Terms & Conditions

AUCTION TERMS - BIDDER

In order to be able to Bid on Lots in an Auction you need to be a registered user of the Site and hold an Account. The cost of registration is £3.00, by registering you agree to be bound by these Conditions

These Conditions apply to your use of the Site to participate in Auctions, and any subsequent Sales in which you are the Buyer.

1.1. INTERPRETATION

1.2. Unless the context otherwise requires, the following expressions shall have the following meanings:

Account	Your Whisky-Online Auctions Account, enabling you to make Bids on Lots at Auctions
Auction	An auction of Lots conducted online via the Site pursuant to these Conditions;
Auction End	The end of the Auction for the relevant Lot;
Auction Start	The start of the Auction, from which time Bidders may submit Bids;
Bid	An offer to purchase any Lot whether by bidding at Auction or offering to purchase by private treaty or tender, and “Bids” and “Bidding” shall be construed accordingly;
Bidder	Any person who offers to purchase any Lot, whether by bidding at Auction or offering to purchase by private treaty or tender;
Buyer	The Bidder who made the highest Bid for a Lot before the Auction End;
Conditions	These terms and conditions, as amended from time to time;
Consumer	An individual acting for purposes which are wholly or mainly outside that individual’s trade, business, craft or profession
Consumer Protection Legislation	Any consumer protection legislation from time to time applicable in the UK and including, but not limited to the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 and the Consumer Rights Act 2015;
Goods	The Goods comprised within a Lot
Hammer Price	The amount of the highest Bid at the Auction End
Legal Age	The minimum age required in your jurisdiction to legally purchase and receive a delivery of alcohol, being 18 years old in the United Kingdom;
Listing	The description of the Lot on the Site setting out the main characteristics of the Goods and any Special Conditions applicable to the Sale;
Lot	Any lot described on the Site as available for sale via the Auction;
Minimum Bid	A minimum starting price for the Lot, below which Bids cannot be made.
Reserve Price	A minimum price for the Lot which must be achieved for the Seller to accept the Bid and conclude a Sale;
Seller	The person owning or having the right to sell the Lot;
Site	Our website at www.whisky-onlineauctions.com or as amended by us from time to time;
Special Conditions	Any special conditions of sale to be included within the contract between the Seller and the Buyer;
Storage Costs	Our standard charges for storage of Goods, as set out in Storage Costs;
Terms of Sale	The standard auction terms of sale which will form the contract for the sale of the Lot between the Seller and the Buyer, together with any Special Conditions
Trader	Any person acting in the course of business
Unfair Bidding Techniques	Has the meaning given in clause 9.2
VAT	Value added tax.
Website Terms and Conditions	Our Website Terms and Conditions as updated from time to time;

1.2. Clause and paragraph headings shall not affect the interpretation of these Conditions.

1.4. Any words following the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.

SIGNING UP FOR AN ACCOUNT

2. IDENTITY OF THE PARTIES

2.1. Who we are

(a) We are Whisky-Online.com Limited a company registered in England and Wales. Our company registration number is 05974614 and our registered office is at Unit 15 Cropper Close, Whitehills Business Park, Blackpool FY4 5PU, United Kingdom. Our registered VAT number is 534352950.

(b) You can contact us by phone on 01253 620376 or by email to auctions@whisky-online.com.

2.2. You

(a) You must complete an Account registration before you are able to make any Bids on Lots in an Auction.

(b) You warrant and represent that:

(i) all information provided by you to us in creating or maintaining your Account is true, complete and accurate in all respects, and that you will update any such information promptly to ensure that it remains so at all times

(ii) you are at least the Legal Age;

(iii) the purchase of alcohol by you, and the sale of it by the Seller to you, in your jurisdiction will not contravene any applicable laws or regulations;

(iv) you are Bidding on your own behalf and as principal unless we have previously agreed in writing that you are Bidding as agent on behalf of a named principal. Where we agree that you may act as agent for a named principal, you agree that you will remain liable to us and the Seller for all obligations and liabilities of your principal jointly and severally with such principal

(v) you are authorised to make each Bid made (if acting as agent for a named principal);

(c) You may be required to give their name and address and provide satisfactory proof of identity and such other documentation as we may reasonably require from time to time. Please see our Identity Requirements Policy for more details, although we reserve the right to require such information at our absolute discretion.

(d) We reserve the right to terminate or suspend your Account at any time without notice at our absolute discretion.

(e) We will hold any personal data obtained through the Site or our services in accordance with our Privacy Notice.

3. SUPPLY OF AUCTION SERVICES

3.1. Upon you registering for an Account, and subject to these Conditions, we grant you a non-exclusive, non-transferable right, without the right to grant sublicences, to use the Site to participate as a Bidder in Auctions.

3.2. The Site is provided on an ‘as is’ basis and we:

(a) do not warrant that your use of the Site will be uninterrupted or error-free; or that any services and/or the information obtained by you through the Site will meet your requirements; and

(b) are not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet, and you acknowledge that the Site may be subject to limitations, delays and other problems inherent in the use of such communications facilities.

3.3. You agree that you will:

(a) provide us with all necessary co-operation and information as we may request in respect of your use of the Site and any Sales concluded through it;

(b) keep a secure password for your use of the Site and to keep such password confidential. You will not allow or suffer any third party to use your Account and will remain responsible for all Bids submitted through it;

(d) comply with your obligations under our Website Terms and Conditions.

3.4 You agree that you will not attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, transmit, or distribute all or any portion of the software that forms part of the Site, or any content thereon in any form or media or by any means except, and to the extent, as may be allowed by any applicable law which is incapable of exclusion by agreement between the parties.

AUCTIONS

4. AUCTION START AND END

4.1. The Auction Start and Auction End will be as set out on our Site, save that we reserve the right to postpone or cancel an Auction should this be necessary for technical reasons. We may also extend the Auction End if there has been any issue which we reasonably consider justifies such extension, for example if there has been downtime of the Site for a period of time then the Auction may be extended by a comparable time.

4.2. Our Auctions automatically extend if there is a new Bid made in the final ten minutes of the Auction, whereupon they extend so that they end ten minutes after the final Bid has been received.

5. DESCRIPTION OF LOTS

5.1. We use reasonable endeavours to accurately describe the Lots, based on our own inspection of the Goods and any description provided to us by the Seller. Please see our Bottle Inspection and Description Guidelines for more information on how we review Lots.

5.2. Prior viewing and inspection of the Lots before the Auction is recommended and is possible by prior arrangement and so please contact us if you would like to organise this. All viewings and inspections are to take place at our premises.

