Google Books Library Project

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Google Books Library Project
by google.com/googlebooks/library/
11/24/2014

NOTICE: THIS WORK MAY BE PROTECTED BY COPYRIGHT

YOU ARE REQUIRED TO READ THE COPYRIGHT NOTICE AT THIS LINK BEFORE YOU READ THE FOLLOWING WORK, THAT IS AVAILABLE SOLELY FOR PRIVATE STUDY, SCHOLARSHIP OR RESEARCH PURSUANT TO 17 U.S.C. SECTION 107 AND 108. IN THE EVENT THAT THE LIBRARY DETERMINES THAT UNLAWFUL COPYING OF THIS WORK HAS OCCURRED, THE LIBRARY HAS THE RIGHT TO BLOCK THE I.P. ADDRESS AT WHICH THE UNLAWFUL COPYING APPEARED TO HAVE OCCURRED. THANK YOU FOR RESPECTING THE RIGHTS OF COPYRIGHT OWNERS.

We're working with several major libraries to include their collections in Google Books and, like a card catalog, show users information about the book, and in many cases, a few snippets – a few sentences to display the search term in context.

What does a Google Books Library Project book look like?

When you click on a search result for a book from the Library Project, you'll see basic bibliographic information about the book, and in many cases, a few snippets – a few sentences showing your search term in context. If the book is out of copyright, you’ll be able to view and download the entire book. In all cases, you'll see links directing you to online bookstores where you can buy the book and libraries where you can borrow it.

Full View



View the entire book

Limited View



View a limited number of pages

Snippet View



View a few sentences surrounding the search term

No Preview Available



View basic information about the book

To see close-ups of these pages and to learn more about Google Books features, view our Screenshots.

What's the goal of this project?

The Library Project's aim is simple: make it easier for people to find relevant books – specifically, books they wouldn't find any other way such as those that are out of print – while carefully respecting authors' and publishers' copyrights. Our ultimate goal is to work with publishers and libraries to create a comprehensive, searchable, virtual card catalog of all books in all languages that helps users discover new books and publishers discover new readers.

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What you'll see when you search on Google Books

Each book includes an 'About this book' page with basic bibliographic data like title, author, publication date, length and subject. For some books you may also see additional information like key terms and phrases, references to the book from scholarly publications or other books, chapter titles and a list of related books. For every book, you'll see links directing you to bookstores where you can buy the book and libraries where you can borrow it.

Full View



You can see books in Full View if the book is out of copyright, or if the publisher or author has asked to make the book fully viewable. The Full View allows you to view any page from the book, and if the book is in the public domain, you can download, save and print a PDF version to read at your own pace.

Limited Preview



If the publisher or author has given us permission, you can see a limited number of pages from the book as a preview.

Snippet View



The Snippet View, like a card catalog, shows information about the book plus a few snippets – a few sentences to display your search term in context.

No Preview Available



Like a card catalog, you're able to see basic information about the book.

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Library Partners

Google works with over 40 libraries around the world to digitize their collections and make them available to users. Here's a sample of some of the libraries we've partnered with.

Austrian National Library

Our agreement with Google is a milestone in the history of the Austrian National Library. For the first time, the complete public domain collection of the National Austrian Library – one of the most renowned historic collections of books in the world – will be accessible online to a worldwide audience for free at any time. This project fulfills an important goal of the Austrian National Library: the democratization of knowledge.
–Dr. Johanna Rachinger, General Director of the Austrian National Library

Bavarian State Library

With today's announcement we are opening our library to the world and bringing the true purpose of libraries - the discovery of books and knowledge –a decisive step further in into the digital era. This is an exciting effort to help readers around the world discover and access Germany's rich literary tradition online – whenever and wherever they want.
–Dr. Rolf Griebel, Director General of the Bavarian State Library

Columbia University

Our participation in the Google Books Library Project will add significantly to the extensive digital resources the Libraries already deliver. It will enable the Libraries to make available more significant portions of its extraordinary archival and special collections to scholars and researchers worldwide in ways that will ultimately change the nature of scholarship.
–James Neal, University Librarian and Vice-President for Information Services at Columbia University

Columbia University Libraries Becomes Newest Partner in Google Book Search Library Project

NEW YORK, December 13, 2007

Columbia University Libraries and Google, Inc. have signed an agreement to digitize a large number of the Libraries’ books in the public domain and make them available online. The project, which is one of several collaborations between Google and major research libraries, will evaluate and review hundreds of thousands of volumes from the Libraries’ collections over the next six years.

The Columbia University Libraries collections contain a remarkable range of books on a wide variety of subjects and dozens of languages from 25 distinct libraries. Among the hundreds of collections that are being considered for digitization are areas in which Columbia has particularly strong holdings, for instance architecture from the Avery Architectural & Fine Arts Library; political science, sociology, and environmental science from the Lehman Social Sciences Library; Area Studies collections of history and literature materials from Eastern Europe, Central and South Asia, Africa, the Middle East, and Latin and South America; or East Asian languages and history from the C. V. Starr East Asian Library. Their inclusion will extend and enrich the scope of the materials available through Google Book Search.

Digital copies of the books from Columbia will be fully searchable through Google Book Search. Users will be able to employ any key words they choose to search the full text of books. Because the books being digitized are in the public domain, users will be able to view the full text of the books and download them for leisure reading, research or printing for later reference.

By partnering with Google Book Search, the Libraries will support the research and teaching mission of the University by archiving and making accessible scholarly resources that the Libraries have been collecting since the early nineteenth century.

“Our participation in the Google Book Search Library Project will add significantly to the extensive digital resources the Libraries already deliver,” said James Neal, Columbia’s vice president for information services and university librarian. “It will enable the Libraries to make available more significant portions of its extraordinary archival and special collections to scholars and researchers worldwide in ways that will ultimately change the nature of scholarship.”

Alan Brinkley, provost and Allan Nevins Professor of American History, said, “The Google partnership promises enormous benefits to Columbia University and the communities it serves. Amongst them, of course, is the free and open full-text access we can provide to our public domain holdings.”

Columbia Libraries will receive a digital copy of every book scanned and will, in the coming months, decide the various uses of those copies. Libraries are unique in their charge not only to acquire, organize and disseminate information, but also to preserve it for future generations. The presence of these digital copies in a permanent, digital archive will help ensure that the intellectual content of these works remains available into the future.

Over time, Columbia also intends to use the digital copy of these public-domain works in its teaching and research activities, which increasingly take place in a digital environment. The University expects to integrate digital copies of the books scanned by Google into that environment and to extend their utility for research and teaching. This is a large and challenging undertaking, but in due course should yield substantial benefits for education and research.

Columbia University Libraries is the most recent library to partner with Google Book Search. Other partners include University of Michigan; Harvard University; Oxford University; the New York Public Library; Stanford University; University of California; University of Texas at Austin; University of Virginia; University of Wisconsin-Madison; Princeton Library; the Complutense University of Madrid; the Bavarian State Library; the Library of Catalonia; the University Library of Lausanne; Ghent University Library; Keio University Library; Cornell University and the Committee on Institutional Collaboration (CIC) schools, including University of Chicago, University of Illinois, Indiana University, University of Iowa, Michigan State University, University of Minnesota, Northwestern University, Ohio State University, Pennsylvania State University, Purdue University.

Columbia University Libraries is one of the top ten academic library systems in the nation, with 9.2 million volumes, over 65,650 serials, as well as extensive collections of electronic resources, manuscripts, rare books, microforms, and other nonprint formats. The collections and services are organized into 25 libraries, supporting specific academic or professional disciplines. Columbia Libraries employs more than 400 professional and support staff to assist faculty, students, and researchers in their academic endeavors. The Libraries’ website at www.columbia.edu/cu/lweb/ is a gateway to its print and electronic collections and to its services.

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Part 1 of 2

Committee on Institutional Cooperation (CIC)

This partnership with Google is one of the most ambitious undertakings in the history of the CIC, and sets the stage for a remarkable transformation of library services and information access. We're opening up these resources as both a common good shared among the universities, as well as a public good available more broadly.
–Barbara McFadden Allen, Director of the CIC

Google Book Search Project, by Committee on Institutional Cooperation
11/24/2014

Introduction

In 2007, the CIC partnered with Google to digitize as many as 10 million volumes across all CIC library systems. This project represents one of the largest cooperative ventures of its kind in higher education, one that will enable CIC institutions to preserve a vast realm of legacy content and make material available worldwide within just a few years.

Under the terms of this landmark agreement, Google will scan some of the most distinctive collections from CIC libraries and their 79 million volumes. These legacy collections are known to scholars worldwide, reflecting decades of careful investment and curation to build exceptional resources for research. The Google partnership promises to open up these resources to a much broader audience, ensuring that they remain accessible and discoverable in a digital age.

