Department, Phone, Fax,
Street Number, Street, City/Town, State/Province/County, Post/ZIP Code, VAT
Registered?, VAT Registration Number and area of professional responsibility
(dropdown or free text).
2.8 HTML editor
HealthGate will supply the Publisher with an HTML editor. This editor can be
used by the Publisher to insert HTML text at fixed positions within the
following pages of the Site:
Home Page
List of Journals Page
List of Issues Page
Table of Contents Page
Your Home Page
Table of Contents E-Mail Selection Page
Registration Pages
Society Membership Validation Pages
Access Token Input and Confirmation Pages
Search Pages
Help
Each of these pages may contain one or more areas of customisable text.
Publisher and HealthGate will mutually agree the positions within each page that
maybe customisable. The Publisher is responsible for the text and/or wording for
these pages.
2.9 Table of Contents (TOC) e-mail Messages
This component of the interface enables the Publisher to add a message to the
TOC e-mails for particular journals. This message can be issue specific or
time-based.
2.10 Subject Groups
The Publisher Interface allows the Publisher to create, edit and delete Subject
Groups. The Publisher assigns a name for the Subject Group to be displayed on
the subject list area of the List of Journals page. A journal can be assigned to
one or more subject groups. These subject groupings can also be specified as
filters when searching.
2.11 Institutional Activation
This component of the interface enables the Publisher to generate an Activation
Code for use by an administrator of an institutional user name. The Publisher
enters the institution name and an Activation Code is generated The Publisher
can then assign journal subscriptions to the account by selecting journal titles
and expiration dates. The Publisher then supplies the Activation Code to the
Institutional Administrator.
Upon receipt, the Institutional Administrator enters the Activation Code to set
up their Administrator Homepage.
The Publisher can edit administrator information and check the activation status
and entry date for a particular Activation Code.
The Publisher can search for a record by Activation Code, institution name or
other fields completed by the administrator on activation. The Publisher can
generate reports based on this activation information.
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3. Institutional Access Interface
The Publisher sells bundles of subscriptions to a wide variety of institutions.
Members of these institutions require access to the subscriptions purchased on
their behalf, but the institutions do not want their members to be authenticated
in the same way as individual users - they want access privileges to be granted
according to IP address. However, institutions may also wish to supply a User
Name and Password for their members to access their subscriptions when these
member are away from their physical site.
The institutions also maintain journal holding information for subscriptions
purchased from a wide-variety of other sources and will likely build links
directly to the list of issues pages for each title. All parts of this Section 3
shall be delivered by 31 December 1999.
3.1 IP address validation
Each page of the site as described above will be sensitive to the user's
referring IP address. If a user comes in from a recognised IP address, the name
of the institution (as defined by an institutional administrator during
activation) is displayed on each page.
3.2 Institutional List of Journals
A page will display the list of titles purchased by the institution. Users can
then link to issues, tables of contents, full text and PDF articles without
being prompted to login. A link will also allow institutional users to access a
full list of all journals. Users attempting to access the full text of PDF
article from a title that the institution does not subscribe will be given the
choice of logging in as a personal user, or purchasing through document
delivery. The Institutional List of Journals page also allows users to login as
personal users, or register as personal users.
3.3 Table Maintenance of IP valid addresses
Each institution will be issued with an Activation Code. A designated
institutional administrator will enter this number to activate their
institution's subscriptions. The administrator is required to enter contact
details and choose an administrator username and password. The administrator can
then enter the IP addresses, and IP ranges for that institution. The
administrator can login at any time with the administrator username and
password. The administrator pages will allow the administrator to (a) edit the
IP addresses, (b) update contact information, (c) create and delete
institutional passwords and (d) generate and download pre-defined usage reports
for that institution.
3.4 Institutional Password Access
Members of an institution accessing via an IP address that is not recognised by
the system can login as either a personal user with a personal username and
password, or as an institutional user with an institutional username and
password. The Institutional Administrator can create institutional username and
passwords for distribution to off-site users through the administrator pages. On
entering a valid institutional username and password, users are taken to the
institutional list of journals with the institution name displayed on the page.
All other activities during that session are identical to those for a user that
has been IP validated.
3.5 Moving Between Institutional and Personal States
Validated institutional users (whether via a recognised IP address or a valid
institutional password) can change state to "personal user" by clicking the
"Your Homepage" link. After logging in, the usual personal homepage will be
displayed, with the addition of an extra link to "Institutional List of
Journals". This link allows the user to change state back to "institutional" and
will authenticate the user (IP or institutional username and password) and take
the user to the Institutional List of Journals.
