Updated June 2019
SIMILARITY CHECK SERVICE TERMS
IMPORTANT NOTICE: These Similarity Check Service Terms (“Service Terms”) are a binding legal contract between you (“Member”) and Publishers International Linking Association, Inc. (d/b/a “Crossref” and together with Member, the “parties”), a nonprofit corporation (“Crossref”) organized under the laws of New York, USA. By click-through accepting these Service Terms, Member is agreeing to be bound by these Service Terms. Member may only sign these Service Terms OR access, or use the Service if Member is in compliance with and not in breach of the Membership Terms. If Member does not agree to these Service Terms or Member is in breach of the Membership Terms, Crossref is not willing to license any right to use or access the Service. In such event, Member may not access or use the Service. If you are entering into this agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to this agreement, and in such case, the term “member” shall refer to such entity.
The parties agree as follows:
1. LICENSE TO USE THE SERVICE.
(a) Subject to these Service Terms, Crossref grants Member a non-transferable, worldwide, royalty-free, non-exclusive license to use the services and related materials described in Schedule 1 (collectively the “Service”). Member is responsible for ensuring its employees and agents comply with these Service Terms and shall be responsible for any breach by Member, its employees, or agents. The Service is licensed, not sold.
(b) Member is entitled to the number of accounts with the Vendor (as defined below) that are reasonably necessary for Member to make use of the Service, with no set limit on the number of accounts on a per-Member basis.
(c) As a condition of receiving the Service, Member must make available to Crossref at least ninety percent (90%) of its published journal articles registered with Crossref where the full-text is digitally available in a format that can be used by the Service and for which Member has all necessary rights. Such published journal articles will be subject to the license terms set forth in Section 3.
2. LIMITATIONS AND FURTHER AGREEMENTS. The license granted by Crossref to Member in these Service Terms is subject to the following restrictions and agreements:
(a) Use of the Service will be for Member’s internal purposes only, defined to include both Member’s internal and external (e.g., editorial board review) steps in the editorial review and publishing process.
(b) Member may not reverse engineer, decompile, disassemble, modify, or create works derivative of the Service. For the avoidance of doubt, the output of the Service, including, but not limited to, Matching Reports and work product based on such reports, shall not be considered derivative works prohibited by this section.
(c) Except as otherwise expressly permitted by these Service Terms, Member may not assign, sublicense, rent, timeshare, loan, lease, or otherwise transfer the Service, or directly or indirectly permit any third party to use or copy the Service. Member will keep any passwords associated with the use of the Service in strict confidence and will not share such passwords with any third party. Member will be solely responsible for all use of the Service made with Member’s passwords, if any.
(d) Member may not remove any proprietary notices (e.g., copyright and trademark notices) from either the Service or any documentation, content, or reports provided by Crossref or the service provider identified as “Vendor” in Schedule 1 (hereinafter the “Vendor”).
(e) Member is responsible for verifying that its in-house and outside editorial staff and reviewers do not use their access to the Service as a “back-door” method for getting free full-text access to included content and the Service. The steps to be used to accomplish this should include (i) limiting access to the Service to those employees and outside contractors who, in Member’s reasonable judgment, have a need to use the Service; (ii) requiring each user to register using his or her email address; (iii) limiting submissions to the Service for checking to those that pertain to a publication published by Member; (iv) taking reasonable steps to ensure that account information and passwords used to access the Service are kept confidential and are not shared beyond the permitted users of the Service; (v) submitting to an audit of users, to be conducted by the Vendor at its own expense and with advance written notice to Member no more often than once per year, to determine if unauthorized users are being given or are getting access to the Service through Member; and (vi) taking reasonable steps to monitor use and potential abuse of the Service. Crossref shall ensure that all other Members with access to the Content (or any portion thereof) through the Service are bound by an obligation substantially similar to the obligation set forth in this Section 2(e).
