2. PERMITTED PURPOSE
mi IT supplier Products
All CD-ROM Products are licensed for use on either a single stand-alone personal computer at the Location or a laptop owned by the Customer. For online Products, access is supplied by way of a username and password. These can be used at the Customer's discretion provided they are only shared by employees at the Location. Only one person may be logged in using the same username and password at any one time. VNU permits the Customer to search and browse via the laptop or personal computer using the software program for the purpose of displaying data on the computer screen. Each download of data is for use in a single use direct marketing or telemarketing campaign only. For the avoidance of doubt, single use means that the Customer may use the data taken from the Product to contact each name once by telephone and once by post. Email addresses are not available to download from the site.

mi IT user Products
All CD-ROM Products are licensed for use on either a single stand-alone personal computer at the Location or a laptop owned by the Customer. For online Products, access is supplied by way of a username and password. These can be used at the Customer's discretion provided they are only shared by employees at the Location. Only one person may be logged in using the same username and password at any one time. VNU permits the Customer to search and browse via the laptop or personal computer using the software program for the purpose of displaying data on the computer screen. Each download of data is for use in a single use direct marketing or telemarketing campaign only. For the avoidance of doubt, single use means that the Customer may use the data taken from the Product to contact each name once by telephone and once by post. Email addresses are not available to download from the site.

mi niche market Products
All CD-ROM Products are licensed for use on either a single stand-alone personal computer at the Location or a laptop owned by the Customer. For online Products, access is supplied by way of a username and password. These can be used at the Customer's discretion provided they are only shared by employees at the Location. Only one person may be logged in using the same username and password at any one time. VNU permits the Customer to search and browse via the laptop or personal computer using the software program for the purpose of displaying data on the computer screen. Each download of data is for use in a single use direct marketing or telemarketing campaign only. For the avoidance of doubt, single use means that the Customer may use the data taken from the Product to contact each name once by telephone and once by post. Email addresses are not available to download from the site.

Book Directories
For any Product in book format, the Customer may incorporate no more than ten per cent (10%) of names, addresses, telephone and fax numbers onto the Customer's own database (electronic or non-electronic) for the purpose of marketing, promoting or advertising the Customer's own products and/or services. The Customer is permitted to photocopy a maximum of ten per cent (10%) in total of the books for the Customer's internal use.

3. FULFILLMENT / LICENCE CD-ROM and Online Products
VNU grants to the Customer a personal, non-transferable and non-exclusive licence to use the Product for the Permitted Purpose in the United Kingdom.
For CD-ROM Products, the Customer shall be responsible for loading the Product on to the personal computer and for supplying any other operating supplies and supporting accessories. Installing the Product on another personal computer is not permitted unless the existing copy is deleted and a further Order Form is completed and received by VNU. VNU reserve the right to refuse an application to reinstall the Product on another personal computer or laptop at any time.
For CD-ROM Products, the Customer shall not permit multiple users to access the Product or for the Product to be installed on a network, unless the Customer has applied for a network licence and obtained the express permission of VNU.
The licence granted to the Customer does not include any express or implied right to access or to use the Product by or for the benefit of any third parties and the Customer shall not make any copies of the Product or any parts thereof unless stated therein. The Customer understands that VNU reserves the right to monitor data usage and audit for compliance with these terms and conditions.
The Customer shall not use the Product except as permitted by these terms and conditions; disclose the Product to any third party nor disclose it to any of its own officers, employees, agents or contractors except those who have a need to have it disclosed to them for the purpose of these terms and conditions; incorporate the Product or any part thereof onto any database other than provided for in these terms and conditions, use the Product or any part of it to create a database similar to the Product or to create other similar derivative works or modify, copy, lease, sell, publish, transmit or otherwise distribute the Product in any way other than in accordance with these terms and conditions. VNU reserves the right to request copies of any promotional material that incorporates or uses any data from the Product and the Customer agrees to provide such promotional material promptly following such a request.

Books
The Product in book format is sold to the Customer subject to the Permitted Purpose.

Booksellers
VNU may provide a sale and return service for booksellers only. To qualify for a refund, the bookseller must return the Product to VNU no later than a month after publication of a new release of the Product.

