Last Updated 09/09/2025

AGREEMENT TO OUR LEGAL TERMS

We are Radio Structures Ltd, doing business as TRS (‘Company‘, ‘we‘, ‘us‘, or ‘our‘), a company registered in England at TRS Complex, 11a Gatelodge close, Round Spinney Industrial Estate, Northampton, Northamptonshire NN3 8RJ. Our VAT number is GB387599179.

We operate the website http://www.radiostructures.com (the ‘Site‘), as well as any other related products and services that refer or link to these legal terms (the ‘Legal Terms‘) (collectively, the ‘Services‘).

You can contact us by phone at (+44)01604790005, email at sales@radiostructures.com, or by mail to TRS Complex, 11a Gatelodge close, Round Spinney Industrial Estate, Northampton, Northamptonshire NN3 8RJ, England.

These Legal Terms constitute a legally binding agreement made between you, whether personally or on behalf of an entity (‘you‘), and Radio Structures Ltd, concerning your access to and use of the Services. You agree that by accessing the Services, you have read, understood, and agreed to be bound by all of these Legal Terms. IF YOU DO NOT AGREE WITH ALL OF THESE LEGAL TERMS, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SERVICES AND YOU MUST DISCONTINUE USE IMMEDIATELY.

***Free carriage only applies to products at 3 metres and under in length and to UK mainland due to restrictions with our UK carriers terms, should an order be placed outside of this range the order will be held and contact made, this may require freight cost quotes being obtained, we aim to add a description on all products that may not be eligible for the free carriage due to length.

Supplemental terms and conditions or documents that may be posted on the Services from time to time are hereby expressly incorporated herein by reference. We reserve the right, in our sole discretion, to make changes or modifications to these Legal Terms from time to time. We will alert you about any changes by updating the ‘Last updated’ date of these Legal Terms, and you waive any right to receive specific notice of each such change. It is your responsibility to periodically review these Legal Terms to stay informed of updates. You will be subject to, and will be deemed to have been made aware of and to have accepted, the changes in any revised Legal Terms by your continued use of the Services after the date such revised Legal Terms are posted.

The Services are intended for users who are at least 18 years old. Persons under the age of 18 are not permitted to use or register for the Services.

We recommend that you print a copy of these Legal Terms for your records.

TABLE OF CONTENTS

1. OUR SERVICES

2. INTELLECTUAL PROPERTY RIGHTS

3. USER REPRESENTATIONS

4. USER REGISTRATION

5. PRODUCTS

6. PURCHASES AND PAYMENT

7. RETURN POLICY

8. PROHIBITED ACTIVITIES

9. USER GENERATED CONTRIBUTIONS

10. CONTRIBUTION LICENCE

11. SOCIAL MEDIA

12. THIRD-PARTY WEBSITES AND CONTENT

13. SERVICES MANAGEMENT

14. PRIVACY POLICY

15. TERM AND TERMINATION

16. MODIFICATIONS AND INTERRUPTIONS

17. GOVERNING LAW

18. DISPUTE RESOLUTION

19. CORRECTIONS

20. DISCLAIMER

21. LIMITATIONS OF LIABILITY

22. INDEMNIFICATION

23. USER DATA

24. ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES

25. CALIFORNIA USERS AND RESIDENTS

26. MISCELLANEOUS

27. CONTACT US

28 SITE SERVICES AND CANCELLATIONS

29 TRAINING SERVICES AND CANCELLATIONS

30 ACCOUNTS / LATE PAYMENT / TERMS

1. OUR SERVICES

The information provided when using the Services is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Services from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.

The Services are not tailored to comply with industry-specific regulations (Health Insurance Portability and Accountability Act (HIPAA), Federal Information Security Management Act (FISMA), etc.), so if your interactions would be subjected to such laws, you may not use the Services. You may not use the Services in a way that would violate the Gramm-Leach-Bliley Act (GLBA).

2. INTELLECTUAL PROPERTY RIGHTS

Our intellectual property

We are the owner or the licensee of all intellectual property rights in our Services, including all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics in the Services (collectively, the ‘Content’), as well as the trademarks, service marks, and logos contained therein (the ‘Marks’).

Our Content and Marks are protected by copyright and trademark laws (and various other intellectual property rights and unfair competition laws) and treaties in the United States and around the world.

The Content and Marks are provided in or through the Services ‘AS IS’ for your personal, non-commercial use or internal business purpose only.

Your use of our Services

Subject to your compliance with these Legal Terms, including the ‘PROHIBITED ACTIVITIES‘ section below, we grant you a non-exclusive, non-transferable, revocable licence to:

• access the Services; and
• download or print a copy of any portion of the Content to which you have properly gained access.

solely for your personal, non-commercial use or internal business purpose.

