1. Definitions

a) 'Company' means NHS Yearbook Ltd hereafter NHSYB b) 'Customer' means any individual or firm offering to purchase goods from NHSYB. c) 'Goods' means any products or services that NHSYB has sold or is proposing to sell to the customer. d) 'Agreement' means any transaction or proposed transaction between NHSYB and the customer relating to the sale / purchase of goods. e) These terms and conditions shall apply to and be incorporated into every agreement between NHSYB and the customer. f) These terms and conditions supersede any previous terms and conditions of NHSYB. g) These terms and conditions shall take precedence over any terms and conditions of the customer and shall not be varied without the written consent of NHSYB.

2. Price

a) Unless otherwise stated, prices quoted by NHSYB are exclusive of value added tax, delivery, insurance and payment surcharges (where applicable). b) NHSYB shall be entitled to apply additional delivery charges where the customer requests partial delivery of an order. c) Prices quoted are those current at the time of quotation. NHSYB shall be entitled to alter prices to those current at the time of order, or withdraw the quotation where the goods can no longer be supplied. d) NHSYB shall be entitled to alter prices to correct errors or omissions.

3. Payment

a) Payment for all goods must be made in full, at the time of order, by credit or debit card. b) NHSYB will not deliver goods before the credit card transaction has been authorised. c) NHSYB will not deliver goods if it has any evidence or suspicion that a credit card is being used fraudulently. d) NHSYB will pass on all information it holds about a customer on request by the police or other authorities where a credit card has been used to commit fraud or any other crime. e) If, for any reason, full payment has not been received by NHSYB for goods that are in the possession of the customer, interest shall accrue on the outstanding amount from the date of delivery, on a daily basis, at the base rate plus 8% per provision of the late payment of commercial debts (Interest) ACT 1998.

4. Delivery

a) All delivery dates quoted, whether verbally or otherwise are estimates and are therefore not guaranteed. NHSYB shall have no liability for any delay in delivery or non-delivery or for any consequential loss. b) Delivery of goods to the customer's address or any other place requested by him shall constitute delivery and the risk passes upon such delivery to the customer. c) NHSYB shall be entitled to make partial deliveries, in which case these terms and conditions shall apply to each partial delivery.

5. Loss or Damage in Transit

a) NHSYB will not be responsible for damage or loss of goods or part thereof in transit or for any discrepancy between the goods delivered and the goods ordered unless the customer gives written or email notice of a claim to NHSYB within three working days of delivery or expected delivery. b) In the event of damage of goods or part thereof in transit or for any discrepancy between the goods delivered and the goods ordered, the customer must hold the goods and make them available for inspection or collection by NHSYB or it's representatives on request.

6. Title

a) Even where goods have been delivered and the customer is responsible for any loss, destruction of or damage to them, the legal and beneficial ownership of the goods will remain with NHSYB until NHSYB has received payment in full of :- i) all amounts payable to NHSYB in relation to the agreement, and ii) all other amounts due from the customer to NHSYB in respect of any and all other agreements. b) Until the customer becomes the owner of the goods in accordance with 6a) above, the customer shall :- i) hold the goods on behalf of NHSYB, who may, at any time and without prior notice, require the customer to deliver the goods to NHSYB and, if it fails to do so, enter the premises where the goods are situated with its representatives to repossess the goods; ii) not sell, part with possession of, use, or do anything else detrimental to NHSYB's ownership of the goods and will ensure that they are kept separate from any other item, properly stored, protected and clearly identified as NHSYB's property, and are insured to their full replacement value against all normal comprehensive risks. c) After NHSYB has repossessed any goods it may sell them and the proceeds of sale will belong to NHSYB absolutely and the customer will have no right or interest in those proceeds. If the net proceeds received by NHSYB are less than the amount payable to it in relation to the agreement, it may recover the balance from the customer. d) The customer will become responsible for any loss, destruction of or damage to any goods on their delivery. e) If ownership of the goods has not passed to NHSYB, in the event of any loss, destruction of or damage, all insurance proceeds receivable by the customer in respect of the goods shall be held in trust by the customer for NHSYB in a separate account and first be applied towards discharging any sums payable under the agreement. f) Even if ownership of the goods has not passed to the customer, NHSYB may recover all sums payable to it in relation to the agreement.

7. Returns and Cancellations

a. Where the goods purchased comprise access to a web-based database, then no refund can be given once the credit or debit card has been processed and the users access code has been downloaded. b. Where the goods purchased comprise a printed directory or a CD, then the undamaged book or CD in its original packing must be returned within 10 working days to qualify for a Refund of the net cost excluding P&P.

8. Liability

NHSYB shall not be liable for any loss or damage arousing out of the use or misuse of the information provided in the goods (website or book). NHSYB’s entire liability in any case shall be limited to the price paid for the goods. NHSYB is not responsible for any transaction conveyed between the client and a third party through the medium of its Internet pages or publications, and is not responsible for any contractual obligations so established.

9. Indemnity
	The customer undertakes to NHSYB that it will immediately indemnify NHSYB against all proceedings, costs, fees, expenses, payments, liabilities, losses and damages arising out of the breach or negligent performance by the customer of any terms of the agreement.

10. Website Use
	The customer will take all reasonable steps to ensure that it's authorised website users do not disclose usernames or security passwords to any third party, whether an employee of the customer or not. If the customer becomes aware that there has been disclosure by any of it's authorised users, the customer must inform NHSYB immediately.

11. Photos and Other Information
	All photos, illustrations and other information contained on the website, sales literature and price lists are representative, for guidance only and do not form part of this agreement.

12. Trade Marks, Trade Names, Copyrights, Patents and Intellectual Property Rights
	The customer acknowledges that rights in respect of trade marks, trade names, copyrights, patents and other intellectual property rights connected with the goods do not pass to the customer.

13. Force Majeure

NHSYB will not be deemed to be in breach of any of its obligations under the agreement or otherwise be liable to the customer as a result of any delay in performing or any failure to perform any such obligations by reason of any cause or event beyond NHSYB's control. This includes, but is not limited to breakdown of plant or machinery, strike, industrial dispute, shortage or delay in receiving goods, war (whether declared or not), terrorism, or Act of God. If any such event continues for more than 28 consecutive days, NHSYB may terminate the agreement by written notice to the customer without prejudice to the accrued rights of either party.

14. Set Off
	NHSYB shall be entitled but not obliged at any time to set off any sum payable by or any liability of the customer against any sum payable by or liability of NHSYB to the customer. Any exercise by NHSYB of this right will be without prejudice to its other rights under the contract relating to the supply of the goods.

15. Subcontracting
	NHSYB reserves the right to sub-contract any part of any work or supply of any goods or services.

16. Construction and Use
	NHSYB shall not be responsible for adapting or modifying any goods to conform to statutory requirements not current at the time of order.

17. Termination

NHSYB shall be entitled by notice in writing to terminate any agreement without prejudice to any claim or right NHSYB may otherwise make or exercise where :- a) The customer is in breach of any term, condition or provision of this agreement or required by law. b) The customer shall go into liquidation, or if any petition or resolution to wind up the customer shall be presented, or if a receiver is appointed, or if the customer shall commit any act of bankruptcy. In case of a limited company, the liability of any amounts outstanding will be passed onto the directors on a joint & several basis.