The terms and conditions may be changed by Beergo at any time without notice.

INTRODUCTION

THESE TERMS AND CONDITIONS ARE INCLUDED WITHIN ALL CONTRACTS FOR PRODUCTS AND SERVICES PURCHASED FROM BEERGO.

GENERAL

1.1 'Seller' means Beergo 'Buyer' means the person, firm or company to whom a quotation is addressed or whose order is accepted by the Seller. ‘Goods' means the goods the subject of such quotation or order to be supplied by the Seller to the Buyer including any instalment or part thereof. "Incoterms" means the international rules for the interpretation of trade terms of the International Chamber of Commerce as in force at the date when the contract is made. Unless the context otherwise requires, any term or expression which is defined in or given a particular meaning by the provisions of Incoterms shall have the same meaning in these Conditions.
1.2 No agent or salesman of the Seller has authority to give any guarantee or warranty on behalf of the Seller or to transact business other than on the terms of these Conditions. No amendment to these Conditions will be binding on the Seller unless it is signed by a partner of the Seller.
1.3 Unless otherwise agreed in writing by the Seller these Conditions shall override any terms or conditions stipulated, incorporated or referred to by the Buyer whether in the order or otherwise.
1.4 If any of these Conditions (or any part thereof) are held to be invalid, such invalidity shall not affect the validity of any other conditions (or parts thereof) and each condition is capable of independent existence.
1.5 These Conditions apply to all purchases of Goods from the Seller.
1.6 All orders placed must be made by and delivered to persons who have attained the age of 18.
1.7 These Conditions are in addition to the trading terms printed in the Seller’s current price list from time to time. If there is any conflict, the trading terms will prevail.
1.8 Catalogues, price lists and other literature provided by the Seller or available on any web-site are for the Buyer’s general guidance only and the Seller makes no representation or warranty of any kind in respect of the information in such catalogues, price lists and other literature.

ORDERS

2.1 The Seller reserves the right to refuse to accept orders and all Goods are subject to availability.
2.2 The Seller shall be under no obligation to acknowledge receipt of an order from the Buyer and may execute any order without reference to the Buyer. However, no order placed by the Buyer shall be deemed to have been accepted by the Seller until a written acknowledgement of order is issued by the Seller or (if earlier) the Seller delivers the Goods to the Buyer.

PRICES

3.1 The price of the Goods shall be the price ruling at the date of despatch, or deemed despatch, notwithstanding any price specified in any order or price list.
3.2 The price shall be subject to the addition of VAT, unless the Goods are sold Under Bond. All prices and quotations are subject to variation without notice in respect of any change in tax, duties or other levies, or supplier increases and exchange rate variations.
3.3 In the event that the Buyer is dealing as a consumer, as referred to in clause 19, they shall have the right to cancel the contract and return the Goods to the Seller, provided they do so within 14 days of delivery, if the price of the Goods upon delivery is greater than the price of the Goods in the price list of the Seller current at the time the order was placed by the Buyer.

STORAGE

If the Buyer fails to accept delivery of the Goods when they are ready for delivery the Seller shall be entitled to make a storage charge in respect thereof at such rate as the Seller considers reasonable. In such event, delivery shall be deemed to have occurred and the risk in the Goods shall pass to the Buyer.

DELIVERY (DAMAGE IN TRANSIT AND SHORTAGE)

5.1 Any time or date for dispatch or delivery of the Goods is an estimate only. Delay in delivery shall not give rise to any liability upon the Seller or entitle the Buyer to cancel the contract. Risk shall pass on delivery. Delivery shall be deemed to take place in accordance with the agreed delivery terms.
5.2 Where the Seller is responsible for arranging delivery the Seller will replace, free of charge, Goods lost or damaged in transit, provided the Buyer or consignee shall: -
5.2.1 Inspect the Goods in detail at the time of delivery and note any damages/shortages which a detailed inspection ought reasonably to reveal in detail on the carrier’s Delivery Sheet.
5.2.2 Notify the Seller by telephone on the day of delivery of the nature and extent of the loss or damage and confirm the same in writing within 3 days thereafter; and comply with any outside carriers’ Conditions of carriage for notification of such claims. Non delivery of Goods must be notified within 7 days of receipt of the Seller’s invoice by the Buyer
5.3 Unless the Seller receives notice from the Buyer in accordance with the provisions of Conditions 5.2.1 and 5.2.2, the Goods will be deemed to have been delivered in accordance with the contract.
5.4 If the Seller delivers to the Buyer a quantity of Goods of up to 5% more or less than the quantity accepted by the Seller, or if there was no acknowledgement by the Seller, the quantity in the Buyer’s order, the Buyer shall not be entitled to object to or reject the Goods or any of them by reason of the surplus or shortfall and shall pay for such Goods at the pro rata contract rate.

