The Fine Print
Returns & Refunds
At Underground Cellar, our top priority is customer satisfaction. We want you to be happy with the wine you purchase from our marketplace, which is why we offer a 100% satisfaction guarantee. If you have an issue with your purchase then we want to hear from you! Call us at 888-977-9899 or email [email protected] and we will go above and beyond to correct ensure you have a great experience with our marketplace.
What if my shipment is damaged?
We take great care to ensure that your product arrives undamaged, however Underground Cellar is a marketplace and we do not produce or handle wines sold on our site. As such, we recognize that accidents do happen. If you believe that a bottle in your shipment has been damaged then please contact us immediately so we can rectify the problem.
If you believe your shipment is damaged to the point that it’s undrinkable, please contact [email protected] immediately so that we can determine an appropriate solution. We may request that you return the damaged product to us (we'll cover return shipping fees) or send us a selfie of you posing with the damaged bottle so that we determine how to avoid issues of a similar nature in the future. By law, we cannot accept returns of alcoholic beverages unless the products are corked or flawed.
Weather damage. We are unable to accept return of wine that was damaged due to adverse weather conditions during shipment, or wine that is ordered in error. Weather damage may include leakage, freezing, and/or corks pushing. Please be sure to check shipping destination weather conditions before placing your order.
We cannot guarantee that we will be able to replace a damaged bottle with the exact same vintage and/or variety of wine (as quantities may be extremely limited of certain rare wines), but we will do our best to either a) find a similar or better replacement bottle to add to your CloudCellar, or b) credit your account with the full price paid for the wine.
Please note that we cannot guarantee the cosmetic condition of bottles, and are only able to issue replacement credits for wines that are undrinkable because of damage. Because of the nature of vintage wines (i.e. they could be decades old) it is not unusual for bottles to have a slightly imperfect label, cork, or bottle.
Signature Required for Delivery
State law requires a signature be obtained from an individual over the age of 21 for all wine shipments. Notes with a signature, left for the delivery companies, cannot be accepted as a replacement for an individual signing for the shipment. We recommend that orders be shipped to a business address for prompt delivery. We cannot guarantee the condition of any wine if delivery is not made on the first delivery attempt. Orders that are not delivered on the initial attempt may be held in a facility that is not temperature controlled.
What if I change my mind about my order?
All orders are final once placed. In order to provide you the quickest turnaround time on delivery, all sales are final. There are rare instances when an order may qualify for a refund, such as obvious customer error, or fraud, but it is at the sole discretion of our customer service to make a decision in these instances.
What if I don’t like the wine I ordered?
We are 100% committed to exceeding your expectations. If you are not satisfied with the wine you’ve received then contact customer service and let us know what you didn't like and why. We may, at our discretion, issue you a promotional credit towards a new bottle. In these instances, credits issued will be based on the price paid for the wine, not the value of the upgrade.
How do I get a hold of Underground Cellar support?
Our customer service wants to hear from you if you are unsatisfied or have any feedback. Please do not hesitate to contact us, we want to make sure that you’re happy.
You can email [email protected] or call 888-977-9899 to speak with a customer support specialist.
Limitation of Liability
In any case, the maximum liability of Underground Cellar shall be no greater than the amount paid by the Customer.
Underground Cellar collects Personal Information to customize the content and/or layout of the Website for each member and to contact members regarding their accounts. If a member chooses to place an order through the Website, we collect additional information including, but not limited to, the member’s name, billing address, shipping address, date of birth, date of order, and product ordered ("Transaction Information").
Underground Cellar also collects Non-Personal Information or general statistics about each user that visits the Underground Cellar Website. Non-Personal Information is collected and recorded to understand statistics and usage of the Underground Cellar Website. Non-Personal Information includes, but is not limited to, your ISP (Internet Service Provider), IP (Internet Protocol) address, the type of web browser used, which pages a user visits, and other site usage data. This information is completely anonymous and used to analyze Underground Cellar’s Website traffic and other statistics relating to the usage of its Website.
