Special Terms and Conditions

Appendix 1 SECTION 1

En Primeur Wines

1. These special conditions and the standard terms and conditions apply to and form part of every contract between The Company and its Customers (“Customer”). No terms and conditions which the Customer may seek to impose and/or variations of these terms and conditions shall have any effect on this contract and must be read in conjunction with the standard terms and conditions at all times and with its Appendices. The Company may revise these terms of use at any time by amending these pages.
2. Buying En Primeur is the purchase of wines that are yet to be bottled and released onto the market.

Bottle Size:

1. En Primeur wines can be purchased in various sizes and configurations but not in mixed cases, unless otherwise stated in writing. This will be confirmed at the time of purchase.

Price:

1. Unless the contrary is shown, prices on The Company’s website are:
   1. Per case or per bottle (bt) as indicated.
   2. Exclusive of VAT and duty.
   3. Exclusive of delivery charges from London City Bond, Barking.
   4. Provisional and subject to The Company’s confirmation, upon acceptance of order.

Orders and Availability:

1. Orders placed are subject to availability. Stocks of certain wines may need to be allocated subject to demand, in such case The Company reserves the right to allocate the wines amongst interested Customers in such proportions as it deems fit at its absolute discretion. Some Customers may not therefore be allocated any or only some of the quantities they have ordered. Orders will only be accepted if there remains unsold stock. Subject to Section 8 of the standard terms and conditions preference will always be given to those Customers that have an approved standard account and have demonstrated over time a good credit and payment history and have available credit on their accounts.
2. The Company may decline to accept an order in the event that acceptance of the same would result in the Customer exceeding their credit limit, if they hold a credit account with us.
3. When the Customer visits The Company’s website or sends e-mails to us relating to En Primeur, the Customer is communicating with us electronically, and thereby consenting to receive communications from us electronically or by other means available. The Company will communicate with The Customer electronically, by telephone or by facsimile. It is further understood that all agreements, notices, disclosures and other communications that The Company provides to the Customer electronically satisfy any legal requirement that such communication be in writing.
4. No contractual obligation and/or liability is binding on The Company or shall arise until The Company:
   1. Sends written acceptance of an order, subject to 7 above or
   2. Issues an invoice or
   3. Despatches the wines.
5. The Customer may not unilaterally cancel an order once an invoice has been issued.
6. The Customer can only cancel an En Primeur order within seven days from the date of invoice. Notice must be given in writing and will be effective upon receipt at The Customer’s head office.

Shipping:

1. En Primeur wines are normally bottled after they come on to the market for sale and shipped some time thereafter. For some En Primeur wines shipping may be 2 to 3 years after the vintage. It is the Customer’s responsibility to check this at the time of order.
2. The wines will then be held ‘in bond’ awaiting the Customer’s instruction – no UK duty or Vat has been paid on the wine at this stage.

Delivery:

1. The Company will contact the Customer when the wines are delivered to the   UK to discuss storage and/or where the wines are to be delivered.  
2.  Delivery of En Primeur will not take place until The Company has taken    possession of the relevant En Primeur stock.
3. Wines are stored in bond where they are held free of Duty and VAT until the delivery destination has been agreed. If delivery is to the Customer’s home or office address and/or to an address which is not a “bond” address, duty, delivery and VAT will be charged at the prevailing rates. If delivery is ‘in bond’ to a storage account at another bonded warehouse delivery only will be charged at the prevailing rate.
4. If the Customer fails to take delivery of the wine or the wines are not delivered within one month of being available, or there has been an earlier indication from the Customer that the wines are not to be collected and/or the Customer fails to give The Company adequate instructions then The Company may:
   1. Store the wines until actual delivery to the Customer or until the wine are disposed of.
   2. The Customer shall be liable for the costs of storage, and insurance of the wine, and/or any failed delivery charges or as the case may be.
   3. The Company shall be entitled to send written notice to the invoice address of its intention to dispose and/or sell the wine in its possession unless
      1. payment has been received or
      2. The wine has been collected by the end of the 7th working day after written notice has been given.
   4. The Company shall sell the wine at the best price readily obtainable at that time, any method of resale is entirely at The Company’s discretion.
   5. Upon resale the Customer shall receive a credit of 75% of the lower of the net proceeds of the resale and The Company’s original sale to the Customer. Any balance remaining and/or if the wines are sold for a less than the price payable by the Customer, then the Customer shall be liable to pay The Company the difference in price and the amount due.
   6. The amount payable shall also continue to accrue interest.
   7. The existence of these rights does not affect any other remedies that The Company may/would have.
   8. The Customer shall also be liable to pay any costs relating to the sale and any consequential losses incurred by The Company.
5. Any delivery dates and times stated are approximate only and The Company shall not be liable for any delay in delivery of the wine, however caused.
6. Time of delivery shall not be of the essence of the contract.

Reserve Storage

1. The Company offers storage facilities to its Customers for wine purchased from The Company as set out in Appendix One Section 7.

Insurance

1. The Company will remain responsible for insuring the wine at the market value until the Customer’s delivery and/or storage instructions have been completed.

Title In Goods

1. Subject to the standard Terms and Conditions until all sums due to The Company have been paid, The Company shall be entitled to retain possession of the wines or any other goods to which the Customer would otherwise be entitled and will also suspend any other deliveries/collections. Ownership of the En Primeur wines shall remain with The Company and will not pass to the Customer until The Company has received payment in full of all other sums owed to The Company by the Customer in cleared funds whether or not:

1. in respect of the En Primeur wines and
2. in respect of any other goods or services supplied by The  Company to the Customer and
3. Which are otherwise owed to The Company by the Customer.

1. Wines purchased and held ‘in bond’ as Reserves shall remain the property of The Company until payment has been received in full (in cash or cleared funds) for those wines (excluding VAT, duty and delivery charges); and
2. Wines purchased and held ‘duty paid’ as Reserves, or not held as Reserves, shall remain the property of The Company  until The Company has received payment in full (in cash or cleared funds) for those wines (including any applicable VAT, duty and delivery charges).

1. In the case of wines purchased ‘En Primeur’, those wines may be stored in bulk in the region of their production. Until the wines are bottled and transferred to The Company’s bonded warehouse, they cannot be segregated and the Customer may only have a contractual interest in them.

1. Risk of loss or damage to the wines shall pass to the Customer when the wines are physically delivered to or collected by either the Customer or an agent acting on behalf of the Customer.

Appendix 1 SECTION 2

Broking

1. These special conditions and the standard terms and conditions apply to and form part of every contract between Company and its Customers (“Customer”). No Terms and Conditions which the Customer may seek to impose and/or variations of these conditions shall have any effect on this contract and must be read in conjunction with the standard terms and conditions at all times and with its Appendices. The Company may revise these terms of use at any time by amending these pages.
2. No Terms and Conditions which the Customer may seek to impose and/or variations to these conditions shall have any effect on this contract and these terms must be read in conjunction with The Company’s full terms and conditions.
3. On occasion and from time to time and/or at The Company’s sole discretion, The Company may be prepared to offer its Customers a wines brokerage service where the Company can find Customers for the Customer’s wine.
4. If The Company agrees a sale of the Customer’s wine/s to a third party The Company may purchase the wine/s from the Customer at an agreed price. The Company may then sell it on to the third party. This will always be conditional upon the third party completing the purchase of the wine/s from the Company.
5. The Company shall use its reasonable endeavors in the collation of these valuations however the valuation guide is illustrative only and The Company does not guarantee or warrant the contents of the guide nor shall The Company be responsible for The Customer’s reliance upon it.
6. In agreeing to The Company’s broking terms, the Customer is authorising The Company to have a pre-determined exclusivity period to be able to offer the wine for general sale.

6.1 This period will be pre-agreed on an individual basis.

6.2 The Company will pay the Customer for the wine under the terms agreed.

6.3 If The Company sells the wine to a third party within the exclusivity period, then The Company’s purchase will be deemed to have occurred immediately before The Company’s sale and the sum agreed payable will usually be paid within 60 working days of the receipt of the proceeds of The Company  sale to the third party.

6.4 If The Company has not found a Customer for the wines within the exclusivity period, the Company will contact The Customer to discuss a renewal of the period and/or a price adjustment or the return of the wine and/or storage of the wine.

