Terms of Service

 

These Terms of Service (the “Agreement”) constitute a legally binding agreement by and between Whole Wine Trade (“WWT”) and you (“You” or “Your”). By visiting WWT’s website or placing an order with WWT, You certify that You have read and understand, and agree to be bound by, this Agreement.

1. ELIGIBILITY
You must be at least twenty-one years old to purchase and receive wine from WWT. All deliveries must be signed for, and accepted by, a person twenty-one years or older. Proof of age will be required at time of delivery. By placing an order with WWT, You certify that You are at least 21 years of age or older and are otherwise legally qualified to enter into and form contracts under applicable law. Any individual placing on order on behalf of a third-party further represents and warrants that they are authorized to act and enter into contracts on behalf of that third-party. This Agreement is void where prohibited.

2. CHANGES TO THE AGREEMENT
WWT reserves the right to change this Agreement at any time without notice. Changes will be posted on this Website. It is Your responsibility to review this Agreement from time to time and every time you purchase anything from WWT.

3. REFUNDS
All shipped orders are considered final and no returns are allowed. However, WWT is committed to delivering satisfactory products and exceptional customer experience. If You are not satisfied with your purchase, please contact us as soon as possible at wwlistens@wholewine.com with the reasons why you are not satisfied. WWT will promptly review Your request and will contact You with a personalized proposal to solve your issue.

4. CANCELLATIONS
All orders cancelled prior to shipment are subject to a 15% restocking fee. An order can only be cancelled when you contact WWT within 6 hours of placing the order. Orders cannot be cancelled under any circumstances once they have been shipped.

5. TITLE
All WWT wines are sold in California and, therefore, title to wines purchased by You from WWT is transferred to You in California. Notwithstanding the foregoing, title to all wine remains with WWT until You have paid for the wine in full, including all applicable federal, state or local taxes, duties, or fees.

6. TEMPORARY STORAGE OF WINES
WWT strongly recommends shipping Your wine during mild weather conditions and avoid extreme heat and cold. During extreme weather conditions, WWT will consult with you to delay Your shipment until conditions improve. We reserve the right to charge monthly storage fees (currently $3 per shipping box per month) for wines not authorized to be shipped by YOU after 6 months of the purchase date.

7. IN-STATE SALES
All wines must be paid in full prior to delivery. You are responsible for all shipping costs, and federal, state and local taxes, duties, or fees. The current San Francisco County sales tax will be applied to all orders. YOU agree to not hold WWT responsible for the shipment of wines or for any loss or damage to the wines once they have left WWT’s warehouse. By purchasing from WWT, You thereby authorize WWT to act on Your behalf to engage a common shipping carrier to deliver Your order to You.

8. OUT-OF-STATE SALES
Due to increased complexity of out of state shipping rules, we currently do not ship orders outside of California. If you reside outside of California, please contact us at wwlistens@wholewine.com to arrange the best way for you to enjoy our wines

9. PRODUCT DESCRIPTIONS
WWT attempts to be as accurate as possible in its product and pricing information; however, WWT does not guarantee that product descriptions and/or specifications, pricing or any other content are 100% accurate or complete. Our wine tasting notes and descriptions have been developed by wine industry professionals but are still subjective in nature and WWT will not be liable if YOUR tasting experience is different from what we state on our technical and marketing documentation. If the information is incorrect due to typographical, informational, technical or other errors, WWT will not be liable for any loss or discrepancy with accurate data.

10. PRODUCT PRICING
Despite our best efforts to be accurate, an inaccurate price may appear on the website or offer of WWT associated to a product. If a product’s correct price is higher than the stated the price, WWT reserves the right to either contact You for permission to change the charge to the correct price before shipping or cancel Your order and notify You promptly. 

11. COPYRIGHT
All text, graphics, logos, icons, images, audio clips and software on the WWT Website and other marketing materials (“The Content”) are copyrighted materials owned by or licensed to WWT or are copyrighted materials owned by certain third parties. The Content may contain trademarks, service marks and trade names which are owned by WWT and its affiliates, and may also contain brand and product names which are trademarks, service marks or trade names which are owned by certain third parties. Unless authorized in writing by an officer of WWT, WWT's trademarks may not be used in connection with any product or service that is not WWT's. You may not sell, reproduce, distribute, copy, duplicate, resell, modify, display, publicly perform, prepare derivative works based on, frame, mirror, repost, exploit for any commercial purpose, or otherwise use any of The Content in any way for any public or commercial purpose without prior written consent of WWT or the rights holder. You may not use The Content on any other web site or in a networked computer environment for any purpose. If you violate any of these terms, your permission to use The Content will automatically terminate, you must immediately destroy any copies you have made of The Content, and we will end your authorization to use the WWT Website. Nothing contained in the WWT Website shall be construed as conferring any license or right under any copyright, trade secret, patent, trademark or other intellectual property rights ("IP Rights") of WWT, its affiliates, or any third party, and, except as provided in these Terms of Service, the exercise of all such IP Rights in the services, products, processes or technologies described in The Content are expressly reserved to WWT, its affiliates, and/or any third party, as applicable.