(f) Member shall exercise its independent professional judgment in, and assume sole and exclusive responsibility for, determining the actual existence of plagiarism under the acknowledgement and understanding that any outputs received from the Service are only tools for detecting textual similarities between compared works and do not determine conclusively the existence of plagiarism.
(g) Any disclosure to any third party by Member of any outputs received from the Service is at Member’s sole risk.
(h) Member shall comply with its obligations under Section 12.
(a) To the extent Member has not entered into a separate Side Letter (as defined below), Member grants Crossref a non-exclusive, royalty-free, worldwide license to use the full-text of journal articles, conference proceedings, books, book chapters, theses, dissertations, and other materials associated with Identifiers (as defined below) registered with Crossref by Member (collectively, “Content”) solely as set forth in Schedule 1. The non-textual components included as part of such articles, proceedings, books and chapters, theses and dissertations and datasets, and any submitted text materials that are run through the Service (“Submitted Text”) are not deemed to be “Content” for purposes of these Service Terms. As between Crossref, the Vendor and Member, Member will retain all rights, title, copyright, and other intellectual or proprietary rights in Content. Member owns or controls and will own or control sufficient rights (owned or licensed) in and to Content sufficient to grant Crossref the rights and licenses granted pursuant to these Service Terms and for Crossref and the Vendor to use Content solely in accordance with and as contemplated by these Service Terms.
(b) Crossref shall remove Content or any part thereof from the Similarity Check Database upon receipt of a request for removal from Member in accordance with the process set forth in this Section and in Schedule 1. Such request may be made at any time and for any reason whatsoever. The means for requesting such removal may include sending a written request to firstname.lastname@example.org (or a replacement email designated by Crossref by written notice to Member). The notice of removal must specify Content to be removed (i.e., specific Identifiers). Following termination of these Service Terms, the notice of removal may alternatively specify that all Content be removed. Upon removal of Content pursuant to a notice of removal, Crossref shall, and shall cause the Vendor to, destroy the removed Content. Crossref will confirm in writing to Member the removal and destruction of Content.
(c) Crossref may sublicense Content only as set forth in, and in accordance with, Schedule 1. Crossref may not sublicense Content to the Vendor unless the Vendor is subject to confidentiality and security measures commensurate with those to which Crossref is subject pursuant to these Service Terms and, in no case, less than what would be reasonable. Member will have the audit rights set out in Schedule 1.
(d) Member shall provide Crossref with “Full-Text URLs” for Content as specified in the technical documentation for the Service, which Crossref may provide to the Vendor directly in connection with the Vendor’s provision of the Service.
4. SUSPENSION OF ACCESS
, (the “Membership Terms
”). With respect to the above, Crossref shall use reasonable efforts to provide Member with written notice prior to or within 24 hours following any suspension of access to the Service. Crossref may also, in its sole discretion, suspend access to all or any portion of the Service not less than 60 days after providing written notice to Member of its non-compliance with the requirement set forth in Section 1(c). Crossref shall (and shall work with the Vendor to, as applicable) restore access to the Service as soon as the event giving rise to suspension has been resolved.
5. PRICING AND PAYMENT. Pricing for the Service is set forth in Schedule 1. All payments are due net 45 days from date of the invoice.
