1.1 Company details. Drink Warehouse UK Ltd (company number 07166396) (“Company”, “we” and “us”), is a company registered in England and Wales and our registered office is at Unit 2a & 2b Sapphire House, Sapphire Way, Minster, Kent, United Kingdom, CT12 5FE. Our VAT number is 988745931.
1.2 Contacting us. Should you have any feedback or complaints, including service and process then please call our customer service team on 01843 596 511
2.1 Our contract. These terms and conditions (“Terms”) together with the customer credit/cheque account application, personal guarantee and direct debit mandate (as the case may be) and any other document agreed between you and us apply to the order by you, the Customer (“Customer”, “you”) and supply of Goods (“Goods”) by us to you (“Contract”). No other terms are implied by trade, custom, practice or course of dealing. The Company reserves the right to amend these Terms without prior notice.
2.2 Entire agreement. The Contract is the entire agreement between us in relation to its subject matter. You acknowledge that you have not relied on any statement, promise or representation or assurance or warranty that is not set out in the Contract.
3.1 Placing your Order. Each order (“Order”) is an offer by you to buy the Goods specified in the Order (“Goods”) in accordance with these Terms. Please check the Order carefully before confirming it. You are responsible for ensuring that your Order is complete and accurate.
3.2 Accepting your Order. Our acceptance of your Order takes place when we send you a written acceptance of it or we do any act consistent with fulfilling the Order, at which point the Contract between you and us will come into existence.
3.3 Discretion to accept Order. The Company reserves the right to refuse to accept an Order and/or to terminate any Customer's trading account without explanation or notice. Abusive behaviour from a Customer to the Company or its employees will not be tolerated. The Company reserves the right to refuse to sell Goods to such Customer.
3.4 If we cannot accept your Order. If we are unable to supply you with the Goods for any reason, we will inform you of this in writing and we will not process your Order. If you have already paid for the Goods, we will refund you the full amount including any delivery costs charged as soon as possible.
3.5 Availability. All Goods are subject to availability and market conditions. We may limit the quantities of Goods supplied to any one Customer. In the event of unavailability of any Goods you Order, we may offer a reasonable substitute. This may affect the price you pay. You may reject any substitute item and we will refund the amount you have paid for that substitute.
4.1 All descriptions, advertisements and illustrations of our Goods and price lists are intended to present a general indication of the Goods described and applicable prices and do not form part of the Contract.
4.2 We reserve the right to amend the specification of the Goods if required by any applicable statutory or regulatory requirements.
Unless individually agreed for a particular Order, sales are not made on a sale or return basis. The Company will not accept returns of Goods unless we have agreed to this in writing.
6.1 Delivery dates and times are approximate only and whilst we will endeavour to meet any times given, we are unable to guarantee any timed deliveries and we shall not be liable for any delay in delivery that is caused by an Event Outside Our Control (as defined in clause 17.1) or the Customer's failure to provide us with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.
6.2 Same day delivery may be available for Orders placed for delivery to the CT postcode if received by 10am Monday to Sunday but such service is subject to a number of factors including the delivery location and availability and cannot be guaranteed.
6.3 Deliveries will be made to the address specified by the Customer when the account was opened with us. It is the Customer's responsibility to ensure that the delivery area is safe and secure to deliver to at all times and to ensure the safety of the public and staff during deliveries. Subject to clause 11.1 and to the fullest extent permitted by law, the Company will not be liable for any accidents or injuries that occur, to the Customer or any members of public or tradesman, or any damage or expense during the delivery process, by whatever means. The Company advise that the Customer should ensure that all traffic routes (pedestrian and vehicle) are clear for delivery and should arrange that any open doors, or cellar doors should be supervised by a representative of the Customer, during delivery to ensure safety and security of the premises. The Customer shall allow the Company reasonable access to the delivery premises and shall use its best endeavours to ensure that a responsible person (over the age of 18) shall be at the place to take and sign for the delivery of the Goods.
