1 REGISTRATION
2 BASIC REQUIREMENTS
3 TRANSACTIONS USING THE WEBSITE
4 INDEMNITY AND WAIVER
5 EXCLUSION OF WARRANTIES AND LIABILITY
6 TERM AND TERMINATION
7 APPLICABLE LAW
8 GENERAL

CODE OF CONDUCT OF THE SURPLUS STOCKMARKET LTD WEBSITE

INTRODUCTION

Surplus-Stock Market Ltd. (referred to as surplus-stockmarket.com ) offers an online electronic marketplace for business-to-business exchange (B2B). The platform of surplus-stockmarket.com offers a forum for marketing mainly surplus stock/ goods, excess goods/ inventory and machiner.
This Code of Conduct (referred to as the "Code") will apply to each subscriber ("User") who wishes to use the Surplus Stockmarket Limited Website. Each User must comply and adhere to this Code in order to access and use the Website.
In order to use and participate in this Website, all Users must accept this Code by completing the registration procedure. Upon registration, each User will be given a unique personal ID which may, for the purpose of security, be monitored and tracked by Surplus Stockmarket Limited (surplus-stockmarket.com ).

1 REGISTRATION [top of page]
1.1 The User confirms that all details provided to surplus-stockmarket.com during the registration process were complete and correct. The User must notify surplus-stockmarket.com of any changes in registration details without delay.

1.2 surplus-stockmarket.com may refuse registration, or withdraw registration if in its sole opinion false information has been supplied or any other abuse of the registration procedure is suspected.

1.3 The User accepts responsibility for keeping the personal ID confidential, and for preventing unauthorised access. If the User becomes aware of any breach of security of the User's personal ID or if the User believes that any breach may have occurred, the User must inform surplus-stockmarket.com immediately.

2 BASIC REQUIREMENTS [top of page]
2.1 Each User and any material which he/she posts onto the Website ("Material") must comply with the following basic standards:

2.1.1 all information and activities must be legal, decent and honest (in terms of the User's applicable legal jurisdiction);

2.1.2 data protection legislation within the User's applicable jurisdiction must be adhered to in order that the collection of personal information is not traded or disclosed illegally;

2.1.3 distance selling requirements must be complied with as laid down in the User's applicable jurisdiction;

2.1.4 other applicable trading standards and laws and regulations regarding use of the Website and bidding, listing, purchase, solicitation of offers and sale of items are adhered to.

2.2 Each User is solely responsible for the accuracy, legality, currency and compliance of his/her own Material and will be solely liable for false, misleading, inaccurate, infringing or other actionable material contained or referred to therein.

2.3 Where Users collaborate with one another as a result of use of this Website, they do so as independent contracting parties. Users acknowledge that surplus-stockmarket.com will not in any way be construed as a party to such collaboration nor be liable nor responsible in any way for the dealings of such collaboration or the parties to such collaboration.

3 TRANSACTIONS USING THE WEBSITE [top of page]
3.1 The Website allows Users to offer items for sale to other Users using one of three formats:

3.1.1 fixed price;

3.1.2 auction bid; ( to be established at a later stage)

3.1.3 request offers. ( to be established at a later stage)

3.2 In order for a User to offer an item for sale, the User must complete all details using the appropriate form to the fullest extent possible.

3.3 surplus-stockmarket.com er reserves the right to refuse to process the transaction without specifying reasons or to allocate the item to a product group other than the one specified by the User.

3.4 The User undertakes that his/her use of the Website is not illegal and does not violate any rights of third parties and does not have any disadvantageous effect on the data or the data processing system of the Website Owner. In particular, the User is prohibited from offering items for sale which are prohibited or requires a special official authorisation, in particular:

3.4.1 firearms, weapons and knives;

3.4.2 animals;

3.4.3 offensive materials.