1. The purchase and resale of the wine/s are conditional on their safe receipt (at the Customer’s own expense unless otherwise agreed) by The Company in the pre-agreed condition, as verified by The Company or a third party appointed by The Company.

1. This may include, if agreed, the condition of the original wooden case, packaging, labeling (in good condition) and/or be from a reputable cellar and/or with excellent provenance and/or have been stored in optimum conditions.
2. Prior to agreeing to market the wines, The Company reserves the right to physically inspect/verify the stock and take bottle photographs, where necessary.
3. The Company reserve the right to charge a fee for the photography of certain portfolios.

1. The Company may without reference to the Customer make the wine/s available for sale, online or via The Company’s retail shops.
2. All transportation cost of the wine/s at any stage will be at the Customer’s expense, unless previously agreed using either the Company’s standard delivery charges or organised at the Customer’s expense and liability.
3. Full broking and terms and conditions will be prepared prior to any broking arrangement.

1. The Customer’s agreement to The Company’s proposed selling prices and The Company’s terms & conditions must be received in writing, prior to The Company marketing the Customer’s wine/s.
2. Where wines are jointly owned, all parties must sign an agreement to sell.
3.     Where wines are owned by a third party, proof of authority for sale must be provided.
4. The Company has a strict policy on financial advice and/or advice on investments and/or  wine investments as follows:

1. The Company does not give financial advice or advice on investments.
2. The Company does not offer any guarantees on a particular wine’s monetary appreciation potential.
3. For Customers seeking advice on the above two issues The Company recommends that the Customer contacts an IFA (Independent Financial Advisor) and not The Company.
4. The Company does advise on quality of wine, on wine’s potential longevity and consequently its suitability for inclusion in a cellar.
5. The Company offers solid advice on current valuations of particular wines or vintages, since The Company’s opinion can usually be backed by concrete evidence of recent transactions of these wines, providing a definitive point of reference.
6. The Company can offer its opinion, based purely on The Company’s extensive experience and on demonstrable market history, on whether a particular wine will appreciate in value over a period of time, stressing that many factors can influence the price in that time, for good or bad.
7. If a third party claims ownership of any wine/s offered by the Customer to The Company as referred to in the above sections, The Company shall inform the Customer as soon as is practical  and in the alternative the Customer shall inform The Company as soon as is practical and:
   1. If such claim occurs before the wine/s are sold;
      1. The Company shall have the right to withdraw the wine from sale;
      2. The Company Shall be entitled to retain such wines until the Customer and/or the third party have resolved the claim and have provided sufficient evidence to The Company as to ownership;
      3. Notwithstanding the above, if the third party produces to The Company sufficient evidence of its ownership or a court order or other legal process for the delivery up of the wine then The Company shall be entitled to transfer the wine to the third party without any liability to the Customer and at the Customer’s full expense.
   2. If such claim occurs after the wine/s are sold;
      1. If the Company has yet to pay the Customer for the wine The Company shall be entitled to retain such sums until the Customer and the third party have resolved the claim and have provided sufficient evidence to The Company as to ownership at which point The Company shall be entitled to pay the person who has proved ownership.
   3. The Customer agrees to reimburse, on demand and on a full indemnity basis, The Company for any claims costs liabilities and expenses incurred as a result of a third party claim referred to above or in connection with The Company dealing with the wine on the understanding that it is owned by the Customer where this proves not to be the case.
   4. If the third party purchaser shall default on payment or cancel the purchase then The Company purchase from the Customer shall not be completed and the Customer’s wine/s shall remain in the Customers ownership.
   5. Payment of the purchase price shall be by either crediting The Customer account or by BACS payment to the Customer’s bank. BACS payments will be made to The Customer account after deducting any outstanding amounts owed to the Company.

Appendix 1 SECTION 3

Cellar Plan

1. These special conditions and the standard terms and conditions apply to and form part of every contract between The Company and its Customers (“Customer”). No terms and conditions which the Customer may seek to impose and/or variations of these conditions shall have any effect on this contract and must be read in conjunction with the standard terms and conditions at all times and with its Appendices. The Company may revise these terms of use at any time by amending these pages.
2. The minimum monthly payment into the Cellar Plan is £100, with higher amounts being accepted in increments of £50. Additional lump sum payments may be made into the plan at any time.
3. Customer will be required to complete a standing order form for their monthly subscription requesting their bank to make the payment.
4. Customers may cancel their subscription by giving one month’s notice in writing to: Accounts, Jeroboams, 7-9 Elliott’s Place. London N1 8HX. Any wines already ordered must be paid for in full.
5. No interest will be payable on monies held in credit on the Customer’s account, during the term of the plan or at any time.
6. On cancellation as in Section 4 above or on failure of the standing order,  interest will be come due as set out in Section 8 of The Company’s standard terms and conditions.
7. The Customer may purchase wine in advance of The Company receiving their monthly subscriptions.  
8.   The minimum credit limit set by this plan will be limited to four times the Customer’s monthly subscription.  
9.  The Customer’s wine will be retained to cover outstanding balances as set out in Section 10 of The Company’s standard terms and conditions.
10. Wines purchased within the Cellar Plan may be stored with The Company in accordance with and as set out in The Company’s standard terms and conditions. Alternatively, they can be delivered to the Customer in accordance with The Company’s normal terms of delivery as set out in the standard terms and conditions and/or appendices.
11.   Delivery to the Customer will be in accordance with The Company’s normal terms of delivery, as set out in the standard terms and conditions and/or appendices.
12. Insurance cover will be as set out in The Company’s standard terms and conditions and/or appendices.
13. The Customer may sell his wine/s at any time through The Company. Alternatively The Company may act as an intermediary in assisting the Customer to sell his wine/s through wine auctioneers or other brokers. No guarantee of resale value can be given as set out in the standard terms and conditions and/or appendices.
14. A Customer terminating his Cellar Plan may continue to store wine with us as set out in the standard terms and conditions and/or appendices.
15.   Any remaining balance may either be used to purchase stock or will be refunded.
16. It is the responsibility of the Customer to notify Company in writing of any change of address.

Appendix 1 SECTION 4

Tastings, Dinners and Corporate Events

1. 1. These special conditions and the standard terms and conditions apply to and form part of every contract between The Company and its Customers (“Customer”). No Terms and Conditions which the Customer may seek to impose and/or variations of these conditions shall have any effect on this contract and must be read in conjunction with the standard terms and conditions at all times and with its Appendices. The Company may revise these terms at any time by amending these pages.
   2. In these special conditions the word “Event” means, Tastings, Dinners, Events, be they ticketed or un-ticketed, prepaid and/or invoiced except where the context requires otherwise.
   3. On acceptance of The Customer’s request and/or application to attend an event, The Company will send confirmation of tickets for the event by email and/or by post. The Customer is requested to bring this confirmation to the event.
   4. Event tickets can only be used for the event for which they have been issued and are non-transferable. 
   5. Only one ticket will be issued per place.
   6. For corporate events, The Company will send confirmation of the cost of the event to The Customer by email and/or by post. The cost will be based on the number of guests and venue size as well as the type of event. The Customer will be required to provide information as requested by The Company prior to the event.
   7. The company reserves the right to end/cancel any event at any time leading up to the event or during the event for any reason including but not limited to: unruly, disrespectful or dangerous behaviour by the Customer or the Customer’s guests.
   8. For payment terms see Section 8 of The Company’s standard terms and conditions.

• Damages and liability:

1. The Customer agrees to pay any and all damages and consequential losses incurred at The Company’s premises during an event, subject to The Company’s standard terms and conditions.
2. The Company does not assume any responsibility for any bodily injury, theft, or vandalism incurred by any persons as a result of attending an event.
3. The Customer agrees to assume all and full liability for themselves and their guests.

