(a) Each contract between us, Drinks Cash & Carry  Services, and you, the Customer, will automatically incorporate these Conditions which will prevail over any conditions stipulated or referred to by you. No amendments will be binding on us unless confirmed by us in writing – our sales representatives and delivery men have no authority to agree to any other terms. Your order will be taken as acceptance of these Conditions. Acceptance of any tender or a quotation made by us will not of itself constitute a contract.

(b) In any event by acceptance of deliveries the Buyer shall be deemed to accept the Terms and Conditions contained herein.

(a) We may alter prices to those current at the date of despatch. All prices quoted exclude VAT which is payable in addition.

(b) The Buyer hereby agrees that in the event of any cheque being dishonoured or returned to the Seller’s Bank, unpaid for any reason, the Seller shall be entitled to debit the Buyer’s Account with the sum of £35.00 for each representation.

(c) In the event of an account being opened in the name of a Limited Company this Company reserves the right to require that one or more of the Directors of the Company enter into a personal guarantee with this Company guaranteeing payments of all monies which may have become due to this Company.

(d) If legal proceedings are issued against the buyer for any monies owed, the costs of so doing will be added to sums owed by the buyer. The buyer will also be responsible for unrecovered legal costs. Prior to issue of a summons the sum of £75 will be added to the amount owed by the buyer. The buyer will also be responsible for third party collection costs as by any third party agents we nominate. Interest will be charged at 10% per month on overdue amounts.

(a) Delivery dates are approximate only and do not form part of the contract. Delivery to your premises or those of your named (‘Agent’) will constitute delivery for the purposes of these Conditions except where yours or the Agent’s premises are not on the mainland of England, Wales and Scotland when delivery to a shipping agent will constitute ‘delivery’. All deliveries are in any event subject to availability of stock supplies and labour and no liability will attach to us for any loss or damage including indirect or consequential loss (e.g. loss of profit or loss of contracts) of any kind arising out of any delay in delivery nor will any delay or failure in delivery or performance entitle you to refuse to accept any delivery or other performance of or to repudiate the contract. Each delivery is to be considered a separate transaction and the failure of any one delivery will not affect the rest of the contract.

(b) You will be deemed to have accepted products and being in accordance with your order unless we are notified at the time of delivery.

(c) Risk in the products passes when they are delivered. If you fail for any reason to take delivery on the due date (a) delivery will be deemed to have taken place on the due date (b) Risk in the products will pass to you and (c) you will indemnify us in respect of any loss or expense including storage and insurance charges arising from your failure. (d) We will not be liable for any damage to property arising from the delivery of goods into the buyer’s premises. Delivery shall only be made to the kerbside at the stated delivery address. Drinks Cash & Carry Services accepts no responsibility for any damages caused to the buyers property whatsoever. (e) If the buyer invites the employees of the seller into his premises then the buyer shall be liable for any injury caused to the seller’s employees whilst on the buyer’s premises.

(a) Despite the earlier passing of risk, title in the products will remain with us until the amount due under the invoice for them has been paid in full. Until title passes, you will hold the products as bailee for us and will store or mark them so that they can at all times be identified as our property.

(b) You are licensed to sell the products and will immediately, on receipt of the proceeds of sale, remit to us the full purchase price of the products. Pending payment and the passing of title, the entire proceeds of sale will be held in trust for us and must be at all-time identifiable as our money. We will be entitled, at any time before title passes, to terminate the licence and/or to repossess and sell the products and for that purpose to enter your premises. The License will cease automatically if an administrator or administrative receiver or receiver is appointed over any or your assets or if you allow a petition to be presented or pass a resolution for your winding up or otherwise become insolvent or make any arrangement or composition with your creditors.

(c) We will be entitled to maintain an action for the price of any products even though title in them has not passed to you. You will, if required, assign to us your rights against third parties to whom you have supplied products for which you have not been paid.

