Terms and Conditions
- “Contract” means the contract for sale and purchase of Goods in accordance with these Terms.
- “Customer” means the person firm or company who orders the Goods and whose order for Goods is accepted by the Company.
- “Goods” means all those wines, spirits and other goods or services supplied by the Company.
- “Company” means Wineservice Limited.
- “Company Director” means Nicholas Hillman or Colleen Hillman.
- “Terms” means the standard terms and conditions of sale of the Company as set out in this document to which all Contracts shall be subject. These Terms supercede any terms and conditions of the Customer.
- “Orders” means a request by the Customer for Goods subject to these Terms.
- The headings in these Terms are for convenience only and shall not affect their interpretation.
- All Orders are accepted by the Company only under these Terms and these Terms shall be the sole terms and conditions of any sale by the Company to any Customer. The Terms may not be altered except with the written agreement of a Company Director. Any contrary or additional terms unless so agreed are excluded. The placing of an Order for, or the acceptance of Goods by, the Customer shall indicate unqualified acceptance of these Terms.
- Orders are accepted by the Company subject to availability of Goods at the time of delivery. Substitutions for out of stock items will only be made with the Customer’s Agreement.
- These Terms supersede all previous oral or written representations, undertakings and agreements relating to the Goods.
- The Company reserves the right to revise or change the style of labels and packaging at any time to make any changes in the specification of the Goods which are required to conform with any applicable health, safety or other statutory and/or E.U. requirements or, where the Goods are to be supplied to the Company’s specification, which do not materially affect their quality or performance.
- The Company shall not be liable in respect of any misrepresentation made by the Company its employees or agents to the Customer as to the condition or quality of the Goods as far as English law allows or unless the representation is made or confirmed in writing by the Company.
- While the Company takes every precaution in the preparation of its catalogues, price lists and other literature these documents are for the guidance of the Customer only and statements therein shall not constitute representations by the Company and the Company shall not be bound by them. Any typographical, clerical or other error or omission in any sales literature, price list, acceptance of offer, invoice or other document or information issued by the Company shall be subject to correction without any liability on the part of the Company.
Price Payment and Credit
- The price payable for Goods shall be that stated in the Company’s price list current at the date of delivery unless otherwise agreed in writing by the Company. Company quotations and prices are based on costs and excise duty prevailing at the time when they are given or agreed. All prices quoted in the “Wine Club” area of the website are VAT inclusive per bottle unless otherwise indicated. Prices shown in the downloadable Wine List and in the “Browse Wines & Spirits” section of the website are VAT exclusive and such VAT will be payable at the rate prevailing at the date of delivery.
- The prices of Goods stated in either the Company’s general price list or any Customer specific price list including it’s website are subject to alteration without prior notice and will be reviewed at least once in a calendar year. Specifically (and without limiting the foregoing) prices are subject to alteration to reflect changes in duty or foreign exchange rates and variations in the prices charged to the Company by their suppliers.
- Any discounts, deductions, allowances, listing fees or rebates are specific to the Customer and must be agreed in advance and are only available if all sums due from the Customer to the Company are paid by the due date. In the event of late payment the Company shall be entitled to remove any discounts, deductions, allowances, listing fees or rebates (including on any other orders with the Customer) and re-invoice the Customer for the Goods at the full price stated in its then current price list.
- The Company shall be entitled to invoice the Customer for the price of Goods on or at any time after the Goods are ready for collection or delivery.
- The Company may at its sole discretion set up a credit account for the Customer. The Company shall be entitled, at its sole discretion, to refuse or at any time to withdraw a credit account without giving a reason. In accepting the offer of a credit account the Customer agrees that the Company may make periodic searches with credit reference agencies and fraud prevention agencies to manage the Customer credit account. The Company shall not disclose any information obtained carrying out such searches to any third party without the Customer’s consent except as may be required by law.
- If the Customer has a credit account with the Company the Customer shall make payment for the Goods in pounds sterling in cleared funds by the end of the calendar month following the calendar month in which the Goods were delivered.
- If the Customer does not have a credit account with the Company the Customer shall make payment for the Goods in cleared funds prior to the receipt of the Goods.
