Wine Storage Terms
The fees for pickup, receiving, storage and delivery and related matters are set forth in the Fee Schedule on this Site. The Fee Schedule is subject to change, following posting on this Site or other advance written notice.
Storage and Warehouse Handling Fees
The fee for storage alone (exclusive of fees for any other services) is calculated per case or package of wine, containing up to twelve (12) 750-ml. bottles or equivalent volume (“Case”), per calendar month (the “Storage Fee”).
Warehouse Handling Fees are assessed per case of wine entering the warehouse. In the instance of an inbound case, if the case contains different wines, then the fee is multiplied by the number of unique wines per case. In the instance of an outbound case, the fee is assessed per case of wine leaving. If the outbound case is being opened and individuals bottles retrieved then then the fee is multiplied by the number of bottles retrieved.
Invoicing and Payment
Storage, Warehouse Handling, Packaging and Pick-up/Delivery Fees are invoiced at the beginning of each month and are due on receipt. All other incidental fees such as freight or courier fees payable under these Storage Terms are invoiced at the time of service and are due upon receipt.
Customers must keep a valid credit card on file for payment of all invoices.
Unpaid fees will accrue interest daily at the rate of one percent (1%) per month or twelve percent (12%) per annum. In the event that Customer is removing all of Customer’s wine from the facility (or if, in the sole judgment of the Company, Customer presents a payment or credit risk) then all unpaid fees are payable prior to removal of any wine.
Packaging Requirements; Bottle Level Control
Every Case of wine that Customer requires to be picked up must be properly packed for storage (either in intact original wood Cases or standard lay flat cardboard wine Cases acceptable to the Company). The Company will re-package wine delivered to it in other packaging, at customer’s expense. The Company will institute “Bottle Level Control” over all Cases whether mixed or uniform (i.e., it will inventory all bottles).
The Company shall inventory the wine bottles in those Cases upon or following the date of arrival at the Company’s facility and provide Customer with an inventory report within ten (10) business days of such date. The Company’s written inventory report shall be deemed conclusive for all purposes relating to this agreement and with respect to the Company’s obligations hereunder, unless Customer shall deliver written notice to the Company within ten (10) business days of the delivery of the Company’s inventory report, setting forth, in detail, any discrepancies with the Company’s inventory report that Customer reasonably deems to exist. The Company and Customer shall act expeditiously and in good faith to resolve any such discrepancies.
The Company will provide on-line access to Customer’s account or inventory however, the Company cannot be responsible for any losses or liabilities resulting from such access or related arrangements, including, without limitation, any loss, theft or inaccuracy of any data or the cessation (or temporary unavailability) of such access.
Responsibility for Damage or Loss
The responsibility of the Company (including its employees or agents) for any loss or damage to Customer’s wine while in the possession of the Company (including in the course of any pick-ups or deliveries effected by the Company) shall be limited to damage caused by the Company’s negligence and in any event is limited as set forth elsewhere in these Terms and Conditions (including these Storage Terms). The Company will not be liable for any damage caused to Customer’s wine by vibration, sprinkler leakage, Force Majeure, insect or rodent infestation, inadequate packing, wear and tear, temperature or humidity changes, or latent or patent defects in Customer’s bottles or similar events. “Force Majeure” means war or civil commotion, Acts of God, seizure or other acts of civil or military authority, insurrections, riot, strike, acts of terror, enemies of the government, failure of public utilities, embargoes, riots, civil disturbances, fires, explosions, storms, floods, typhoons, earthquakes, and other natural calamities, strikes and labor disputes, any threat of any of the foregoing, and any other cause beyond the reasonable control of the Company. NEITHER THE COMPANY NOR ANY WAREHOUSEMAN AT THE FACILITY IS AN INSURER OF THE GOODS STORED WITH IT. The Company will not be responsible for any loss or damage to goods shipped or delivered by a third party.
Customer may terminate storage under these Storage Terms at any time, upon payment of all outstanding fees to the Company (including any fees related to delivery, pick-up and/or removal of stored wine). The Company may terminate storage under these Storage Terms on ten (30) days’ prior written notice to Customer, and Customer shall thereafter notify the Company of the location to which the Customer’s wine is to be delivered. If no instructions are given to the Company regarding the delivery of Customer’s wine, it will be delivered to Customer at the address last provided by Customer to the Company in writing or by e-mail acknowledged by the Company.