Use and Disclosure of Information
Protecting your Personal Information is important to us, and we will attempt to securely store it at all times. In some circumstances your Personal Information may be shared with, sold, rented, or leased to other organizations or third parties when required, such as if it is required to do so by law or if disclosing Personal Information is vital to identify, contact, or bring legal action in order to protect Underground Cellar, its customers, or third parties; or for other purposes that may be deemed necessary by Underground Cellar in its sole discretion.
Transaction Information is shared with the merchant from whom the purchase is made, and may be provided to other trusted third parties as necessary to process and fulfill the order, and to provide better member services and offerings. All merchants and third parties are contractually obligated to keep all Transaction Information confidential, maintain the privacy of all Underground Cellar members, and to use such Transaction Information only to provide services on behalf of Underground Cellar and the customer. Transaction Information may also be used to develop a personalized profile and shopping history for each member in order to customize promotions, updates or special offers. From time to time, we may employ other companies and individuals to perform services, to maintain and operate the Website, and to maintain certain features on the Website. To such parties, we may disclose Non-Personal Information such as traffic patterns and Website usage data, but such information will typically not include Personal Information. We also may employ reputable third parties to analyze our sales data for internal analysis, during which we may disclose Personal Information such as the wines purchased, the location of shipment, and the frequency of purchases. We additionally may enlist a third party to assist with marketing and sending member e-mails, in this case, we will provide these third party vendors only with member e-mail addresses.
Cookies & Web Beacons
"Session" cookies are temporary cookies used for various reasons, such as managing page views and your shopping cart. Typically, your browser will erase session cookies once you exit the browser. "Persistent" cookies are more permanent cookies that are stored on your computer or mobile device after you exit the browser. Persistent cookies allow us to retrieve certain information that you have previously provided to us. For example, your user ID if you ask to be remembered. The Underground Cellar Website uses both session and persistent cookies.
We also use web beacons. Web beacons are tiny graphic images placed on website pages or in our e-mails that allow us to determine whether you have performed certain actions. When you access these pages or open e-mail messages, the web beacons generate a notice of that action to us, or our service providers. These tools allow us to measure response to our communications and improve our web pages and promotions.
Referring Friends to Underground Cellar
We enable you to refer friends to Underground Cellar. You may be eligible to receive referral credit if someone that you refer to Underground Cellar makes a purchase (see Terms and Conditions for details). If you wish to refer friends, we provide you a unique referral link which you can share directly with others via message from Underground Cellar, e-mail, social media websites, or other communication methods. If someone clicks your link and takes a qualifying action, we may attribute that referral to you for purposes such as awarding you referral credit. We do not collect any Personal or Non-Personal Information about the persons with whom you share your link until the persons click the link and engage directly with Underground Cellar. If a person clicks the link, the Underground Cellar website automatically collects Non-Personal Information, which may include the person’s IP address, ISP, and other Non-Personal Information or Personal Information. Personal Information is only collected if the person chooses to sign up and become a member of Underground Cellar.
Privacy Practices of Third Parties
Underground Cellar Blog Content
We are not responsible for protecting any Personal Information that you post on our blog or on social media web pages associated with Underground Cellar. Although we reserve the right to monitor any postings, all Personal Information that is posted on these websites is unprotected and can be seen by anyone with access to the specific website.
Protection of Your Information
We take many precautions to safeguard your Personal Information, Non-Personal Information, and Transaction Information against loss, theft, and misuse, as well as against unauthorized access, disclosure, alteration, and destruction. In addition to administrative and physical protective measures, we use TLS encryption via HTTPS on all web pages where Personal information is collected. For this reason, in order to complete a protected transaction, you must use a TLS-enabled browser to access the Website. Supported versions of Safari, Firefox, Google Chrome, and Internet Explorer are all TLS-enabled. Using these types of browsers protects the confidentiality of your Personal Information while it is being transferred over the Internet.
We store credit card numbers in a third-party, one-way vault. When we interact directly with a credit card company, the full card number is encrypted and only lives on the Website for a few seconds before it is irreversibly transferred into the secure vault.