PALLETS

Where appropriate, the Seller will deliver the Goods on pallets. The Seller may invoice the Buyer for the pallets but shall reimburse the Buyer in full for all pallets (or their equivalent) returned in good condition within three months of delivery. It is the Buyer's responsibility to obtain written confirmation of the number of such pallets returned to the Seller.

PAYMENT

7.1 The Buyer shall pay for the Goods by cash on delivery or collection, unless credit terms have been agreed in writing, in which case the Buyer shall pay the full invoice price in accordance with those terms. If payment is not so made the Seller may, without prejudice to any other of its rights, charge interest on the amount of the price then outstanding at the rate of 3 per cent over the base rate of Lloyds TSB Scotland PLC from time to time, compounded monthly (both before and after judgement).
7.2 Time for payment shall be of the essence.
7.3 Unless otherwise expressly agreed, if the contract provides for delivery of Goods by instalments or for periodical delivery, the Seller shall be entitled to withhold any and all deliveries and instalments until payment for all earlier deliveries has been made and the date for delivery (if any) contained in any quotation shall be postponed to the extent to which such deliveries are withheld.
7.4 The Buyer shall not be entitled to withhold payment of any amount payable under the contract to the Seller because of any disputed claim of the Buyer in respect of faulty Goods or any other breach of contract, nor shall the Buyer be entitled to set-off against any amount payable under the contract to the Seller any monies which are or are purported to be payable by the Seller.

PASSING OF PROPERTY

8.1 The Goods shall remain the sole and absolute property of the Seller until such a time as the Buyer has paid the full price, in respect of such Goods, to the Seller, together with all other sums due to the Seller from the Buyer on any account, and the Buyer acknowledges that the Buyer is in possession of the Goods solely as bailee for the Seller until such time.
8.2 Until the Buyer becomes the owner of the Goods the Buyer will store them on his premises separately from any other goods and in a manner which makes them readily identifiable as the Goods of the Seller and shall insure the Goods for their full price against all risks that it is reasonable for the Buyer to insure against.
8.3 The Buyer's right to possession of the Goods shall cease if the Seller's rights to suspend or cancel deliveries in accordance with condition 17 become exercisable.
8.4 In order to recover its Goods the Seller may enter upon any premises where they are stored or where they are reasonably thought to be stored and may repossess the same. The Buyer will co-operate in the identification of the Seller's Goods.
8.5 Subject to the terms hereof the Buyer is licensed by the Seller to agree to sell the Goods, subject to the express condition that such an agreement to sell shall take place as agent and bailee for the Seller (but without any right to incur obligations on the part of the Seller) whether the Buyer sells on his own account or not and that the entire proceeds thereof are held in trust for the Seller and are not mingled with other monies and shall be at all times identifiable as the Seller's monies.
8.6 If the Buyer has not received the proceeds of any such sale, he will, within 7 days of the Seller’s request, assign to the Seller all rights against the person or persons to whom the Buyer has supplied the Goods.

SALES UNDER BOND

10.1 The Seller reserves the right to refuse to accept orders for supply Under Bond.
10.2 When Goods are supplied Under Bond, the Buyer shall provide full details of the destination warehouse and be responsible for the payment of Excise Duties and VAT.
10.3 The Buyer shall ensure that the necessary receipted documentation is returned to the Seller within 14 days.
10.4 The Buyer shall not cause the Goods to be diverted to any destination other than that originally specified without the express consent of the Seller in writing signed by a Director.

SALES DIRECT EX ORIGINAL SUPPLIER

11.1 Where it is agreed that the Goods will be supplied direct to the Buyer from the original supplier, whether duty paid or Under Bond, the Buyer shall provide the Seller with full details of the destination warehouse and not cause the Goods to be diverted to any other destination without the express consent of the Seller in writing signed by a Director.
11.2 Any quoted prices are subject to changes in Duty Rates and Exchange Rates between the placement of the order and its delivery to the destination warehouse.

