Conditions of Sale

Conditions of Sale
 
  1.  
Application
 
These Conditions apply to all sales of wine by Caves de Pierre Ltd trading as Vinothentic (‘VCdP’) to any customer
(a ‘Customer’) and apply in place of and prevail over any terms or conditions put forward by any Customer.
 
  1.  
DDP or IBD
1.
Wines & Prices
 
a) Subject to Conditions 2 below and any other discounts that VCdP may, in its sole discretion, agree with any
customer, the price of all wine supplied by VCdP to a Customer shall be as set out in VCdP’s price list in force
at the date of the invoice for such wine.
  1. All orders must be for full cases and a minimum of 9 litres (12 bottles of 75cl or equivalent) for Duty Delivery Paid (‘DDP’) prices and 90 litres (120 bottles of 75cl or equivalent) for In Bond Delivery (‘IBD’) prices.
  2. All DDP prices include custom & excise duty and insurance costs but are exclusive of any applicable value added or any other sales tax.
  3. All IBD prices include insurance costs but are exclusive of custom & excise duty (current rate above) and any
    applicable value added or any other sales tax.
 
2.
Discount
 
a)  A collection discount of 35 pence per bottle on IBD prices will apply to an order if a Customer agrees, at the time of making an order, to collect the wine from VCdP warehouse.
b)  A transfer discount of 35 pence per bottle on IBD prices will apply to an order if a Customer agrees, at the time of making the order, that the wine be transferred to an area in “London City Bond Barking Creek Road”.
 
3.
Terms of Payment
 
  1. Usual Procedure.
Other than as otherwise agreed in writing by VCdP or as set out in Condition 3(b) below, VCdP invoices are payable on delivery to the Customer of the wine which is the subject of such invoice.
  1. Credit Account Customers.
A Customer may, if it supplies a suitable bank reference, apply to VCdP to become a credit account customer
(a ‘Credit Account Customer’). VCdP reserves the right to refuse any such application at its sole discretion. Invoices issued to Credit Account Customers are payable within 30 days of the date of such invoice.
  1. Interest shall accrue at a rate of 3% above the base rate of VCdP’s bank from time to time on any due but unpaid sums owed by a Customer to VCdP.  Any such interest shall accrue from the date of non-payment until payment is received by VCdP and is payable to VCdP, together with all bank administration charges incurred by VCdP as a result of any such late payment, on demand.
 
4.
Delivery
 
  1. Free delivery for DDP priced wine: minimum of 48 bottles of 75cl or equivalent required to qualify (except Northern Ireland, Scotland, Wales, Isle of Wight and Isle of Man, delivery price on request)
  2. Free delivery for IBD priced wine: minimum of 120 bottles of 75cl or equivalent required to qualify (except Northern Ireland, Scotland, Wales, Isle of Wight and Isle of Man, delivery price on request)
c)  If an order is for less than the minimum quantity of wine required to qualify for free delivery as set out in Conditions 4(a) and 4(b) above, VCdP shall add a delivery and insurance surcharge to the applicable invoice at its then current delivery/insurance surcharge rate (information on request).
 
5.
Samples
 
Samples will be charged at list price less 10%. If an order is placed for wines sampled, a credit will be issued for such sample.
 
6.
Risk and Title
 
a) The risk in the wine shall pass to the Customer on delivery of such wine to the Customer.
b)  Notwithstanding delivery and passing of risk, the legal property in and beneficial ownership of the wine shall remain with VCdP until the Customer has paid all monies owed by it to VCdP.
c)  The Customer grants VCdP an irrevocable licence to enter at any time any vehicles or premises owned or occupied by it for the purpose of repossessing and removing any wine the property in which has remained in VCdP under condition 6(b) above.
d)  Until payment is made to VCdP, the Customer shall possess all wine as bailee only and shall store such wine securely, safely and separately from the Customer’s own goods or those of any other person and in a manner which makes them readily identifiable as VCdP’s wine by reference to the relevant invoices supplied by VCdP.
 
7.
Liability
 
a)  VCdP is not be liable to any Customer for defects in wine, shortfalls in quantity delivered, damage or loss in transit unless such Customer notifies VCdP in writing of such defects, shortfall, damage or loss no later than 5 days after delivery of such wine to the Customer.
b)  VCdP’s liability under conditions 7(a) shall be limited at making up any shortfall or refunding the price of any wine (at VCdP’s option) found by VCdP to be defective.
 
 
 
 
  1.  
EX-CELLAR or EX-WORK
 
    1. If wine and/or any other product (the “Goods’’) is/are purchased on an “Ex-cellar” or “Ex-work” basis then the following additional Conditions will apply:
  1. A quotation of exact Goods available at the time will be provided by VCdP to the Customer on request.
  2. VCdP must receive payment from the Customer in full, and in cleared funds, prior to the Customer collecting the Goods, unless agreed in writing between VCdP and the Customer. VCdP may require the Customer make payment to any other provider nominated by VCdP for certain orders, and in such cases the Customer shall pay the provider nominated direct, pursuant to the payment instructions and particulars provided prior by VCdP.
  3. VCdP will notify the Customer of the time and date from which the Goods can be collected. The location from where the Goods can be collected (the “Collection Location”) will be nominated by VCdP and will usually be (but not limited to) the Provider, warehouse, bond warehouse or VCdP’s warehouse. The Customer shall ensure that the Goods are collected within the Collection Location’s usual business hours.
  4. The Customer is responsible for arranging and paying for all transport and any insurance cover for the Goods from the Collection Location.
  5. The Customer is responsible for obtaining, at its own cost, such import licences and other consents in relation to the Goods.
  6. All amounts of money referred to in this agreement shall be interpreted as being amounts exclusive of any applicable value added tax, any similar sales tax or any tax that replaces such sales taxes.  Any such tax payable in relation to any such amounts shall be paid in addition to those amounts by the Customer.
  7. The Customer is responsible for and shall pay for any excise duty tax applicable, any applicable value added tax, any similar tax and/or any tax replacing such sales taxes in relation to the Goods in the United Kingdom, the country of Collection Location and the country of where the Customer ultimately transports the Goods to.
  8. Full responsibility and risk are transferred to the Customer once the Goods have been collected by the Customer from the designated Collection Location. Ownership and title are transferred to the Customer once the goods have been collected from the Collection Location, the order has been paid in full by the Customer to VCdP or any provider nominated by VCdP and there are no outstanding sums due to VCdP or any provider nominated by VCdP.
  9. Loading of the Goods at the Collection Location onto any vehicle or other means of transport is the full responsibility of the Customer unless otherwise prior agreed with VCdP.
  10. Liability for any of the Goods absent from the order at the Collection Location shall extend only to cost of the absent Goods. The Customer must notify VCdP of any missing Goods without delay. In such a situation, VCdP or any provider nominated by VCdP will refund the Customer the corresponding amount for the missing Goods.
  11. Subject to conditions III(a)(10) above, VCdP is not liable for any broken, missing, damaged or corked Goods. Once the Goods have been collected from the Collection Location, it is the Customer’s responsibility to ensure that the Goods are transported and stored in a correct condition e.g. bottles stored horizontally, in dark conditions and at a cool and constant temperature.
  12. If any conditions listed above at III(a)(1)-(11) conflicts with any of the VCdP general Conditions of sale, then clauses III(a)(1)-(11) shall prevail.
 
 
  1.  
Governing Law
 
These conditions shall be governed by English law. All Customers, by placing an order with VCdP, submit to the exclusive jurisdiction of the English courts in relation to the application and interpretation of these conditions.