1. These Terms and Conditions
These Terms and Conditions set out the basic rules and obligations required for users of Computer Products Limited’s website These Terms and Conditions are not intended to cover commercial and trading clauses, which are covered in the Computer Products Limited Standard Terms and Conditions of Supply.

2. Definitions
Computer Products Limited Internet website, accessed solely through the address of www.ukcomputerproducts.co.uk "C.P Ltd" means Computer Products Limited, whose head office is at Unit 3 Constellation Park Orion Way Kettering Northants NN15 6NL . "Reseller" means the company, with whom Computer Products Limited has an established trading account. "User" means the person who is employed by the Reseller and who accesses the website on behalf of the Reseller. "Supervisor" means the person who is employed and charged by the Reseller to administer and authorise users on behalf of the Reseller. "Products" means the products listed for sale on the website, which can be purchased by the Reseller "Terms and Conditions of Access" means the terms and conditions for access to the Computer Products Limited system by the Reseller and its Users. "Terms and Conditions of Supply" means the standard Computer Products Limited trading terms and conditions of supply, which deal with the commercial and trading aspects between the Reseller and Computer Products Limited.

3. Sale and Purchase
Computer Products Limited shall sell and the Reseller shall purchase such quantities of the Products as may be ordered by the Reseller using the website, upon the Terms and Conditions of Access and the Standard Terms and Conditions of Supply.

4. Obligations of the Reseller
4.1 The Reseller will appoint the website "Supervisor" named within this agreement. 4.2 The Supervisor shall be the person responsible for the use of the website on behalf of the Reseller. 4.3 The Reseller may change the person appointed to be the Supervisor, either by using the website or by informing Computer Products Limited in writing of the new identity of the Supervisor. 4.4 The Reseller shall ensure that they meet all technical requirements of website access and that Computer Products Limited shall not be liable for any losses which result due to technical incompatibilities or system errors. 4.5 The Reseller shall take all reasonable steps to ensure that its authorised Supervisors and Users shall not pass any login user details to 3rd parties under any circumstances.

5. Obligations of the Supervisor
5.1 The Supervisor is obliged to carry out the following duties: 5.1.1 Authorisation, approval and access level setting of new and existing Users. 5.1.2 Removal, deletion and amendments of Users who have left the company or are deemed not to be fit to use the website on behalf of the Reseller for any reason. 5.1.3 Ensuring that all Reseller company details held on the website including but not limited to postal and delivery addresses, are correct. 5.2 Computer Products Limited acknowledges that the Supervisor shall have authority to modify the data referred to in clause. 5.3 The Reseller acknowledges that it is solely responsible for the actions of the Supervisor in the modification of any of the data set out in clause 5.1 and that Computer Products Limited shall not have any liability to the Reseller for any modifications made by the Supervisor in accordance with their authority.

6. Obligations of the User
6.1 The User must at all times be acting on behalf of the Reseller in any actions performed using the website. 6.2 The User shall not pass any security details (such as, but not limited to usernames and passwords) to 3rd parties under any circumstances. 6.3 On ceasing to represent or be employed by the Reseller, the User shall not use any supplied login information relating to the Reseller for accessing the website.

7. Security and Login
7.1 Website login credentials comprise three elements: 7.1.1 The Reseller's Computer Products Limited Account Number (6 numerical digits). 7.1.2 The User's (unique within the Reseller) Username (any alphanumeric combination). 7.1.3 The User's secret Password (any alpha numeric combination). 7.2 The use of the login information indicates proof that the Reseller consents to orders and information placed by it or in its name. 7.3 Computer Products Limited , the Reseller, the Supervisor and the User will use all reasonable endeavours to ensure that the login information, especially the Password, remains confidential.

8. Orders
8.1 The User may place orders for Products from Computer Products Limited through the website and all orders placed are subject to acceptance by Computer Products Limited and subject to the Computer Products Limited Standard Terms and Conditions of Supply. For the avoidance of any doubt, Computer Products Limited shall be at liberty to refuse to accept any order placed by the Reseller for any reason whatsoever. 8.2 No order shall become a purchase contract and therefore binding upon Computer Products Limited until marked as confirmed within the “Order Status” facility of. the website 8.3 Any order which is accepted by Computer Products Limited and has therefore become a purchase contract shall be subject solely to the Standard Terms and Conditions of Supply of Computer Products Limited to the exclusion of any other

9.Price and Payment
9.1 The marketed and official real-time price of the Products shall be as confirmed using the website. All other listed prices are shown on the understanding that they are a guideline only. 9.2 All prices are represented in Sterling Pounds or Euros and are exclusive of Value Added Tax or any other sales tax, which may be applicable. 9.3 Computer Products Limited may change a Product's price at any time and such changes shall apply to any purchase order placed with Computer Products Limited after the time of change. 9.4 Payment for all Products shall be governed by the Computer Products Limited Terms and Conditions of Supply or any subsequent Agreements entered into by the Reseller and Computer Products Limited Order acceptance and final price confirmation will be as set out in clause 8.2 of these terms and conditions.