4. CREDIT UNITS
For CD-ROM and online Products, the Customer is granted the number of credit units as stated on the Order Form. The Customer may only download data from the Products based on the number of credit units purchased. It is not possible to recoup lost credit units. If the Product is reinstalled on a replacement personal computer or laptop at the request of the Customer, all remaining credit units will be lost. Access to credit units will only be given to the Customer and can only be installed on one personal computer or laptop. Additional batches of credit units may be purchased from VNU.

5. ORDERING A PRODUCT
The Customer may place an order in writing, by fax, by telephone, online, or by any other means provided for by VNU. When ordering by telephone, the Customer should have its credit card number at hand. By submitting an Order Form, the Customer will be deemed to have confirmed its acceptance of and agreement to be bound by these terms and conditions.

6. PRICES / PAYMENT
VNU sells / licenses the Products in consideration of the Customer paying the fees detailed in the Order Form. Unless otherwise stated, payment is required to be paid in advance prior to despatch of the Product or the username and password, as appropriate. The Customer's order will not be processed until payment terms are fulfilled. Delay in arranging payment will delay the delivery date. All fees are exclusive of value added taxes and delivery costs, where applicable, which will be added to invoices where appropriate. All invoices of VNU shall be paid by the Customer within thirty (30) days of the date of invoice. In the event of late payment, VNU may charge interest on the amount outstanding before and after judgement at the rate of four (4) percent above the Base Rate of HSBC plc in force from time to time from the due date until the date of payment. Prices and configurations are subject to change without notice or obligation prior to acceptance of the Customer's order. All prices on printed literature are valid for a period of 28 days only from the date given on that literature. VNU may decline to accept orders or to offer credit terms at its absolute discretion.

7. DISCOUNTS
A 5% discount is available on all Products for online credit/debit card orders. Only one discount will be available on each order.

8. DELIVERY
Unless expressly agreed otherwise, VNU will use its preferred courier, who will deliver the Product to the address designated by the Customer within the United Kingdom. All delivery dates are approximate but VNU aim to deliver the Product within 10 working days. The total cost of postage and packaging will appear on the invoice and will be included in the total price when the Customer places an order. A summary of the typical charges are listed below:

CD-ROM/online products - no charge
mi Annual Directories - £12 per set
mi Annual Directories - £8 per book

mi Specialist directories - £4 per book
Next day delivery - Standard postage & packaging plus £5-00
Same day delivery - £30-00
Delivery overseas - please contact our customer services department for pricing information.

9. ACCEPTANCE OF THE PRODUCT
Risk of loss in the Product shall pass to the Customer upon delivery. In the case of the book and CD-ROM Products, the Customer is obliged to inspect the Product upon delivery. The Customer must report any fault or damage to the Product to VNU within 8 days of delivery whereupon VNU shall have the right to remedy such fault where possible. If the Customer does not advise VNU of any fault or damage to the Product within 8 days after delivery, the Customer shall be deemed to have accepted the Product.

10. CANCELLATION OF THE ORDER
If for whatever reason, the Customer is not satisfied with the Product, the Customer shall have the right to cancel the contract within 8 days of delivery. CD-ROM and book Products must be returned to VNU within 14 days of delivery. The Customer must take reasonable care of the Product whilst in its possession and return the Product to VNU as soon as possible. VNU may charge the Customer for the return of the Product.

11. INTELLECTUAL PROPERTY
The Customer acknowledges that the Product is owned by VNU and is protected by United Kingdom copyright laws, international treaty provisions and all other applicable national laws. The Product and all parts thereof and all copyright, patent, other intellectual property rights and all goodwill associated therewith remain the property of VNU and no rights therein pass to the Customer under these terms and conditions save for the licence as set out above. Any copyright and other proprietary notices in or on the Product shall not be deleted or altered by the Customer.

12. CONFIDENTIALITY
The Customer shall maintain strict confidence in and shall not disclose to any third party any information or material relating to VNU's business which comes into its possession and shall not use such information and material except for the purposes of these terms and conditions. This provision shall not, however, apply to information or material that is or becomes public knowledge other than by breach by a party of this clause.

