The Project Gutenberg eBook, The New York Stock Exchange and Public
Opinion, by Otto Hermann Kahn
This eBook is for the use of anyone anywhere at no cost and with
almost no restrictions whatsoever. You may copy it, give it away or
re-use it under the terms of the Project Gutenberg License included
with this eBook or online at www.gutenberg.org
Title: The New York Stock Exchange and Public Opinion
Remarks at Annual Dinner, Association of Stock Exchange Brokers, Held at the Astor Hotel, New York, January 24, 1917
Author: Otto Hermann Kahn
Release Date: July 11, 2009 [eBook #29379]
Language: English
***START OF THE PROJECT GUTENBERG EBOOK THE NEW YORK STOCK EXCHANGE AND
PUBLIC OPINION***
E-text prepared by the Project Gutenberg Online Distributed Proofreading
Team (http://www.pgdp.net) from digital material generously made available
by Internet Archive/American Libraries
(http://www.archive.org/details/americana)
Note: Images of the original pages are available through
Internet Archive/American Libraries. See
http://www.archive.org/details/newyorkstockexch00kahnrich
THE NEW YORK STOCK EXCHANGE AND PUBLIC OPINION
by
OTTO H. KAHN
Remarks at Annual Dinner
Association of Stock Exchange Brokers
Held at the Astor Hotel, New York
January 24, 1917
Published by The New York Stock Exchange
The New York Stock Exchange
A couple of weeks ago I went to Washington to contradict under the
solemn obligation of my oath a gross and wanton calumny which, based
upon nothing but anonymous and irresponsible gossip, had been uttered
regarding my name.
On my way between New York and Washington, thinking that, once on the
stand, I might possibly be asked a number of questions more or less
within the general scope of the Committee's enquiry, I indulged in a
little mental exercise by putting myself through an imaginary
examination.
With your permission, I will read a few of these phantom questions and
answers:
Should the Exchange Be "Regulated"?
Question:
_There is a fairly widespread impression that the functions of the
Stock Exchange should be circumscribed and controlled by some
governmental authority; that it needs reforming from without. What have
you to say on that subject?_
Answer:
I need not point out to your Committee the necessity of differentiating
between the Stock Exchange as such and those who use the Stock
Exchange.
Most of the complaints against the Stock Exchange arise from the action
of those outside of its organization and over whose conduct it has no
control. No doubt there have at times been shortcomings and laxity of
methods in the administration of the Stock Exchange just as there have
been in every other institution administered by human hands and brains.
[Sidenote: _Should the Exchange be regulated?_]
Some things were, if not approved, at least tolerated in the past which
are not in accord with the ethical conception of to-day.
The same thing can be said of almost every other institution, even of
Congress. Until a few years ago, the acceptance of campaign
contributions from corporations, the acceptance of railroad passes by
Congressmen and Senators were regular practices which did not shock the
conscience either of the recipients or of the public. Now they have
rightly been made and are looked upon as crimes.
Ethical conceptions change; the limits of what is morally permissible
are drawn tighter. That is the normal process by which civilization
moves forward.
The Stock Exchange has never sought to resist the coming of that higher
standard. On the contrary, in its own sphere it has ever endeavored to
maintain an exemplary standard, and it has ever shown itself ready and
willing to introduce better methods whenever experience showed them to
be wise or suggestion showed them to be called for.
[Sidenote: _Should the Exchange be regulated?_]
In its regulations for the admission of securities to quotation, in the
publicity of its dealings, in the solvency of its members, in its rules
regulating their conduct and the enforcement of such rules, the New
York Stock Exchange is at least on a par with any other Stock Exchange
in the world, and, in fact, more advanced than almost any other.
The outside market on the curb could not exist if it were not for the
stringency of the requirements in the interest of the public which the
Stock Exchange imposes in respect of the admission of securities to
trading within its walls and jurisdiction.
There is no other Stock Exchange in existence in which the public has
that control over the execution of orders, which is given to it by the
practice--unique to the New York Stock Exchange--of having every single
transaction immediately recorded when made and publicly announced on
the ticker and on the daily transaction sheet.
I am familiar with the Stock Exchanges of London, Berlin and Paris, and
I have no hesitation in saying that, on the whole, the New York Stock
Exchange is the most efficient and best conducted organization of its
kind in the world.
[Sidenote: _Should the Exchange be regulated?_]
The recommendations made by the Commission appointed by Governor Hughes
at the time were immediately adopted in toto by the Stock Exchange.
Certain abuses which were shown to have crept into its system several
years ago were at once rectified. From time to time other failings will
become apparent--there may be some in existence at this very moment
which have escaped its attention--as failings become apparent in every
institution, and will have to be met and corrected.
I am satisfied that in cases where public opinion or the proper
authorities call attention to shortcomings which may be found to exist
in the Stock Exchange practice, or where such may be discovered by the
governing body or the membership of the Exchange, prompt correction can
be safely relied upon.
Sometimes and in some respects, it is true, outside observers may have
a clearer vision than those who are qualified by many years of
experience, practice and routine.
