Terms and Conditions

Background

1. Squelch Marketplace a company registered in England & Wales, Company No. 14988072. Registered Office Address: 2a Charing Cross Road, London WC2H 0HF. Squelch Marketplace operates through www.squelch.wine and other derivatives such as .com, .co.uk and others (collectively the “Website”)
   The Website offers various services to buy and sell items, generate invoices and receipts, request valuations and communicate with other registrants and other functions. Everything associated with the functioning of and interaction with the Website are collectively referred to as our System(s).
2. This agreement applies as between you, the User of the Website and Squelch Marketplace ("Squelch Marketplace", "we" or "us"), the owner of the Website. Your agreement to comply with and be bound by these Terms and Conditions of Use is deemed to occur upon your registration to the Website. If you do not agree to be bound by these Terms and Conditions, you should stop using the Website immediately.
3. You will not be able to cancel this User Agreement under the Consumer Protection Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 (or any equivalent legislation in your jurisdiction) once the supply of the services has commenced. This agreement may only be amended by us from time to time. The Terms and Conditions of Use as amended and published on the Website will prevail over past versions.

Using Squelch Marketplace

4. You must:
   1. Comply with all applicable laws, statutes and regulations regarding your use of our services and the purchase and sale of alcohol both in the UK and your jurisdiction if you do not live in the UK; and
   2. Be over 18 if operating from within the United Kingdom. If you are operating from outside the United Kingdom you must comply with local laws for the minimum age for buying and selling alcohol; and
   3. You must have the capacity to enter into legally binding contracts; and
   4. If you register as a business you represent that you have the legal capacity to bind that business to the contract. If you do not have such capacity you accept that you will become personally liable; and
   5. You must be legally entitled to sell the item(s) you list for sale on the Website.
   6. If you do not qualify for any of 5 a. to e. you must not use our services.
   7. In the event of a dispute between a buyer and seller Squelch Marketplace may request additional information such as Proofs of Delivery and additional provenance on wines that are offered on the Marketplace.
5. Squelch Marketplace allows you to buy or sell directly with the another party if, and only if, you have the legal capacity to do so
   1. The sale and purchase of wine in the United Kingdom is subject to strict legal controls. If you are a holder of the relevant licence, then you may trade within the terms of that licence. If you are a trader who does not hold a licence, there are some circumstances in which you may buy and sell alcohol directly, particularly where wine is held in a licensed bonded warehouse or a sale is made to a trader for the purpose of his trade. These rules are set out in S192 of the Licensing Act 2003and in the government's guidance on this section; or
   2. If you are a Consumer you must carefully consider your position. Whilst we are not in a position to offer advice, it can be the case that a Consumer is eligible to sell alcohol that was purchased for personal consumption unless the buying and selling of alcohol forms is a material contributor to the `Consumer's business activities.
   3. If you are not entitled to sell directly then you must consign the wine to Us so that the sale may take place from these licensed premises.
6. Squelch Marketplace allows people to offer, sell, and buy wine and other items and services. We are not party to the actual transactions between buyers and sellers. We do not review the Marketplace listings of sellers and we have no control over, and will not be held responsible for:
   1. The truth or accuracy of any listing or feedback; and
   2. The authenticity, quality, safety or legality of any item advertised; and
   3. The seller's title to the goods or ability to deliver them; and
   4. The buyer's ability or willingness to complete the transaction; and
   5. The actions or any inactions of any of the users.
7. Squelch Marketplace cannot and does not warrant that each user is who they claim to be. Although we have established strict KYC requirements for sellers and a feedback system to assist members in identifying rogue users and establishing the trustworthiness of whom you are dealing with, you should also make your own enquiries and not transact with a user if you have any concerns as to their bona fides.
8. You will not hold Squelch Marketplace responsible for other users' actions or inactions. Because we do not and cannot be involved in user-to-user dealings, in the event that you have a dispute with one or more users, you release Squelch Marketplace (and our agents and employees) from all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.
9. By purchasing an item you agree to be bound by the conditions of sale included in the item's description so long as those conditions of sale are not in violation of this Agreement or unlawful.
10. You must accurately describe your item and all terms of sale on the listing page of our site. All items must be listed in an appropriate category. It can be a contravention of UK consumer law to charge fees that are not described in your Marketplace listing unless you clearly state that a buyer needs to enquire about any extra charges prior to listing. e.g. if you are offering to ship an item the shipping price (within the UK) must be included in the listing OR you must state that the shipping cost should be requested prior to bidding.
11. If a seller receives an order at or above the stated price, then he is obliged to complete the transaction.