Appendix 1 SECTION 5

External Events

1. These special conditions and the standard terms and conditions apply to and form part of every contract between The Company and its Customers (“Customer”). No terms and conditions which the Customer may seek to impose and/or variations of these conditions shall have any effect on this contract and must be read in conjunction with the standard terms and conditions at all times and with its Appendices. The Company may revise these terms of use at any time by amending these pages.
2. Upon entering into an external event agreement, The Customer agrees to be bound by the following terms and conditions and The Company’s standard terms and conditions.
3. These are the only terms and conditions upon which The Company will contract with the Customer. No alteration or substitution to these Terms and Conditions shall be valid unless agreed in writing.
4. All event bookings must be confirmed in writing by the Customer. A non-refundable deposit is required to secure The Company for the date of The Customer event.
5. All bookings are subject to minimum guest numbers, these will be confirmed in writing by the Company to the Customer.
6. A deposit figure (subject to the inclusion of VAT) will be provided to the Customer in writing by The Company once The Customer booking confirmation is received.
7. This deposit will be deducted from the total event costs which will be issued to the Customer no later than 10 working days prior to the event, please see The Company Payment terms in The Company’s standard terms and conditions subject to Section 11 and 12 below.
8. Once the Customer’s deposit has been received a receipt will be issued by The Company together with a formal confirmation letter which will include a final wine list, event summary and estimated costs based on the number of guests and selections made by the Customer at this time.
9. Payment in full is required by the Customer prior to the event.
10. The information provided at this point will be used to produce the Customer’s total event cost invoice, arrange staff and co-ordinate with the location of the event. Once the invoice is received by the Customer payment must be received no later than 10 working days before the event.
11. Should the Company be advised of any changes to event requirements at a date less than 15 working days prior to the event, The Company reserves the right to accept these changes and reduce the invoice value or issue a credit note. However, should cost increases occur once the original invoice has been issued, The Company will raise an additional invoice and payment will then be due for immediate settlement by the Customer.
12. In the unfortunate event of a booking having to be cancelled written confirmation will be required from the Customer. The Customer’s deposit will be retained and the following charges will be incurred;

14.1 Cancellation received within 60 working days of event – 50% of total event cost.

14.2 Cancellation received within 15 working days of event – 100% of the total event cost.

1. Any additional costs incurred by The Company in preparation of the event up until the time of cancellation will be charged to the Customer. This is to cover any losses incurred by The Company for administration costs, travel, supplies etc. and will be disclosed fully in the event of cancellation.
2. The Company will endeavor to provide suitable adaptions for the Customer and their guests with special dietary requirements or allergies. The Company cannot however take responsibility for any guests with special dietary requirements or allergies unless advised in advance (no less than 10 working days prior to the event).
3. The Company will happily serve the Customer’s arrival drinks, table wines etc. during their event subject to waitress fees or corkage, please ask for further details.
4. The Customer agrees to pay for any loss or damage to any equipment, crockery, cutlery or glassware supplied by The Company for the event, including any issues caused by the Customer’s guests.
5. The Company will not be held responsible for the theft, lost or damage to any personal effects of the Customer or gifts brought onto premises by the Customer’s guests.
6. The Company does not accept liability under any claim whatsoever arising (be it by negligence or otherwise).
7. For Force Majeure see The Company’s standard terms and conditions.
8. The Company reserves the right to change its Terms and Conditions when necessary due to the continual evolving nature of The Company’s business. It is The Customer’s responsibility to ensure that he/she is up to date with The Company’s Terms and Conditions which are available on request or printable via The Company’s website.  

Appendix 1   SECTION 6

Wine and Spirits Investment

1. These special conditions and the standard terms and conditions apply to and form part of every contract between The Company and its Customers (“Customer”). No terms and conditions which the Customer may seek to impose and/or variations of these conditions shall have any effect on this contract and must be read in conjunction with the standard terms and conditions at all times and with its Appendices. The Company may revise these terms of use at any time by amending these pages.

1.2 The Company’s publications (Publications) means all printed material, flyers, brochures, The Company’s website, email, letters and marketing materials.

1. The Publications do not offer investment advice and nothing in them should be construed as investment advice.  They provide information and education for Customers who can choose to make their purchase decisions without advice.
2. The information contained in the Publications, is not, and should not be read as, an offer or recommendation to buy or sell or a solicitation of an offer or recommendation to buy or sell any investments.  The Publications are not, and should not be seen as, a recommendation to use any particular investment strategy.
3. The Customer should carry out their own independent research before making any investment decision. The Publications do not take the specific needs, investment objectives and financial situation of any particular individual into consideration and any wines or goods mentioned may not be suitable for the Customer.  The Customer should not base any investment decision solely on the basis of the information that The Company publishes.

5. The information The Company publishes has been obtained from or is based on The Company’s research that it believes to be accurate and complete. Although all reasonable care has been taken, The Company cannot guarantee the accuracy or completeness of any information The Company publishes. Any opinions that The Company publish may be wrong and may change at any time.  The Customer should always carry out their own independent verification of facts and data before making any investment decisions.

1. If the Customer is unsure of any investment decision, the Customer should seek professional advice. The Company is not a registered investment adviser and does not provide investment advice or recommendations. The Company is not regulated by the Financial Conduct Authority.
2. The value of wines and goods can fall as well as rise so the Customer may not get back the original amount invested. If The Publication provides information relating to past performance of any wine or goods then this is not a guide to future performance. The Customer should not buy wines and goods with money the Customer cannot afford to lose.

Appendix 1 SECTION 7   

Reserves Storage

1. These special conditions and the standard terms and conditions apply to and form part of every contract between The Company and its Customers (“Customer”). No terms and conditions which the Customer may seek to impose and/or variations of these conditions shall have any effect on this contract and must be read in conjunction with the standard terms and conditions at all times and with its Appendices. The Company may revise these terms of use at any time by amending these pages.

1.2 In these special conditions the words “Goods” and/or “Wines” are interchangeable meaning the goods and/or wines stored at Vine. The singular includes the plural and vice versa for the words “Goods” and “Wine”.

1. The Company offers storage facilities to its Customers in the UK for goods purchased from The Company or (in accordance with Section 9 below) from other sources.

2.1 The current service is run by Vine International Limited (“Vine”), a logistics division of Liv-ex Ltd.

2.2 The Company reserves the right to change and amend the company it uses to provide these services.

2.3 The Company reserves the right to pass on any changes to the terms of trade and or costs between The Company and Vine and or the company it chooses to undertake these services.

2.4 The Company reserves the right to pass on any changes to the terms of trade and/or costs arising from the change of VAT and or Duty and or the change in the law and/or rules that govern the same.

1. Storage will be charged per unit, defined as a case of wine whatever the quantity the case holds, even if it is one bottle, at the prevailing rate as set out on the charges schedule on The Company’s website or by contacting The Company directly.
2. The Company’s rental year runs from 1st April to 31st March.

4.1 A pro-rata charge is made at the start of the second month following month of receipt into Vine to cover the initial period to the 31st of March. Thereafter the annual charge is payable in advance.

4.2 Failure to make such payment as set out in Section 4. above will incur a cost, see Section 8 and 10 of The Company’s standard terms and conditions.

4.4 Deliveries from the storage facility are governed by the Company’s standard terms and conditions.

4.5 Subject to these terms and conditions and provided reasonable written notice has been given of not less than 14 working days the Customer and/or Customer’s agent may on request physically inspect the Customer’s reserves/goods lodged at the warehouse and agrees to meet all costs and/or charges and/or related charges what so ever levied by The Company for the same.

1. Where possible, The Company will provide the Customer with a confirmation of the landing of stock into Vine by email and/or letter.
2. It is the responsibility of the Customer to ensure that the details contained within this email/letter are correct. The Company will not accept responsibility or financial liability for any incorrect details, information or data.
3. When viewing the Customer account online, The Company will give the Customer notional valuation of all stock held at Vine. This notional valuation is for indicative purposes only and does not represent the value that the Customer will receive should instructions be given to sell any of The Customer’s wines. Any sale price will be confirmed in writing prior to any transactions taking place in accordance with The Company’s standard terms and conditions.
4. The Company reserves a lien over all of the Customer’s stock in storage for any money owed to The Company and reserves the right to refuse the release of stock pending receipt of cleared funds to settle any such debt in accordance with The Company’s standard terms and conditions.
5. The Company shall also be entitled to charge interest on unpaid invoices in accordance with Section 8 of The Company’s standard terms and conditions.