LIABILITY

12.1 SAVE AS PROVIDED BY THESE CONDITIONS, THE SELLER'S LIABILITY IS LIMITED TO REPLACING OR, AT THE SELLER'S OPTION, REFUNDING THE COST OF DAMAGED OR DEFECTIVE GOODS SUPPLIED BY THE SELLER PROVIDED THAT IN THE CASE OF VISIBLE DEFECTS OR VISIBLE DAMAGE TO THE GOODS THE BUYER SHALL GIVE NOTICE TO THE SELLER IN ACCORDANCE WITH CONDITION 5.2 AND IN THE CASE OF ANY OTHER DEFECT OR DAMAGE THE BUYER SHALL GIVE NOTICE TO THE SELLER IN WRITING WITHIN TWO WEEKS OF DISCOVERY. IN EITHER CASE, THE SELLER SHALL NOT BE LIABLE TO REFUND OR REPLACE GOODS IF THEY HAVE BEEN TAMPERED WITH OR HAVE NOT BEEN HANDLED OR STORED BY THE BUYER IN ACCORDANCE WITH NORMAL INDUSTRY PRACTICE AND IN ACCORDANCE WITH THESE CONDITIONS. DAMAGED OR DEFECTIVE GOODS MUST BE MADE AVAILABLE FOR INSPECTION BY THE SELLER.
12.2 SAVE AS PROVIDED BY PARAGRAPH 12.1 OF THESE CONDITIONS, AND SAVE FOR THE SELLER'S IMPLIED UNDERTAKINGS AS TO THE TITLE ETC, CONTAINED IN S 12 OF THE SALE OF GOODS ACT 1979 ALL CONDITIONS AND WARRANTIES EXPRESSED OR IMPLIED, STATUTORY OR OTHERWISE AND, EXCEPT AS PROVIDED IN S2 OF THE UNFAIR CONTRACT TERMS ACT 1977, (LIABILITY FOR DEATH OR PERSONAL INJURY RESULTING FROM NEGLIGENCE), ALL OTHER OBLIGATIONS AND LIABILITIES WHATSOEVER OF THE SELLER, OTHER THAN IN RESPECT OF FRAUDULENT MISREPRESENTATION, WHETHER IN CONTRACT OR IN TORT OR OTHERWISE ARE EXCLUDED.
12.3 SAVE FOR ANY LIABILITY FOR DEATH OR PERSONAL INJURY, RESULTING FROM NEGLIGENCE, OR FOR FRAUDULENT MISREPRESENTATION THE SELLER ACCEPTS NO RESPONSIBILITY FOR ANY DIRECT, INDIRECT OR CONSEQUENTIAL LOSS OR DAMAGE, HOWSOEVER ARISING, WHICH THE BUYER MAY SUSTAIN IN CONNECTION WITH GOODS SUPPLIED.

INDENTITY

The Buyer shall indemnify the Seller and keep them indemnified against and from all liabilities, costs, actions, proceedings whatsoever suffered or incurred by the Seller as a result of the failure of the Buyer to comply with its obligations under conditions (9), (10) and (11) above.

SUB-SALES

14.1 Without the Seller's consent in writing (which shall not be unreasonably withheld or delayed) the Buyer shall not: -
14.1.1 sell the Goods except in or from the bottles or other containers in which they are supplied by the Seller and exactly as supplied by the Seller.
14.1.2 sell the Goods in any territory outside the EC or to ships' or aircraft stores or in any duty free retail establishment.
14.2 Except in the case of retail sales to persons not buying for re-sale the Buyer will incorporate the provisions of this condition 14 in all its sales and will procure that any person purchasing the Goods from it will incorporate a similar clause in all subsequent sales.

LIEN

15.1 In addition to any right of lien given by law the Seller shall have a general lien upon all Goods to be supplied to the Buyer in respect of all sums due from or claims against the Buyer.
15.2 Without prejudice to any other rights given by law to the Seller, the Seller may, upon three days notice to the Buyer, sell any Goods in the possession of the Buyer upon which the Seller has any lien and, where the property in such Goods is in the Buyer, shall be deemed to be his agent for the purpose of effecting such a sale. The Seller may apply the proceeds of such sale towards the satisfaction of sums due from or claims against the Buyer without prejudice to the Seller's right to recover the balance thereof from the Buyer.

