Celera GENOMICS Click-On Agreement
For ACCESS to panther website

The Celera PANTHER website was designed to allow access to Celera’s database for high-throughput analysis of protein sequences. One of the key features is a simplified ontology of protein function, which allows browsing of the database by biological functions. Biologist curators have associated the ontology terms with groups of protein sequences rather than individual sequences. Statistical models (Hidden Markov Models, or HMMs) are built from each of these groups. The advantage of this approach is that new sequences can be automatically classified as they become available. To ensure accurate functional classification, HMMs are constructed not only for families, but also for functionally distinct subfamilies.

Celera Genomics is providing access for the scientific research community to access the Celera PANTHER website and view and use certain protein sequence information and analysis tools contained therein, in order to:
use the Panther protein classification database in their research;
permit analysis, validation and of the results contained on the website; and
provide feedback on improving, correcting or augmenting the classifications.

Users accessing the Celera PANTHER website are allowed to and encouraged to publish results and discoveries in scientific journals and provide hyperlinks to this website, however, Users are not permitted to develop or license inventions from access to this website for any commercial purpose.

The PANTHER website allows users to explore its two unique aspects: (1) HMMs at not only the family but the subfamily level as well, allowing for more accurate classification, (2) simplified ontology that allows browsing of functions, and high-level analysis of large sets of genes/proteins. The Celera PANTHER website’s database includes current version of the PANTHER database includes training sequences from all organisms in the GenBank non-redundant protein database, and the HMMs have been used to classify gene products across the entire set of FlyBase Drosophila melanogaster genes. Any researcher interested in additional access to the PANTHER-classified LocusLink human genes, as well as family trees and multiple sequence alignments for all PANTHER protein families, can gain this access by paying a nominal registration fee (sign-up on the web at the PANTHER website). Further access to PANTHER classifications of Celera-annotated human or mouse genes, will require a formal subscription agreement available from Celera.

Notice to User: carefully read the following terms and conditions because they will apply to your access and use of the Celera PANTHER Website (as defined below) and constitute a legally binding agreement. If you agree to these terms, click on “I accept” at the bottom of the terms and conditions to indicate you agree to be bound by all the terms and conditions of this agreement. If you do not agree with the terms and conditions of this agreement, click on “I do not accept” at the bottom of this agreement.



Celera PANTHER website Terms and Conditions

1. Definitions:
Celera means Celera Genomics, an operating group of the Applera Corporation.
Celera Data means the protein classification and sequence information contained within the Celera PANTHER website.
Celera PANTHER website means the contents, software, analysis tools and delivery system used to provide information to the Users via the Internet.
Registration Information means the information requested by Celera from Users as part of the initial registration process to log on to the Service.
Service means access to the Celera Data through the Celera PANTHER website.
User means an individual who has gained access to the Celera PANTHER website by agreeing to all of the terms and conditions and made payment hereunder.

2. License Grant: If you qualify as a User, Celera grants you a royalty-free, non-exclusive and non-transferable limited license (with no right to sub-license) to the Service for non-commercial research use only. In exchange for the License Grant to the Service you agree to the following:

Regarding use of the Service, USER agreeS to:
To discontinue use if at any time you fail to qualify as a User;
Access and use this Service for research purposes only;
At all times, comply with all applicable laws, rules and regulations with respect to your use of this Service; and
Comply with these terms and conditions as they may be amended from time to time by Celera and to click on “I Accept” at the bottom of this Agreement if you agree to be bound by all the terms and conditions of this Agreement.

Regarding use of the Service, USER agrees NOT to:
Select or use an ID of another User with the intent to impersonate that User; (b) use an ID in which another User has rights; or (c) use an ID that Celera, in its sole discretion, deems offensive;
Reproduce, redistribute, re-package, adapt or prepare derivative works based upon the Service (or any portion thereof) to any third party, in any form whatsoever, for any purpose (except as authorized for publication as specified below);
Rent or loan access to the Service, including but not limited to the Celera Data and/or research tools contained within the Service, or any portion thereof, or reverse engineer, decompile, disassemble or otherwise attempt to access any source code for any software program included in the Service;
Use or access the Service (a) directly or indirectly in the interest of or on the behalf of any commercial entity or (b) upon the direct or indirect request or inquiry of any commercial entity;
Use this Service to knowingly infringe, misappropriate or violate the rights of Celera or third parties; and
Introduce to or through this Service any viruses or other items of a destructive nature.

User may conduct research that has been sponsored by another entity as long as: (i) all right, title and interest to resulting intellectual property generated under such research resides solely with User (provided, however, that resulting intellectual property may be licensed to the U.S. government for its use when required by federal law); (ii) User solely directs and controls the research activities and access decisions; and (iii) use of the Celera PANTHER website hereunder is not for the direct benefit of, on behalf of or upon the request of sponsor. Except as expressly permitted above, no other use of the Celera PANTHER website or any Celera Data is permitted, including, but not limited to: use or access for the benefit of, on behalf of or upon the request of any third party; reproduction, adaptations, preparation of derivative works, or distribution of copies of any portion of the Celera PANTHER website or any Celera Data for any purpose; or renting or loaning access to the Celera PANTHER website or any Celera Data, the use of automated log-in windows, scripts or modifications to the Celera PANTHER website log-in, the reverse engineering, decompiling, disassembling or attempting to otherwise access any source code for any software program. User warrants that its use and access of the Celera PANTHER website is for User’s internal use, and may not be resold, republished or otherwise distributed to third parties in any form including, but not limited to, via an internet, intranet or extranet site.

