Agreement between SeqNet.org and Ridom

The SeqNet.org initiative is a European-wide network of laboratories on sequence based typing of microbial pathogens. It generates high quality typing data that are available online to all participants and the public through a web-portal.

The principle goal of SeqNet.org is to establish unambiguous, electronic, portable, synchronised and easily comparable typing data for local infection control and national and European surveillance of sentinel micro-organisms. The Participants of SegNet.org will deliver all data for the web-portal. Ridom is a company that was established in January 2003 by two scientists. Ridom develops software within the bio-informatics field. Ridom has developed and delivered the client software and will deliver the server for SeqNet.org (hereinafter referred to as the "System").

Now, the Parties have entered into this Agreement to determine the rights to the data.

Location and definitions

Article 1
A server was set-up and is currently maintained by the Ridom GmbH (www.SpaServer.ridom.de; hereinafter referred to as the "SpaServer"). The server consists of two parts, i.e., a nomenclature and an epidemiology part. The server is currently running on a computer rented by the Ridom GmbH. The spa Server was developed by Ridom and is curated by the SeqNet.org initiative also on behalf of the laboratories using the server and not participating within SeqNet.org. At the moment the content of the SeqNet.org server is identical to that of the SpaServer. However, it is possible to establish an independent SeqNet.org server for "high quality sequence and epidemiology data" at the Institute of Hygiene of the University of Münster, Germany. Ridom GmbH may charge money on mutual agreement for establishing a SeqNet.org server. In case a SeqNet.org server would be established the SpaServer would become in essence a nomenclature server only. However, every single user may decide by him if he will continue also synchronizing epidemiology data to the SpaServer. If wished by a user, already synchronized epidemiology data from this user must be removed by the Ridom GmbH from the SpaServer. However, the actual status of SeqNet.org curating the spaServer on behalf of all users is a major goal in order to maintain a single database of excellent data quality.

Main merits

Article 2
The System has the following main merits:

• A high quality group of excellence
• A closed network which is fully transparent to Participants
• Creation and maintenance of common nomenclature
• High quality sequenced data
• Rapid information sharing
  

Data property

Article 3
For the moment, SeqNet.org is curating the epidemiologic data of the SpaServer on behalf of all submitters, also for non SeqNet.org members. The data of the epidemiology part of the SpaServer is the property of the SpaServer submitters. The Ridom GmbH has no right to make epidemiologic data available to submitters or others except just the data of a submitter or a group of submitters (as long as all group members agree) that was submitted by them. The SeqNet.org initiative has the right to obtain and analyse all data necessary to set up quality standards (e.g. reliability, spa type frequency, submitters) for members and non-members.

Article 4
The data of the nomenclature part of the SpaServer is the property of the Ridom GmbH. The nomenclature information must always remain publicly accessible.

Article 5
The right to the client and server software developed by Ridom remains the property of Ridom that may use these rights in connection with Ridom's work for third parties.

Data input

Article 6
The SeqNet.org Management Board shall decide the requirements for the quality of data and the type of data to be synchronised to the foreseen SeqNet.org server. If a Management Board decision should cause a substantial technical change in the client and/or server software requirements, Ridom may charge a mutual agreed amount of money for its service in changing the software from SeqNet.org and/or its users. Every SpaServer Submitter maintains the right by configuring the client software accordingly to decide on the amount of data to be synchronized.

Article 7
The SeqNet.org Management Board decides which part of the synchronized epidemiologic data is to be published public accessible. If a Management Board decision should cause a substantial technical change in the client and/or server software requirements, Ridom may charge a mutual agreed amount of money for its service in changing the software from SeqNet.org and/or its users.

Access to data

Article 8
Submitters are people that submit data to the SpaServer and Participants are members of the SeqNet org initiative that submit data to the foreseen SeqNet.org server.

Article 9
All Submitters have equal and timely access to the data published on the SpaServer.

Article 10
All Submitters - single or in smaller networks of co-operation- are free to publish their own data and to use the data published on the web server(s). However, the web server(s) must be acknowledged in all publications. The preferred format of the acknowledgement is: "This publication made use of the spa typing website that is developed by Ridom GmbH and curated by SeqNet.org." Furthermore the authors are requested to cite one at least of the following the following references:

Harmsen D., Claus H., Witte W., Rothgänger J., Claus H., Turnwald D., & Vogel U. (2003). Typing of methicillin-resistant Staphylococcus aureus in a university hospital setting using a novel software for spa-repeat determination and database management. J. Clin. Microbiol. 41:5442-5448.

and / or Aires-de-Sousa M, Boye K, de Lencastre H, Deplano A, Enright MC, Etienne J, Friedrich A, Harmsen D, Holmes A, Huijsdens XW, Kearns AM, Mellmann A, Meugnier H, Rasheed JK, Spalburg E, Strommenger B, Struelens MJ, Tenover FC, Thomas J, Vogel U, Westh H, Xu J, Witte W. 2006. High interlaboratory reproducibility of DNA sequence-based typing of bacteria in a multicenter study.
J. Clin. Microbiol. 44:619-621.

Article 11
If a SeqNet Participant wishes to publish an ad hoc analysis of the database involving Participant's data, this can be done the SpaServer without permission from the data visible on the homepage. However, joint international authorship of reports involving multi-lateral analysis of the database is preferable.

Article 12
SeqNet.org under its own regulations decides on the general rules (that must be equal for all Submitters) for access to the non-visible data on the SpaServer. However, Ridom maintains the right to make some of these data accessible on bilateral agreement (with a single submitter or a group of submitters) to third parties. SeqNet.org has no right to make non-visible data from a certain submitter available to others against the expressed will of this submitter, but SeqNet.org has the right to mark all data synchronised with a quality marker. This quality marker should be visible in future on all online accesses to the spaServer according to the quality established by SeqNet.org.

Article 13
Recognition of outbreaks: Exceptional events of possible international significance (outbreaks or spreading of highly virulent clones) should be brought to the attention of all Submitters/Participants as quickly as possible.

Article 14
Any commercial data exploitment must be negotiated in an extra mutual agreement between SeqNet.org and Ridom and must be of course in full agreement with the respective wishes of the data submitters.

Data protection requirements

Article 15
Submitters and Participants are expected to comply with all national and European and relevant international data protection requirements.

Article 16
Any future exchange between the SeqNet.org server with other servers must assure the principle of common nomenclature and the accomplishment of the quality criteria established by SeqNet.org.

Renouncement of Ridom's "General Terms and Conditions of Business"

Article 17
The Parties agree that Ridom's "General Terms and Conditions of Business" are renounced on the sections regarding rights to data.

Dissolution of one of the parties

Article 18
If SeqNet.org dissolves the data collected up to the date of dissolution at the foreseen SeqNet.org server remains in the ownership of the participants.

Article 19
If Ridom dissolves or enter into the jurisdiction of another company, the data of the foreseen SeqNet.org server remain within the property of SeqNet.org according to the rules for procedure of SeqNet.org. If Ridom dissolves, SeqNet.org has a priority right to buy the SpaServer from Ridom.

Law and venue

Article 20
This Agreement shall be construed and interpreted pursuant to the laws of Germany to the exclusion of any rule that would refer the subject matter to another forum.

Article 21
The Parties submit to the exclusive jurisdiction of the competent court of Würzburg to resolve any dispute between them.