"The Company" means Sweet & Maxwell Limited, 100 Avenue Road, Swiss Cottage, London NW3 3PF on behalf of Thomson Legal & Regulatory Europe Limited or its affiliates: including but not limited to W. Green & Son Limited, Stevens & Sons Limited and Legal Information Resources Limited.

"Customer" means any person, firm, company or unincorporated association which orders, buys or licences goods or services from The Company.

"Contract" means an individual legally binding contract between The Company and the Customer created when an Order placed by the Customer is accepted by The Company according to these Conditions.

"Goods" means the goods (and/or, where the context so admits, services) which are the subject of the Contract and any instalment thereof.

"Invoice" means the invoice given or despatched to the Customer detailing the Goods and the Price.

"Order" means the order placed by the Customer (of which the Customer acknowledges that these Conditions form part) for the supply of goods or services by The Company to the Customer.

"Price" means the total price to be paid by the Customer to The Company for the supply of the Goods.

Any quotation relating to Goods supplied by The Company and any catalogue, mailshot or other advertisement of such Goods shall not constitute an offer capable of acceptance by the Customer but an invitation to treat only. Any Order shall be accepted entirely at the discretion of The Company and, if accepted, are accepted upon these Conditions.

These Conditions shall override any contrary, different or additional terms or conditions contained or referred to in a Customer�s order or in any other correspondence or documents from that Customer and (subject to Clause 2.4) no addition, alteration or substitution of these Conditions will bind The Company or form part of any Contract unless expressly accepted in writing by a person authorised to sign on The Company�s behalf.

An Order shall be deemed to have been accepted by The Company upon whichever is the earliest of the following events:

the acceptance by The Company of payment in cleared funds for the Goods;

despatch to the Customer of a note advising that the Contract has been recorded and will be fulfilled once the Goods to which the advice note relates are available;

delivery of the Goods to the Customer or to some person authorised to collect the Goods on the Customer�s behalf;

in the case of periodicals, on delivery of the first issue to the Customer (or the Customer's nominee);

in the case of services, commencement by The Company of performance of the said services.

Where Goods include any item of Software, these Conditions shall apply as varied and augmented by the appropriate Software Licence (copies available on request) and where Goods are supplied to booksellers to whom The Company has granted trade terms in accordance with Clause 4.1 hereof, these Conditions shall apply as varied and augmented by The Company�s published conditions for Trade Customers ("the Trade Terms") (copies available on request). In the event of conflict between those documents and these Terms and Conditions, the Software Licence or the Trade Terms shall prevail.

Where Goods sold will be updated on a "Charge By Release" basis, the Customer on payment of the invoice in respect of such Goods agrees to purchase, subject to the terms of these Terms and Conditions, any such future releases unless and until the Customer notifies the Company that no further Releases are required.

Unless otherwise agreed with the Customer, The Company shall effect delivery of Goods through its distributor at the Customer�s expense.

Delivery to the Customer shall be deemed to have taken place when the Goods are placed with the Customer�s representative or at the address specified by the Customer.

Risk in the Goods shall pass to the Customer upon delivery to it.

The Company reserve the right to make deliveries by instalments in all cases. Where Goods are delivered by instalment, the Customer shall not be entitled to treat defective delivery in respect of one or more instalments as a repudiation of the whole of the Contract nor to defer payment for any previous instalment.

Any time or date for delivery given by The Company is given in good faith but is an estimate only.

Where any periodical or looseleaf release supplied to a Customer on subscription is not received by that customer on the due date for delivery, the Customer shall not later than 14 days after receiving the next issue of that periodical or looseleaf release (time being of the essence) give notice in writing to The Company of the non-delivery of the previous issue. Failure to provide such notice within the said period shall be deemed conclusive evidence of the Customer having received and accepted the previous issue of the said periodical or looseleaf release.

The Company may at its entire discretion grant trade terms, including discounts, to booksellers and other trade suppliers by prior arrangement. Application for the granting of trade terms should be addressed to The Company's Sales Department

Notwithstanding delivery and the passing of risk in the Goods, or any other provision of these Conditions, property in the Goods shall not pass to the Customer until The Company has received in cash or cleared funds payment in full of the Price and of all other sums which may be due by the Customer to The Company at the time the Price is so paid in full.

