This Master Publishing Terms of Service governs 游加电竞 ’ services to institutions and consortia (“Customer”) to enable authors to publish with 游加电竞 on an unlimited basis each year in exchange for one annual flat fee payment to 游加电竞 and/or on a per article fee basis under a direct billing or deposit arrangement with 游加电竞 . The types of services offered by 游加电竞 and the journals to which they apply (“Participating Journals”) are set forth in the 游加电竞 Publishing Service Order Form between the parties (“游加电竞 Order Form”). The applicable terms are set forth below and are made part of the 游加电竞 Order Form.
1. ANNUAL FLAT FEE TERMS
1.1 Customer agrees to pay 游加电竞 an upfront annual fee each year for 游加电竞 ’ review and publication of research articles by corresponding authors employed by or affiliated with Customer (“Authors”) on articles accepted for publication in Participating Journals selected in the 游加电竞 Order Form. The annual fee to be paid by Customer is set forth in the 游加电竞 Order Form.
1.2 Customer will pay 游加电竞 the annual fee for year 1 within ten (10) days of the Effective Date. Thereafter, Customer will pay the annual fee in full in the manner identified on 游加电竞 ’ invoice within thirty (30) days of the invoice date.
1.3 游加电竞 will provide Customer access to monthly accepted publications reports and COUNTER data from Participating Journals. The monthly publications reports will show the name of the Author, the manuscript submission date, the journal title, the article title, and journal ISSN. Customer will notify 游加电竞 in writing within fourteen (14) days of receipt of the report of any incorrect information or discrepancy in the report, and absent such notification will be deemed to have accepted the monthly report as correct.
1.4 Customer will not be entitled to a prorated refund of the annual fee in the event of early termination of this agreement.
1.5 Within sixty (60) days prior to the termination date, the parties will discuss a renewal and whether the annual fee should change for the renewal term based on historical acceptance rates of Author manuscripts. If the parties agree that the amount should change, the parties will enter into an amendment to this agreement to reflect the new agreed-upon renewal term and fee.
1.6 AUTHOR TRANSACTION FEE TERMS – APPLICABLE ONLY IF CUSTOMER CHOOSES THIS OPTION IN THE 游加电竞 ORDER FORM.
1.6.1 Customer agrees to pay 游加电竞 an annual fee (as set forth in Section 1.1 above), with the Author paying 游加电竞 a per-article author transaction fee (“ATF”) upon article acceptance in Participating Journals selected in the 游加电竞 Order Form.
1.6.2 The Customer’s Authors will pay the ATF (per article) provided for in the 游加电竞 Order Form at the time their manuscripts are accepted in a Participating Journal selected in the 游加电竞 Order Form. Following execution of the 游加电竞 Order Form, the parties each will communicate the ATF to Authors.
2. COMMUNITY ACTION TERMS
2.1 Customer, hereinafter referred to as “Community Member,” agrees to pay 游加电竞 an upfront annual fee (“Community fee”) each year for 游加电竞 ’ review and publication of research articles by affiliated corresponding and contributing authors (“Community Authors”) in a Participating Journal (hereinafter referred to as “Community Journal”) selected in the 游加电竞 Order Form, regardless of the number of articles from Community Authors published by 游加电竞 during the Term. Community Authors shall not be eligible for waivers. The Community fee to be paid by Community Member each year is set forth in the 游加电竞 Order Form.
2.2 The Community fee is a flat fee payable by all community members and applies even if the Effective Date of this agreement is a date other than January 1. If the Effective Date of this agreement is a date other than January 1, the Community fee will cover Community Author manuscripts submitted to the Community Journal(s) prior to the Effective Date but only if the manuscript is accepted by 游加电竞 on or after the Effective Date. To enable an equitable and transparent cost sharing of 游加电竞 ’ editorial and publishing services across all community members, 游加电竞 will not prorate the annual fee to account for a partial calendar term.
