TERMS AND CONDITIONS

TERMS AND CONDITIONS 

1. DEFINITIONS

In these general terms and conditions the following terms shall have the following meanings: 
1. Additional agreement: an agreement whereby the consumer acquires products, digital content and/or services in connection with a distance contract and these goods, digital content and/or services are supplied by the entrepreneur or by a third party on the basis of an agreement between that third party and the entrepreneur;
2. Account: the account created by the consumer on the website; 
3. General terms and conditions: these general terms and conditions; 
4. Reflection period: the period within which the consumer can make use of his right of withdrawal; 
5. Consumer: the natural person who is not acting for purposes related to his trade, business, craft or profession; 
6. Day: calendar day; 
7. Entrepreneur: Wine & Spirits Europe, with registered office at Slego 1A – 1046 BM Amsterdam (The Netherlands) ; 
8. Digital content: data produced and supplied in digital form; 
9. Duration agreement: an agreement that extends to the regular delivery of goods, services and/or digital content during a certain period; 
10. Durable medium: any instrument - including e-mail - that enables the consumer or entrepreneur to store information addressed personally to him in a way accessible for future consultation or use for a period of time adequate for the purpose for which the information is intended, and which allows for the unchanged reproduction of the stored information; 
11. Affiliated parties: means any and all (legal) persons who exercise control over, are controlled by or are under joint control with the entrepreneur, including the natural person who exercises control over said legal persons; 
12. Right of withdrawal: the possibility for the consumer to cancel the distance contract within the cooling-off period; 
13. Model withdrawal form: the European model withdrawal form included in Appendix I to these terms and conditions; 
14. Agreement: any agreement between the entrepreneur and the consumer regarding the sale and/or delivery by the entrepreneur of products, digital content and/or services, any amendment or addition thereto, as well as all (legal) acts in preparation and/or execution of that agreement; 
15. Distance contract: an agreement concluded between the entrepreneur and the consumer within the framework of an organized system for the distance selling of products, digital content and/or services, whereby up to and including the conclusion of the agreement exclusive or partly use is made of one or more techniques for distance communication; 
16. Parties: the consumer and the entrepreneur; 
17. Distance communication technology: means that can be used to conclude an agreement, without the consumer and entrepreneur having to be in the same room at the same time; 
18. Website: a website of an entrepreneur on which an online store of the entrepreneur is offered.

2. IDENTITY OF ENTREPRENEUR

Wine & Spirits Europe

Slego 1A, 1046 BM Amsterdam

Email address: info@wineandspiritseurope.com

VAT Identification Number: NL 854924279B02

3. APPLICABILITY

3.1 By creating a password and completing the process to obtain their login details, the consumer acknowledges and agrees to be bound by the Terms and Conditions set forth by the entrepreneur, thereby entering into a legally binding agreement with the entrepreneur.
3.2 These general terms and conditions apply to and form an integral part of every offer from the entrepreneur to enter into a distance contract and every distance contract concluded between the entrepreneur and the consumer.
3.3 The applicability of any general or specific terms and conditions used by the consumer, under whatever name, is hereby expressly rejected by the entrepreneur.
3.4 In the event that any provision of the distance contract conflicts with any provision of the general terms and conditions, the provision of the distance contract shall prevail.
3.5 If any provision of these general terms and conditions and/or the distance contract is void, voidable or unenforceable, the other provisions will remain in force without prejudice to these terms and conditions. In that case, the consumer and entrepreneur are obliged to replace the void, voidable or unenforceable provision in question with a new provision that is not void, voidable or unenforceable, which provision corresponds as closely as possible to the purpose and scope of the void, voidable or unenforceable provision.
3.5 If the consumer places an order via the entrepreneur's website, the consumer agrees to these general terms and conditions. Each order also implies that the consumer has taken note of these general terms and conditions.
3.6 Entrepreneur is entitled to change these general terms and conditions at any time and without prior notice, whereby changes will not apply to already accepted and confirmed orders. The version of the general terms and conditions as posted on the website at the time of the order applies to the order and the distance contract between the consumer and entrepreneur. By placing an order, the consumer agrees to the changed general terms and conditions.
3.7 The Entrepreneur is not obliged to perform and/or deliver the services to be provided himself and reserves the right to outsource these to third parties.