5.3. We may be able to answer specific enquiries or requests for information received no later than 12 hours before the Auction End, but cannot guarantee a response.

5.4. We accept no responsibility or liability for the description of the Lots or any omissions or errors contained in any Listing. This is covered in your contract for Sale with the Seller.

6. MINIMUM BIDS AND RESERVE PRICES

6.1. A Lot may be subject to a Minimum Bid and/or a Reserve Price which may be changed at any time by the Seller before the Auction Start.

6.2. Bidders should be aware that a Seller can withdraw a Lot at any time before or during an Auction provided that the Reserve Price has not been met.

7. BIDDING

7.1. You may Bid on any Lot at any time during an Auction, save that you are not permitted to use or encourage any Unfair Bidding Techniques as described below.

7.2. You may attend our Auctions in person at our premises at Unit 15 Cropper Close, Whitehills Business Park, Blackpool FY4 5PU, United Kingdom by prior appointment. Please contact us to make an appointment. All Bidding is carried out using the online platform and so an Account will still be required and you acknowledge that any Bids made in person will only be effective once they have been logged into our Site.

7.3. A Bid is an irrevocable offer made by the Bidder to purchase the Lot subject to the Terms of Sale and any Special Conditions. If a Bid is made in error, then please contact us as soon as possible. We may agree, in our absolute discretion, to withdraw your Bid if we consider that it will not affect the smooth running of the Auction. Once the Auction has ended, a winning Bid cannot be retracted or withdrawn.

7.4. When you place a Bid, you are stating your maximum Bid, but all Bidding on our Auctions is incremental and so if you are the winning Bidder the Hammer Price may be less than your maximum Bid. Please see our Guide to Bidding for more details about the Bidding process in place for the next Auction. We reserve the right to change the Bidding process from time to time upon not less than 30 days written notice.

7.5. All Auctions are conducted in, and all delivery charges are payable in, UK pounds sterling (£). We accept payment by credit and debit cards or money transfer and you acknowledge that you are responsible for any fees incurred by you in respect of the same.

7.6. We only accept card payments up to £7,000.00 GBP. Any transaction exceeding this amount is strictly money transfer only.

7.7. All Bids are made inclusive of VAT.

7.8. Unfair Bidding Techniques are any techniques adopted by or on behalf of Sellers to artificially inflate the Hammer Price achieved in an Auction, including but not limited to Bidding on Lots where you are the Seller, or organising third parties to do so (otherwise known as shill bidding). This is forbidden at our auction. Anyone caught doing so will be reported and their account closed.

8. SALE

8.1. At the Auction End, the Bidder with the highest Bid, providing that it meets or exceeds any Reserve Price, shall be deemed to have had their offer to purchase the Lot at the Hammer Price accepted by the Seller, subject to the Terms of Sale and any Special Conditions.

Where you are the highest Bidder at the Auction End, the following will apply:

8.2. We shall be entitled to charge you the Buyer’s Premium upon completion of the Auction.

8.3. We will use reasonable endeavours to contact you to inform you of the Hammer Price, and to confirm the Terms of Sale and any Special Conditions within 24 hours of the Auction End and requesting that you confirm collection, shipping or storage options.

8.4. Payment of the Hammer Price and the Buyer’s Premium is due immediately upon the Auction End.

8.5. If you fail to make payment in full of the Hammer Price and the Buyer’s Premium within 7 days of the Auction End, then we may, at our or the Seller’s discretion, terminate the Sale on behalf of the Seller. You will still be responsible for the Buyer’s Premium to us, and may be liable for damages or compensation to the Seller.

8.6. All Sales are made for collection from our Premises. If requested, we can provide delivery services to send the Goods to you. Please see our Guide to Collection and Delivery and clause 11 for more information. Any such delivery services will be provided by us acting as principal, and not the Seller.

8.7. Once an order has been checked out it is not possible to make further amendments. If for any reason you need to make further amendments you will pay us a £20 + VAT administration fee.

8.8. We will not release the Goods for collection or delivery prior to payment in full and in cleared funds of:

(a) the Hammer Price in respect of such Goods

(b) the Buyer’s Premium; and

8.9. Risk in the Goods will pass to you when the Goods are passed to you, your goods have been entered into our Storage Facility or a carrier organised by you, at our premises.

9. STORAGE

9.1. We will store the Goods free of charge for a period of up to 14 days following the Auction End pending collection, shipping or arranged storage. Thereafter:

(a) Unless further storage has been agreed between us and you, risk in the Goods passes to you and we are not responsible for any loss or damage to the Goods; and

(b) you shall be responsible for our Storage Costs in respect of the Goods.

9.2. Unless expressly agreed in writing we shall not be required to store the Goods for any period in excess of 21 days following the Auction End, and after such time we shall be entitled and irrevocably authorised to:

(a) sell or otherwise dispose of the Goods on your behalf (whether by way of an Auction or otherwise) and set off any amounts owing to us in full before refunding the balance to you (to the same card or bank account as used by you to pay us); or

(b) subject to us giving you not less than 14 days’ written notice requiring collection of the Goods from our premises, destroy or otherwise dispose of the Goods with no liability to you.

DELIVERY SERVICES

Where you have chosen for us to provide delivery of the Goods, the following will apply:

10. DISPATCH

10.1. You will pay us the Delivery Charges for your selected delivery method within 7 days of the Auction End and in any event prior to dispatch.

10.2. We will use reasonable endeavours to pack the Goods appropriately to ensure safe arrival, but you acknowledge that there are inherent risks in the transporting of older whiskies, especially in respect of cork failures and leakage. We will not be liable for any cork failures or leakage which occur once the Goods have been dispatched by us.

10.3. Following payment of all amounts due, we will dispatch the Goods to you in accordance with the delivery options that you have selected following completion of the Auction. Further details of delivery options can be found in our Guide to Collection and Delivery.

10.4. If there is any delay in dispatching the Goods to you caused by an event outside of our control, then we will inform you as soon as reasonably possible in writing, and let you know of any steps that can be taken to minimise the delay. Provided that we notify you of the delay, we will not be held liable for delays caused by the event outside of our control.

10.5. If any Goods are returned to us due to unsuccessful delivery then we will contact you for further instructions. Clause 10 (Storage) will apply to any Goods returned in this way, and we may charge you for further delivery attempts.

DISPUTES OR COMPLAINTS

11. COMPLAINTS ABOUT OUR SERVICES

11.1. We endeavour to provide the best experience for our Bidders and Sellers, but if you have any complaints regarding our service, please do not hesitate to contact us.