6. SUPPORT. Support will be provided as specified in Schedule 1.
7. TERM AND TERMINATION. The duration of these Service Terms (the “Term”) consists of the Initial Term and any Renewal Terms, as defined herein. The Initial Term of these Service Terms will commence: (a) for a Member that is new to the Service and does not have an existing agreement in place covering Member’s use of the Service, upon Crossref’s approval of the Service application form, eligibility checks, and receipt of the first pro-rated annual Service fee, and (b) for a Member that is a current user of the Similarity Check service and has an existing agreement in place covering Member’s use of the Similarity Check service, on the date that the Member’s existing agreement for use of the Similarity Check service is terminated. In each case, the Initial Term will extend for the remainder of that calendar year (the “Initial Term”). Thereafter, provided Member has paid the applicable fees, these Service Terms will automatically renew each calendar-year (each, a “Renewal Term”), unless either party gives the other party written notice of its intent not to renew at least 30 days prior to the expiration of the end of the year. In the event of a material breach of these Service Terms, the non-breaching party shall provide the other party written notice of such breach and such other party will have a period of 30 days in which to cure the breach, if it can be remedied. In the event the breaching party fails to cure the breach within the cure period, or it is a breach incapable of remedy, in addition to whatever other remedies may be available at law or equity, the non-breaching party may terminate these Service Terms upon providing the other party prior written notice of termination. Notwithstanding the foregoing, these Service Terms shall terminate concurrently with the termination of the Membership Terms. Sections 3, 7, 8, 9, 10, 11, 13, 14, and 15 will survive any expiration or termination of these Service Terms, irrespective of the reason for such termination, and will continue in full force and effect thereafter. Although the license to Content set forth in Section 3 is intended to survive termination of these Terms, following termination Member may request removal of any or all Content in writing pursuant to the terms of Section 3(b).
8. WARRANTY AND DISCLAIMER; LIMITATION OF LIABILITY.
(a) Limited Warranties; Disclaimer. Crossref represents and warrants that it has the requisite authority to enter into and perform these Service Terms and that its performance will not violate or breach any laws or any agreement to which it is a party or by which it is bound. Crossref warrants that to the best of its knowledge and belief, the Service (excluding any Content or materials provided by Member or any third party) does not infringe the intellectual property rights of any third party. During the Term, Crossref warrants that it will use reasonable efforts to provide the Service and support as set forth herein and as described on Crossref’s website and published documentation. Crossref understands and agrees that it shall be responsible for the acts and omissions of the Vendor to the same extent as if such acts or omissions were by Crossref. EXCEPT AS SET FORTH IN THIS SECTION 8(A), THE SERVICE (INCLUDING ANY OUTPUTS FROM THE SERVICE) IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. CROSSREF AND THE VENDOR SPECIFICALLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, QUALITY OF INFORMATION, NON-INFRINGEMENT, AND TITLE. NO WARRANTY IS MADE THAT THE SERVICE WILL BE TIMELY, SECURE, OR ERROR-FREE. IN JURISDICTIONS NOT ALLOWING THE LIMITATION OR EXCLUSION OF CERTAIN WARRANTIES, CROSSREF’S WARRANTY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
(b) THE SERVICE IS ACCESSED AND USED OVER THE INTERNET. MEMBER ACKNOWLEDGES AND AGREES THAT CROSSREF AND THE VENDOR DO NOT OPERATE OR CONTROL THE INTERNET AND THAT: (I) VIRUSES, WORMS, TROJAN HORSES, OR OTHER UNDESIRABLE DATA OR SOFTWARE; OR (II) UNAUTHORIZED USERS (e.g., HACKERS) MAY ATTEMPT TO OBTAIN ACCESS TO AND DAMAGE MEMBER’S DATA, COMPUTERS, OR NETWORKS. CROSSREF AND THE VENDOR SHALL NOT BE RESPONSIBLE FOR SUCH ACTIVITIES.
(c) IRRESPECTIVE OF THE TYPE OF CLAIM OR THE NATURE OF THE CAUSE OF ACTION, IN NO EVENT WILL CROSSREF, THE VENDOR, OR THEIR AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, OR LICENSORS, BE LIABLE FOR: (I) ANY DECISION MADE OR ACTION TAKEN OR NOT TAKEN IN RELIANCE UPON THE INFORMATION CONTAINED IN OR PROVIDED BY THE SERVICE, OR (II) ANY LIABILITY ARISING FROM MEMBER’S DISCLOSURE OF ANY OUTPUT FROM THE SERVICE TO ANY THIRD PARTY.
