ORGANISATION EUROPEENNE POUR LA RECHERCHE NUCLEAIRE
CERN EUROPEAN ORGANIZATION FOR NUCLEAR RESEARCH
AGREEMENT Kxxxx/TT/IT/16C
COLLABORATIONAGREEMENT
FOR DEVELOPMENT OF LIBRARY AND CONFERENCE MANAGEMENT SOFTWARE
BETWEEN
The European Organization for Nuclear Research
(CERN)
AND
École Polytechnique Fédérale de Lausanne
(EPFL)
DRAFT 27/10/2006
Version revue et corrigée par mme Chouchouna Ndjoko du SRI/EPFL
BETWEEN
The European Organization for Nuclear Research (hereinafter referred to as“CERN”), an intergovernmental Organization having its seat at CH-1211, Geneva23,Switzerland, represented by Mr. Robert Aymar, Director General,
on one hand,
AND
The Ecole Polytechnique Fédérale de Lausanne(hereinafter referred to as“EPFL”),with its seat at CH-1015 Lausanne, Switzerland,represented by Mr. Jean-Claude Berney, IT Domain Head, and Mr.David Aymonin, Scientific Information and Libraries Service Head
on the other hand,
hereafter collectively and individually referred to as the “Parties” and the “Party”respectively;
WHEREAS
- CERN has developed and holds all rights to the CERN Document Server digital library software package (hereinafter referred to as “CDS Invenio”), which is a suite of applications providinga framework and tools for building and managing an autonomous digital library server;
- CERN has developed, withinthe framework of the Integrated Digital ConferencingEuropean ProjectIST-2001-34306 (May 2002-May 2004), a large event management platform(hereinafter referred to as “CDS Indico”),a web application for organizing meetings which is widely used in High Energy Physics laboratories;
- CDS Invenioand CDS Indico are available under the GNU General Public License conditions;
- EPFL has selected CDS Invenio as the basis for its infoscience project for the creation ofa database used to collect and describe scientific documents and publications with the purpose of facilitating access to results of scientific research carried out at EPFL;
- The Parties are interested in collaborating in domains of common interest for the use, the development and the dissemination of software solutions made available under open source conditions (hereafter referred to as “Open Software”) in the fields of library and conference management tools, through exchange of expertise and developments carried out by each Party on the one hand, and through joint development of modules in the domain of electronic archiving and retrieval on the other hand.
IT IS AGREED AS FOLLOWS:
ARTICLE 1 - SCOPE OF THE COLLABORATION
1.1The purpose of this Agreement is to set up a frameworkto enable the Parties to collaborate in the following fields of common interest:
- Further development of library and conference management tools based on CDS Invenio and CDS Indico;
- Integration of Open Software in the field of libraries, in particular by further developing and promoting the use of CDS Invenio, and in the field of conferences in particular by extending features and promoting the use of CDS Indico;
- Dissemination of Open Software to other laboratories, universities, and organizations sharing similar needs and interests as the Parties;
(hereafter referred to as the “Collaboration Field”).
1.2The Parties shall collaborate to develop modules in the Collaboration Field (hereafter referred to as the “Project”) as described in Annex 1, Project Description (hereafter referred to as the “Project”). For the purpose of carrying out the Project, the Parties shall contribute toequipment and infrastructure (hereafter referred to as the “Materials”), and manpower, as deemed necessary by the Parties for the purpose of the Project.
1.3Beyond the scope of the Project, the Parties mayfreely exchange developments carried out by each Party in the Collaboration Field and all information or documentationrelated thereto as they deem fit.
ARTICLE 2– MONITORING AND REPORT
2.1The implementation committee (hereinafter referred to as the “Committee”) shall be constituted by an equal number of representatives of each Party.