Deliveries or pick-ups from the Company’s facility will only be made upon the specific written request of Customer or Customer’s designated agents. Customer hereby agrees that by directing the Company to deliver or pick up wine, Customer is authorizing the Company to act on his/her behalf to engage a common carrier or other delivery company to deliver Customer’s wine, at Customer’s expense. The Company will not ship via the U.S. postal service or to a post office box. Wines may only be delivered to persons who are at least 21 years old. All wine shipments require an adult signature at the time of delivery and any person receiving such delivery shall make his/her valid, current driver’s license, passport or other government-issued photo-identification acceptable to the designated carrier. The Company does not make any representation concerning the legal rights of any person or entity to ship or import wine into any jurisdiction. By utilizing this service, Customer is representing that he/she is acting in full compliance with any and all applicable state, local and other laws, rules and regulations regarding the purchase, transportation and delivery of wine. Customer represents that he/she has obtained any required permission, paid any required fees, is working through properly licensed intermediaries where required, is legally entitled to take possession of wine and is legally entitled to ship said wine. Customer hereby agrees to indemnify and hold the Company harmless from and against any and all claims, causes of action, losses, costs, expenses, damages or liabilities, state, local or other administrative or legal violations or penalties arising from such shipment of wine, including reasonable attorney’s fees and expenses which the Company sustains by reason of any wine shipments made on Customer’s behalf.
Weather and Other Conditions
We may delay shipment in order to prevent possible damage to wine due to temperature extremes or other conditions of which we are aware. We assume no liability for any delay in shipment or for any damage to wine due to temperature extremes or other weather, temperature or other conditions applicable to any shipment (including changes to wine during shipment), regardless of whether or not we delay shipment. If we notify you that we intend to delay shipment, and you nonetheless insist on shipment prior to the time that we believe is advisable, we may require, as a condition to shipment, that you confirm, in a writing satisfactory to us, your instructions and acknowledgement that we will not be responsible for any damage to the wine by reason of temperature extremes or other conditions; however, we will not be liable for such shipment even in the absence of such a confirmation.
Limitation of Damages and Claims
IN ADDITION TO ANY LIMITATION ON LOSSES, REMEDIES OR DAMAGES PROVIDED FOR ELSEWHERE IN THESE TERMS AND CONDITIONS (INCLUDING THESE STORAGE TERMS), CUSTOMER ACKNOWLEDGES AND AGREES THAT DAMAGES ARE LIMITED TO TEN ($10.00) DOLLARS FOR EACH CASE LOST OR DAMAGED. Customer further acknowledges and agrees that he or she will first look to any insurance coverage obtained pursuant to, if applicable, and his or her own policies of insurance for such losses, remedies or damages. Customer is aware that any policy of insurance maintained by Customer, whether a homeowner’s policy or otherwise, may contain limits on coverage (or no coverage) for property stored outside of Customer’s home. Customer will review Customer’s policies of insurance and will determine in Customer’s sole discretion the amounts and types of coverage that Customer will maintain in connection herewith and whether Customer will obtain insurance pursuant to these Storage Terms. Customer hereby waives any right of subrogation against the Company, its agents and employees for any loss or damage to the goods subject to these Storage Terms, and to notify its carrier of such waiver. No action may be maintained by Customer against the Company for loss or damage to the goods covered hereunder unless commenced within twelve (12) months after the date of such loss or damage.