If there be any measures which can be shown clearly to be conducive
towards the better fulfilment of those purposes which the Stock
Exchange is created and intended to serve, I am certain that the
membership would not permit themselves to be led or influenced by
hidebound Bourbonism, but would welcome such measures, from whatever
quarter they may originate.
Is the Exchange Merely a Private Institution?
Question:
_Do I understand you to mean, then, that the Stock Exchange is simply
a private institution and as such removed from the control of
governmental authorities and of no concern to them?_
Answer:
I beg your pardon, but that is not the meaning I intended to convey.
While the Stock Exchange is in theory a private institution, it
fulfills in fact a public function of great national importance.
That function is to afford a free and fair, broad and genuine market
for securities and particularly for the tokens of the industrial wealth
and enterprise of the country, i.e., stocks and bonds of corporations.
Without such a market, without such a trading and distributing centre,
wide and active and enterprising, corporate activity could not exist.
[Sidenote: _Is the Exchange merely a private institution?_]
If the Stock Exchange were ever to grow unmindful of the public
character of its functions and of its national duty, if through
inefficiency or for any other reason it should ever become inadequate
or untrustworthy to render to the country the services with constitute
its raison d'être, it would not only be the right, but the duty of the
authorities, State or Federal, to step in.
But thus far, I fail to know of any valid reasons to make such action
called for.
Short Selling--Is it Justifiable?
Question:
_You have commenced your first answer with the words, "I need not
point out to your Commission." That is a complimentary assumption, but
I don't mind telling you that we here are very little acquainted with
the working of the Stock Exchange or the affairs of you Wall Street men
in general. What about short selling?_
Answer:
I do not mean to take a "holier than thou" attitude, but personally, I
have never sold a share of stock short in my life.
Short sellers are born, not made. But if there were not people born who
sell short, they would almost have to be invented.
Short selling has a legitimate place in the scheme of things economic.
It acts as a check on undue optimism, it tends to counteract the danger
of an upward runaway market, it supplies a sustaining force in a
heavily declining market at times of unexpected shock or panic. It is a
valuable element in preventing extremes of advance and decline.
[Sidenote: _Short selling Is it justifiable?_]
The short seller contracts to deliver at a certain price a certain
quantity of stocks which he does not own at the time, but which he
expects the course of the market to permit him to buy at a profit.
In its essence that is not very different from what every contractor
and merchant does when in the usual course of business he undertakes to
complete a job or to deliver goods without having first secured all of
the materials entering into the work or the merchandise.
The practice of short selling has been sanctioned by economists from
the first Napoleon's Minister of Finance to Horace White in our day.
While laws have at various times been enacted to prohibit that
operation, it is a noteworthy fact that in every instance I know of
these laws have been repealed after a short experience of their
effects.
[Sidenote: _Short selling Is it justifiable?_]
I am informed on good authority--though I cannot personally vouch for
the correctness of the information--that there is no short selling on
one nowadays fairly important Stock Exchange,--that of Tokyo, Japan.
You will have seen in the papers that when President Wilson's peace
message (or was it the German Chancellor's peace speech?) became known
in Tokyo, the Stock Exchange there was thrown into a panic of such
violence that it had to close its doors. It attempted to reopen a
couple of days later, but after a short while of trading was again
compelled to suspend.
Assuming my information to be correct, you have here an illuminating
instance of cause and effect.
Short selling does become a wrong when and to the extent that the
methods and intent of the short seller are wrong.
The short seller who goes about like a raging lion [or bear] seeking
whom he may devour; he who deliberately smashes values by dint of
manipulation or artificially intensified selling amounting in effect to
manipulation, or by spreading alarm through untrue reports or even
through merely unverified rumors, does wrong and ought to be punished.
[Sidenote: _Short selling Is it justifiable?_]
Perhaps the Stock Exchange authorities are not always alert enough and
thorough enough in running down and punishing deliberate wreckers of
values and spreaders of evil omen; perhaps there is altogether not
enough energy and determination in dealing with the grave and dangerous
evil of rumor mongering on the Stock Exchange and in brokers' offices.
But after all even Congress, with the machinery of almost unlimited
power at its hand, does not always seem to find it quite easy to hunt
the wicked rumor-mongers to their lairs and subject them to adequate
punishment.
Yet the unwarranted assailing of a man's good name is a more grievous
and heinous offence than the assailing, by dint even of false reports,
of the market prices of his possessions.
I need hardly add that the practices to which I have above referred are
equally wrong and punishable when they aim at and are applied to the
artificial boosting of prices as when the object is the artificial
depression of prices.
Does the Public Get "Fleeced"?
Question:
_We hear or read from time to time about the public being fleeced.
There is a good deal of smoke. Isn't there some fire?_
Answer:
If people do get "fleeced," the fault lies mainly with outside
promoters or unscrupulous financiers, over whom the Stock Exchange has
no effective control. Some people imagine themselves "fleeced," when
the real trouble was their own get-rich-quick greed in buying highly
speculative or unsound securities, or having gone into the market
beyond their depth, or having exercised poor judgment as to the time of
buying and selling. Against these causes I know of no effective remedy,
just as there is no way to prevent a man from overeating or eating what
is bad for him.