Consignment sales (VIP Service)

12. Where a seller uses the option to consign wines for sale following delivery of items to Squelch Marketplace directly or using the facilities Vine International. You acknowledge that you have read and agree to our Terms and Conditions of Shipping, Storage & Collection.

Misuse of Squelch Marketplace

13. Squelch Marketplace may at our sole discretion and without providing any explanation or justification refuse our services to anyone at any time.
    • You are specifically warned that it is an offence to attempt to buy or sell alcohol without the necessary legal authorisation. It is also a serious offence to attempt to buy or sell alcohol upon which the appropriate duty and taxes have not been paid (except when that alcohol is held and sold on the basis of it remaining in bond or duty suspension)
    • Sellers are responsible for ensuring that their listings and sales comply with all applicable alcohol licensing, excise and customs laws, including the Licensing Act 2003.
    • Squelch may suspend or remove any listing, or require consignment sale, if there is any doubt about legal compliance.
    • You must not use Squelch Marketplace to send or attempt to send unsolicited commercial communications (spam).
    • You agree to use user information only in accordance with applicable laws and regulations (including, without limitation, data protection laws.
14. Without limiting any other remedies, including legal action, Squelch Marketplace may suspend or terminate your account if we have reasonable grounds to believe that.
    1. you have abused our rules these terms and conditions in any way; or
    2. we are unable to verify or authenticate any information you provide to us; or
    3. your actions may cause financial loss or legal liability for you, our users or us.
15. Whilst using the site you will not:
    1. manipulate the price of any item or interfere with other users' listings; or
    2. circumvent or manipulate Squelch Marketplace's fee structure, the billing process, or fees owed to Squelch Marketplace; or
    3. post, list or upload false, inaccurate, misleading or defamatory content (including personal information) ; or
    4. take any action that may undermine the feedback or ratings systems (such as displaying feedback information on, or exporting feedback information to, non-Squelch Marketplace sites, or using it for purposes unrelated to Squelch Marketplace) ; or
    5. transfer your Squelch Marketplace account (including feedback) and User ID to another party; or
    6. distribute viruses or any other technologies that may harm Squelch Marketplace, or the interests or property of Squelch Marketplace users; or
    7. copy, modify, or distribute Squelch Marketplace's copyrighted works or trade marks, or other content from the Site, without our express consent; or
    8. collect information about users, including email addresses, without their express consent; or
    9. post, list or upload content or items in inappropriate categories or areas on the Site; or
    10. breach any laws, sell any counterfeit items or otherwise infringe the copyright, trade mark or other rights of third parties; or
    11. fail to pay for items purchased by you; or
    12. fail to deliver items purchased from you and that the buyer has paid for; or
    13. There is no Clause 15.m.
    14. infringe any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; or
    15. violate any law, statute or regulation (including, but not limited to, those governing liquor licensing, consumer protection, unfair competition or misleading advertising) ; or
    16. be defamatory, libellous, unlawfully threatening or unlawfully harassing; or
    17. attempt to circumvent the Squelch Marketplace system by conducting transactions off the Squelch Marketplace system; or
    18. use Squelch Marketplace's system or information to send unsolicited emails or other messages except as specifically related to a particular transaction; or
    19. abuse or threaten other Squelch Marketplace users or employees; or
    20. link directly or indirectly to or include descriptions of goods or services that are prohibited under this Agreement; furthermore
    21. you cannot list any item on the site (or engage in any transaction that was initiated using our service) that, by paying to us the listing fee or the final value fee, could cause us to violate any law, statute or regulation and you agree to indemnify us for any loss suffered by us or another user as a result of such actions; and
    22. Shill bidding (when you or someone you know bids to artificially drive the price up) is strictly forbidden. You may not use an alias to place bids on your auction for any reason nor are you allowed to bid on Marketplace listings run by family members, housemates, employees or others with whom you have a pre-existing relationship. Breaches of this condition may lead to referral to law enforcement or other authorities; and
    23. You acknowledge that Squelch Marketplace reserves the right to monitor any and all communications made to us or using our System; and
    24. You may not use any device, software or routine to interfere or attempt to interfere with the proper working of the Squelch Marketplace site or any auction being conducted on our site. You may not disclose or share your password to any third parties; and
    25. You may not display contact details within your auction listings or use a listing to solicit potential buyers to contact you via any medium other than the Squelch Marketplace site save as required for invoicing and receipting purposes following the successful sale of an item; and
    26. Squelch Marketplace reserves the right to charge commissions and fees at our usual rates on any transactions executed directly between users (without using our System) who have previously traded with one another on the Website in the previous four weeks.