Except as set out in this section or elsewhere in our Legal Terms, no part of the Services and no Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.

If you wish to make any use of the Services, Content, or Marks other than as set out in this section or elsewhere in our Legal Terms, please address your request to: sales@radiostructures.com. If we ever grant you the permission to post, reproduce, or publicly display any part of our Services or Content, you must identify us as the owners or licensors of the Services, Content, or Marks and ensure that any copyright or proprietary notice appears or is visible on posting, reproducing, or displaying our Content.

We reserve all rights not expressly granted to you in and to the Services, Content, and Marks.

Any breach of these Intellectual Property Rights will constitute a material breach of our Legal Terms and your right to use our Services will terminate immediately.

Your submissions

Please review this section and the ‘PROHIBITED ACTIVITIES‘ section carefully prior to using our Services to understand the (a) rights you give us and (b) obligations you have when you post or upload any content through the Services.

Submissions: By directly sending us any question, comment, suggestion, idea, feedback, or other information about the Services (‘Submissions’), you agree to assign to us all intellectual property rights in such Submission. You agree that we shall own this Submission and be entitled to its unrestricted use and dissemination for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you.

You are responsible for what you post or upload: By sending us Submissions through any part of the Services you:

• confirm that you have read and agree with our ‘PROHIBITED ACTIVITIES‘ and will not post, send, publish, upload, or transmit through the Services any Submission that is illegal, harassing, hateful, harmful, defamatory, obscene, bullying, abusive, discriminatory, threatening to any person or group, sexually explicit, false, inaccurate, deceitful, or misleading;
• to the extent permissible by applicable law, waive any and all moral rights to any such Submission;
• warrant that any such Submission are original to you or that you have the necessary rights and licences to submit such Submissions and that you have full authority to grant us the above-mentioned rights in relation to your Submissions; and
• warrant and represent that your Submissions do not constitute confidential information.

You are solely responsible for your Submissions and you expressly agree to reimburse us for any and all losses that we may suffer because of your breach of (a) this section, (b) any third party’s intellectual property rights, or (c) applicable law.

3. USER REPRESENTATIONS

By using the Services, you represent and warrant that: (1) all registration information you submit will be true, accurate, current, and complete; (2) you will maintain the accuracy of such information and promptly update such registration information as necessary; (3) you have the legal capacity and you agree to comply with these Legal Terms; (4) you are not a minor in the jurisdiction in which you reside; (5) you will not access the Services through automated or non-human means, whether through a bot, script or otherwise; (6) you will not use the Services for any illegal or unauthorised purpose; and (7) your use of the Services will not violate any applicable law or regulation.

If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).

4. USER REGISTRATION

You may be required to register to use the Services. You agree to keep your password confidential and will be responsible for all use of your account and password. We reserve the right to remove, reclaim, or change a username you select if we determine, in our sole discretion, that such username is inappropriate, obscene, or otherwise objectionable.

5. PRODUCTS

We make every effort to display as accurately as possible the colours, features, specifications, and details of the products available on the Services. However, we do not guarantee that the colours, features, specifications, and details of the products will be accurate, complete, reliable, current, or free of other errors, and your electronic display may not accurately reflect the actual colours and details of the products. All products are subject to availability, and we cannot guarantee that items will be in stock. We reserve the right to discontinue any products at any time for any reason. Prices for all products are subject to change.

6. PURCHASES AND PAYMENT

We accept the following forms of payment:

– PayPal

– Purchase Order

– Visa

– Mastercard

– Cash

– Apple Pay

You agree to provide current, complete, and accurate purchase and account information for all purchases made via the Services. You further agree to promptly update account and payment information, including email address, payment method, and payment card expiration date, so that we can complete your transactions and contact you as needed. Sales tax will be added to the price of purchases as deemed required by us. We may change prices at any time. All payments shall be in GBP £.

You agree to pay all charges at the prices then in effect for your purchases and any applicable shipping fees, and you authorise us to charge your chosen payment provider for any such amounts upon placing your order. We reserve the right to correct any errors or mistakes in pricing, even if we have already requested or received payment.

We reserve the right to refuse any order placed through the Services. We may, in our sole discretion, limit or cancel quantities purchased per person, per household, or per order. These restrictions may include orders placed by or under the same customer account, the same payment method, and/or orders that use the same billing or shipping address. We reserve the right to limit or prohibit orders that, in our sole judgement, appear to be placed by dealers, resellers, or distributors.

7. RETURN POLICY

Please review our Return Policy posted on the Services prior to making any purchases.

We do not accept returns on products manufactured to order such as cut to frequency antennas, cut to length cables and bespoke made to order products

8. PROHIBITED ACTIVITIES

You may not access or use the Services for any purpose other than that for which we make the Services available. The Services may not be used in connection with any commercial endeavours except those that are specifically endorsed or approved by us.