(d) IN NO EVENT SHALL EITHER PARTY, THE VENDOR, OR THEIR RESPECTIVE AFFILIATES, OFFICERS, EMPLOYEES, AGENTS OR LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF REVENUES AND LOSS OF PROFITS OF THE OTHER PARTIES, EVEN IF THAT PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE LIMITATIONS SET FORTH IN THIS SECTION 8(D) SHALL NOT APPLY TO LIMIT EITHER PARTY’S OBLIGATION TO INDEMNIFY, DEFEND, AND HOLD HARMLESS UNDER SECTION 9.
(e) EXCEPT WITH RESPECT TO EACH PARTY’S INDEMNITY OBLIGATION IN SECTION 9, MEMBER, CROSSREF, THE VENDOR, AND THEIR RESPECTIVE AFFILIATES, OFFICERS, EMPLOYEES, AGENTS OR LICENSORS’ RESPECTIVE TOTAL CUMULATIVE LIABILITY ARISING UNDER OR RELATED TO THESE SERVICE TERMS AND IN CONNECTION WITH THE SERVICE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED THE AMOUNTS, IF ANY, PAID BY MEMBER FOR THE SERVICE IN THE 12 MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES; IN THOSE JURISDICTIONS A PARTY’S LIABILITY UNDER THESE SERVICE TERMS WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW. THE LIMITATION OF LIABILITY AND LIABILITY CAP WILL APPLY EVEN IF THE EXPRESS WARRANTIES SET FORTH ABOVE FAIL OF THEIR ESSENTIAL PURPOSE.
(a) To the extent permitted by applicable law, Member shall indemnify, defend, and hold Crossref and its affiliates, directors, officers, employees, personnel, representatives, and licensors (each an “Indemnitee”) harmless for any causes of action, claims, costs, or liabilities related to any third-party claim arising out of or based on: (a) Member’s breach of its obligations under these Service Terms; or (b) Content.
(b) To the extent permitted by applicable law, Crossref shall indemnify, defend, and hold Member and its affiliates, directors, officers, employees, personnel, representatives, and licensors (each an “Indemnitee”) harmless for any causes of action, claims, costs, or liabilities related to any third-party claim arising out of or based on: (i) Member’s licensed use of the Service, as permitted hereunder, infringes the copyrights or U.S. patent or other intellectual property rights of the third party; or (ii) Crossref has violated any U.S. state or federal privacy law relating to information provided by Member hereunder.
(c) Indemnification Procedures. The party seeking indemnification (the “Indemnified Party”) shall promptly give written notice to the other party (the “Indemnifying Party”) of any claim subject to indemnification (the “Claim Notice”), provided that the delay of or failure to give notice will not affect the Indemnified Party or any Indemnitee’s rights hereunder except to the extent the Indemnifying Party has been prejudiced by reason of the delay or failure. Following receipt of a Claim Notice, the Indemnifying Party will, at its expense, assume control of the negotiation, settlement, and defense of the claim. The Indemnified Party may participate in the defense of such third-party claim and employ counsel of its choosing at its expense. Upon fulfillment of its obligations with respect to indemnification, including payment in full of all amounts due pursuant to its indemnification obligations, the Indemnifying Party will be subrogated to the rights of the Indemnified Party Indemnitees with respect to the Claims to which such indemnification relates. The parties will reasonably communicate and cooperate in the Indemnifying Party’s defense of the Claim. If the Indemnifying Party fails to comply with its indemnification obligations hereunder, then the Indemnified Party (upon notice to the Indemnifying Party) will have the right to undertake the defense, compromise or settlement of such Claim, by counsel or other Representatives of its choosing, and any reasonable fees and expenses incurred by the Indemnified Party will be considered costs for which the Indemnified Party will be entitled to indemnification. Absent the Indemnified Party’s express written consent, the Indemnifying Party may only agree to any settlement or entry of judgment if: (i) the Indemnifying Party agrees in writing to pay all amounts payable; (ii) the settlement or judgment: (1) includes a written release of the Indemnified Party Indemnitees and the Indemnifying Party from all liability for the claim that is reasonably satisfactory to the Indemnified Party; (2) does not impose any injunction or restriction on Indemnified Party Indemnitees, (3) does not include an admission or stipulation of any Indemnified Party Indemnitee’s liability or any element or evidence of liability; and the settlement or judgment is subject to a non-disclosure agreement.