Through this agreement, Google will scan and make searchable public domain works as well as copyrighted materials, in a manner consistent with copyright law. For books protected by copyright, a search will yield basic information (such as the book’s title and author’s name); at most a few lines of text related to the search; and information about book purchase or lending. Public domain materials can be viewed, searched, or downloaded for printing in their entirety from the Google site.

Cooperative Agreement

This COOPERATIVE AGREEMENT (the “Agreement”) is entered into by and between Google Inc., a Delaware corporation with offices at 1600 Amphitheatre Parkway, Mountain View, California 94043 (“Google”) and The Board of Trustees of the University of Illinois on behalf of the Committee on Institutional Cooperation (as described in Section 1.3 below) (“CIC”) and each university listed as a member of CIC in Section 1.3 below that has agreed to the terms herein by executing a signature page to this Agreement (each such university is referred to herein as a “CIC University”); all such universities are collectively referred to herein as the “CIC Universities”. This Agreement is effective as of the date signed by Google below (the “Effective Date”). Google, CIC, and each CIC University herein are sometimes referred to hereinafter individually as a “Party” and collectively as the “Parties”.

RECITALS

WHEREAS, Each CIC University is a leading academic institution and has amassed an enormous collection of works in various media; and

WHEREAS, Google provides the public with access to web pages on the Internet, among other products and services; and

WHEREAS, Google and the CIC Universities share a mutual interest in making information available to the public; and

WHEREAS, CIC Universities wish to digitize portions of their collections in a manner consistent with copyright law to create a searchable database to facilitate use of their collections by scholars and the general public for education, research and related purposes; and

WHEREAS, CIC Universities and Google have determined that it would be most cost effective, and reduce the risk of damaging volumes in the CIC Universities’ collections, to create digitized copies for the CIC University’s fair use and digitized copies for Google’s fair use as part of a single scanning project; and

WHEREAS, Google is willing to digitize works from the collections of CIC Universities for Google’s fair use purposes and provide access to the digitized works to each CIC University as described herein.

NOW THEREFORE, in consideration of the mutual covenants set forth herein, Google, CIC, and each CIC University hereby agree as follows:

DEFINITIONS

1. DEFINITIONS. Capitalized terms will have the meanings set forth below:

1.1 “Available Content” means those portions of each CIC University’s print collection that such CIC University wishes to make available to Google for Digitizing and that Google may wish to Digitize as from time to time identified by Google and the applicable CIC University. The term “Available Content” also includes each CIC University’s Digital Content.

1.2 “Brand Features” means the trade names, trademarks, service marks, logos, domain names, and other distinctive brand features of each Party, respectively, as secured by such Party from time to time.

1.3 “CIC” or “Committee on Institutional Cooperation” is a consortium of twelve (12) research universities that collaborate on a wide range of academic and administrative initiatives. The current members of the CIC are: University of Chicago, University of Illinois, Indiana University, University of Iowa, University of Michigan, Michigan State University, University of Minnesota, Northwestern University, University of Wisconsin-Madison, The Ohio State University, Penn State University, and Purdue University. For the purposes of this Agreement, “CIC” is generally understood to refer to the thirteen (13) research libraries (including the libraries affiliated with the University of Illinois at Urbana-Champaign and Chicago) affiliated with the CIC member institutions. These libraries have a long history of collaboration, and established processes for shared decision-making facilitated by the CIC Administrative Offices.

1.4 “CIC Administrative Offices” is the central CIC administrative staff operating under the administrative authority for the CIC vested in the Provosts of the member CIC Universities. CIC Administrative Offices are located at 1819 South Neil St, Suite D, Champaign, IL 61820. The fiscal agent for CIC is The Board of Trustees of the University of Illinois.

1.5 “Copyright Laws” means the U.S. Copyright Act, 17 U.S.C. §§ 101 et. seq., all other copyright laws, rules and regulations worldwide, and all international treaties creating or protecting copyrights, including the Berne Convention and the Universal Copyright Convention, as the same from time to time exist.

1.6 “Digitize” means to convert content from a tangible, analog form into a digital electronic representation of that content. “Digitization”, “Digitizing” and “Digitized” shall have corresponding meanings.

1.7 “End User” means a person that accesses or uses the Google Services.

1.8 “Google Digital Copy” means a digital copy retained by Google of the Selected Content that is Digitized by Google.

1.9 “Google Services” means Google’s products and services that are accessible through and otherwise provided by various computer and electronic technologies, networks (syndicated and otherwise) and systems, including without limitation, mobile wireless services and Internet-based services accessible through the Google Sites and any Google syndication partner sites.

1.10 “Google Site” means any web site located at a Google-owned domain, including all subdomains and directories thereof, and all successor sites thereto.

1.11 “Hosted Solution” shall have the meaning set forth in Section 4.6.

1.12 “In-Copyright Works” means those works of Digitized Selected Content that are in copyright.

1.13 “Initial Term” shall have the meaning set forth in Section 8.1.

1.14 “Other Library” means any library (other than a CIC University library) with which Google has an agreement as of the Effective Date concerning Digitization by Google of books from that library.

1.15 “Public Domain Works” means those works of Digitized Selected Content that are in the public domain.

1.16 “University Digital Copy” shall have the meaning set forth in Section 4.7.

1.17 “University Digital Content” means content that a CIC University already has in its possession in digitized form.

1.18 “Project” means a project for digitizing certain Selected Content.

1.19 “Project Plan” means a written plan for implementing a Project. The Project Plan shall include the following: (a) timetable for Digitizing the Selected Content, (b) instructions by a CIC University regarding how the Selected Content is to be collected and returned by Google; (c) material handling processes for the Selected Content, (d) if required, the amount of time available to a CIC University for performing conservation efforts; (e) the amount of time available to Google from receipt of the Selected Content until it is due to be returned to a CIC University; and (f) a budget for the Project.

1.20 “Renewal Term” shall have the meaning set forth in Section 8.1.

1.21 “Selected Content” means the portion of the Available Content that Google desires to Digitize or incorporate into the Google Services, both collectively and its component parts, including any and all other works of authorship included therein.

1.22 “Source CIC University” means the CIC University where the Selected Content was sourced.

1.23 “Term” shall have the meaning set forth in Section 8.1.

TERMS

2. DIGITIZATION OPERATIONS.

2.1 Identifying the Available and Selected Content to be Digitized. Google, the CIC Administrative Offices, and each CIC University shall collaborate to identify Available Content that Google may elect to Digitize. The CIC Universities agree that they will collectively commit Available Content of not less than 10,000,000 volumes to the Digitization efforts under this Agreement. Included in the Available Content will be CIC library holdings that add new and unique content to Google Services, and “collections of distinction” from across the CIC libraries that will be recommended for Digitization in toto. As indicated in Section 12.1, Google reserves final discretion over which Available Content it will Digitize (Selected Content), but will collaborate with the CIC Administrative Offices in making these decisions. Google, the CIC Administrative Offices, and each CIC University shall cooperate in good faith and work diligently to develop a sequence and timetable for completing the Project Plan for Digitizing the Selected Content of the CIC Universities. Each Source CIC University will provide Google with metadata for each Selected Content to be Digitized in the format specified by Google prior to Google Digitizing any Selected Content. Also, each Source CIC University will provide Google with an identifier such as an OCLC call number for each text of the Available Content as soon as reasonably possible after the Effective Date and prior to the commencement of Digitization efforts under this Agreement of the Selected Content provided by such Source CIC University.

2.2 Collecting the Selected Content. Each CIC University shall be responsible for locating, pulling and moving the Selected Content to a designated location at the CIC University facility as well as re-shelving the Selected Content when the Digitization is complete. Upon commencement of a Project, and consistent with general guidelines set forth by a CIC working group, each CIC University shall perform any conservation efforts that the CIC University determines are required for the associated Selected Content. On a rolling basis, as this conservation effort is completed, each CIC University shall provide the conserved Selected Content to Google for Digitizing.

2.3 Transporting and Storing the Selected Content. Google will move the Selected Content from a designated location at the CIC University facility to a Digitization facility controlled by Google. Google will provide and be responsible for commercially reasonable transport methods and temporary storage areas appropriate for the Selected Content in accordance with Section 2.6.

2.4 Digitizing the Selected Content. Google will be responsible for Digitizing the Selected Content. Subject to handling constraints or procedures specified in the Project Plan, Google shall in its sole discretion determine how best to Digitize the Selected Content, so long as the resulting digital files conform to a minimum specification established by Google in consultation with the CIC Administrative Offices, the CIC Universities, and the Other Libraries. While the Selected Content is within Google’s possession, Google shall use commercially reasonable efforts to minimize damage to the Selected Content, including handling the Selected Content in accordance with handling instructions set forth in the Project Plan, if any.