Insurance Coverage for Storage/Warehouse Claims
If Customer elects, by notice to Company to receive such insurance, the Company may, in its discretion, arrange for the maintenance of a policy of insurance (provided such insurance continues to be available to Company) with a carrier of its selection which provides coverage to Customer while Customer’s wine is stored with the Company. Customer shall be responsible for all deductibles. Unless otherwise specified by the Company, the cost of such coverage will be at a rate of .6% with a minimum of $300 of the stated value of the wine stored per year. The terms and provisions of this paragraph are qualified in their entirety by the terms of such policy. The cost for coverage commenced at any time after January 1 of any year shall be pro-rated by the Company. Payment by Customer for such insurance shall be deemed an acceptance by Customer of the terms and conditions of the policy of insurance referenced herein. If such insurance coverage continues to be available to the Company upon the same payment terms or if any changes in such payment terms have been posted on this Site, such coverage shall be automatically renewed upon the anniversary of the date that such coverage commenced (together with any such changes), unless the Company receives advance written notice from Customer thirty (30) days prior to the anniversary date stating that Customer does not wish to renew the coverage. Upon renewal of the coverage, Customer shall also be responsible for providing the Company with additional information, including the new stated value of the wine stored per year based on any additions to Customer’s collection and/or fluctuations in market value.
Insurance Coverage for Goods in Transit
If Customer elects, by notice to Company to receive such insurance, the Company may, in its discretion, arrange for the maintenance of a policy of insurance (provided such insurance continues to be available to Company) with a carrier of its selection for insurance coverage of wine transported for Customer by arrangement with the Company, whether such wine is transported by the Company to a third party selected by Customer or transported to the Company under the Company’s Bill of Lading which provides coverage to Customer while Customer’s wine is stored with the Company. The aforementioned policy of insurance shall not pertain to shipments of Customer’s wine not arranged by the Company. Unless otherwise specified by the Company, the cost of such coverage will be at a rate of one percent (1.5%) of the stated value of wine shipped. The deductible for transit specific claims as provided for in the policy of insurance shall be $1,000.00 per occurrence for air, sea or truck freight and $250.00 for common carrier package delivery services such as Federal Express or U.P.S . Customer shall be responsible for the deductibles. Additional coverage may be available upon request for an additional charge. The terms and provisions of this paragraph are qualified in their entirety by the terms of such policy. Payment by Customer for such insurance shall be deemed an acceptance by Customer of the terms and conditions of the policy of insurance referenced herein.
Without limitation as to any other rights or remedies available to the Company, the Company reserves the right to create, perfect and enforce a lien against all wine stored by Customer with Company in the event that Customer’s Storage Fees or any other amounts due the Company (or any party retained by the Company in accordance with these Storage Terms or as otherwise requested by Customer) remain unpaid for a period of 120 days after the due date thereof. From and after such 120-day period, the Company may sell any wines owned by Customer from whom any such overdue amounts are due. The proceeds of such a sale shall be applied first (in such order as the Company may determine in its discretion), to any costs and expenses of the Company (or any party retained by the Company), including, without limitation, reasonable attorney’s fees and expenses, incurred with respect to or arising out of: the breach by Customer of these Storage Terms; the creation perfection and enforcement of any warehouseman’s lien; the custody, preservation, sale of, collection from, or other realization upon, any wine or any other property or assets of Customer subject to any collection efforts; and the exercise or enforcement of any of the rights of the Company hereunder; second (in such order as the Company may determine in its discretion), to any and all other amounts due the Company (or any party retained by the Company) hereunder; and third, to Customer, to the extent of any excess remaining after payment of the amounts described in “first” and “second” above, which shall be the sole responsibility of Customer. To the fullest extent permitted by law, Customer waives all requirements of notice, demand, advertisement and disposition of proceeds required by law with the regard to and in furtherance of the collection of any amounts due the Company (or any party retained by the Company), the enforcement of the Company’s (and such other parties’) rights, including, without limitation, such warehouseman’s lien, and the sale of any such wine. The Company may sell such wine (or any part thereof) in one or more parcels at public or private sale, at any facility of the Company or elsewhere, for cash, on credit or for future delivery, and at such price or prices, to such parties (including, without limitation, the Company or its affiliates) and upon such other terms as the Company may deem commercially reasonable. The Company shall not be obligated to make any sale regardless of having given any notice of sale, and the Company may adjourn any public or private sale from time to time by announcement at the time and place fixed therefor, and such sale may, without further notice, be made at the time and place to which it was so adjourned.
These Storage Terms shall apply to all further services rendered by the Company in addition to the storage of wine, including, but not limited to, pick up and/or delivery of the wine, handling or inventory control. Customer shall not store anything at the Company’s facility other than wine or other bottled beverages.