As a user of the Services, you agree not to:

• Systematically retrieve data or other content from the Services to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from us.
• Trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive account information such as user passwords.
• Circumvent, disable, or otherwise interfere with security-related features of the Services, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Services and/or the Content contained therein.
• Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Services.
• Use any information obtained from the Services in order to harass, abuse, or harm another person.
• Make improper use of our support services or submit false reports of abuse or misconduct.
• Use the Services in a manner inconsistent with any applicable laws or regulations.
• Engage in unauthorised framing of or linking to the Services.
• Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party’s uninterrupted use and enjoyment of the Services or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Services.
• Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools.
• Delete the copyright or other proprietary rights notice from any Content.
• Attempt to impersonate another user or person or use the username of another user.
• Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including without limitation, clear graphics interchange formats (‘gifs’), 1×1 pixels, web bugs, cookies, or other similar devices (sometimes referred to as ‘spyware’ or ‘passive collection mechanisms’ or ‘pcms’).
• Interfere with, disrupt, or create an undue burden on the Services or the networks or services connected to the Services.
• Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any portion of the Services to you.
• Attempt to bypass any measures of the Services designed to prevent or restrict access to the Services, or any portion of the Services.
• Copy or adapt the Services’ software, including but not limited to Flash, PHP, HTML, JavaScript, or other code.
• Except as permitted by applicable law, decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Services.
• Except as may be the result of standard search engine or Internet browser usage, use, launch, develop, or distribute any automated system, including without limitation, any spider, robot, cheat utility, scraper, or offline reader that accesses the Services, or use or launch any unauthorised script or other software.
• Use a buying agent or purchasing agent to make purchases on the Services.
• Make any unauthorised use of the Services, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretences.
• Use the Services as part of any effort to compete with us or otherwise use the Services and/or the Content for any revenue-generating endeavour or commercial enterprise.
• Sell or otherwise transfer your profile.
• Use the Services to advertise or offer to sell goods and services.

9. USER GENERATED CONTRIBUTIONS

The Services does not offer users to submit or post content. We may provide you with the opportunity to create, submit, post, display, transmit, perform, publish, distribute, or broadcast content and materials to us or on the Services, including but not limited to text, writings, video, audio, photographs, graphics, comments, suggestions, or personal information or other material (collectively, ‘Contributions’). Contributions may be viewable by other users of the Services and through third-party websites. As such, any Contributions you transmit may be treated in accordance with the Services’ Privacy Policy. When you create or make available any Contributions, you thereby represent and warrant that:

• The creation, distribution, transmission, public display, or performance, and the accessing, downloading, or copying of your Contributions do not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, trade secret, or moral rights of any third party.
• You are the creator and owner of or have the necessary licences, rights, consents, releases, and permissions to use and to authorise us, the Services, and other users of the Services to use your Contributions in any manner contemplated by the Services and these Legal Terms.
• You have the written consent, release, and/or permission of each and every identifiable individual person in your Contributions to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of your Contributions in any manner contemplated by the Services and these Legal Terms.
• Your Contributions are not false, inaccurate, or misleading.
• Your Contributions are not unsolicited or unauthorised advertising, promotional materials, pyramid schemes, chain letters, spam, mass mailings, or other forms of solicitation.
• Your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing, libellous, slanderous, or otherwise objectionable (as determined by us).
• Your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone.
• Your Contributions are not used to harass or threaten (in the legal sense of those terms) any other person and to promote violence against a specific person or class of people.
• Your Contributions do not violate any applicable law, regulation, or rule.
• Your Contributions do not violate the privacy or publicity rights of any third party.
• Your Contributions do not violate any applicable law concerning child pornography, or otherwise intended to protect the health or well-being of minors.
• Your Contributions do not include any offensive comments that are connected to race, national origin, gender, sexual preference, or physical handicap.
• Your Contributions do not otherwise violate, or link to material that violates, any provision of these Legal Terms, or any applicable law or regulation.

Any use of the Services in violation of the foregoing violates these Legal Terms and may result in, among other things, termination or suspension of your rights to use the Services.

10. CONTRIBUTION LICENCE

You and Services agree that we may access, store, process, and use any information and personal data that you provide following the terms of the Privacy Policy and your choices (including settings).

By submitting suggestions or other feedback regarding the Services, you agree that we can use and share such feedback for any purpose without compensation to you.

We do not assert any ownership over your Contributions. You retain full ownership of all of your Contributions and any intellectual property rights or other proprietary rights associated with your Contributions. We are not liable for any statements or representations in your Contributions provided by you in any area on the Services. You are solely responsible for your Contributions to the Services and you expressly agree to exonerate us from any and all responsibility and to refrain from any legal action against us regarding your Contributions.