10.1 As an additional service, The Company may from time to time offers storage for goods purchased from other sources in our UK storage facility. The Company reserves the right to accept only goods that are accompanied by valid and appropriate documentation. In order to comply with UK Customs requirements in place at the time of transfer, the Company will require:

10.1.1 For under bond stock, an invoice and/or official warehouse documentation showing purchase prices for all stock.

10.1.2 For duty paid stock, an invoice and/or official warehouse documentation to show that all relevant UK taxes have been paid.

10.2 The Company will not accept liability for either the provenance or condition of goods purchased from other sources or for any defect or other fault that these goods may have or may develop.

10.3 The Company will notify the Customer if goods purchased from other sources have any issues or defects which are identified upon receipt at Vine. Any goods rejected will be at the Customer’s expense to collect.

10.3 For the avoidance of doubt, goods purchased from other sources shall, be subject to these terms and conditions but remain the property of the Customer. In any event The Company reserves a lien over all of the Customer’s stock in storage in accordance with and Subject to Section 7 above.

1. In respect of each bottle of wine that The Company stores for the Customer in Vine, unless the Customer expressly asks The Company not to:

11.1 The Company will insure that bottle of wine for its full replacement value in case of loss, damage or destruction whilst under The Company’s control;

11.2 The Company will, at its discretion and in full and final settlement of The Company’s liabilities to the Customer, replace or pay the Customer the full replacement value of that bottle of wine should it be lost, damaged or destroyed whilst The Company is storing or keeping it for the Customer.  The full replacement value of the bottle shall be as determined by The Company’s insurer, based upon the terms The Company has agreed with the insurer for determining replacement values.

11.3 Although it is the Company’s intention to cover the present market value of any losses, in view of the difficulty in assessing the total market value and the market value of individual rarities, The Company cannot guarantee that the Customer will receive, damages and or consequential losses and/or full compensation or recover the same in cases of any loss.

11.4 Subject to Section 11.2 and 11.3, if a value cannot be agreed the notional valuation of the wine held at Vine at the time of receipt will be the valuation.

11.5 The Company reserves the right to change its agents and/or nominated insurers. The Customer should ask for details of the same in place at the time of placing their goods with the Company, full details can be obtained on request.

1. If the Customer expressly asks The Company not to insure the bottle of wine whilst stored with Vine then The Company will only be liable to the Customer for loss, damage or destruction of the wine up to the limits of Vine’s liability as set out in UKWA’s standard contract conditions for logistics, as in place at the time of the claim.
2. The Customer can take instructions in respect of their reserves in writing, by telephone, email or via The Company’s website. Instructions will be refused if The Company cannot verify the identity of the instructor.
3. Any goods delivered from Vine must be in the same unit of measure as they were receipted. Cases of wine cannot be split.
4. As set out in Section 13 above The Customer is responsible for the accuracy of all instructions and the Company will not be liable for any instructions placed in error or by mistake.
5. It is the Customer’s responsibility to ensure that all contact details held by the Company are up to date at all times.
6. Customers using The Company’s websites will be able to take part fully in the activities and offers that The Company provides. When the Company collects information from the Customer, it does so in a way that does not infringe the Customer’s right to privacy.  Please see The Company’s Privacy Policy for the details.

Appendix 1 SECTION 8

Trade Customers

1. These special conditions and the standard terms and conditions apply to and form part of every contract between The Company and its Customers (“Customer”). No terms and conditions which the Customer may seek to impose and/or variations of these conditions shall have any effect on this contract and must be read in conjunction with the standard terms and conditions at all times and its Appendices. The Company may revise these terms of use at any time by amending these pages.

2     Definitions

2.1 In these special conditions the following words shall have the following meanings:

2.2 Trade Customer – means a Customer who purchases Goods with a view to resale in the ordinary course of its business and/or who The Company notifies is classified as such. Also known as The Customer.

2.3 All other meanings are set out in The Company’s standard terms and conditions.

3 Retention of Title – Trade Customers

3.1 Until such time as The Company has received payment in full (in cash or cleared funds) for all Goods that The Company has from time to time supplied to a Trade Customer (including any applicable VAT, duty and delivery charges), all such Goods supplied to that Trade Customer shall remain the property of The Company.

3.2 Until ownership of Goods has passed to a Trade Customer, the Trade Customer shall (unless the Goods are held as Reserves or have been resold in accordance with Section 3.3):

3.2.1 Store the Goods separately from other goods of the Trade Customer and/or keep them in such a way (at no cost to The Company) that they can be readily identified as being the property of The Company; 

3.2.2 Hold the Goods on a fiduciary basis as The Company Bailee; 

3.2.3 Not destroy, deface or obscure any identifying mark on or relating to the Goods; and

3.2.4 Maintain the Goods in satisfactory condition and keep them insured on behalf of The Company for their full replacement value against all risks.

3.3 Until ownership of Goods has passed to a Trade Customer, The Company grants the Trade Customer the right to resell the Goods in the ordinary course of business at full market value on the basis that the Trade Customer has no authority to enter into any contract of sale on The Company’s behalf, but does so as principal, and provided that the Trade Customer shall hold in trust and pay to The Company on demand the proceeds of any such sale to the extent that any sums are owed by the Trade Customer to The Company .

3.4 Without prejudice to any other remedy that The Company may have, The Company may, at any time, revoke the Trade Customer’s power of sale under Section 3.3 by notice to the Trade Customer if the Trade Customer is in default in payment of any sum whatsoever due to The Company , or if any cheque (or other negotiable instrument) drawn by the Trade Customer in favour of The Company is dishonoured on presentation for payment, or if The Company has bona fide doubt as to the solvency of the Trade Customer.

3.5  A Trade Customer’s power of sale under Section 3.3 shall automatically cease if, in the case of a Trade Customer who is an individual, that Trade Customer has a bankruptcy order made against him/her or makes an arrangement or composition with his/her creditors, or otherwise takes the benefit of any statutory provision in force from time to time for the relief of insolvent debtors, or, in the case of a Trade Customer which is an entity, that Trade Customer is being wound-up or enters into a company voluntary arrangement (within the meaning of Part 1 Insolvency Act 1986) or is placed into administration, administrative receivership or voluntary liquidation or a receiver is appointed over any of its assets or the Trade Customer enters into any other insolvency proceedings governed by the provisions of the Insolvency Act 1986 and/or the Law of Property Act 1925 (in each case as consolidated, re-enacted, modified or replaced from time to time) or any analogous insolvency proceedings in any other applicable jurisdiction. A Trade Customer shall notify The Company without delay if any of the events specified in this paragraph occurs.

3.6 Upon the revocation of the Trade Customer’s power of sale under Section 3.4 or its automatic cessation under Section 3.5, all amounts payable in respect of all Goods supplied shall become due immediately whether or not such amounts are then due and payable.

3.7 Without prejudice to any other remedy that The Company may have, The Company may, at any time, revoke the Trade Customer’s power of sale under Section 3.3 by notice to the Trade Customer if the Trade Customer is in default in payment of any sum whatsoever due to The Company , or if any cheque (or other negotiable instrument) drawn by the Trade Customer in favour of The Company is dishonoured on presentation for payment, or if The Company has bona fide doubt as to the solvency of the Trade Customer.

3.8 Each Trade Customer grants The Company, its agents and employees (with such transport as is necessary) an irrevocable licence at any time to enter any premises of the Trade Customer, or to which the Trade Customer has access, where Goods may be or are believed to be situated for the purpose of inspecting Goods to which The Company has title or, where the Trade Customer’s power of sale has been revoked or ceased, to recover any Goods to which The Company has title. The Company may dispose of the recovered Goods so as to discharge any sums owed by the Trade Customer to The Company.

3.9 The Company may maintain an action for the purchase price of the Goods notwithstanding that ownership of them has not passed to the Trade Customer.

