Terms and Conditions

The IP Registry Terms and Conditions

Thank you for visiting the IP Registry, PSI’s registry of IP addresses (“IP Registry”). You may utilizethe IP Registry by agreeing to and complying with these IP Registry Terms and Conditions (these“Terms” or this “Agreement”). Your Institution shall also be bound by these Terms. PSI IPV Ltd(“PSI”) reserves the right, within its sole discretion, to determine your eligibility to use the IP Registry.

1. DEFINITIONS

 A. “You” or “your” refers to:

  (i) an individual accessing and using the Service on his or her own behalf; or

  (ii) Institution, if the Service is being accessed and used by an Institution’sauthorized representative on an Institution’s behalf.

 B. “Account” means your current access credentials which are recognized by PSI as authentic.

 C. “Authorisation” means the verification process by which PSI concludes that you are authorised to create or modify a Profile or otherwise contribute Institution Data to the Service, which may only be done by your administrator user who has agreed to these Terms on your behalf.

 D. “Institution” means a library, information/research agency (i.e., a historical society,archive, museum or similar organization) or other institution.

 E. “Institution Data” means name, contact, location, IP ranges and other information about an Institution. This does not include personal data (such as a natural person’s name and email address) relating to the individual accessing the Service on behalf of the Institution.

 F. “Profile” means Institution Data which has been or is contributed to the IP Registry,presented in a format prescribed by PSI.

 G. “Purposes” means:

  (i) your personal or internal, non-commercial purposes of identifying and describing your Institution and Institution Data to the scholarly communication community,including publishers of digital content, PSI and PSI’s publisher clients;

  (ii) in the case of PSI and PSI’s clients (e.g., publishers), the purposes of managing access by end user customers to PSI’s clients’ content and collecting fees and subscriptions from such end users; and

  (iii) the purpose of PSI providing the IP Registry to its clients and other Institutions and users.

2. AGREEMENT TO THESE TERMS

 A. These Terms will only be presented to you for acceptance the first time you access theIP Registry using your Account. After this, you can access these Terms using a link in the IPRegistry. You should read these Terms carefully. If you agree to the Terms, please click below to indicate your agreement.

 B. Once you have agreed to these Terms, they will govern your Account’s access to and use of the IP Registry. PSI may, at any time, notify you of changes to these Terms, which will govern your Account’s access to and use of the IP Registry from that point forward.

3. USE OF THE SERVICE

 A. Subject to these Terms, PSI grants you a non-exclusive, non-transferable license to:

  (i) access and use the IP Registry to search, retrieve and browse Profiles; and

  (ii) use Profiles and Institution Data solely for the Purposes (see Section 1.G).

 B. You agree to include a link to the IP Registry in your applications or communications with publishers utilising Profiles and/or Institution Data. PSI will make the necessary linking information available.

 C. The following activities are prohibited in relation to the IP Registry, Profiles and Institution Data, and you agree not to engage in such activities or permit others to engage in such activities:

  (i) use on behalf of a third-party or for any purpose or in any manner other than authorised by these Terms;

  (ii) use for any unlawful purpose;

  (iii) use for commercial purposes (e.g., as part of or to facilitate a service for which youreceive directly or indirectly a fee or any other monetary consideration or payment inkind) or sale, resale, lease or license except pursuant to a separate written agreement with PSI;

  (iv) use in connection with mass e-mailings, promotions, advertising, or solicitations(such as “spam”), including, without limitation, commercial advertising, informational announcements, and mail bombing;

  (v) use of bots, spiders, or other automated information-gathering devices or programming routines to “mine” or harvest information available through the Service;

  (vi) reproduction, distribution, display or disclosure except to the extent reasonably incidental to use for the Purposes as authorised by these Terms;

  (vii) creation of or repackaging in your or a third-party’s own database containing a material number of Profiles and/or material amounts of Institution Data;

  (viii) introduction of viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of the IP Registry, Profiles or Institution Data; and

  (ix) access and/or use of any Profiles not related to your Institution.

 D. Except as expressly provided otherwise in these Terms, PSI and/or its affiliates own and retain all rights, title and interest in and to the IP Registry, Profiles and Institution Data,including without limitation all intellectual property rights.