In saying this, I do not mean to imply that stockbrokers have not a
duty in the premises.
[Sidenote: _Does the public get fleeced?_]
On the contrary, they have a very distinct and comprehensive duty
towards their clients, especially those less familiar with stock market
and financial affairs, and towards the public at large. And they have
furthermore the duty to abstain from tempting or unduly encouraging
people to speculate on margin, especially people of limited means, and
from accepting or continuing accounts which are not amply protected by
margin. In respect of the latter requirement, the Stock Exchange has
rightly increased the stringency of its rules some years ago, and it
cannot too sternly set its face against an infringement of those rules
or too vigilantly guard against their evasion.
Against unscrupulous promotion and financiering a remedy might be found
in a law which should forbid any public dealing in any industrial
security [for railroad and public service securities the existing
Commissions afford ample protection to the public] unless its
introduction is accompanied by a prospectus setting forth every
material detail about the company concerned and the security offered,
such prospectus to be signed by persons who are to be held responsible
at law for any wilful omission or misstatement therein.
[Sidenote: _Does the public get fleeced?_]
Such a law would be analogous in its purpose and function to the Pure
Food Law, Any, let us call it, "anti-fleecing" law which went beyond
that purpose and function would overshoot the mark. The Pure Food Law
does not pretend to prescribe how much a man should eat, when he should
eat or what is good or bad for him to eat, but it does prescribe that
the ingredients of what is sold to him as food must be honestly and
publicly stated. The same principle should prevail in respect of the
offering and sale of securities.
If a drug contains water, the quantity or proportion must be shown on
the label, so that a man cannot sell you a bottle filled with water
when you think you are buying a tonic. In the same way the proportion
of water in a stock issue should be plainly and publicly shown.
The purchaser should not be permitted to be under the impression that
he is buying a share in tangible assets when, as a matter of fact, he
is buying expectations, earning capacity or goodwill. These may be, and
often are, very valuable elements, but the purchaser ought to be
enabled to judge as to that with the facts plainly and clearly before
him.
[Sidenote: _Does the public get fleeced?_]
The main evil of watered stock lies not in the presence of water, but
in the concealment or coloring of that liquid. Notwithstanding the
unenviable reputation which the popular view attaches to watered stock,
there are distinctly two sides to that question, always provided that
the strictest and fullest publicity is given to all pertinent facts
concerning the creation and nature of the stock.
Do "Big Men" Put the Market Up or Down?
Question:
_Is it not a fact that some of the "big men" get together from time
to time and determine to put the market up or down so as to catch
profits going and coming?_
Answer:
As to "big men" meeting to determine the course of the stock market,
that is one of those legends and superstitions inherited from olden
days many years ago when conditions were totally different from what
they are now, and when the scale of things and morals, too, were
different, which it is hard to kill.
The fluctuations of the stock market represent the views, the judgment
and the conditions of thousands of people all over the country, and
indeed, in normal times, all over the world.
The current which sends market prices up or down is far stronger than
any man or combination of men. It would sweep any man or men aside like
driftwood if they stood in its way or attempted to deflect it.
[Sidenote: _Do "big men" put the market up or down?_]
True, men at times discern the approach of that current from afar off
and back their judgment singly, or sometimes even a few of them
together, as to its time and effect. They may hasten a little the
advent of that current, they may a little intensify its effect, but
they have not the power to either unloosen it or stop it.
If by the term "big men" you mean Bankers, let me add that a genuine
Banker has very little time and, generally speaking, equally little
inclination to speculate, and that his very training and occupation
unfit him to be a successful speculator.
The Banker's training is to judge intrinsic values, his outlook must be
broad and comprehensive, his plans must take account of the longer
future. The Speculator's business is to discern and take advantage of
immediate situations, his outlook is for tomorrow, or anyhow for the
early future; he must indeed be able at times to disregard intrinsic
values.
[Sidenote: _Do "big men" put the market up or down?_]
The temperamental and mental qualifications of the Banker and
Speculator are fundamentally conflicting and it hardly ever happens
that these qualifications are successfully combined in one and the same
person. The Banker as a stock market factor is vastly and strangely
over-estimated, even by the Stock Exchange fraternity itself.
May I add, in parenthesis, that a sharp line of demarcation exists
between the speculator and the gambler? The former has a useful and
probably a necessary function, the latter is a parasite and a nuisance.
He is only tolerated because it seems impossible to abolish him without
at the same time doing damage to elements the preservation of which is
of greater importance than the obliteration of the gambler.
To the Members of the Exchange
Now by this time the Committee would surely feel that it has had a
surfeit of my wisdom, as I am sure you must feel, but if you will be
indulgent a very little while longer, I should like to say a few words
more to you whose guest I have the honor to be this evening.