When creating an account on our Website, you are required to establish a password. To maximize your level of protection, you should choose a password with at least 6 characters, using a combination of letters and numbers. You are solely responsible for maintaining the secrecy of your password and account information.
While Underground Cellar uses standard security procedures and practices relative to safeguarding your Information, no Internet data transaction can be guaranteed as 100% secure. Consequently, while Underground Cellar strives to protect and conserve your Information, we do not guarantee or attest comprehensive security of your Information transmission. If you choose to transmit Information to Underground Cellar, you do so at your own risk.
Collection of Information from Minors
We do not knowingly collect Personal Information from minors under 21, nor do we direct any of our content to minors under 21. If we learn that we collected the Personal Information of a minor, we will take steps to delete the information as soon as possible.
Accessing and Correcting Personal Information
You can access, update and delete your Personal Information by logging into your account and accessing the "Member’s Area" section of the Website. If you want to close your account or have questions, please contact us at [email protected] While we are ready to assist you in managing your subscriptions, closing your account, and removing your active member profile, we cannot always delete all records. For example, we are required to retain records relating to previous transactions on the Website for financial reporting and compliance reasons.
We will retain your information for as long as your account is active or as necessary to provide you services and to maintain a record of your transactions for financial reporting and compliance purposes. If you wish to cancel your account, please contact us at [email protected]
E-mail Opt Out
Registered members who have elected to receive Underground Cellar's e-mail can choose to opt-out at any time by clicking on the "Unsubscribe" link at the bottom of any daily e-mail. Members can also opt out from Underground Cellar's daily e-mails from the Account section of the Web site. Further questions or comments regarding privacy can be directed to [email protected]
California Privacy Rights
Pursuant to SS1798.83 of the California Civil Code, residents of California can obtain certain information about the types of Personal Information that companies with whom they have an established business relationship have shared with third parties for direct marketing purposes during the preceding calendar year. In particular, the law provides that companies must inform consumers about the categories of Personal Information that have been shared with third parties, the names and addresses of those third parties, and examples of the types of services or products marketed by those third parties. To request a copy of the information disclosure provided by Underground Cellar pursuant to the above references provision, please contact us via email at [email protected]
Terms & Conditions
1. Your relationship with Underground Cellar
- Your use of Underground Cellar’s services and web site (referred to collectively as the “Services”) is subject to the terms of a legal agreement between you and Underground Cellar. “Underground Cellar” means Underground Enterprises Inc., a Delaware company, whose principal place of business is at Underground Cellar, 580 Howard St. Unit 500, San Francisco, CA 94105. This document sets out the terms of that agreement.
- At a minimum, your agreement with Underground Cellar will always include the terms and conditions set out in this document. These are referred to as the “Universal Terms”.
- Your agreement with Underground Cellar will also include the terms of any Legal Notices applicable to the Services. These are referred to as the “Additional Terms”. Where Additional Terms apply to a Service, these will be accessible for you to read either within, or through your use of, that Service.
- The Universal Terms, together with the Additional Terms, form a legally binding agreement between you and Underground Cellar in relation to your use of the Services. It is important that you take the time to read them carefully. This legal agreement is referred to as the “Terms”.
- If there is any contradiction between what the Additional Terms say and what the Universal Terms say, then the Additional Terms shall take precedence in relation to that Service.
2. Accepting the Terms
- In order to use the Services, you must first agree to the Terms. You may not use the Services if you do not accept the Terms.
- You can accept the Terms by: (A) clicking to accept or agree to the Terms, where this option is made available to you by Underground Cellar in the user interface for any Service; or (B) by actually using the Services. In this case, you understand and agree that Underground Cellar will treat your use of the Services as acceptance of the Terms from that point onward.
- You may not use the Services and may not accept the Terms if (a) you are not of legal age to form a binding contract with Underground Cellar, or (b) you are a person barred from receiving the Services under the federal, state or local laws of the jurisdiction in which you are resident or from which you use the Services, or (c) you are not of legal alcohol drinking age (typically 21) in your local jurisdiction.
- Before you continue, you should print off or save a local copy of the Universal Terms for your records.