4. THE OFFER

4.1 Any offer from the entrepreneur, in whatever form and under whatever name, is without obligation and does not bind the entrepreneur.
4.2 The alcoholic products offered are exclusively available to businesses with a registered number in their legal jurisdiction.
4.3 The offer contains a complete and accurate description of the products, digital content and/or services offered. It may happen that the information on the website or another offer is unexpectedly incorrect, incomplete or no longer up to date. For example, it may happen that characteristics of products (price, appearance, ingredients), digital content and/or services are not displayed or depicted correctly. In that case, the consumer cannot claim delivery in accordance with the incorrectly displayed information. In that case, the information on (the packaging of) the product itself, or the price stated in the order and/or payment confirmation of the entrepreneur, applies in principle. In the event of such a deviation, the consumer can indicate that he/she does not wish to purchase the product and the product will be returned. (Obvious) mistakes or (obvious) errors in the offer do not bind the entrepreneur.
4.4 With regard to agreed specifications, minor deviations in, among other things, quantity, dimensions, weights, odors or colors or other deviations therein that fall within a reasonable tolerance according to trade practices in the industry are permissible and can never constitute grounds for complaints/claims.
4.5 The information on the website is changed from time to time, including but not limited to the prices.
4.6 Promotional prices of offers are only valid if the products are (still) on offer at the time the consumer pays for the order. Promotional prices, including but not limited to 'while supplies last' promotions, are valid while stocks last and provided that the other conditions of the promotion are met.

5. AGE

5.1 A minimum age applies to the purchase of certain products. Only persons who have reached the relevant minimum age are entitled to place orders via the website, to enter into an agreement with the entrepreneur, and to receive the products. For alcoholic products, the minimum age is 18 years. By placing an order, the consumer declares to have reached the required minimum age.
5.2 The entrepreneur is entitled not to provide orders, including but not limited to orders for alcoholic beverages, to the consumer as long as, in the opinion of the entrepreneur, it has not been sufficiently established by or on behalf of the entrepreneur that the person who placed the order, or the person to whom the products are transferred, has reached the relevant minimum age. Providing as referred to in the first sentence also includes providing products, such as alcoholic beverages, to a person who has been established to have reached the age of 18, which product, for example the beverage, is however clearly intended for a person who has not been established to have reached the age of 18.
5.3 The entrepreneur is entitled to determine the age of the consumer at any time, even if this has already been done at an earlier time and therefore also when collecting and/or delivering the order. The consumer is obliged to provide the entrepreneur, or third parties, including carriers/deliverers, upon first request, with a document as referred to in article 1, first paragraph, of the Identification Obligation Act, or all other data and documents that the entrepreneur reasonably requests in order to be able to determine whether the consumer has already reached the required minimum age.

6. CONSUMER OBLIGATIONS

6.1 The consumer is always responsible for providing correct, current, truthful and complete information, documents and data to the entrepreneur, including providing them in a timely manner. Any consequences of the failure to provide, or failure to provide in a timely or proper manner, the correct, current, truthful and/or complete information, documents and/or data and/or the failure to provide, or failure to provide in a timely or proper manner, cooperation by the consumer, are at the expense and risk of the consumer, including but not limited to delays and (additional) costs.

7. ACCOUNT

7.1 The consumer guarantees that the information provided by the consumer in the context of creating his account is correct and complete and that the consumer will update it to keep it correct and complete.

7.2 The consumer is responsible for keeping the login details for the account secret. The consumer is liable for all use made via the website account as a result of actions and/or omissions attributable to the consumer. As soon as the consumer knows or has reason to suspect that the account has fallen into the hands of unauthorized persons, the consumer must immediately inform the entrepreneur, without prejudice to the consumer's own obligation to immediately take effective measures himself, such as changing his password. The entrepreneur is not liable for damage that in any way results from or relates to unauthorized use of the account, unless this damage is the result of circumstances attributable to the entrepreneur.