SUSPENSION OR CANCELLATION OF DELIVERIES

If the Buyer fails to pay any sum payable to the Seller on the due date or if the Buyer, being a company (a) passes a resolution that it be wound-up or that an application be made for an administration order or (b) applies to enter into a voluntary arrangement with its creditors or ( c) a receiver, liquidator, administrator, supervisor or administrative receiver is appointed in respect of its property or assets or any part thereof or (d) a Court orders that the Buyer be wound up or a receiver of all or any part of the Buyer's assets is appointed or (e) the Buyer is unable to pay its debts in accordance with Section 123 of the Insolvency Act 1986 or, where the Buyer is an individual or partnership or other entity, circumstances arise which in the reasonable opinion of the Seller are of the same nature or effect as the circumstances listed in (a)-(e), then the Seller may without prejudice to its other rights either suspend or cancel further deliveries of Goods and may debit the Buyer with any loss sustained thereby.

FORCE MAJEURE

17.1 If the performance of the contract shall be delayed by any circumstances or conditions beyond the control of the Seller including (without limitation ) war, industrial disputes, strikes, lock-out, riots, fire, storm, Act of God, accident, non-availability or sabotage of materials or labour ("force majeure"), then the Seller shall have the right to suspend further performance of the contract until such time as the cause of the delay shall no longer be present.
17.2 If the performance of the contract by the Seller shall be prevented by any force majeure then the Seller shall have the right to be discharged from further performance of and liability under the contract. If the Seller exercises such right the Buyer shall thereupon pay the contract price less a reasonable allowance for what has not been performed by the Seller.

CONSUMERS

18.1 Nothing in these Conditions shall affect the statutory rights of the Buyer if, in relation to the Seller, he "deals as a consumer" as defined in Regulation 3(1) of The Unfair Terms In Consumer Contracts Regulations 1999 or any amendment or modification thereof
18.2 Then acting as a consumer the Buyer has a right to cancel contracts for products purchased from the sales brochure. If the Buyer decides to cancel their contract pursuant to these rights then the Buyer should ensure that the Goods are returned to the Seller for a refund within 14 days of delivery.

WAIVER

No waiver by the Seller of any breach of the contract by the Buyer shall be considered as a waiver of a subsequent breach of the same or any other provision.

NOTICES

Any notice shall be in writing and sent by recorded delivery and shall be deemed to have been duly given if sent or delivered to the party concerned at its address as notified in writing to the other party from time to time and shall be deemed to have been served, if sent by post, 48 hours after posting, and, if delivered by hand, at the time of delivery.

LAW AND JURISDICTION

Any dispute in relation to these Conditions shall be governed by and construed in accordance with Scottish Law. All disputes shall be submitted to the exclusive jurisdiction of the Scottish Courts.

THIRD PARTY RIGHTS

A person who is not a party to the Contract has no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract but this does not affect any right or remedy of a third party which exists or is available apart from that act.

ENTIRE AGREEMENT

This Agreement and any documents referred to in it shall constitute the entire agreement and understanding between the parties with respect of all matters, which are referred to herein.

DATA PROTECTION ACT 1998

24.1 We will use the personal data we receive in connection with you to create or update records held by us relating to any matter(s), including without limitation for the purpose of product, market or credit analysis, and statistical compilation.
24.2 We will make enquiries at any time in relation to you with credit reference agencies which will keep a record of our enquiry whether or not credit is granted. Where credit is granted, we may also disclose details about your account with Beergo and your conduct of the account to such agency or to other agencies or to debt collection agencies. This information may be searched by credit grantors and used and given out in assessing applications for future credit facilities and for debt collection, fraud prevention and other purposes.
24.3 Without prejudice to clauses (24.1) and (24.2) above, we will also disclose personal data about you, your account and your trading relationship with us and to any other company or body which we consider suitable including, without limitation, to Beergo’s suppliers and their agents in order that we or these companies may develop or make offers to you (by mail, telephone or otherwise) of products or services. Please advise us in writing if you would prefer not to be contacted for these purposes by us but remember that this will preclude you from receiving any marketing activity, including details of new lines etc.
Please advise us in writing if you would prefer not to be contacted for these purposes by organisations other than Beergo.
24.4 You have a right to ask for a copy of your information (for which we charge a small fee) and to correct any inaccuracies.
24.5 In paragraphs 24.1 to 24.4 above, references to "you" shall be deemed to include (but without limitation) your officers, employees, contractors and agents in relation to which we receive personal data arising out of or in connection with your dealings with us.
Beergo is a Partnership. Proprietors: David Doran, Thorsten Runge.