(d) Infringement Exceptions. The obligations of Member set out in Section 9(a) and of Crossref set out in Section 9(b) to defend, indemnify, hold harmless the other party against any third-party claim arising out of or based on infringement, misappropriation, or other violation of third-party rights will not apply to the extent that a claim is: based on the use by the other party of the Service or Content, as applicable, in a manner not permitted by these Service Terms, if such claim would not have arisen but for such unauthorized use; based on the modification of the Service or Content, as applicable, in a manner not permitted by these Service Terms, if such Claim would not have arisen but for such modification; or based on any Service that was developed in compliance with detailed technical specifications provided by Member, if such claim would not have arisen but for Crossref’s compliance with such specifications.
(e) Infringement Cures. Following notice to Crossref of any claim of infringement, misappropriation, or other violation of third-party rights, or if Crossref believes such a claim is likely, Crossref will, at its sole expense and option: (i) procure for Member the right to continue to use the allegedly infringing Service; (ii) replace or modify the allegedly infringing Service to make it non-infringing; or, if (i) and (ii) are not possible after commercially reasonable efforts, (iii) cancel the allegedly infringing Service and equitably adjust the Fees to reflect the reduced value of the Service based on the cancellation. In the event that (iii) occurs, Member may elect to terminate these Service Terms immediately on written notice following the effective date of cancellation.
10. GOVERNING LAW
. These Service Terms will be governed by the laws of the United States of America and the State of Delaware, excluding its conflict of laws rules.
11. CONFIDENTIALITY AND SECURITY.
(a) Confidentiality. Each party recognizes that in the course of performing its obligations and exercising its rights under these Service Terms, it (the “Receiving Party”) may have access to non-public or proprietary information of the other party or its licensors (the “Disclosing Party”) that is marked “confidential” or by its nature should reasonably be considered to be confidential, including information about product designs and specifications, Content, information that may be used alone or in combination to identify individuals (“Personal Information”), and other confidential proprietary data or information (all of the foregoing, “Confidential Information”). Each party agrees that it will make no use and make no disclosure of the Confidential Information of the other party except as necessary to perform such party’s obligations hereunder. For the avoidance of doubt, Crossref may provide Vendor with the name and email address of one or more contacts at Member in order to enable Vendor to provide the Service to Member. As between the two parties, each will at all times remain the sole and exclusive owner of its or its licensors’ Confidential Information. Without limiting the generality of the foregoing, Member will not have access to any portion of the source code and underlying architecture and algorithms for the Service, and Member may not attempt to reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the underlying architecture or algorithms.
(b) Exclusions. Subject to Section 11(c), Confidential Information does not include information that: (i) was rightfully known to the Receiving Party without restriction on use or disclosure prior to such information’s being disclosed or made available to the Receiving Party in connection with these Service Terms; (ii) was or becomes generally known by the public other than by the Receiving Party’s or any of its representatives’ noncompliance with these Service Terms; (iii) was or is received by the Receiving Party on a non-confidential basis from a third party that was not or is not, at the time of such receipt, under any obligation to maintain its confidentiality; or (iv) was or is independently developed by the Receiving Party without reference to or use of any Confidential Information.
(c) Exceptions to Section 11(b). None of the exclusions set forth in Section 11(b) apply to any Content or Personal Information.
(d) Legal Obligation to Disclose. Unless otherwise prohibited by law, if the Receiving Party becomes legally obligated to disclose Confidential Information, the Receiving Party will give the Disclosing Party prompt written notice sufficient to allow the Disclosing Party to seek a protective order or other appropriate remedy, and will reasonably cooperate with the Disclosing Party’s efforts to obtain such protective order or other remedy at the Disclosing Party’s expense, and in the event the Receiving Party is unable to do so, the Receiving Party will (so long as not prohibited by law from doing so) advise the Disclosing Party in writing immediately subsequent to such disclosure. The Receiving Party will disclose only such information as is required, in the opinion of its counsel, and will use commercially reasonable efforts to obtain confidential treatment for any Confidential Information that is so disclosed.
