TERMS & CONDITIONS
SOPHIE HOME - WHOLESALE TERMS AND CONDITIONS
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1 These Terms
1.1 What these Terms Cover: These Terms contain the terms and conditions on which we supply the Products to you.
1.2 How to tell us about problems: If you have any questions or complaints about the Products, please contact us to discuss.
2 Introduction
(a) This website sophiehomewholesale.com (Site) is operated by Sophie Home Ltd, a company registered in England and Wales, with company registration number 07793753 (we, our or us). These terms and conditions (Terms) are between us and you, the retailer or stockist placing an order for products (Products) through the Site.
3 Use of the Site
(a) You accept these Terms by using the Site (including by placing an order via the Site).
(b) When using the Site, you must not do or attempt to do anything that is unlawful or inappropriate, including:
(1) anything that would constitute a breach of an individual’s privacy (including uploading private or personalinformation without an individual's consent) or any other legal rights;
(2) using the Site to defame, harass, threaten, menace or offend any person;
(3) using the Site for unlawful purposes;
(4) interfering with any user of the Site;
(5) tampering with or modifying the Site (including by transmitting viruses and using trojan horses);
(6) using the Site to send unsolicited electronic messages;
(7) using data mining, robots, screen scraping or similar data gathering and extraction tools on the Site; or
(8) facilitating or assisting a third party to do any of the above acts.
4 Accounts
(a) You may only purchase the Products from us with an account. The account allows you to review your order history.
(b) You must ensure that any personal data you give to us when creating an account is accurate and up-to-date. All personal data that you give to us will be treated in accordance with our privacy notice. You can find our privacy notice at: https://sophiehome.com/pages/privacy-policy.
(c) It is your responsibility to keep your account details confidential. You are responsible for all activity on your account, including purchases made using your account details.
5 Orders
(a) You may order Products from us as set out on the Site, provided you comply with the Minimum Order Quantities. If you place an order for Products on our Site, you are making an order to purchase the Product(s) for the price listed on the Site(including the delivery fees or other applicable charges and taxes).
(b) We may, at our absolute discretion, accept or reject an order. If we need to reject your order, we will notify you within a reasonable time after your order is placed. Once we accept an order, a binding agreement is formed for the supply of Products to you in accordance with these Terms.
(c) It is your responsibility to check the order details, including selected Products, delivery details and pricing, before you submit your order through the Site.
(d) When you order and pay on the Site and your payment has been validated, we will provide you with an order confirmation email, which may include an order number, the delivery and billing addresses and a description of what was ordered.
(e) All purchases made through the Site are subject to availability. We do our best to keep Products in stock and to keep the Site up to date with the availability of Products.
(f) We may cancel, at any time before delivery and for whatever reason, an order that we have previously accepted, includingwhere there is a considerable delay in dispatching your order, if for any reason we cannot supply the Products you order (for example for an event beyond our reasonable control) or if the Products ordered were subject to an error on our Site (for example in relation to a description, price or image). We will contact you using the details you provided when you placed your order.
(a) For each order, you agree to order the minimum order quantities for the Products, as outlined on the home page of the Site (or as otherwise notified by us to you, from time to time, including by updating the Site) (Minimum Order Quantities). You should regularly check the Site for updates.
(b) We may reject any order which doesn’t comply with the Minimum Order Quantities.
7 Exclusivity
(a) We may, at our discretion, offer you exclusivity in respect of resales of the Products in certain locations.
(b) The terms of such exclusivity are set out on the Site at https://sophiehomewholesale.com/pages/exclusivity and may be further particularised by agreement in writing between us and you, from time to time.
(c) You acknowledge and agree that any exclusivity we grant to you is subject to you:
(1) ordering in accordance with the Minimum Order Quantities;
(2) ordering in accordance with the frequency of ordering requirements (as outlined on the Exclusivity page of the Site https://sophiehomewholesale.com/pages/exclusivity (or as otherwise notified by us to you, from time to time, including by updating the Site));
(3) complying with these Terms; and
(4) complying with any exceptions to or conditions on exclusivity set out on the Exclusivity page of the Site https://sophiehomewholesale.com/pages/exclusivity or as further particularised by agreement in writing between us and you, from time to time.
