THESE TERMS

1. These are the terms and conditions (Terms) on which we supply products to you.
2. Please read these Terms carefully before you submit your order to us. These Terms tell you who we are, how we will provide products to you, how you and we may change or end the contract, what to do if there is a problem and other important information.

ABOUT US

1. Who we are. We are The Sports Cellar a company registered in England and Wales. Our company registration number is 12943506 and our registered office is at Unit 18 North Staffs Enterprise Centre, Innovation Way, Stoke-On-Trent, England, ST6 4BF. We operate the website https://sportscellar.co.uk/.
2. How to contact us. You can contact us by telephoning our customer service team at 01782 366 332 or by writing to us at sales@thesportscellar.co.uk or Unit 18 North Staffs Enterprise Centre, Innovation Way, Stoke-On-Trent, England, ST6 4BF. 
3. How we may contact you. If we have to contact you, we will do so by telephone or by writing to you at the email address or postal address you provided to us in your order. 
4. When we use the words “writing” or “written” in these Terms, this includes emails.

OUR CONTRACT WITH YOU

1. Our contract. These Terms apply to the order by you and supply of goods by us to you (Contract). No other terms are implied by trade, custom, practice or course of dealing. 
2. Entire agreement. The Contract is the entire agreement between us in relation to its subject matter. You acknowledge that you have not relied on any statement, promise or representation or assurance or warranty that is not set out in the Contract. 
3. Language. These Terms and the Contract are made only in the English language.
   

ORDERS AND ACCEPTANCE

1. Placing your order. You can place your order online, by email or by phone . Each order is an offer by you to buy the goods or bespoke goods being made to your specification provided by you (Bespoke Goods) as specified in the order (together Goods) subject to these Terms. 
2. Correcting input errors. Please check the order carefully before confirming it. You are responsible for ensuring that your order and any specification submitted by you is complete and accurate. 
3. Accepting your order. Our acceptance of your order takes place when we provide you confirmation and a sales order number on the website, by phone or by email, at which point the Contract between you and us will come into existence. 
4. If we cannot accept your order. If we are unable to accept your order, we will inform you of this in writing and will not charge you for the Goods. This might be because the product is out of stock, because of unexpected limits on our resources which we could not reasonably plan for, because we have identified an error in the price or description of the product or because we are unable to meet a delivery deadline you have specified. 
5. Your order number. We will assign an order number to your order and tell you what it is when we accept your order. It will help us if you can tell us the order number whenever you contact us about your order. 

OUR GOODS

1. The images of the Goods on our website and brochures are for illustrative purposes only. Although we have made every effort to display the colours accurately, we cannot guarantee that a device’s display of the colours accurately reflects the colour of the Goods. The colour of your Goods may vary slightly from those images.
2. Although we have made every effort to be as accurate as possible, because some of our Bespoke Goods are handmade, all sizes, weights, capacities, dimensions and measurements indicated have a 2% tolerance.
3. The packaging of the product may vary from that shown in images on our website or brochures.
4. We reserve the right to amend the specification of the Goods if required by any applicable statutory or regulatory requirement.