(e) Crossref’s Security Obligations. Crossref shall implement reasonable administrative, technical, and physical controls in accordance with industry standards that are designed to secure Member’s Confidential Information (including Content) within Crossref’s possession from unauthorized access and use, and shall utilize industry standard technology to do so. Crossref’s obligation to provide security for Member’s Confidential Information (including Content) will include, but not be limited to, the inclusion of industry standard virus software and firewalls and the requirement that Crossref update such technological protections as is necessary to protect Member’s Confidential Information (including Content) and as vulnerabilities in existing technological protections are identified. Member may, no more than once a year, conduct a security audit of the systems on which Member’s Content resides as set forth in Schedule 1.
(f) Member’s Security Obligations. Member shall implement commercially reasonable administrative, technical, and physical controls in accordance with industry standards that are designed to secure Crossref’s Confidential Information within Member’s possession from unauthorized access and use, and shall utilize industry standard technology to do so. Member’s obligation to provide security for Crossref Confidential Information will include, but not be limited to, the inclusion of industry standard virus software and firewalls and the requirement that Member update such technological protections as is necessary to protect Crossref Confidential Information and as vulnerabilities in existing technological protections are identified.
12. COMPLIANCE WITH LAWS
(a) Each Party shall comply with all applicable laws governing its use of Content and Member’s use of the Service, including applicable privacy and data security laws, anti-corruption and money laundering laws, and trade control laws.
(b) GDPR. To the extent applicable: each party shall comply with the General Data Protection Regulation (Regulation 2016/679 EU) (“GDPR”), shall provide to each other their Data Protection Policies on request, and shall cooperate in relation to any request from each other to provide evidence of GDPR compliance.
13. INDEPENDENT CONTRACTORS
. Nothing in these Service Terms will make Crossref and Member partners, joint venturers, or otherwise associated in or with the business of the other. Crossref is an independent contractor of Member. Neither party will be liable for any debts, accounts, obligations, or other liabilities of the other party. The parties are not authorized to incur debts or obligations of any kind on the part of or as agent for the other, except as may specifically be authorized in writing.
14. GENERAL. Together with the Membership Terms (to the extent referenced herein), these Service Terms constitute the entire agreement and understanding between the parties with respect to the subject matter hereof and supersede and replace any and all prior or contemporaneous written or oral agreements. Notwithstanding the foregoing, the parties acknowledge that the Vendor and Member may enter into a separate agreement governing the licensing of Content by Member to the Vendor for use in the Service offered hereunder (a “Side Letter”). These Service Terms may be amended by Crossref by providing written notice to Member of the amendment. In the event that Crossref amends these Service Terms as set forth in this paragraph, Member may terminate these Service Terms on written notice to Crossref within 60 days of receipt of notice of amendment from Crossref. A party’s failure to insist upon or enforce strict performance of any provision of these Service Terms will not be construed as a waiver of any provision or right. If any provision of these Service Terms is held to be invalid or unenforceable, such determination will not affect the balance of these Service Terms, which will remain in full force and effect, and the offending provision shall be modified to the minimum extent required to render the provision enforceable. Member may not assign or transfer these Service Terms without the written consent of Crossref, which consent may not be unreasonably withheld, conditioned or delayed; provided, that Member may assign these Service Terms to an affiliate or subsidiary, or in connection with the sale of all or substantially all of Member’s assets or any merger, consolidation, or acquisition of a party that results in a change in the ownership of more than 50% of the voting interests of Member. Any assignment in violation of the preceding sentence will be null and void. Crossref may, with Member’s prior written permission, use and reference Member’s name as a subscriber to the Service in connection with truthful advertising or promotion of the Service. Except with respect to the Vendor’s rights under Sections 8 and 9, there are no third party beneficiaries of these Service Terms. Neither party will be responsible for any delays, errors, failures to perform, interruptions or disruptions in the Service caused by acts of God, flood, fire, earthquake, explosion, war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest, national or regional emergency, strikes, lockouts, changes in law or regulations, storm, power failure, or failures of the Internet. The rights and remedies provided by these Service Terms are cumulative and use of any one right or remedy by either party will not preclude or waive the right to use any or all other rights or remedies. The said rights and remedies are given in addition to any other rights or remedies the Parties may have by law, statute, ordinance, or otherwise.