13. WARRANTY
VNU gives no warranty (either express or implied) in relation to the quality, accuracy, performance and fitness for purpose of the Products. VNU gives no warranty that the Product will meet the Customer's requirements, that the operation of the CD-ROM or online Products will be uninterrupted or error-free or that defects in the Product will be corrected. The Customer warrants that it will comply with the Data Protection Act 1998 and any subsequent amendments or legislation that implements the EU Directive 95/46/EC and any guidance issued by the Information Commissioner relating thereto including but not limited to complying with its obligations in respect of any personal data which the Customer may receive from VNU. In particular (but without limitation) the Customer warrants to VNU that it shall at all times (a) maintain the confidentiality and integrity of any personal data received from or on behalf of VNU; (b) implement and maintain appropriate technical and organisational security measures against unauthorised or unlawful processing of personal data and against accidental loss or destruction of or damage to personal data in accordance with all appropriate Data Protection legislation; and (c) not transfer any personal data received from or on behalf of VNU outside the European Economic Area. The Customer also warrant that it shall comply with the Codes of Practice of any appropriate advisory body including but without limitation the Direct Marketing Association and the Advertising Standards Authority.

14. LIABILITY
VNU will not be liable for any special, indirect, economic or consequential loss or damage howsoever arising or howsoever caused (including, but not limited, loss of profit, loss of goodwill or loss of revenue) whether from negligence or otherwise in connection with the supply, functioning or use of the Product or any breach of these terms and conditions. Any liability of VNU under these terms and conditions shall in any event be limited to the fees paid by the Customer in the year in which the event of default arises. Nothing herein shall limit either party's liability for death or personal injury arising from the proven negligence of either party, its employees or agents. VNU shall not be liable for any delay or failure to perform arising from circumstances outside its reasonable control. The Customer shall fully indemnify VNU against any liability to third parties arising out of the Customer's use of the Product save where such liability arises as a result of the proven negligence of VNU.

15. TERM AND TERMINATION
CD-ROM and Online Products
For CD-ROM and online Products, these terms and conditions shall commence on the Licence Start Date and shall continue for either twelve (12) months or six (6) months depending on the amount of fees paid by the Customer (as set out in the Order Form). Upon expiry, these terms and conditions shall terminate unless the term is extended upon payment of an additional fee whereupon these terms and conditions shall continue until the expiry of such extended period. VNU may terminate this contract by giving seven (7) days written notice to the other for any one or more of the following reasons: (a) upon a material breach by the Customer of any part of these terms and conditions which is incapable of remedy or which, if capable of remedy, is not so rectified within seven (7) days; or (b) upon an order being made against the Customer for the purposes of liquidation or bankruptcy (save for the purposes of voluntary reconstruction or amalgamation). For the avoidance of doubt, the misuse of the Product shall be deemed to be a material breach that is incapable of remedy.
Termination shall be without prejudice to any other rights or remedy which may have accrued prior to the termination. Within seven (7) days of termination the Customer will, at VNU's sole choice and discretion, return the Product (including updates and ancillary matters) to VNU or destroy the same. The Customer shall furnish to VNU with a certificate signed by one of its authorised representatives confirming that the above actions have been completed.

16. GENERAL
The provisions as to confidentiality, liability and intellectual property rights shall continue in full force and effect despite termination of these terms and conditions for whatever reason.

These terms and conditions contain the entire understanding between the parties hereto and supersedes all previous agreements between the parties. No other terms shall be included or implied unless agreed upon and signed by authorised representatives of both parties. If any term of these terms and conditions is invalid, the remaining terms shall remain in full force and effect.

These terms and conditions cannot be assigned, transferred or sub-licensed by the Customer to a third party.

These terms and conditions do not create any rights under the Contracts (Rights of Third Parties) Act 1999 which are enforceable by any person who is not a party to it and no person who is not a party to these terms and conditions may enforce any of its terms or rely on any exclusion or limitation contained in it.

These terms and conditions shall be subject to and construed in accordance with the laws of England and the parties hereby submit to the exclusive jurisdiction of the English courts.

For further information on Computing mi products please contact:

Computing mi
VNU Business Publications Ltd
32-34 Broadwick Street
London
W1A 2HG
T:+44 (0) 207 316 9610
F:+44 (0) 207 316 9260
E:mi@computing.co.uk