DELIVERY, TRANSFER OF RISK AND TITLE

1. We will contract you with an estimate delivery date, which will be within 60 days after the date on which we email you to confirm our acceptance of your order. Occasionally our delivery to you may be affected by an Event Outside Our Control. See Clause 15 (Events outside our control) for our responsibility when this happens.
2. Delivery is complete once the Good have been unloaded at the address for delivery set out in your order or collected by you or a carrier organised by you to collect them from us and the Goods will be at your risk from that time.
3. Title to the Goods shall not pass to you until the earlier of:
   1. Us receiving payment in full (in cash and cleared funds) for the Goods, in which case title to the Goods shall pass at the time of payment of all such sums; or
   2. You resell the Goods, in which case title to the Goods shall pass to you at the time specified in Clause 6.5.
4. Until title to the Goods has passed to you, you shall:
   1. Store the Goods separately from all other goods held by you so that they remain readily identifiable as our property;
   2. Not remove, deface or obscure any identifying mark or packaging on or relating to the Goods;
   3. Maintain the Goods in satisfactory condition and keep them insured against all risks for their full price from the date of delivery; and
   4. Notify us immediately if you become subject to any of the events listed in Clause 14.
5. Subject to Clause 6.6, you may resell or use the Goods in the ordinary course of its business (but not otherwise) before we receive payment for the Goods. However, if you resell the Goods before that time:
   1. You do so as principal and not as our agent; and
   2. Title to the Goods shall pass from us to you immediately before the time at which resale by you occurs.
6. If before title to the Goods passes to you, you become subject to any of the events listed in Clause 14 then, without limiting any other right or remedy we may have:
   1. Your right to resell the Goods or use them in the ordinary course of your business ceases immediately; and
   2. We may at any time:
      1. Require you to deliver up all Goods in your possession that have not been resold, or irrevocably incorporated into another product; and
      2. If you fail to do so promptly, enter any premises of yours or of any third party where the Goods are stored in order to recover them.
7. If we fail to deliver the Goods, our liability is limited to the cost of obtaining replacement goods of a similar description and quality in the cheapest market available, less the price of the Goods. However, we will not be liable to the extent that any failure to deliver was caused by an Event Outside Our Control, or because you failed to provide adequate delivery instructions or any other instructions that are relevant to the supply of goods.
8. If you fail to take delivery within 10 days after the day on which we notified you that the Goods were ready for delivery, we may resell part of, or all the Goods and after deducting any reasonable storage and selling costs, account to you for any excess over the price of the Goods or charge you for any shortfall below the price of the Goods.

INTERNATIONAL DELIVERY

1. We are capable of delivering to a number of international delivery destinations. However, there are restrictions on some Goods for certain international delivery destinations, so please ensure you thoroughly research all restrictions before placing your order.
2. If you order Goods from us for delivery to one of the international delivery destinations, your order may be subject to import duties and taxes which are applied when the delivery researches that destination. Please note that we have no control over these charges, and we cannot predict their amount.
3. You will be responsible for payment of any such import duties and taxes. Please contact your local customs office for further information before placing your order.
4. You must comply with all applicable laws and regulations of the country for which the Goods are destined. We will not be liable or responsible if you break any such law.

YOUR RIGHTS TO MAKE CHANGES

If you wish to make a change to the product you have ordered, please contact us. We will let you know if the change is possible. If it is possible we will let you know about any changes to the price of the product, the timing of supply or anything else which would be necessary as a result of your requested change and ask you to confirm whether you wish to go ahead with the change.

PRICE OF GOODS AND DELIVERY CHARGES

1. The prices of the Goods will be as quoted at the time you submit your order. We take all reasonable care to ensure that the prices of Goods are correct at the time when the relevant information was entered onto the system. However, please see Clause 9.5 for what happens if we discover an error in the price of Goods you ordered.
2. Prices for our Goods may change from time to time, but changes will not affect any order you have already placed.
3. The price of Goods excludes VAT (where applicable) at the applicable current rate chargeable in the UK for the time being. However, if the rate of VAT changes between the date of your order and the date of delivery, we will adjust the VAT you pay, unless you have already paid for the Goods in full before the change in VAT takes effect.
4. The price of the Goods does not include delivery charges. Our delivery charges are as advised to you during the check-out process, before you confirm your order or as listed below:
   1. Free to all United Kingdom mainland addresses, Northern Ireland, the Channel Islands, Scottish Highlands and all islands inclusive of the Isle of Man, based on a minimum order value of £100.00. Any orders below this value will incur a £4.50 plus VAT delivery charge; or
   2. free to all Republic of Ireland addresses based on a minimum order value of €150.00 (euros). Any orders below this value will incur a delivery charge of €8.00 (euros).Due to certain restrictions and regulations regarding parcel weights and sizes, certain goods may be subject to an additional delivery charge determined on receipt of order.
5. We sell a large number of Goods through our site. It is always possible that, despite our reasonable efforts, some of the Goods on our site may be incorrectly priced. We will normally check prices as part of our dispatch procedures so that:
   1. where the Goods’ correct price is less than the price stated on our site, we will charge the lower amount when dispatching the Goods to you; and
   2. if the Goods’ correct price is higher than the price stated on our site, we will contact you as soon as possible to inform you of this error and we will give you the option of continuing to purchase the Goods at the correct price or cancelling your order. We will not process your order until we have your instructions. If we are unable to contact you using the contact details you provided during the order process, we will treat the order as cancelled and notify you in writing. However, if we mistakenly accept and process your order where a pricing error is obvious and unmistakeable and could reasonably have been recognised by you as a mispricing, we may cancel supply of the Goods and refund you any sums you have paid.
6. If you mistakenly pay a higher amount than the price quoted for the Goods, you will be credited the additional amount on your next order unless otherwise requested by you. If you request the additional amount is returned to you then we will refund you this additional amount by the payment method used by you to pay within 30 days of receipt of your request.

