List rental rate: ………….
per year
Contract period: ………….
“List Owner/Owner” means
Netwerk Academic Book Agency
“Data” : ............
The supply by the List Owner of
any data to any List Renter shall be on the following
conditions, and any order by any List Renter for
the supply of any data shall create a contract only
when accepted in writing by the List Owner.
1. Data supplied by the List Owner
shall be used for the specific purpose (permitted
use) of addressing and despatching through [marketing
mailings] or contact by telephone. of the data for
a 12 month period from the date of this contract
The List Renter shall indemnify the List Owner against
any loss, damage or expense which the List Owner
may incur as a direct or indirect consequence of
the use by the List Renter of data supplied by the
List Owner or of any breach of this condition. In
addition, in accordance with the permitted use the
List Renter shall not, unless required by the Data
Protection Act 1998, other applicable Act of Parliament
or the British Code of Advertising Practice, disclose,
whether express or implied the source of the data
supplied by the List Owner.
2. To comply with the permitted
use and prior to the supply of data by the List
Owner to any List Renter, the List Renter must supply
the List Owner a sample of the mailshot, including
all enclosures and test panels for approval for
each and every different promotion during the term
of this agreement. If the data is to be used for
telephone contact, a copy of each script must be
supplied.
3. The List Renter warrants that
any use by it of the data will comply in all respects
with the Data Protection Act 1984 & 1998 and
any other applicable Act of Parliament or statutory
instrument and with all published codes of practice
applicable to The List Renter, including, without
limitation, the British Code of Advertising Practice.
4. The List Renter acknowledges
that the data is and at all times shall remain the
exclusive property of Netwerk Academic Book Agency.
The List Renter and any of their agents will not
disclose, transfer, duplicate, reproduce or retain
in any form whatsoever, all or any part or segment
of the List or permit any third party, agent, employee
or contractor of their respective agents and employees
to do any of the foregoing, regardless of the format
that the data takes.
5. Immediately following the completion
of the permitted use of any data the List Renter
shall return the data to the List Owner (unless
the data was provided as labels), and/or will ensure
that it is deleted/destroyed/erased immediately
after use of data (files should be destroyed immediately
after use of data).
6. Except within the permitted and
duly agreed use of the data, or with the written
consent of a duly authorised representative of the
List Owner, the List Renter shall not communicate
with any of the data, whether by letter, cable,
telephone, telex, fax, email, personal visit or
otherwise, and shall not permit any other party
to do so. For the avoidance of doubt, communication
within this clause shall not include any follow
up communication in response to a request from the
data subject to the List Renter.
7. List Monitoring: The List Renter
agrees that the data will be monitored by Netwerk
Academic Book Agency to prevent improper and unauthorised
use by a combination of one or more methods of computer
control and/or planted and/or varied names and addresses
(seeds) or a combination of these methods to all
of which the List Renter consents and agrees.
8. List Security: Data transfer
from the List Owner to the List Renter shall be
through secure password protected FTP site. The
List Renter represents, warrants and covenants that
it has in place and shall maintain appropriate safeguards
to protect the security of the data and that it
shall use its best efforts to ensure that any agents
it uses in connection with any mailings or data
usage has in place appropriate safeguards to protect
the security and integrity of the data.
9. The List Owner warrants that
in collecting, processing and storing the data,
it has complied in all material respects with the
Data Protection Act 1984 & 1998 and any other
applicable Act of Parliament or statutory instrument
and with all published codes of practice applicable
to the List Owner, including (without limitation)
the British Code of Advertising Practice. In particular,
the List Owner warrants that the data has, immediately
prior to issuing to the List Renter, been run against
the most relevant suppression file operated by the
relevant Preference Service and, where required,
the appropriate consents have been obtained for
storage and processing of such data and for provision
to the List Renter.
10. The List Renter agrees that
it shall not send its promotional materials to any
individual in the data who has notified the List
Renter that they do not wish to receive promotional
materials from the List Renter. The List Renter
will notify Netwerk Academic Book Agency promptly
as to any such individuals who in response to being
contacted by the List Renter ask to be removed from
the List Owners data set. Such notifications should
be promptly notified to Netwerk Academic Book Agency
after each usage and not kept until the end of the
agreement.