11. SOCIAL MEDIA

As part of the functionality of the Services, you may link your account with online accounts you have with third-party service providers (each such account, a ‘Third-Party Account’) by either: (1) providing your Third-Party Account login information through the Services; or (2) allowing us to access your Third-Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third-Party Account. You represent and warrant that you are entitled to disclose your Third-Party Account login information to us and/or grant us access to your Third-Party Account, without breach by you of any of the terms and conditions that govern your use of the applicable Third-Party Account, and without obligating us to pay any fees or making us subject to any usage limitations imposed by the third-party service provider of the Third-Party Account. By granting us access to any Third-Party Accounts, you understand that (1) we may access, make available, and store (if applicable) any content that you have provided to and stored in your Third-Party Account (the ‘Social Network Content’) so that it is available on and through the Services via your account, including without limitation any friend lists and (2) we may submit to and receive from your Third-Party Account additional information to the extent you are notified when you link your account with the Third-Party Account. Depending on the Third-Party Accounts you choose and subject to the privacy settings that you have set in such Third-Party Accounts, personally identifiable information that you post to your Third-Party Accounts may be available on and through your account on the Services. Please note that if a Third-Party Account or associated service becomes unavailable or our access to such Third-Party Account is terminated by the third-party service provider, then Social Network Content may no longer be available on and through the Services. You will have the ability to disable the connection between your account on the Services and your Third-Party Accounts at any time. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD-PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD-PARTY SERVICE PROVIDERS. We make no effort to review any Social Network Content for any purpose, including but not limited to, for accuracy, legality, or non-infringement, and we are not responsible for any Social Network Content. You acknowledge and agree that we may access your email address book associated with a Third-Party Account and your contacts list stored on your mobile device or tablet computer solely for purposes of identifying and informing you of those contacts who have also registered to use the Services. You can deactivate the connection between the Services and your Third-Party Account by contacting us using the contact information below or through your account settings (if applicable). We will attempt to delete any information stored on our servers that was obtained through such Third-Party Account, except the username and profile picture that become associated with your account.

12. THIRD-PARTY WEBSITES AND CONTENT

The Services may contain (or you may be sent via the Site) links to other websites (‘Third-Party Websites’) as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software, and other content or items belonging to or originating from third parties (‘Third-Party Content’). Such Third-Party Websites and Third-Party Content are not investigated, monitored, or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third-Party Websites accessed through the Services or any Third-Party Content posted on, available through, or installed from the Services, including the content, accuracy, offensiveness, opinions, reliability, privacy practices, or other policies of or contained in the Third-Party Websites or the Third-Party Content. Inclusion of, linking to, or permitting the use or installation of any Third-Party Websites or any Third-Party Content does not imply approval or endorsement thereof by us. If you decide to leave the Services and access the Third-Party Websites or to use or install any Third-Party Content, you do so at your own risk, and you should be aware these Legal Terms no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any website to which you navigate from the Services or relating to any applications you use or install from the Services. Any purchases you make through Third-Party Websites will be through other websites and from other companies, and we take no responsibility whatsoever in relation to such purchases which are exclusively between you and the applicable third party. You agree and acknowledge that we do not endorse the products or services offered on Third-Party Websites and you shall hold us blameless from any harm caused by your purchase of such products or services. Additionally, you shall hold us blameless from any losses sustained by you or harm caused to you relating to or resulting in any way from any Third-Party Content or any contact with Third-Party Websites.

13. SERVICES MANAGEMENT

We reserve the right, but not the obligation, to: (1) monitor the Services for violations of these Legal Terms; (2) take appropriate legal action against anyone who, in our sole discretion, violates the law or these Legal Terms, including without limitation, reporting such user to law enforcement authorities; (3) in our sole discretion and without limitation, refuse, restrict access to, limit the availability of, or disable (to the extent technologically feasible) any of your Contributions or any portion thereof; (4) in our sole discretion and without limitation, notice, or liability, to remove from the Services or otherwise disable all files and content that are excessive in size or are in any way burdensome to our systems; and (5) otherwise manage the Services in a manner designed to protect our rights and property and to facilitate the proper functioning of the Services.

14. PRIVACY POLICY

We care about data privacy and security. Please review our Privacy Policy: http://www.radiostructures.com/privacy-policy. By using the Services, you agree to be bound by our Privacy Policy, which is incorporated into these Legal Terms. Please be advised the Services are hosted in the United Kingdom. If you access the Services from any other region of the world with laws or other requirements governing personal data collection, use, or disclosure that differ from applicable laws in the United Kingdom, then through your continued use of the Services, you are transferring your data to the United Kingdom, and you expressly consent to have your data transferred to and processed in the United Kingdom.