1. Any description given or applied to the Goods is given by way of identification only and the use of such description shall not constitute a sale by description. For the avoidance of doubt, the Customer hereby affirms that it does not in any way rely on any description when entering into the contract.
2. Where a sample of the Goods is shown to and inspected by the Customer, the parties hereto accept that such a sample is so shown and inspected for the sole purpose of enabling the Customer  to judge for itself the quality of the bulk, and not so as to constitute a sale by sample.
3. Deliveries in respect of orders for goods may only be postponed with the written agreement of The Company. If the Customer cancels an order, The Company will be entitled to charge the Customer for any losses suffered as a result of the cancellation. There shall be no requirement to prove such losses provided they do not exceed 25% of the value of any orders cancelled.
4. The Company shall be entitled, on the termination of this contract and without prejudice to any other claims against the Customer:

7.0.1 To recover from the Customer the cost of any goods acquired by the Company for the Customer.

7.0.2 To charge the Customer by way of cancellation a sum not less than 25% of the invoice value of the goods ordered by the Customer but not delivered by the Company.

7.1 Orders for goods manufactured or purchased in accordance with the Customer’s specifications may not be cancelled without the written authority of the Company. The Customer undertakes to indemnify the Company for all costs and expenses resulting from a breach of this condition by the Customer. Provided for in this document are reasonable in the circumstances and that if they had not been included the sale price would have been materially increased.

1. The Company is registered under the HMRC Alcohol Wholesaler Registration Scheme and is required to undertake regular due diligence checks on its customers. Any customer that doesn’t pass such checks may have their account suspended and any suspicious behaviour will reported to HMRC.
2. Nothing contained in these special Terms and Conditions shall be construed as establishing or implying any partnership or joint venture between the parties and nothing in these special Terms and Conditions shall be deemed to construe either of the parties as the agent of the other.
3. The contract between the Customer and The Company for the sale of Goods shall not be assigned or transferred, nor the performance of any obligation sub-contracted, in either case by the Customer, without the prior written consent of the Company.
4. The failure by either party to enforce at any time or for any period any one or more of these special Terms and Conditions herein shall not be a waiver of them or of the right at any time subsequently to enforce all Terms and Conditions of this Agreement.

Appendix 1 SECTION 9

Sale or Returns

1. These special conditions and the standard terms and conditions apply to and form part of every contract between The Company and its Customers (“Customer”). No terms and conditions which the Customer may seek to impose and/or variations of these conditions shall have any effect on this contract and must be read in conjunction with the standard terms and conditions at all times and with its Appendices. The Company may revise these terms of use at any time by amending these pages.

1. From time to time The Company may offer goods on a Sale or Return basis. For promotional reasons the provisions of this clause shall be without prejudice to the provisions of the Company’s special conditions and the standard terms and conditions that govern defective goods. The provisions of this clause apply only to undamaged goods which the customer wishes to return to the Company on a sale or return basis.
2. Goods offered on a Sale or Return basis are subject to the following terms, in addition to Section 1 above. By accepting delivery of the goods the Customer is agreeing to the terms and conditions stated below.

1. All Sale or Returns must be agreed in writing and/or email prior to the sale. Sale or Return terms will only be agreed at the discretion of The Company and must be signed off by a Director of the Company.
2. The Customer will agree a return date for the goods and this shall be no later than 1 month after The Company delivers the goods.

4        Subject to the above, payment is due as per Section 8 of the standard terms and conditions.

5     Subject to Sections 2 and 3.1 above, for a period of 14 days starting on the Return Date the Customer shall have the right to return the goods to The Company without prior authorisation provided that:

5.1     Payment must not be withheld and must be received by the Company in accordance with the standard terms and conditions;

1. The Returned goods must be undamaged and must be in a saleable condition, requiring no removal of the original labels or defacing marks on the same. The Customers labels or any other additional material which may have been attached to the returned goods or their packaging must be removed;
2. The Company shall be under no obligation to reimburse or return returned goods to the customer in the event that the requirements of these sub-clauses are not met.

1. Notwithstanding the above, The Company may, at its sole discretion, accept returned goods which have been damaged or marked and may credit to the Customer a reduced sum calculated with reference to the estimated value of the returned goods taking account of any such damage.
2. The cost of returning any and all returned goods under this clause shall be borne exclusively by the Customer at all times unless agreed by The Company.
3. Any and all credits due to the Customer under this clause shall be made by The Company within 30 days of receipt of the returned goods in an undamaged and saleable condition as set out above.
4. The Company shall issue a credit note for returned goods to the customer upon receipt of the returned goods which shall set out the sums due to the Customer by way of reimbursement including any deductions or set-off for damaged or otherwise non-saleable goods.
5. As to the risk and retention of title in returned goods, risk of damage to or loss of the returned goods shall pass back to The Company only at the time of delivery or, if the Company wrongfully fails to take delivery of the returned goods, the time when the Customer has tendered delivery of the returned goods subject to the standard terms and conditions.

Appendix 1. SECTION 10

Loyalty Cards

1.1 These special conditions and the standard terms and conditions apply to and form part of every contract between The Company and its Customers (“Customer”). No terms and conditions which the Customer may seek to impose and/or variations of these conditions shall have any effect on this contract and must be read in conjunction with the standard terms and conditions at all times and with its Appendices. The Company may revise these terms of use at any time by amending these pages.

1.2 The Company names on the Loyalty Card may change from time to time as it sees fit, see Section 1 of the standard terms and conditions.

1.3 The Company reveres the right to change the title, name, promotional name/title and/or logos and/or designs on the Loyalty Cards as it sees fit. Reproduction of materials, logos and copyright, is subject to our standard terms and conditions and Appendices.

1.4 These terms and conditions do not affect the Customer’s statutory rights.

1. Loyalty Cards cannot be used in conjunction with any other offers.
2. The Loyalty Card cannot be used as full or part payment for any goods for sale in the Company’s premises.
3. The Loyalty Card cannot be used to purchase any other vouchers or tokens, cannot be exchanged for cash and are non-refundable in any circumstances.
4. The Loyalty Card is for personal use only and cannot be sold nor used for commercial purposes.
5. The Company is not liable for lost or stolen Loyalty Cards.
6. The back of the Loyalty card will have the terms of the loyalty offer in place at the time, such as “Receive 1 stamp when the Customer spends £5 or more on food from the fresh food counter.  After 8 stamps redeem these against 1 free medium salad box, whilst stocks last.  This cannot be used in conjunction with any other offers and expires on the 01/04/2019”, or as the terms may be.
7. The Company reserves the right to update and change the terms and conditions of The Company Loyalty card at any time.

Appendix 1 SECTION 11

Gift Vouchers and Cards.

1.1 These special conditions and the standard terms and conditions apply to and form part of every contract between The Company and its Customers (“Customer”). No Terms and Conditions which the Customer may seek to impose and/or variations of these conditions shall have any effect on this contract and must be read in conjunction with the standard terms and conditions at all times and in conjunction with its Appendices. The Company may revise these terms of use at any time by amending these pages.

1.2 These terms and conditions refer to Gift Vouchers and Gift Cards (known collectively as Gift Cards).

1.3 The Company names on the said Gift Cards may change from time to time. See Section 1 of these terms and conditions.

1.4 The Company reserves the right to change the title, name, promotional name/title and/or logos and/or designs on the Cards as it sees fit. Reproduction of materials, logos and copyright.

1.5 These terms and conditions do not affect The Customer’s statutory rights.

1. The Company reserves the right to update and change the terms and conditions of Gift Cards at any time.  
2. Use of the Gift Card constitutes acceptance of The Company’s standard and these special terms and conditions.
3. Gift Cards remain the property of The Company and The Company maintains the right to cancel the Card where it is deemed necessary.
4. Gift Cards can be purchased at any of the Company’s Retail shops.
5. The Gift Card can be purchased with a minimum value of £10 and have a maximum value limit of £1,000. This limit cannot be exceeded by either performing balance transfers or top-ups.  
6. Promotion codes, discounts and offers cannot be used to purchase Gift Cards.
7. Additional monetary value can be added to an existing Gift Card (top-ups) at any of the Company’s Retail shops, subject to 6 above.
8. Gift Cards cannot be purchased or topped up online or used against any online orders.
9. Gift Cards cannot be used to purchase other Gift Cards.
10. No Refunds will be given on a Gift Card.
11. The Company will cancel the value of the Gift Card if The Company’s fail to receive payment from the Customer as set out in Section 8 of The Company’s standard terms and conditions.
12. The value of the Gift Card can only be redeemed in the Company’s Retail shops.
13. At certain times exclusions may apply where a Gift Card cannot be used to make a particular purchase. The Company reserves the right to amend these exclusions at any time.
14. When the amount of the purchase is deducted from the balance of the Gift Card change will not be given. Any balance on a Gift Card can be used as full or part payment against future purchases.
15. The Company reserves the right to refuse to accept a Gift Card which it deems to have been tampered with, duplicated, damaged or altered, or which is otherwise suspected of being potentially fraudulent.
16. The balance of a Gift Card can be checked in any The Company’s Retail shops.