2.5 Return of the Selected Content. Google shall return the Selected Content to the designated pick-up location at the Source CIC University and in the like manner in which it was collected after Google completes Digitizing the Selected Content. Google will provide and be responsible for commercially reasonable transport methods appropriate for the Selected Content in accordance with Sect. 2.6.

2.6 Insurance Coverage for Digitization Operations. All risk of loss, damage or destruction of materials will lie with Google from the time that Google accepts possession of the materials until they are returned to the Source CIC University; provided that each CIC University agrees that Google’s obligation will not exceed $1,000 for any given text and that Google’s maximum liability for any damage or loss to Selected Content in Google’s custody resulting from a single incident or event will not exceed one million dollars ($1,000,000). Google will carry reasonably sufficient insurance with a reputable independent provider insuring against the risk of loss, damage, or destruction of materials entrusted to Google’s custody, and will provide, upon request of a CIC University, a certificate of insurance evidencing such coverage. In general, Google will provide a transport method and temporary storage area that is reasonably clean, dry, cool, free from insects and other pests, protected from fire, and secure against theft and vandalism. However, unless the CIC Administrative Offices or a CIC University makes Google aware that specific materials require non-standard care, transport, storage and/or processing and Google decides to go forward with digitization of such items, Google shall have no responsibility to undertake special efforts to address unique or fragile conditions in its transport, storage or handling of individual items. Each CIC University will provide Google with a good faith estimate of the value of any Selected Content approved for removal from the CIC University’s premises and will provide Google with an itemized list of any such materials.

3. COSTS

3.1 Costs paid by each CIC University. In addition to costs mutually agreed upon by the Parties, each CIC University shall be responsible for the following costs: (a) those related to locating, pulling and moving the Selected Content to a designated location at the Source CIC University facility as well as re-shelving the Selected Content when the Digitization is complete, (b) those related to existing CIC University employees and agents whose participation is contemplated by this Agreement, (c) network bandwidth and data storage required by CIC University to receive all of the University Digital Copy, (d) any conservation efforts that Source CIC University elects to undertake on the Selected Content prior to Digitizing, and (e) barcoding and associated data entry to barcode the Selected Content.

3.2 Costs borne by Google. In addition to costs mutually agreed upon by the Parties, Google shall be responsible for the following costs: (a) those related to Google employees whose participation is contemplated by this Agreement, (b) hardware and software and other equipment or technology used to Digitize the Selected Content, (c) space required and other facilities used to Digitize the Selected Content, and (d) transportation of Selected Content from the Source CIC University facility where the Selected Content is normally kept to a Google designated facility and back to the Source CIC University facility where the Selected Content is normally kept, plus any incidental storage at a Google designated facility.

3.3 Budgets. Notwithstanding the foregoing, the CIC Administrative Offices or any CIC University and Google may jointly develop a budget to advance coordinated planning for each University Project Plan, pursuant to which the Parties may allocate the cost of researching and identifying the Available Content and/or Selected Content, conducting conservation assessments, performing conservation work, and performing any required copyright research and clearances. Any such budget agreed to in writing by the parties will take precedence over the provisions of Sections 3.1 and 3.2 above.

4. OWNERSHIP AND USE OF DIGITAL COPIES AND SERVICES

4.1 Copyright Status.

(a) Compliance With Copyright Laws. The Parties understand that the Selected Content may include some works that will be treated hereunder as Public Domain Works and some works that will be treated hereunder as In-Copyright Works. The Parties agree and intend to perform this Agreement in compliance with all applicable Copyright Laws and without infringing the intellectual property rights or any similar rights of any third party.

(b) Determination of Copyright Status. Each Party will be responsible for determining at its reasonable discretion how to categorize Selected Content under applicable Copyright Laws. Notwithstanding such determination, if any Party believes in good faith that any part of the Selected Content should be treated as an In-Copyright Work under any applicable Copyright Laws, and so notifies the other Parties in writing, then, within forty-eight (48) hours of another Party’s receipt of such notice, such other Party will take appropriate steps to assure that it is treating, or going forward will treat, such part of the Selected Content as an In-Copyright Work under such Copyright Laws.

(c) “Opt-Out” Procedure. Throughout the Term, Google will implement and maintain the availability of processes whereby the copyright holder can request Google not to Digitize specific In-Copyright Works included in the Available Content or the Selected Content or, if one or more of such In-Copyright Works has already been Digitized by Google, to cease the display or use of such In-Copyright Works made by Google under this Agreement. If Google determines that the person or entity making the request is the copyright holder or has apparent authority to act on behalf of the copyright holder, Google shall promptly comply with such request and promptly notify the CIC and each CIC University in writing of such request if the request requires a CIC University to take action to cease the display or use of the In-Copyright Works or to delete such In-Copyright Works from the University Digital Copy. Within forty-eight (48) hours of its receipt of such notice, the CIC and each CIC University shall (a)cease the display or use of the University Digital Copy of such In-Copyright Works and (b) delete any such In-Copyright Works if and to the extent that such works were previously provided as part of the University Digital Copy.

4.2 Ownership of Selected Content and Google Digital Copy.

(a) Ownership of Available Content and Selected Content. No Party to this Agreement shall have or claim any rights, title or interest in or to the Available Content or the Selected Content (i.e., to the materials underlying the digitization process), except where such Party acquired or acquires such rights, title or interests prior to or independently of the performance of this Agreement. Nothing set forth in this Agreement shall be deemed to transfer to any Party any ownership or intellectual property rights in or to any part of the Available Content or the Selected Content.

(b) Ownership of Google Digital Copy. As among the Parties, Google shall own all rights, title, and interest in and to the Google Digital Copy, subject to the rights of the copyright holder and/or its licensees for particular In-Copyright Works made a part of the Google Digital Copy.

4.3 Google’s Use of the Google Digital Copy.

(a) Google Services. Subject to the restrictions set forth in this Agreement, Google may use the Google Digital Copy, in whole or in part at Google’s sole discretion, as part of the Google Services.

(b) Searching Free to the Public. To the extent and for so long as Google uses all or part of the Google Digital Copy in connection with the Google Services, it shall provide a service at no cost to End Users that (i) permits such End Users to search both the Public Domain and In- Copyright Works contained in such part of the Google Digital Copy using an index of the full text or content; (ii) displays search results for such Public Domain Works and In-Copyright Works as set forth in Sections 4.3(c) and (d) below; and (iii) serves and displays the full text or content of such Public Domain Works.

(c) Use of Public Domain Works and Certain In-Copyright Works. To the extent portions of the Google Digital Copy are or become in the public domain or, if in copyright, to the extent Google has obtained the written permission of the copyright holder, Google shall have the right, in its sole discretion, among other things, to (i) index the full text or content of the Google Digital Copy, (ii) serve and display full-sized digital images corresponding to those portions, (iii) make available full text of content for printing and/or download, and (iv) make copies of such portions of the Google Digital Copy and provide, license, or sell such copies (including, without limitation, to its syndication partners). To be clear, in the event that Google has received a written license or other written permission from the applicable copyright holder to use In-Copyright Works in the Google Digital Copy, Google may use those works in any manner permitted under the terms of such license or other permission. Google shall be solely responsible for ensuring that its use of the Google Digital Copy is authorized by the relevant copyright holders or by applicable laws, including Copyright Laws.

(d) Use of All Other Works. For all other portions of the Google Digital Copy, Google shall limit its use of such portions to (i) indexing the full text or content of such portions, (ii) serving and displaying search results, and (iii) serving and displaying text or content contained in such portions; but, in each case, only if and to the extent such uses are permitted under applicable Copyright Laws.

4.4 Security and Privacy. Google shall implement and maintain for so long as the Google Digital Copy remains in its possession or under its control commercially reasonable physical and technological measures (e.g., through use of the robots.txt protocol) to restrict unauthorized automated access to any portion of the Google Digital Copy that is in-copyright. In addition, Google shall maintain on its website a privacy policy that governs the collection, use and disclosure of information that Google obtains from End Users.

4.5 Ownership and Control of Google Services. As among the Parties, the Google Services and all content therein are, and at all times will remain, the exclusive property of Google or its partners; nothing in this Agreement implies any transfer to the CIC Administrative Offices or any CIC University of any ownership interest in the Google Services. The CIC Administrative Offices and each CIC University acknowledge and agree that Google retains control of the Google Services, and that the design, layout, content, functions and features of the Google Services are at Google’s discretion. Notwithstanding anything to the contrary in this Agreement, Google is not required to make any or all of the Google Digital Copy available through the Google Services.