My recent observation of and contact with Congressmen and others in
Washington have once more fortified my belief that the men by and large
whom the country sends to Washington to represent it, desire and are
endeavoring, honestly and painstakingly, to do their duty according to
their light and conscience, and that, making reasonable allowance for
the element of party considerations, they represent very fairly the
views and sentiments of the average American.
[Sidenote: _The pioneer period of economic development is ended_]
Most of them are men of moderate circumstances. Very few of them have
had occasion to familiarize themselves with the laws, the history and
the functionings of finance and trade; to come into relation to the big
business affairs of the country, or to compare views with its active
business men.
It may be assumed that, very naturally, not a few of them have failed
to come to a full recognition of the facts that the mighty pioneer
period of America's economic development came definitely to an end a
dozen years ago, that with it came to an end practices and methods and
ethical conceptions, which in the midst of the magnificent achievements
of that turbulent period were, if not permitted, yet to an extent
silently tolerated, and that business has willingly fallen into line
and kept in line with the reforms which were called for in business as
in other walks of our national life.
The opinions of the world, and particularly of the political world,
travel along well worn roads. Men are reluctant to go to the effort of
reconsidering opinions once definitely formed and fixed.
[Sidenote: _The vacuum cleaner of reform and regulation_]
Many in and out of Congress are still under the controlling impress of
the stormy years when certain deplorable occurrences affecting
corporations and business men were brought to light, when it was
demonstrated that certain abuses which had accumulated during well nigh
two generations needed to be done away with for good and all, and when
the people went through the ancient edifice of business with the vacuum
cleaner of reform and regulation, using it very thoroughly, perhaps, in
spots, a little too thoroughly.
Not a few politicians are still sounding the old battle cry, although
the battle of the people for the regulation and supervision of
corporations was fought to a finish years ago _and won by the people_,
and although the people themselves of late, on the few occasions when
a direct proposition has been put up to them, such as recently in
Missouri, have indicated that they consider the punitive and
probationary period at an end and want business to be given a fair
chance and a square deal.
When the right of suffrage was thrown open to the masses of the people
in England, a great Englishman said, "Now we must educate our masters."
In this country it is not so much a question of educating our masters,
the people and the people's representatives [who, moreover, would
resent and refuse to tolerate for a moment any such patronizing
assumption], as of getting them to know us and getting ourselves to
know them.
[Sidenote: _The need for closer contact and better understanding_]
All parties concerned will benefit from coming into closer contact with
each other and becoming acquainted with each other's viewpoints.
Can we honestly say that we are doing our full share to bring about
such contact and to get ourselves and what we believe in properly
understood, believe in not only because it happens to be our job in
life and our self-interest, but because in the general scheme of things
it serves a legitimate and useful and necessary function for our
country?
How many of us have taken the trouble to seek the personal acquaintance
of the Congressmen or Assemblymen or State Senators representing our
respective districts?
How many of us make an effort to come into personal relationship with
people, both here and in the West, outside of our accustomed circles?
Yet an ounce of personal relationship and personal talk is worth many
pounds of speech making and publicity propaganda.
[Sidenote: _"To be one of fifteen men around a table"_]
When you look a man in the face and talk to him and question him and
realize in the end that he is sincere in his viewpoint, whether you
share it or not, and that he is made of the same human stuff as you,
and has neither horns nor claws nor hoofs, much animosity, many
preconceived notions are apt to vanish and you are not so cocksure any
longer that the other fellow is a destructive devil of radicalism or a
bloated devil of capitalism, as the case may be.
I recall in this connection an incident which concerns my great friend,
the late E. H. Harriman. He talked to me about his wish to be elected
to a certain railroad board. I said, "I don't really see what use that
would be to you. You would be one of fifteen men, of whom presumably
fourteen would be against you." He answered: "I know that, but all the
opportunity I ever want is to be one of fifteen men around a table."
And the result has shown that that was all the opportunity he needed.
We cannot all have the conquering genius and force of a Harriman, but
every one of us, in a greater or lesser degree, every one in some
degree has the power of co-operating in the vastly important task of
personal propaganda for a better understanding, a juster appreciation
of each other, between East and West and South, between what is termed
Wall Street and the men who make our laws, between business and the
people.
[Sidenote: _This is the age of publicity_]
This is the age of publicity, whether we like it or not. Democracy is
inquisitive and won't take things for granted. It will not be satisfied
with dignified silence, still less with resentful silence.
Business and business men must come out of their old time seclusion,
they must vindicate their usefulness, they must prove their title, they
must claim and defend their rights and stand up for their convictions.
Nor will business or the dignity of business men be harmed in the
process.
No healthy organism is hurt by exposure to the open air. No dignity is
worth having or merited or capable of being long preserved which cannot
hold its own in the market place.
Democracy wants "to be shown." It is no longer sufficient for the
successful man to claim that he has won his place by hard work, energy,
foresight and integrity.
[Sidenote: _The use of the power that goes with success_]
Democracy insists rightly that a part of every man's ability belongs to
the community. Democracy watches more and more carefully from year to
year what use is being made of the rewards which are bestowed upon
material success, and particularly whether the power which goes with
success is used wisely and well, with due sense of responsibility and
self-restraint, with due regard for the interests of the community.
