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Open Access License Agreement

This OPEN ACCESS LICENSE AGREEMENT (this “Agreement”),

dated as of.

 _____________________________________

DATE

(the “Effective Date”), by and between Wolters Kluwer

Health, Inc., operating as Medical Research / Lippincott

Williams & Wilkins, a Delaware corporation, having its

principal place of business at Two Commerce Square, 2001

Market Street, Philadelphia, PA 19103 (the “Publisher”), and

the corresponding author listed on Schedule A to this

Agreement (the “Author”, and together with the Publisher,

the “Parties”).

1. Grant of License

The Author hereby grants to the Publisher and its Affiliates

the exclusive, worldwide, royalty free, perpetual (for the

duration of the applicable copyright) right and license to use

the Work for all commercial or educational purposes,

including, but not limited to, publishing, reproducing,

marketing, distributing (themselves and through distributors),

sublicensing, and selling copies of the Work throughout the

world for the Term. If the Author is a United States

government employee, such license grant shall be limited to

the extent the Author is able to grant such license.

2. Warranties, Indemnification, and Limitation of Liability

a. The Author represents and warrants that:

(i) it has the right and power to enter into this

Agreement, to grant the rights and licenses granted pursuant

to this Agreement, and to perform all of its other obligations

contained in this Agreement;

(ii) it has not previously assigned, transferred or

otherwise encumbered the rights or licenses granted

pursuant to this Agreement; and that the person executing

this Agreement on the Author’s behalf is authorized to do

so;

(iii) the Work and the licenses granted herein do not

and will not infringe upon, violate or misappropriate any

intellectual property rights or any other proprietary right,

contract or other right or interest of any third party;

(iv) if the Work is a multi-authored Work, the Author

has obtained written permission from each author of the

Work to enter into this Agreement on behalf such author,

and each such author has read, understands and has agreed

to the terms of this Agreement; and

(v) the Author has obtained any necessary releases

and permissions to quote from other sources in the Work

and to include any works and materials in the Work and all

such releases and permissions are in full force and effect.

b. The Author hereby indemnifies the Publisher and its

directors, officers, employees, agents, and representatives

and agrees to defend and hold them harmless from and

against any and all liability, damage, loss, costs or expenses

(including reasonable attorney’s fees and costs of settlement)

incurred by any such party arising out of, or relating to any

misrepresentation in, or breach or alleged breach of the

Author’s representations or warranties in this Agreement. If

the Author fails to promptly or diligently pursue any defense

of any indemnified party, the indemnified parties, or any of

them, may assume such defense at the Author’s expense.

The obligations of this indemnification will survive any

termination or expiration of this Agreement.

c. The Publisher represents and warrants that it has the right

and power to enter into this Agreement and to perform its

obligations contained in this Agreement, and that the person

executing this Agreement on the Publisher’s behalf is

authorized to do so.

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d. The Publisher hereby indemnifies the Author and agrees

to defend and hold the Author harmless from and against

any and all liability, damage, loss, costs or expenses

(including reasonable attorney’s fees and costs of settlement)

incurred by the Author arising out of, or relating to any

misrepresentation in, or breach or alleged breach of the

Publisher’s representations or warranties in this Agreement.

If the Publisher fails to promptly or diligently pursue any

defense of the Author, the Author may assume such defense

at the Publisher’s expense. The obligations of this

indemnification will survive any termination or expiration of

this Agreement.

e. EXCEPT AS OTHERWISE SET FORTH IN THIS AGREEMENT,

NEITHER PARTY MAKES ANY OTHER, AND HEREBY

DISCLAIMS ALL OTHER, REPRESENTATIONS AND

WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED,

STATUTORY OR OTHERWISE, INCLUDING, WITHOUT

LIMITATION, WARRANTIES OF TITLE, MERCHANTABILITY,

FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT,

OR THE ABSENCE OF LATENT OR OTHER DEFECTS,

ACCURACY, OR THE PRESENCE OR ABSENCE OF ERRORS,

WHETHER OR NOT DISCOVERABLE.

f. EXCEPT TO THE EXTENT REQUIRED BY APPLICABLE LAW,

IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER

PARTY BASED UPON ANY LEGAL THEORY FOR ANY SPECIAL,

INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY

DAMAGES ARISING OUT OF THIS LICENSE OR THE USE OF

THE WORK, EVEN IF A PARTY HAS BEEN ADVISED OF THE

POSSIBILITY OF SUCH DAMAGES.