4. CONTRIBUTION OF INSTITUTION DATA

 A. You are encouraged and entitled to contribute Institution Data to the IP Registry as follows:

  (i) You may add a Profile to the IP Registry and add certain Institution Data to Profiles with or without Authorisation (as determined by PSI).

  (ii) You may modify only those Profiles for which you have received Authorisation.

 B. Only for use consistent with these Terms (including for the Purposes), you grant PSI, PSI’saffiliates, PSI’s designees, and other IP Registry users the right to copy, display, publish, prepare derivative works from, distribute, and use all Profiles and any Institution Data you (or any person or entity acting on your behalf) contribute to the IP Registry.

  (i) This right is non-exclusive, royalty-free, sub-licensable, transferable and worldwide.

  (ii) You grant this right under any proprietary right you own or control.

  (iii) However, this right is limited to use consistent with these Terms and the Purposes(see Section 1.G).

  (iv) The Profiles and Institution Data cannot be used for any other purposes.

  (v)You may revoke this right at any time, at which point PSI will delete any Institution Data that you contributed to the Service. However, PSI will not delete any Institution Data that PSI received from other sources, such as a publisher or the public domain.

 C. By contributing Profiles and/or Institution Data to the Service, you represent and warrant to PSI that:

  (i) you possess all rights, permissions and authority necessary to contribute these Profiles and Institution Data to the IP Registry for use by PSI and other users of the IP Registry as described in these Terms;

  (ii) use of these Profiles and/or Institution Data by PSI and other users of the IP Registry as contemplated by these Terms will not infringe on or violate the rights (including, without limitation, the privacy rights) of any third-party; and

  (iii) these Profiles and Institution Data are, to the best of your knowledge, complete and accurate and not obscene, libellous or otherwise in contravention of law.

 D. PSI’s collection and use of personal information via the IP Registry is governed by PSI’s Privacy Policy.

 E. PSI may contact you using the information you provide in order to render services to you under the IP Registry, respond to you, provide technical support, improve PSI’s services and notify you about changes or updates to PSI’s services. PSI may also contact you to market its products and services to you unless you “opt out” of marketing communications by contacting PSI.

 F. PSI reserves the right and is entitled to correct Profiles and Institution Data that, in PSI’s reasonably exercised judgment, are patently in error and shall incur no liability by doing so.

5. YOUR ACCOUNT

You agree to take reasonable care to safeguard the confidentiality of your Account information and to promptly notify PSI in writing of misuse of your Account. You are responsible for unauthorised use of the IP Registry resulting from your failure to take reasonable care and/or your failure to provide PSI with prompt notification of misuse.

6. FEES

The IP Registry is provided free of charge for your personal or internal, non-commercial Purposes as described in these Terms. Any use of the IP Registry other than as authorised by these Terms requires a separate written agreement with PSI. Any taxes which may be payable as a result of your use of the IP Registry shall be your responsibility.

7. TERM AND TERMINATION

 A. This Agreement begins on the date you agree to these Terms and continues until terminated as follows:

  (i) when PSI provides you with at least thirty (30) days prior written notice of its desire to terminate the Agreement;

  (ii) when you request to be deleted as a user; or

  (iii) when you have committed a material breach of these Terms and have not corrected it within 10 days after notice of the breach from PSI (if capable of remedy). (PSI may, in its sole discretion, suspend your access to the IP Registry immediately upon your material breach of these Terms pending your correction of the breach.)

 B. On termination, your access to the IP Registry shall be permanently discontinued and you shall cease all use of Profiles and Institution Data in your possession. On PSI’s request, you shall certify in writing your compliance with this requirement.

 C. Sections 4.B, 4.C, 7.B, 8 and 9 of these Terms shall survive termination of this Agreement for any reason.

8. DISCLAIMERS AND LIMITATIONS OF LIABILITY

 A. PSI shall use its commercially reasonable efforts to provide the IP Registry inaccordance with then-current service documentation (if any) or, in the absence of such documentation, the then-current service descriptions published by PSI for the IP Registry.

