(Cover page)
Dated: Sept. 8, 1989

(1) Oxford University Press

(2) The Board of Trustees of the University of Illinois

LICENCE for the use of the text file of the Oxford English Dictionary
Second Edition

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THIS AGREEMENT is made the 8th day of Sept. 1989 BETWEEN:

(1) THE CHANCELLOR MASTERS AND SCHOLARS OF THE UNIVERSITY OF OXFORD
    trading as The Oxford University Press at Walton Street, Oxford OX2 6DP,
    England ("OUP")

(2) The Board of Trustees of the University of Illinois
    of/whose Registered Office is at 506 South Wright Street, Urbana, IL 61801
    ("the User")

1 DEFINITIONS

In this Agreement, "the Work" means the Oxford English Dictionary (Second
Edition), and "the Text" means the output, held on magnetic tape in machine-
readable form with SGML (Standardised Generalised Mark-up Language)
codification, from OUP's conversion of the text of the Work to machine-readable
form.

2 THE LICENCE GRANTED

In consideration of the payment referred to in clause 4, OUP grants the User a
non-exclusive, non-transferable licence ("the Licence") to use the Text on the
single computer specified below:

     Specified Computer: Vax-3500, Serial #AB91905G9M  "uxc.cso.uiuc.edu"
     Location of Computer: 1304 W Springfield Ave, Urbana, IL  61801, USA

Subject to the next sentence of this clause, the Text will remain stored in the
Specified Computer throughout the duration of this Agreement: there it may be
accessed through any number of remote terminals (in the case of commercial
users) operated by the User, whether at the same or some other location, or
(in the case of academic users) operated by the academic institution in which
the Specified Computer is located; but use, whether on the Specified Computer
or through remote terminals, will be restricted to (in the case of commercial
users) officers and employees of the User or (in the case of academic users)
members (both senior and junior) of the academic institution in which the
Specified Computer is located.  Should the Specified Computer be destroyed or
rendered inoperable, OUP will not unreasonably refuse a request by the User
for consent to transfer the Text to a replacement or back-up computer operated
by the User, whether at the same or some other location.

In the exercise of the Licence, the User will conform to the following rules,
and will ensure that all those gaining access to the Text on the Specified
Computer are made aware of those rules and are placed under an obligation to
comply with them:

(a) The terms of the copyright notice in the Schedule to this Agreement ("the
    Copyright Notice") are incorporated into this Agreement.  The User
    acknowledges and accepts the statements, undertakings, and conditions
    recorded there.  References in the Copyright Notice to the material on
    the tapes are references to the Text.

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(b) The User may take such copies from the tapes carrying the Text as the User
    reasonably requires for its own working and back-up purposes, provided that
    such copies carry the Copyright Notice and also any trade mark notices
    embodied in the originals from which the copies are taken.  Such copies are
    covered by the the terms of this Agreement.  The User will not make copies
    for any other purposes.

(c) The User may modify the Text or merge the Text into other material to form
    a composite work for the User's own use.  Any portion of the Text included
    in the composite work will continue to be subject to all the terms of this
    Agreement.

(d) The User will use the Text for research purposes only and not for profit.
    Without prejudice to the full scope of this restriction the User will not,
    without prior written consent of OUP and on terms to be negotiated
    separately and to be recorded in a separate agreement, incorporate any of
    the Text in any hardware, software or other products marketed or supplied
    by the User to any third party.  OUP will not unreasonably refuse a request
    from the User for consent to such incorporation on terms which secure an
    adequate return for OUP.  Furthermore, the restriction in this clause shall
    not preclude the publication in a scholarly context of analyses or
    interpretations derived from the Text.

(e) The User will make due acknowledgement of OUP in any work, published or
    unpublished, based in whole or in part on analyses of the Text.

3 DURATION OF THE LICENCE

The period of the Licence shall begin on the date of this Agreement and end on
whichever is first to occur of the end of the period of five years from the
date of this Agreement and the effective date of any termination of this
Agreement under clause 5.