3. Creative Commons License.

Creative Commons Licenses are subject to items selected in

item 1, 2 and 3 in the Schedule B.

a. CCBY-NC-ND – NonCommercial-NonDerivitives Creative

Commons License

The Author acknowledges and agrees that the Work will be

published by the Publisher in (the “Journal”) and made freely

available to users under the terms of the Attribution-

NonCommercial-NoDerivs 4.0 Creative Commons License, as

currently displayed at

http://creativecommons.org/licenses/by-nc-nd/4.0/legalcode

(the “CC BY-NC-ND”). The Author acknowledges and agrees

that that Publisher is the exclusive “Licensor”, as defined in

the CC BY-NC-ND, of the Work and that the Publisher may

make the Work freely available to all users under the terms

of the CC BY-NC-ND.

b. CCBY – Creative Commons License

The Author acknowledges and agrees that the Work will be

published by the Publisher in (the “Journal”) and made freely

available to users under the terms of the Attribution 4.0

Creative Commons License, as currently displayed at

http://creativecommons.org/licenses/by/4.0/legalcode (the

“CC BY”). The Author acknowledges and agrees that that

Publisher is the exclusive “Licensor”, as defined in the CC BY,

of the Work and that the Publisher may make the Work

freely available to all users under the terms of the CC BY.

c. CCBY-NC – NonCommercial Creative Commons License

The Author acknowledges and agrees that the Work will be

published by the Publisher in (the “Journal”) and made freely

available to users under the terms of the Attribution-

NonCommercial 4.0 Creative Commons License, as currently

displayed at http://creativecommons.org/licenses/by-

nc/4.0/legalcode (the “CC BY-NC”). The Author

acknowledges and agrees that that Publisher is the exclusive

“Licensor”, as defined in the CC BY-NC, of the Work and that

the Publisher may make the Work freely available to all users

under the terms of the CC BY-NC.

4. Royalties.

The Author acknowledges and agrees that this Agreement

entitles the Author to no royalties or fees. To the maximum

extent permitted by law, the Author waives any and all rights

the Author may have to collect royalties or other fees in

relation to the Work or in respect of any use of the Work by

the Publisher or its sublicensees.

5. Miscellaneous.

a. Assignment. This Agreement may not be assigned or

transferred, in whole or in part, by either party without the

prior written consent of the other party. Notwithstanding

the above, the Publisher may assign this Agreement without

the written consent of the Author (i) to an entity succeeding,

whether by sale, merger or other corporate reorganization,

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to substantially all of the Publisher’s assets and business

activity, or (ii) to a corporation or organization that obtains

the right to publish the Journal from the Publisher. The

Publisher may assign this Agreement to any of its affiliates.

This Agreement will be binding upon and inure to the

benefit of the parties hereto and their respective successors

and permitted assigns.

b. Counterparts. This Agreement may be executed in two or

more counterparts, each of which shall be deemed an

original, but all of which together shall constitute one and

the same document. Facsimile or Portable Document

Format (PDF) signatures will be deemed original signatures

for purposes of this Agreement.

c. Entire Agreement; Amendment. This Agreement sets forth

the entire agreement of the parties on the subject hereof

and supersedes all previous or contemporaneous oral or

written representations or agreements relating to the rights

and duties provided herein, and may not be modified or

amended except by written agreement of the parties.

d. Force Majeure. Neither party shall be liable for any

default or delay on its part in performing any obligation

under this Agreement if such default or delay is caused by

natural disaster, accident, war, civil disorder, strike or any

other cause beyond the reasonable control of such party. In

the event that either party is prevented by such an

occurrence or circumstance for a period of more than ninety

(90) days from fulfilling its obligations under this Agreement,

the other party may terminate this Agreement upon thirty

(30) days’ written notice.

e. Governing Law. This Agreement shall be governed in all

respects according to the laws of the State of New York

without giving effect to the principles of conflict of law

thereof.

f. Headings. All headings are for reference purposes only

and shall not affect the meaning or interpretation of any

provision hereof.

g. Severability. If any provision of this Agreement is held to

be illegal, invalid, or unenforceable under the present or

future laws, then such provision shall be revised by a court

of competent jurisdiction to be enforceable if permitted

under applicable law, and otherwise shall be fully severable.