(d) The rights set out above are in addition to all rights and remedies otherwise available to us at law and/or in equity.

Where products, containers, packaging or are manufactured and/or supplied to a recipe specification or instructions supplied by you warrant that such recipe specification or instructions will not result in the infringement of any rights (including without limitation any rights in respect of confidential information or trade secrets) belonging to a third party and will indemnify us in respect of any loss or expense (including legal fees) which we may incur in connection with any such claim or threatened claim by a third party.

(a) These Conditions contain all the terms under which contracts are entered into by us and except as specifically mentioned no warranty or condition as to description, condition, quality or suitability for purpose whether collateral to the contract or otherwise given (or deemed to have been given) or implied and any statutory or other warranty or condition whether express or implied and whether collateral to the contract or otherwise is hereby excluded.

(b) Products sold in the UK are intended only for sale and consumption in the UK. We accept no responsibility whatsoever or howsoever arising where products are exported from the UK regardless of whether we knew or ought to have known that the products were to be exported.

(c) We will not be liable to you (other than for death or personal injury resulting from our negligence) except in accordance with this Condition for any loss or damage of any kind arising from any breach of any express or implied warranty or condition of the contract or from any negligence or breach of statutory or other duty by us or in any other way in connection with the performance or purported performance of or failure to perform the contract.

(d) Where European Article Numbers Codes and Symbols (‘Codes’) are applied to our products we will not be liable for any loss or damage suffered by you arising out of the use of codes. However, if the code was incorrectly supplied by us, we will at our option replace such products or allow you credit for their invoice value in full and final settlement of our liability.

(e) If you establish and notify us at the time of delivery that any products have not been delivered or have been delivered damaged or are not of the correct quantity (subject to Condition 2 above) or do not comply with their description or are defective, we will at our option replace such products or allow you credit for their invoice value in full and final settlement of our liability.

(f) In no circumstances will our liability to you exceed the invoice value of the products nor will we be liable for any indirect or consequential loss including loss of profit business or contracts howsoever arising.

(g) You will indemnify us in respect of any loss or expense which we may incur in any actual threatened claim or action whether civil or criminal howsoever arising in connection with your failure to comply fully with your obligations under the contract with us or generally under statute or other legislation or codes of practice etc. whether or not incorporated in these Conditions or any other contract between us including but without limitation the Consumer Protection Act 1987 (as amended or modified from time to time) and any codes made under or by reference to it.

We will not be liable for any delay or failure in the performance of our obligations under the contract caused by factors outside our control including but without limitation delay or failure in the performance of sub-contractors by reason of factors outside the control of the sub-contractors shortages of raw materials, supplies, labour and transport.

(a) No orders may be cancelled without our prior notice and we may subcontract the performance of the contract in whole or in part.

(b) We may suspend or terminate the supply of products if you fail to make any payment or otherwise default in any of your obligations under the contract or any other agreement with us or become insolvent or have an administrator or administrative receiver or receiver appointed over your business or you are compulsorily or voluntarily wound up or if we in good faith believe that any of those events may occur.

(c) Any notice to be given under the contract will be in writing and telexed or forwarded by first class prepaid letter to the receiving party and will be deemed to have been given on the date of the telex or on the day following that on which the notice was posted.

(d) No goods shall be returned to the Seller without prior authorisation of the Seller.

(e) The construction and performance of these Conditions will be governed by English law and all disputes which may arise under, out of or in connection with or in relation to these Conditions or their subject matter will be referred to a single arbitrator in accordance with the Arbitration Act 1950 or any statutory modification or re-enactment of it for the time being in force.

(f) If the sum owed to the supplier remains outstanding, the supplier shall have the right to enter the purchasers premise and remove goods to the value of the sums outstanding on the purchasers account. The said goods whether supplied by Drinks Cash & Carry Services or not shall be sold to reduce or extinguish the purchasers’ indebtedness to the supplier.