3. Publication.
User may publish, in a non-electronic medium, research results using Celera Data, when such disclosure of Celera Data (i) is scientifically necessary to the publication and directly related to the research, (ii) is required by the publisher; and (iii) involves material research efforts, beyond searches of the Celera PANTHER website, or independent validation of Celera Data by appropriate scientific methods, as acknowledged by peer review journals.
User may publish Celera Data related to no more than 100 proteins (the specific information for which is not then available in a public database) in an electronic medium, by meeting the criteria described above. No later than 10 days prior to the publication date, User shall notify Celera of its intent to publish Celera Data.
When any proposed publications involves the electronic media release of more than 100 proteins, at least 5 business days in advance of submitting for publication, User shall notify Celera of its desire to make such Celera Data publicly available. Celera, through its publication review board, will have complete discretion to determine whether to permit, in whole or in part, such public release of Celera Data. If Celera determines that adequate independent validation has been performed, Celera will allow the release.
All Publications that include Celera Data will include the following attribution: “This data was generated through use of the Celera PANTHER website and associated databases,” and will reference the article appearing in the January 2003 Nucleic Acids Research Database Issue.

4. Intellectual Property.
Subject to Celera’s rights in the Celera PANTHER website or Celera Data, User will own all right, title and interest to the results of its usage of the Celera PANTHER website. User may pursue intellectual property protection of any of his or her inventions at his or her discretion and expense.
Except for rights expressly granted herein, User will have rights, claims or interests in the Celera PANTHER website and Celera Data.
If Celera believes that a part of Celera PANTHER website (but not uses thereof) infringes a patent, copyright, trademark or other proprietary right, or if the licensing or use of a part of Celera PANTHER website is enjoined, Celera may, at its option and expense: (i) suitably adapt Celera PANTHER website to become non-infringing; or (ii) replace such part of Celera PANTHER website with other non-infringing material having substantially the same purpose; or (iii) remove the infringing material.

7. Confidentiality
User agrees that the Celera PANTHER website and Celera Data shall be treated as confidential and will take all reasonable steps to avoid unauthorized use or disclosure of such information. Confidential information does not include information that: (i) was already known to the receiving party at the time it was disclosed by the disclosing party; (ii) is now or subsequently becomes generally available to the public through no fault or breach on the part of a receiving party; (iii) is obtained from a third party, without restriction as to use or disclosure; (iv) is independently developed by the receiving party without use of the disclosing party’s Confidential Information, as documented by written records created at the time of such discovery or development; or (v) is required to be disclosed under applicable law provided the disclosing party has adequate notice and opportunity to contest such disclosure or seek a protective order thereof; or (vi) is permitted under the terms of this Agreement. User may disclose Celera Data to the extent necessary to file or prosecute patent applications and maintain patents.
User agrees that to the extent he or she has provided any information to Celera, related to the Celera PANTHER website and/or the Celera Data, whether on the Celera PANTHER website or otherwise, shall be treated as non-confidential and Celera will be free to use any such information in any manner as it sees fit.

8. Term and Termination
This Agreement will commence on the date User agrees to pay pursuant to the terms hereunder and will remain in full force for the later of thirty (30) days, or the date Celera elects to discontinue access to the Celera PANTHER website. The following will survive termination of this Agreement: Sections 4, 7, 9, 10, and this Section 8.

9. Warranty, Liability and Indemnity
THE SERVICE IS PROVIDED ON AN “AS IS,” “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT POSSIBLE PURSUANT TO THE APPLICABLE LAW, CELERA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT OR OTHER VIOLATION OF RIGHTS. CELERA DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE, VALIDITY, ACCURACY, OR RELIABILITY OF, OR THE RESULTS OF THE USE OF, OR OTHERWISE RESPECTING, THE INFORMATION AND MATERIALS ON THE SERVICE OR ANY SITES LINKED TO THE SERVICE.
UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL CELERA OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OR ANY KIND, INCLUDING, BUT NOT LIMITED TO, LOSS OF DATA OR LOSS OF PROFITS, ARISING OUT OF THE USE, OR THE INABILITY TO USE, THE SITE OR THE MATERIALS CONTAINED IN, OR ACCESSED THROUGH, THE SERVICE, EVEN IF CELERA OR A CELERA AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF YOUR USE OF MATERIALS FROM THIS SERVICE RESULTS IN THE NEED FOR SERVICING, REPAIR OR CORRECTION OF EQUIPMENT OR DATA, YOU ASSUME ANY COSTS THEREOF.
No indemnification for any loss, claim, damage or liability is intended or provided by any party under this agreement. Each party shall be liable for any loss, claim, damage, or liability that said party incurs as a result of

10. General Provisions
This Agreement is not assignable by User.
This Agreement contains the entire agreement of the parties and supersedes all prior verbal or written communications between the parties on the subject matter hereof. The terms and conditions of any User purchase order (or similar document) shall not be applicable unless specifically agreed to in writing by Celera. A party’s failure or delay to enforce any rights under this Agreement will not be a continuing waiver or modification of such right. Any changes made to this Agreement without notifying Celera in advance will render this Agreement immediately void.
The invalidity or unenforceability of any provision herein will cause such provision to be validly reformed to approximate, as much as possible, the intent of the parties or, if unreformable, will be deleted without otherwise affecting the validity or enforceability of the remaining terms or rights of this Agreement.
This Agreement will be construed and enforced under the laws of Delaware, without reference to the conflict of law principles.
These terms and conditions shall apply to the Agreement and shall only be valid if agreed to below and if User has made payment pursuant to the terms herein.

Click “I AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS” to access the PANTHER website.