continued...

PAYMENT TERMS

Unless otherwise agreed in writing, payments must be made in full, without deduction, set off or counter claim within 30 days from date of invoice. Octavian reserve the right to refuse the release of Customer stock pending receipt of cleared funds to ensure that the Customer's outstanding debt remains below the cost value of stock held in Octavian.

All charges are exclusive of VAT which is payable in addition, where appropriate, as defined by relevant VAT legislation.

Octavian reserves the right to exercise its statutory right to claim interest and compensation for debt recovery costs under the late payment legislation if Octavian is not paid according to the above payment terms. Furthermore, Octavian reserves the right to set off any amount owing to the Customer against any amount owing from the Customer on any account where the amounts owing to Octavian are overdue.

The Customer gives full authority and agrees that Octavian may approach any third party in order to undertake credit references on the Customer at any time.

 

CLAIMS & LIABILITY

Octavian will only accept a claim for actual stock damaged or lost, once shortages have been offset against surplus stock. Claims must be submitted within 28 days of notification of such damage or loss. Octavian reserves the right to reject any claim received after this period. Octavian shall have no liability for claims related to individual or connected incidents with a value of £20.00 or less.

If a Customer claim is accepted by Octavian, the amount agreed and invoice received, Octavian will settle within 28 days of the claim being accepted by Octavian. Where a Customer claim is subject to an insurance or other third party recovery by Octavian, Octavian cannot accept the claim until agreement has been obtained from the insurer or other third party responsible.

In no circumstances whatsoever shall Octavian be liable for fraudulent activities of the Customer, their employees, representatives, agents or persons and or parties passing themselves off as the Customer, their employees or representatives, agents or liable (in contract, tort (including for negligence and breach of statutory duty) or otherwise) for any loss (whether direct or indirect) of profits, goodwill or business opportunity or for any indirect, special or consequential loss including loss of profits, savings or revenues (whether or not reasonably foreseeable and even if Octavian have been informed of the possibility of the Customer incurring the same).

Octavian shall not be liable for any act or omission or delay or non-performance of any of its obligations caused by events beyond Octavian's power or control. The Customer shall indemnify and hold harmless Octavian against all damages, actions, claims, losses, costs (including all legal costs), taxes and expenses that are suffered or incurred by Octavian whether or not foreseeable or avoidable, which arise directly or indirectly from:

i) any breach or alleged breach by the Customer of these Terms and Conditions, or

ii) fraudulent activities of, or misuse by the Customer, their employees, representatives or agents or persons and or parties passing themselves off as the Customer, their employees representatives or agents or

iii) incomplete, incorrect or wrong delivery addresses supplied by the Customer. Octavian shall not be responsible for the compatibility of software, equipment or systems supplied to the Customer by third parties and used in conjunction with the Octavian Online website.

Octavian shall not be in breach of this Contract in the event of failure to make available the Octavian Online website due to circumstances beyond its control.

 

INSURANCE

Octavian agree to purchase extended insurance coverage for its liability for Customer's goods whilst in their custody or control for 'All Risks' of accidental physical loss and or damage, subject to standard policy terms and conditions. Specifically excluded (inter alia) from this insurance are loss and or damage and or expenses:

i) attributable to wilful misconduct of, or any act of dishonesty committed or connived at by, the Customer or any associated company or employee thereof;

ii) arising from deliberate act or omission of the Customer or any associated company or employee thereof, and which could reasonably have been expected by the Customer having regard to the nature and circumstances of such act or omission;

iii) cause by depreciation other than as a result of damage forming the subject of a valid claim hereunder;

iv) caused by inherent defect, wear and tear, nature of the subject-matter insured, gradual deterioration, atmospheric or climatic conditions, or the action of light;

v) arising from loss of profit or indirect or consequential loss of any kind;

vi) directly or indirectly caused or contributed to by or arising from: a. ionising radiation or contamination by radioactivity from any nuclear fuel or from any nuclear waste from the combustion of nuclear fuel, or b. the radioactive, toxic, explosive or other hazardous properties of any explosive nuclear assembly, nuclear component or radioactive material;

vii) which is a consequence or war, invasion, act of foreign enemy, hostilities (whether war is declared or not), civil war, revolution, rebellion, insurrection, military or usurped power, or civil strife arising therefrom, or any hostile act by or against a belligerent power;

viii) caused by strikers, locked-out workmen, or persons taking part in labour disturbances, riots or civil commotion;.

ix) which is due to confiscation, requisition, detention or destruction by or by order of any government, public or local authority;

x) due to lack of or a defect in the title of the Customer or any past, present or future owner or purported owner;

xi) directly or indirectly caused by any terrorist, terrorism or any person acting from a political motive;

xii) directly caused by pressure waves from aircraft or other aerial devices travelling at sonic or supersonic speeds. Octavian's liability shall be limited to the replacement or market value of the goods, whichever shall be the lower.