International Customers

16. If items are being ordered from outside the purchaser's country of residence, import duties and taxes may be incurred once the items reach their destination. Squelch Marketplace is not responsible for these charges and we emphasise that we do not undertake to identify these or make any calculations or estimates in this regard. If you are buying internationally, you are advised to contact your local customs authorities for further details on costs and procedures. The purchaser of the Goods will also be the importer of record and as such should ensure that the purchase is in compliance with the laws of the country into which the Goods are being imported.
    Where you list items on the site that are are lying outside the UK or otherwise sold subject to the imposition of UK duties and taxes this must be explicitly stated within your auction description.
    Squelch does not act as importer of record or accept liability for customs clearance or duties.

Intellectual Property

17. Subject to the exceptions in Clause 18, all Content included on the Website including but not limited to, text, graphics, logos, icons, images, sound clips, video clips, data compilations, page layout, underlying code and software is the property of Squelch Marketplace, our affiliates or other relevant third parties. By using the Website you acknowledge that such material is protected by applicable United Kingdom and International intellectual property and other laws.

Third Party Intellectual Property

18. Unless otherwise expressly indicated, all Intellectual Property rights including, but not limited to, Copyright and Trademarks, in product images and descriptions belong to the manufacturers or distributors of such products as may be applicable. Subject to Clause 19 you may not reproduce, copy, distribute, store or in any other fashion re-use such material unless otherwise indicated on the Website or unless given express written permission to do so by the relevant manufacturer or supplier.

Use of our Intellectual Property

19. Material from the Website and our Systems may not be re-used without written permission.

Links to Other Websites

20. This Website may contain links to other sites. Unless expressly stated, these sites are not under the control of Squelch Marketplace or that of our affiliates. We assume no responsibility for the content of such Websites and disclaim liability for any and all forms of loss or damage arising out of the use of them. The inclusion of a link to another site on this Website does not imply any endorsement of the sites themselves or of those in control of them.

Links to this Website

21. Those wishing to place a link to this Website on other sites may do so only to the home page of the site www.squelch.wine/ without prior permission. Deep linking (i.e. links to specific pages within the site) requires the express permission of Squelch Marketplace.

User Accounts

22. In order to use the services and facilities provided by our website you are required to create an Account which will contain certain personal details and financial information. You are specifically forbidden from opening or attempting to open more than one account, other than where you are operating separate accounts for your business and personal use. By continuing to use this Website you represent and warrant that:
    1. all information you submit is accurate and truthful; and
    2. you have permission to submit Payment Information where permission may be required; and
    3. you will keep this information accurate and up-to-date; and
    4. Your creation of an Account is further affirmation of your representation and warranty and acceptance of our Terms and Conditions of Use; and
    5. It is recommended that you do not share your Account details, particularly your username and password. Squelch Marketplace accepts no liability for any losses or damages incurred as a result of your Account details being shared by you. If you have reason to believe that your Account details have been obtained by another without consent, you should contact Squelch Marketplace immediately to suspend your account. In the event that unauthorised use is made of your account Squelch Marketplace accepts no liability or responsibility for that.
    6. You must be 18 years of age to open an account. Squelch Marketplace may ask for ID verification including copies of photo ID and proof of account registered address.

