DATA TRANSFER AGREEMENT -- NON-PROFIT INSTITUTIONS ONLY
Fox Chase Cancer Center (hereinafter known as "FCCC") agrees to provide to
Licensee a proprietary data archive containing individual files known as
Neighbor-Dependent Ramachandran Distributions (hereinafter collectively known as
"the NDRD") for use in protein structure analysis, structure prediction, and
design. FCCC wishes to preserve to itself all of the property rights in and to
the NDRD, its related documentation and such enhancements thereto as may, from
time to time, be made.
Accordingly, FCCC and Licensee agree as follows:
- It is understood that the NDRD and its component parts, transferred to
Licensee pursuant to this Agreement, comprise trade secret and copyrighted
subject matter that is proprietary to FCCC and, as such, is extremely valuable
to FCCC, so that its use by or on behalf of Licensee must be carefully and
- Licensee shall have the right and license to use the NDRD for research
purposes only. The license to use the NDRD is non-transferable and without the
right to sublicense.
- Licensee shall have no rights in the NDRD other than as is
specifically provided in this Agreement. Licensee specifically agrees
that nothing herein shall be deemed to grant to Licensee any rights to
use the NDRD for any commercial purpose. "Commercial Purpose" shall
mean the sale, lease, license, or other transfer of the NDRD to a
for-profit organization. Commercial Purpose shall also include uses of
the Software by any organization, including Licensee, to perform
contract research, to produce or manufacture products for general
sale, or to conduct research activities that result in any sale,
lease, license, or transfer of the NDRD to a for-profit
organization. However, industrially sponsored academic research shall
not be considered a use of the NDRD for Commercial Purpose per se,
unless any of the above conditions of this definition are met.
- Licensee agrees to acknowledge the author(s) of the NDRD in any
scientific publication of results based in part on the use of the
- Licensee shall not distribute, release, or otherwise distribute
the NDRD to any person, corporation, or institution without FCCC's
prior written consent. All copies of the NDRD are to remain under
Licensee's immediate and direct control unless such prior written
consent is obtained. If Licensee wishes to use the NDRD in software
(e.g., for protein structure prediction) and to distribute this
software including the NDRD, Licensee should contact Fox Chase for
written permission. Permission may be granted to redistribute the NDRD
to individuals in non-profit institutions, provided that said software
including the NDRD is transferred in a manner agreed to by Licensee
and Fox Chase. Commercial institutions may be granted licenses only by
- Licensee will take all reasonable precautions to avoid any
unauthorized disclosure of the NDRD.
- Licensee shall not copy or reproduce, or permit others to copy or
reproduce the NDRD or any component thereof except as required during
the authorized use of the NDRD by Licensee.
- FCCC does not have the resources to offer technical support,
although FCCC would appreciate being notified of problems experienced
by Licensee in using the NDRD. Licensee may report technical problems
by providing a brief description thereof in writing to the authors of
- From time to time, FCCC may incorporate certain features,
enhancements or modifications into the NDRD. At its sole discretion,
FCCC may undertake to incorporate such changes and distribute the
files so modified to all or any of FCCC's licensees. All such updates
or other modifications shall be the sole property of FCCC.
- FCCC provides the NDRD "as is" to Licensee. NO WARRANTY, EITHER
EXPRESSED OR IMPLIED, IS GRANTED UNDER THIS AGREEMENT, INCLUDING
IMPLIED WARRANTIES OF (a) FREEDOM FROM COPYRIGHT INFRINGEMENT, (b)
COMMERCIAL UTILITY, (c) VALID COPYRIGHT, (d) MERCHANTABILITY, (e)
FITNESS FOR A PARTICULAR PURPOSE, OR (f) USAGE IN THE TRADE OR COURSE
OF DEALING, BETWEEN THE PARTIES.
- If the NDRD is installed on computers owned by a corporation or
other legal entity, then this agreement is formed by and between FCCC
and such entity ("Licensee"). You represent and warrant to FCCC that
you have the authority to bind Licensee to this Agreement.
If you wish to obtain the the NDRD data archive under the foregoing conditions,
please fill in the following form. Do not use accented letters. Then indicate
your acceptance of said conditions by clicking on "I Agree".
You will be sent in e-mail a download link only after your license application is reviewed by us. Leaving blank fields or filling in fake data will not result in a download link.