4.6 Hosted Solution.

(a) Throughout the Term, Google will provide searchable access to the Google Digital Copy for the CIC Universities, their patrons, researchers and staff via a website hosted by Google (the “Hosted Solution”). To the extent portions of the Google Digital Copy are or become in the public domain or, if in copyright, to the extent Google has obtained the written permission of the copyright holder, Google will (i) serve and display to users of the Hosted Solution full-sized digital images corresponding to those portions, and (ii) make available to users of the Hosted Solution full text of content for download. For all other portions of the Google Digital Copy, Google shall serve and display search results and text or content only to the extent permitted under applicable Copyright Laws.

(b) The Hosted Solution will be provided at no charge to the CIC or the CIC Universities.

(c) The design, layout, content, functions, features, reliability and performance of the Hosted Solutions will be determined by Google but substantially similar in quality and efficiency to that provided by Google to any Other Library.

(d) During the Term, a CIC University may report problems with the Hosted Solution to Google’s technical contact and the Parties will work to resolve such problems in a commercially reasonable time and manner.

4.7 University Digital Copy and Establishment of Escrow.

(a) Definition of “University Digital Copy.” Unless otherwise agreed by the Parties in writing, the term “University Digital Copy,” as used in this Agreement, means a copy of the Selected Content Digitized by Google. The University Digital Copy will consist of (a) a set of image and OCR files, (b) associated meta-information about the files such as which image files correspond to that Digitized work, and (c) the logical order of those image files. Google will create the University Digital Copy as part of the Project.

(b) Escrow Deposit. As Google “successfully processes” the works contained in the Selected Content, Google will place the University Digital Copy of such Selected Content in escrow on a secure server maintained by Google at Google’s cost and expense. For purposes of this Section 4.7(b), Google will have “Successfully Processed” the works contained in the Selected Content when Google determines it has satisfactorily gone through all stages of Google’s Digitization, post processing and quality assurance procedures. The portions of the University Digital Copy that are in escrow are hereinafter referred to as the “Escrow Deposit.”

(c) Release of Works Held in Escrow. Google will make one copy of the works in the Escrow Deposit available for download by the CIC or Source CIC Universities as set forth in Sections 4.8 through 4.11 below.

(d) Security. For so long as Google maintains such escrow, Google shall implement and maintain commercially reasonable physical and technological measures to protect the Escrow Deposit from unauthorized access, copying, use or disclosure.

(e) Quality. Google will provide the CIC Administrative Offices or a Source CIC University with the ability to sample the files for one hundred (100) Digitized works per quarter to assess scanning quality

4.8 Release of University Digital Copy of Public Domain Works.

(a) Timing of Release. In a timeframe mutually agreed by the Parties, but not to exceed six months from the date of scanning, Google agrees to make each Successfully Processed Public Domain Work contained in the Escrow Deposit available for downloading by the applicable Source CIC University.

(b) Downloading Public Domain Works. This release of the Public Domain Works from the Escrow Deposit shall allow for, at the discretion of the Source CIC University, transfer to either a) a secure server configured for such a purpose at the Source CIC University; or b) secure servers maintained and managed by a CIC Hosting Library (as defined in Section 4.13 below) on behalf of CIC Universities.

(c) Public Domain Works Digitized as Part of Other Projects. For readily defined public domain Selected Content held by one or several CIC Universities, but already digitized by Google from source libraries outside the CIC without any restrictions on distribution, Google at its discretion may digitize such works again using the copy from a CIC University or provide a digital copy drawn from another library beyond the CIC.

4.9 Works in Dispute and Works of Uncertain Copyright Status.

(a) Works in Dispute. Notwithstanding anything to the contrary herein, Google may withhold or delay release of any works not clearly in the public domain from the Escrow Deposit if Google’s Digitization, use or release of such work is the subject of a dispute between Google and a third party. In such event, Google must inform the CIC Administrative Offices or the Source CIC University, in writing, of the specific work(s) being withheld and the details of the dispute. If such portions of the University Digital Copy have previously been released to any CIC University under this Agreement, then that CIC University agrees to delete or destroy any such portions of the University Digital Copy in its possession or under its control.

(b) Works of Uncertain Copyright Status. The terms of Section 4.1(b) notwithstanding, the Source CIC University shall have the right to claim access to any Successfully Processed work included in the Selected Content that is not subject to any dispute that it deems to be in the public domain, but which Google believes is not clearly in the public domain, if the Source CIC University (i) provides Google with acceptable evidence that the work is in the public domain and (ii) provides a written commitment to indemnify or otherwise assume full liability for any claims arising from such access to that work along with assurance acceptable to Google that any claim resulting from such access under such assumption of liability will be satisfied.

4.10 University Digital Copy of In-Copyright Works.

(a) In General. As noted in Section 4.1 above, Google may, in ways consistent with applicable Copyright Law, select and Digitize In-Copyright Works contained in the Selected Content. Such works will be part of the University Digital Copy and, as such, the Digitized files will be maintained in escrow as set forth in Section 4.7 above and released to the Source CIC University as set forth in Section 4.11. Until such time as these In-Copyright Works are released, Google agrees to provide CIC Universities with searchable access to such In-Copyright Works as described in Section 4.6 above.

(b) List of In-Copyright Works. Google will provide the CIC Administrative offices with a list of the In-Copyright Works contained in the Escrow Deposit.

4.11 Release of In-Copyright Works Held in Escrow. Subject to the terms of this Section 4 Google agrees to enable download capability from the escrow to the CIC Administrative Offices or the applicable Source CIC University for one copy of the digital file for any In-Copyright Work(s) held in escrow in the event that any of the following release conditions (each, a “Release Condition”) occurs:

(a) the In-Copyright Work becomes in the public domain;

(b) a Party has obtained permission through contractual agreements with copyright holders that includes the right to make a copy of the In-Copyright Work and to provide it to the CIC or Source CIC University;

(c) well established case law exists that In-Copyright Works can be copied and held by the CIC Administrative Offices and/or the Source CIC University without infringing on the rights of a copyright holder;

(d) if at any time Google is in material breach of its obligations under Section 4.3(b) or 4.6(a) and Google does not remedy any such failure within ninety (90) days after its occurrence (or, in the event such failure is caused by technical problems or causes similar to those described in Section 12.5, within such longer period as Google, working diligently, reasonably requires to remedy such problems); or

(e) the CIC Administrative Offices or the Source CIC University and Google agree in writing that the release of a particular In-Copyright Work or Works is legally supported and appropriate under the terms of this Agreement.

The CIC Administrative Offices or the Source CIC University may provide written notice to Google if it believes that a Release Condition has occurred, which notice will describe such Release Condition to Google. Google will enable the downloading of such In-Copyright Works so long as Google is reasonably satisfied that the Release Condition has occurred. Google may also enable the downloading of In- Copyright Works (in a manner and timeframe deemed reasonable by the Parties) if it elects to cease holding the In-Copyright Works in escrow. All In-Copyright Works provided under this Section 4.11 will be used only as allowed under Section 4.14.

[admin]

Part 2 of 2

4.12 Ownership of University Digital Copy. As among the Parties, and subject to the restrictions in this Section 4 and the rights of the copyright holders and their licensees, each Source CIC University shall own all rights, title, and interests in and to the University Digital Copy of the Selected Content provided by such Source CIC University. Without limiting the foregoing, neither the CIC nor any CIC University shall display or otherwise use the University Digital Copy except as expressly permitted in this Agreement, or in subsequent written agreements with Google.

4.13 Contribution of University Digital Copy to a Central Depository. Subject to the terms of this Section 4, each CIC University shall have the right to contribute all or portions of its Public Domain Works contained in the University Digital Copy to a joint depository or depositories of digital works hosted by one or more of the CIC University libraries (such libraries are referred to herein as the “Hosting Libraries”). Prior to the provision of Public Domain Works to any such Hosting Library, the CIC Universities participating in the joint depository and the Hosting Libraries shall have entered into a written agreement and shall have provided a copy of that agreement to Google, which agreement shall (a) contain limitations on the Hosting Libraries’ use and distribution of the University Digital Copy that are at least as restrictive as the limitations placed on the CIC Universities’ use and distribution of the University Digital Copy under this Agreement (including the restrictions set forth in Section 4.14 herein); (b) expressly name Google as a third party beneficiary of that agreement for the purpose of enforcing such restrictions; (c) provide a written commitment to indemnify or otherwise assume full liability for any claims arising from the Hosting Libraries’ use and distribution of the University Digital Copy along with assurance acceptable to Google that any claim resulting from such use and distribution under such assumption of liability will be satisfied; and (d) require the Hosting Libraries to identify the works in the University Digital Copy, in a statement on the applicable web page or other access point, as “Digitized by Google” or in a substantially similar manner.