Fees

23. Unless otherwise stated, all fees are quoted in UK pounds sterling plus UK VAT as applicable. You are responsible for paying all applicable taxes and for all other costs you incur to bid, buy, procure a listing from us or access our servers. We may in our sole discretion add, delete or change some or all of our services at any time. Invoices will be sent electronically. Our current selling Fees are set out in the Fees section of How to Sell.
    Please note that some Squelch Marketplace seller fees are payable whether or not the sale is successfully completed between the buyer and seller.
24. Squelch Marketplace requires all Marketplace users to pay their fees by credit or debit card or bank transfer and the amount of such fees will be automatically debited from the card used at registration once a transaction is concluded. Squelch Marketplace will send you an invoice and confirmation of payment for any fees that are charged. All card payments are processed securely by PCI DSS compliant providers. Squelch does not store or have access to raw card data

Licence

25. To enable Squelch Marketplace to use the information you supply us with so that we are not violating any rights you might have in that information, you grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub licensable (through multiple tiers) right to exercise the copyright, trademarks, database rights and all other intellectual property rights you have in the content, in any media known now or in the future. In addition, you waive all moral rights you have in the content to the fullest extent permitted by law. Squelch Marketplace will only use Your Information in accordance with our Privacy Policy.

Privacy

26. Squelch will process personal data in accordance with UK GDPR and the Data Protection Act 2018. Buyer and seller details are shared where necessary to fulfil the contract. The lawful basis for this processing is the performance of the contract and our legitimate interests in facilitating transactions. Please refer to our Privacy Policy for further details. A user may request a copy of any personal information we hold by writing to: The Data Controller, Squelch Marketplace Limited, 2a Charing Cross Road, London WC2H 0HF
27. We do not sell or rent your personal information to third parties for their marketing purposes. We use your information only as described in the Squelch Marketplace Privacy Policy. If you object to your information being transferred or used in this way please do not use our services.
28. Our Website enables users to share personal and financial information in order to complete transactions. When users are involved in a transaction, they may obtain access to each other's name, User ID, email address, and other contact information, postal information and financial information. We cannot guarantee that other users will respect the privacy or security of your information. You must respect other users' privacy and you undertake not to store such information unless explicitly approved by the user.
29. You agree that we may use Personal Information provided by you in order to conduct appropriate anti fraud and anti money-laundering checks. In the event of your default in a transaction, Personal Information that you provide may be disclosed to a credit reference or fraud prevention agency, which may keep a record of that information
30. In the interests of preventing fraudulent use of credit, debit and charge cards the names, addresses and other information supplied during the registration process will be validated by the card merchant company against commercially available records. By registering with Squelch Marketplace you consent to such checks being made. Any information given may be disclosed to a registered Credit Reference Agency which may keep a record of the information. This is done only to confirm your identity, a credit check is not performed and your credit rating will be unaffected.
31. If you do not wish us to send to you our newsletter and other marketing communications relating to our business by email, you can click the unsubscribe link in any of our marketing emails.

Notices

32. Except as explicitly stated otherwise, notices to Squelch Marketplace shall be sent by registered mail to Squelch Marketplace Limited, 2a Charing Cross Road, London WC2H 0HF, or by email to cheers@squelch.wine which will deem to have been received only when we have responded acknowledging receipt. We shall send notices to you by e-mail or by registered mail or ordinary mail (in our discretion) to the email address or postal address (as applicable) that you provided to Squelch Marketplace when you registered as a member of Squelch Marketplace. Notices sent to you by either e-mail or post shall be deemed to have been received by you 24 hours after they are sent, unless we receive notice that the email address is invalid.

Assignment

33. In our sole discretion, we may assign this User Agreement to a third party by giving you notice in accordance with the Notices section above (and without your prior consent), provided that we assign the User Agreement on the same terms or terms that are no less advantageous to you.

Governing Law and Dispute Resolution

34. This User Agreement and supplementary agreements shall be governed by and construed in accordance with English law. You and Squelch Marketplace both agree to submit to the exclusive jurisdiction of the English Courts. If a dispute arises between you and another user, we strongly encourage you to attempt to resolve the dispute by means of a mediation conducted by a mediation provider accredited by the Civil Mediation Council prior to any further legal action being taken.