- Underground Cellar relies upon a network of independent vendors and manufacturers (“Vendors”) who sell the goods advertised through the Services and ships them directly to you. If you wish to purchase any product or service made available by a Vendor through the Services (each such purchase, a “Transaction”) you may be asked to supply certain information relevant to your Transaction, including without limitation, your credit card number, the expiration date of your credit card, your billing address, and your shipping information. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY CREDIT CARD(S) UTILIZED IN CONNECTION WITH ANY TRANSACTION. By submitting such information, you grant to Underground Cellar and Vendor the right to provide such information to third parties for purposes of facilitating the completion of Transactions initiated by your or on your behalf. In connection with each Transaction, you represent that you may purchase and receive the products ordered in compliance with all applicable laws, including without limitation the alcoholic beverage control laws of the jurisdiction in which you reside, and that such products will be used only in a lawful manner.
- Underground Cellar displays suggested retail prices for goods advertised through the Services based on pricing information provided by Vendors and Underground Cellar makes no promises about the reliability or accuracy of any such information.
- Specific vintages may not be available. If a chosen vintage is no longer available, a comparable vintage of the same wine may be substituted.
- The products and services advertised on the site are sold by the Vendors and all Transactions are subject to the return policies of such Vendors. Please contact Underground Cellar with any questions about the return policy applicable to any product or service advertised through the Services at [email protected]
4. Provision of the Services by Underground Cellar
- Underground Cellar has affiliated legal entities (“Affiliates”). Sometimes, these Affiliates will provide the Services to you on behalf of Underground Cellar. You acknowledge and agree that Affiliates will be entitled to provide the Services to you.
- Underground Cellar is constantly innovating in order to provide the best possible experience for its users. You acknowledge and agree that the form and nature of the Services which Underground Cellar provides may change from time to time without prior notice to you.
- As part of this continuing innovation, you acknowledge and agree that Underground Cellar may stop (permanently or temporarily) providing the Services (or any features within the Services) to you or to users generally at Underground Cellar’s sole discretion, without prior notice to you. You may stop using the Services at any time. You do not need to specifically inform Underground Cellar when you stop using the Services.
- You acknowledge and agree that if Underground Cellar disables access to your account, you may be prevented from accessing the Services, your account details or any other content which is contained in your account.
5. Membership Eligibility; Use of the Services by you
- Membership in Underground Cellar is available to members who are 21 years and older, residents of the United States and who have not been suspended or removed by Underground Cellar. You agree to use the Services for personal use and not for commercial purposes. By using the Services, you represent that you qualify to use the Services.
- Members may not have more than one active membership account. Members are prohibited from selling, trading or otherwise transferring a membership account to anyone else.
- We are not liable for any damages or losses caused by someone using your account without your permission. However, if Underground Cellar suffers any damage due to the unauthorized use of your account, you may be liable.
- In order to access certain Services, you may be required to provide information about yourself (such as identification or contact details) as part of the registration process for the Service, or as part of your continued use of the Services. You agree that any registration information you give to Underground Cellar will always be accurate, correct, and up to date.
- You agree to use the Services only for purposes that are permitted by (a) the Terms and (b) any applicable law or regulation.
- You agree not to access (or attempt to access) any of the Services by any means other than through the interface that is provided by Underground Cellar, unless you have been specifically allowed to do so in a separate agreement with Underground Cellar.
- You agree that you will not engage in any activity that interferes with or disrupts the Services (or the servers and networks which are connected to the Services).
- Unless you have been specifically permitted to do so in a separate agreement with Underground Cellar, you agree that you will not reproduce, duplicate, copy, sell, trade or resell the Services for any purpose.
- You agree that you are solely responsible for (and that Underground Cellar has no responsibility to you or to any third party for) any breach of your obligations under the Terms and for the consequences (including any loss or damage which Underground Cellar may suffer) of any such breach.