4.14 Use of University Digital Copy on the CIC University Website.

(a) Each Source CIC University shall have the right to use the University Digital Copy of the Selected Content provided by such Source CIC University, in whole or in part, at the CIC University’s sole discretion, subject to applicable Copyright Laws, as part of services offered on the CIC University’s website to advance its academic purposes to support the instruction, research and scholarship of its campus community.

(b) The CIC Universities may not charge or receive payment or other consideration for the use of the University Digital Copy without the express written consent of Google except that the CIC Universities may recover from its end users costs for print and copying services.

(c) The CIC and each CIC University agrees that to the extent it makes any portion of the University Digital Copy publicly available, it will identify the works, in a statement on a web page or other access point to be mutually agreed to by the Parties, as “Digitized by Google” or in a substantially similar manner.

(d) The CIC Universities shall implement technological measures (e.g., through use of the robots.txt protocol) to restrict automated access to any portion of the University Digital Copy or the portions of the CIC University website on which any portion of the University Digital Copy is available. The CIC Universities shall also take reasonable steps to prevent third parties from (i) downloading or otherwise obtaining any portion of its University Digital Copy for commercial purposes, (ii) redistributing any portions of the University Digital Copy, or (iii) automated and systematic downloading from its website image files from the University Digital Copy. Each CIC University shall develop methods and systems for ensuring that substantial portions of the University Digital Copy are not downloaded from the services offered on the CIC University’s website or otherwise disseminated to the public at large. Each CIC University shall also implement security and handling procedures for the University Digital Copy which procedures shall be mutually agreed upon by the Parties. Except as expressly allowed herein, the CIC Administrative Offices and CIC Universities will not share, provide, license, or sell any portion of the University Digital Copy to any third party without the express written consent of Google.

4.15 Survival. The Parties’ obligations under this Section 4 shall survive the expiration or termination of this Agreement; except that (a) Section 4.1(c) will terminate at the expiration or termination of this Agreement, (b) Section 4.6 will survive for as long as Google continues to hold the Escrow Deposit, and (c) Google’s obligations related to the escrow will survive until the Escrow Deposit is released pursuant to a Release Condition or otherwise as set forth in Section 4.11.

5. ACCESS, AUTHORIZATION AND SUPPORT

5.1 Access. Google shall have the right to access Selected Content during the Source CIC University’s business/staff hours as required to exercise its rights and perform its obligations hereunder. If requested by Google, the Source CIC University shall make commercially reasonable efforts to provide Google with access to Selected Content outside of the Source CIC University’s business hours provided that Google notifies the Source CIC University at least two (2) days in advance of its intent to access such materials.

5.2 Authorization. The CIC will designate a single CIC University program manager who will be subject to Google’s reasonable approval. The CIC University program manager, working in conjunction with the CIC Administrative Offices, is responsible for the Selected Content involved in any Project Plan and shall have authority to agree with Google and CIC Project Management Staff on the time frames and procedures (e.g., collection, conservation, and handling) associated with that Selected Content. If Google in good faith believes that the time frames and procedures requested by the CIC University program manager and/or the CIC are unreasonable, Google shall escalate the matter to CIC University Project Lead (as described below); in which case Google and the CIC University Project Lead shall confer to resolve the issue. The CIC University Project Lead will also be designated by the CIC and will be subject to Google’s reasonable approval. The CIC University Project Lead will be a single individual who will serve as the single point of contact for all communications relating to the Project. The CIC Project Lead will be responsible for distributing information to the appropriate individuals or groups at the CIC Universities and for communicating information back to Google. The CIC University Project Lead will also be responsible for identifying an appropriate alternative point of contact for instances when he or she is not available or is not the appropriate contact and the alternative contact will be responsible for distributing the information to the CIC Universities.

5.3 Support. The CIC Administrative Offices shall also appoint one person to serve as the administrative contact for Google, should administrative questions or issues arise during the Term of this Agreement. This administrative contact shall be available during regular business hours (9:00 a.m. to 5:00 p.m., Monday through Friday) for the CIC Administrative Offices at a telephone number and e-mail address to be provided by the CIC Administrative Offices. Each CIC University shall also appoint one person to serve as the technical contact for Google for obtaining and regulating the use of the University Digital Copy. This technical contact shall be available during regular business hours for that CIC University at a telephone number and e-mail address to be provided by the CIC University. Upon execution of this Agreement, Google and each CIC University shall identify these individuals in writing, which may be email.

6. CONFIDENTIALITY

6.1 Confidentiality. Disclosure of confidential and/or proprietary information disclosed hereunder, including the existence and content of the Agreement and any information provided pursuant to the Agreement, shall be governed by the confidentiality provisions of mutual nondisclosure agreements, which have been executed by the Parties prior to the execution of this Agreement (the “NDA”). The confidentiality provisions of the NDA are hereby incorporated by reference into this Agreement. In accordance with the terms of the NDA, by execution of this Agreement, each Party provides to the other Parties advance written approval for release of the executed Agreement as a public document in a timeframe and manner to be mutually agreed to by the Parties.

6.2 PR. No Party will issue any public announcement regarding the existence or content of this Agreement without the other Party’s prior written approval. Notwithstanding the foregoing, subject to the terms of Section 7 below, Google may include CIC Brand Features and/or a CIC University’s Brand Features in presentations, marketing materials, and customer lists during the Term so long as Google first furnishes the CIC and/or the CIC University with specific examples of such presentations, marketing materials, and customer lists and obtains the CIC or the CIC University’s written approval, which approval may be withheld at the CIC’s or such CIC University’s sole discretion, and provided Google uses the Brand Features only in a manner that is substantially similar to the reviewed and approved uses. Upon request by the CIC Administrative Offices or a CIC University, Google will furnish a sample of such usage. Google shall not use the CIC or CIC Universities’ Brand Features in a manner that misrepresents the relationship among the Parties or implies that the CIC or any CIC University endorses Google’s products or services.

7. BRAND FEATURES

7.1 Ownership. Each Party shall own all right, title and interest relating to its Brand Features. Some, but not all examples of Google Brand Features are located at: http://www.google.com/permissions/trademarks.html (or such other URLs Google may provide from time to time). Except to the limited extent expressly provided in this Agreement, neither Party grants, and the other Party shall not acquire, any right, title or interest (including, without limitation, any implied license) in or to any Brand Features of the first Party; and all rights not expressly granted herein are deemed withheld. All use by Google of CIC or CIC University Brand Features (including any goodwill associated therewith) shall inure to the benefit of the CIC University and all use by a CIC University or CIC of Google Brand Features (including any goodwill associated therewith) shall inure to the benefit of Google. No Party shall challenge or assist others to challenge the Brand Features of the other Party (except to protect such Party’s rights with respect to its own Brand Features) or the registration thereof by the other Party, nor shall either Party attempt to register any Brand Features or domain names that are confusingly similar to those of the other Party. Each Party shall display symbols and notices clearly and sufficiently indicating the trademark status and ownership of the other Parties’ Brand Features. No party shall modify or alter another Party’s Brand Features or use a Brand Feature of another Party in combination with other trademarks or create a unitary composite trademark involving another Party’s Brand Features without the prior written consent of the other Party, which consent may be withheld in such other Party’s sole and absolute discretion.

7.2 License to CIC University Brand Features. Subject to the terms and conditions of this Agreement, Google, each CIC University, and CIC grants to the other Parties a limited, nonexclusive, personal and nonsublicensable, royalty-free license during the Term to display those of its Brand Features expressly authorized for use in this Agreement, solely for the purposes expressly set forth herein. Notwithstanding anything to the contrary, any Party may revoke the license granted herein to use that party’s Brand Features upon providing the other Parties with written notice thereof and a reasonable period of time to cease such usage.

8. TERM AND TERMINATION

8.1 Term. This Agreement is effective as of the Effective Date and continues in full force and effect for a period of six (6) years, unless earlier terminated as provided herein (the “Initial Term”). Upon the expiration of the Initial Term, this Agreement shall automatically renew for additional one year terms (each a “Renewal Term”) unless either Party notifies the other Party to the contrary at least thirty (30) days before the end of either the Initial Term or a Renewal Term. The “Term” of this Agreement shall comprise the Initial Term and any Renewal Terms.