12. REPRESENTATIONS AND WARRANTIES; DISCLAIMERS
a) Representations and Warranties. WWT represents and warrants that: (1) for all wines purchased by You from WWT, WWT has good title to the wines and the transfer of WWT’s title in and to the wines shall be free and clear of liens, claims, or encumbrances; and (2) to WWT’s reasonable knowledge, without independent investigation thereof, the wine that You purchase from WWT is the wine identified and described by the bottle’s label. 
b) DISCLAIMERS. Except as expressly set forth herein, WWT hereby disclaims all warranties. The wines and other products purchased from WWT are provided "as is" and "as available." to the maximum extent permitted by law, WWT expressly disclaims any and all warranties, express or implied, regarding the wines and other products purchased from WWT, including, but not limited to, any implied warranties of merchantability or fitness for a particular purpose. 
c) LIMITATION OF LIABILITY. The liability of WWT is limited to the maximum extent permitted by law. In no event shall WWT be liable for special, incidental, or consequential damages, lost profits, lost data or confidential or other information, loss of privacy, failure to meet any duty including without limitation of good faith or of reasonable care, negligence, or otherwise, regardless of the foreseeability of those damages or of any advice or notice given to WWT arising out of or in connection with your purchase of wine or other products from WWT. This limitation shall apply regardless of whether the damages arise out of breach of contract, tort, or any other legal theory or form of action. Additionally, in the event that WWT is unable to meet its obligations to you under this agreement, WWT’s sole obligation, and your sole and exclusive remedy, will be for WWT to refund to you the full amount of the purchase price. 
d) APPLICATION. The above disclaimers, waivers and limitations do not in any way limit any other disclaimer of warranties or any other limitation of liability in any other agreement between you and WWT. Some jurisdictions may not allow the exclusion of certain implied warranties or the limitation of certain damages, so some of the above disclaimers, waivers and limitations of liability may not apply to you. Unless limited or modified by applicable law, the foregoing disclaimers, waivers and limitations shall apply to the maximum extent permitted, even if any remedy fails its essential purpose. No advice or information, whether oral or written, obtained by you from WWT or otherwise shall alter any of the disclaimers or limitations stated in this section.

13. INDEMNIFICATION You agree to defend, indemnify and hold harmless WWT and its officers, directors, employees, agents, affiliates, representatives, sublicensees, successors and assigns (collectively, the “Indemnified Parties”) from and against any and all claims, actions, demands, causes of action and other proceedings, including but not limited to legal costs and attorneys’ fees, arising out of or relating to: (i) Your breach of any representation or warranty contained in this Agreement; or (ii) Your violation or alleged violation of any foreign or domestic, federal, state or local law or regulation.

14. GOVERNING LAW; JURISDICTION & VENUE
This Agreement, including without limitation this Agreement’s interpretation, shall be treated as though this Agreement were executed and performed in California, and shall be governed by and construed in accordance with the laws of the State of California without regard to its conflict of law principles. The language in this Agreement shall be interpreted in accordance with its fair meaning and not strictly for or against either party. The proper venue for any judicial action arising out of, relating to, or in connection with this agreement will be the state and federal courts located in or nearest to San Francisco, California. The parties hereby stipulate to, and agree to waive any objection to, the personal jurisdiction and venue of such courts, and further expressly submit to extraterritorial service of process.

15. GENERAL
This Agreement constitutes the entire agreement between WWT and You concerning Your purchase of wine or other products from WWT. This Agreement may only be modified by a written amendment signed by an authorized executive of WWT. If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. This Agreement and all of Your rights and obligations hereunder will not be assignable or transferable by You without the prior written consent of WWT. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns. You and WWT are independent contractors, and no agency, partnership, joint venture or employee-employer relationship is intended or created by this Agreement. The headings in this Agreement are for the purpose of convenience only and shall not limit, enlarge, or affect any of the covenants, terms, conditions or provisions of this Agreement.