7.3 If the entrepreneur has determined that the consumer is abusing the website, the entrepreneur is entitled to temporarily or permanently block and/or delete the account. If abuse occurs more often, or if the entrepreneur has good reason to fear this, the entrepreneur is entitled, in compliance with the relevant laws and regulations and to the extent legally permitted, to share the relevant information with its affiliated companies and the entrepreneur and its affiliated companies are entitled to refuse orders from this consumer and deliveries to this consumer in the future.

8. AGREEMENT

8.1 Orders from consumers do not bind the entrepreneur. The agreement is only concluded when the entrepreneur sends a confirmation of the consumer's order, or after the entrepreneur has started to execute the agreement. The entrepreneur may inquire whether the consumer can meet his payment obligations, as well as all those facts and factors that are important for a responsible conclusion of the distance contract. If the entrepreneur has good reasons not to enter into the agreement based on this investigation, he is entitled to refuse an order or request with reasons or to attach special conditions to the execution.
8.2 Products, digital content and/or services offered on the website are intended for end users and it is not the intention that the consumer resells them. The entrepreneur therefore reserves the right not to accept and/or deliver orders for reasons of its own, for example to potential resellers and/or to impose a maximum on the quantities of certain articles to be ordered.

9. RIGHT OF WITHDRAWAL FOR DISTANCE CONTRACTS

For products:
9.1 The consumer can dissolve an agreement or distance with regard to the purchase of a product during a reflection period of 14 days, or if the entrepreneur and the consumer have agreed on a longer reflection period for the product in question, during that longer reflection period, without giving reasons. The entrepreneur may ask the consumer for the reason for withdrawal.
9.2 The cooling-off period referred to in Article 9.1 commences on the day after the consumer, or a third party designated by the consumer, who is not the carrier, has received the product, or:
a) if the consumer has ordered multiple products in the same order: the day on which the consumer, or a third party designated by him, has received the last product. The entrepreneur may refuse an order for multiple products with different delivery times;
b) if the delivery of a product consists of different shipments or parts: the day on which the consumer, or a third party designated by him, has received the last shipment or the last part;
in the case of agreements for regular delivery of products during a certain period: the day on which the consumer, or a third party designated by him, has received the first product.

10. EXCLUSION OF RIGHT OF WITHDRAWAL

10.1 The entrepreneur has excluded the following products and services from the right of withdrawal:
Products or services whose price is subject to fluctuations in the financial market over which the entrepreneur has no influence and which may occur within the withdrawal period;
Agreements concluded during a public auction. A public auction is understood to mean a sales method whereby products, digital content and/or services are offered by an entrepreneur to the consumer who is personally present or is given the opportunity to be personally present at the auction, under the direction of an auctioneer, and whereby the successful bidder is obliged to purchase the products, digital content and/or services;
Service agreements, after full performance of the service, if:
(1) the performance has begun with the consumer's express prior consent; and
(2) the consumer has declared that he will lose his right of withdrawal once the entrepreneur has fully performed the agreement.
Products manufactured to consumer specifications which are not prefabricated and which are manufactured on the basis of an individual choice or decision by the consumer or which are clearly intended for a specific person;
Products that spoil quickly or have a limited shelf life;
Sealed products which are not suitable for return due to health protection or hygiene reasons and were unsealed after delivery;
Products which, after delivery, are by their nature irreversibly mixed with other products;
Alcoholic beverages, the price of which has been agreed upon when concluding the contract, but the delivery of which can only take place after 30 days, and the actual value of which depends on fluctuations in the market over which the entrepreneur has no influence;
Sealed audio, video recordings and computer software, the seal of which has been broken after delivery;
Newspapers, periodicals or magazines, with the exception of subscriptions to these;
The supply of digital content other than on a tangible medium, but only if:
(1) the performance has begun with the consumer's express prior consent; and
(2) the consumer has declared that he thereby loses his right of withdrawal.