HOW TO PAY

1. You can pay for Goods using a debit card, credit card, credit transfer or cheque.
2. Credit transfer must be paid to the HSBC Bank plc, account name: The Sports Cellar Ltd:

   1. Sterling. Sort code: 40-08-46. Account number: 000000. IBAN: GB00

       

3. We shall invoice you on acceptance of your order.
4. You shall pay each invoice submitted by us in full and in cleared funds on the date set out within each invoice.
5. If you fail to make a payment due to us under the Contract by the due date, then, without limiting our remedies under Clause 14, you shall pay interest on the overdue sum from the due date until payment of the overdue sum, whether before or after judgment. Interest under this Clause 10.5 will accrue each day at 4% a year above the HSBC Bank Plc’s base rate from time to time, but at 4% a year for any period when that base rate is below 0%.
6. All amounts due under the Contract shall be paid in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
   

7. RETURNS

   1. You may cancel the Contract and receive a refund, if you notify us as set out in clause 11.3 within 30 days of our acceptance email.

   2. However, this cancellation right does not apply in the case of Bespoke Goods.

   3. To cancel the Contract, you must contract us with the order number. We will email you to confirm we have received your cancellation.

   4. If you have returned the Goods to us under this Clause 11 because they are faulty or mis-described, we will refund the price of the Goods and will refund you on the payment method used by you to pay.

   5. If you return the Goods for any other reason to those listed in Clause 11.4, we will refund the price of the Goods and will refund you by the payment method used by you to pay and deduct a handling charge as a minimum of 10% of the price paid for the Goods.

   6. If Goods have been delivered to you before you decide to cancel the Contract then you must return them to us without undue delay and in any event not later than 14 days after the day on which you let us know that you wish to cancel the Contract. You can either send them back or return them to us in store. If we have offered to collect the Goods from you, we will collect the Goods from the address to which they were delivered. We will contact you to arrange a suitable time for collection.

   7. The terms implied by sections 13 to 15 of the Sale of Goods Act 1979 are, to the fullest extent permitted by law, excluded from the Contract.

INTELLECTUAL PROPERTY RIGHTS

1. All intellectual property rights in or arising out of or in connection with Bespoke Goods (other than intellectual property rights in any materials provided by you) shall be owned by us.

2. We grant you, or shall procure the direct grant to you of, a fully paid-up, worldwide, non-exclusive, royalty-free perpetual and irrevocable licence to copy the Bespoke Goods (excluding materials provided by you) for the purpose of receiving and using the Bespoke Goods.

3. You shall not sub-licence, assign or otherwise transfer the rights granted in Clause 12.2.

4. You grant us a full paid-up, non-exclusive, royalty-free, non-transferable licence to copy and modify any materials provided by you to us for the term of the Contract for the purpose of providing the Bespoke Goods to you.