15. TERM AND TERMINATION

These Legal Terms shall remain in full force and effect while you use the Services. WITHOUT LIMITING ANY OTHER PROVISION OF THESE LEGAL TERMS, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SERVICES (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE LEGAL TERMS OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE SERVICES OR DELETE YOUR ACCOUNT AND ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION.

If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.

16. MODIFICATIONS AND INTERRUPTIONS

We reserve the right to change, modify, or remove the contents of the Services at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on our Services. We also reserve the right to modify or discontinue all or part of the Services without notice at any time. We will not be liable to you or any third party for any modification, price change, suspension, or discontinuance of the Services.

We cannot guarantee the Services will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Services, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Services at any time or for any reason without notice to you. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Services during any downtime or discontinuance of the Services. Nothing in these Legal Terms will be construed to obligate us to maintain and support the Services or to supply any corrections, updates, or releases in connection therewith.

17. GOVERNING LAW

These Legal Terms are governed by and interpreted following the laws of the United Kingdom, and the use of the United Nations Convention of Contracts for the International Sales of Goods is expressly excluded. If your habitual residence is in the EU, and you are a consumer, you additionally possess the protection provided to you by obligatory provisions of the law in your country to residence. Radio Structures Ltd and yourself both agree to submit to the non-exclusive jurisdiction of the courts of Northampton, which means that you may make a claim to defend your consumer protection rights in regards to these Legal Terms in the United Kingdom, or in the EU country in which you reside.

18. DISPUTE RESOLUTION

Informal Negotiations

To expedite resolution and control the cost of any dispute, controversy, or claim related to these Legal Terms (each a ‘Dispute’ and collectively, the ‘Disputes’) brought by either you or us (individually, a ‘Party’ and collectively, the ‘Parties’), the Parties agree to first attempt to negotiate any Dispute (except those Disputes expressly provided below) informally for at least thirty (30) days before initiating arbitration. Such informal negotiations commence upon written notice from one Party to the other Party.

Binding Arbitration

Any dispute arising from the relationships between the Parties to these Legal Terms shall be determined by one arbitrator who will be chosen in accordance with the Arbitration and Internal Rules of the European Court of Arbitration being part of the European Centre of Arbitration having its seat in Strasbourg, and which are in force at the time the application for arbitration is filed, and of which adoption of this clause constitutes acceptance. The seat of arbitration shall be Northampton, United Kingdom. The language of the proceedings shall be English. Applicable rules of substantive law shall be the law of the United Kingdom.

Restrictions

The Parties agree that any arbitration shall be limited to the Dispute between the Parties individually. To the full extent permitted by law, (a) no arbitration shall be joined with any other proceeding; (b) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilise class action procedures; and (c) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.

Exceptions to Informal Negotiations and Arbitration

The Parties agree that the following Disputes are not subject to the above provisions concerning informal negotiations binding arbitration: (a) any Disputes seeking to enforce or protect, or concerning the validity of, any of the intellectual property rights of a Party; (b) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorised use; and (c) any claim for injunctive relief. If this provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.

19. CORRECTIONS

There may be information on the Services that contains typographical errors, inaccuracies, or omissions, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Services at any time, without prior notice.

20. DISCLAIMER

THE SERVICES ARE PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE SERVICES’ CONTENT OR THE CONTENT OF ANY WEBSITES OR MOBILE APPLICATIONS LINKED TO THE SERVICES AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES, (3) ANY UNAUTHORISED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGEMENT AND EXERCISE CAUTION WHERE APPROPRIATE.

21. LIMITATIONS OF LIABILITY

IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE LESSER OF THE AMOUNT PAID, IF ANY, BY YOU TO US OR £500. CERTAIN US STATE LAWS AND INTERNATIONAL LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.

22. INDEMNIFICATION

You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of: (1) use of the Services; (2) breach of these Legal Terms; (3) any breach of your representations and warranties set forth in these Legal Terms; (4) your violation of the rights of a third party, including but not limited to intellectual property rights; or (5) any overt harmful act toward any other user of the Services with whom you connected via the Services. Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defence and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defence of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.

23. USER DATA

We will maintain certain data that you transmit to the Services for the purpose of managing the performance of the Services, as well as data relating to your use of the Services. Although we perform regular routine backups of data, you are solely responsible for all data that you transmit or that relates to any activity you have undertaken using the Services. You agree that we shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against us arising from any such loss or corruption of such data.

24. ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES

Visiting the Services, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Services, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SERVICES. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.

25. CALIFORNIA USERS AND RESIDENTS

If any complaint with us is not satisfactorily resolved, you can contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916) 445-1254.