Until Property in the Goods passes, the Customer shall keep the Goods free from any lien, charge or encumbrance and The Company may at any time require the Goods to be returned to it by the Customer and if such requirement is not met within three days The Company may retake possession of the Goods and may enter any premises of the Customer (including locked and steadfast premises) for that purpose.

Until such time as property in the Goods passes to the Customer, the Customer shall hold the same as The Company�s fiduciary agent and custodian and shall keep them separate from its property and from that of third parties and properly stored, protected and insured and identified as the property of The Company. If the Customer shall sell or otherwise dispose of or process the Goods (or any part thereof) it shall receive and hold as trustee for The Company the proceeds of such sale, disposal or process or other monies derived from or representing the Goods (or any part thereof) (including insurance proceeds) and shall keep such proceeds or other monies separate from any monies or property of the Customer and/or third parties, and shall as soon as possible after receiving the same pay such monies to The Company or into a separate account in trust for The Company.

The Company shall be entitled to sue for the Price once payment is due in terms of Clause 6.4 notwithstanding that property in the Goods has not passed to the Customer.

The Price shall be the price quoted by The Company or, where no price has been quoted (or a quoted price is no longer valid), the price listed in The Company�s price list current at the date of delivery of the Goods plus VAT where applicable and /or other taxes, duties and appropriate other charges and shall be specified in the Invoice. Unless otherwise agreed with the Customer, quotations are valid for 30 calendar days from the date of quotation.

Rates, prices and discounts published in catalogues, lists, mailshots, advertisements and other documents issued by The Company are subject to variation at any time without prior notice.

The Invoice shall be given or despatched by The Company to the Customer on the date of delivery or as soon as reasonably practicable thereafter provided that The Company reserves the right to despatch further Invoices to the Customer in respect of increased or other charges payable under these Conditions and not ascertainable at the time of despatch of the original Invoice.

The Price shall be paid in full by the Customer to The Company, on or before the date shown on the Invoice as the due date for payment ("the Due Date") unless otherwise agreed in writing

Certain Goods may be supplied to the Customer by the Company, at its absolute discretion, subject to a "satisfaction guarantee" which may, if the said Goods are not to the Customer's satisfaction, be exercised by the Customer within 30 days of the Invoice Date, provided that such goods are returned to the Company within that period in mint resaleable condition.

If the Price is not paid in full by the Due Date :-

Interest, compounded at the end of each month, shall (at the absolute discretion of The Company) be payable (both before and after decree or judgement) on the Price or the part unpaid from the due date for payment until paid in full at the rate of two per centum per annum above the base rate for the time being and from time to time of the Royal Bank of Scotland plc or such other rate as The Company in its absolute discretion shall fix by notice in writing to the Customer.

The Customer shall reimburse to The Company (on a full indemnity basis) all costs and expenses incurred by The Company in connection with the recovery of any money due to The Company under the Contract.

Without prejudice to Clause 6.6, it is hereby expressly stated that prompt payment of the Price is of the essence of the Contract and in default of prompt payment The Company may at its option either suspend all further deliveries of Goods or performance of services under the Contract or otherwise until payment is made or cancel the Contract and subsequent Contracts so far as Goods remain to be delivered or services performed thereunder.

Payment made by the Customer to The Company shall be applied by The Company to Invoices, and to Goods listed in Invoices, in such order or manner as The Company shall, at its entire discretion, think fit.

Except with the express agreement in writing of The Company, no deduction shall be made by the Customer from any payment for goods for or on account of any matter or thing whatsoever including, but not limited to, any set-off, compensation, counter-claim or present or future taxes.

Subscriptions may be cancelled at any time and renewal notices will not then be issued for subsequent subscriptions. Refunds will only be made in exceptional circumstances and entirely at The Company�s discretion.

The Company warrants that :-

It either has the right to sell the Goods or has obtained all necessary rights to licence them and the Customer�s rights to unencumbered possession and quiet title in terms of the Sale of Goods Act 1979 and the Supply of Goods and Services Act 1982 are preserved;

The Goods shall correspond with their description as set out in catalogues, lists, mailshots, advertisements and other documents issued by it, unless the Customer is specifically advised by The Company to the contrary prior to delivery of the Goods (any verbal description of Goods or any description provided other than by The Company shall not form part of their description for the purposes of these warranties); and

Where the Goods consist of or include services to be provided by The Company, such services shall be provided with reasonable care and skill.