2.2CERN’s representatives shall be:
The CDS Project leader for administrative matters
The CDS Head architect for technical matters
EPFL’s representatives shall be:
The Head of the Scientific Information and Libraries Service (SISB) for administrative matters
The Head of the Knowledge and Information Service (KIS) for technical matters
2.3The Committee shall monitor and follow up the implementation of this Agreement and shall in particular be in charge of:
- Following-up and addressing all issues relative to the execution of the Project;
- Defining the needs, andmanpower andMaterials contributions of each Party necessary for the execution of the Project;
- Defining the status of a Party’s personnel for his/her visitto the other Party under Article 3. In particular, the Committee shall define the modalities of a detachment under Article 3.2,including with regard to duration of detachment, remuneration, and consequences of termination of this Agreement on any contract established for this purpose, and taking all measures necessary for setting up such framework;
- Reviewing the Project and needs as necessary, and reviewing reports on the advancement of the Projectas may be provided by the Parties;
- Deciding on the measures to be taken to adequately protect all IP, as defined below, resulting from the execution of the Project (hereafter referred to as the “Project Results”).
2.4The Committee shall meet once a year. If necessary, it shall decide to hold extraordinary meetings in order to carry out the above mentioned tasks in a timely manner.
2.5Decisions by the Committee shall be takenby unanimity of all representatives.
ARTICLE 3– MANPOWER FOR PROJECT
3.1A Party’s personnel (hereafter referred to as the “Employee”) may spend short periods of time at the other Party’s site in the framework of the Project with a “visitor” status.
3.2The Parties may further decide to detach the Employee to the other Party for the purpose of the Project.
3.3In the event the Employee is employed by EPFL anddetached to CERN, the following provisions shall apply:
3.3.1The Employee shall at all times during his/her association with CERN be employed by, and receive a salary from EPFL.
3.3.2Without prejudice to Article 3.3.1, the Employee shall for the duration of his/her stay at CERN be granted the status of Associated Member of the Personnel of CERN.The Employee shall be subject to the Staff Rules and Regulations of CERN, and EPFLherewith accepts the consequences of their application.
3.3.3As employer, EPFLshall ensure that, whether through itself or directly through the Employee, there shall at all times during the latter’s association with CERN be insurance cover against illnesses (and maternity) and accidents, whether professional or non-professional, for the Employee and the accompanying members of his/her family, valid in Switzerland and France, and against disability and death resulting from professional or non-professional illnesses and accidents of the Employee. EPFLshall hold CERN free and harmless from, and indemnify it for any cost or expense resulting from the situation where any part of the insurance cover detailed above is not in place during the Employee’sassociation with CERN.
3.3.4EPFLshall ensure that the Employee complies with the confidentiality obligation as specidifed in section 4 hereunder.respects the confidential and/or proprietary character of any information or material which is marked as such, or of which he or she may reasonably be expected to understand the confidential and/or proprietary character.
3.3.5In accordance with Article 3.3.2, it is understood that all IP developed by the Employeewhile detached to CERN shall belong to CERN.
3.4Section 3.3 shall apply mutatis mutandis in case an Employee employed by CERN is detached to EPFL.rules for detachment or other if applicable
3.5In any case, the Employee shall be subject to all rules, regulations and procedures applicable on the site of the Party to which he/she has been seconded.
ARTICLE 4– CONFIDENTIALITY
4.1The Parties shall collaborate openly and shall, except as provided in Article 4.2 hereunder, be free to disclose any information relating to theProject.
4.2The Parties may disclose to each other information under this Agreement which the disclosing Party deems confidential (hereafter referred to as “Confidential Information”) which is (i) in writing and shall be marked “confidential”, or (ii) disclosed orally, and identified as confidential when disclosed, andwhich, in case of oral disclosure, shall be declared as being confidential at the time of disclosure and confirmed in writing as being confidential within fifteen (15) days after disclosure.reduced in writing and marked “confidential” within fifteen (15) days of the oral disclosure. In such cases, such information disclosed shall be held in confidence and shall not be disclosed by the receiving Party to any third party.
4.3Notwithstanding Article 4.2 above, a Party is entitled to disclose Confidential Information which itdisclosure is required by law in response to a valid court order or authorized government agency to disclose or which, in a lawful manner, it has been obtained from a third party without any obligation of confidentiality, or which it has been developed independently from any Confidential Information received under this Agreement, or which has become public knowledge other than as a result of a breach on its part of Article 4.2 above.
ARTICLE 5–INTELLECTUAL PROPERTY
5.1In this Agreement, the term ‘IP’ shall mean know-how and all other intellectual property as may be protected by patents, copyrights and all similar rights, includingapplications for protection thereof.