3.5 If a time limit is specified by the User, the time shown by the Website's system clock shall be decisive.

3.6 "Auction Bid" means:

3.6.1 a seller specifies a minimum price which he wishes to obtain for the item for sale and specifies the date and time at which the bidding period comes to an end. The seller must sell the item if at least one bid is made at or above the minimum price;

3.6.2 a purchaser bids by specifying a price amounting to at least the minimum price specified by the seller. If the bid is accepted by the seller, the purchaser must purchase the item;

3.6.3 surplus-stockmarket.com may extend the bidding period by up to 30 minutes if an offer is received within 15 minutes before the expiry of the bidding period. In the event of a system defect at the time at which the bidding period expires, the end of the bidding period may be extended by up to 24 hours;

3.6.4 surplus-stockmarket.com will provide the seller and the purchaser with each other's details;

3.6.5 the seller is prohibited from bidding for items which he/she is offering for sale either directly or via an agent or representative.

3.7 "Fixed Price" means:

3.7.1 a seller specifies a fixed price for the sale item. He/she also establishes the date and time at which the sale period is to come to an end. The seller must sell the item if at least one offer is made at or above the fixed price during the sale period;

3.7.2 a purchaser makes a binding offer to purchase the item. If the offer is accepted by the seller, the purchaser must purchase the item;

3.7.3 surplus-stockmarket.com provides the seller and the purchaser with each other's details.

3.8 "Request Offers" means:

3.8.1 the seller specifies his price expectations or a minimum price. The information provided by the seller represents an invitation for potential purchasers to submit bids. The seller may withdraw his/her invitation at any time;

3.8.2 the purchaser submits an offer. If the seller has specified a minimum price, the offer must at least match this price. The offer is made for a particular acceptance period, to come to an end at a specified date and time;

3.8.3 the purchase agreement comes into existence when the seller declares his acceptance of an offer submitted by a purchaser within the acceptance period. The chosen bid need not be the highest bid. If the seller has accepted an offer, surplus-stockmarket.com conveys the contact details of the purchaser and the seller to each other;

3.8.4 if the seller accepts an offer, the other offers are cancelled.

3.9 If a User makes direct contact with the seller for the purpose of negotiating the purchase of items presented on the Website, without making reference to the fact that he received knowledge of this item using the Website, the seller is obliged to ask surplus-stockmarket.com whether the User acquired knowledge of this item through surplus-stockmarket.com. If the User discloses that he/she acquired knowledge of the item through the Website, the seller is obliged to inform the surplus-stockmarket.com of this direct contact.

3.10 The User undertakes only to conclude sale agreements for any particular item for sale on the Website using the Website.

3.11 The Website provides a platform for the sale and purchase of items. surplus-stockmarket.com is not involved in the actual sale and purchase transactions. surplus-stockmarket.com has no control over the items, the accuracy of offers or the identity of the Users. The Users agree that surplus-stockmarket.com shall not be liable for claims demands and all damages arising out of or in any way connected with disputes between purchasers and sellers.

3.12 The services offered by surplus-stockmarket.com are without charge for purchasers.

3.13 surplus-stockmarket.com charges sellers for its services; the amount of charge shall be calculated according to the amount of the purchase price for the sale item. The purchase price shall also bear VAT in the amount of the statutory rate applicable at the time of invoicing. The remuneration amounts to:

5 % with respect to a purchase price of up to EUR 20.000
4 % with respect to a purchase price from EUR 20.001 toEUR 40.000
3 % with respect to a purchase price from EUR 40.001 to EUR 80.000
2 % with respect to a purchase price from EUR 80.001 to EUR230.000
1 % with respect to a purchase price from EUR 230.001

3.14 VAT is applicable at the time of invoicing. Sales to purchasers resident in another EU-state shall only be exempt from VAT if an officially authenticated VAT identification number is presented. With respect to sales to purchasers resident outside the EU, VAT shall be reimbursed if proof of export is presented with the proper official stamp.

3.15 The duty to pay the charge arises upon surplus-stockmarket.com sending to the seller the contact details of the purchaser. The duty to pay the charge also arises if the seller concludes an agreement with a User of the Website regarding a sale item first offered on the Website.
3.16 If the seller does not make payment upon the charge becoming due, the amount owed shall bear default interest at a rate of 4 (four) per cent above the base interest rate of HSBC plc.