8.2 Termination. Any Party may suspend performance and/or terminate this Agreement: (i) if another Party materially breaches any material term or condition of this Agreement and fails to cure such breach within thirty (30) days after receiving written notice thereof; or (ii) if another Party becomes insolvent or makes any assignment for the benefit of creditors or similar transfer evidencing insolvency, or suffers or permits the commencement of any form of insolvency or receivership proceeding, or has any petition under bankruptcy law filed against it, which petition is not dismissed within sixty (60) days of such filing, or has a trustee, administrator or receiver appointed for its business or assets or any part thereof; or .

8.3 Effect of Expiration or Termination. Within thirty (30) days after expiration or termination of this Agreement for any reason, each Party shall return to the other Party (or, at that Party’s request, destroy) any Confidential Information of that Party that is in its possession. The following sections survive expiration or termination of this Agreement: 1, 4.15, 6, 7.1, 8, 9, 10, 11 and 12.

9. WARRANTIES AND DISCLAIMER

9.1 Mutual Warranties. Google, CIC, and each CIC University represent and warrant that (i) it has full power and authority to enter into this Agreement and to perform its obligations hereunder; and (ii) this Agreement constitutes its valid and binding obligation, enforceable against it in accordance with its terms.

9.2 Disclaimer. THE WARRANTIES EXPLICITLY SET FORTH ABOVE ARE THE ONLY WARRANTIES PROVIDED HEREIN AND ARE IN LIEU OF ALL OTHER WARRANTIES BY THE PARTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, TITLE, OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE SUBJECT MATTER OF THIS AGREEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, EACH PARTY SPECIFICALLY DISCLAIMS ANY WARRANTY REGARDING NON-INFRINGEMENT OF THIRD PARTY INTELLECTUAL PROPERTY.

10. INDEMNIFICATION.

10.1 Definition of Use. As used in this Section 10, the word “use” means copying, distributing, publicly displaying, publicly performing, creating derivative works, and all other use.

10.2 By Google. Google shall, at Google’s sole cost and expense, defend the CIC and the CIC Universities and their respective governing boards, officers, employees, and agents (collectively, the “CIC Indemnitee(s)”) against any demand, claim, action, suit, or other proceeding arising out of or in connection with any claim asserted by any third party against a CIC Indemnitee alleging that any or all of the following constitute the infringement of the intellectual property rights of any third party: (a) the CIC or the CIC Universities’ making the Available Content and the Selected Content available to Google for Digitization (only to the extent that such provision of Available Content is alleged to be direct or secondary copyright infringement); (b) Google’s Digitization of Selected Content, (c) Google’s use of the Google Digital Copy, including such use by a third party; provided, however, that the foregoing indemnification excludes any third-party claim to the extent it is based on or otherwise arises out of use of any portion of the University Digital Copy by the CIC Universities, by any Hosting Library or any other third party after such portion has been downloaded from escrow by or at the direction of the CIC Source University. Google shall select counsel reasonably appropriate for such defense and shall pay such counsel’s fees and disbursements and all costs and expenses of suit. Universities or CIC may participate in the defense with counsel of their own choice, at their own cost and expense.

10.3 By Each CIC University. Consistent with and subject to the requirements and limitations of the laws of the state under which it is organized, each CIC University (the “CIC Indemnitor”) shall defend Google and its directors, officers, employees, and agents (collectively, the “Google Indemnitee(s)”) against any demand, claim, action, suit, or other proceeding to the extent arising out of or in connection with any claim asserted by any third party against a Google Indemnitee alleging that any or all of the following constitutes the infringement of the intellectual property rights of any third party: (a) such CIC Indemnitor’s use of any portion of the University Digital Copy after such portion has been downloaded from the escrow described in Section 4.7, and/or (b) use by any third party (including any Hosting Library) of the University Digital Copy of the Selected Content provided by such CIC University after such portion of the University Digital Copy has been downloaded from the escrow described in Section 4.7. To be clear, the foregoing indemnification excludes any third party claim that relates to the escrow described in Section 4.7 above or the Hosting Solution described in Section 4.6. If a third party claim covered by the indemnification set forth in this 10.3 is asserted, each CIC Imdemnitor agrees to use best efforts to seek appropriate approvals or exemptions under applicable state law to provide the indemnification to the Google Indemnitee(s). Each CIC Indemnitor further agrees that, to the extent it is entitled to assert claims of immunity under applicable federal or state law in connection with its use of the University Digital Copy, such claims will not be asserted to vitiate its indemnity obligations with regard to Google’s liabilities to third parties arising from such use. The CIC Indemnitor shall select counsel reasonably appropriate for such defense and shall pay such counsel’s fees and disbursements and all costs and expenses of suit. Google may participate in the defense with counsel of its own choice, at its own cost and expense.

10.4 General. Notwithstanding anything to the contrary set forth in this Agreement, the indemnifying party’s obligations under Sections 10.1 and 10.2 shall be limited to (a) payment by the indemnifying party (“Indemnitor”) of all damages, judgments, awards, fines, penalties, costs and expenses (including attorneys’ fees and costs of suit) finally awarded for such claim, or (b) amounts paid in settlement of such claim, provided such amounts were approved in advance in writing by the Indemnitor, which approval shall not be unreasonably withheld. The foregoing obligations shall exist only if the party seeking indemnification: (i) promptly notifies the Indemnitor of such claim, (ii) provides the Indemnitor with reasonable information, assistance and cooperation in defending the lawsuit or proceeding, at the Indemnitor’s expense, and (iii) gives the Indemnitor full control and sole authority over the defense and settlement of such claim. The Indemnitee may join in defense with counsel of its choice at its own cost and expense. The Indemnitor shall only reimburse the Indemnitee for expenses incurred by the Indemnitee with the Indemnitor’s prior written approval.

11. LIMITATION OF LIABILITY

IN NO EVENT WILL ANY PARTY OR ITS REGENTS, TRUSTEES, DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS BE LIABLE TO ANY OTHER PARTY NOR TO ANY THIRD PARTY CLAIMING THROUGH SUCH OTHER PARTY FOR ANY FORM OF INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST REVENUES AND LOST PROFITS, ARISING OUT OF OR IN CONNECTION WITH THE PERFORMANCE OR SUBJECT MATTER OF THIS AGREEMENT.

IN NO EVENT SHALL ANY PARTY’S COMBINED AGGREGATE LIABILITY HEREUNDER FOR ANY CAUSE WHATSOEVER ARISING OUT OF OR IN CONNECTION WITH THE PERFORMANCE OR SUBJECT MATTER OF THIS AGREEMENT EXCEED ONE MILLION DOLLARS ($1,000,000.00).

THE FOREGOING LIMITATIONS OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER BASIS, EVEN IF AN AUTHORIZED REPRESENTATIVE OF A PARTY HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, AND WITHOUT REGARD TO THE SUCCESS OR EFFECTIVENESS OF OTHER REMEDIES.

The Parties agree that (i) the mutual agreements made in this Section 11 reflect a reasonable allocation of risk and (ii) that the Parties would not enter into the Agreement without these limitations on liability.

The foregoing limitations, however, are not applicable to any damages arising from a breach of Section 6 (Confidentiality), any monetary obligations arising out of the indemnification obligations in Section 10, Indemnification, including, but not limited to, indemnification for allegations of copyright infringement, or to any damages related to actions for injury to or death of persons.

12. GENERAL PROVISIONS

12.1 No Obligation. Notwithstanding the foregoing, Google shall have no obligation to Digitize any portion of the Available Content nor to use any portion of the Google Digital Copy as part of the Google Services. However, Google’s decision to cease Digitization activities under this Agreement shall not be taken without prior consultation with the CIC enabling the CIC Universities to minimize investments in staff required under this Agreement. Likewise, notwithstanding anything in this Agreement to the contrary, no CIC University shall be obligated to participate in the Digitization program described in this Agreement with respect to any or all of the Available Content. However, a CIC University’s decision not to participate in the Digitization program shall not be made without prior consultation with the CIC. The CIC will then inform Google of the decision of the CIC University as soon as possible to enable Google to minimize investments in operations required to perform the Digitization. Furthermore, notwithstanding anything in this Agreement to the contrary, if Google determines, at its sole discretion, not to Digitize some or all Selected Content in connection with one or more specific Projects, whether due to cost issues, conservation concerns or otherwise, Google shall have no obligation to the CIC or Universities with respect to digitizing or delivering the University Digital Copy with respect to such Selected Content.

12.2 Assignment. No Party may assign any of its rights or delegate any of its duties under this Agreement without the prior written consent of the other Parties, which shall not unreasonably be withheld, except that either Party may assign its rights and delegate its duties under this Agreement upon written notice to the other Parties to a division or an affiliate thereof (that is not a competitor of the nonassigning Party), provided such division or affiliate agrees to be bound by all of the terms hereof; and provided further that Google may assign this Agreement without consent to a successor-in-interest in connection with a merger or the sale of all or substantially all of its assets. Any attempted assignment, delegation or transfer in derogation hereof shall be null and void. This Agreement shall be binding upon the successors and permitted assigns of both parties.