Octavian is not aware of the actual value of Customer's goods and gives no warranty that its insurance cover will be sufficient in the event of a catastrophic loss. This 'All Risks' extension is intended to cover Customer's for loss of stock incurred during 'day to day' business activities and not a major loss caused by some catastrophic occurrence. In the event of claims exceeding the total sum insured by Octavian, a Customer's claim will be settled out of the total amount recovered from Octavian's insurer pro-rata in the proportion that the value of that Customer's claim bears to the total value of all Customer's claims.

'All Risks' cover is conditional upon the Customer not breaching Octavian's payment terms. In the event of a breach of Octavian's payment terms 'All Risks' cover will automatically cease without any notice to the Customer and Octavian's liability will revert to standard UKWA terms with an uplifted liability of £10,500 per tonne and without reinstatement unless communicated in writing to the Customer. In no way can the absence of Octavian to previously enforce this right or advise the Customer of the withdrawal of the 'All Risks' insurance be construed or implied that Octavian has previously or currently waived its rights to withdraw 'All Risks' insurance as per this clause.

 

MIXED CASES

Octavian accepts 'mixed cases' for storage at case rates where permitted by HMRC.

For duty paid 'mixed cases' received, unless otherwise instructed, Octavian will not open the cases in order to verify the contents. If the Customer requires Octavian to open a duty paid 'mixed case' to check that the number of bottles and that the description on the bottle labels corresponds with the accompanying paperwork, a charge will be levied.

For all under-bond 'mixed cases' received, they will be opened and checked for the number of bottles and that the description on the bottle labels corresponds with the accompanying paperwork, at a cost per bottle.

Where the contents of a 'mixed case' have been checked, the case will be recorded on the system as a 'mixed case' (individual products will not recorded on the system). 'All Risks' cover will not apply to 'mixed cases', with any claims being subject to standard UKWA and RHA conditions.

The Customer can request 'All Risks' Insurance to apply to a 'mixed case' where its contents have been checked and, if agreed, Octavian will record individual products within a 'mixed case' on the system separately and each individual product will be charged at a case rental rate.

 

RIGHT OF LIEN

Sufficient stock must be held in Octavian's cellars at all times to cover all outstanding monies. In the event of failure by the Customer to pay any amount due to Octavian or to remove any of the goods from the custody or control of Octavian (notice in accordance with condition 7(I) of UKWA having been given), Octavian may, at the due time, without prejudice to its other rights and remedies against the Customer, give notice in writing of its intention to sell or otherwise dispose of the goods. The proceeds of the sale or disposal shall be remitted to the Customer after deduction for all expenses (including an administration charge) and all amounts due to Octavian from the Customer.

Where Octavian have been unable to contact the Customer and the Customer has not paid any invoices due for 3 years, Octavian reserve the right to sell the Customers' entire stock holding (whether Octavian has previously exercised its right of lien and sold stock or not). The proceeds of the sale or disposal shall be held for the Customer with no interest accruing for a minimum period of 6 years from the date of last contact with the Customer, after deduction for all expenses (including an administration charge) and all amounts due to Octavian from the Customer.

 

REMOVAL OF ENTIRE STOCKS

All monies due to Octavian by the Customer must be paid and cleared in full prior to the final release of goods with sufficient reclaimable value to cover any amounts owing by the Customer and suspended duty and VAT. Removal of entire stocks terminates the contractual relationship in its entirety between the Customer and Octavian.

 

ASSIGNMENT AND SUBCONTRACTING

Neither party may assign this Agreement without the prior written consent of the other. Octavian shall be entitled to subcontract its obligations under this Agreement.

 

OCTAVIAN ONLINE CONDITIONS OF USE

The Customer shall not do or cause or permit anything to be done that may infringe, damage or endanger any intellectual property right of Octavian. Use of the Octavian Online website 'Website' is at the Customer's own risk. Whilst Octavian will take all reasonable steps to ensure the information contained on the Website is as accurate as possible, no warranty of any kind is given regarding the Website, its availability and/or any data provided. Octavian does not warrant the availability, accuracy, completeness, currency or reliability of the content or data on the Website. Octavian disclaims and excludes (to the extent permitted by applicable law) all warranties and conditions (including implied warranties and conditions) of satisfactory quality, fitness for a particular purpose and non-infringement and those arising by statute or otherwise in law or during a course of dealing or usage of trade.

The Customer agrees to comply with and obey all of the requirements as set out in the Octavian Online Super User Guide. The Customer shall ensure that the security measures within the Customer's control as set out in the Octavian Online Super User Guide are adequately and properly maintained.

Octavian reserve all rights to withdraw, amend or cancel the Website, with or without notice, and Octavian shall not be contractually bound to offer any service once it has been withdrawn, amended or cancelled.

Octavian reserves the right to suspend or terminate the Customer's account if it reasonably appears to Octavian that the Customer is in breach of any of the published Terms and Conditions.