Limitation of Liability

35. Squelch Marketplace accepts no liability for any direct or indirect loss or damage, foreseeable or otherwise, including any indirect, consequential, special or exemplary damages arising from the use of the Website or any information contained therein. Users should be aware that they use the Website and its Content at their own risk. In particular (and without prejudice to the foregoing) Squelch Marketplace will not be liable in the following circumstances:
    1. Any calculation as to potential tax or excise duty liability given on the site is for illustrative purposes only and its accuracy is not guaranteed; or
    2. In respect of a seller attempting to sell goods which do not comply with their description; or
    3. In respect of a seller who sells or attempts to sell goods upon which the appropriate taxes and duties have not been paid; or
    4. In respect of a buyer not concluding a purchase; or
    5. In respect of a sellers failing to deliver goods.
36. Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, or for fraud, or for any other liability that cannot lawfully be excluded under the Consumer Rights Act 2015 or the Unfair Contract Terms Act 1977
37. Whilst every effort has been made to ensure that these terms and conditions and those of supplementary agreements adhere strictly with the relevant provisions of the Unfair Contract Terms Act 1977, in the event that any of these terms are found to be unlawful, invalid or otherwise unenforceable, that term is to be deemed severed from these terms and conditions and shall not affect the validity and enforceability of the remaining terms and conditions. This term shall apply only within jurisdictions where a particular term is illegal.
38. You and Squelch Marketplace are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement. We and our suppliers provide the Squelch Marketplace Website and our services "as is" and without any warranty or condition, express or implied.
39. We and our suppliers specifically disclaim the implied warranties of title, merchantability, fitness for a particular purpose and non-infringement.
    As far as possible Squelch Marketplace verifies the identity of all users. However we make no guarantees as to the identity of any user and cannot accept any liability for losses incurred due to fraud or misrepresentation on the part of any user
40. We do not guarantee continuous, uninterrupted or secure access to our services, and operation of our site may be interfered with by numerous factors outside of our control.
41. You agree to indemnify us and (as applicable) our parent, subsidiaries, affiliates, officers, directors, agents, and employees, against any claim or demand, including reasonable legal fees, made by any third party due to or arising out of your breach of this Agreement or the documents it incorporates by reference, or your breach of any law or the rights of a third party.

Consignment Terms (VIP Service)

This agreement applies to all wines consigned to Squelch Marketplace.

Title

42. By consigning your wines for sale you warrant that you are the sole owner of the goods and have an unrestricted right to transfer ownership of the items to a Buyer free of all 3rd party rights or claims.

Eligibility for Sale

43. Unless expressly stated by you, you warrant that the goods are eligible for sale in with free circulation in the UK and that where the goods have been imported in to the UK by you or on your behalf that all applicable taxes and duties have been paid in full.

Condition of the listings

44. You warrant that you have notified us of all circumstances and details (including storage, reconditioning and other such matters) likely to affect the value or quality of the wine consigned as far as these matters are known to you.

Squelch Marketplace's rights in relation to the sale of the consignment

45. Squelch Marketplace and yourself shall agree a price for your wines.
46. Squelch Marketplace may include an image to illustrate the sale of a listing. Where you have listed a wine for sale prior to consigning it to us or provide an image to us where we are listing the wine on your behalf we reserve the right to edit these images.
47. We may, in our sole discretion, alter the description of any consigned listing including adding tasting notes, modifying references to ullage and similar.
48. We reserve the right to withdraw any listing from sale where we have reasonable doubts about the authenticity, quality, provenance or other matters.
    1. We may withdraw a listing from sale where you as seller commit any serious and irremediable breach of this agreement.
    2. We may withdraw a listing from sale where we believe that the sale of the listing would potentially expose us to legal claims or damage our commercial reputation.

Claims

49. You agree to indemnify Squelch Marketplace in the event of any claim against us relating to a listing sold by consignment, other than where this claim relates to any matter directly between Squelch Marketplace and the Buyer or the Buyer and any representative or agent of Squelch Marketplace.

Payment of Proceeds

50. We will pay you all proceeds of sale less VAT, commission and any other applicable charges within 15 days or within a reasonable time from the receipt of payment from the buyer where payment has not been received from the buyer within 15 days of the sale of an item.
51. Before reselling uncollected goods, Squelch will provide at least 30 days’ written notice to the seller in accordance with the Torts (Interference with Goods) Act 1977.