2.3 游加电竞 will apply the Community fee to cover the costs for publishing Community Author articles each year, plus a ten percent (10%) margin. The Community fee is based on 游加电竞 ’ target revenue and cost recovery strategy per journal for a period of three (3) years starting January 1, 2021. 游加电竞 ’ target revenue goal will be made publicly available to community members on the www.plos.org website on an annual basis.
2.4 If community member fees and/or non-member fees collected each year exceed the annual revenue target for either or all communities, revenue above target (if any) will generate discounts for community members the following year.
2.5 Community Member will pay 游加电竞 the annual Community fee in full in the manner identified on 游加电竞 ’ invoice, within thirty (30) days of the invoice date.
2.6 If Customer is an institution located in a Research4Life country, or for consortium Customers, a member institution is in a Research4Life country, 游加电竞 will waive the annual Community fee for such institution. The Research4Life country list can be found at www.research4life.org/access/eligibility/ .
2.7 In exchange for the annual Community fee, 游加电竞 will:
2.7.1 Send Community Member a monthly report listing accepted manuscripts from Community Member’s authors in the Community Journal(s) selected in the 游加电竞 Order Form. The statement will list the name of the Community Member author, the manuscript submission date, the journal title, the article title, and journal ISSN.
2.7.2 Publish articles by Community Member’s corresponding authors that have been accepted by the Community Journal(s) selected in the 游加电竞 Order Form at no additional fee, regardless of whether an article’s contributing authors’ institutions are members of the community.
2.7.3 Provide a twenty-five percent (25%) discount on the applicable per article publication fee in cases where the article lists a Community Member contributing author but where the corresponding author’s institution is a non-member.
2.7.4 Provide Community Member with access to 游加电竞 monthly accepted publications reports and access to COUNTER data across all 游加电竞 journals.
2.7.5 Acknowledge Community Member as a partner on the www.plos.org website.
2.7.6 Provide a yearly public report on the status of the communities which will include (among other things) a list of community members per journal, contribution (per member) to the target revenue goal, and revenue received by 游加电竞 from non-member fees as applied to the target revenue goal.
2.7.7 Upon written request to 游加电竞 , provide a five percent (5%) discount on journal publication fees for papers transferred from a Community Journal to another 游加电竞 journal when a corresponding author belongs to Community Member.
2.8 Community Member will not be entitled to a prorated refund of the annual Community fee in the event of early termination.
3. GLOBAL EQUITY TERMS
3.1 Customer agrees to pay 游加电竞 an upfront annual fee each year for 游加电竞 ’ review and publication of research articles by corresponding authors employed by or affiliated with Customer (“Authors”) on articles accepted for publication in Participating Journals selected in the 游加电竞 Order Form. The annual fee to be paid by Customer is set forth in the 游加电竞 Order Form.
3.2 Both Customer and 游加电竞 will comply with Sections 1.1 through 1.4 set out in the Annual Flat Fee Terms, incorporated by reference herein.
3.3 Customer may voluntarily choose to make an annual Equity Contribution (defined as an additional payment in the amount of $1,500 or more) to a Participating Journal for the Term. Customer’s annual Equity Contribution, if any, is set forth in the 游加电竞 Order Form. 游加电竞 will apply Customer’s Equity Contribution(s) to reduce the annual fee for institutions from low/low-middle income countries (defined by the World Bank lending classifications) participating in 游加电竞 ’ Global Equity the following year. 游加电竞 will invoice Customer for the annual Equity Contribution together with the annual fee each year.
3.4 If Customer is an institution located in a Research4Life country, or for consortium Customers, a member institution is in a Research4Life country, 游加电竞 will waive the annual fee for such institution. The Research4Life country list can be found at www.research4life.org/access/eligibility/ .