12. DISPUTES BETWEEN BUYER AND SELLER

12.1. If you have any complaint regarding the Goods bought in a Sale, please contact us as soon as possible and we will pass on your complaint to the Seller.

12.2. Whilst we try to enable swift resolution of any complaints or disputes, we act merely as agent for the Seller in any Sale and are not personally liable for any losses, expenses, costs or otherwise incurred or suffered by you.

GENERAL

13. FEES AND PAYMENT

13.1. Our fees, including the Buyer’s Premium, Storage Costs and any Delivery Charges, are:

(a) payable in UK Pounds Sterling (£);

(b) non-cancellable and non-refundable; and

13.2. Once an order has been checked out it is not possible to make further amendments. If for any reason you need to make further amendments you will pay us a £20 + VAT administration fee.

13.3. We only accept card payments up to £7,000.00 GBP. Any transaction exceeding this amount is strictly money transfer only.

13.4. If we have not received payment from you within 3 days of the due date for payment, and without prejudice to any other right or remedy which may be available to us, interest shall accrue on a daily basis on such due amounts at an amount equal to 3% over the then current base lending rate of Barclays from time to time (subject to a minimum of 3% or a minimum fee of £20 plus VAT), commencing on the due date and continuing until fully paid, whether before or after judgement.

14. INTELLECTUAL PROPERTY RIGHTS

You acknowledge and agree that we (and our licensors) own all intellectual property rights in the Site and the Auctions and that we do not grant you any rights to, under or in, any intellectual property rights save as expressly set out in these Conditions.

You will defend, indemnify and hold us harmless (and including our officers, directors and employees) against any claims, actions, proceedings, losses, damages, expenses and costs (including court costs and reasonable legal fees) arising out of or in connection with any breach of these Conditions or the Terms of Sale by you.

15. LIMITATION OF LIABILITY

15.1. Nothing in these Conditions shall limit our liability:

(a) for death or personal injury caused by our negligence; or

(b) for fraud or fraudulent misrepresentation.

15.2. If you are a Consumer:

(a) if we fail to comply with these Conditions, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this contract or our failing to use reasonable care and skill, but we are not responsible for any loss or damage that is not foreseeable; and

(b) we shall not be liable for any business losses, loss of profit or loss of business opportunity;

15.3. If you are a Business User:

(a) except as expressly and specifically provided in these Conditions, all warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded;

(b) we shall not be liable whether in tort (including for negligence or breach of statutory duty), contract, misrepresentation, restitution or otherwise for any loss of profits, loss of business, depletion of goodwill and/or similar losses, pure economic loss or for any special, indirect or consequential loss, costs, damages, charges or expenses howsoever arising; and

(c) our aggregate liability in contract, tort (including negligence or breach of statutory duty), contract, misrepresentation, restitution or otherwise arising out of or in connection with the performance or contemplated performance of our and your obligations under these Conditions shall be limited to the amount of Buyer’s Premium actually paid by you to us.

16. OTHER IMPORTANT TERMS

16.1. We may terminate, withdraw or suspend provision of our services to you at any time with no obligation or liability to you.

16.2. We have no liability to you if we are prevented from or delayed in carrying out any obligations under these Conditions or from carrying out our business, by any acts, events, omissions or accidents outside of our control.

16.3. Your account is personal to you, and you cannot assign, transfer, sub-contract, or otherwise deal with all or any of your rights or obligations hereunder.

16.4. We may at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of our rights or obligations hereunder, including in respect of any restructure or sale of our business or any part of it.

16.5. These Conditions set out the entire agreement between us and you and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between us and you, whether written or oral, relating to their subject matter.

16.6. You acknowledge that in setting up an Account and participating in any Auctions, you do not rely on any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Conditions.

16.7. We may vary these Conditions from time to time by written notice to you, any such changes will be published on our Site.

16.8. If we do not insist immediately that you do anything you are required to do under these Conditions, or if we delay in taking steps against you in respect of your breach or default, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date.

16.9. Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.

16.10. Where we are required to give you notice or tell you something we will use the email address given by you to us when you set up your account, as updated by you from time to time and such notice will be deemed to have been received at the time of transmission. Where we are providing general notices to all users of the Site including where we update these Conditions) a general, but reasonably prominent, posting on the Site shall be deemed to be notice to you at such time as the notice is posted.

16.11. These Conditions, nor the legally binding contact created hereunder, do not confer any rights on any person or party other than you and us (and our permitted assigns) pursuant to the Contracts (Rights of Third Parties) Act 1999.

16.12. These terms are governed by English law and you can bring legal proceedings in respect of the product in the English Courts. If you are a consumer and:

(a) you live in Scotland you can bring proceedings in respect of the products in either the Scottish or English courts;

(b) you live in Northern Ireland you can bring legal proceedings in respect of the products in either Northern Ireland or the English courts; or

(c) you live outside of the United Kingdom but within the European Union then you may be able to bring proceedings in your local courts under the consumer protection laws applicable in your country.

16.3. If you are a business, any dispute or claim arising out of or in connection with a contract between us or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales and the courts of England and Wales shall have exclusive jurisdiction to settle any such dispute or claim.

Terms of Sale – Private

1. INTERPRETATION

1.1. Unless the context otherwise requires, the following expressions shall have the following meanings:

Agent	Whisky-Online.com Limited (Company Number: 05974614) whose registered office is at Unit 15 Cropper Close, Whitehills Business Park, Blackpool FY4 5PU, United Kingdom, acting as agent for and on behalf of the Seller;
Auction	An online auction held by the Agent on the Site;
Buyer	The person who made the highest bid above the reserve price in the Auction
Goods	The goods listed in the relevant Listing on the Site;
Listing	The listing for the lot containing the Goods in the Auction, as displayed on the Site;
Purchase Price	The price payable for the Goods which shall be the hammer price (the highest bid) made at the Auction in respect of the Goods
Sale	The sale and purchase of the Goods under these Terms of Sale and incorporating the Special Conditions;
Seller	The person owning or having the right to sell the Goods
Special Conditions	The special terms, if any, included within the Listing which are deemed to be incorporated into these Terms of Sale
Terms of Sale	These terms and conditions;
VAT	Value Added Tax;

1.2. Clause and paragraph headings shall not affect the interpretation of these Conditions.

1.4. Any words following the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.

2. BASIS OF CONTRACT

2.1. These Terms of Sale apply to the purchase and sale of the Goods conducted through the Auction or otherwise by private treaty or tender (Sale).