Transport, Shipping and Storage

52. By consigning items to us for sale you agree to our Terms and Conditions of Shipping, Storage & Collection.

Terms and Conditions of Shipping, Storage & Collection

These terms and conditions apply to all collections, deliveries and any storage arranged by Squelch Marketplace.

Prices

53. Shipping prices are non-contractual and may be subject to change without notice.
54. Where storage of listings is required after purchase listings may be transferred to the Squelch Marketplace reserve account. Where listings are transferred, this will be charged at the prevailing rate of Vine International.
55. Prices for delivery after sale include repacking in to suitable protective packaging prior to shipment.

Consolidation of listings for shipment

56. If several consigned listings are purchased together or within a short time frame we will endeavour to ship these items together to minimise transport costs. However we cannot be held responsible for any failure to do this or any additional costs arising from non-consolidation of shipments.

Other methods of shipment

57. Where our advertised delivery methods are not available we reserve the right to use other methods to deliver your wine to you.
58. We may from time to time opt to ship listings within a single consignment via separate methods. Without detriment to clause 4 above, where we opt to split a shipment this will be at our own cost.

Time and speed of Delivery

59. Squelch Marketplace shall ship goods within a reasonable time from the date of purchase. We aim to dispatch items within 7 days of purchase but where consigned items are sold lying other than Vine this period may be extended to 21 days.

Insurance & Risk

60. Items consigned to Squelch Marketplace are insured by Squelch Marketplace from their arrival at Vine until their sale. Whilst we are able to arrange collections of wine on behalf of consignors, unless otherwise explicitly agreed in writing, shipments are not insured until arrival at our warehouse.
61. Title to the goods passes to the buyer on receipt of cleared funds and goods are held and shipped at buyer's risk once payment has been received.
62. Shipping is arranged at the buyer's or seller's risk. Unless instructed otherwise we will insure shipments organised on behalf of a purchaser against loss or damage. Any sums recoverable under such insurance will be paid over as soon as received, less any excess payable under the policy.
63. Purchases paid for by credit card may also be insured by your payment provider. No double recovery shall be permitted.
64. All notifications of loss, damage or short delivery must be made to Squelch Marketplace as soon as possible and confirmed in writing within 7 days of receipt of the goods.
65. No liability or responsibility can be accepted by Squelch Marketplace, our insurers or agents where goods have been signed for without first being checked, including items signed for as 'unchecked'.

Agreement With Buyers Of Wines Sold By Consignment (VIP service)

Definitions:

• Consigned to us for sale ‐ Wines described in the title as 'Sold by Squelch Marketplace'
• Seller ‐ The consignor of the listing or listings for sale
• Buyer ‐ Any person opting to purchase a listing via the 'Buy Now' option
• Listing ‐ An identifiable parcel of wine offered for sale. Contracts for sale are for a specific listing.

Our Role

66. Where listings have been consigned to us for sale, Squelch Marketplace acts solely for and in the interests of the Seller. We do not act for Buyers and do not give advice to Buyers. When we make statements about a Listing or provide information about the condition of a listing we do so on behalf of the Seller of the Listing. Buyers may wish to take independent advice on Listings and their value before bidding on them. www.wine-searcher.com can assist Buyers in this respect.
67. Where listings have been consigned to us for sale, the Seller has authorised Squelch Marketplace to sell their Listing(s) as an agent on behalf of the Seller and Squelch Marketplace acts only as agent for the Seller. Any statement or representation we make in respect of a Listing is made on the Seller's behalf and any contract for sale is between the Buyer and the Seller and not with us
68. For consignment sales where Squelch sells on behalf of a private seller, buyers are consumers and enjoy the rights under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013, including a 14 day cooling off period unless an exemption applies. Returns and cancellations will be handled in accordance with these regulations.
    This cooling off period applies only to consumer buyers and does not apply to buyers purchasing in the course of business.
69. Squelch Marketplace does not owe or undertake or agree to any duty or responsibility to you in contract or tort (whether direct, collateral, express, implied or otherwise). If you successfully bid for a listing and buy it or buy a listing via the ‘Buy Now' option, at that stage we do enter into an agreement with you as the Buyer.