 B. The IP Registry, Profiles and Institution Data are provided “AS IS” and free of charge; your use of the IP Registry and reliance on Profiles and Institution Data is solely at your own risk. PSI does not warrant the completeness, availability or accuracy of Profiles, Institution Data or the IP Registry. TO THE FULLEST EXTENT PERMITTED BY LAW PSI AND ITS AFFILIATES DISCLAIM ALL WARRANTIES, EXPRESS AND IMPLIED, CONCERNING THE IP REGISTRY,PROFILES AND INSTITUTION DATA, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY/QUALITY AND FITNESS FOR A PARTICULAR USE. TO THE FULLEST EXTENT PERMITTED BY LAW IN NO EVENT SHALL PSI OR ITS AFFILIATES HAVE ANY LIABILITY WHATSOEVER FOR DAMAGES OF ANY KIND ARISING FROM CLAIMS RELATED TO THE IP REGISTRY, PROFILES, INSTITUTION DATA OR ANY ACT UNDERTAKEN OR OMISSION MADE IN CONNECTION WITH THIS AGREEMENT BY PSI OR ITS AFFILIATES PROVIDED ALWAYS THAT PSI'S LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY ITS NEGLIGENCE, FOR WILFUL DEFAULT AND/OR FOR FRAUD IS NOT EXCLUDED.

 C. You acknowledge that the IP Registry may provide links to web sites or sources of content which are not under the control of and are not maintained by PSI. PSI is not responsible for and does not endorse or guarantee the content of those sites.

 D. Neither party shall have any liability or obligation to the other for indirect, incidental,consequential or exemplary damages, whether based on contract, tort or any other legal theory and regardless of whether a party foresaw such damages.

9. MISCELLANEOUS

 A. This Agreement constitutes the complete, final and exclusive statement of the parties’ agreement with respect to its subject matter and is not intended to confer upon any person other than the parties any rights or remedies. Each of the parties acknowledges and agrees that in entering into this Agreement it does not rely on any undertaking, promise, assurance, statement, representation, warranty or understanding (whether in writing or not) of any person (whether party to this Agreement or not) relating to the subject matter of this Agreement, other than as expressly set out in this Agreement. No purchase orders or other forms you submit shall apply to modify or supplement this Agreement. This Agreement maybe amended only as provided for in this Agreement.

 B. Marketing. Each Party will coordinate with the other regarding any media release, public announcement or similar disclosure relating to these Terms and will give the other Party a reasonable opportunity to review, comment and provide consent on the content of such release, announcement or disclosure prior to its release. Not withstanding the forgoing, either Party will have the right to list the name of the other, to make general references to the basic nature of the relationship between the Parties under these Terms and to describe generally the type of services being provided by PSI under these Terms in promotional and marketing materials, oral or visual presentations to third parties, and the like.

 C. Jurisdiction and Governing Law. This Agreement shall be governed by and construed inaccordance with the laws of England and Wales, without regard to its conflict of laws of England and Wales, without regard to its conflict of laws principles, and the parties submit to the exclusive jurisdiction of the English courts save that PSI may enforce its intellectual property rights in any jurisdiction. The United Nations Convention on Contracts for the International Sales of Goods shall not apply.

 D. Assignment. You may not assign or otherwise transfer your rights or obligations underthis Agreement. PSI may assign its rights and/or delegate its obligations under this Agreement by posting notice of assignment and/or delegation on the IP Registry.

 E. Force Majeure. PSI shall not be liable for any failure or delay in performance due to any cause beyond its reasonable control, including, but not limited to, acts of God or public enemy, fire, explosion, accident, strikes, governmental actions, delay or failure of suppliers, or delay or failure of the PSI systems or other difficulties with telecommunications networks.

 G. Notices. Unless another method is expressly permitted by these Terms, any notices that these Terms require PSI to give you shall be in writing and shall be deemed sufficient if sent by e-mail to the address associated with your Account.

 H. Waiver. Any waiver of any terms of this Agreement must be in writing and signed by the party against whom the waiver is to be enforced.

 I. Severability. If any provision of these Terms is held invalid or unenforceable, the provision shall be deemed superseded by a valid enforceable provision that most closely matches the intent of the original provision and the remaining provisions shall be enforceable.