And if the consensus of enlightened public opinion should come to
conclude that on the whole it is not so used, the people will find
means to limit those rewards and to curtail that power.
And what is true of the public attitude towards individuals holds good
equally of its attitude towards organizations such as the Stock
Exchange.
There can be little doubt that a great deal of misconception prevails
as to its methods, spirit and practices, as to its functions, purposes
and its place in the country's economic structure.
It is of great and urgent importance that the Stock Exchange should
leave nothing undone to get itself better and more correctly
understood. It should not only not avoid the fullest publicity and
scrutiny, but it should welcome and seek them.
[Sidenote: _The Stock Exchange a National Institution_]
It has nothing to hide and it should be glad to show that it has
nothing to hide. It should miss no opportunity to explain patiently and
in good temper what it is and stands for, to correct misunderstandings
and erroneous conception.
If it is attacked from any quarter deserving of attention, it should go
to the trouble of defending itself. If it is made the object of
calumny, it should contradict and confound the slanderer.
Its members should ever remember that while in theory the Stock
Exchange is merely a market for the buying and selling of securities,
actually and collectively they constitute a national institution of
great importance and great power for good or ill.
They are officers of the court of commerce in the same sense in which
lawyers are officers of the court of law. They should not be satisfied
with things as they find them, they should not take the way of least
resistance, they should ever seek to broaden their own outlook and
extend the field and scope of the Stock Exchange's activities.
[Sidenote: _American opportunity for foreign trade_]
One of the reasons for London's financial world position is that its
Stock Exchange affords a market for all kinds of securities of all
kinds of countries. The English Stock Broker's outlook and general or
detailed information range over the entire inhabited globe. It is
largely through him that the investing or speculative public is kept
advised as to opportunities for placing funds in foreign countries. He
is an active and valuable force in gathering and spreading information
and in enlisting British capital on its world-wide mission.
The viewpoint of the average American investor is as yet rather a
narrow one. Investment in foreign countries is not much to his liking.
The regions too far removed from Broadway do not greatly appeal to him
as fields for financial fructification.
Yet, if America is to avail herself fully of the opportunities for her
trade which the world offers, she must be prepared to open her markets
to foreign securities, both bonds and stocks.
If America aspires to an economic world position similar to England's,
she must have amongst other things financial [such as, first of all, a
discount market] a market for foreign securities.
[Sidenote: _We are at a turning point in American History_]
In educating first themselves and then the public to an appreciation of
the importance and attractiveness of such a market, with due regard to
safety, and to the prior claim of American enterprise in its own
country, the members of the Stock Exchange have an immense field for
their imagination, their desire for knowledge and their energy.
We all of us must try to adjust our viewpoint to the situation which
the war has created for America, and to the consequences which will
spring from that situation after the war will have ceased.
As Mr. Vanderlip so well said in a recent speech: "Never did a nation
have flung at it so many gifts of opportunity, such inspiration for
achievement. We are like the heir of an enormously wealthy father. None
too well trained, none too experienced, with the pleasure-loving
qualities of youth, we have suddenly, by a world tragedy, been made
heir to the greatest estate of opportunity that imagination ever
pictured."
America is in a period which for good or ill is a turning point in her
history. Her duty and her responsibility are equally as great as her
opportunity. Shall we rise to its full potentiality, both in a material
and in a moral sense?
The words of an English poet come to my mind:
"We've sailed wherever ships can sail,
We've founded many a mighty state,
God grant our greatness may not stale
Through craven fear of being great."
It is not "craven fear" that will prevent us from attaining the summit
of the greatness which it is open to America to reach, for fear has
never kept back Americans--any more than Englishmen--and never will.
Indifference, slackness and sloth, lack of breadth and depth in thought
and planning; the softening of our fibre through easy prosperity and
luxury; unwise or hampering laws, inadequacy of vision and of
purposeful, determined effort, individual and national, are what we
have to guard against.
God grant America may not fail to grasp and hold that greatness which
lies at her hand!
***END OF THE PROJECT GUTENBERG EBOOK THE NEW YORK STOCK EXCHANGE AND
PUBLIC OPINION***
******* This file should be named 29379-8.txt or 29379-8.zip *******
This and all associated files of various formats will be found in:
http://www.gutenberg.org/dirs/2/9/3/7/29379
Updated editions will replace the previous one--the old editions
will be renamed.
Creating the works from public domain print editions means that no
one owns a United States copyright in these works, so the Foundation
(and you!) can copy and distribute it in the United States without
permission and without paying copyright royalties. Special rules,
set forth in the General Terms of Use part of this license, apply to
copying and distributing Project Gutenberg-tm electronic works to
protect the PROJECT GUTENBERG-tm concept and trademark. Project
Gutenberg is a registered trademark, and may not be used if you
charge for the eBooks, unless you receive specific permission. If you
do not charge anything for copies of this eBook, complying with the
rules is very easy. You may use this eBook for nearly any purpose
such as creation of derivative works, reports, performances and
research. They may be modified and printed and given away--you may do
practically ANYTHING with public domain eBooks. Redistribution is
subject to the trademark license, especially commercial
redistribution.