6.4 On delivery of the Goods, all Goods should be thoroughly checked and the delivery note must be signed by the Customer, or the person accepting the delivery on behalf of the Customer, to either confirm acceptance of the Goods in good condition and in full or to note any issues as we are unable to address any issues after the delivery has been confirmed and signed for. Liability for damage or non-delivery of Goods cannot be accepted by us unless the delivery driver is notified on delivery and it is noted on the delivery note at the point of delivery.
6.5 For Customers collecting Goods from us, we accept no liability for any damage caused in transit. The Company can refuse entry to its premises to anyone at any time at its sole discretion.
6.6 Unfortunately, we do not deliver to addresses outside the UK.
6.7 Delivery is complete once the Goods have been unloaded at the address for delivery set out in your Order or collected by you or a carrier organised by you to collect them from us and the Goods will be at your risk from that time.
6.8 If we fail to deliver the Goods, we will not be liable to the extent that any failure to deliver was caused by an Event Outside Our Control (as defined in clause 17.1), or because the Customer failed to provide adequate delivery instructions or any other instructions that are relevant to the supply of Goods.
6.9 If the Customer fails to take delivery within five (5) days after the day on which we notified you that the Goods were ready for delivery or collection, we may resell part of, or all the Goods and after deducting any reasonable storage and selling costs, account to you for any excess over the price of the Goods or charge you for any shortfall below the price of the Goods.
7.1 All risk in the Goods shall pass to the Customer on delivery or collection from us.
7.2 The Company shall retain ownership to all Goods sold to the Customer until we have received payment in full of all sums due in connection with the supply of all Goods to the Customer at any time including all applicable delivery charges and any interest or other sum payable under the Contract.
8.1 Ownership of all kegs and gas cylinders remains with the Company. Unless otherwise agreed with the Company in writing, the Customer must return these to the Company in the same condition (fair wear and tear excepted) within one (1) year of purchase of the applicable Goods. If the Customer should fail to return any kegs and/or gas cylinders in the same condition in the specified time, then the Company shall:
(a) be entitled to charge the Customer for a cost of new replacement; or
(b) recover any kegs or gas cylinders from the Customer and for these purposes, the Company retains the right to enter the Customer's premises or any other premises where they may be stored.
8.2 Subject to clause 11.1 and to the fullest extent permitted by law, the Company accepts no liability for any damage or injury, however caused (including negligence) by any keg, gas bottle or pallet as a result of any act including misuse, neglect, accident, improper storage, installation, handling or alteration or otherwise. The Customer agrees to indemnify the Company against any liability whatsoever, howsoever arising (including negligence) in relation to kegs, pallets, and gas cylinders.
9.1 The price of the Goods will be as set out in the Companycs published price list in force at the date of the Order but prices are subject to change without notice and all Goods are invoiced at the prices current at the date of invoice. Whilst every endeavour will be made to supply at the prices quoted by the Company, we reserve the right to revise any prices at any time prior to delivery in the event of any changes in relevant rates of exchange, changes in duty or variation in market prices between date of Order and the date of invoicing.
9.2 Prices are exclusive of VAT which will be added to the invoice.
9.3 [The price of the Goods does not include delivery charges. Our delivery charges are as advised to you during the Order process.]No price list or catalogue of any of our sellers shall constitute offers for sale of any Goods described therein. All Goods are received by the seller without engagement on their part.
9.4 No price list or catalogue of any of our sellers shall constitute offers for sale of any Goods described therein. All Goods are received by the seller without engagement on their part
9.5 All special offers and pricing are subject to availability and at the discretion of the Company and may be withdrawn at any time without notice.
9.6 Unless agreed otherwise, through a credit agreement or otherwise in writing, all invoices are due for payment on delivery. Should you not want to pay cash, you can prepay for your Order by calling the Company's customer services prior to your delivery and making a card payment over the phone. Alternatively, you can transfer funds via BACs but all payments must be received prior to delivery. If payment has not been received in full by the date of delivery, Orders will not be delivered to the Customer and the Company reserves the right to add a five pound (£5) carriage charge to the Customer's account. We may require proof of identity in respect of cash transactions over nine thousand pounds (£9,000) or such other amount as we may determine from time to time.
