June 2012 ReseaRch LibRaRy issues: a QuaRteRLy RepoRt fRom aRL, cni, and spaRc
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MoDel Digitization agreeMent
(c) Nothing in this Agreement prevents the Library from digitizing any or all of the materials included
in the Works and making them freely available to the public, or permitting third parties to digitize or
otherwise reproduce the Works and making them available to third parties.
(d) Neither Party, nor any agent or person or entity acting on behalf of any Party in the execution of this
Agreement, shall claim any copyright or other literary or legal right in or to the Digital Copies, repro-
ductions, metadata, compilations, or images of the Works, except as may be specified in Appendix A.
2. Term and Termination
(a) The term of this Agreement (the “Term”) shall commence on the Effective Date and end at the end
of the _______ day of ________________, 20___. The Parties may by written agreement extend the end
date of the Term. Expiration or termination of the Agreement shall not terminate the right of the Parties
to continue using the Digital Copies already created pursuant to this Agreement at the time of expira-
tion or termination, except that if termination is due to Publisher’s material breach of the Agreement,
Publisher shall cease all use of its Digital Copies if so requested by the Library.
(b) Either Party may terminate this Agreement for material breach by the other Party and failure to cure
such breach within ten (10) days. At any time during the Term, either Party may terminate this Agree-
ment without cause upon thirty (30) days’ written notice to the other Party.
(c) The following Paragraphs of this Agreement shall survive the expiration or termination of this
Agreement: Paragraphs 1(d), 4(e)-(k), 5, 6, 7, 9, and 10.
3. Rights and Responsibilities of the Library
(a) The Library shall permit the Publisher to use the websites and search engines of the Library as al-
lowed for use by the public or as otherwise consistent with agreements with third parties. The Library
will use reasonable efforts to locate and pull the Works identified by the Publisher, or cause the Works
to be located and pulled by a third-party contractor.
(b) As the Works are selected, the Library shall make reasonable efforts to provide the Publisher with
metadata as specified in Appendix A, when such metadata is available to the Library.
(c) Digitization will occur on-site in the Library, using specialized equipment approved the Library as
per the instructions specified in Appendix A. Scanning may only be done by contractors selected and/
or approved by the Library. In certain cases, it may be possible to conduct scanning in an off-site secure
facility that meets appropriate standards and if the collections are appropriately ensured when not in
(c) The Library may choose to exclude any of the Works designated by Publisher, if the Library deter-
mines in its sole discretion, for any reason, that such Works are unsuitable or unavailable for scanning
or digitizing. The Library shall notify the Publisher if it makes such a determination and such material
will not be included among the Works to be digitized. The Library is under no duty to explain the rea-
sons for its refusal to digitize particular materials to the Publisher.
4. Rights and Responsibilities of the Publisher
(a) The Publisher shall select those Works that it wishes to be digitized by periodically submitting a list
of such Works to the Library. It shall be Publisher’s obligation to determine it has the legal authority to
digitize the work. If the Publisher wishes only to digitize works in the public domain, it is the Publish-