6. Change of Residency
- In the event that Customer moves, or otherwise changes location of residency, Company shall not be liable to refund or replace bottles which can no longer be shipped to new location of residency. Customer agrees to request shipment of any and all items stored in CloudCellar prior to change of residency. After such change of residency, Customer may request shipment to a permitted destination. Customer is responsible for any taxes, fees, and other expenses incurred or related to the transfer of product from the permitted destination.
7. Your passwords and account security
- You agree and understand that you are responsible for maintaining the confidentiality of passwords associated with any account you use to access the Services.
- Accordingly, you agree that you will be solely responsible to Underground Cellar for all activities that occur under your account.
- If you become aware of any unauthorized use of your password or of your account, you agree to notify Underground Cellar immediately via email at [email protected]
8. Privacy and your personal information
- This policy explains how Underground Cellar treats your personal information, and protects your privacy, when you use the Services.
- You agree to the use of your data in accordance with Underground Cellar’s privacy policies.
9. Content in the Services
- You understand that all information (such as data files, written text, computer software, music, audio files or other sounds, photographs, videos or other images) which you may have access to as part of, or through your use of, the Services are the sole responsibility of the person from which such content originated. All such information is referred to below as the “Content”.
- You should be aware that all information which you have access to as part of, or through your use of, the Services (“Content”) may be protected by intellectual property rights which are owned by third parties who provide that Content to Underground Cellar (or by other persons or companies on their behalf). You may not modify, rent, lease, loan, sell, distribute or create derivative works based on this Content (either in whole or in part) unless you have been specifically told that you may do so by Underground Cellar or by the owners of that Content, in a separate agreement.
10. Proprietary Rights
- You acknowledge and agree that Underground Cellar (or Underground Cellar’s licensors) own all legal right, title and interest in and to the Services, including any intellectual property rights which exist within the Services (whether those rights happen to be registered or not, and wherever in the world those rights may exist).
- Unless you have agreed otherwise in writing with Underground Cellar, nothing in the Terms gives you a right to use any of Underground Cellar’s trade names, trademarks, service marks, logos, domain names, and other distinctive brand features.
- If you have been given an explicit right to use any of these brand features in a separate written agreement with Underground Cellar, then you agree that your use of such features shall be in compliance with that agreement and any applicable provisions of the Terms as updated from time to time.
11. License from Underground Cellar
- Underground Cellar gives you a personal, royalty-free, non-assignable and non-exclusive license to use the Services as provided to you by Underground Cellar. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by Underground Cellar, in the manner permitted by the Terms.
12. License to Underground Cellar
- By submitting, posting or displaying any content on or through the Services, you give Underground Cellar a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute any Content which you submit, post or display on or through, the Services. Underground Cellar reserves the right at any time to remove any content generated, submitted, posted or displayed by you on or through the Services.
- You confirm and warrant to Underground Cellar that you have all the rights, power and authority necessary to grant the above license.
- The Terms will continue to apply until terminated by either you or Underground Cellar as set out below.
- If you want to terminate your legal agreement with Underground Cellar, you may do so by (a) notifying Underground Cellar at any time and (b) closing your account for all of the Services, where Underground Cellar has made this option available to you. Your notice should be sent, in writing, to Underground Cellar’s address which is set out at the beginning of these Terms.
- Underground Cellar may at any time, terminate its legal agreement with you for any reason, including without limitation, if: (A) you have breached any provision of the Terms (or have acted in manner which clearly shows that you do not intend to, or are unable to comply with the provisions of the Terms); or (B) Underground Cellar is required to do so by law (for example, where the provision of the Services to you is, or becomes, unlawful); or (C) the partner with whom Underground Cellar offered the Services to you has terminated its relationship with Underground Cellar or ceased to offer the Services to you; or (D) Underground Cellar is transitioning to no longer providing the Services to users in the jurisdiction in which you are resident or from which you use the Service; or (E) the provision of the Services to you by Underground Cellar is, in Underground Cellar’s opinion, no longer commercially viable.
- Nothing in this Section shall affect Underground Cellar’s rights regarding provision of Services under Section 4 of the Terms.