The Customer shall inspect the Goods immediately upon delivery and within 14 days of delivery (time being of the essence) shall give notice in writing to The Company of any alleged shortages in the Goods or of any damage to or defect in the Goods or of any other matter or thing by reason whereof of the Customer alleges that the Goods are not in accordance with the Contract. If the Customer shall fail to give such notice, then the Goods shall be conclusively presumed to be in accordance with the Contract in all respects and the Customer shall not (subject to Clause 8.3) thereafter be entitled to reject the Goods or to claim from The Company in respect of any shortage, damage or other defect in the Goods.

In the case of damage or other defect in the Goods which was not apparent on reasonable inspection, notice shall be given to The Company within 14 days after discovery of the damage or other defect, otherwise Clause 8.2 shall apply. If requested by The Company following notification of a claim, defective Goods shall be returned promptly by the Customer to The Company.

In the event that Goods are defective and the damage or other defect complained of shall have arisen as a result of the negligence of The Company, and the Customer has notified any claim to The Company in accordance with Clauses 8.2 or 8.3, then The Company guarantees that it shall refund to the Customer the Price in respect of the defective Goods, or cancel the liability of the Customer to pay the said Price, provided that where this is possible the Company may instead opt to repair or replace defective Goods free of charge.

Subject to Clause 9.5, The Company�s liability under Clause 9 shall be to the exclusion of all other liability to the Customer whether in contract, tort, delict (including negligence or breach of statutory duty) or otherwise for defects in the Goods or for any loss or damage caused by the Goods, and all other conditions, warranties, stipulations or other statements whatsoever concerning the Goods, whether express or implied, by statute, at common law or otherwise howsoever, are hereby excluded.

In particular (but without limitation of the foregoing) except as set out at Clause 9.1:

The Company makes no warranties regarding fitness for purpose, performance, use, nature or satisfactory quality of the Goods, whether express or implied, by statute, at common law or otherwise;

Whilst reasonable care is taken to ensure the accuracy and completeness of the Goods, The Company makes no representations or warranties whatsoever, express or implied, that the Goods are free from errors or omissions.

Subject to Clause 9.5, in no circumstances shall The Company be liable, in contract, tort or delict (including negligence or breach of statutory duty) or otherwise howsoever and, whatever the cause thereof for:-

any increased costs or expenses, or

any loss or profit, business, contacts, revenues or anticipated savings, or

any liability of the Customer to any third party, or

any special indirect or consequential damage of any nature whatsoever

arising directly or indirectly out of the provision by The Company of the Goods or of any failure or defect therein, or of the performance, non-performance or delayed performance by The Company of the Contract.

Subject to Clause 9.5, The Company�s liability to the Customer in respect of the Contract, in contract, tort or delict (including negligence or breach of statutory duty) or howsoever otherwise arising, shall be limited to the Price.

Nothing in these Conditions shall operate or be construed so as to operate to exclude or restrict:-

the liability of The Company for death or personal injury resulting from the negligence of The Company or its servants, employees or agents;

the statutory rights of the Customer where the Contract is entered into as a consumer transaction (as defined in the Consumer Transaction (Restrictions on Statements) Order 1976 (as amended).

The Company shall not be responsible for any delay or failure to fulfil any of its obligations under the Contract nor be liable for any loss or damage suffered or incurred by the Customer by reason of any delay in delivery of the Goods or any part thereof caused directly or indirectly by any of act of God, war, government or parliamentary restriction, import or export regulation, strike, lockout, trade dispute, fire, theft, flooding, breakdown of plant or premises, failure of water or other supplies or any other cause whatsoever beyond the control of The Company.

The Customer shall indemnify The Company in respect of all loss, damage or injury occurring to any person, firm, company or property and against all actions, suits, claims and demands, charges or expenses in connection therewith for which The Company may become liable in respect of the Goods in the event that such loss, damage, or injury shall have been occasioned by the negligence of the Customer.