In any event, this Agreement shall be construed and

enforced as if such illegal, invalid, or unenforceable provision

had never comprised a part of this Agreement, and the

remaining provisions of this Agreement shall remain in full

force and effect and shall not be affected by the illegal,

invalid, or unenforceable provision or by its severance from

this Agreement.

h. Status of the Parties. The parties are independent

contractors. Nothing in this Agreement is intended to or

shall be construed to constitute or establish any agency,

joint venture, partnership or fiduciary relationship between

the parties, and neither party has the right or authority to

bind the other party nor shall either party be responsible for

the acts or omissions of the other.

i. Waiver; Amendment. The waiver by either party of or the

failure by either party to claim a breach of any provision of

this Agreement shall not be, or be held to be, a waiver of

any subsequent breach or affect in any way the further

effectiveness of any such provision. No term or condition of

this Agreement may be waived except by an agreement by

the parties in writing.

j. Waiver of Jury Trial. EACH PARTY HEREBY WAIVES ITS

RIGHT TO A JURY TRIAL IN CONNECTION WITH ANY

DISPUTE OR LEGAL PROCEEDING ARISING OUT OF THIS

AGREEMENT OR THE SUBJECT MATTER HEREOF.

[Signature Page Follows]

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ScheduleA

ThisScheduleAmustbecompletedbyAuthorinitsentirety.ThePublisherisunabletopublishtheWorkunless

thisScheduleAiscompletelyfilledout.



ArticleTracking#

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

ArticleTitle(the“Work”)

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

CorrespondingAuthorName(the“Author”)

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

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

NameofJournalinwhichWorkistobePublished



ScheduleB

ThisScheduleBmustbecompletedbyAuthorin itsentirety.ThePublisherisunabletopublish theWorkunless

thisScheduleBiscompletelyfilledout.

MANDATEDFUNDINGPOLICYDISCLOSURE



1. Chooseafunderfromthedropdownlist.IfanyofthefollowingareselectedpleasecompleteItem2.

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NOTE:If you area World Health Organization Employeeand are required to publish under theCreative CommonsCCBY IGO

license, then do not complete this form. Instead, please contact the Editorial Office for the separate WHO Employee license

agreement.



2. Ifyouhaveselectedfundingfromtheabovelistin1.,pleasedisclosetheOpenAccessoptiontowhichthe

Workwillbesubject.Selecting“GoldRoute”willensurethatyourworkispublishedundertheCreative

CommonsCCBYlicense.

□ Goldroute

□ Greenroute

NOTE:Ifthe“Gold”routehasbeenselected,Section3.b.oftheAgreementwillapplytotheWork,andneitherSection3.a.nor

Section3.c.oftheAgreementwillapplytotheWork.Ifthe“Green”routehasbeenselected,Section3.c.oftheAgreementwill

applytotheWorkafteranembargo,andneitherSection3.a.norSection3.b.oftheAgreementwillapplytotheWork.

Please select the appropriate funder



3. □ ThisScheduleBisinapplicabletotheWork.

NOTE:IfauthorhasselectedItem3,Section3.a.ontheAgreementwillapplytotheWork,andneitherSection3.b.norSection

3.c.oftheAgreementwillapplytotheWork.

GOVERNMENTEMPLOYEES

4.

□ Thisworkwascreatedinthecourseofanauthor’semploymentbytheUnitedStatesGovernment

IftheWorkoraportionofithasbeencreatedinthecourseofanyauthor'semploymentbytheUnitedStates

Government,checkthe"Government"boxattheendofthisform.A

workpreparedbyagovernmentemployeeas

partofhisorherofficialdutiesiscalleda"workoftheU.S.Government"andisnotsubjecttocopyright.Ifitisnot

preparedaspartoftheemployee'sofficialduties,itmaybesubjecttocopyright.

If“Government”ischosen,

pleasedonotchooseaCreativeCommonsLicense.Theworkwillbepublishedwith

“WrittenworkpreparedbyemployeesoftheFederalGovernmentaspartoftheirofficialdutiesis,undertheU.S.



UnitedStatesCodeisnotavailable.Assuch,copyrightdoesnotextendtothecontributionsofemployeesofthe

FederalGovernment.”



NOTE:IfauthorhasselectedItem4,Section3.ontheAgreementwillnotapplytotheWork.



SIGNATURE PAGE

TheCorrespondingAuthoracknowledgesandagreesthattheCorrespondingAuthorisenteringinto,andhas

executed,theAgreementonbehalfoftheCorrespondingAuthorandeachotherauthornamedas

contributingtotheArticle(eachsuchauthor,an“Author”,andcollectively,the“Authors”).TheCorresponding

Authorrepresentsandwarrantsthatthe

CorrespondingAuthorhasobtainedpermissionfromeachAuthorto

enterintotheAgreementonbehalfofsuchAuthorandtheCorrespondingAuthorandeachAuthorhasread,

understands,andhasagreedtothetermsoftheAgreement,including,withoutlimitation,theterms

containedintheAgreementwithrespecttoauthorized

reuseoftheArticle.

INWITNESSWHEREOF,theAuthorhasexecutedthisLicense,effectiveasoftheEffectiveDate.

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