26. MISCELLANEOUS

These Legal Terms and any policies or operating rules posted by us on the Services or in respect to the Services constitute the entire agreement and understanding between you and us. Our failure to exercise or enforce any right or provision of these Legal Terms shall not operate as a waiver of such right or provision. These Legal Terms operate to the fullest extent permissible by law. We may assign any or all of our rights and obligations to others at any time. We shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control. If any provision or part of a provision of these Legal Terms is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Legal Terms and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment or agency relationship created between you and us as a result of these Legal Terms or use of the Services. You agree that these Legal Terms will not be construed against us by virtue of having drafted them. You hereby waive any and all defences you may have based on the electronic form of these Legal Terms and the lack of signing by the parties hereto to execute these Legal Terms.

27. CONTACT US

In order to resolve a complaint regarding the Services or to receive further information regarding use of the Services, please contact us at:

Radio Structures Ltd

TRS Complex, 11a Gatelodge close

Round Spinney Industrial Estate

Northampton, Northamptonshire NN3 8RJ

England

Phone: (+44)01604790005

sales@radiostructures.com

28 SITE SERVICES AND CANCELLATIONS

1.   Delivery of Mast/Towers and Base Grillages

28.1.1 Offloading the base grillage (usually on a pallet for TRS Towers) is assumed to be by the client/end user. Offloading the mast/tower structure is assumed to be others unless Radio Structures Ltd are installing.

28.1.2  We assume good access to the site and hard standing for road going vehicles. The Client must advise of any restricted access well in advance of delivery.

28.1.3 Goods are delivered in accordance with the Road Haulage Conditions of Carriage. We aim to arrive on site at the agreed time, although if traffic conditions make this difficult we cannot accept liability, as they would be beyond our control. One hour unloading time is included. Additional waiting time for reasons such as access problems or crane unavailability will be charged for.

28.1.4 Overseas shipping prices are exclusive of all charges at the destination including unloading, duties, taxes, customs clearance and penalty for delay.

28.2.   Erection & Site Work ( if applicable).

28.2.1 We assume adequate space on site for assembly of the structure prior to erection.

28.2.2 We assume any inductions are limited to less than an hour and held at the site on our arrival.

28.2.3 Our quotation does not include for any additional costs caused by circumstances outside the responsibility of Radio Structures Ltd, including delays due to inaccessibility to site, extremely high winds, lightning warnings or any other conditions that are a safety hazard to site workers. Additional time will be charged at day work rates of £118.75 +vat per hr for a 2 man team. The rate is per man hour and will be charged for 10 hours per day for every day of standing time, or every day that erectors are available for work and cannot be deployed elsewhere. The rate excludes expenses, accommodation, travel and subsistence. Plant will be charged at cost plus 10%.

28.2.4 Site hours are based on 8 hours including a 30 minute break, any over hours will be charged at another day rate. Multiple day hours will be added and divided by 8 to ascertain the day rates applicable.

Weekends are charged at Saturday time and half, Sunday double time.

28.2.5 For consecutive days onsite all site hours will be averaged over the number of site days and any extra hours will be charged at the applicable rate.

28.2.6 Installations and site work quotations / sales orders should be taken as an estimate time /cost for work to be completed and may be subject to increased site Days / hours for works to be completed.

28.2.7 When working on the Rail Network Radio Structures Ltd shall not be responsible for set-up or management of any required safe working area necessary for our offered works to be completed to on the railway infrastructure. This includes RIMINI planning, setting up of site access, setting up of green zones, arranging or managing possessions and provisions of specialist staff including COSS, Lockouts, Site Wardens or PICOP.

28.2.8 When working on the Highways Radio Structures Ltd shall not be responsible for any traffic management or access equipment.

28.2.9 Installation, site works, onsite trainer or technical advisor prices allow for normal day working hours only unless specifically stated as being night work.

28.2.10               Supervisory work where offered has been priced on a day rate. Unless specifically itemised, travel, accommodation, toolbox freight and subsistence are excluded and assumed to be supplied by the Client. The day rate starts from day of leaving our UK office to the day of return to our UK office including weekends. Additional costs caused by circumstances outside the responsibility of Radio Structures Ltd, including delays due to inaccessibility to site, extremely high winds, lightning warning or any other conditions that are a safety hazard to site workers will be charged at the day work rate.

28.2.11               If work is to be carried out on an existing painted tower Radio Structures Ltd accept no liability for damaged paint work where additional steel work is to be installed or during surveys. Damaged paintwork such as minor chips is inevitable in these circumstances. Radio Structures Ltd will endeavour to limit such damage to a minimum. Radio Structures Ltd will repair any major scratches to such paintwork if a specification is supplied in advance but further trips necessary to touching up paintwork will be at extra cost as will any special materials required.