10. The Service
10.1 Computer Products Limited will not be liable for any losses or damages resulting from the website being unavailable. Whilst Computer Products Limited endeavours to provide 24 hours a day access to the website, Computer Products Limited reserves the right to suspend the website operation, temporarily or permanently and without notice. 10.2 Whilst the website is intended to provide a 24 hours a day service, all orders must be placed before 15:15 to qualify for a next working day delivery of the Products.

11. Intellectual Property
All trademarks, copyright and any other intellectual property used on or in relation to the Products or the website are the property of Computer Products Limited or licensed for use to Computer Products Limited by a third party and these terms and conditions do not confer upon the Reseller any rights in or title to such intellectual property.

12. Confidentiality
12.1 The Reseller shall safeguard and (save as may be required by law) keep confidential all information entrusted to it by Computer Products Limited which is not in the public domain and take all reasonable precautions to safeguard Computer Products Limited's confidential information. 12.2 Only those members of staff who need to be aware of confidential information in order for the Reseller to fulfil its obligations under this Agreement shall be entitled access to the confidential information. 12.3 All confidential information passed to the Reseller by Computer Products Limited shall remain the exclusive property of Computer Products Limited and the Reseller undertakes to return such information at the request of Computer Products Limited or, at the latest, upon termination or expiration of this Agreement. 12.4 The communication of any website login credentials to third parties is prohibited and will result in immediate withdrawal of all Computer Products Limited services and the possible instigation of further legal proceedings.

13. Amendment
Computer Products Limited may at any time amend its standard Terms and Conditions of Access upon 14 days prior written notification to the Reseller. The modified terms and conditions of sale shall apply to any use of the website system after the expiry of that notice period.

14. Term and Termination
14.1 This Agreement shall commence on the date hereof subject to termination in accordance with its terms.14.2 Either party may terminate this Agreement by giving 7 days prior written notice to the other. 14.3 Computer Products Limited may terminate this Agreement immediately upon the occurrence of any of the following events: 14.3.1 the Reseller commits any continuing or material breach of any of the material provisions of this Agreement and, in the case of a breach capable of remedy fails to remedy the same within 30 days after receipt of a written notice giving full particulars of the breach and requiring it to be remedied; 14.3.2 a receiver or manager is appointed over any of the property or assets of the Reseller; 14.3.3 the Reseller makes any voluntary arrangement with its creditors or becomes subject to an administration order; 14.3.4 the Reseller goes into liquidation (except for the purposes of amalgamation or reconstruction); or 14.3.5 the Reseller ceases or threatens to cease to carry on business. 14.4 Upon the termination or expiration of this Agreement all outstanding invoices must be paid immediately by the Reseller. 14.5 The confidentiality obligations under clause 11 shall survive the termination of this Agreement.

15. Force Majeure
Neither party shall be liable to the other or be deemed to be in breach of this Agreement by reason of any delay in performing or any failure to perform any of its obligations in relation to the Products or otherwise under this Agreement if the delay or failure was beyond that party's reasonable control.

16. Indemnity
The Reseller shall fully and effectually indemnity and keep Computer Products Limited indemnified against any loss, damage, costs or expenses (including legal costs) suffered or incurred by Computer Products Limited as a result of or in connection with any breach by the Reseller of any of its obligations under this Agreement.

17. General
17.1 This Agreement is personal to the Reseller who may not assign this agreement without the express prior written agreement of Computer Products Limited . 17.2 This Agreement contains the entire agreement between the parties with respect to its subject matter. 17.3 This Agreement shall be governed by and construed in all respects in accordance with English law and shall be subject to the exclusive jurisdiction of the English courts. 17.4 Any notice required or authorised to be given by this Agreement may be given by hand or sent (by first class pre-paid post or facsimile transmission) to the other party at its address stated at the head of this Agreement. Such notice if posted shall be deemed to have been given on the 3rd day after the notice was posted and if sent by facsimile shall be deemed to have been duly sent on the date of transmission as evidence by the confirmation slip.17.5 This Agreement shall only become