3.6 Direct Access
Institutions will be able to gain direct access to the list of issues for each
title by following URL links from other library resources. When accessing the
list of issues, the institution name will be displayed on the page if the IP
address was recognised. When a user attempts to access the full text or PDF
article an IP check will be carried out to verify access rights for this
account. If the IP address is not recognised, the
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Schedule D - Software Maintenance Plan
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user is prompted to login. After successfully authenticating, the user will
either be granted access or be presented with a variety of offers.
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4. Maintenance, Minor Changes and New Developments
4.1 Routine maintenance
On a periodic basis HealthGate shall maintain and upgrade the Software. These
updates will generally be in conjunction with third party vendor upgrades to
their respective software tools. In addition, HealthGate reserves the right to
make changes and enhancements to the Software from time to time in order to
improve the effectiveness and efficiency of its functionality as described
above.
4.2 Allowance for small changes
The Publisher retains HealthGate to provide a number of days of labour time to
make small changes and enhancements to the Software. Such changes should be
requested in writing by the Publisher. HealthGate will evaluate each request and
provide a time estimate to the Publisher expressed in labour hours for
developing and testing the changes. Actual time worked on these changes will be
logged and HealthGate will provide a copy of the log at the end of every month.
4.3 New Development
From time to time The Publisher may elect to request that HealthGate develop new
functionality for the Software. HealthGate will evaluate each request and
provide a time estimate to the Publisher expressed in labour days for defining,
designing, developing, fully testing and deploying these changes. Some
development work may be charged at a mutually agreed fixed fee rather than per
labour day.
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1. Usage Reporting for the publishers
Access to statistical reports is provided via web-based reporting systems.
HealthGate maintains access to tabular statistical data through the site, which
can be accessed, aggregated, ranked and manipulated. These data can also be made
available in flat files containing specified elements that can be downloaded and
manipulated locally. HealthGate also presents some data as graphs and charts
where appropriate. Access to these usage data can be either by the secure
Publisher Interface or delivered by e-mail to controlled addresses. Features
noted in this Schedule E, Sections 2, 3, and 4 shall be released on or before 31
March 2000.
1.1 Usage Data Requirements
Each Use Element defined below can be delineated by the following subdivisions:
o By title
o By subscribing institution username
o By total consortium (defined group of institutional identifiers)
o By individual user
o By society (defined group of individuals)
o By time period. The site minimally reports by month. For each month, each
type of use is reported by hour of the day, US Eastern Standard Time
o HealthGate will hold 24 months of historical data and then provide an
archive to the Publisher in a mutually agreed standard format.
1.2 Use Elements
The following Use Elements are provided:
Number of sessions (Logins) broken down by:
o Guests without authentication
o Registered user without any rights to subscriptions or articles
o Registered user with rights to subscriptions or articles
o Authenticated institutional IP users
o Number of Searches, including number of searches which produce zero
results.
Number of Menu Selections made through browsing, categorised as browsing from,
as available through a standard log analysis tool:
o Personal Homepage list of journals
o Institutional - list of journals
o Full list of journals
o List of issues
o Tables of Contents.
Number of items examined (i.e. viewed, downloaded or e-mailed) to the extent
these can be recorded and controlled by the server rather than the browser. The
results can be broken down by title with ISSN listed and categorised as:
o Tables of Contents displayed
o Abstracts displayed
o Abstracts sent to a colleague
o HTML Articles viewed
o PDF articles downloaded
o Other (e.g., image / AV files, ads, reviews, etc., as appropriate)
This analysis is available sorted by title, issue or article.
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2. Access to usage reports by Institutional Administrators
2.1 Institution Statistics
Institutional Administrators have access to a subset of the data relating to
usage at their Institution (defined by the IP Address range and/or institutional
username). The interface, functionality and design of the reports is
substantially the same as the Publisher reports, but should follow the
guidelines laid down by the International Coalition of Library Consortia,
November 1998 - a copy of this document is available on the World Wide Web at
xxxx://xxxxxxx0.xxxxxxx.xxxx.xxx/xxxxxxxxx/xxxxxxxx.xxxx. HealthGate and the
Publishers will review any subsequent drafts of these guidelines with the
intention of mutually agreeing to incorporate changes into the software, where
reasonable and appropriate.
2.2 Comparative Statistics
HealthGate will provide comparative statistics that give Institutional
Administrators a context in which to analyse statistics. The Publisher will
define which statistics to compare and which institutions can be grouped for
purposes of comparison.