(d) If you fail to comply with the requirements set out or referred to in clause 7(c), we may revoke, suspend or terminate any exclusivity arrangement with you and we may offer exclusivity to another stockist/retailer, and you will have no claim against us in respect of such revocation, suspension or termination.
(e) Please note, we will not chase or follow you up if you have not ordered in accordance with the frequency of ordering requirements. Compliance is solely your responsibility.
8 Price and payments
(a) You must pay us the purchase price of each Product you order, plus any applicable delivery costs as set out on the Site (the Price) in accordance with this clause 6. All amounts are stated in pounds, being the currency of the United Kingdom time to time, and are inclusive of value added tax (or any equivalent tax in the United Kingdom) (VAT), (where applicable).
(b) If this is your first order through the Site, you must pay the Price upfront using one of the methods set out on the Site. For any subsequent order through the Site, you must pay the Price within 30 days following acceptance of the order (except as otherwise agreed between us and you in writing), using one of the methods set out on the Site. Any grant of credit terms by us to you is conditional on you making payments on time.
(c) Prices for the Products are subject to change without notice, before an order is accepted by us.
(d) You must not pay, or attempt to pay, the Price by fraudulent or unlawful means. If you make a payment by debit card or credit card, you warrant that you are authorised to use the debit card or credit card to make the payment.
(e) The payment methods we offer are set out on the Site. We may offer payment through a third-party provider for example PayPal. You acknowledge and agree that we have no control over the actions of the third-party provider, and your use of the third-party payment method may be subject to additional terms and conditions.
(f) We do not store any credit card details, and all payment information is collected and stored through our third-party payment processor.
(g) Where you order the Products for delivery outside of the United Kingdom, you may need to pay custom charges, duties and taxes in addition to the Price, and you agree to make payment of such custom charges, duties and taxes.
(h) We may, from time to time, issue promotional discount codes for certain Products on the Site. To claim the discount, you must enter the promotional discount code at the time of submitting your order through the Site. The conditions of use relating to promotional discount codes will be set out on the Site. We may also from time to time run competitions on the Site or on social media. These competitions are subject to terms and conditions which will be made available on the Site at the time of the competition.
(i) If any payment has not been made in accordance with these Terms, we may (at our absolute discretion):
(1) after a period of 5 days, cease supplying the Products, and recover, as a debt due and immediately payable from you, our additional costs of doing so;
(2) charge interest at a rate equal to 4% above the Bank of England's base rate, from time to time, but at 4% a year for any period when that base rate is below 0%, per annum, calculated and compounding monthly, on any such amounts unpaid after the due date for payment in accordance with these Terms;
(3) recover or repossess any Products belonging to us, and you agree to grant us such rights of access to allow us (or our personnel) to do so; and/or
(4) change the payment terms for subsequent orders from being on a credit basis to up-front payment.
9 Supply of the Products
(a) In consideration of your payment of the Price, we will provide the Products in accordance with these Terms and all applicable laws, whether ourselves or through our personnel.
(b) We warrant to you that the Products will be provided using reasonable care and skill.
(c) We have made every effort to display as accurately as possible the colorus and images of the Products that appear at the Site. We cannot guarantee that your computer monitor's display of any colour will be accurate.
(d) We reserve the right, but are not obligated, to limit the sales of the Products to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any Products that we offer. All descriptions of Products are subject to change at any time without notice, at our sole discretion. We reserve the right to discontinue any Product at any time.
10 Dropshipping Partner Policy
(1) Application of this Policy
These provisions apply to all approved dropshipping partners (“Partners”) of Sophie Home
Ltd (“the Company”) and form part of the binding agreement between the Partner and the
Company.
(2) Prohibition on Unauthorised Discounting
Partners shall not advertise, promote, or sell any Sophie Home products at a price lower than the retail price currently offered by the Company, for as long as the Company maintains the product at full retail price.
(3) Restrictions on Product Range
Partners shall not list, advertise, or sell any Sophie Home product not expressly approved in writing by the Company. Written approval must be obtained prior to adding any new product to a Partner’s offering.