11. THE PRICE

11.1 All prices are in Euro. The prices published on the website are exclusive of any VAT and exclusive of any disposal contribution, deposit, service costs, delivery, shipping and processing costs, which are for the account of the consumer. These costs are calculated separately and added to the total amount of the order. The costs charged for the delivery depend, among other things, on the method of delivery chosen by the consumer.
11.2 If, after the conclusion of the agreement with the consumer, an increase in one or more cost-determining factors occurs or new cost-determining costs arise for the entrepreneur, even if this occurs as a result of foreseeable circumstances, the entrepreneur is entitled to pass on this increase or costs to the consumer. In that case, the consumer is entitled to terminate the relevant agreement with effect from the day on which the price increase takes effect.
11.3 Discount codes are only applicable to non-discounted products. Discounts cannot be combined with already discounted products or products on which a discount is already granted by the Entrepreneur. The Entrepreneur will not accept (partial) refunds and/or returns if the consumer does not take into account the provisions of the previous sentence.

12. COMPLIANCE WITH AGREEMENT

12.1 The entrepreneur guarantees that the products and/or services comply with the agreement and the specifications stated in the offer, the reasonable requirements of soundness and/or usability and the legal provisions and/or government regulations in force on the date the agreement was concluded. If this has been explicitly agreed, the entrepreneur also guarantees that the product is suitable for other than normal use.

13. DELIVERY AND EXECUTION

13.1 The Entrepreneur will exercise due care when receiving and executing orders for products and when assessing applications for the provision of services.
13.2 Alcoholic beverages may only be delivered to the address of the addressee or a business collection point/distribution point. Delivery to the address of the addressee or a business collection point/distribution point does not affect the obligation of the person to whom the alcohol is supplied to provide a document as referred to in Article 1, paragraph 1, of the Identification Obligation Act, or all other information and documents that the entrepreneur reasonably requests in order to be able to determine whether that person has already reached the age of 18. If this person cannot provide the requested documents, the entrepreneur or its carrier, or the business collection point/distribution point, may not deliver or give the entire order. In that case, the entrepreneur is entitled to take back the order or not to deliver it.
13.3 The place of delivery is the address that the consumer has made known to the entrepreneur.
13.4 The delivery period(s) and dates stated and/or confirmed by the entrepreneur are indicative and are only given approximately. They are never fatal terms. The mere exceeding of a (delivery) period or (delivery) date stated, confirmed or agreed upon by the entrepreneur, whether or not ultimate, does not put the entrepreneur in default. Without prejudice to the foregoing, delivery periods etc. commence at the time the agreement is concluded and all the data required for the detailed information from the consumer have been received by the entrepreneur.
13.5 The Entrepreneur is entitled to fulfil the performance(s) owed by it in parts, in which case the Entrepreneur has the right, but not the obligation, to invoice each partial delivery.
13.6 If one or more ordered products are not in stock, this may result in the entire order being delayed. If this is the case, the entrepreneur will inform the consumer about this. Taking into account what is stated in these general terms and conditions, the entrepreneur will make every effort to execute accepted orders with due speed and within 30 days, unless a different delivery period has been agreed.
13.7 If delivery is delayed, or if an order cannot be fulfilled or can only be fulfilled partially, the entrepreneur will notify the consumer of this.

14. PAYMENT

14.1 Payment can only be made via bank transfers and methods offered is obliged to pay in the manner agreed upon by the parties.
14.2 Unless otherwise specified in the agreement or additional conditions, the amounts owed by the consumer must be paid according to agree upon payment terms.
14.3 The consumer has the duty to immediately report any inaccuracies in payment details provided or stated, stating the correct payment details.

15. COMPLAINTS PROCEDURE

15.1 The entrepreneur has a complaints procedure.
15.2 The consumer must submit complaints about the performance of the agreement to the entrepreneur within a reasonable time after the consumer has discovered the defects, fully and clearly described.
15.3 Returns will only be made in consultation with the entrepreneur.