11. The List Renter agrees that
as a condition of using the data, the List Renter
(or its duly authorised agent) will, prior to each
use, remove and refrain from contacting or using
any data that appears in the Direct Marketing Association’s
MPS (Mail preference service) or if telemarketing
will remove and refrain from contacting or using
any data in the TPS and/or CTPS lists (Telephone
Preference Service and Corporate TPS lists) in accordance
with DMA guidelines. In the event that the List
Renter plans to mail/contact data outside of the
UK the List Renter shall be required to comply with
all applicable local laws and guidelines governing
such activity.
12. The List Renter acknowledges
and enters all contracts on the basis that while
the List Owner has used all reasonable endeavours
to ensure the accuracy of the data no warranty is
given, whether expressed or implied, that any of
the data are accurate or complete and the List Owner
shall not be liable for any error in the accuracy
of the data or for any loss, damage or expense occasioned
thereby or consequent thereto. For the avoidance
of doubt, such exclusion of liability does not include
exclusion from liability for material breaches of
the Data Protection Act 1984 & 1998 and the
British Code of Advertising Practice.
13. Any unauthorised use of the names by the List
Renter could result in the List Owner taking legal
proceedings to protect their proprietary rights
in respect of the data. The List Renter has no right
to use any right to the Informa name or trademark
or that of any department, division or subsidiary,
service mark, product or brand in any fashion, explicit,
derived or implied either verbally, in writing,
or in any written literature, or other advertisement
or digital communication. Additionally, unauthorised
use of the data will result in charging ………….per
name originally supplied.
14. Term & payment: When executed
by both parties, this List Rental agreement shall
be in force until………………………….,
provided, however, that promotional materials are
submitted by the Renter and approved by the Owner
each time data is supplied for each separate usage
during this term. Full payment shall be made by
the Renter within sixty (60) days of the contract
date in accordance with the purchase order payment
terms. The charge rates applicable to any contract
for the supply of data shall be as specifically
agreed by the List Owner and List Renter prior to
or at the time of the acceptance by the List Owner
of the List Renter’s order for such supply.
Credit accounts are strictly net and must be settled
30 days after the date of the invoice to which they
relate. Failure to pay accounts in accordance with
these conditions may result in the List Owner taking
legal proceedings against the List Renter.
15. Cancellations: Orders must be
cancelled in writing at least five (5) days prior
to the approved mail date. Orders cancelled after
delivery but before mail date will be subject to
a cancellation charge. Cancellations will not be
accepted after the mail date and full rental fee
will be charged.
16. Indemnification: The List Renter
agrees to be solely responsible for, to defend and
indemnify Netwerk Academic Book Agency from, and
to hold Netwerk Academic Book Agency harmless from,
all claims, demands, fines, causes for action, liability,
damages and legal fees arising from the Renter’s
use of the list, or any breach by the Renter of
any terms of this agreement.
17. This agreement may not be assigned
or transferred by the Renter without the prior written
consent of Netwerk Academic Book Agency and any
attempted assignment or transfer shall be null and
void.
18. This agreement shall be deemed
to be severable and, if any provision is determined
to be void or unenforceable, then that provision
will be deemed severed and the remainder of the
agreement shall remain in effect.
19. This agreement constitutes the
entire agreement of the parties hereto with respect
to its subject matter and may be amended or modified
only in writing signed by duly authorised officers
of both parties.
20. This agreement shall be governed
by and construed in accordance with English Law
and the parties irrevocably submit to the exclusive
jurisdiction of the Courts of England.
This agreement must be signed by
the List Renter and not by a Broker or Agent.
List Owner:
Netwerk Academic Book Agency
P.O. Box 33228
3005 EE Rotterdam
Holland
Name of authorised signatory:
___________________
(Please print)
Signature:_________________
Date:_____________________
List Renter:
Name of Authorised signatory:
___________________
(Please print)
Signature:_________________
Date:_____________________