2.12 We have allowed for 1 mobilisation only and that we assume that the install period will not be interrupted by    problems beyond our control, a weekend or for any reason. Second mobilisations will be at extra cost.

28.2.13 Should installation of foundations be found to be incorrectly installed by the client or their subcontractors and not built to specified drawings or allowed sufficient curing time Radio Structures reserve the right to abort work and any time or extra time and travel will be charged at the current day rate as specified in the original order. Every endeavour will be made to complete works.

28.2.14 Any equipment of any type supplied by or hired in by the end user and/or customer Radio structures accept no liability for damage caused or issues relating to the use of such equipment during works, this includes access or crane equipment that requires recovery due to poor ground conditions, Radio structures advise full site surveys to be completed by the customer or end user should they wish to provide hired in equipment or their own equipment for Radio structures to complete works.

28.2.15 *Cancellation by client or end user within 5 working days prior to planned site work will be chargeable at 100% of the labour fee, this will be the first two (2) days of labour fees if the work is of multiple days and all days have been cancelled.

*100% of the labour fee is charged for cancellations of 5 days or less.

*50% of the labour fee is charged for cancellations of 6 working days to 10 working days notice.

*0% is charged of the labour fee for cancellations of 11 working days and above.

Material / Goods / Products that have been ordered as part of the work – All items will be chargeable at the full rate if they are unable to be returned or have been manufactured to order, items that can be returned but have a returns surcharge will be returned and the surcharge become chargeable.

For works that have been cancelled (the first cancellation) but rescheduled the parts will become chargeable on the rescheduled date at full value, should the rescheduled date be cancelled the full value will become chargeable on the cancellation (the second cancellation) date of notification.

Should works be cancelled by client and/or end user and parts require to be stored until the next available install slot, these will be charged at £7 per pallet space +vat per week.

*working days are Monday to Friday, Non-working days are weekends, bank holidays and planned UK holidays such as business closure due to Christmas and new year holidays.

28.2.16 All labour days quoted are estimated and extra labour days may be chargeable should works not be completed within the estimated timescales. Labour is estimated at 8 site hours plus 30minute break

29 TRAINING SERVICES AND TRAINING CANCELLATIONS

Training course cancellation policy –

Cancellations over 14 working days – Full refund

        Cancellations 7-14 working days – 50% refund

        Cancellations 0-6 working days – No refund

*Working days are classed as Monday to Friday

30 ACCOUNTS / LATE PAYMENT / TERMS

30.7.8.9 –  Invoices are due for payment after 30 days; we reserve the right to charge late payment fees, interest and debt recovery fees on overdue accounts – 8.5% above base on overdue accounts. Any claims should be made in writing within 7 days of invoice date.

Accounts that go over our standard payment terms will receive a strike against the account, 3 strikes within a 12 month rolling period will remove all trade discounting and all credit facility, the account will then be put on proforma basis for a minimum term of 6 months without any trade discount, to reinstate trade discounts a there must be a minimum collective of £3000 +vat of orders within a 12 month period, once this minimum has been reached after a minimum of 6 months the account will be issued a trade discount account but still be proforma basis until such a time our accounts team feel a credit facility can be obtained.

If any goods are due to go out but are placed on hold due to non payment of previous invoice(s) within our terms and this then puts the account onto the third strike the goods will revert to full value and will need to be paid in full prior to release.

30.7.8.10 –     In order to protect ourselves from possible bad debt, Radio Structures Ltd have a credit insurance policy. It is a condition of this policy that Radio Structures Ltd do not despatch goods to customers, if that despatch will take the Client’s account over their credit limit, which is allocated by our insurer. The Customers credit limit will be checked on receipt of the order, and if the credit limit is less than the value of the goods ordered, a part or full payment up front may be required.

30.7.8.11    –  When goods are placed on hold, no matter at what stage of the contract, it will cause disruption to our business. At the very least actions will need to be reprogrammed in our system.

30.7.8.12    –  Goods that are purchased for or manufactured for installation works booked in that required parts to complete those works and those works are then cancelled, those goods will become chargeable unless those parts are able to be resold and/or returned to the original seller, should such items that are able to be returned to the original seller have a restocking fee this will become chargeable instead of the full value. Bespoke made to order items cannot be returned such as cut to frequency antennas, made to order brackets and cut to length cables will become chargeable at full value.

30.7.8.13  –  When orders are cancelled, Radio Structures Ltd will invoice for goods purchased and work carried out to date.

30.7.8.14  –   Installations – When part delivery / Labour are cancelled within 5 working days of the agreed delivery or install date, the full delivery and installation charge will be chargeable.

