Institutional Scientific Platform License Agreement

1. Parties and Purpose

Between IVSMDB, domiciled in Canada and hosted on Funio servers (“THE PLATFORM”), and [Institution Name], domiciled in [City, Country] (“THE INSTITUTION”).

THE PLATFORM grants THE INSTITUTION a non-exclusive license for internal use of registration, visualization, analysis, API access, and modules described in the Technical Annex.

2. Intellectual Property and Attribution

• THE INSTITUTION and its researchers retain ownership of uploaded data.
• THE PLATFORM will display visible attribution for authors/institutions.
• Uploading data grants a non-exclusive, worldwide license to store, process, visualize, and make available according to chosen access settings.

3. License, Access, and Limits

• Access for accounts registered under THE INSTITUTION’s domain.
• SSO/LDAP if applicable; REST API per Technical Annex.
• Exports in CSV, PDF, JCAMP-DX, and other supported formats.
• API quotas, storage, and concurrency according to the contracted plan.

4. Monetization and Revenue Sharing

• Curated datasets: 20–40% authors, 60–80% platform.
• Multi-author reports: proportional distribution; minimum 50% platform.
• Monetized API: 10–20% authors for attributable queries.
• Dashboard with metrics, revenue, and settlements.

5. Taxes and Billing

• GST/HST applied according to client province.
• Administrator declares global income under Colombian tax residency.
• Canada–Colombia treaty for double taxation relief.
• Tax breakdown per jurisdiction; payment terms in Economic Annex.

6. Privacy, Security, and Compliance

• Access control, audit logs, and encrypted transmission.
• Responsible use policies; diligent removal upon infringement notices.
• Processing of sensitive data per Canadian and Colombian law.

7. Support and Service Levels (SLA)

• Response times defined by severity in the Technical Annex.
• Scheduled maintenance windows with prior notice.
• Uptime objectives and performance metrics.

8. Term and Termination

• Annual renewable term.
• Either party may terminate with 30 days written notice.
• Termination does not affect previously issued reports or distributions.

9. Confidentiality

Parties will keep credentials, sensitive data, and economic terms confidential unless legally required.

10. Jurisdiction and Dispute Resolution

• Courts in Canada as primary venue, without prejudice to non-waivable consumer rights.
• Mediation and/or arbitration before judicial actions.

11. Signatures