- When these Terms come to an end, all of the legal rights, obligations and liabilities that you and Underground Cellar have benefited from, been subject to (or which have accrued over time while the Terms have been in force) or which are expressed to continue indefinitely, shall be unaffected by this cessation, and the provisions of paragraph 20.7 shall continue to apply to such rights, obligations and liabilities indefinitely.
14. EXCLUSION OF WARRANTIES
- NOTHING IN THESE TERMS, INCLUDING SECTIONS 13 AND 14, SHALL EXCLUDE OR LIMIT UNDERGROUND CELLAR’S WARRANTY OR LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, ONLY THE LIMITATIONS WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
- YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK AND THAT THE SERVICES ARE PROVIDED "AS IS" AND “AS AVAILABLE.”
- IN PARTICULAR, UNDERGROUND CELLAR, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT: (A) YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS, (B) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR,
- ANY PRODUCTS OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE THAT RESULTS FROM YOUR USE OF THE SERVICES AND PRODUCTS.
- UNDERGROUND CELLAR FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
15. LIMITATION OF LIABILITY
- SUBJECT TO OVERALL PROVISION IN PARAGRAPH 13.1 ABOVE, YOU EXPRESSLY UNDERSTAND AND AGREE THAT UNDERGROUND CELLAR, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR: (A) ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES WHICH MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY. (B) ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS OR DAMAGE AS A RESULT OF: (I) ANY RELIANCE PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF ANY CONTENT, OR AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY ADVERTISER WHOSE CONTENT APPEARS ON THE SERVICES; (II) ANY CHANGES WHICH UNDERGROUND CELLAR MAY MAKE TO THE SERVICES, OR FOR ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE SERVICES (OR ANY FEATURES WITHIN THE SERVICES); (III) YOUR FAILURE TO PROVIDE UNDERGROUND CELLAR WITH ACCURATE ACCOUNT INFORMATION; (IV) YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL;
- THE LIMITATIONS ON UNDERGROUND CELLAR’S LIABILITY TO YOU IN PARAGRAPH 13.1 ABOVE SHALL APPLY WHETHER OR NOT UNDERGROUND CELLAR HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
16. Copyright and Trademark Policies
- It is Underground Cellar’s policy to respond to notices of alleged copyright infringement that comply with applicable international intellectual property law (including, in the United States, the Digital Millennium Copyright Act) and to terminating the accounts of repeat infringers.
- Some of the Services are supported by advertising revenue. These advertisements may be targeted to the content of information stored on the Services, queries made through the Services or other information.
- The manner, mode and extent of advertising by Underground Cellar on the Services are subject to change without specific notice to you.
- In consideration for Underground Cellar granting you access to and use of the Services, you agree that Underground Cellar may place such advertising on the Services.
18. Other Content
- The Services may include hyperlinks to other web sites or content or resources. Underground Cellar may have no control over any web sites or resources which are provided by companies or persons other than Underground Cellar.
- You acknowledge and agree that Underground Cellar is not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such web sites or resources.
- You acknowledge and agree that Underground Cellar is not liable for any loss or damage which may be incurred by you as a result of the availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such web sites or resources.
19. Changes to the Terms
- Underground Cellar may make changes to the Universal Terms or Additional Terms from time to time. When these changes are made, Underground Cellar will make a new copy of the Universal Terms available by emailing [email protected], and any new Additional Terms will be made available to you from within, or through, the affected Services.
- You understand and agree that if you use the Services after the date on which the Universal Terms or Additional Terms have changed, Underground Cellar will treat your use as acceptance of the updated Universal Terms or Additional Terms.
20. General Legal Terms
- Sometimes when you use the Services, you may (as a result of, or through your use of the Services) use a service or download a piece of software, or purchase goods, which are provided by another person or company. Your use of these other services, software or goods may be subject to separate terms between you and the company or person concerned. If so, the Terms do not affect your legal relationship with these other companies or individuals.
- The Terms constitute the entire legal agreement between you and Underground Cellar and govern your use of the Services (but excluding any services which Underground Cellar may provide to you under a separate written agreement), and completely replace any prior agreements between you and Underground Cellar in relation to the Services.