18.1 In cases of a Gift Card being lost or stolen or any balance lost on a Gift Card as a result theft or fraud, The Company will not replace or reimburse any remaining balance on a Gift Card. The Company cannot be held responsible for any balance lost. The Company also cannot be held responsible for the unauthorised use of the Gift Card.

18.2 However, if the Company does replace or reimburse any monies on a Gift Card it will be entirely under the goodwill of The Company and is not under any contractual obligation and is entirely at the The Company’s discretion.

1. Balances cannot be transferred between Gift Cards.
2. A Gift Card is valid for a period of 24 months from the date of purchase.
3. A Gift Card is not a cheque guarantee, credit or charge card.
4. If the Gift Card becomes damaged the Company will be able to replace the Gift Card under its own discretion and/or goodwill of the Company.
5. Gift Cards are only available in UK Sterling.
6. Should the Customer return a product/s purchased using a Gift Card for exchange any refund amount due will be credited to the Gift card only or a new Gift Card may be issued.
7. If a partial refund is made for any purchase made using the Gift Card and another method of payment, then any refund amount owing will be credited to the Gift Card. 
8. If the total to be refunded is more than originally paid on a Gift Card, then any remaining refund balance will be credited to the Gift Card. 

Appendix 1 SECTION 12

The Company Website, Free Wi-Fi Public Access and Social Media

Special Terms and Conditions

1. 1. These special conditions and the standard terms and conditions apply to and form part of every contract between The Company and its Customers (“Customer”). No terms and conditions which the Customer may seek to impose and/or variations of these conditions shall have any effect on this contract and must be read in conjunction with the standard terms and conditions at all times and in conjunction with its Appendices. The Company may revise these terms of use at any time by amending these pages.
   2. These terms and conditions (the “Terms”) govern the use of The Company website (the “The Company website”). Please read these terms carefully. Do not use (or continue to use) the Company website if you do not agree with these Terms.
   3. Website sales are not available if The Customer is resident in certain countries including countries where the sale of alcohol is prohibited. The Customer is responsible for complying with the laws of the country in which The Customer is located. If The Customer is unsure about the law in the country where The Customer is located then please leave this site and check the legal position before continuing.
2. Use of the Company Website

4.1 The Company website is provided for the Customer’s personal use subject to these Terms. By using the Company website, the Customer agrees to be bound by these Terms.

4.2 All orders and purchases made via the Company website will be governed by these terms and conditions in conjunction with the Company’s standard terms and conditions of sale.

4.3 The Company website and the information on The Company website may be changed or updated without notice. Any of the content on The Company website may be out of date at any given time and The Company is under no obligation to update it.

4.4 The Company does not guarantee that its website, or any content on it, will be free from errors or omissions.

4.5 The Customer agrees not to use the Company website to send or post any message or material that is unlawful, harassing, defamatory, abusive, indecent, threatening, harmful, vulgar, obscene, sexually orientated, racially offensive, profane, pornographic or violates any applicable law and The Customer hereby indemnifies The Company  against any loss, liability, damage or expense of whatever nature which The Company or any third party may suffer which is caused by or attributable to, whether directly or indirectly, The Customer’s use of The Company website to send or post any such message or material.  

4.6 The Company may revise these Terms and any other legal notice on the Company website (including the privacy policy). All changes will be effective when posted on the Company website. The Customer should check The Company website from time to time to review these Terms and other legal notices, because they are legally binding on you.

1. Registration

5.1 To register with The Company via The Company website, the Customer must be of legal drinking age in the country where the Customer is located. The Customer is responsible for ensuring that the details provided by The Customer on registration are correct and complete and for informing us of any changes to the information provided.

5.2 When the Customer registers to use the Company website, the Customer will be given an automatically generated password. The Customer will then be asked to change the password to one preferable. The Customer will be responsible for all activities and orders that occur or are submitted under their password. If the Customer forgets their password, The Customer can request for it to be sent to the Customer’s email address. The Customer must keep their password confidential. If the Customer knows or suspects that someone else knows their password, the Customer should notify us by contacting us immediately at orders@jeroboams.co.uk. If The Company has reason to believe that there is likely to be a breach of security or misuse of the Company website, The Company may require the Customer to change their password or The Company may suspend The Customer account in accordance with Section 10.3 below.

5.3 Personal information which the Customer submits will be held and processed by The Company in accordance with The Company’s privacy policy.

1. Pricing

6.1 The prices shown may only be applicable to purchases made via the Company website. Prices in The Company printed material may be higher or lower than those shown.

6.2 Every effort is made to ensure that all prices are correct at time of display online and include VAT where appropriate. In the unlikely event of an administrative error resulting in an incorrect price being displayed on The Company website, The Company reserves the right to correct the price. Where The Company discovers an error in the price of any goods that The Customer have ordered, The Company will not be obliged to proceed with the Customer’s order and The Company  will usually endeavour to inform The Customer of the error and the correct price as soon as possible. In these circumstances, The Customer will not be bound to continue the purchase.

6.3 In no circumstances will The Company  be obliged to proceed with the Customer’s purchase of wine at an incorrect price, even if The Company  have accepted The Customer order for goods displayed at the incorrect price and/or failed to inform The Customer of the error.

1. Orders

7.1 Once the Customer has placed an order, The Company will acknowledge receipt by sending an email to The Customer at the address that the Customer supplied when registering with The Company website. Once the Customer order has been processed and accepted, The Company will confirm the acceptance of the Customer’s order by sending an invoice to the Customer by email and/or by post. This brings into existence a legally binding agreement between the 2 parties subject to Section 6 above concerning incorrect prices.

1. Delivery

8.1 Please refer to Section 6 of The Company’s standard terms and conditions.

1. Website Availability

9.1 Whilst The Company endeavours to ensure that The Company website is normally available 24 hours a day, The Company shall not be liable if for any reason this The Company website is unavailable at any time or for any period.

9.2 Access to The Company website may be suspended temporarily and without notice in the case of system failure, maintenance or repair or for reasons beyond The Company’s control.

9.3 The Customer’s access to the Company website, the Customer’s ability to participate in all or certain parts of the Company website and/or the Customer’s registration may be terminated by The Company at any time without notice and without any liability. Any limitations on The Company’s liability will survive such termination.

1. Third Party Materials

10.1 The Company  is not responsible for the contents of any websites operated by a third party which may be accessed via The Company website and The Company does not accept any obligation, gives no assurance and assumes no liability or responsibility (whether express or implied) in relation to any content on any other websites. All links on The Company website are provided for the Customer’s convenience only and do not imply that The Company approves or recommends the content of such websites.

11 Cookies

11.1 The Company use cookies on this site to enable certain parts of the site to function and to collect non-personal information about The Customer use of the site so that The Company can improve The Customers experience.

11.2. By the Customer using The Company the web site, will imply that The Customer have read this policy and agree to us sending The Customer cookies.

11.3. Some features used on this The Company website may involve a cookie being sent to The Customer computer by a third party.  

1. Intellectual Property

12.1 The Company name, logo, corporate symbols and trademarks are the sole property of The Company and no permission is given in respect of their use. The Company website and its contents are protected by UK and international copyright laws and other intellectual property rights. Unless otherwise indicated, The Company is the owner of the copyright and all other intellectual property rights in the Company website and its contents. Save as set out below, no part of the Company website may be reproduced, modified, copied or used for any commercial purpose without the prior written permission of The Company

12.2 The Customer may retrieve and display the contents of the Company website on a computer screen, or print one copy of such content (including the Terms and Conditions of Sale and any order confirmation) for the Customer’s own personal use, provided the Customer keeps intact all and any copyright and proprietary notices.