12.3 Notices. Unless provided for to the contrary in this Agreement, any and all notices or other communications or deliveries required or permitted to be made under this Agreement shall be sent (a) if to the CIC, to the CIC Administrative Offices at the address identified above (b) if to a CIC University at the address identified on the signature sheet, and (c) if to Google to such address as provided at www.google.com/corporate/address.html or as otherwise provided in writing for such notice purposes. A second copy of every notice to Google shall be sent to the same address, (“Attn: Legal Dept.” Notice shall be deemed received (i) upon receipt when delivered personally, (ii) upon written verification of receipt from overnight courier, (iii) upon verification of receipt of registered or certified mail or (iv) upon verification of receipt via facsimile, provided that such notice is also sent simultaneously via first class mail. Contact information shall be updated in writing as necessary to ensure that all Parties have current information regarding all such contacts.

12.4 Independent Contractors. Google, CIC and the CIC Universities are and shall remain independent contractors, and nothing herein shall be deemed to create an agency, partnership, or joint venture among them. This Agreement does not affect any right that either Party would have had, or shall have, independent of the Agreement under applicable law.

12.5 Force Majeure. No Party shall be liable for failing or delaying performance of its obligations resulting from any condition beyond its reasonable control, including but not limited to, governmental action, acts of terrorism, earthquake, fire, flood or other acts of God, labor conditions, power failures, and Internet disturbances.

12.6 General. If any provision of this Agreement shall be adjudged by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and remain enforceable between the parties. The failure of any Party to act in the event of a breach of this Agreement by another shall not be deemed a waiver of such breach or a waiver of future breaches. No provision of this Agreement is intended to confer any rights, benefits, remedies, obligations, or liabilities hereunder upon any person or entity other than the Parties and their respective successors and assigns. The section and paragraph headings used in this Agreement are inserted for convenience only and shall not affect the meaning or interpretation of this Agreement. This Agreement sets forth the entire understanding and agreement between the Parties and may be amended only in a writing signed by both parties. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which, when taken together, shall constitute one and the same instrument.

12.7 Governing Law. This Agreement shall be governed by Federal law without giving effect to applicable conflict of laws provisions. In the event of any dispute or litigation arising out of or relating to this Agreement, Parties agree that they shall attempt to resolve such dispute in good faith. If such dispute cannot be resolved within thirty days of being raised, the dispute shall be elevated to the highest level at the contending Parties. If the dispute still cannot be resolved within an additional thirty days, the aggrieved Party or Parties may file a lawsuit in the state or federal courts with jurisdiction to hear such matters. Notwithstanding the foregoing, a Party shall not be precluded from applying at any time to a court of competent jurisdiction for a temporary restraining order, a preliminary injunction or other equitable relief to preserve the status quo, prevent the disclosure or infringement of its Confidential Information or any other intellectual property, or prevent other irreparable harm pending the resolution of the dispute.

12.8 Pre-Existing Agreements with Certain Universities Not Superseded. Google has previously entered into digitization agreements with the University of Michigan and the University of Wisconsin, both members of the CIC. The terms and conditions of those agreements are not superseded by this Agreement. Rather, in the case of those CIC Universities, this Agreement applies only to the extent necessary to allow them to participate in the CIC project contemplated herein. [Rest of page left intentionally blank.]

IN WITNESS WHEREOF, this Agreement has been executed by Google by persons duly authorized as of the “Effective Date”, which shall be the date the Agreement is signed by Google below. Google’s signatory to this Agreement represents and warrants that he or she has the power and authority to accept and bind Google to the terms of this Agreement.

Google Inc.
By:
Print Name:
Title:
Date:

The Board of Trustees of the University of Illinois
on Behalf of
The Committee on Institutional Cooperation
By: ________________________________________
Title: Comptroller
Attest: _____________________________________
Secretary
Approved: __________________________________
CIC Director
Date: ______________________________________

IN WITNESS WHEREOF, CIC University agrees to the terms of the Agreement attached hereto and CIC
University’s signatory to this Agreement represents and warrants that he or she has the power and
authority to accept and bind CIC University to the terms of this Agreement.
CIC University:
By:
Print Name:
Title:
Date:

[admin]

Harvard University

The new century presents important new opportunities for libraries, including Harvard's, and for those individuals who use them. The collaboration between major research libraries and Google will create an important public good of benefit to students, teachers, scholars, and readers everywhere. The project harnesses the power of the Internet to allow users to identify books of interest with a precision and at a speed previously unimaginable. The user will then be guided to find books in local libraries or to purchase them from publishers and book vendors. And, for books in the public domain, there will be even broader access.
–Sidney Verba, Director of the Harvard University Library

Harvard-Google Project, by Harvard University Library (hul.harvard.edu/hgproject/index.html)
11/24/2014

The Harvard University Library and Google are collaborating on a project to digitize a large number of Harvard's library books that are out of copyright and to make them available to Internet users. The project, which is one of several collaborations between Google and major research libraries, could bring millions of works to the web.

Building on a successful pilot conducted by Harvard and Google throughout 2005, the project combines the skills and library collections of Harvard University with the innovative search skills and capacity of Google. The Harvard-Google Project will benefit students and scholars wherever they are. Google has launched related projects with Oxford, Stanford, Princeton, the University of California, the University of Wisconsin–Madison, the University of Michigan, the University of Virginia, the University of Texas at Austin, the New York Public Library, the University Library of Lausanne, the Bavarian State Library, the University Complutense of Madrid, and the National Library of Catalonia along with four affiliate Catalonian libraries.

The project will dramatically increase Internet access to the holdings of the Harvard University Library, which, as the largest academic library in the world, includes more than 15.8 million volumes, both in and out of copyright, in approximately 80 physical locations. While physical access to Harvard's library materials generally is restricted to current Harvard students, faculty, and researchers, or to scholars who can come to Cambridge, the Harvard-Google Project will enable both members of the Harvard community and users everywhere to discover works in the Harvard collection. Harvard users will be able to find and retrieve books in the Harvard Library more efficiently. Users elsewhere will be able to discover books that they might not otherwise find, to locate booksellers or local libraries where desired books might be available, to read out-of-copyright books online, and to print out copies.

For each out-of-copyright work that Google scans from its collections, Harvard will receive a digital copy to use in a variety of ways that advance its educational and scholarly mission. Libraries are unique in their charge not only to acquire, organize, and disseminate information, but also to preserve it for future generations. The presence of these digital copies can help to ensure that the intellectual content of these works—many of which are aging and fragile—would remain available in cases of unforeseen decay or catastrophic situations such as fire.

Over time, Harvard also intends to use the digital copy of these public-domain works in its teaching and research activities, which increasingly take place in a digital environment. Through its Library Digital Initiative, Harvard has developed a technical infrastructure to acquire, store, and deliver a wide range of digital library materials to library users. The University expects eventually to integrate digital copies of the books scanned by Google into that infrastructure and to extend its capabilities. This is a large and challenging undertaking, but in due course should yield substantial benefits for education and research.

Notwithstanding the benefits of having digital copies, the Harvard University Library remains committed to the preservation, stewardship, and continued growth of its physical library collections. The digital copies will not supplant books, but rather will facilitate and complement their use.

According to Sidney Verba, Carl H. Pforzheimer University Professor and Director of the University Library, "The Harvard-Google Project links the search power of the Internet to the depth of knowledge in Harvard's world-renowned libraries. Harvard has been collecting books for nearly four centuries. Among our out-of-copyright books are countless unique copies, unusual editions, and neglected or forgotten works. Our efforts with Google will bring about the broad dissemination of the knowledge contained in those books and, with it, significant information about the world views that those books represent.

"It is our hope," Verba states, "that the project also can one day make in-copyright works searchable on the Internet. By working with Google, Harvard is furthering an essential aspect of the University Library's mission, which is to serve scholars around the world."

For more information about the Harvard libraries, visit http://hul.harvard.edu.