*** START: FULL LICENSE ***
THE FULL PROJECT GUTENBERG LICENSE
PLEASE READ THIS BEFORE YOU DISTRIBUTE OR USE THIS WORK
To protect the Project Gutenberg-tm mission of promoting the free
distribution of electronic works, by using or distributing this work
(or any other work associated in any way with the phrase "Project
Gutenberg"), you agree to comply with all the terms of the Full Project
Gutenberg-tm License (available with this file or online at
http://www.gutenberg.org/license).
Section 1. General Terms of Use and Redistributing Project Gutenberg-tm
electronic works
1.A. By reading or using any part of this Project Gutenberg-tm
electronic work, you indicate that you have read, understand, agree to
and accept all the terms of this license and intellectual property
(trademark/copyright) agreement. If you do not agree to abide by all
the terms of this agreement, you must cease using and return or destroy
all copies of Project Gutenberg-tm electronic works in your possession.
If you paid a fee for obtaining a copy of or access to a Project
Gutenberg-tm electronic work and you do not agree to be bound by the
terms of this agreement, you may obtain a refund from the person or
entity to whom you paid the fee as set forth in paragraph 1.E.8.
1.B. "Project Gutenberg" is a registered trademark. It may only be
used on or associated in any way with an electronic work by people who
agree to be bound by the terms of this agreement. There are a few
things that you can do with most Project Gutenberg-tm electronic works
even without complying with the full terms of this agreement. See
paragraph 1.C below. There are a lot of things you can do with Project
Gutenberg-tm electronic works if you follow the terms of this agreement
and help preserve free future access to Project Gutenberg-tm electronic
works. See paragraph 1.E below.
1.C. The Project Gutenberg Literary Archive Foundation ("the Foundation"
or PGLAF), owns a compilation copyright in the collection of Project
Gutenberg-tm electronic works. Nearly all the individual works in the
collection are in the public domain in the United States. If an
individual work is in the public domain in the United States and you are
located in the United States, we do not claim a right to prevent you from
copying, distributing, performing, displaying or creating derivative
works based on the work as long as all references to Project Gutenberg
are removed. Of course, we hope that you will support the Project
Gutenberg-tm mission of promoting free access to electronic works by
freely sharing Project Gutenberg-tm works in compliance with the terms of
this agreement for keeping the Project Gutenberg-tm name associated with
the work. You can easily comply with the terms of this agreement by
keeping this work in the same format with its attached full Project
Gutenberg-tm License when you share it without charge with others.
1.D. The copyright laws of the place where you are located also govern
what you can do with this work. Copyright laws in most countries are in
a constant state of change. If you are outside the United States, check
the laws of your country in addition to the terms of this agreement
before downloading, copying, displaying, performing, distributing or
creating derivative works based on this work or any other Project
Gutenberg-tm work. The Foundation makes no representations concerning
the copyright status of any work in any country outside the United
States.
1.E. Unless you have removed all references to Project Gutenberg:
1.E.1. The following sentence, with active links to, or other immediate
access to, the full Project Gutenberg-tm License must appear prominently
whenever any copy of a Project Gutenberg-tm work (any work on which the
phrase "Project Gutenberg" appears, or with which the phrase "Project
Gutenberg" is associated) is accessed, displayed, performed, viewed,
copied or distributed:
This eBook is for the use of anyone anywhere at no cost and with
almost no restrictions whatsoever. You may copy it, give it away or
re-use it under the terms of the Project Gutenberg License included
with this eBook or online at www.gutenberg.org
1.E.2. If an individual Project Gutenberg-tm electronic work is derived
from the public domain (does not contain a notice indicating that it is
posted with permission of the copyright holder), the work can be copied
and distributed to anyone in the United States without paying any fees
or charges. If you are redistributing or providing access to a work
with the phrase "Project Gutenberg" associated with or appearing on the
work, you must comply either with the requirements of paragraphs 1.E.1
through 1.E.7 or obtain permission for the use of the work and the
Project Gutenberg-tm trademark as set forth in paragraphs 1.E.8 or
1.E.9.
1.E.3. If an individual Project Gutenberg-tm electronic work is posted
with the permission of the copyright holder, your use and distribution
must comply with both paragraphs 1.E.1 through 1.E.7 and any additional
terms imposed by the copyright holder. Additional terms will be linked
to the Project Gutenberg-tm License for all works posted with the
permission of the copyright holder found at the beginning of this work.
1.E.4. Do not unlink or detach or remove the full Project Gutenberg-tm
License terms from this work, or any files containing a part of this
work or any other work associated with Project Gutenberg-tm.
1.E.5. Do not copy, display, perform, distribute or redistribute this
electronic work, or any part of this electronic work, without
prominently displaying the sentence set forth in paragraph 1.E.1 with
active links or immediate access to the full terms of the Project
Gutenberg-tm License.