3.17 surplus-stockmarket.com cannot guarantee the existence of the purchaser or seller. The actual authorship of an offer or acceptance thus remains doubtful. The user giving or accepting an offer thus acts at his own risk with respect to the existence of the contractual partner. In the same way, surplus-stockmarket.com cannot completely guarantee that a personal ID number will not fall into the hands of a person not authorised to accept offers. This risk has to be borne by the User.

3.18 surplus-stockmarket.com is only entitled to disclose identification data of other users in cases in which a contract has been concluded. To enable surplus-stockmarket.com to use the User details for the service offered on the Website, the User grants a non-exclusive worldwide perpetual royalty free right to use the information in accordance with this Code.

3.19 The general Terms and Conditions (as amended from time to time) of surplus-stockmarket.com shall form part of this Code.

4 INDEMNITY AND WAIVER [top of page]
4.1 Each Subscriber agrees to indemnify and keep indemnified surplus-stockmarket.com, their successors and assigns, and each of their respective directors, officers, employees and agents from and against any and all liability, damages, losses, claims (including reasonable legal fees) resulting in any way from his/her use of and from any Material posted on this Website, arising from any introduction or collaboration resulting therefrom or otherwise arising from using the Website.

4.2 Each Subscriber waives any right to bring any claim or action against surplus-stockmarket.com for any loss, damage or injury arising from use of the Website or any Material from the Website or from this Code.

5 EXCLUSION OF WARRANTIES AND LIABILITY [top of page]
5.1 Nothing in this agreement is intended to limit of exclude any liability on the part of surplus-stockmarket.com to the extent that applicable law prohibits such exclusions or limitations. If the User is a consumer YOUR STATUTORY RIGHTS ARE NOT AFFECTED.

5.2 surplus-stockmarket.com do not warrant the content, accuracy or veracity of any Material or other information on the Website, the responsibility for which rests with each of the Users as specified in Section 2 above.

5.3 In no event will surplus-stockmarket.com be liable for any injury, loss, claim, damages or any special, incidental, consequential, exemplary or punitive damages of any kind arising out of or in connection with any User's access to, or use of the Website, any Material thereon or any goods, materials or services available therefrom, whether based in contract, tort and whether negligent or otherwise, even if surplus-stockmarket.com has been advised of the possibility of such damages. In the event that this exclusion of liability is held by a court of competent jurisdiction to be unlawful, but that liability may be lawfully limited, surplus-stockmarket.com aggregate total liability to any User for all such damages and losses shall be limited to the charge paid by the User suffering loss during the twelve months preceding the event giving rise to liability.

6 TERM AND TERMINATION [top of page]
6.1 surplus-stockmarket.com may terminate the User agreement at any time without specifying reasons. The User can also terminate the agreement at any time unless he has issued an offer or acceptance by which he is bound. The duty to pay charges remains unaffected by termination.

6.2 Each User agrees to remain bound by this Code (as amended from time to time) for as long as they remain a User of the Website and wishes to use the Website unless surplus-stockmarket.com earlier terminates, suspends or otherwise limits access to the Website in accordance with the above or as it otherwise deems is appropriate.

6.3 If surplus-stockmarket.com terminates this agreement, it is entitled to block the personal ID number of the User and to delete the User data.

7 APPLICABLE LAW [top of page]
Each Subscriber agrees that this Code and any dispute arising in any way in relation to the Website will be governed by and construed in accordance with the applicable laws of England and Wales.

8 GENERAL [top of page]
8.1 In the event that any provision in this Code is determined to be unenforceable or invalid, such provision shall be severed and the remaining provisions which shall be enforceable to the fullest extent permitted by the applicable law.

8.2 This Code together with surplus-stockmarket.com terms and conditions represents the entire agreement between the User and surplus-stockmarket.com relating to the subject matter hereof, and supersedes any prior understanding or agreements regarding the Website.