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Cornell University Library

Research libraries today are integral partners in the academic enterprise through their support of research, teaching and learning. They also serve a public good by enhancing access to the works of the world's best minds. As a major research library, Cornell University Library is pleased to join its peer institutions in this partnership with Google. The outcome of this relationship is a significant reduction in the time and effort associated with providing scholarly full-text resources online.
–Interim Cornell University Librarian Anne R. Kenney

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Ghent University Library

We are thrilled to open our books and our library to the world through this project. This is an exciting effort to help readers - no matter where they are - discover and access part of Belgium and Europe's rich literary tradition and culture. In addition, we are about to start a multi-year project to renovate our library building, and while our library's doors will be closed, its books will remain open to students and academics through Google Books.
–Sylvia Van Peteghem, Chief Librarian, Ghent University Library

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Keio University Library

The Google project allows us to make our collections visible worldwide, so that our books will contribute to research and education on a global scale. Our university was founded in 1858 by Yukichi Fukuzawa, who was well known for his commitment to bringing information and media forward in modern Japan. This makes Keio ideally suited to be the first Japanese library to participate in Google Books.
–Professor S. Sugiyama, Director, Keio University Library

PRESS RELEASE

KEIO UNIVERSITY

6 July 2007

Keio University to partner with Google, Inc. for digitalization and release of its library collection to the world For “Formation of Knowledge of the digital era”

Keio University is the first university as a modern comprehensive educational institution in Japan to celebrate its 150th anniversary in 2008, and a series of commemorative projects have been launched and will continue on for 10 years. As one of these projects, Keio University has decided to partner with Google Book Search Library Project for digitalization and release of its library collection, and for this purpose, has signed an Agreement with Google, Inc. This project already has 25 partners in the U.S. and Europe, however Keio University will be the first partner outside U.S. and Europe. Keio University is now initiating a “hybrid” library service to fulfill the needs of both analog and digital users of the library, and the partnership will help accelerate this efforts. In addition, it will promote Keio’s initiatives entitled “Formation of Knowledge of the digital era” by digitalizing various kinds of analog information within the institution, including academic information, technical information, and library collection.

1.About the partnership of Keio University Media Center (Library) and Google, Inc.

From its library collection, Keio University will digitalize about 120,000 books that are out of copyright and will release their contents to the world via Google Book Search. The books to be released in the digital library will mainly consist of Japanese style books published in the Meiji Era or earlier, and Japanese books of the Meiji, Taisho and early Showa Era. This includes many books written by Yukichi Fukuzawa. Preparation will start in the summer of 2007, and the digitalization process is currently planed to start in FY2008. Books related to Keio University will be digitalized in advance, and the information will be released from time to time.

The Library Project, with the objective of digitalizing library collections of major libraries of the world, already has partnerships with 25 organizations including the University of Michigan, Harvard University, Stanford University, and the University of Oxford. Keio University will be the first partner in Japan. Reference) http://books.google.com/googlebooks/library.html

2. Background

Keio University has been implementing the “Formation of Knowledge of the digital era”. The actual activities include digitalizing all sorts of academic information available within the university and promoting release and circulation of the information to the global society. To name some examples, Keio University was one of the first universities to digitalize rare books such as the Gutenberg Bible and to release the information in 1996 under the HUMI Project (*1), the Research Institute for Digital Media and Content is establishing a digital contents sharing system to connect all campuses and overseas offices of Keio University (*2), Keio Open courseware provides advanced educational material on the Internet free of charge (*3), Keio University hosts the School on the Internet Asia, a network of distance education (*4), and it also implements the project of Global Campus, which provides joint lectures with partner institutions around the world and uses high-speed network to release the lectures on the Internet. These activities not only overcome geographic and temporal limitations of people in need of the information, but also enable to promote and support formation of “Knowledge” globally, by combining knowledge assets of historical value and leading-edge research developments.

Founder Yukichi Fukuzawa wrote that “building a nation should be done by the power of individuals, not by the authorities” in one of his works “Yasegaman no Setsu”, and the “Formation of Knowledge of the digital era” is an example of realization of the 150 year old school concept to form a society based on independence and cooperation of each individuals. Fukuzawa and his followers have nurtured “jitsugyo” (business) for the modernization of Japan, and these activities will enable the university to contribute to the world based on technologies of the 21st century.

3. Significance of partnering with Google, Inc.

(1) Significance for Keio University

① Improving the “Formation of Knowledge of the digital era”

The partnership with Google, Inc. will accelerate digitalizing the library collection of Keio University, and will improve and strengthen its activities for the “Formation of Knowledge of the digital era.

② Improving education, research activities, and international presence by promoting international partnerships

Releasing Keio University’s academic assets to the world will lead to implementation of international collaboration for research, and as a result, expansion of educational research and improvement of educational standards can be expected. In addition, partnerships with the world’s leading institutions such as Harvard University, Stanford University and Oxford University, already partners of Google Book Search, will be enhanced. Further developments will be made in terms of international partnership of education and research.

(2) Significance for Keio University Media Center

The project will enable Keio University Media Center to provide intellectual assets of the recent era of Japan in an international basis, and to contribute to academic research activities in and out of the country. Today, many university libraries face issues on how to keep up with the changing demands of the users caused by the development and popularization of the Internet and digital journals. Keio University Media Center aims at development of a hybrid library service for analog users (who visit the library to view books) and digital users (who use the library on the Internet) and a next-generation system to preserve and release its collection digitally using Internet technologies. It already has experience in digitalizing Yukichi Fukuzawa's works and research findings through the Digital Gallery(*7) and Institution Repository(*8). The partnership with Google, Inc. will be an opportunity to utilize the existing assets such as the enormous library collection and personnel, to establish a position as the world's leading university library.

(3) Significance for worldwide education and research

Digitalizing and releasing research material through this project will contribute largely to researchers around the globe for both independent researches and joint researches. Particularly, the worldwide release of precious academic material of Japan will enable researchers of Japan all over the world to view research material with no geographic limitations.

*1: Humanities Media Interface (HUMI) Project

http://www.humi.keio.ac.jp/en/introduction/index.html

The HUMI Project was launched in spring of 1996 to introduce a new method of communication in the field of Humanities. It aims at utilization of digital technologies to pursue new research methods and fields. Staffs of the Faculty of Letters mainly led the project to digitalize and study rare books of historical value, and staffs of the Faculty of Science and Technology studied methods of image processing and analyzed old books using nondestructive testing techniques, and staffs of the Faculty of Environment and Information Studies and the Faculty of Law studied methods of information management and issues of intellectual properties of digital data. Today, this project is conducted by Digital Archive ResearchCenter (DARC). http://www.darc.keio.ac.jp/

*2: Establishing a digital contents sharing system to connect all campuses and overseas offices of Keio University by the Research Institute for Digital Media and Content

This system enables to half-automatically process metadata of contents within the Keio University network, and to sort the information to match with the needs of each user. This is the first example of an enterprise contents management systemwithin a university network. http://context.dmc.keio.ac.jp

*3: Opencourseware http://ocw.dmc.keio.ac.jp/

An open lecture project using the Internet led by the Massachusetts Institute of Technology. Keio University was one of the first universities in Japan to participate, and today, a Keio University Faculty staff directs Japan OCW Consortium as the Secretary General.

*4: School on Internet Asia http://www.soi.wide.ad.jp/soi-asia/

This is a project hosted by Keio University and WIDE Project that connects 28 educational institutions in 12 countries ofAsia to share lectures using satellite Internet technologies.

*5: KeioUniversity SFCGlobalCampus http://gc.sfc.keio.ac.jp/

This project is based on the Shonan Fujisawa Campus of Keio University to share its lectures globally for non-Keio students. Lectures have started in FY2002 at the Faculty of Policy Management and Faculty of Environment and Information Studies, and Graduate School of Media and Governance, and between Autumn Term of 2002 and Spring Term of 2007, in total 297 courses and some 4000 lectures are being released. Joint lectures with overseas institutions are held in China, Korea, North America and UK.

*6: Google Book Search Library Project Partner Institutions

• U.S.A. (19 partners) : University of California, Harvard University, Stanford University, University of Virginia, University of Texas at Austin, Princeton University, The New York Public Library, 12 universities of Committee on Institutional Cooperation (CIC) (including the University of Michigan and University of Wisconsin-Madison)
• UK(1 partner) :Oxford University
• Spain (2 partners) :University Complutense of Madrid, The National Library of Catalonia
• Germany (1 partner) :Bavarian State Library
• Switzerland (1partner):University Library of Lausanne
• Belgium(1 partner): Ghent University Library

*7: DigitalGallery

Digitalization and release of rare books of Keio University Media Center on its website http://project.lib.keio.ac.jp/dg_kul/index.html

*8: Institution Repository

This is a digital archive system of research institutions to preserve and release its intellectual products. At Keio University, the operation is conducted by Keio University, Keio Academic Resource Archive (KOARA).

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Lyon Municipal Library

Our decision to digitize and make available online part of the Lyon Municipal Library's collection allows us to open our library doors to the rest of the world. Digitization, combined with the increased usage of the Internet now allows to preserve collections - with digital copies - while also opening up the possibility for users to access and consult books from a distance
–Gérard COLLOMB, Senator and Mayor of Lyon