5.2Subject to pre-existing restrictionsand insofar as necessary for the purpose of the Project,to the extent that a Party’s background IPis not in the form of Open Software(to which applied conditions shall prevail), the Party owning background IP shall grant the other Party a non-exclusive non-sublicensable royalty-free license to usesuch IP for the purpose of the Projectand internal use.
5.3IP disclosed by a Party to the other Partyshall not create any right in respect of that information for the Party receiving the information.
5.4The Project Results shall be owned in common by the Party(ies. Each Party shall freely use the Project Results.)having developed the same.
5.5In so far as the ProjectResults are in the form of software, the Parties shall make them available as Open Software, preferably under GNU General Public Licenseconditions. For Project Results that are not in the form of software, each Party hereby grants the other Party a non-exclusive non-sublicensable royalty-free license for the use of the Collaboration Results for the purpose of the Project and internal use. Further use the Parties shall strive to come to an agreementmay be agreed by the Parties.
5.6Except for Confidential Information as set out in Article 4, a Party shall have the right to publish freely any informationrelating to the Collaboration Field, provided such publication does not contain false information and does not adversely affect the protection of the Parties’ IP or the reputation of the Parties and provided that prior written agreement is obtained from the other Party. Authorship and the contribution of a Party shall, where applicable, be duly acknowledged in such publications.
5.7It is understood between the Parties that neither right of use nor license of any kind is hereunder granted by either Party to the other on intellectual property of the Parties obtained before, after and/or outside the Project.
ARTICLE 6–WARRANTIES AND LIABILITY
6.1The Parties shall endeavor to complete the Project and provide Materials and manpower as necessary for such purpose.
6.2Materials required for the Project shall be made available by the Parties on a ‘best effort’and ‘as-is’basis. The Parties do not provide any express or implied warranties of any kind concerning the Materials, and shall hold each other free and harmless from any liability in connection with their use.
6.3The provision by the Parties of background IP and Collaboration Resultsis on an ‘as-is’ basis and the Parties do not provide any express or implied warranties of any kind including but not limited to those of fitness or accuracy for a particular purpose and non-infringement of the proprietary rights, such as copyrights, patents and trade secrets, of third parties. The Parties accept no liability whatsoever in relation to the background IP and Collaboration Results, and shall hold each other free and harmless from any liability in connection with their use.
6.4Except in case of gross negligence or wilful misconduct, neither Party shall be liable to the other Party for any damage arising from the execution of this Agreement.
ARTICLE 7– APPLICABLE LAW AND DISPUTE RESOLUTION
7.1The terms of this Agreement shall be interpreted in accordance with their true meaning and effect, and independently of any national or other law.
7.2If any provision of this Agreement is or becomes, at any time and for any reason, invalid or unenforceable, the validity or enforceability of any other provision shall not be affected, and such invalid or unenforceable provision shall be changed and interpreted so as to best accomplish the objective of such provision within the limits of Swiss law or applicable court decisions. Provided that if and insofar as this Agreement does not stipulate, or any of its terms are ambiguous or unclear, then, in those circumstances and solely in respect of those circumstances and not in respect of this Agreement as a whole, reference shall be had to Swiss substantive law.
7.3If any dispute under thise Agreement fails to be settled amicably, the Parties shall resort to the arbitration procedure as defined in Annex 2, drawn up by CERN in accordance with its status as an Intergovernmental Organization. Notwithstanding reference of any dispute to arbitration, the Parties shall continue to perform their obligations under thise Agreement.
ARTICLE 8– DURATION AND TERMINATION
8.1This Agreement shall enter into force upon signature by the authorized representatives of the Parties and shall remain valid for an initial period of threeyears.
8.2After the initial three-year period, the Agreement shall be automatically renewed for a furtherthree-year period, unless a Party does not wish the Agreementto be so renewed, in which case it shall notify the other Party in writing three months before the expiry of the initial period of its intention to terminate this Agreement. After automatic renewal, the Agreement may be further renewed by the Parties by way of an amendment as set out inArticle 9.