15. NOTICES. Written notice under these Service Terms shall be given as follows:
(a) If to Crossref: by emailing email@example.com addressing Mr. Edward Pentz, Executive Director.
(b) If to a Member: To the name and email address designated by the Member as the Business Contact in such Member's membership application. This information may be changed by the Member by giving notice to Crossref by email at firstname.lastname@example.org, in accordance with the Membership Terms.
16. CONFLICTS. In the event of any conflict or inconsistency between the provisions of these Service Terms, any Side Letter, and any document incorporated by reference herein, including via a URL contained in these Service Terms, the following order of precedence shall be observed, in order of priority: (a) any Side Letter, but only with respect to terms governing the licensing of Content by Member to Turnitin pursuant to such Side Letter; (b) this Agreement; (c) the Membership Terms; and (d) any SOW. For avoidance of doubt, except with respect to terms governing the licensing of Content by Member to Turnitin pursuant to any Side Letter, this Agreement shall prevail over any such Side Letter in all other cases; and the terms of Section 1(c) are not “terms governing the licensing of Content by Member to Turnitin” for purposes of this Section.
17. AUTHORIZATION. The Member represents that the Member is in compliance with and not in breach of the Membership Terms as of the date hereof.
Rev. 3 June 2019
Terms Applicable to Member’s Use of
Similarity Check, including the Turnitin System
This Schedule 1 describes the services being provided under the Service Terms, including services provided by Turnitin, LLC (“Turnitin”). The terms of this Schedule 1 are incorporated into the Service Terms by reference. If at any time Turnitin ceases to provide the services described herein, Crossref may, in its sole discretion, either (i) terminate the Service Terms without payment of any fee or penalty, or (ii) replace or amend this Schedule 1, including by changing the Vendor who is providing the Service, in accordance with the amendment procedure set forth in Section 14 of the Service Terms.
“Turnitin System” means the plagiarism detection software created and owned by Turnitin, LLC (“Turnitin”), a California limited liability corporation, and licensed to Crossref under the name, “Similarity Check” (as such name may be changed from time to time) that compares Submitted Text against a database to identify materials that may have been previously published or plagiarized, and produces a report showing instances of overlapping text (“Matching Report”). For the avoidance of doubt, provision of the Turnitin System will be part of the Service. The Service will also include any other reports, documentation, and other materials provided to Member via Similarity Check.
“Snippet” means an excerpt from Content in the form of displayed text that consists of a sample of overlapping text identified through the use of the Service. The Snippet will be composed of a limited excerpt of and no more than a total of 24 lines of surrounding text, and must include bibliographic metadata for the document where the matching occurs and a Digital Object Identifier-based link to the content on Member’s website.
“Vendor” means Turnitin.
To the extent Member has not entered into a separate Side Letter (as defined above), Member agrees that Crossref may sublicense Content to Turnitin on a non-exclusive, non-transferable (except as part of the sale of all or substantially all of Turnitin’s assets or any merger, consolidation, or acquisition of Turnitin), royalty-free basis solely for inclusion in a database (the “Similarity Check Database”) of Content maintained by Turnitin and used solely for purposes of the Turnitin System, and the similarity checking software created and owned by Turnitin and currently offered for license under the trademarks iThenticate, Originality Check, WriteCheck, Turnitin Revision Assistant, and Turnitin Feedback Studio (as may be re-branded from time to time), which compare submitted text materials against a database to identify materials that may have been previously published or plagiarized and produces a report (“Matching Report”) showing instances of overlapping text (the “Permitted Solutions”). The Similarity Check Database may be used solely for the purpose of indexing and comparing documents in order to generate the Matching Reports used in the Turnitin System and Permitted Solutions. For the avoidance of doubt, any Submitted Text and data generated through the Turnitin System will be owned by or licensed to Member for use consistent with the Service Terms.