Descriptions of listings

70. Each listing is sold by its respective Seller to the Buyer of the Listing. Squelch Marketplace reserves the right to use stock photographs unless these would be unrepresentative of the condition of the listing(s) offered for sale.

The Seller's responsibility to you

71. Save as described in Clause 71, the Seller does not make or agree to make any representation of fact or contractual promise, guarantee or warranty and undertakes no obligation or duty, whether in contract or in tort (other than to the eventual Buyer as set out herein), in respect of the accuracy or completeness of any statement or representation made by him or on his behalf which is in any way descriptive of any listing or as to the anticipated or likely selling price of any listing. Other than as set out herein, no statement or representation in any way descriptive of a listing is incorporated into any Contract for Sale between a Seller and a Buyer.

Squelch Marketplace's responsibility to Buyers

72. Save as described in Clause 71, Squelch Marketplace does not make or agree to make any representation of fact, and undertakes no obligation or duty (however arising) in respect of the accuracy or completeness of any statement, representation or description made by Squelch Marketplace or on Squelch Marketplace's behalf which is in any way descriptive of any listing offered on the site. No statement or representation by Squelch Marketplace or our behalf in any way descriptive of any listing is incorporated into this agreement.

Alterations

73. Squelch Marketplace may, at its sole discretion, amend listing descriptions relating to listings sold by consignment before or during a sale. Amendments will be flagged within the description of a listing or auction. Wherever possible we will notify the current high bidder(s) of the changes.

Contracts between the Buyer and Seller and the Buyer and Squelch Marketplace

74. When an item is purchased via a 'Buy Now' option, a contract for sale of the listing will be entered into between the Seller and the Buyer. You will be liable to pay the buy now price plus any VAT and duty payable if you require the wine to be removed from Bond. Squelch Marketplace will collect the amounts owing under this contract on behalf of the seller.
    At the same time, a separate contract is also entered into between Squelch Marketplace and the Buyer and you agree to pay Squelch Marketplace any buyer's premium and VAT advertised as applicable to the listing.

The Seller's and/or Squelch Marketplace's liability

75. Other than any liability of the Seller to the Buyer of a Listing under the Contract for Sale, and save as described in Clause 71, neither we nor the Seller are liable for any error, misdescription or omission in any description of a listing whether contained within the auction description or otherwise, whether given orally or in writing and whether given before or during the running of the auction.
76. Under all circumstances neither we nor the Seller will be liable for any loss of business, profits, revenue or income, or for loss of reputation, or for disruption to business or wasted time on the part of management or staff, or for indirect losses or consequential damages of any kind, irrespective in any case of the nature, volume or source of the loss or damage alleged to be suffered, and irrespective of whether the said loss or damage is caused by or claimed in respect of any negligence, other tort, breach of contract (if any) or statutory duty, restitutionary claim or otherwise.
77. In any circumstances where we and/or the Seller are liable in relation to any listing or any description, or the conduct of any auction in relation to any Listing, whether in damages, for an indemnity or contribution, or for a restitutionary remedy or otherwise, our and/or the Seller's liability (combined, if both we and the Seller are liable) will be limited to payment of a sum which will not exceed by way of maximum the amount of the Purchase Price of the Listing irrespective in any case of the nature, volume or source of any loss or damage alleged to be suffered or sum claimed as due, and irrespective of whether the liability arises from any negligence, other tort, breach of contract (if any) or statutory duty or otherwise.
78. Nothing set out above will be construed as excluding or restricting (whether directly or indirectly) our liability or excluding or restricting any person's rights or remedies in respect of any other liability to the extent the same may not be excluded or restricted as a matter of law. The same applies in respect of the Seller, as if references to us in this paragraph were substituted with references to the Seller.

Contract between Squelch Marketplace and the buyer

This contract governs the relationship between Squelch Marketplace and the Buyer of any listing(s) sold by consignment.