All copyright and other rights in the nature of copyright or any other intellectual property right whatsoever in the Goods or any materials derived (other than legal documents prepared for a particular client from a style or precedent) are reserved to the copyright owner and the Customer irrevocably acknowledges and agrees that the supply of Goods to it by The Company shall not serve to transfer any such rights.

No part of the Goods may be reproduced in any material form (including photocopying or storing it in any medium by electronic means and whether or not transiently or incidentally to some other use of the Goods) without the written permission of The Company except as permitted by law or under the terms of a licence issued by the Copyright Licensing Agency Ltd, 90 Tottenham Court Road, London, England W1P 9HE. Applications for the copyright owner�s written permission to reproduce any part of the Goods should be addressed to The Company.

Goods are supplied to Customers subject to the condition that they shall not by way of trade or otherwise be lent, re-sold, hired out or otherwise circulated without The Company�s prior written consent in any form of binding or cover other than that in which they are supplied and without a similar Condition including this Condition being imposed on any subsequent purchaser.

In the event of the Customer committing any breach of any term or provision of the Contract (including, for the avoidance of doubt, these Conditions), going into liquidation, having a Receiver, Administrator, Judicial Factor or other similar officer appointed over the whole or any part of its assets, becoming bankrupt or notour bankrupt or apparently insolvent or granting any trust deed or entering into any composition or similar arrangement with its creditors, or if any circumstances arise which, in the sole opinion of The Company, render any of the foregoing likely to occur then The Company shall be entitled, without notice and without any liability whatsoever, to terminate the Contract forthwith and to enter the Customer�s premises for the protection, removal, realisation and disposal of any of the Goods in which property shall not have passed to the Customer in accordance with these Conditions. The Company shall also be entitled to cancel all Contracts or any part thereof remaining unfulfilled between The Company and the Customer and to sell to any other party or otherwise dispose of and deal with the Goods.

Termination of the Contract shall not discharge any pre-existing liability of the Customer to The Company and on such termination The Company shall be entitled to recover from the Customer such loss or damage as The Company has suffered by reason of such termination.

No failure of or delay by The Company to exercise any right, power, remedy or privilege shall operate as a waiver of the same.

If any provision of these Conditions shall be held to be illegal or unenforceable, in whole or in part, under any enactment or rule of law, such term or provision or part shall to that extent be deemed not to form part of these Conditions but the validity and enforceability of the remainder of these Conditions shall not be affected.

Any notices or other communications required or permitted to be given by The Company to the Customer, or vice versa, under these Conditions shall be in writing and sent, in the case of notices to The Company, to the address given in these Conditions (or such other address as may be intimated to the Customer from time to time) and, in the case of notices to Customers, to that Customer�s last known address. Notices and other communications shall be sent by first class mail, facsimile transmission or delivered by hand and shall be deemed to have been received, in the case of first class mail, 72 hours after posting, on facsimile transmission, on the completion of their transmission and on delivery by hand, at the time of delivery.

The amount of any sum due by the Customer to The Company under the Contract shall be sufficiently ascertained by a certificate under the hand of the Secretary or a Director or any other authorised signatory of The Company and such certificate shall be final and binding on the Customer for every purpose and, in the case of Contracts between The Company and Customers to whom Goods are delivered or services provided in Scotland, The Company and the Customer consent to the registration of the Contract and any such certificate for preservation and execution.

The Company shall be entitled, in its entire discretion, to alter these Conditions or any of them at any time or from time to time whether by way of variation and/or substitution and/or deletion of the subsisting Conditions and/or adding new Conditions and these Conditions as so altered shall apply to Contracts whether current at the time or entered into hereafter, provided always that in the case of each Contract then current one month�s prior notice in writing shall be given by The Company to the Customer stating the amended Conditions of supply of goods and services and the effective date thereof.

These Conditions and any Contract of which they form part shall be governed in all respects by the Law of England and The Company and the Customer each hereby irrevocably agree to Submit to the non-exclusive jurisdiction of the English Courts save that, in the case of Contracts between The Company and Customers to whom Goods are delivered or services provided in Scotland, these Conditions and any Contract of which they form part shall be governed in all respects by the law of Scotland and The Company and the Customer each hereby irrevocably agree to submit to the non-exclusive jurisdiction of the Scottish Courts.