SICEC initiative

This Agreement, dated as of 15 August, 2000, between ScreamingMedia.com, a New York corporation with offices at 17 Cavendish Square, London W1M 9AA, England ("ScreamingMedia.com" or "SM") and, Haymmarket Business Publications Limited of 174 Hammersmith Road, London W6 7JP (the "Company", SM and the Company together, the "parties") WHEREAS, ScreamingMedia owns and operates an interactive communications network located at its corporate headquarters, including the Aggregated News Service ("ANS") and wishes to use the Company's news and other content from [insert relevant Company publications] (the "Content") on the Aggregated News Service that ScreamingMedia.com offers to its existing and future clients. ScreamingMedia.com clients are subscribers to ScreamingMedia.com's Custom Newswire service through which ANS is available and who include online publishers of corporate intranets and extranets, and vertical websites (both business-to-business and business-to-consumer). SM wishes to use the Content and the Company is willing to permit SM to do so on the terms and conditions set out herein. Accordingly in consideration of the mutual promises of the parties hereunder, the parties agree as follows: Grant of Licence. For the duration of this Agreement, the Company grants ScreamingMedia.com a non-exclusive, worldwide, right and licence (the "Licence") to reproduce, distribute, and sub-licence all or part of the Content to SM clients, in accordance with the terms of this Agreement, through ScreamingMedia.com's Custom Wire Services. Nothing contained herein shall be deemed a transfer by SM of any right, title or interest in or any component of the ANS, Custom News Wire, Custom Wire Service or any other SM proprietary products or services. Term and Termination. The initial term (the "Initial Term") of this Agreement shall commence on ____________ and unless terminated, as hereinafter specified, shall continue for a one (1) year period ending on ___________. The Initial Term shall automatically renew for consecutive one (1) year periods, unless either party shall give the other written notice, at least thirty (30) days prior to the expiration of the Initial Term or any extended term, that it wishes to terminate the Agreement. References herein to the term of this Agreement shall mean the Initial Term and such term or terms of one (1) year extended beyond the Initial Term, unless this Agreement is terminated earlier by either party hereunder. Termination for Convenience Either party may terminate this Agreement at any time, with or without cause, upon ninety (90) days prior written notice to the other party. Default If either party is in breach of any obligation or condition of this Agreement and such default shall not have been cured within thirty (30) days after receipt of written notice of the intent to terminate, then the non-defaulting party giving such notice may elect to terminate this Agreement. In such event, the non-defaulting party giving notice of termination shall do so without liability to the defaulting party. Insolvency Either party may terminate this Agreement by written notice to the other, upon the other party becoming unable to pay its debts (within the meaning of the Insolvency Act 1986), becoming insolvent, making a general assignment for the benefit of creditors, filing a voluntary petition for bankruptcy, appointing a receiver for its business or assets, or