Matching Reports provided to Member and to other Members participating in the Service will include access to the full-text of the Content item included in the Similarity Check Database in which the identified overlapping text appears. For every content item with a registered Digital Object Identifier (“Identifier”), Turnitin shall display the Identifier and shall link to the item via the Identifier when information about the item is displayed as part of the Service. Content may be used for the purpose of generating Matching Reports for non-member users of the Permitted Solutions, provided, however, that such Matching Reports will only include Snippets of Content, as well as the Identifier where available, and may not provide samples of or access to the full-text of Content.
4. Removal of Content
If Member requests removal of specific Content pursuant to Section 3(b)(i) of the Service Terms, the specific Content will be removed within 10 Business Days of Turnitin’s receipt of the request for such removal. If Member requests removal of all Content pursuant to Section 3(b)(ii) of the Service Terms, all of Member’s Content will be removed within 30 calendar days of Turnitin’s receipt of the request for such removal. “Business Day” means a day other than a Saturday, Sunday, or federal holiday in the United States.
Turnitin shall use reasonable efforts to make the Turnitin System, to the extent applicable, available for access over the Internet at least 99.5% of the time during each month of the Term, except for scheduled maintenance and repairs, failures related to Member’s systems and Internet access, and any interruption in the Turnitin System due to causes beyond the control of Turnitin or that are not reasonably foreseeable by Turnitin, including, without limitation: loss or theft of data; interruption or failure of telecommunication or digital transmission links; Internet slow-downs or failure; failures or default of third party software, vendors, or products; and communications, network/internet connection, or utility interruption or failure. In the event Turnitin fails to achieve the foregoing availability requirement, Turnitin shall use commercially reasonable efforts to correct such loss or interruption as quickly as practicable.
Fees for the Service are set forth at: https://www.crossref.org/fees/#similarity-check-fees.
Technical support for the Service is described at: https://www.crossref.org/services/similarity-check/.
Member may, no more than once a year, at a mutually agreed upon date and time, to conduct security audits of the Turnitin systems on which Content resides to ensure compliance with the Service Terms. Such audits must not unreasonably interfere with Turnitin’s business and Turnitin will have no liability for any breach of security or other failure to comply with the Service Terms resulting from Member’s activities in connection with the audit. In the event that Member desires to use a third party to conduct the audit, such third party shall execute Turnitin’s then current standard non-disclosure agreement before being granted access to Turnitin’s facilities and systems.
9. Separate Node
Turnitin shall maintain Content as a separate node in its database.
So that everyone can enjoy the Site, Turnitin reserves the right to suspend anyone’s access to the Site who violates this policy and the following provisions. Please do NOT:
1. restrict any other user’s enjoyment of the Site.
2. engage in unlawful, threatening, abusive, libelous, defamatory, pornographic, profane, or otherwise offensive actions.
3. carry out or encourage criminal conduct, give rise to civil liability, or otherwise violate any law.
4. violate or infringe upon the rights of any third party, including, without limitation, patent, copyright, trademark, privacy, or any other proprietary right.
5. distribute anything that contains a virus or other harmful component.
6. distribute anything that contains false or misleading indications of origin or statements of fact.
Turnitin reserves the right to disclose information as necessary to satisfy any legal requirement, including regulations, government requests, court orders, or subpoenas. Turnitin also reserves the right to edit or remove any information, in whole or in part, that it deems objectionable, disruptive to the Site, or in violation of these terms.
In other words: please be respectful of others. Thank you.
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