- You agree that Underground Cellar may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Services.
- You agree that if Underground Cellar does not exercise or enforce any legal right or remedy which is contained in the Terms (or which Underground Cellar has the benefit of under any applicable law), it will not be taken to be a formal waiver of Underground Cellar’s rights and those rights or remedies will still be available to Underground Cellar.
- If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms. The remaining provisions of the Terms will continue to be valid and enforceable.
- You acknowledge and agree that each member of the group of companies of which Underground Cellar is the parent shall be third party beneficiaries to the Terms and that such other companies shall be entitled to directly enforce, and rely upon, any provision of the Terms which confers a benefit on (or rights in favor of) them. Other than this, no other person or company shall be third party beneficiaries to the Terms.
- The Terms, and your relationship with Underground Cellar under the Terms, shall be governed by the laws of the State of Delaware without regard to its conflict of laws provisions. You and Underground Cellar agree to submit to the exclusive jurisdiction of the courts located within the State of Delaware to resolve any legal matter arising from the Terms. Notwithstanding this, you agree that Underground Cellar shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
- Underground Cellar’s credit for new-member referrals is a rebate paid immediately by Underground Cellar, and not merchants offering products to Underground Cellar members. Referral credits carry no cash value and can only be used for purchases on the Underground Cellar website. New member referral credit expires 6 months from the date it is issued and is not transferrable. In addition to credit for returns, vouchers and gift cards, which expire 1 year after issuance, Underground Cellar will also from time to time issue various other credits. Underground Cellar, and not our merchants issue the credit. These other credits carry no cash value and can only be used for purchases on the Underground Cellar website. These credits expire from between seven (7) to ninety (90) days after issue, and are not transferrable. Underground Cellar’s payment for new member, "let us buy you a bottle," "shipping on us," "100% off the first bottle," "100% off shipping" and other promotions are an instant rebate paid immediately by Underground or is credited on a portion of the purchase price of each product. Promotional offers for new members only, may not be combined and only apply on a first order. Promotions may require various minimum quantity or minimum dollar thresholds to be valid. Promotional offers of credits or percentage discounts are not applicable to gift purchases. "Shipping on us" and "100% off shipping" offers do not apply to overnight shipping.
- Underground Cellar reserves the rights to cancel, change, discontinue and/or revoke any program, terms, conditions and promotional value stated or implied without notice. Credits are nonrefundable. The value of any promotional offer(s) can only be applied to orders placed prior to the expiration date and time of the offer(s). Offers cannot be combined and are void where prohibited by law.
22. Invite Friends
- Underground Cellar’s "Invite Friends" program is designed to reward existing members with the opportunity to earn access to special promotions and benefits by referring friends to join Underground Cellar. Underground Cellar, and not wineries or retailers who offer their products to our members, issue promotional credit in consideration for new member referrals. Existing members are only eligible to earn referral credits after new members they have invited to the Underground Cellar website make at least one completed and shipped purchase in the amount of $25 or more within the first 30 days of your invited friends’ membership, excluding gift cards or vouchers.
- Referral credits granted by any means other than as a result of the initial completed and shipped purchase by a new member introduced for the first time to Underground Cellar by the referring member are in violation of these terms and conditions. You may not use unsolicited communications (including SPAM) to obtain referral credits. You may not participate in the program if any applicable laws or regulations prohibit doing so. Any referral credits granted in violation of these terms and conditions are null and void and subject to immediate cancellation or termination of all referral credits. We reserve the right to modify or amend these terms and conditions at any time and the methods by which special promotions or benefits are earned.
23. Code of Conduct
- At Underground Cellar, we do our best to offer a first-class experience for our members, and uphold the highest degree of professionalism. We, therefore, reserve the right to cancel and/or terminate any member’s account for any violation of the Terms & Conditions listed throughout the site. Any fraudulent behavior, creating of multiple accounts to acquire additional credits, spamming, flaming, excessive use of profanity or abusive language, either on Underground Cellar or any other website in regards to Underground Cellar, or while contacting any of our Member Services team, will not be tolerated.