All Website design, text, graphic, code and software on the Website is the property of Octavian or its licensors. Unless prior written agreement is obtained from Octavian, no Website data or content found, other than the Customer's stock data, may be reproduced, republished, distributed, posted, sold, transferred, linked to or modified. Use of the Website should not be construed as granting by, implication, estoppel or otherwise, any licence or right to use any of the trade marks without Octavian's prior written permission. All intellectual property rights (including, but not limited to, patent, copyright, database rights, registered design, trade mark, trade name, know-how or industrial or intellectual property rights) and goodwill in and relating to the Website (including all components developed and produced for the Website including any up-dates, format, art direction, web design and content) shall be owned by Octavian. All third party owned trademarks are acknowledged.

 

ELECTRONIC DATA INTERCHANGE (EDI)

Where the Customer and Octavian agree to exchange information by traditional EDI or other electronic messages, the presumption will be that this will be undertaken using Octavian's standard message formats. Octavian may (but will not be obliged to) agree to use different message formats, in which case the Customer will be charged a development cost for their set-up together with an on-going annual maintenance charge.

 

CONFIDENTIALITY

All business information disclosed by the Customer or Octavian to each other is confidential, and shall not be disclosed by either party, other than to employees, agents or sub-contractors of each, who reasonably require to know such information for the performance of their duties. This clause does not apply to information already in the public domain, or which comes into the public domain (other than through a breach of this clause), information which the other party is required by Law to disclose, information where the party to whom the information relates expressly approves its disclosure, or information required to be disclosed in connection with any claim or legal proceedings in relation to these Terms & Conditions.

 

COMMUNICATIONS

All communications and notices concerning this agreement shall be in writing and shall be delivered to the registered office of the party concerned.

 

EFFECTIVENESS OF TERMS & CONDITIONS

These Terms and Conditions take effect from 1st May 2007 and supersede all previous versions that are now null and void.

Receipt of stock into an Octavian cellar and or use of Octavian Online is classed as acceptance of these Terms and Conditions by the Customer, unless otherwise agreed in writing by Octavian. Octavian reserves the right to alter these Terms and Conditions subject to 28 days notice being given to the Customer.

These Terms & Conditions are the complete and entire agreement between Octavian and the Customer and supersede any prior understanding or agreements (whether oral or written) regarding the subject matter and may only be altered by a Director of Octavian in writing, or a Service Level Agreement signed by an authorised representative of Octavian. Should there be inconsistency or conflict between these Terms & Conditions and other published information or data, then these Terms & Conditions will supersede any such information.

For Octavian Vaults customers the Terms & Conditions issued in May 2007 are amended as follows:

 

INSURANCE - OCTAVIAN VAULTS CUSTOMERS EXTENSION

For Octavian Vaults Customers only, subject to the Customer complying with their obligations under this section, Cert Octavian agrees to purchase insurance cover designed to indemnify Octavian Vaults Customers' stock up to its 'Declared Value' subject to the same standard policy terms and conditions and specific exclusions already incorporated into the existing Terms & Conditions.

In order that Cert Octavian can effect this cover Customers must declare in writing the value of their stock to Cert Octavian on opening an Octavian Vaults account and thereafter at least annually, and must also notify Cert Octavian if there is any increase in the value of the stock that the Customer wishes to be covered.

Cert Octavian understands that many Customers may not have the mechanisms in place for valuing their stock and therefore Cert Octavian will, in this instance, offer to help them by using, on the Customer's behalf, an independent industry recognised body to value their stock. This body is currently The London International Vintners Exchange (Liv-ex), which is a leading trading and information platform for fine wine professionals. Liv-ex calculates the values of wines using a rolling best offer price generated from merchant lists collected from a wide range of UK and European suppliers. All values reflect the in-bond price (ie ex duty and VAT). Information on Liv-ex can be found by visiting www.liv-ex.com.

Cert Octavian will inform the Customer of the values applied to their stock by Liv-ex and these will be the Declared Value unless Cert Octavian is notified in writing of a different value by the Customer, provided that such different value is reasonable and a fair estimate of the value. Where Liv-ex are unable to value a case of wine (and the Customer does not provide in writing a reasonable and fair estimate of the value), the original landing value, where known, will be used. If no value is known, or the stated landing value is less that £200 it will be given a notional value of £200. Because of the difficulty of valuing mixed cases, all mixed cases will be valued at £200 unless otherwise notified by the customer.

It is the Customers' responsibility to ensure that the Declared Values are reasonable and that Cert Octavian are notified in writing of any changes to the Declared Values and of any increase in the value of the Customers' wine for whatever reason.

Cert Octavian accepts no liability whatsoever for the accuracy of the Declared Values or for any act or default of Liv-ex.

 

CERTIFICATE OF PRISTINE STORAGE

For Octavian Vaults Customers only, a Certificate of Pristine Storage will be issued when stock leaves Corsham Cellars, which will record the first receipt date into the cellars, thus evidencing that the stock has been stored at Corsham Cellars since that date. This Certificate is not a guarantee of the condition of the stock (which can be affected by inherent defects on first receipt to Corsham Cellars).

Issued by Cert Octavian 28th December 2007.