1. Liability

13.1 The Company website is provided without any warranties or guarantees. To the extent permissible by any applicable law, The Company and their officers, directors, employees, shareholders or agents of any of them, exclude all liability and responsibility for loss or damage of whatever nature (including but not limited to loss of profits or anticipated savings or wasted expenditure) arising from or in connection with the Customer’s access to or use of The Company website, or reliance on The Company website, regardless of whether such loss or damage would arise in the ordinary course of events or otherwise, is reasonably foreseeable or otherwise, or is caused by any error or omission on The Company website (whether negligent or not), except that nothing affects any liability of The Company, its associated companies and their officers, directors, employees, shareholders or agents of any of them for death or injury caused by their negligence or any other liability which may not be excluded or limited by law.

13.2 Whilst The Company makes reasonable attempts to exclude viruses or other destructive computer codes from The Company website, it does not accept any obligation, gives no assurance and assumes no liability or responsibility (whether express or implied) in relation to viruses or such computer code. The Customer should take all appropriate safeguards before using The Company website or downloading from The Company website.

13.3 Nothing in this section applies to The Company’s liability for goods purchased through the Company website, which is governed by The Company’s terms and conditions of sale.

1. Governing Law

14.1 The Terms and The Customer use of this The Company website shall be governed by English law. By using the Company website and accepting theses Terms the Customer submit to the exclusive jurisdiction of the courts of England and Wales, save that The Company  may take action in any appropriate jurisdiction to protect its intellectual property rights or to recover any amount owed to The Company.

1. General

15.1 If any provision of the Terms is deemed unlawful, void or for any other reason unenforceable then that provision shall be deemed severed from the Terms and shall not affect the validity and enforceability of any remaining provisions.

15.2 The Company’s failure to exercise or enforce any rights or any provision of the Terms will not constitute a waiver of such right or provision unless acknowledged and agreed to by The Company in writing.

15.3 The section titles in the Terms are for convenience only, and have no legal or contractual effect.

1. Free Wi-Fi Public Access

16.1 The Customer’s use of The Company’s Wi-Fi service constitutes the Customer’s agreement to The Company’s terms and conditions of use.

1. The Company is providing this free Wi-Fi service. The network is free for as long as the building is open. The Company does not guarantee the availability or speed of The Company’s Wi-Fi service nor is The Company responsible for slow response times, the non-availability of any site nor any other issue that interferes with the Customer’s use of The Company’s Wi-Fi service.
2. The Company is not under any obligation to the Customer to provide The Company’s Wi-Fi service nor is The Company liable to the Customer (or any third party) in any way if The Company’s Wi-Fi service is not available for use.
3. The Company may terminate provision of The Company’s Wi-Fi service without notice and at The Company’s discretion.
4. Use of The Company’s Wi-Fi service is entirely at the Customer’s own risk and The Company will not accept any liability for any loss of any kind.  
5. The Company cannot guarantee that The Company’s Wi-Fi facility will be compatible with any device or hardware.
6. The Company is not responsible for The Customer device’s or hardware’s inability to use or access The Company’s Wi-Fi service caused by the state of the Customer’s device or hardware.
7. The Customer acknowledges that The Company’s Wi-Fi network is unsecured and information sent over the network may be visible to others.
8. The Company cannot be held responsible for the privacy or security of the Customer’s activities. The Company strongly recommends that the Customer use a personal firewall and takes due care when transmitting confidential information such as credit card details over the internet.
9. The Company cannot be held responsible for any losses resulting from sending confidential information via the internet.
10. It is the Customer’s responsibility to provide antivirus and malware protection for the Customer’s device or hardware. The Company will not accept any liability for damage to the Customer’s device or hardware through the Customer using inadequate security settings or failure to protect device or hardware by using appropriate software, nor are The Company responsible for any viruses or spyware which may be downloaded on to the Customer’s device while using The Company’s Wi-Fi service.
11. The Company assumes no responsibility for the safety of the Customer’s device or for laptop configurations, security, or data files resulting from connection to The Company’s Wi-Fi service.
12. The Company cannot provide technical assistance to the Customer in relation to using The Company’s Wi-Fi service.
13. Printing is not available using The Company’s Wi-Fi service.
14. The Company provide access to the World Wide Web for basic usage and browsing, but do not provide telnet, ftp or Internet Relay Chat software.
15. To minimise access to inappropriate material The Company blocks certain websites and chat rooms using filtering software. This software, however, may not always prevent access to such material and The Company is not responsible if any unsuitable sites have not been blocked. If the Customer finds a website that has been inappropriately blocked, or in the Customer’s opinion should be blocked, the Customer may request that the site be changed by sending an email to customerservices@jeroboams.co.uk.
16. If the Company decides the site complies with The Company’s acceptable use policy, The Company shall unblock it. The Company would hope to unblock the site within 10 days but it may take longer.
17. The Company will monitor use of The Company’s Wi-Fi service, including websites visited. As providers of an internet service, The Company is responsible for responding to official requests for information from the police and for complying with relevant legislation.
18. The Company is not responsible for the accuracy, validity or legality of any information made available through the internet.
19. The Company is not responsible in any way for goods, services, information or any other materials or content the Customer obtains through the Internet while using The Company’s Wi-Fi service.
20. Where the Customer has indicated that they are happy to receive emails, The Company may send emails to the Customer but the frequency and content of those emails will be at The Company’s discretion and The Company accepts no liability for the accuracy of the information provided.
21. The Company provides The Company’s Wi-Fi service to the Customer in accordance with The Company’s privacy policy as set out in The Company’s standard terms and conditions.
22. Generally, The Company may use, and the Customer consents to The Company using the personal information provided when the Customer signs on tor The Company’s Wi-Fi service for the following purposes:

38.1 To contact The Customer for feedback to evaluate and/or develop The Company’s Wi-Fi service.

38.2 To provide The Customer with information.

38.3 For statistical purposes to monitor the use of The Company’s Wi-Fi service.

38.4 To disclose to a regulator, court, law enforcement service, or other public body under any regulatory, government or legal requirement.

1. The Customer is fully responsible for all activities and communications that take place during the Customer’s use of The Company’s Wi-Fi service.
2. The Customer must not attempt to gain unauthorised access to any computer, computer network, system or information or engage in any illegal or unlawful activities.
3. The Customer must not deliberately search for pornographic, obscene, violent or racist materials or use search terms considered to be obscene, racist or offensive. The Wi-Fi service is filtered but this is not always effective in blocking unsuitable material.
4. The Customer must take responsibility for their own use of the service and their own activities.
5. The Customer must not send e-mails or messages, post blogs, publish or download content or carry out any other activity through The Company’s Wi-Fi service in any way which is offensive, racist, discriminatory, obscene, promotes violence or public disorder, is intended to deceive, infringes copyright or other intellectual property rights, breaches confidential information, privacy or any other rights or is done with any criminal or terrorist intent.
6. The Customer must not use The Company’s Wi-Fi service to send spam emails or other unsolicited advertising or promotional materials.
7. Many of the pages on the internet are subject to copyright. Do not infringe any of the copyright regulations that apply to The Company’s web pages.
8. The Customer will indemnify The Company and any organisation managing and/or supporting The Company’s Wi-Fi service against all losses, damage, expenses (including reasonable legal costs and expenses), liabilities or claims arising out of the Customer breaking any of the terms and conditions of use of The Company Wi-Fi service.
9. Social Media

47.1. The opinions or views expressed on The Company’s social media platforms, including, but not limited to, blogs, Facebook and Twitter pages, represent the thoughts of individual users and online communities, and not necessarily those of The Company or any of its corporate partners, affiliates or any of their respective directors, officers, employees, staff or members of its respective board of directors.

1. The opinions and views expressed on The Company’s social media platforms do not in any way reflect the views of the site they are posted on, other sites affiliated with the site, The Company’s staff involved with maintaining the site or any members of the site. By submitting content (defined as materials, advice, representations, opinions and views) to any of The Company’s social media sites or platforms.
2. The Customer understands and acknowledges that this information is available to the public, and that the Customer is allowing The Company to have a permanent right to use the Customer’s comments for The Company’s business purposes including but not limited to internal and external promotions. This could include using, republishing, reproducing, distributing, changing or displaying the comments across The Company’s brand products and other websites without restriction from time of submission in perpetuity.