(4) Advertising Restrictions
Partners shall not create, run, or commission any paid advertising campaigns, including but not limited to search engine ads, social media ads, or display advertising, featuring Sophie Home products without prior written consent from the Company.
(5) Product Launch Embargo
Partners shall not display, list, promote, or otherwise make public any Sophie Home product prior to the official launch date as determined and communicated by the Company.
(6) Enforcement
The Company reserves the right, in its sole discretion, to suspend or terminate a Partner’s
dropshipping arrangement without notice in the event of any breach of this Policy. The
Company may also pursue any legal remedies available for breach of contract, including but not limited to injunctive relief and recovery of damages.
11 Delivery, title and risk
(a) Where possible, we will deliver the Products to the delivery address you provide when making your order. We deliver worldwide (unless our delivery company does not deliver to your area).
(b) Any date or time frame we give to you for the delivery of the Products is an estimate only and we will not be in breach of these Terms for failing to deliver by such date or time frame.
(c) We provide you with a tracking link to keep up to date with where your Product is. Where your Product is lost by a third party delivery company, please let us know, and we will replace the Product, however as you will appreciate, there will be a delay in the delivery time as we will need to re-process your order.
(d) You are responsible for providing the correct delivery address, as this is where we will deliver the Products to. Where you provide the incorrect delivery address, we are not liable for your failure to receive the Products.
(e) We deliver the products using a range of delivery methods. You may need to sign for some deliveries. If neither you nor your authorised representative is at the delivery address to accept delivery, you agree that we may leave the Products at your premises.
(f) Title to the Products will remain with us until you have paid the Price in full for the Products. Until title passes, you must not do anything which seeks to create an encumbrance, lien, charge or other interest in or over the Products.
(g) Risk in the Products will pass to you when the Products are delivered to the delivery address, except where you have arranged for delivery by a carrier (not named as an option by us) yourself, in which case, risk in the Products will pass to you on delivery to the carrier.
(h) You must notify us of any alleged defects, damage or issues with the Products or the order within 3 days of delivery of the relevant Products. If you fail to notify us within this period, you are deemed to have accepted that the Products and the order have been provided in accordance with these Terms.
12 Returns policy
(a) In respect of returns of the Products, please refer to the Returns Policy on the Site.
(b) You acknowledge and agree that if the Products are returned to us by HM Revenue & Customers (or any other UK or international customs authority) due to unpaid custom charges, duties and/or taxes, we will not refund any delivery costs paid by you in relation to the Products. You will be liable for and payment of indemnify us against all return shipping and re-stocking costs, any fines or charges payable to the relevant authority, and additional delivery and shipping costs (if you want the Products re-sent to you by us).
13 Your additional obligations
(a) You represent, warrant and agree that:
(1) you must only advertise the Products for resale using Product information published or approved by us;
(2) you must proactively use and distribute the most recent versions of any marketing or promotional material provided by us in relation to the Products;
(3) you must only sell the Products in your physical stores, your online store and/or on Trouva. You must not sell the Products, whether directly or indirectly, through any other channels (including but not limited to Amazon);
(4) you must not misdescribe, rename, alter or tamper with the Products or their names or descriptions;
(5) you must not pass the Products off as your own or as being products of a third party;
(6) we have set recommended retail prices and maximum retail prices (as notified by us, from time to time, including via the Site). Where we set maximum retail prices, you must not advertise or sell the Products for prices in excess of these maximum retail prices;
(7) you must not do anything that may adversely affect our goodwill, brand or reputation (or that of the Products); and
(8) you must promptly investigate and take proper action to deal with any complaints with respect to the Products from any of your customers.
14 Limitations on and exclusions to our liability
(a) Neither Party may benefit from the limitations and exclusions set out in this clause 12 in respect of any liability arising from its deliberate default.
(b) The restrictions on liability in this clause 12 apply to every liability arising under or in connection with these Terms including liability in statute, contract, equity, tort (including negligence), misrepresentation, restitution, indemnity or otherwise.
(c) Nothing in these Terms limits any Liability which cannot legally be limited, including Liability for:
(1) death or personal injury caused by negligence;
(2) fraud or fraudulent misrepresentation;
(3) breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession); and
(4) defective products under the Consumer Protection Act 1987.