4. DIRECT BILLING OR DEPOSIT TERMS
4.1 Customer agrees to pay the applicable publication fee to 游加电竞 for each research article accepted by 游加电竞 in Participating Journals selected in the 游加电竞 Order Form, where the corresponding (lead) author of the article is employed by or affiliated with Customer (“Authors”) at 游加电竞 ’ standard, non-discounted publication fee rates in effect at the time the publication fees are due and owing. Customer agrees to pay such fees through a deposit account or direct billing, as indicated below. Authors shall not be eligible for waivers.
4.2 Publication fees vary by journal and are set forth in 游加电竞 ’ publicly available publication fees page: https://plos.org/publish/fees/ . 游加电竞 ’ fees as of the Effective Date of this agreement are attached to the 游加电竞 Order Form. 游加电竞 will notify Customer in writing of any proposed publication fee increases at least one month prior to the implementation of the price change.
4.3 DIRECT BILLING – IF CUSTOMER CHOOSES THIS OPTION IN THE 游加电竞 ORDER FORM; SECTION 4.3 WILL APPLY BUT SECTION 4.4 WILL NOT. ALL OTHER TERMS OF THIS AGREEMENT WILL APPLY.
4.3.1 游加电竞 will invoice Customer monthly for publication fees for Author manuscripts accepted during the previous month. The invoice will show the accepted Author manuscripts during the previous month, including the name of the Author, the manuscript submission date, the journal title, the article title, and journal ISSN, along with the applicable publication fee for the same. Customer will notify 游加电竞 in writing within fourteen (14) days of receipt of the invoice of any incorrect information or discrepancy in the invoice, and absent such notification will be deemed to have accepted the invoice as correct. 游加电竞 will duly consider the issue and will notify Customer of its findings.
4.3.2 Customer shall pay invoices in full within thirty (30) days of 游加电竞 ’ invoice date.
4.3.3 If during the Term Customer wishes to convert to a deposit account arrangement, the parties will enter into a separate written agreement memorializing the arrangement and providing for the payment of any outstanding publication fees owed under this agreement.
4.4 DEPOSIT ACCOUNT – IF CUSTOMER CHOOSES THIS OPTION IN THE 游加电竞 ORDER FORM. SECTION 4.4 WILL APPLY BUT SECTION 4.3 WILL NOT. ALL OTHER TERMS OF THIS AGREEMENT WILL APPLY.
4.4.1 Customer will, within fourteen (14) days of the Effective Date, deposit the amount set forth in the 游加电竞 Order Form with 游加电竞 in the manner provided for in 游加电竞 ’ invoice (“Initial Deposit”). The Initial Deposit will be maintained by 游加电竞 on Customer’s behalf (“Deposit Account”).
4.4.2 For each Author manuscript accepted for publication by 游加电竞 , 游加电竞 will debit Customer’s Deposit Account for the applicable publication fee. 游加电竞 will send Customer a monthly statement showing the accepted manuscripts, publication fee, debits, and Customer’s remaining Deposit Account balance during and for the previous month. The statement shall also show the name of the Author, the manuscript submission date, the journal title, the article title, and journal ISSN. Customer will notify 游加电竞 in writing within fourteen (14) days of receipt of the pre-invoice report of any incorrect information or discrepancy in the invoice, and absent such notification will be deemed to have accepted the monthly statement as correct.
4.4.3 If at any time during the Term hereof Customer’s Deposit Account balance drops to twenty-five percent (25%) or less of the amount of the Initial Deposit, Customer is responsible for replenishing its account in an amount necessary to restore the balance to the amount of the Initial Deposit or as may be mutually agreed upon by the parties in writing. Should Customer fail to replenish its Deposit Account, 游加电竞 may convert the account to a direct billing arrangement (as provided for in Section 4.3, above) once deposit funds are fully exhausted.