4 PAYMENT

For the Licence, the User shall pay the following amount to OUP on the date
of this Agreement: US $10,000

5 TERMINATION

(a)    If:

       (i)     either party commits any material breach of this Agreement and
               fails to remedy it within a reasonable period after receiving
               written notice from the other party;

       (ii)    either party suffers distress or execution, commits an act of
               bankruptcy, goes or is put into liquidation (otherwise than
               solely for the purpose of solvent amalgamation or
               reconstruction), or seeks any form of protection against its
               creditors from any competent Court or Tribunal;

       (iii)   an administrative receiver is appointed over any substantial
               part of either party's business;

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       then the other party may by written notice terminate this Agreement
       immediately.

(b)    Unless this requirement is waived by OUP, within one month after
       termination (whether under this clause 5 or otherwise) the User will
       certify in writing to OUP that the original and all copies of the Text,
       received from OUP or made under the Licence, have been returned to OUP
       or destroyed.

(c)    Clause 6 and the terms of the Copyright Notice shall continue
       notwithstanding termination of this Agreement or the fulfilment of the
       parties' other obligations under this Agreement.

6 GENERAL

(a)    Neither party shall be under any liability to the other if and for so
       long as the first party is prevented or delayed in performing any of its
       obligations under this Agreement by reason of circumstances beyond its
       reasonable control.

(b)    The liability of OUP for any breach of this Agreement, or arising in any
       other way out of the subject matter of this Agreement, will not extend
       to any incidental or consequential damages or losses including (without
       limitation) loss of profits.

(c)    The User shall not assign any of its rights or obligations under this
       Agreement without the prior written consent of OUP.

(d)    This Agreement shall be governed by English Law.  The English Courts
       shall have exclusive jurisdiction to deal with any dispute which has
       arisen or may arise out of or in connection with this Agreement, and no
       other tribunal shall have jurisdiction unless OUP voluntarily submits
       itself to such tribunal.

(e)    This Agreement and its Schedule constitute the entire agreement between
       OUP and the User and supersede all earlier communications about the
       subject matter of this Agreement.  No amendment or other variation shall
       be effective unless it is in writing, is dated, and is signed by or on
       behalf of both parties.

AS WITNESS the hands of duly-authorised signatories for the parties on the date
first-mentioned above

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SIGNED for and on behalf of THE CHANCELLOR MASTERS AND SCHOLARS OF THE
UNIVERSITY OF OXFORD

Name:
  Ivon Asquint

Position:
  Managing Director, OUP

Signature:
  (signature)


SIGNED for and on behalf of THE BOARD OF TRUSTEES OF THE UNIVERSITY OF ILLINOIS

By: C.S. Bazzani, V.P. & Comptroller
By: E.W. Porter, Sec'y of the Board

APPROVED:

By: C.W. Thompson, Dir. of Purchases
By: Marcia Rotunda, for UIUC Legal Counsel
By: C.L. Martin, Buyer

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THE SCHEDULE

Copyright Notice

Unless expressly ascribed to others, all material on the tapes in which
copyright subsists Copyright Oxford University Press 1989

All rights reserved.  No part of the material may be reproduced, transcribed,
stored in a retrieval system, translated into any language or computer
language or transmitted in any form or by any means, electronic, mechanical,
photocopied, recorded or otherwise, without the prior written permission of
the University of Oxford through Oxford University Press: (permission should
be sought from the Secretary to the Delegates, Oxford University Press,
Walton Street, Oxford OX2 6DP, England).

The Oxford English Dictionary (second edition) was published in 1989.  The
material is marketed subject to the condition that neither the University of
Oxford, nor any officer, employee or agent of the University, nor any person
having authority to publish the material, accepts responsibility for or shall
be liable in respect of any errors, inaccuracies or omissions in the material;
and on the basis that the reader and user promise not to sue the University,
or any of its officers, employees or agents, or any such authorised person,
for anything stated or otherwise contained in the material, for anything
omitted from the material, or for any losses, costs, claims, demands or
liabilities arising out of the use which is made of the material.

The University reserves the right to revise material and to make changes from
time to time in its contents without notifying any person of such revisions
or changes.