30.7.8.15   –  If the date is extended by the Client beyond the date agreed at the contract stage, such that the goods need to be stored at Radio Structures Ltd premises or an Radio Structures Ltd supplier’ premises, storage charges will be incurred by the Client at 1% of the goods value per week (Minimum charge of £40 per week) & charges will be invoiced monthly – Exception If external storage facility is used and this is more than our standard fee, this will be charged at cost plus 10%

30.7.8.16  –   Note: We will not begin manufacture of the main structure until confirmation has been received that the base grillage has been cast and a photograph has been sent to sales@radiostructures.com of the grillage in situ. (Unless our workload dictates otherwise in which case the structure will be manufactured and the customer informed of the date of completion)

30.7.8.17  –   Quotations – Radio Structures Ltd quotations are valid for 14 days from the date of issue, Due to volatile material prices we reserve the right to add a material surcharge upon order within the 14 day quotation period, this would be confirmed and must be agreed with the customer prior to Radio structures loading the order onto our sales system. With no agreement on the surcharge the order will not be processed.

30.7.8.18   –  Should parts be delivered that are deemed inadequate or are not of the correct fitment due to a failure in our quality control procedures Radio Structures will send out free replacements at our cost, we will not be liable for parts supplied by others nor will pay for replacements supplied by others, any replacements paid for by others and used within a Radio structures product will invalidate all and any warranty given and subsequently will not be liable to any future claim.

Goods should be checked on arrival including the checking of any antenna frequency, size, shape, type and fitment or tower fitment and condition, Radio structures will not be held liable to aborted installation charges due to incorrect or faulty goods supplied, any incorrect or faulty goods supplied will be replaced at our cost or a full refund given for the goods itself and the shipping cost only.

Neither Party shall be liable to the other Party for loss of use of any Works, loss of profit, loss of any contract or for any indirect or consequential loss or damage which may be suffered by the other Party in connection with the Contract.

30.7.8.19 –   For ordered items that can be returned for a refund (non-bespoke items) a 20% restocking fee applies and the goods Plus the estimated delivery cost if it was on a free service (minimum £10 +vat) must be returned by the customer at their expense in an undamaged resale condition.

A returns number must be authorised for all returns.

*Bespoke manufactured to specific items cannot be returned under this process

30.7.8.20 –  Radio Structures ‘The seller’ limits their liability for defective goods, poor service or for losses due to negligence to a maximum of 10% of the initial contract value.

30.7.8.21 – Radio structures will not accept liability for goods that are returned damaged or not in the original supplied condition, Radio structures will accept goods returned in a resale condition and/or in such a condition the goods where sent out to the customer and a refund, credit note or exchange will be offered. Normal returns have a 28 day limit form time of receipt, goods received after this time it is the managing director’s discretion if goods will be accepted.

30.7.8.22 – No liability or returns will be accepted by Radio structures in the event that goods manufactured to a specific criteria such as antenna frequency or bespoke manufactured goods unless agreed by the managing director.

30.7.8.23 – Radio structures will not accept liability for goods ordered and delivered (or held as part of an order ready for installation works) but then deemed by the client as not suitable due to the client assuming the goods supplied would perform in a certain way or had a certain criteria to meet and / or the goods supplied didn’t match their specification that they required however did meet the specification of the product supplied by Radio structures thus the product supplied by Radio structures was within specification

30.7.8.24  – Radio Structures Ltd cannot accept ‘fit for purpose’ clauses in contracts as these invalidate our Professional Indemnity.

30.7.8.25  –  Radio Structures Ltd do not accept consequential losses, parent company guarantees, performance bonds, retentions or liquidated damages which exceed 10% of the order value or set off’s.

30.7.8.26 –  Radio structures will process purchase orders from account holders only, these will be processed and delivered as early as possible, if orders need to be despatched on a certain date or time these will need to be pre-booked with us in writing, this can be done via email, it is not enough to set a date on the purchase order as it will need to be communicated to us in writing so it can be added to the file, we will not process this requirement via telephone call as there is no traceability on our systems, orders are scanned into our systems and due dates do not come across as information that the system is able to process, we must manually add specific dates to our works calendars.

30.7.8.27 –   Radio Structures reserve the right to charge £85 per hour to proof read contract documentation or safety documentation that is longer than 2 A4 pages and / or production of RAMS that are not accepted by the customer or end user and will be required to be changed to suit the contract, this will be deemed a change

of the Radio structures normal working procedure and will be changed at the same rate of £85 per hour. Minimum 2 hours will be charged and invoiced separately.

30.7.8.28 – By placing any order with us you agree to all of our terms and conditions of business

30.7.8.29 By creating an account you indicate that you have read and accept our Conditions of Use