4.4.4 Within thirty (30) days following termination, 游加电竞 shall refund Customer any amounts on deposit with 游加电竞 by Customer, minus publication fees still owed for manuscripts accepted by 游加电竞 . Customer is responsible for payment of publication fees for every article submitted by an Author on or before the termination date and subsequently accepted by 游加电竞 for publication, regardless of the actual publication date.
5. GENERAL TERMS – APPLICABLE TO ALL SERVICES
5.1 Effective Date. This effective date of this agreement shall be the date indicated in the 游加电竞 Order Form (“Effective Date”). The terms of this agreement will apply to manuscripts accepted by 游加电竞 during the Term, beginning on the Effective Date.
5.2 Term; Automatic Renewal. The term of this agreement shall be the term indicated in the 游加电竞 Order Form (“Term”). Thereafter, the Term shall renew automatically on an annual basis unless either party notifies the other in writing of its intention to terminate the agreement no later than ninety (90) days prior to the end of the initial Term or any renewal thereof.
5.3 Termination. Either party may terminate this agreement: (1) for any reason on ninety (90) days’ written notice to the other party; (2) for cause due to the other party’s material breach if such breach remains uncured thirty (30) days after written notice of the breach is given by the party claiming the breach. A termination for cause shall be effective three (3) days after written notice of such termination is given; or (3) with immediate effect from the date of written notice if the other party (a) files for bankruptcy protection or makes an assignment for the benefit of creditors, (b) is the subject of an order made for the winding up of its operations, (c) becomes subject to an administration order or a receiver or trustee, (d) becomes insolvent, or (e) ceases to do business or threatens to cease to do business. Except as expressly provided for herein, the parties’ respective rights and obligations under this agreement end immediately upon termination.
5.4 Currency. All amounts reflected in a 游加电竞 Order Form and attachments are in United States dollars.
5.5 Severability. If any part of this agreement is found to be unreasonable, invalid or unlawful under any enactment or rule of law, the court shall have the power to strike out or override that part whether it be an entire clause or clauses or some part or parts thereof and enforce this agreement as if the offending part or parts had not been included.
5.6 Amendments; Waivers. No amendment or alteration of this agreement shall be valid unless made in writing and signed by a duly authorized representative of both parties. The waiver by either party of its rights regarding any breach of any provision(s) of this agreement shall not be taken or held to be a waiver of such rights with respect to any other or subsequent breach thereof.
5.7 Entire Agreement. This agreement constitutes the entire agreement between the parties. Other than as expressly stated otherwise in this agreement neither party shall be under any liability for any representations made prior to or during the operation of this agreement.
5.8 Governing Law; Venue. This agreement shall be governed and construed in accordance with the laws of the State of California, and any legal action between the parties relating to this agreement must be brought and filed in San Francisco, California.
5.9 Assignment. Neither party may assign its rights or obligations under this agreement to another person or entity without the written consent of the other party, which consent shall not be unreasonably withheld. No consent shall be necessary in the event of an acquisition of substantially all of the assets of a party. Subject to the foregoing, this agreement will bind and inure to the benefit of and be enforceable by the parties, their respective successors, and permitted assigns.
5.10 Force Majeure. Neither party shall be liable to the other for performance rendered impossible due to circumstances beyond the control of the party, such as acts of God, war, government regulations, disaster, strikes (except those involving the employees or agents of the party seeking the protection of this clause), or civil disorder. The ability to terminate this agreement without liability pursuant to this paragraph is conditioned upon delivery of written notice to the other party setting forth the basis for such termination as soon as reasonably practical – but in no event longer than ten (10) days – after learning of such basis.
5.11 Authority to Sign. Each person signing the 游加电竞 Order Form represents and warrants that they have complete authority to legally bind the party on whose behalf he/she is signing to the terms of this agreement.
5.12 Website Accessibility. 游加电竞 acknowledges the importance of website accessibility and will engage in conversations on this topic with Customer throughout the Term.
5.13 Antidiscrimination in the Workplace. The parties represent that they comply with federal laws prohibiting workplace discrimination.