- If payment is not made by receipt of the Goods by the Customer then the Company may without prejudice to its other rights, charge interest at an annual rate of 4% above the current base rate of The Royal Bank of Scotland plc to be calculated on a day to day basis on the balance outstanding until payment is made in full.
Orders and Delivery
- The Customer may cancel an order free of charge at any stage of processing prior to the transmission of the order to the Customer.
- Deliveries are free of charge for deliveries in London and the South East for all orders which exceed the minimum order threshold. The minimum order threshold is £95 fordelivery to a single address. The Company will inform the Customer should the minimum order threshold be amended. The Company shall be entitled to make an additional delivery charge to orders which fail to meet the minimum order threshold. Such charges which depend on size of order and delivery address but shall normally be £14.75 for orders to be delivered outside of London and the South East, or on orders for less than £95. Any additional delivery charges shall be advised to the Customer on the Company’s quotation for the Order.
- Delivery shall occur when the Goods have been collected by the Customer or have been unloaded at the Customer’s address by the Company or their appointed carrier. If the Customer fails to take or make arrangements to accept delivery or collect the Goods or if the Company is unable to deliver because of inadequate access or instructions delivery shall be deemed to have occurred and the Company may do any one or more of the following (without prejudice to any other right or remedy the Customer may have):-
- make additional charges for failed delivery;
- store the Goods at the Customers risk and cost;
- invoice the Customer for the Goods;
- terminate this Contract without liability on the Company’s part; and/or
- recover from the Customer all costs and losses incurred by the Company.
- Any dates quoted for delivery of the Goods are approximate only and the Company shall not be liable for any delay in delivery of the Goods howsoever caused. Time for delivery shall not be of the essence
- If the Company fails to deliver the Goods for any reason other than any cause beyond the Company’s reasonable control, or the Customer fault, and the Company is accordingly liable to the Customer, the Company’s liability shall be limited to the excess (if any) of the cost to the Customer (in the cheapest available market) of similar Goods to replace those not delivered over the price of the Goods. The Customer will indemnify the Company in respect of all losses damages costs and expenses incurred as a result of delivery in accordance with the Customer’s instructions. This indemnity will be reduced in proportion to the extent that such losses damages costs or expenses are due to the Company’s negligence.
Inspection of Goods
- The Customer shall inspect the Goods at the place and time of loading if the Goods are collected and unloading if the Goods are delivered.
- Unless the Company or the delivery driver is notified forthwith and written notice is received by the Company within 5 working days of loading or unloading as the case may be of any claim apparent on reasonable inspection for loss or damage in transit, short delivery or failure to conform to the Contract the Goods will be deemed to have been delivered in accordance with the delivery documents and accepted by the Customer and the Customer shall not be entitled to any right to reject the Goods.
- The Customer shall sign the delivery documents with discrepancies annotated as appropriate. Delivery documents signed as ‘unchecked’ will be deemed as accepted by the Customer.
- The Company’s liability for loss or damage in transit, short delivery, failure to conform to the Contract or apparent on reasonable inspection is limited to supplying the Goods as ordered and the Company shall not be liable for any damages whatsoever. The Customer remains liable to pay the full invoice price of other Goods delivered in accordance with the Contract.
- Returns are permitted if either
- the Goods were delivered to the Customer incorrectly (these should be reported to the Company within 5 working days of delivery); or
- advance consent has been granted by the Company’s account manager for the Customer in accordance with the Company’s sale or return agreement.
- Authorised returns must be arranged in advance to allow sufficient time for collection documentation to be raised.
- Returned wines must be the same vintage as currently stocked.
- Returned Goods must be presented in full (original) cases.
- Bottles must be returned in a saleable condition with seals and neck capsules.
- Bottle labels must not be stained or damaged.
- Credit notes should be issued subject to the results of a condition inspection.
- Drivers are only authorised to collect Goods that are included on a collection note.
- Any queries at the point of collection should be directed to the General Manager on 01342837333.
- The Company will email the Customer a copy of the collection note prior to the collection if requested by the Customer.
Title Risk and Lien
- Risk of loss or damage to the Goods shall pass to the Customer when the Goods are delivered by the Company to the Customer or collected by the Customer.
- The Company shall retain title to and ownership of all Goods until it has received payment in full of all sums due for all Goods supplied to the Customer.