50.1 The Company does not control or guarantee the accuracy, relevance, timeliness or completeness of information contained on a linked website. Content is provided “AS IS.”

50.2 The Company does not endorse the organisations sponsoring linked websites or the views they express or the products/services they offer.

50.3 The Company cannot and does not authorise the use of copyrighted materials contained in linked websites. Users must request such authorisation from the sponsor of the linked website.

1. While The Company makes reasonable efforts to monitor and moderate content posted on its social media platforms, neither The Company nor its employees or other affiliated individuals have the ability to moderate all comments at all times and cannot always respond immediately to online requests for information. The Company reserves the sole right to review, edit and/or delete any comments it deems inappropriate. Comments including, but not limited to, the following may be deleted or edited if deemed inappropriate or irrelevant by the moderators:

51.1 Abusive or hurtful comments about a user or another participant.

51.2 Off-topic and redundant comments (this includes promotion or solicitation of events, groups, pages, websites, organisations, products and programs not related to or affiliated with The Company).

51.3 Comments that use foul language or “hate speech” (for example, including but not limited to racial, ethnic or gender-bashing language).

51.4 Personal attacks or defamatory statements or comments (i.e., making negative personal, speculative or untrue comments about a participant), instead of just criticising his/her posting, opinion or comments.

51.5 Comments that violate the privacy of any individual.

51.6 Comments that are derogatory characterizations of any ethnic, racial, gender, professional, age or religious groups.

51.7 Content that defames, misrepresents or contains disparaging remarks about other people, products or companies. Comments that suggest or encourage illegal activity.

51.8 Comments that reference any claims or share personal, account or policy information.

51.9 Comments or links to sites that contain viruses or malicious software.

1. All links to external websites found linked from The Company’s social media sites are provided as a service and convenience to readers. We make no representation concerning the content, quality, timeliness, safety or suitability of their contents, nor are we liable for the content or availability of external websites.
2. The Company make no endorsement, expressed or implied, to any hypertext links, and as such are not responsible for the content of external websites.

Appendix 1 Section 13

Intellectual property

Reproduction of Materials and Logos and Copyright

1.1 These special conditions and the standard terms and conditions apply to and form part of every contract between The Company and its Customers (“Customer”). No terms and conditions which the Customer may seek to impose and/or variations of these conditions shall have any effect on this contract and must be read in conjunction with the standard terms and conditions at all times and with its Appendices. The Company may revise these terms of use at any time by amending these pages.

1.2 Use of the Company’s Logo or Names

1.3 The use of The Company’s logos and/or The Company’s initials and trading names and/or The Company’s combined name on any document or in association with any information signifies that the document or information has been prepared or approved by The Company or products promoted in that publication are covered by The Company’s standard terms and conditions and appendices.

1.4 The logo and/or initials, word mark and/or combined word mark is used only on materials generated by The Company.

1.5 Use of any of The Company’s logos and/or initials and/or combined word marks as they appear above without The Company’s consent infringes the trademark registration held in respect of the logo, word mark and/or combined word mark. Only those organisations that are expressly permitted by The Company to use and/or reproduce The Company’s logo and/or initials, word mark and/or combined word marks for the promotion of products or services covered by The Company’s standard terms and conditions and appendices.

1.5.1 The customer must obtain The Company’s prior written permission for the use of the logo and/or initials, word mark and/or combined word mark and/or reproduction of the logo and/or initials, word mark and/or combined word mark.

1.5.2 All rights in The Company logo and/or initials and/or combined word mark in all parts of the world are vested in The Company.

1.5.3 Any person (including an Authorised Firm) permitted to use the logo and/or initials, word mark and/or combined word mark will not, nor directly or indirectly assist any other person to do or fail to do any act or thing whereby:

1.5.4 The validity, enforceability or The Company’s ownership of; or the reputation or goodwill associated with, The Company’s logo and/or initials, word mark and/or combined word mark is likely to be prejudiced.

1. Reproduction of Materials

2.1 Subject to the conditions set out below, The Company has no objection to organisations reproducing in their own publications, or on their internal computer networks, materials published by The Company on The Company’s external website and issued in electronic form or otherwise by The Company.

2.2 The conditions are as follows:

2.2.1 An acknowledgement of the source of the material so reproduced should be made.

2.2.2 The material should be clearly identified as belonging to The Company and separated from any comment made on it by the organisation or by others.

2.2.3 The organisation should ensure that it is using the latest available version of the material.

2.2.4 Readers must not be given the impression that The Company is responsible for, or has in any way approved, the publication in which this material is reproduced.

2.2.5 No fee may be charged by the organisation for the reproduction and/or distribution of The Company’s material.

2.2.6 The organisation shall not alter or amend material published by The Company.

2.3 Copyright in all materials produced by The Company remains with The Company. See the specific section below dealing with copyright for more information on this area.

1. Copyright

3.1 The Company owns the copyright and any other rights in all material on The Company’s website other than any third party stock images (such as photographs) and other material as indicated.

3.2 The customer may print and download extracts from The Company’s website on the conditions specified in the section headed “Terms and Conditions” and which include the following conditions:

3.2.1 the documents and related graphics on the Company’s website are for personal use or for use within an individual firm or organisation; any copies of these pages that the customer saves to any storage medium may (subject to the exception referred to at 3.2.4 below) only be used for subsequent personal viewing purposes of for viewing within the firm or organisation by which they re-saved or stored;

3.2.2 any extracts which are printed may only be used for personal viewing – or for viewing within the firm or organisation by which they were printed (subject only to the exception referred to at 3.2.4 below);

3.2.3 neither pages saved or stored in any way, nor extracts printed, may (subject to the exception referred to at 3.2.4 below) be distributed to third parties or sold or otherwise circulated for profit;

3.2.4 The only permitted exception to the general rules stated in clauses 3.2.3 above is where extracts (of no more than a few relevant provisions) are copied to individual third parties incidental to advice or other activities;

3.2.5 No documents or related graphics on The Company’s website are to be modified in any way;

3.2.6 Graphics on The Company’s website are not to be used separately from the accompanying text; and

3.2.7 The source of The Company’s material must be acknowledged in all copies, either by appropriate words or by adding The Company’s full name.

3.2.8 The date that The Company last updated the information must be stated clearly on all copies.

3.2.9 The publication must not imply The Company’s endorsement of any company or product or of any conclusions drawn from the data.

3.3 The customer must not reproduce or store any part of The Company’s website in any other website or include it in any public or private electronic retrieval system or service, without The Company’s prior written permission.

3.4 Any rights not expressly granted in these terms are reserved.

1. Unless otherwise indicated, all intellectual property rights, including copyright, in the website design, text, graphics, sounds and other content and the selection and arrangement of these belong to The Company, its parent, subsidiary or sister companies or its licensors (“Owner”).

4.1 Except where permitted, no part of any material on The Company’s website may be reproduced, modified, distributed or republished in any form, including storing it in an electronic medium whether or not temporary or incidental to some other use, without the prior consent of its Owner in writing. In any event no intellectual property or other rights will be transferred to you.

4.2 You are authorised to download one copy of the material on The Company’s website onto one computer for personal, non-commercial use only. In doing so you are not permitted to remove or amend any trademark, copyright or other proprietary notice.

Appendix two

Broadbent’s ullage guide.

These special conditions and the standard terms and conditions apply to and form part of every contract between The Company and its Customers (“Customer”) No terms and conditions which the Customer may seek to impose and/or variations of these terms and conditions shall have any effect on this contract and must be read in conjunction with the main standard terms and conditions at all times and with its Appendices. The Company may revise these terms of use at any time by amending these pages.

1. Commonly used terms for ullage of Bordeaux bottles. (Capsule line appears to indicate depth of cork).

2. In the late 1980s, Master of Wine and senior consultant of Christie’s auction Michael Broadbent developed a guide for evaluating the ullage levels of matured wines. While the focus of his guide was primarily on Bordeaux, it has been generally accepted and widely used in the wine market as an evaluation tool for all sorts of wine.

3. The terms are used to describe the levels of wine in a wine bottle. They are commonly used to describe old wine bottles offered for sale in wine auctions and by dealers in rare wine.