2.2. The Buyer acknowledges that the Agent is acting as agent for the Seller and has no personal liability in respect of the Sale.

2.3. These Terms of Sale shall incorporate any Special Conditions as if they were included herein, and the Special Conditions shall take precedence over anything in these Terms of Sale in the event of any conflict.

3. SALE OF THE GOODS

3.1. The Buyer agrees to buy, and the Seller agrees to sell, the Goods for the Purchase Price with full title guarantee.

3.2. The Seller warrants that on delivery the Goods shall conform in all material respects with their description as set out in the Listing, but the Buyer acknowledges that:

(a) the Goods are pre-owned and sold on an ‘as is’ basis;

(b) whilst every effort is made to describe or measure the levels of older vintages, corks begin to lose their elasticity over time and levels can change between preparing the Listing and the end of the Auction;

(c) corks do occasionally fail, and this is heightened with age. The Seller is not responsible for any cork failure or leakage after the end of the Auction (including during shipping or delivery);

(d) any expression of opinion contained within the Listing is subjective and whilst it is given in good faith, it is not to be relied upon by the Buyer; and

(e) the Buyer has had opportunity to inspect the Goods in person.

4. PRICE AND PAYMENT

4.1. The price payable for the Goods shall be the Purchase Price, which is inclusive of any VAT. If requested by the Buyer the Seller will raise an appropriate VAT invoice.

4.2. The Price shall be payable immediately upon conclusion of the Auction and should be made to the Agent. Receipt of the Purchase Price by the Agent shall discharge the Buyer of its obligation to pay the Purchase Price.

4.3. We only accept card payments up to £7,000.00 GBP. Any transaction exceeding this amount is strictly money transfer only.

4.4. If the Buyer does not make payment within 3 days of the due date for payment, and without prejudice to any other right or remedy which may be available to the Seller:

(a) interest shall accrue on a daily basis on such due amounts at an amount equal to 3% over the then current base lending rate of Barclays from time to time (subject to a minimum of 3% or a minimum fee of £20 plus VAT), commencing on the due date and continuing until fully paid, whether before or after judgement; or

(b) the Seller may terminate the contract upon notice to the Buyer.

5. DELIVERY

5.1. The Goods will be available for collection from the Agent’s premises at Unit 15 Cropper Close, Whitehills Business Park, Blackpool FY4 5PU, United Kingdom during normal business hours by prior appointment.

5.2. The Buyer may engage the Agent to provide delivery services, but such services will be outside the scope of this contract between the Buyer and the Seller.

6. RISK AND TITLE

6.1. Risk in the Goods shall pass to the Buyer upon the Auction ending.

6.2. Title to the Goods shall not pass to the Buyer until the Agent (acting on behalf of the Seller) has received the Purchase Price in full and in cleared funds.

7. CONSUMER RIGHTS

7.1. The Buyer acknowledges that the Seller is a private individual not acting in the course of a trade, business or profession and that the Sale is concluded at a public auction and that the 14 day ‘cooling off period’ granted to Consumers under the Consumer Contracts Regulations 2013 does not apply.

8. LIABILITY

8.1. Nothing in these Terms of Sale or the Special Conditions will limit or exclude the Seller’s or the Agent’s liability for:

(a) death or personal injury caused by its negligence or the negligence of its agents or sub-contractors;

(b) fraud or fraudulent misrepresentation

(i) section 12 of the Sale of Goods Act 1979; or

(ii) section 2 of the Supply of Goods and Services Act 1982;

(d) any other matter in respect of which it would be unlawful for the Seller or Agent to exclude or restrict liability.

8.2. If the Seller fails to comply with these Terms of Sale, the Seller will only be responsible for loss or damage suffered by the Buyer that is a foreseeable result of the Seller breaking this contract or the Seller failing to use reasonable care and skill, but the Seller is not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both parties knew it might happen, for example if it was discussed by the parties during the sales process.

8.3. Subject to clause 7.3

(a) Subject to clause 7.3the Seller shall not be liable for any business losses, loss of profit or loss of business opportunity; and

(b) the Seller’s total liability to the Buyer for all other losses arising under or in connection with any contract between the parties, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited to the Purchase Price paid by the Buyer for the Goods.

9. OTHER IMPORTANT TERMS

9.1. The Seller will have no liability to the Buyer if it is prevented from or delayed in carrying out any obligations under these Conditions or from carrying out our business, by any acts, events, omissions or accidents outside of the Seller’s control.

9.2. The Seller may at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations hereunder, including in respect of any restructure or sale of our business or any part of it.

9.3. The Buyer may not assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations hereunder without the Seller’s prior written consent.

9.4. If the Seller does not insist immediately that the Buyer do anything it is required to do under these Terms of Sale or any Special Conditions, or if the Seller delays in taking steps against the Buyer in respect of any breach or default, that will not mean that the Buyer does not have to do those things and it will not prevent the Seller taking steps against the Buyer at a later date.

9.5. Each of the paragraphs of these Terms of Sale and Special Conditions operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.

9.6. Neither these Terms of Sale, nor the legally binding contact created hereunder, confer any rights on any person or party other than the Buyer and the Seller (and its permitted assigns) pursuant to the Contracts (Rights of Third Parties) Act 1999.

9.7. Any dispute or claim arising out of or in connection with a contract between the parties or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales and the courts of England and Wales shall have exclusive jurisdiction to settle any such dispute or claim.

Terms of Sale - Trade

1. INTERPRETATION

1.1. Unless the context otherwise requires, the following expressions shall have the following meanings:

Agent	Whisky-Online.com Limited (Company Number: 05974614) whose registered office is at Unit 15 Cropper Close, Whitehills Business Park, Blackpool FY4 5PU, United Kingdom, acting as agent for and on behalf of the Seller;
Auction	An online auction held by the Agent on the Site;
Buyer	The person who made the highest bid above the reserve price in the Auction
Consumer	An individual acting for purposes which are wholly or mainly outside that individual’s trade, business, craft or possession.
Goods	The goods listed in the relevant Listing on the Site;
Listing	The listing for the lot containing the Goods in the Auction, as displayed on the Site;
Purchase Price	The price payable for the Goods which shall be the hammer price (the highest bid) made at the Auction in respect of the Goods
Sale	The sale and purchase of the Goods under these Terms of Sale and incorporating the Special Conditions;
Seller	The person owning or having the right to sell the Goods
Special Conditions	The special terms, if any, included within the Listing which are deemed to be incorporated into these Terms of Sale
Terms of Sale	These terms and conditions;
VAT	Value Added Tax;

1.2. Clause and paragraph headings shall not affect the interpretation of these Conditions.

2. BASIS OF CONTRACT

2.1. These Terms of Sale apply to the purchase and sale of the Goods conducted through the Auction or otherwise by private treaty or tender (Sale).