OUR LIABILITY: YOUR ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE

1. Nothing in these Terms limits or excludes our liability for:

   1. death or personal injury caused by our negligence;

   2. fraud or fraudulent misrepresentation;

   3. breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession); or

   4. any other liability that cannot be limited or excluded by law.

2. Subject to Clause 13.1, we will under no circumstances be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Contract for:

   1. any loss of profits, sales, business, or revenue;

   2. loss of business opportunity;

   3. loss of goodwill; or

   4. any indirect or consequential loss.

3. Subject to Clause 13.1, our total liability to you for all losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, will in no circumstances exceed 50% of the price of the Goods.

4. Except as expressly stated in these Terms, we do not give any representations, warranties or undertakings in relation to the Goods. Any representation, condition or warranty which might be implied or incorporated into these Terms by statute, common law or otherwise is excluded to the fullest extent permitted by law. In particular, we will not be responsible for ensuring that the Goods are suitable for your purposes.

TERMINATION

1. Without limiting any of our other rights, we may suspend the supply or delivery of the Goods to you, or terminate the Contract with immediate effect by giving written notice to you if:
   1. you commit a material breach of any term of the Contract and (if such a breach is remediable) fail to remedy that breach within seven days of you being notified in writing to do so;
   2. you fail to pay any amount due under the Contract on the due date for payment;
   3. you take any step or action in connection with you entering administration, provisional liquidation or any composition or arrangement with your creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of your assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;
   4. you suspend, threaten to suspend, cease or threaten to cease to carry on all or a substantial part of your business; or
   5. your financial position deteriorates to such an extent that in our opinion your capability to adequately fulfil your obligations under the Contract has been placed in jeopardy.
2. Termination of the Contract shall not affect your or our rights and remedies that have accrued as at termination.
3. Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination shall remain in full force and effect.

EVENTS OUTSIDE OUR CONTROL

1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by any act or event beyond our reasonable control (Event Outside Our Control).
2. If an Event Outside Our Control takes place that affects the performance of our obligations under the Contract:
   1. we will contact you as soon as reasonably possible to notify you; and
   2. our obligations under the Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. Where the Event Outside Our Control affects our delivery of Goods to you, we will arrange a new delivery date with you after the Event Outside Our Control is over.
3. You may cancel the Contract affected by an Event Outside Our Control which has continued for more than 60 days. To cancel please contact us. If you opt to cancel, you will have to return (at our cost) any relevant Goods you have already received and we will refund the price you have paid, including any delivery charges.

COMMUNICATION BETWEEN US

1. Any notice or other communication given by one of us to the other under or in connection with the Contract must be in writing and be delivered personally, sent by pre-paid first class post or other next working day delivery service, or email.
2. A notice or other communication is deemed to have been received:
   1. If delivered personally, on signature of a delivery receipt or at the time the notice is left at the proper address;
   2. if sent by pre-paid first class post or other next working day delivery service, at 9.00 am on the second working day after posting; or
   3. if sent by email, at 9.00 am the next working day after transmission.
3. The provisions of this clause 16 shall not apply to the service of any proceedings or other documents in any legal action.

GENERAL

1. Assignment and transfer. We may assign or transfer our rights and obligations under the Contract to another entity. You may only assign or transfer your rights or your obligations under the Contract to another person if we agree in writing.
2. Variation. Any variation of the Contract only has effect if it is in writing and signed by you and us (or our respective authorised representatives).
3. Waiver. If we do not insist that you perform any of your obligations under the Contract, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you or that you do not have to comply with those obligations. If we do waive any rights, we will only do so in writing, and that will not mean that we will automatically waive any right related to any later default by you.
4. Severance. Each paragraph of these Terms operates separately. If any court or relevant authority decides that any of them is unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
5. Third party rights. The Contract is between you and us. No other person has any rights to enforce any of its terms.
6. Governing law and jurisdiction. This Contract is governed by English law and each party irrevocably agrees to submit all disputes arising out of or in connection with this Contract to the exclusive jurisdiction of the English courts.