Terms & Conditions

This document sets out the terms and conditions upon which CBDS LTD provides business information services. The terms will apply to any order placed with us and that we have accepted in accordance with these terms.
“We” refers to CBDS Ltd “You” or “your” refers to the person who (or on whose behalf) an Order is placed as specified therein.
Other defined terms used in this document are as follows:

• “Authorised Users” are the persons entitled to use a Service (as described in an Order and as further determined in accordance with these Terms).
• “Charges” are those fees and charges payable by you to us under these Terms.
• “Intellectual Property Rights” are copyrights, patents, utility models, trade marks, service marks, design rights (whether registered or unregistered), database rights, proprietary information rights and all other proprietary rights as may exist anywhere in the world together with applications associated to any such rights.
• “Materials” are materials we provide to you as part of a Service (including information, software, data and reports.
• “Orders” are order documents placed by you and accepted by us in accordance with these Terms.
• “Services” are the business information services described in an Order.
• “Terms” are these terms and conditions set out in this document together with the provisions of any Order that you place.

Duration

These terms shall be effective from the date on which an Order is accepted by us and shall only terminate as specifically mentioned in these Terms.

The Service

We shall provide Services to you and shall use all reasonable endeavours to ensure that Services are provided in accordance with any timescales, delivery requirements and other specifications described in an Order.

Orders

An Order shall only be valid when signed by both parties, or (when placed electronically) upon receipt by you of our confirmed acceptance. You may not cancel or amend an Order unless we have given our express written consent.
n.b. We may assume that any person who reasonably holds themselves out as being your authorised representative, shall be entitled to place an Order on your behalf.

Licence

a)You acknowledge that legal and beneficial interest in Intellectual Property Rights relating to and/or developed by us in connection with a Service belong to us or our licensors. This includes all Intellectual Property Rights in any Material.
b) We grant you a non-exclusive, non-transferable licence to use the Intellectual Property Rights referred to above for the duration of these Terms for the sole purpose of receiving relevant Service. This licence is subject to the following restrictions:

• You may only use the Intellectual Property Rights for your own internal business purposes at the site/s and or countries specified in the relevant Order; and
• You may not, without our prior written consent, sell, licence, publish, broadcast or otherwise circulate Material that we make available to you to any person (including your employees, agents and contractors) unless they are an Authorised User, carrying out responsibilities to you.
• You may include limited extracts of Material in communications to your customers and employees in the normal course of your business, providing that such communication (whether in written or electronic form) includes a copyright notice attributing us as the source. You may also store Material on an electronic storage device provided that adequate security measures are in place to protect the Material from disclosure to personnel who are not Authorised Users.

Disclaimer

The information contained in services supplied has been obtained from sources believed to be reliable. We disclaim all warranties as to the accuracy, completeness, or adequacy of such information. We shall no liability for errors, omissions, or inadequacies in the information supplied or for interpretations thereof.

Authorised Users

1. You acknowledge that the type of licence referred to in an Order will determine the relevant Authorised Users.
2. You shall ensure that Material is only available to and accessed by Authorised Users in accordance with these Terms. You agree to Cooperate with us if we wish to monitor your compliance with this Requirement.

Charges

1. You shall pay to us the fees and charges described in an Order.
2. If you do not settle any payment within 10 days of the invoice date interest will accrue at a rate of 1.5% per month, or the highest rate allowed by the applicable law, whichever is the lower.
3. If you do not make any payment when due, we may in addition write to you to:
   1. Modify the payment terms to require you to make full payment in advance or,
   2. Suspend a Service; or
   3. Require you to provide such other assurances as we may require in order to secure your payment obligations.
4. Charges are exclusive of all current and future taxes and fees, all of which you will be responsible for and will pay in full(except for taxes based upon our net income).
5. If we become entitled to terminate these Terms, any sums then due to us will immediately become payable by you in full.

Company Registration No.: 4935483
Company Registered in the UK address: Charter House, 36 North Drive, Cleadon, Sunderland. SR6 7SP.United Kingdom.

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