2.2. The Buyer acknowledges that the Agent is acting as agent for the Seller and has no personal liability in respect of the Sale.

2.3. The Buyer acknowledges that the Agent is acting as agent for the Seller and has no personal liability in respect of the Sale.

3. SALE OF THE GOODS

3.1. The Buyer agrees to buy, and the Seller agrees to sell, the Goods for the Purchase Price with full title guarantee.

3.2. The Seller warrants that on delivery the Goods shall conform in all material respects with their description as set out in the Listing, but the Buyer acknowledges that:

(a) the Goods are pre-owned and sold on an ‘as is’ basis;

(c) corks do occasionally fail, and this is heightened with age. The Seller is not responsible for any cork failure after the end of the Auction (including during shipping or delivery);

(d) any expression of opinion contained within the Listing is subjective and whilst it is given in good faith, it is not to be relied upon by the Buyer; and

(e) the Buyer has had opportunity to inspect the Goods in person.

4. PRICE AND PAYMENT

4.1. The price payable for the Goods shall be the Purchase Price, which is inclusive of any VAT. If requested by the Buyer the Seller will raise an appropriate VAT invoice.

4.3. We only accept card payments up to £7,000.00 GBP. Any transaction exceeding this amount is strictly money transfer only.

4.4. If the Buyer does not make payment within 3 days of the due date for payment, and without prejudice to any other right or remedy which may be available to the Seller:

(b) the Seller may terminate the contract upon notice to the Buyer.

5. DELIVERY

5.2. The Buyer may engage the Agent to provide delivery services, but such services will be outside the scope of this contract between the Buyer and the Seller.

6. RISK AND TITLE

6.1. Risk in the Goods shall pass to the Buyer upon the Auction ending.

6.2. Title to the Goods shall not pass to the Buyer until the Agent (acting on behalf of the Seller) has received the Purchase Price in full and in cleared funds.

7. CONSUMER RIGHTS

Where the Buyer is a Consumer, the following shall apply:

7.1. The Buyer acknowledges that the Sale is concluded at a public auction and that the 14 day ‘cooling off period’ granted to Consumers under the Consumer Contracts Regulations 2013 does not apply.

7.2. The Buyer is entitled to various protections under Consumer Protection Law which are summarised below, but for detailed guidance the Buyer should visit the Citizens Advice Website www.adviceguide.org.uk or seek independent legal advice. Nothing in these terms will affect the Buyer’s legal rights:

(a) the Seller is under a legal duty to supply Goods that are in conformity with this contract;

(b) the Consumer Rights Act 2015 says that the Goods must be as described, fit for purpose and of satisfactory quality and if not:

(i) the Buyer can get an immediate refund in the first 30 days following the purchase;

(ii) thereafter the Seller may offer a replacement product or credit note, or choose to refund the Buyer.

7.3. Nothing in these Terms of Sale or the Special Conditions will limit or exclude the Seller’s or the Agent’s liability for:

(a) death or personal injury caused by its negligence or the negligence of its agents or sub-contractors;

(b) fraud or fraudulent misrepresentation

(i) section 12 of the Sale of Goods Act 1979; or

(ii) section 2 of the Supply of Goods and Services Act 1982; or

(iii) the Consumer Rights Act 2015; or

(d) any other matter in respect of which it would be unlawful for the Seller or the Agent to exclude or restrict liability.

7.4. If the Seller fails to comply with these Terms of Sale, the Seller will only be responsible for loss or damage suffered by the Buyer that is a foreseeable result of the Seller breaking this contract or the Seller failing to use reasonable care and skill, but the Seller is not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both parties knew it might happen, for example if it was discussed during the sales process.

7.5. Subject to clause 7.3

(a) the Seller shall not be liable for any business losses, loss of profit or loss of business opportunity; and

7.6. These terms are governed by English law and the Buyer can bring legal proceedings in respect of the product in the English Courts. If the Buyer is a consumer and:

(a) the Buyer lives in Scotland he/she can bring proceedings in respect of the products in either the Scottish or English courts;

(b) the Buyer lives Northern Ireland he/she can bring legal proceedings in respect of the products in either Northern Ireland or the English courts; or

(c) the Buyer lives outside of the United Kingdom but within the European Union then he/she may be able to bring proceedings in their local courts under the consumer protection laws applicable in their country.

8. TRADE BUYERS

Where the Buyer is not a Consumer, then the following will apply:

8.1. These Terms of Sale, together with the Special Conditions, constitute the entire agreement between the parties in relation to the sale and purchase of the Goods and the Buyer acknowledges that it has not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of the Seller which is not set out in these Terms of Sale or the Special Conditions and that it shall have no claim for innocent or negligent misrepresentation based on any statement in these Terms of Sale or the Special Conditions.

8.2. Nothing in these Terms of Sale or the Special Conditions will limit or exclude the Seller’s or the Agent’s liability for:

(a) death or personal injury caused by its negligence or the negligence of its agents or sub-contractors;

(b) fraud or fraudulent misrepresentation

(c) breach of the terms implied by section 12 of the Sale of Goods Act 197 or section 2 of the Supply of Goods and Services Act 1982; or

(d) any other matter in respect of which it would be unlawful for the Seller or Agent to exclude or restrict liability.

8.3. Save to the extent expressly set out in clause 8.2 all terms implied by sections 13 to 15 of the Sale of Goods Act 1979 and sections 3 to 5 of the Supply of Goods and Services Act 1982 are excluded.

8.4. Subject to clause 8.3:

(a) the Seller shall not be liable, whether in contract, tort (including negligence), breach of statutory duty or otherwise for any loss of profit, or any indirect or consequential loss arising under or in connection with any contract between the parties; and

8.5. Any dispute or claim arising out of or in connection with a contract between us or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales and the courts of England and Wales shall have exclusive jurisdiction to settle any such dispute or claim.

9. OTHER IMPORTANT TERMS

9.3. The Buyer may not assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations hereunder without the Seller’s prior written consent.

9.6. Neither these Terms of Sale, nor the legally binding contract created hereunder, confer any rights on any person or party other than the Buyer and the Seller (and its permitted assigns) pursuant to the Contracts (Rights of Third Parties) Act 1999.