(d) Subject to clauses 12(a) (no limitation in respect of deliberate default) and 13(c) (liability which cannot legally be limited), but despite anything to the contrary, to the maximum extent permitted by law:
(1) neither Party will be liable for any Consequential Loss. Consequential Loss includes any consequential loss, indirect loss, real or anticipated loss of profit, loss of benefit, loss of revenue, loss of business, loss of goodwill, loss of opportunity, loss of savings, loss of reputation, loss of use and/or loss or corruption of data, whether under statute, contract, equity, tort (including negligence), indemnity or otherwise;;
(2) a party’s liability for any liability under these Terms will be reduced proportionately to the extent the relevant liability was caused or contributed to by the acts or omissions of the other party, including any failure by that other party to mitigate its loss; and
(3) our aggregate liability for any liability arising from or in connection with these Terms will be limited to us resupplying the Products to you or, in our sole discretion, to us repaying you the amount of the Price paid by you to us in respect of the supply of the relevant Products to which the liability relates.
(e) We have given commitments as to the compliance of the Products with these Terms and applicable Laws in clause 9. In view of these commitments, the terms implied by sections 3, 4 and 5 of the Supply of Goods and Services Act 1982 are, to the maximum extent permitted by law, excluded from these Terms.
(f) Despite anything else to the contrary, to the maximum extent permitted by law, we will not be liable for, and you waive and release us from and against any liability caused or contributed to by, arising from or connected with any event or circumstance which is beyond our reasonable control including but not limited to, acts of God including fire, hurricane, typhoon, earthquake, landslide, tsunami, mudslide or other catastrophic natural disaster, civil riot, civil rebellion, revolution, terrorism, insurrection, militarily usurped power, act of sabotage, act of a public enemy, war (whether declared or not) or other like hostilities, ionising radiation, contamination by radioactivity, nuclear, chemical or biological contamination, any widespread illness, quarantine or government sanctioned ordinance or shutdown, pandemic (including COVID-19 and any variations or mutations to this disease or illness) or epidemic.
15 Intellectual property
(a) All intellectual property (including copyright) developed, adapted, modified or created by us or our personnel (including in connection with the Terms, any content on the Site, and the Products) (Our Intellectual Property) will at all times vest, or remain vested, in us.
(b) We authorise you to use Our Intellectual Property solely for your own personal, non-commercial use, and in the manner in which it was intended to be used.
(c) You must not, without our prior written consent:
(1) copy, in whole or in part, any of Our Intellectual Property;
(2) reproduce, retransmit, distribute, disseminate, sell, publish, broadcast or circulate any of Our Intellectual Property to any third party; or
(3) breach any intellectual property rights connected with the Site or the products, including (without limitation) altering or modifying any of Our Intellectual Property; causing any of Our Intellectual Property to be framed or embedded in another website; or creating derivative works from any of Our Intellectual Property.
(d) Nothing in the above clause restricts your ability to publish, post or repost Our Intellectual Property on your social media page or blog, provided that:
(1) you do not assert that you are the owner of Our Intellectual Property;
(2) unless explicitly agreed by us in writing, you do not assert that you are endorsed or approved by us;
(3) you do not damage or take advantage of our reputation, including in a manner that is illegal, unfair, misleading or deceptive; and
(4) you comply with all other terms of these Terms.
16 Content you upload
(a) We encourage you to interact with the Site and with us on social media! You may be permitted to post, upload, publish, submit or transmit relevant information and content (User Content) on the Site. We may run campaigns via the Site and via social media that encourage you to post User Content on social media using specific hashtags (#) (Tag).
(b) If you make any User Content available on or through the Site, including on social media using a Tag, you grant to us a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free licence to use the User Content, with the right to use, view, copy, adapt, modify, distribute, license, transfer, communicate, publicly display, publicly perform, transmit, stream, broadcast, access, or otherwise exploit such User Content on, through or by means of the Site and our social media platforms.