16. LIABILITY OF ENTREPRENEUR

16.1 Without prejudice to the rights that the consumer may have and to the extent permitted by law, the Entrepreneur is not liable for damage caused by/to:
·         malfunctions on the website;
·         fraud committed by a third party, as a result of which information on the website and/or in the account has been changed incorrectly;
·         the inability to deliver orders due to shortages in stock;
·         products that have not been obtained via the website;
·         products that have been created through normal use;
·         products that have exceeded their lifespan;
·         products that have not been stored, used, etc. in accordance with the label and/or instructions for use.
16.2 Furthermore, the entrepreneur is not liable for damage that has not been caused by the entrepreneur.
16.3 Without prejudice to the rights that the consumer may have and to the extent permitted by law, the liability of the entrepreneur due to an attributable failure to comply with the agreement, whether due to an unlawful act or for any other reason, is at all times limited to direct damage up to a maximum of the amount equal to the purchase price owed by the consumer for the relevant product/service for which the liability of the entrepreneur arose.
16.4 Without prejudice to the rights that the consumer may have and to the extent permitted by law, the entrepreneur is not liable for any special, indirect or consequential damage.
16.5 The provisions of this Article 21 as well as all other limitations and exclusions of liability mentioned in these general terms and conditions and the agreement also apply in favor of all bodies, employees, affiliated parties and assistants of the entrepreneur. They can directly invoke the provisions in these general terms and conditions and the agreement.
16.6 Entrepreneur makes every effort to ensure that the website is virus-free, but unfortunately cannot guarantee this. The website may contain links to third-party websites. Entrepreneur cannot vouch for the content and functioning etc. of third-party websites.

17. FORCE MAJEURE

17.1 The entrepreneur is never liable for damage resulting from force majeure,
17.2 If the entrepreneur is prevented from (further) executing the agreement due to force majeure of a temporary or permanent nature, the entrepreneur is entitled to dissolve the agreement in whole or in part without any obligation to pay damages without judicial intervention, or to suspend the (further) execution of the agreement. In the event of suspension, the entrepreneur will still be entitled to declare the agreement dissolved in whole or in part.
17.3 Force majeure shall be deemed to exist, among other things, in all circumstances that prevent the entrepreneur from performing the agreement or part thereof or make it impossible or unreasonably burdensome for the entrepreneur to do so, if such circumstances occur beyond the reasonable control of the entrepreneur, including, but not limited to, fire, flood, strikes, occupation, war (whether declared or not), riot, COVID-19, pandemic, epidemic, illness, molestation, water damage, weather conditions, violence, defective machinery, defective items used in the performance of the agreement, disruptions in the supply of energy, storage and transport problems, shortcomings of suppliers and/or (other) assistants of the entrepreneur, terrorism, power failure, system problems, embargoes, blockades, legal restrictions, government advice, government measures in the broadest sense. Force majeure also includes such unforeseen circumstances at third parties that the entrepreneur uses in the performance of the agreement.

18. INTELLECTUAL PROPERTY

18.1 All intellectual property rights relating to the website and all elements displayed thereon, including but not limited to the brands , drawings, models, photos, texts, illustrations, logos, icons, graphics, products, sounds, images are vested in the entrepreneur, its affiliated parties and/or its licensors and/or content providers. The entrepreneur does not grant a license to the consumer and/or third parties, other than the right to visit the website. Any other use is expressly prohibited. The aforementioned means, among other things, that the consumer is not permitted to publish, reproduce and/or edit the information stated on the websites without prior express permission, except for personal use.

19. DISPUTES

19.1 All agreements between the entrepreneur and the consumer to which these general terms and conditions apply and agreements arising from or related to them are exclusively governed by Dutch law.

Appendix I: Model withdrawal form

Model withdrawal form
(complete and return this form only if you wish to cancel the agreement)
To:
info@wineandspiritseurope.com
I/We* hereby inform you that I/we* revoke our/our* agreement concerning the sale of the following products: [product designation]* the supply of the following digital content: [digital content designation]* the provision of the following service: [service designation]*:
Ordered on*/received on* [date of ordering services or receiving products] (DD- MMYYYY):
Order number:
Name(s) of consumer(s):
Address of consumer(s):
IBAN Account number:
Signature of consumer(s) (only if this form is submitted on paper):
Date (DD- MM-YYYY):
* Cross out what does not apply or fill in what applies.