- Until title in the Goods passes to the Customer it may use or resell the Goods in the ordinary course of its business as principal and not as the Company’s agent provided always that the Customer shall hold in trust and pay to the Company on demand the proceeds of any such sale to the extent that any monies are owed by the Customer to the Company on any account. Until title passes to the Customer or until the Customer resells the Goods the Customer shall hold the Goods as the Company’s fiduciary agent and bailee, shall keep the Goods stored separately from any other goods, protected and insured, and shall not interfere with any identification marks, labels, batch numbers or serial numbers on the Goods.
- If a Customer fails to make any payment to the Company when due, and/or compounds with its creditors, and/or executes an assignment for the benefit of its creditors, and/or has a bankruptcy order against it and/or, being a company, enters into a voluntary or compulsory liquidation or has an administrator or administrative receiver appointed over all and/or part of its assets or takes and/or suffers any similar action in consequence of debt and/or becomes insolvent or if the Company has reasonable cause to believe that any of these events is likely to occur, the Company shall have the right, without prejudice to any other remedies:
- at any time to recover any or all of the Goods to which it has title and for that purpose the Company its employees or agents may with such transport as is necessary (and in the case of private client individuals only with their agreement) enter upon any premises occupied by the Customer or to which the Customer has access and where the Goods may be or are believed to be situated
- to dispose of the repossessed Goods owned by it so as to discharge any sums owed to it by the Customer under this Contract or any other contract
- to require the Customer not to resell or part with possession of any Goods owned by the Company until the Customer has paid in full all sums owed by it to the Company under this Contract or any other contract.
- The Customer shall not be entitled to pledge or in any way charge by way of security for any indebtedness, any of the Goods which remain the property of the Company, but if the Customer does so, all monies owing by the Customer to the Company shall (without prejudice to any other right or remedy of the Company) forthwith become due and payable.
- Without prejudice to the foregoing none of the Goods are supplied on a “sale or return” basis.
- The Company warrants that the Goods will correspond with any description given in its price list or specification and be of satisfactory quality and will comply with all applicable UK legislation governing the sale of the Goods and the Company will at its option refund the purchase price of, or replace free of charge any Goods which its examination confirms are defective provided:
- Customer makes a full inspection of the Goods immediately upon delivery;
- Customer notifies the Company immediately of any defects which it discovers;
- Customer provides a proof of purchase;
- Customer provides the production LOT or BATCH number;
- Customer has stored the Goods in a suitable environment and at the appropriate temperature; and
- Goods are either made available to the Company for inspection or returned to the Company in their original condition and packaging, as the Company may request.
- In no circumstances shall the Company’s liability to the Customer for any breach of warranty exceed the price paid for the Goods in respect of which the claim is made.
- Except as provided for in these Terms there are no warranties, express or implied, of fitness for a particular purpose or of any other kind except as to title. In particular, all Terms and warranties which would otherwise be implied by statute or under common law are hereby excluded to the fullest extent permitted by law.
- No refund, credit or replacement will be given for out of date Goods unless they are validly rejected for being out of date when delivered to the Customer.
- Nothing in these Terms shall exclude or restrict the Company’s liability for death or personal injury resulting from the Company’s negligence.
- The Company shall under no circumstances be liable to the Customer for any claim (whether arising in or for contract, tort (including negligence) breach of statutory duty, misrepresentation or otherwise) under or in connection with these Terms for any indirect, special or consequential loss or for any loss of anticipated profit or third party claims howsoever arising either from breach or non-performance of any of its obligations under the Contract or from the supply of or intended used of the Goods, even if the Company has been advised of the possibility of such potential loss.
- The Customer consents to the processing by or on behalf of the Company of personal data (as defined by the Data Protection Act 1998) supplied by the Customer or held by the Company for the purposes of administering the Customer’s account and processing any orders. The Customer consents to the use of such personal data for direct marketing purposes. The Customer’s statutory rights under The Data Protection Action 1998 remain unaffected.
- The Company shall not be liable to the Customer for any loss or damage caused to or suffered by the Customer as a direct or indirect result of the supply of the Goods by the Company being prevented, restricted, hindered or delayed by reason of any circumstances outside the control of the Company.
- The construction, validity and performance of the Contract shall be governed by English law and the parties agree to submit to the jurisdiction of the English Courts.
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