9.7 Should a Customer wish to pay by cheque this must be agreed with the Company in advance, and a cheque account application will need to be completed. The Customer must ensure that the cheque is filled in correctly and that there are funds available in their account to cover the sum due. Post dated cheques will not be accepted. Any re-presented or failed cheques will be subject to an administration charge of forty pounds (£40) per cheque, and any further cheques from the Customer will not be accepted. The account will be placed on hold until the funds have been received in full by the Company.
9.8 Where payment is to be made by direct debit, payment will be collected by Drink Warehouse UK Ltd. Payment in accordance with this clause shall be a good and valid discharge of the Customer's obligations to pay the sum in question under the Contract.
9.9 Customers to whom credit facilities have been granted will be notified of the terms of such account and must settle accounts within the agreed terms.
9.10 The Company reserves the right to charge interest at five percent (5%) per annum over the base rate of the Company's bankers from time to time from when the overdue sum became due until it is paid.
9.11 The Customer will be responsible for all reasonable costs incurred in the recovery of any outstanding balance (including the employment of a debt collection agency and all potential legal costs). Debt collection charges will be levied against the value of the outstanding debt at the prevailing rates:
(a) between £100 and £1,999.99 a charge will be levied of 18%;
(b) between £2,000 and £3,999.99 will be charged at 6%;
(c) between £4,000 and £5,000 will be charged at 4%;
(d) between £5,001 and £10,000 will be charged at £500 plus VAT;
(e)between £10,001 and £50,000 will be charged at £650 plus VAT; and
(f) any balance over £50,000 will be charged at £1,000 plus VAT.
10.1 Should any of the Goods supplied through the Company be faulty or do not meet the product specifications, then please contact the Company or the manufacture direct. The Company accepts no liability for faulty Goods but can provide manufacture information through which the Customer can contact to raise their complaint. Should any returns be accepted by the Company, if we ask you to do so, you shall return the Goods to us at your cost and we will, at our option, raise a credit note on the Customer's account or replace the faulty Goods if applicable.
10.2 Subject to clause 11.1 and to the fullest extent permitted by law, the Company accepts no liability arising out of or in connection with the Goods.
10.3 The Goods are intended for use only in the UK. We do not warrant that the Goods comply with the laws, regulations or standards outside the UK.
10.4 The terms implied by sections 13 to 15 of the Sale of Goods Act 1979 are, to the fullest extent permitted by law, excluded from the Contract.
11.1 Nothing in the Contract limits or excludes our liability for:
(a) death or personal injury caused by our negligence;
(b) fraud or fraudulent misrepresentation;
(c) breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession); or
(d) any other liability that cannot be limited or excluded by law.
11.2 Subject to clause 11.1, we will under no circumstances be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Contract for:
(a) any loss of profits, sales, business, or revenue;
(b) loss of business opportunity;
(c) loss of anticipated savings;
(d) loss of goodwill; or
(e) any indirect or consequential loss.
11.3 Subject to clause 11.1, our total liability to you for all losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, will in no circumstances exceed one hundred and twenty five percent (125%) of the price paid for the Goods in the preceding six (6) month period in which the liability arose.
11.4 Except as expressly stated in these Terms, we do not give any representations, warranties or undertakings in relation to the Goods. Any representation, condition or warranty which might be implied or incorporated into these Terms by statute, common law or otherwise is excluded to the fullest extent permitted by law. In particular, we will not be responsible for ensuring that the Goods are suitable for your purposes.
Should any of the gas, kegs or casks supplied through the Company prove to be faulty or do not meet the product specifications then please contact the Company and we will assist you in the process. Our delivery team will pick up the item and complete the ullage form documents. All credits for faulty kegs / casks will be raised when received from the brewer/supplier, not on collection. If more than ten percent (10%) of the cask / keg has been used or if the product is out of date, then the Company will be unable to accept the return and/or raise a credit.