Auction Terms - Sellers

These terms and conditions (Conditions) set out the basis on which Whisky-Online.com Limited (we/us/our) will sell your Lot via our online auction. Please read these Conditions carefully as they will constitute a legally binding contract between us, and under which we will enter into a contract for sale of the Goods on your behalf.

1. Interpretation

1.1. Unless the context otherwise requires, the following expressions shall have the following meanings

Account	Your Whisky-Online Auctions Account, enabling you to make Bids on Lots at Auctions, and track the progress of any Lots that you are selling;
Auction	An auction of Lots conducted online via our Site pursuant to these Conditions;
Auction End	The end of the Auction for the relevant Lot;
Auction Start	The start of the Auction, from which time Bidders may submit Bids;
Bid	An offer to purchase any Lot whether by bidding at Auction or offering to purchase by private treaty or tender, and “Bids” and “Bidding” shall be construed accordingly;
Bidder	Any person who offers to purchase any Lot by bidding at Auction;
Business User	A person acting for purposes relating to that person's trade, business, craft or profession or through another person acting in the trader's name or on the trader's behalf and who is not a Consumer;
Buyer	The Bidder who bid the Hammer Price;
Collection Fee	The fee charged by us for the collection of your Goods as set out in the Lot Details and which may include mileage charges accept;
Commission	The commission payable to us when a Sale is concluded, as set out in the Lot Details;
Conditions	These terms and conditions, as amended from time to time;
Consumer	An individual acting for purposes which are wholly or mainly outside that individual’s trade, business, craft or profession;
Consumer Protection Legislation	Any consumer protection legislation from time to time applicable in the UK and including, but not limited to the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 and the Consumer Rights Act 2015;
Premises	Currently Unit 15 Cropper Close, Whitehills Business Park, Blackpool FY4 5PU, United Kingdom;
Delivery Charges	Any costs of delivering or returning Goods to you, charged at our standard rates from time to time;
Fees	Our fees and charges for the Service, including any Collection Fee, Lotting Fee, Delivery Charges and Commission.
Goods	The goods comprised within a Lot;
Hammer Price	The amount of the highest Bid at the Auction End;
Legal Age	The minimum age required in your jurisdiction to legally purchase and receive a delivery of alcohol, being 18 years old in the United Kingdom;
Listing	The description of the Lot on the Site setting out the main characteristics of the Goods and any Special Conditions applicable to the Sale;
Lot	Any lot described on the Site as available for sale via the Auction;
Lot Details	The attached Lot Details signed by you which set out details of the Goods to be sold, any Reserve Price and any Special Conditions applicable to the Sale;
Lotting Fee	A fee payable for the inclusion of your Lot into the Auction as set out in the Lot Details;
Withdraw	Where a Lot is removed from the auction after the Auction Start;
Estimate	A high and low figure provided by the agent to indicate what Goods may achieve;
Reserve Price	A minimum price for the Lot which must be achieved for a Bid to be accepted and conclude a Sale;
Services	The services we provide to you to facilitate the sale of your Goods by way of our online Auctions. This will include, but is not limited to valuing, displaying and auctioning your Goods and acting as your agent for the sale;
Sale	The sale of Goods comprised in a Lot between the Seller and the Buyer;
Site	Our website at www.whisky-onlineauctions.com or as amended by us from time to time;
Special Conditions	Any special conditions of sale to be included within the contract between you and the Buyer, as set out in the Lot Details;
Storage Costs	Our standard charges for storage of Goods, as set out in Storage Costs;
Terms of Sale	The [Terms of Sale (Trade Seller)] or [Terms of Sale (Private Seller)] as applicable depending on whether you are acting in the course of business or not;
Terms of Sale (Private Seller)	The standard auction terms of sale which will form the contract for the sale of the Lot between you and the Buyer, together with any Special Conditions, where you are a private seller and not acting in the course of business, a copy of which are available on this page;
Terms of Sale (Trade Seller)	The standard auction terms of sale which will form the contract for the sale of the Lot between you and the Buyer, together with any Special Conditions, where you are a trade seller acting in the course of business a copy of which are available at on this page;
Trader	Any person acting in the course of business or who is otherwise not a Consumer;
Unfair Bidding Techniques	Has the meaning given in clause 3.9;
VAT	Value added tax;
Website Terms and Conditions	Our [Website Terms and Conditions] as updated from time to time.

1.2. Clause and paragraph headings shall not affect the interpretation of these Conditions.

1.3. A reference to an English legal term for any action, remedy, method of judicial proceeding, legal document, legal status, court, official or any legal concept or thing shall, in respect of any jurisdiction other than England and Wales, be deemed to include a reference to that which most nearly approximates to the English legal term in that jurisdiction.

1.4. Any words following the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.

ACCOUNT REGISTRATION

2. IDENTITY OF THE PARTIES

2.1. Who we are

(a) We are Whisky-Online.com Limited a company registered in England and Wales. Our company registration number is 05974614 and our registered office is at Unit 15 Cropper Close, Whitehills Business Park, Blackpool FY4 5PU, United Kingdom. Our registered VAT number is 534352950.

(b) You can contact us by phone on 01253 489180 or by email to auctions@whisky-online.com.

2.2. You

(a) You must register for an Account before you are able to sell any Lots.

(b) You warrant and represent that:

(i) all information provided by you to us in creating or maintaining your Account, or included within the Lot Details, is true, complete and accurate in all respects, and that you will update any such information promptly to ensure that it remains so at all times;

(ii) if you have registered as a private seller, that you are not selling the Goods as part of any trade or profession;

(iii) you are at least the Legal Age;

(iv) the sale of alcohol by you, and the purchase of it by the Buyer from you, in your jurisdiction will not contravene any applicable laws or regulations;

(v) you are selling on your own behalf and as principal unless we have previously agreed in writing that you are selling as agent on behalf of a named principal. Where we agree that you may act as agent for a named principal, you agree that you will remain liable to us and the Buyer for all obligations and liabilities of your principal jointly and severally with such principal; and

(vi) you are authorised to sell the Goods (if acting as agent for a named principal);

(c) You may be required to give your name and address and provide satisfactory proof of identity and such other documentation as we may reasonably require from time to time.

(d) We reserve the right to terminate or suspend your Account at any time without notice at our absolute discretion.

(e) We will hold any personal data obtained through the Site or our Services in accordance with our Privacy Notice.