8.3Each Party shall be entitled to terminate this Agreement in the event that the other Party fails to honourhonor one or several of its obligationsthereunderhereunder. Termination shall become effective 2 months after the non-defaulting Party has sent a registered letter with acknowledgement of receipt giving the defaulting Party notice that it must fulfill its obligations, with a description of the breach, unless within that deadline the defaulting Party has fulfilled its obligations.
8.4Notwithstanding termination of this Agreement, its provisions shall continue to bind the Parties two (2) years after the in so far and for as long as may be necessary to give effect to their respective rights and obligations accrued prior to termination of this Agreement.Articles 3, 4, 5,6, and7 shall in any event survive termination of this Agreement.
ARTICLE 9– AMENDMENT
Any amendment to this Agreement shall be made in writing and shall be signed by representatives ofboth Parties.
ARTICLE 10– ADDRESSES FOR CORRESPONDENCE
10.1 All documents concerning this Agreement shall bear the reference:
KXXXX/TT/IT/16C
10.2 All correspondence concerning this Agreement shall be addressed to:
for CERNfor technical matters
CDS Project Leader
IT/UDS
CERN
CH-1211 Geneva 23
Switzerland
for administrative matters
Jean-Marie Le Goff
TT Group
CERN
CH-1211, Geneva 23
Switzerland
For EPFL:for technical matters
Jean-Claude Berney
EPFL PL DIT-GE
MA AO 410 (Bâtiment MA)
Case postale 121
CH-1015 Lausanne
for administrative matters
David Aymonin
EPFL AA-DAF SISB
BI 1 499 (Bâtiment BI – bibliothèque centrale)
CH-1015 Lausanne
Switzerland
In WITNESS WHEREOF, the Parties have signed this Agreement:
Geneva, on the…………………………………2006
For the EUROPEAN ORGANIZATION FOR NUCLEAR RESEARCH (CERN)
Robert Aymar
Director General
And
For the Ecole Polytechnique Fédérale de Lausanne (EPFL)
Jean-Claude Berney
IT Domain Head
David Aymonin
Scientific Information and Libraries Service Head
1
ANNEX 1
PROJECT DESCRIPTION
CERN and EPFL endeavour to develop the following modules shared by both institutions in a production environment (Infoscience at EPFL and CDS at CERN) as well as new R&D modules of long term interest in the Collaboration Field in the coming three years.
RANKING
- Introduction of ranking options in CDS Invenio.
- Ranking by Journal Impact Factor, Citations count, Fulltext download counts or other weighting are being studied and implemented.
- Best equation for default ranking need thorough analysis and evaluations: specifications of the D-Rank project with EPFL Centre for Global Computing are under way.
Estimated work time: two years
Scheduled: start on 9/2006
FULLTEXT INDEX UPGRADING
- Upgrade the protocol to manage full text indexing.
- CDS Invenio starts full text indexing whenever the corresponding record metadata is modified.
- More efficient protocol must be introduced.
Estimated work time: 5 months
Scheduled: 1/2007
REFERENCE MANAGEMENT
A module exits at CERN (in Perl) to deal with document references: references are automatically extracted from PDF. They are thenstandardized to harmonize journal names and to structure each citation.
This module must be ported to CDS Invenio:
- Define within XML MARC how to 'host' reference information
- 'Pythonise' the extraction and standardization programs
- Define protocol to automate the process from both WebSubmit and BibConvert (batch) uploads
Estimated work time: 6 months
Scheduled: 12/2006 [data import]
2007 [migration]
EXTERNAL AUTHENTICATION
- Introduce in CDS Invenio the option of using external authentication systems, such as LDAP.
- CDS Invenio uses its local database to manage accounts. Multiple authentication options will be introduced, including the LDAP one,and the EPFL Tequila system.
- We propose to develop a multiple authentication module which able to plug different kind of REALM servers
Estimated work time: 3 months
Scheduled: 3/2007
BIBSCHED PRIORITY
- Introduce priority option in BibSched module.
- BibSched is the CDS Invenio task scheduler that manages the timing/queueing of all submitted jobs. Goal is to enable the submission of jobs with different priorities and to make BibSched 'priority-aware'.
Estimated work time: 3 months