1.E.6. You may convert to and distribute this work in any binary,
compressed, marked up, nonproprietary or proprietary form, including any
word processing or hypertext form. However, if you provide access to or
distribute copies of a Project Gutenberg-tm work in a format other than
"Plain Vanilla ASCII" or other format used in the official version
posted on the official Project Gutenberg-tm web site (www.gutenberg.org),
you must, at no additional cost, fee or expense to the user, provide a
copy, a means of exporting a copy, or a means of obtaining a copy upon
request, of the work in its original "Plain Vanilla ASCII" or other
form. Any alternate format must include the full Project Gutenberg-tm
License as specified in paragraph 1.E.1.
1.E.7. Do not charge a fee for access to, viewing, displaying,
performing, copying or distributing any Project Gutenberg-tm works
unless you comply with paragraph 1.E.8 or 1.E.9.
1.E.8. You may charge a reasonable fee for copies of or providing
access to or distributing Project Gutenberg-tm electronic works provided
that
- You pay a royalty fee of 20% of the gross profits you derive from
the use of Project Gutenberg-tm works calculated using the method
you already use to calculate your applicable taxes. The fee is
owed to the owner of the Project Gutenberg-tm trademark, but he
has agreed to donate royalties under this paragraph to the
Project Gutenberg Literary Archive Foundation. Royalty payments
must be paid within 60 days following each date on which you
prepare (or are legally required to prepare) your periodic tax
returns. Royalty payments should be clearly marked as such and
sent to the Project Gutenberg Literary Archive Foundation at the
address specified in Section 4, "Information about donations to
the Project Gutenberg Literary Archive Foundation."
- You provide a full refund of any money paid by a user who notifies
you in writing (or by e-mail) within 30 days of receipt that s/he
does not agree to the terms of the full Project Gutenberg-tm
License. You must require such a user to return or
destroy all copies of the works possessed in a physical medium
and discontinue all use of and all access to other copies of
Project Gutenberg-tm works.
- You provide, in accordance with paragraph 1.F.3, a full refund of any
money paid for a work or a replacement copy, if a defect in the
electronic work is discovered and reported to you within 90 days
of receipt of the work.
- You comply with all other terms of this agreement for free
distribution of Project Gutenberg-tm works.
1.E.9. If you wish to charge a fee or distribute a Project Gutenberg-tm
electronic work or group of works on different terms than are set
forth in this agreement, you must obtain permission in writing from
both the Project Gutenberg Literary Archive Foundation and Michael
Hart, the owner of the Project Gutenberg-tm trademark. Contact the
Foundation as set forth in Section 3 below.
1.F.
1.F.1. Project Gutenberg volunteers and employees expend considerable
effort to identify, do copyright research on, transcribe and proofread
public domain works in creating the Project Gutenberg-tm
collection. Despite these efforts, Project Gutenberg-tm electronic
works, and the medium on which they may be stored, may contain
"Defects," such as, but not limited to, incomplete, inaccurate or
corrupt data, transcription errors, a copyright or other intellectual
property infringement, a defective or damaged disk or other medium, a
computer virus, or computer codes that damage or cannot be read by
your equipment.
1.F.2. LIMITED WARRANTY, DISCLAIMER OF DAMAGES - Except for the "Right
of Replacement or Refund" described in paragraph 1.F.3, the Project
Gutenberg Literary Archive Foundation, the owner of the Project
Gutenberg-tm trademark, and any other party distributing a Project
Gutenberg-tm electronic work under this agreement, disclaim all
liability to you for damages, costs and expenses, including legal
fees. YOU AGREE THAT YOU HAVE NO REMEDIES FOR NEGLIGENCE, STRICT
LIABILITY, BREACH OF WARRANTY OR BREACH OF CONTRACT EXCEPT THOSE
PROVIDED IN PARAGRAPH F3. YOU AGREE THAT THE FOUNDATION, THE
TRADEMARK OWNER, AND ANY DISTRIBUTOR UNDER THIS AGREEMENT WILL NOT BE
LIABLE TO YOU FOR ACTUAL, DIRECT, INDIRECT, CONSEQUENTIAL, PUNITIVE OR
INCIDENTAL DAMAGES EVEN IF YOU GIVE NOTICE OF THE POSSIBILITY OF SUCH
DAMAGE.
1.F.3. LIMITED RIGHT OF REPLACEMENT OR REFUND - If you discover a
defect in this electronic work within 90 days of receiving it, you can
receive a refund of the money (if any) you paid for it by sending a
written explanation to the person you received the work from. If you
received the work on a physical medium, you must return the medium with
your written explanation. The person or entity that provided you with
the defective work may elect to provide a replacement copy in lieu of a
refund. If you received the work electronically, the person or entity
providing it to you may choose to give you a second opportunity to
receive the work electronically in lieu of a refund. If the second copy
is also defective, you may demand a refund in writing without further
opportunities to fix the problem.
1.F.4. Except for the limited right of replacement or refund set forth
in paragraph 1.F.3, this work is provided to you 'AS-IS', WITH NO OTHER
WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO
WARRANTIES OF MERCHANTIBILITY OR FITNESS FOR ANY PURPOSE.
