HepSEQ-Research Website
Academic or Non-profit Access and Use Agreement

IMPORTANT - READ CAREFULLY:

This Agreement is a legal agreement between LICENSEE and the Health Protection Agency ("HPA"), whose office is at Health Protection Agency, 7th Floor, Holborn Gate, 330 High Holborn, London, WC1V 7PP.

By accessing or otherwise using HepSEQ-Research (defined below in Paragraph 1), LICENSEE (defined below in Paragraph 2) agrees to be bound by the terms of this Agreement. If LICENSEE does not agree with the terms of this Agreement, do not access or use HepSEQ-Research.

BACKGROUND

• The Bioinformatics Unit of the Health Protection Agency has developed proprietary software and an internet delivery system containing an integrated database of Hepatitis infection data and a data-mining platform, for use by trained individuals in the field of infection research, (hereinafter referred to as "HepSEQ-Research"). HPA may modify, add, or remove content and functionality at any time; and
• LICENSEE must be either:
  • employed full-time by an academic or non-profit institution (INSTITUTION);
  • employed part-time by INSTITUTION as the director of a laboratory or the INSTITUTION; OR
  • a full-time student attending INSTITUTION.
  LICENSEE may not designate or permit any other individual to use such LICENSEE's access to HepSEQ-Research. LICENSEE's failure to meet or obey the criteria above will be grounds for HPA to immediately terminate this agreement.
• LICENSEE desires to obtain access to the HepSEQ-Research, and HPA consistent with its mission of education and research, desires to grant a license to access and use HepSEQ-Research subject to the terms and conditions set forth below.

The parties therefore agree as follows:

• LICENSE
  HPA hereby grants to LICENSEE a non-exclusive, non-transferable right to access and use HepSEQ-Research solely to conduct research in LICENSEE's or INSTITUTION'S interest, for the sole benefit of LICENSEE or INSTITUTION, and subject to the terms and conditions of this Agreement. Not withstanding the above limitation on the license, LICENSEE may publish and otherwise publicly disclose the results of the research it conducts with the use of HepSEQ-Research, provided the use of HepSEQ-Research is acknowledged using the appropriate citation.
• LIMITATION OF LICENSE AND RESTRICTIONS
  • Except as expressly permitted by this agreement, no other use of HepSEQ-Research is permitted, including, but not limited to:
    • use or access for the benefit of, on behalf of, or upon the request of any other party;
    • reproduction, adaptations, preparation of derivative works, or distribution of copies of any portion of HepSEQ-Research for any purpose;
    • renting or loaning access to HepSEQ-Research, passwords, or usernames; or
    • the reverse engineering, decompiling, disassembling, or attempting to otherwise access any source code for any software program.
    LICENSEE warrants that the contents of HepSEQ-Research are for LICENSEE'S or INSTITUTION'S internal use, and may not be resold, republished, or otherwise distributed to third parties in any form including, but not limited to, via an internet, intranet, or extranet site.
  • LICENSEE shall not assign this Agreement, and any attempt by LICENSEE to assign it shall be void from the beginning. LICENSEE agrees to secure and protect access to HepSEQ-Research in a manner consistent with the maintenance of HPA'S rights in HepSEQ-Research and to take appropriate action by instruction or agreement with its and INSTITUTION'S employees who are permitted access to HepSEQ-Research in order to satisfy LICENSEE'S obligations under this Agreement.
• TITLE AND OWNERSHIP
  • No ownership rights of HPA in HepSEQ-Research are conferred upon LICENSEE by this Agreement.
• DISCLAIMER OF WARRANTY AND LIMITATION OF LIABILITY
  • HepSEQ-Research IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. HPA DOES NOT WARRANT THAT THE DATA AND FUNCTIONS CONTAINED IN HepSEQ-Research ARE COMPLETE, ACCURATE OR ERROR-FREE; THAT THEY WILL MEET LICENSEE'S REQUIREMENTS; OR THAT OPERATION WILL BE UNINTERRUPTED OR ERROR FREE. HPA shall not be liable for special, indirect, incidental, or consequential damages with respect to any claim on account of or arising from this Agreement or use of HepSEQ-Research, even if HPA has been or is hereafter advised of the possibility of such damages. Because some countries or states do not allow certain exclusions or limitations on implied warranties or of liability for consequential or incidental damages, the above exclusions may not apply to LICENSEE. In no event, however, will HPA be liable to LICENSEE, under any theory of recovery, in an amount in excess of the license fee paid by LICENSEE under this Agreement.
  • LICENSEE agrees that HPA has no obligation to provide to LICENSEE any maintenance, support, or update services. Should HPA provide access to and use of any revised versions of HepSEQ-Research, LICENSEE agrees that this license agreement shall apply to such revised versions.
  • LICENSEE agrees that it will not provide access to or use HepSEQ-Research for or on behalf of INSTITUTION without first obtaining a clear agreement from INSTITUTION that it accepts all of the terms and conditions of this Agreement, including but not limited to the disclaimers of warranty and limitations of liability in this Article IV of the Agreement.
• TERMINATION
  If LICENSEE at any time fails to abide by the terms of this Agreement, HPA shall have the right to immediately terminate the license granted herein, terminate access to HepSEQ-Research, and pursue any other legal or equitable remedies available.
• MISCELLANEOUS
  • This Agreement shall be construed in accordance with the laws of the United Kingdom. Should LICENSEE for any reason bring a claim, demand, or other action against HPA, its agents or employees, arising out of this Agreement or HepSEQ-Research licensed herein, LICENSEE agrees to bring said claim only in the United Kingdom Court of Claims.
  • THIS AGREEMENT REPRESENTS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN HPA AND LICENSEE AND SUPERSEDES ALL PRIOR AGREEMENTS, PROPOSALS, REPRESENTATIONS AND OTHER COMMUNICATIONS, VERBAL OR WRITTEN, BETWEEN THEM WITH RESPECT TO ACCESS AND USE OF HepSEQ-Research. THIS AGREEMENT MAY BE MODIFIED ONLY WITH THE MUTUAL WRITTEN APPROVAL OF AUTHORIZED REPRESENTATIVES OF THE PARTIES.
  • The terms and conditions of this Agreement shall prevail notwithstanding any different, conflicting, or additional terms or conditions that may appear in any purchase order or other document submitted by LICENSEE. LICENSEE agrees that such additional or inconsistent terms are deemed rejected by HPA.
  • Unless otherwise exempt there from, LICENSEE agrees that it will be responsible for any sales, use or excise taxes imposed by any governmental unit in this transaction except income taxes.
  • LICENSEE acknowledges that HepSEQ-Research is of United Kingdom origin. Licensee agrees to comply with all applicable international and national laws that apply to HepSEQ-Research, including the United Kingdom Export Administration Regulations, as well as end-user, end-use, and destination restrictions issued by the United Kingdom.

Revised on: 16/01/08