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3. User behaviour and site design
HealthGate can produce data and reports that can be used to determine which
parts of the Site itself are being accessed.
3.1 Registration and authentication
Records and reports on the number of times the following areas of the site are
accessed:
o Help
o "About"
o Register Now - broken down into successful and unsuccessful registration
attempts, with details of the point at which the unsuccessful attempts
were aborted.
o Offer Code entry - broken down into successful and unsuccessful
authentication attempts, with details of the point at which the
unsuccessful attempts were aborted.
o Access Token entry - broken down into successful and unsuccessful
authentication attempts, with details of the point at which the
unsuccessful attempts were aborted.
o Forgotten Password
o Update registration details
o Sign up page for e-mail tables of content alerts
3.2 Search behaviour
Reports on the following search behaviour:
o Comparative use of each search field
o Comparative use of full-text or bibliographic search
o Listing of most frequently used search terms
3.3 Session reports
Reports on the following session characteristics:
o User's browser type and version
o Referring URL
o Entry URL in to site
o Exit URL from site
o Monthly frequency of repeat visits by registered and authenticated users
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4. Profiling and contacting users
The site allows the publisher to generate reports using any combination of the
users' registration details (name, address, society affiliation, e-mail alert
profile etc.) and access rights (subscriptions or article purchases with
initiation and expiry dates).
4.1 Contacting users that match a specified profile
The output of these reports can be put to the following uses, commissioned by
the Publisher and facilitated by HealthGate:
o A flat-file report
o Generate a list of e-mail addresses of users that match a set of criteria
defined by the Publisher and send an e-mail to these addresses with text
provided by the Publisher
o Post a message (with text provided by the Publisher) on the personal
Homepages of users that match a set of criteria defined by the Publisher.
Default messages can automatically be displayed if a set of criteria is
met. This includes the ability to display customisable text on the
Personal Home Page of registered users with subscriptions due to expire
within a given number of days. This text can include a hyperlink that can
incorporate user registration information and information identifying the
titles due to expire.
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5. Confidentiality of usage information
All usage data is treated by HealthGate as the Publisher's Confidential
Information as defined in Section 18, Intellectual Property Rights.
5.1 Privacy and user confidentiality
Statistical reports or data that reveal confidential information about
individual users will not be released or sold by either party to any third
party.
5.2 Institutional or Consortia confidentiality
HealthGate will not release or sell statistical usage information for
institutions or consortia without the written permission of the Publisher.
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6. Sales Reporting
HealthGate records all on-line purchases made by users in a format that
facilitates integration with the Publishers' financial and customer management
systems. HealthGate provides access to tabular statistical data on the Site
which can be accessed, aggregated, ranked and manipulated. Access to these sales
data is via the secure Publisher Interface.
6.1 Sales of Individual Articles
HealthGate records the following information for reporting purposes o Journal
title, year, volume, issue, first page number
o US Eastern Standard Time and date
o Quantity sold
o Unit price
o Currency
o Gross sale value
o HealthGate fee
o Value Added Taxes
o Net sales value to Publisher
o Username and registered address details
HealthGate will generate these data in a flat file at the end of each month
containing the specified data elements. This report provides details of net
sales by title and a payment from HealthGate to the Publisher will follow
according to the agreed terms in Section 11. Schedule of Fees.
6.2 Sales of Subscriptions
The Publisher will provide unique customer id's for each registered user to
HealthGate. These will be added daily to the user details on the site and allow
reports to be reconciled with the publishers subscription management systems.
HealthGate will record the following information for sales reporting purposes
o Journal title
o Publishers' Office
o US Eastern Standard Time and date of sale
o Expiry date of subscription
o Unit price
o Currency
o Value Added Taxes
o Total sales value to publisher including Value Added Taxes
o Username and registered address details
o Publishers' customer id
HealthGate will generate these data in a flat file on a daily basis in reports
that contain the specified data elements. At the end of each month HealthGate
will produce a monthly summary report and a payment to the Publisher will follow
according to the agreed terms in Section 11. Schedule of Fees..
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7. Site maintenance reporting
HealthGate remotely monitors the Home Page of the Site every 60 seconds. In
addition, HealthGate monitors some individual pages on the Site and links to
other servers that support the Site. HealthGate will generate a monthly report
that aggregates the log files from the monitoring services and supply this
report to the Publisher. This report will enable the Publisher to track the
availablity of the Site.
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