1.F.5. Some states do not allow disclaimers of certain implied
warranties or the exclusion or limitation of certain types of damages.
If any disclaimer or limitation set forth in this agreement violates the
law of the state applicable to this agreement, the agreement shall be
interpreted to make the maximum disclaimer or limitation permitted by
the applicable state law. The invalidity or unenforceability of any
provision of this agreement shall not void the remaining provisions.
1.F.6. INDEMNITY - You agree to indemnify and hold the Foundation, the
trademark owner, any agent or employee of the Foundation, anyone
providing copies of Project Gutenberg-tm electronic works in accordance
with this agreement, and any volunteers associated with the production,
promotion and distribution of Project Gutenberg-tm electronic works,
harmless from all liability, costs and expenses, including legal fees,
that arise directly or indirectly from any of the following which you do
or cause to occur: (a) distribution of this or any Project Gutenberg-tm
work, (b) alteration, modification, or additions or deletions to any
Project Gutenberg-tm work, and (c) any Defect you cause.
Section 2. Information about the Mission of Project Gutenberg-tm
Project Gutenberg-tm is synonymous with the free distribution of
electronic works in formats readable by the widest variety of computers
including obsolete, old, middle-aged and new computers. It exists
because of the efforts of hundreds of volunteers and donations from
people in all walks of life.
Volunteers and financial support to provide volunteers with the
assistance they need are critical to reaching Project Gutenberg-tm's
goals and ensuring that the Project Gutenberg-tm collection will
remain freely available for generations to come. In 2001, the Project
Gutenberg Literary Archive Foundation was created to provide a secure
and permanent future for Project Gutenberg-tm and future generations.
To learn more about the Project Gutenberg Literary Archive Foundation
and how your efforts and donations can help, see Sections 3 and 4
and the Foundation web page at http://www.gutenberg.org/fundraising/pglaf.
Section 3. Information about the Project Gutenberg Literary Archive
Foundation
The Project Gutenberg Literary Archive Foundation is a non profit
501(c)(3) educational corporation organized under the laws of the
state of Mississippi and granted tax exempt status by the Internal
Revenue Service. The Foundation's EIN or federal tax identification
number is 64-6221541. Contributions to the Project Gutenberg
Literary Archive Foundation are tax deductible to the full extent
permitted by U.S. federal laws and your state's laws.
The Foundation's principal office is located at 4557 Melan Dr. S.
Fairbanks, AK, 99712., but its volunteers and employees are scattered
throughout numerous locations. Its business office is located at
809 North 1500 West, Salt Lake City, UT 84116, (801) 596-1887, email
[email protected]. Email contact links and up to date contact
information can be found at the Foundation's web site and official
page at http://www.gutenberg.org/about/contact
For additional contact information:
Dr. Gregory B. Newby
Chief Executive and Director
[email protected]
Section 4. Information about Donations to the Project Gutenberg
Literary Archive Foundation
Project Gutenberg-tm depends upon and cannot survive without wide
spread public support and donations to carry out its mission of
increasing the number of public domain and licensed works that can be
freely distributed in machine readable form accessible by the widest
array of equipment including outdated equipment. Many small donations
($1 to $5,000) are particularly important to maintaining tax exempt
status with the IRS.
The Foundation is committed to complying with the laws regulating
charities and charitable donations in all 50 states of the United
States. Compliance requirements are not uniform and it takes a
considerable effort, much paperwork and many fees to meet and keep up
with these requirements. We do not solicit donations in locations
where we have not received written confirmation of compliance. To
SEND DONATIONS or determine the status of compliance for any
particular state visit http://www.gutenberg.org/fundraising/donate
While we cannot and do not solicit contributions from states where we
have not met the solicitation requirements, we know of no prohibition
against accepting unsolicited donations from donors in such states who
approach us with offers to donate.
International donations are gratefully accepted, but we cannot make
any statements concerning tax treatment of donations received from
outside the United States. U.S. laws alone swamp our small staff.
Please check the Project Gutenberg Web pages for current donation
methods and addresses. Donations are accepted in a number of other
ways including checks, online payments and credit card donations.
To donate, please visit:
http://www.gutenberg.org/fundraising/donate
Section 5. General Information About Project Gutenberg-tm electronic
works.
Professor Michael S. Hart is the originator of the Project Gutenberg-tm
concept of a library of electronic works that could be freely shared
with anyone. For thirty years, he produced and distributed Project
Gutenberg-tm eBooks with only a loose network of volunteer support.
Project Gutenberg-tm eBooks are often created from several printed
editions, all of which are confirmed as Public Domain in the U.S.
unless a copyright notice is included. Thus, we do not necessarily
keep eBooks in compliance with any particular paper edition.
Most people start at our Web site which has the main PG search facility:
http://www.gutenberg.org
This Web site includes information about Project Gutenberg-tm,
including how to make donations to the Project Gutenberg Literary
Archive Foundation, how to help produce our new eBooks, and how to
subscribe to our email newsletter to hear about new eBooks.