3. SUPPLY OF AUCTION SERVICES

3.1. We will use our reasonable endeavours to include your Lot(s) in the relevant Auction as agreed with you.

3.2. We reserve the right to remove Lots from the Auction at our absolute discretion, and without liability to you.

3.3. We reserve the right to amend, postpone or suspend Auctions at our discretion.

3.4. We may need certain information from you so that we can list your Lot(s) in the Auction. If you do not provide us with this information within a reasonable amount of time of us asking for it, or if you give us incomplete or incorrect information, we may either end this contract, or make an additional charge of a reasonable sum to compensate us for any extra work that is required as a result.

3.5. Subject to these Conditions, we grant you a non-exclusive, non-transferable right, without the right to grant sub-licenses, to use the Site to track the progress of your Lot(s) in Auctions.

3.6. The Site and our Services are provided on an ‘as is’ basis and we:

(a) do not warrant that your use of the Site will be uninterrupted or error-free; or that any Services and/or the information obtained by you through the Site will meet your requirements; and

(b) are not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet, and you acknowledge that the Site may be subject to limitations, delays and other problems inherent in the use of such communications facilities.

3.7. You agree that you will:

(a) provide us with all necessary co-operation and information as we may request in respect of your use of the Site and any Sales concluded through it;

(b) keep a secure password for your use of the Site and to keep such password confidential. You will not disclose this password to any third party. You will not allow or suffer any third party to use your Account and will remain responsible for all Bids submitted through it;

(c) promptly notify us of any unauthorised access to your Account that comes to your attention;

(d) comply with your obligations under our Website Terms and Conditions.

3.8. You agree that you will not attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, transmit, or distribute all or any portion of the software that forms part of the Site, or any content thereon in any form or media or by any means except, and to the extent, as may be allowed by any applicable law which is incapable of exclusion by agreement between the parties.

3.9. You agree that you will not use or encourage any Unfair Bidding Techniques as described below. Unfair Bidding Techniques are any techniques adopted by or on behalf of Sellers to artificially inflate the Hammer Price achieved in an Auction, including but not limited to Bidding on Lots where you are the Seller, or organising third parties to do so (otherwise known as "shill bidding”). This is forbidden and anyone caught doing so will be reported to the appropriate authorities and their account permanently closed.

4. CONSUMER RIGHTS

If you are a Consumer, the following terms will apply:

4.1. We are under a legal obligation under the Consumer Protection Legislation to provide our Services in accordance with these Conditions.

4.2. Under the Consumer Contracts Regulations 2013 you have a right to change your mind about our Services within 14 days of entering into the contract with us, provided that the Auction Start does not fall within such 14 day period, in which case you irrevocably agree and authorise us to commence the Auction.

4.3. You hereby agree that we may, and authorise us to, commence the provision of our Services prior to the end of such 14 day cooling off period and acknowledge that in the event of any such cancellation:

(a) you will still be responsible for any Collection Fee where we have collected the Goods from you;

(b) we may charge you our Storage Fees for storage of your Goods during the period in which they are in our possession; and

5. YOUR LOTS

5.1. You warrant and represent that the information you provide in the Lot Details regarding each Lot is true, complete and accurate.

5.2. We will create a Lot Listing based on the information you have provided and our assessment of the Goods. We may refuse to include on the Lot Listing any information which we consider (in our absolute discretion) does not accurately describe the Goods. You are responsible for ensuring that the final Lot Listing is true, complete and accurate.

6. YOUR GOODS

6.1. We will not include your Lots in an Auction unless we have physical possession of the Goods.

6.2. Where we are collecting the Goods from you:

(a) we will hold the Goods on your behalf as bailee and will be responsible for the Goods whilst they are in our possession;

(b) we will maintain such insurance as, in our reasonable opinion, is appropriate for the running of our business; and

6.3. You may request the return of your Goods at any time up to 6 hours before the relevant Auction Start. Any such Goods will be available for collection from our Premises during our normal business hours of 10am to 4pm on weekdays, excluding public holidays in England. If requested, we can provide delivery services to send the Goods to you. Please see our [Guide to Collection and Delivery] and clause 7 for more information.

(a) where we have collected the Goods in person, you will pay us based on mileage at a rate of £1 + VAT per mile plus a fuel surcharge at the current rate. Mileage is calculated from our Premises to the collection address and return;

(b) if for any reason Goods are Withdraw from the Sale after the Auction Start, you will pay us a Withdrawn fee equal to to the buyers Commission based on the lowest Estimate provided;

(c) or if a Reserve has been agreed, you will pay us a Withdraw fee equal to the buyers Commission based on the Reserve price; or

(d) if no Estimate was provided you will pay us a £20 + VAT administration (per Lot);

(e) in all cases you will pay us all relevant Fees.

6.4. You acknowledge any unsold Lots will automatically be entered into the following auction unless we are notified in writing within 3 days after the auction ends.

7. DELIVERY SERVICES

7.1. Where we are delivering any Goods back to you, you will pay us the Delivery Charges for your selected delivery method prior to dispatch.

7.2. We will use reasonable endeavours to pack the Goods appropriately to ensure safe arrival, but you acknowledge that there are inherent risks in the transporting of older bottles, especially in respect of cork failures and leakage. We will not be liable for any cork failures or leakage which occur once the Goods have been dispatched by us.

7.3. Following payment of all amounts due, we will dispatch the Goods to you in accordance with the delivery options that you have selected. Further details of delivery options can be found in our Guide to Collection and Delivery.

7.4. If there is any delay in dispatching the Goods to you caused by an event outside of our control, then we will inform you as soon as reasonably possible in writing, and let you know of any steps that can be taken to minimise the delay. We will not be held liable for delays caused by the event outside of our control.

7.5. If any Goods are returned to us due to unsuccessful delivery then we will contact you for further instructions. Clause 8 (Storage) will apply to any Goods returned in this way, and we may charge you for further delivery attempts.

8. STORAGE AND GOODS HELD AT A BONDED WAREHOUSE

8.1. Save as set out otherwise in this clause 8 we will store the Goods free of charge:

(a) where a Sale is concluded, until conclusion of the Sale; or

(b) where a Sale is not concluded, for a period of up to 14 days following the Auction End pending collection or shipping to you. Thereafter:

(i) unless further storage has been agreed between us and you, risk in the Goods passes to you and we are not responsible for any loss or damage to the Goods; and

(ii) you shall be responsible for our Storage Costs in respect of the Goods: and

(iii) sell or otherwise dispose of the Goods on your behalf (whether by way of an Auction or otherwise) and set off any amounts owing to us in full before refunding the balance to you (to the same card or bank account as used by you to pay us); or

(iiii) subject to us giving you not less than 14 days’ written notice requiring collection of the Goods from our premises, destroy or otherwise dispose of the Goods with no liability to you.