(c) You agree that you are solely responsible for all User Content that you make available on or through the Site, including on social media using a Tag. You represent and warrant that:
(1) you are either the sole and exclusive owner of all User Content or you have all rights, licences, consents and releases that are necessary to grant to us the rights in such User Content (as contemplated by these Terms); and
(2) neither the User Content nor the posting, uploading, publication, submission or transmission of the User Content or our use of the User Content on, through or by means of our Site (including on social media) will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
(d) We do not endorse or approve, and are not responsible for, any User Content. We may, at any time (at our sole discretion), remove any User Content.
(a) To the maximum extent permitted by law, we are not responsible if information made available on the Site is not accurate, complete or current. The material on the Site is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on the Site is at your own risk.
(b) The Site may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of the Site at any time, but we have no obligation to update any information on the Site. You agree that it is your responsibility to monitor changes to the Site.
18 General
(a) Contracts (Rights of Third Parties) Act 1999: Notwithstanding any other provision of these Terms, nothing in these Terms confers or is intended to confer any right to enforce any of its terms on any person who is not a party to it.
(b) Disputes: Alternative dispute resolution is a process where an independent body considers the facts of a dispute and seeks to resolve it, without you having to go to court. If you are not happy with how we have handled any complaint, you may want to contact the alternative dispute resolution provider we use. You can submit a complaint to The Law Society of the United Kingdom via their website at https://www.lawsociety.org.uk/en. The Law Society of the United Kingdom will not charge you for making a complaint and if you are not satisfied with the outcome you can still bring legal proceedings.
(c) Notices: Any notice given under these Terms must be in writing addressed to us at the details set out below or to you at the details provided when you submitted your order or in your account. Any notice may be sent by standard post or email, and will be deemed to have been served on the expiry of 48 hours in the case of post, or at the time of transmission in the case of transmission by email.
(d) Feedback and complaints: We are always looking to improve our Products. If you have any feedback or a complaint (or if you receive feedback or a complaint from a consumer), please notify us on our contact details below and, without limiting our legal obligations (including under the Consumer Protection Act 1987), we will take reasonable steps to address any concerns you have.
(e) Assignment: Subject to clause 17(f), you must not assign any rights or obligations under these Terms, whether in whole or in part, without our prior written consent.
(f) Assignment of Debt: You agree that we may assign or transfer any debt owed by you to us, arising under or in connection with these Terms, to a debt collector, debt collection agency, or other third party.
(g) Entire agreement: Subject to your rights under the consumer law rights, the Terms contain the entire understanding and agreement between you and us in respect of their subject matter. Each Party agrees that it will have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Terms.
(h) Amendment: We may, at any time and at our discretion, vary these Terms by publishing varied terms on the Site. Prior to placing an order, we recommend you carefully read the terms that are in effect at that time to ensure you understand and agree to them. For any order that has been accepted by us, the terms and conditions that apply will be the ones that were in effect (and which you agreed to) when you placed your order. It is your responsibility to check this page periodically for changes. Your continued use of or access to the Site following the posting of any changes constitutes acceptance of those changes.
(i) Governing law: These Terms are governed by the laws of England and Wales. Each Party irrevocably and unconditionally submits to the exclusive jurisdiction of the courts operating in England and Wales and any courts entitled to hear appeals from those courts and waives any right to object to proceedings being brought in those courts. The Site may be accessed in the UK and overseas. We make no representation that the Site complies with the laws (including intellectual property laws) of any country outside of the UK. If you access the Site from outside the UK, you do so at your own risk and are responsible for complying with the laws in the place you access the Site.
(j) Third party sites: The Site may contain links to websites operated by third parties. Unless we tell you otherwise, we do not control, endorse or approve, and are not responsible for, the content on those websites. We recommend that you make your own investigations with respect to the suitability of those websites. If you purchase products from a third party website linked from the Site, such third party provides the products to you, not us. We may receive a benefit (which may include a referral fee or a commission) should you visit certain third-party websites via a link on the Site (Affiliate Link) or for featuring certain products or services on the Site. We will make it clear by notice to you which (if any) products or services we receive a benefit to feature on the Site, or which (if any) third party links are Affiliate Links.
Last update: 13 August 2025
© LegalVision Law UK Ltd
Our contact details:
Sophie Home Ltd, a company registered in England and Wales. Our company number is O7793753.
Email address: hello@sophiehome.com