1.1 All orders are accepted only under these terms, conditional upon our written confirmation of order which may be by the delivery of an invoice. The terms may not be altered without the written agreement of a Company Director. Any contrary or additional terms unless so agreed are excluded.
1.2 Any representations from us or our employees or agents which are not confirmed in writing are followed or acted upon entirely at your own risk and we shall not be liable for any such representations unless fraudulent.
1.3 All goods are offered subject to availability. Errors and omissions excepted.
1.4 Goods are not offered on sale or return nor consignment terms, unless specifically agreed.
2.1 Unless indicated otherwise, prices are in Pounds Sterling.
2.2 Prices are provisional and subject to our confirmation upon acceptance of order.
2.3 We reserve the right to alter prices without notice and goods, delivery, duty and taxes will be charged at the rates ruling at the date of despatch.
3.1 Payment is due on invoice, except for approved trade accounts.
3.2 Any bank charges raised by the paying bank are payable by the customer and if incurred will be reinvoiced for immediate payment.
3.3 Credit applications require two trade references and a bank reference. Credit is granted solely at our discretion.
3.4 We understand and will exercise our statutory right to claim interest and compensation for debt recovery costs under the late payment legislation if we are not paid according to agreed credit terms.
4. Title & risk
4.1 We shall retain title to all goods (other than goods in your direct physical possession following delivery or collection and payment in full for those goods) sold by us until all the sums due from you in respect of any order have been paid.
4.2 Goods purchased lying overseas cannot be segregated until transferred to our UK warehouse.
4.3 Risk in all goods shall pass to you upon delivery or as soon as we notify you that they are available.
4.4 If goods within our ownership are held by any third party on your behalf you will upon our request instruct that third party to hold the goods to our order.
4.5 We may at any time revoke the power of sale and recover and/or re-sell the goods in which title shall not have passed. We, our servants or agents, shall be entitled access to the premises where the goods, or some of them, are stored, or thought to be stored, for the purpose of repossession at any time.
5.1 Delivery dates are given in good faith but are estimates only and no liability will be accepted for any delay in delivery of the goods howsoever caused.
5.2 We shall be entitled to claim a storage charge at the rate indicated for goods which remain undelivered/ uncollected after three months of being available.
5.3 In the event that goods are returned to us because we are unable to deliver due to incorrect or incomplete delivery instructions, or because the recipient is unavailable as arranged, we shall be entitled to recover any costs incurred. Redelivery may be arranged as per our normal terms.
6.1 You undertake to inspect all goods when collecting or immediately on delivery and unless you notify ourselves and the carrier forthwith of any shortage or damage or other deficiency you will be deemed to have accepted the goods as satisfying your order three days after collection/ delivery.
6.2 In the event that we are unable to deliver directly to the named recipient, we shall seek relevant third party acceptance and such acceptance shall constitute fulfilment of your order.
6.3 Our liability for short delivery is limited to making good the shortage or, at our discretion, crediting part of the purchase price.
6.4 In the event of non-delivery, notice must be given within 10 days of the date of the invoice.
7.1 If goods supplied are defective in quality or condition we shall, at our discretion, supply replacement goods or refund all (or, where appropriate, part) of the price paid for the relevant goods providing that: we are notified of the defect within one week of the defect's discovery; the goods are made available for our inspection; the defect does not arise from your negligence or failure to store the goods in accordance with the producer's recommendations or industry practice. This does not affect your statutory rights. Exceptions may occur where goods are brokered on behalf of third parties.
7.2 We will not accept any administration or other charges for dealing with claims under this clause.
7.3 In no circumstances whatsoever shall our liability arising out of, or in connection with, this clause exceed the purchase price of the goods which are the subject matter of any claim.
8. Customer reserves
8.1 Storage charges are invoiced annually in arrears from 1st August to 31st July at the prevailing rate.
8.2 Goods from third parties should be documented to us in advance of receipt at our warehouse including the purchase invoice for wines arriving under bond and proof that all relevant UK taxes have been paid for wines arriving not from another UK bonded warehouse.
8.3 We shall not be liable for the condition of goods purchased or received from third parties.
8.4 Reserves should be made and withdrawn in whole case quantities. Lesser quantities will incur storage and delivery charges as if they were whole cases.
8.5 We may require written instruction to transfer or deliver reserve stock.
8.6 Delivery will be charged at the prevailing rate.
8.7 Customers with reserves receive a monthly email on the 6th indicating their wines and where they are, whether in Vinotheque, Tilbury (LCB) or abroad. This is the sole notification of wine location status and should be taken as such.
8.8 There is a three month grace period for storage charges after the arrival of the stock. This gives plenty of notice for customers to arrange transfer or delivery when the status of the wine changes from abroad to Vinotheque, for instance.
9.1 If any payment is overdue for four weeks or the goods have not been collected within three months of being available, or there is an earlier indication from you that payment will not be made or the goods will not be collected, we shall be entitled to send written notice to the invoice address of our intention to deal with, sell or otherwise dispose of the goods and 10 days thereafter we shall be at liberty to do so. Any method of resale is entirely at our discretion. Upon resale you will receive a credit of the net proceeds of the resale less 20%. Such credit shall be limited to the amount of your indebtedness to us. Any balance after the credit shall remain payable by you and shall continue to carry interest.
9.2 If any payment is not made by the due date or there is a material change in your constitution or you become insolvent, the full balance outstanding on your account shall become immediately payable. In addition, payment may be required in cash or cleared funds in advance of delivery of undelivered goods, any further delivery may be cancelled or suspended under any contract, and we may sell or otherwise dispose of any goods which are the subject of any contract with you.
10. Force Majeure
We shall not be liable for any delay or failure to meet our obligations occasioned by circumstances beyond our reasonable control.
11.1 In the UK it is illegal to sell alcohol or tobacco to anyone under 18 years of age. By placing an order with us for such goods, the customer confirms that he or she is at least 18 years old. We reserve the right to request proof of age and to refuse the sale of goods where appropriate proof cannot be produced.
11.2 All our contracts are made under English Law and are subject to the exclusive jurisdiction of the English Courts.
11.3 If any provision of these terms is held by any competent authority to be invalid or unenforceable, in whole or in part, the validity of the other provisions of these terms and the remainder of the provision in question shall not be affected.