13.1 Without limiting any of our other rights, we may suspend the supply or delivery of the Goods to you, or terminate the Contract with immediate effect by giving written notice to you if:
(a) you commit a material breach of any term of the Contract and (if such a breach is remediable) fail to remedy that breach within seven (7) days of you being notified in writing to do so;
(b) you fail to pay any amount due under the Contract on the due date for payment;
(c) you take any step or action in connection with you entering administration, provisional liquidation or any composition or arrangement with your creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by Order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of your assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;
(d) you suspend, threaten to suspend, cease or threaten to cease to carry on all or a substantial part of your business; or
(e) your financial position deteriorates to such an extent that in our opinion your capability to adequately fulfil your obligations under the Contract has been placed in jeopardy.
13.2 Termination of the Contract shall not affect your or our rights and remedies that have accrued as at termination.
13.3 Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination shall remain in full force and effect.
14.1 The Customer may choose or be provided with, a user identification code, password or any other piece of information as part of the Company's security procedures. The Customer must treat such information as confidential and must not disclose it to any third party.
14.2 The Customer is solely responsible for all activity occurring under its and its authorised users' account.
14.3 The Company has the right to disable any user identification code or password, whether chosen by the Customer or allocated by us, at any time, if in our reasonable opinion the Customer or its authorised users have failed to comply with any of the provisions of the Contract.
14.4 If the Customer knows or suspect that anyone other than the Customer knows its user identification code or password, it must promptly notify the Company.
The Customer should not disclose or announce the existence of any contractual agreement or dispute with the Company unless specifically agreed by the Company in writing.
17.1 Whilst we will use our reasonable endeavours to complete our obligations under the Contract, we will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by any act or event beyond our reasonable control including, but not limited to, our inability to secure labour, materials or supplies or as a result of any act of God, war, strike or other labour dispute, fire, flood, drought, legislation, criminal damage, equipment or technical failures, including the unavailability of third party telecommunications, services, lines or other equipment (“Event Outside Our Control”).
17.2 If an Event Outside Our Control takes place that affects the performance of our obligations under the Contract:
(a) we will contact you as soon as reasonably possible to notify you; and
(b) our obligations under the Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. Where the Event Outside Our Control affects our delivery of Goods to you, we will arrange a new delivery date with you after the Event Outside Our Control is over.
17.3 Either the Company or the Customer may cancel the Contract affected by an Event Outside Our Control which has continued for more than fourteen (14) days. To cancel please contact us. If you opt to cancel, you will have to return (at our cost) any relevant Goods you have already received and we will refund the price you have paid, including any delivery charges.
18.1 When we refer to “in writing” in these Terms, this includes email.
18.2 Any notice given by one of us to the other under or in connection with the Contract must be in writing and be delivered personally, sent by pre-paid first class post or other next working day delivery service, or email.
18.3 A notice is deemed to have been received:
(a) if delivered personally, on signature of a delivery receipt or at the time the notice is left at the proper address;
(b) if sent by pre-paid first class post or other next working day delivery service, at 9.00 am on the second working day after posting; or
(c) if sent by email, at 9.00 am the next working day after transmission.
18.4 In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an email, that such email was sent to the specified email address of the addressee.
18.5 The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.
19.1 Assignment and transfer.
(a) The Company may, after having given prior written notice to the Customer, assign or transfer any or all of its rights and obligations under the Contract to any member of the Drink Warehouse UK Ltd group. The Company may request that the Customer executes and delivers such authorities and/ or documents as it may require in connection with such transfer or assignment.
(b) The Customer may only assign or transfer its rights or its obligations under the Contract to another person if the Company agrees in writing.
19.2 Variation. Any variation of the Contract only has effect if it is in writing and signed by you and us (or our respective authorised representatives).
19.3 Waiver. If we do not insist that you perform any of your obligations under the Contract, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you or that you do not have to comply with those obligations. If we do waive any rights, we will only do so in writing, and that will not mean that we will automatically waive any right related to any later default by you.
19.4 Severance. Each paragraph of these Terms operates separately. If any court or relevant authority decides that any of them is unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
19.5 Third party rights. The Contract is between you and us. No other person has any rights to enforce any of its terms.
19.6 Governing law and jurisdiction. This Contract is governed by English law and each party irrevocably agrees to submit all disputes arising out of or in connection with this Contract to the exclusive jurisdiction of the English courts.