TITLE: protocols.io academic and non-profit  contract
AUTHORS: protocols.io team

[DESCRIPTION]
Template Contract
This contract is hereby made between the UNIVERSITY/ORGANIZATION (Univ) and ZappyLab, Inc. (DBA “protocols.io”).
  DATE:December 13, 2021START DATE:December 27, 2021END DATE:December 26, 2022DESCRIPTION OF SERVICES:protocols.io will collaborate with Univ on provision of scientific research support and tools to Univ researchers and staff.COST:The annual cost is USD $10,000 for all workspace protocols.io accounts for Univ-affiliated students, faculty, researchers and staff. 

 

Deliverables are listed below. 

[STEPS]
SECTION: Activation
1. Within thirty (30) days from the Start Date, Univ will provide to protocols.io a list of IP addresses for on-campus user notification about free Premium workspaces.
SECTION: Activation
2. Within two (2) weeks from the Start Date, protocols.io will enable free Premium workspaces accounts to be created by any Univ researchers or staff.
SECTION: Premium Benefits
3. Univ staff and students will have the ability to create an unlimited number of Premium accounts for both individual and team use with unlimited members on protocols.io, at no cost to them. Each Premium workspace must have a Univ-affiliated administrator.
SECTION: Premium Benefits
4. Premium workspace accounts created by Univ users will not be limited to Univ members; academic or industry collaborators are free to join such groups at no additional charge. Non-Univ workspaces members will not be counted and included in renewal pricing calculation.
SECTION: Premium Benefits
5. If a workspace administrator graduates or leaves a group funded by Univ, they can reassign the workspace to another Univ-affiliated member.
SECTION: Premium Benefits
6. Univ users can export all their workspace protocols and records in bulk as PDF or JSON files.
SECTION: Premium Benefits
7. Backup snapshots of the entire protocols.io database are made every sixty (60) seconds, going back three (3) days. In addition a weekly snapshot of the database is stored permanently.
SECTION: Premium Benefits
8. All protocols created by Univ users are private by default. In order to publish, the user has to confirm that their co-authors and group leader agree to the publication. There is also a retraction mechanism on protocols.io in case of any copyright or IP violations flagged by Univ staff.
SECTION: Reporting and renewals
14. In the event of contract cancellation or non-renewal, Univ users will not lose access to their content. Premium users from Univ will have the option of paying for the workspaces directly. Users that do not elect to pay will retain access to their private content but will not be able to create more than five (5) private protocols.
SECTION: Support and Training
9. Outreach and onboarding support from protocols.io includes monthly webinars and unlimited 1-on-1 demos to individual researchers.
SECTION: Support and Training
10. Univ users will have prioritized technical support with responses to questions within twenty-four (24) hours.
SECTION: Support and Training
11. Each user from a Univ research group can send an existing protocol in PDF/MS Word/text format to protocols.io for import, up to one hundred (100) protocols in total for Univ in 2022. The editorial team at protocols.io will import and format the protocol and reassign it to the user. 
SECTION: Additional Terms and Conditions
15. Termination

Either party may terminate this contract upon at least thirty (30) days’ written notice to the other party. In case of termination, Univ users can elect to pay for the Premium groups directly or to “freeze” the workspace so that the existing content continues to be available, but no new records can be added to the group.

Change of control

In case of change of control, protocols.io will provide a thirty (30)-day advance notice to Univ and Univ will have the right to terminate its participation in this contract, at its discretion. 

Governing Law
This Agreement shall be governed and construed in all respects in accordance with the laws of the State of California.

[Additional legal terms as required by Univ should be added below]
SECTION: Appendix A: 2022 Pricing
16. The annual price will grow gradually with increased adoption of the platform at the organization, as per the table below. Please note that every year, the site license covers unlimited Premium users/workspaces, regardless of the tier.

   Number of usersPrice (USD)Price/user/monthUp to 100*$10,000$8.33101-200$15,000$6.25201-400$20,000$4.17401-700$25,000$2.98701-1200$30,000$2.08>1200Extra $1/user/month in $5,000 increments, up to a maximum of $50,000
Individual academic/nonprofit/government price without a site license: $15.99/user/month
SECTION: Reporting and renewals
12. Univ will receive quarterly reports with details on adoption of protocols.io at the organization (counts of registered users, private protocols, public protocols).
SECTION: Reporting and renewals
13. Throughout the year, protocols.io will routinely flag users who are no longer affiliated with Univ. Such accounts will be subtracted from the totals in the quarterly reports and will not be counted and included in renewal pricing calculation.