79. This agreement shall be treated as including all clauses above under our notice to bidders.
80. Squelch Marketplace act as an agent for the Seller and has no responsibility to you for any breach of contract or other default by the Seller.
81. Risk in the goods will pass to the Buyer at the close of the auction in which the goods are purchased or once a Buyer has opted to buy a listing via a buy now option.
82. Title to the goods will remain with the Seller until Squelch Marketplace has received cleared funds whereon it will pass to the Buyer.
83. We will release the listing(s) to the Buyer on receipt of cleared funds, subject to any rights of retention contained in this agreement which may be held by Squelch Marketplace or the seller.
84. Payment for wines sold on consignment with Squelch Marketplace should be received as cleared funds within 7 days of the date of invoice. Where payment has not been received we may debit the credit/debit card you used when registering. Where funds are received later than 7 days from invoice, Squelch Marketplace reserves the right to charge interest at the rates prescribed by the Late Payment of Commercial Debts (Interest) Act 1998 (currently 8 per cent over the Bank of England reference rate). This clause does not apply to invoices where a seller invoices a buyer themselves i.e those for 'direct Marketplace listings'. Payment can be made by the following methods:
85. Payment
    1. By bank transfer: you may pay for any listings invoiced by us by Bank Transfer. Please make payments to Squelch Marketplace Ltd, Lloyds Bank, Sort Code 309950, Account No. 85651468 and include your name and the relevant invoice numbers in the transaction reference. Listings invoiced by another host auctioneer are payable as indicated on such invoices.
    2. By Credit or Debit Card
    The amount received by Squelch Marketplace should not be less than the amount invoiced to you. You may need to make additional allowances for bank fees and currency conversions.
86. We may deduct and retain for our own benefit from the monies paid by you to us the Commission payable by the Seller in respect of the Listing as well as our commissions and VAT and any interest earned until payment to the Seller.
87. Until you have paid the Purchase Price and our commissions in full the Listing will be either be held by us as agent on behalf of the Seller or held by any warehouse we may use as agent on behalf of the Seller and ourselves on the terms contained in our terms and conditions of Terms and Conditions of Shipping & Storage
88. We will store the listing for you until you request us to arrange delivery of the listing or to make it available for collection. If delivery, collection or longer term storage has not been explicitly arranged with us within 2 weeks of a sale you will be charged £2 per week per case or part case for storage.
89. Buyers wishing to collect listings or to have them stored or delivered should refer to our Terms and Conditions of Shipping and Storage
90. If, 3 calendar months after the sale, any listings remain uncollected or undelivered or we have not received explicit instructions via the auction completion pages to store the listings on your behalf, Squelch Marketplace reserve the right to sell the goods in question to defray storage fees.
91. We will not be liable to you for any loss of business, business profits, revenue or income or for loss of business reputation or for disruption to business or wasted time on the part of the Buyer’s management or staff or, if you are buying the Listing in the course of a business, for any indirect losses or consequential damages of any kind, irrespective in any case of the nature, volume or source of the loss or damage alleged to be suffered, and irrespective of whether the said loss or damage is caused by or claimed in respect of any negligence, other tort, breach of contract, statutory duty, bailee’s duty, a restitutionary claim or otherwise.
92. Unless you buy the Listing as a Consumer, in any circumstances where we are liable to you in respect of a Listing, or any act, omission, statement, representation in respect of it, or this agreement or its performance, and whether in damages, for an indemnity or contribution or for a restitutionary remedy or in any way whatsoever, our liability will be limited to payment of a sum which will not exceed by way of maximum the amount of the Purchase Price of the Listing plus buyer’s premium (less any sum you may be entitled to recover from the Seller) irrespective in any case of the nature, volume or source of any loss or damage alleged to be suffered or sum claimed as due, and irrespective of whether the liability arises from negligence, other tort, breach of contract, statutory duty, bailee’s duty, a restitutionary claim or otherwise.

We will not be liable whether in negligence, other tort, breach of contract or statutory duty or in restitution or under the Misrepresentation Act 1967 or in any other way for lack of conformity with or any inaccuracy, error, misdescription or omission in any Description of the Listing or any Entry or Estimate in respect of it, made by us or on our behalf or by or on behalf of the Seller (whether made on our website, by email, in writing or orally, or by conduct or otherwise) and whether made before or after this agreement or prior to or during an auction.

These Terms constitute the entire agreement between the parties. If any part of these Terms is found to be invalid or unenforceable, the remaining terms will continue in full force and effect.