8.2. There are inherent risks in the storage of older bottles, especially in respect of cork failures and resulting evaporation. We will not be liable for any cork failure or evaporation which takes place whilst the bottle is in storage.

8.3. Where Goods are being stored in a bonded warehouse:

(a) you must give us full details of the bonded warehouse concerned and you authorise us to disclose these details in connection with the Sale;

(b) you are responsible for discharging all liabilities to the bonded warehouse;

(c) you agree we have no liabilities in relation to the storage of the Goods at the bonded warehouse and have no requirement to collect the Goods;

(d) you will comply with all legal and contractual requirements relating to the storage of the Goods at the bonded warehouse; and

(e) you will procure and be responsible for the transfer of the Goods to the Buyer (who may choose to retain the Goods at the bonded warehouse).

8.4. Unless expressly agreed in writing we shall not be required to store the Goods for any period in excess of 21 days following the Auction End, and after such time we shall be entitled and irrevocably authorised to:

(a) sell or otherwise dispose of the Goods on your behalf (whether by way of an Auction or otherwise) and set off any amounts owing to us in full before paying the balance to you (to the account details provided by you in the Lot Details); or

(b) subject to us giving you not less than 14 days’ written notice requiring collection of the Goods from our premises, destroy or otherwise dispose of the Goods with no liability to you.

9. SALE

9.1. You hereby appoint us to be your agent to submit the Lot(s) into our Auction and authorise us to conclude a Sale on your behalf with the highest Bidder for the Purchase Price (providing that it meets or exceeds any Reserve Price) and on the Terms of Sale and subject to any Special Conditions that you have notified to us in writing no later than 6 hours prior to the Auction Start (including any change to the Reserve Price). Once an Auction has commenced you will not be permitted to revoke such authorisation without our consent.

9.2. Where we receive any offer to purchase your Goods by private treaty or tender outside of the Auction, we will use reasonable endeavours to inform you of such offer and take your instructions. If you decide to accept any such offer then the Hammer Price shall be deemed to be the amount of the offer accepted, and the Auction End shall be deemed to be the date on which you accepted such offer.

9.3. You agree that you will be bound by the Terms of Sale and any Special Conditions as principal, and that we will have no liability to you in respect of the Sale.

10. OUR COMMISSION AND FEES

10.1. You will pay us Commission on all Sales equal to the amount set out in the Lot Details.

10.2. Save to the extent expressly stated in these Conditions, our Fees are:

(a) payable in UK pounds sterling (£);

(b) non-cancellable and non-refundable; and

10.3. Without prejudice to any other right or remedy which may be available to us interest shall accrue on a daily basis on such due amounts at an amount equal to 3% over the then current base rate of the Bank of England from time to time (subject to a minimum of 3% or a minimum fee of £20 plus VAT), commencing on the due date and continuing until fully paid, whether before or after judgement.

10.4. You irrevocably authorise us to set off any Fees from any amounts owing to you from time to time.

DISPUTES OR COMPLAINTS

11. COMPLAINTS ABOUT OUR SERVICES

We endeavour to provide the best experience for our Bidders and Sellers, but if you have any complaints regarding our Service, please do not hesitate to contact us.

12. DISPUTES BETWEEN BUYER AND SELLER

Whilst we try to enable swift resolution of any complaints or disputes, we act merely as your agent in any Sale and are not personally liable for any losses, expenses, costs or otherwise incurred or suffered by you suffered otherwise than in breach of our obligations under these Conditions.

GENERAL

13. INTELLECTUAL PROPERTY RIGHTS

13.1. You acknowledge and agree that we (and our licensors) own all intellectual property rights in the Site and the Auctions and that we do not grant you any rights to, under or in, any intellectual property rights save as expressly set out in these Conditions.

13.2. You will defend, indemnify and hold us harmless (and including our officers, directors and employees) against any claims, actions, proceedings, losses, damages, expenses and costs (including court costs and reasonable legal fees) suffered or incurred by us, arising out of or in connection with any breach of these Conditions or the Terms of Sale by you.

14. LIMITATION OF LIABILITY

14.1. Nothing in these Conditions shall limit our liability:

(a) for death or personal injury caused by our negligence; or

(b) for fraud or fraudulent misrepresentation.

14.2. If you are a Consumer:

(b) we shall not be liable for any business losses, loss of profit or loss of business opportunity.

14.3. If you are a Business User:

15. OTHER IMPORTANT TERMS

15.1. We may terminate, withdraw or suspend provision of our Services to you at any time with no obligation or liability to you other than to refund the Lotting Fee if the Lot will not be listed in the next Auction.

15.2. We have no liability to you if we are prevented from or delayed in carrying out any obligations under the

15.3. Your account is personal to you, and you cannot assign, transfer, sub-contract, or otherwise deal with all or any of your rights or obligations hereunder.

15.4. We may at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of our rights or obligations hereunder, including in respect of any restructure or sale of our business or any part of it.

15.5. These Conditions set out the entire agreement between us and you and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between us and you, whether written or oral, relating to their subject matter.

15.6. You acknowledge that in setting up an Account and participating in any Auctions, you do not rely on any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Conditions.

15.7. We may vary these Conditions from time to time by written notice to you, any such changes will be published on our Site.

15.8. If we do not insist immediately that you do anything you are required to do under these Conditions, or if we delay in taking steps against you in respect of your breach or default, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date.

15.9. Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.

15.10. Where we are required to give you notice or tell you something we will use the email address given by you to us when you set up your account, as updated by you from time to time and such notice will be deemed to have been received at the time of transmission. Where we are providing general notices to all users of the Site (including where we update these Conditions) a general, but reasonably prominent, posting on the Site shall be deemed to be notice to you at such time as the notice is posted.

15.11. These Conditions, nor the legally binding contact created hereunder, do not confer any rights on any person or party other than you and us (and our permitted assigns) pursuant to the Contracts (Rights of Third Parties) Act 1999.

15.12. These Conditions are governed by English law and you can bring legal proceedings in respect of the Goods in the English Courts. If you are a Consumer and:

(a) you live in Scotland you can bring proceedings in respect of the Goods in either the Scottish or English courts;

(b) you live in Northern Ireland you can bring legal proceedings in respect of the Goods in either the Northern Irish or the English courts; or

(c) you live outside of the United Kingdom but within the European Union then you may be able to bring proceedings in your local courts under the consumer protection laws applicable in your country.

15.13. If you are a Business User, any dispute or claim arising out of or in connection with a contract between us or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales and the courts of England and Wales shall have exclusive jurisdiction to settle any such dispute or claim.