Platform Terms and Conditions – Vinimo Ltd
The following constitute our terms and conditions of use. They describe the conditions for using the trading platform and for Vinimo Users in full, and every contract between Vinimo and one of its users, including storage and logistics. These terms and conditions are applicable during use of the platform, both for listing a wine, and once a purchase has been actioned, including offers. The terms and conditions below are exhaustive and no conditions may be implied by the norms of the trade or expectation. We reserve the right to modify these Terms and Conditions as we see fit and users are invited to refer to the Terms and Conditions regularly. The Terms and Conditions which are in place when we issue an Order acknowledgement, a wine is listed, or a wine received, will be binding upon the user and us. No employees or agent acting on behalf of Vinimo is able to put in place verbal agreements not laid out in the below Terms and Conditions.
Vinimo is a UK registered business (reg number 15514297). The registered office address is 20 Wenlock Road, London, England, N1 7GU.
Vinimo operates www.vinimo.co, a fine wine marketplace which facilitates the selling and buying of fine wine between registered users. The platform is open to both private individuals and the trade, allowing peer to peer selling. We facilitate trading by brokering payment (which is held until the trade is complete), offering storage facilities as well as logistics and import as needed. Both private individuals and trade will be referred to as ‘users’ from this point onwards.
The Platform services are provided via our website, at www.vinimo.co. The Platform services aim to provide assured processes for trading that are organised in a way as to protect participating members. Note that responsibility for a pending trade is between a seller and a buyer and remains as between that seller and buyer, and it is between a seller and buyer that a commercial contract of sale exists. Vinimo acts as an intermediary between the two, and will hold payment until the transfer of wine is resolved and both parties are satisfied. In the context of sale, ‘Wine’ refers to the entirety of the package being traded, the packaging and/or case, the capsules and their labelling and contents and any incidental items you are providing such as an inspection report (and use of the term “wine” in these Terms and Conditions refers to all these elements collectively).
Vinimo is a fine wine marketplace and does not act in an advisory capacity. The Vinimo market price, critic scores and drinking windows are indications only. Any purchase or sales decisions remain the sole responsibility of the user, and Vinimo accepts no responsibility for any issues arising therefrom, except in the extenuating cases as outlined below.
1. Definitions.
"Buyer”: means any user who purchases or makes an offer on wine via the Vinimo platform or Vinimo broking service
“Seller”: any user who lists and/or sells wine on the Vinimo platform or via the Vinimo broking service.
“Offer”: is either an offer or checkout purchase of a wine. An offer is not considered final until the seller accepts the offer via the platform, confirming wine is available. Until this is accepted, the purchase contract is not binding.
”Contract for Purchase": is a binding agreement for the purchase of wine by the buyer on acceptance of an offer by the seller.
“Contract for Sale”: means a legally binding agreement to sell wine. This comes into effect once the seller confirms the stock is available in response to an offer.
"Goods": means the products to be supplied by the seller to the buyer.
"Listing": means a listing of a specific wine, expressing a firm interest to sell said wine.
"Transaction": means an offer or purchase being accepted by the seller. The transaction is commenced when Vinimo takes the pre-authorisation payment.
"Us/We" – means Vinimo.
"Website" – means the website owned and operated by Vinimo at www.vinimo.co
"You" – means any user on the platform i.e. an individual or company buying or selling wine via the Vinimo platform.
Purchase
2.1 An offer can be placed in a number of ways: either by making an offer below the purchase price via the ‘make offer’ function, or buying the wine via checkout.
2.2 An offer will be acknowledged by Vinimo via email as soon as it is accepted by the seller. At this point the transaction cannot be annulled without the seller's approval, and only if they are notified within 24 hours. In the event of technical issues where no email is received but the seller accepts, this will still constitute a contract for purchase. All cancellations past this point, are at the discretion of Vinimo.
2.3 By making an offer you agree that you are capable of entering into a legally binding contract and you must be at least 18 years of age or the legal age for purchasing alcohol in your country. All Vinimo contracts are subject to English law. Stock offered on Vinimo is in-bond and as such this is accepted as a safeguard against counterfeiting. Vinimo accepts no responsibility for authenticity of wine, nor condition, unless this is raised before the purchase is complete, upon receipt of the wine. Photography is available upon request but is no guarantee of authenticity.
2.4 By clicking a link in the ‘confirm receipt of stock’ email, you are confirming you have received and are happy with the condition of the wine, and you are legally claiming ownership, regardless of whether the wine is transferred to your own warehouse or is stored with Vinimo. If you forfeit the option of a wine photography report, you assume the condition as taken, and any risks associated with the purchase. Any issues resulting from this point on are resolved at your own cost, except in extenuating circumstances. We cannot guarantee any resolution of issues after this point, although where appropriate we will do our utmost to uphold fair transaction principles.
Contract for Sale
3.1 A Contract for Sale which incorporates these Terms and Conditions in full will come into existence when the seller accepts an offer. The Contract for Sale will be considered invalidated if at any point the stock is declared unavailable by the Seller.
3.2 Sellers are free to accept or decline the whole or part of any Offer at their absolute discretion. Where the Offer is declined we will confirm this via email.
3.3 All pricing is in pounds sterling, and the seller is able to adjust the price at any point, before a Contract for Sale has been entered into. Pricing is for the wine listed only and excludes VAT, commission, transfer fees, photography fees, transaction fees and export + shipping fees and taxes should you wish to withdraw your wine from the bonded ecosystem.
3.4 In the event of a technical fault where we have listed an item below its intended value, the seller will not be obligated to fulfil the transaction. Any fees incurred by the buyer will be refunded in this case. If you agree to pay the intended price, the transaction will proceed as usual.
3.5 Availability of wine will be verified with the seller when an Offer is made. If the wine is no longer available, no fees will be incurred by the seller and we will cancel the pre-authorisation and no money will be taken from the Buyer’s account.
Listing
4.1 Any seller listing wine on Vinimo agrees to the following stipulations:
The wine is in bond with no duty paid in a UK or EU bonded warehouse.
The wine is in your account and can be transferred to the buyer within 14 days.
The wine is an undivided original case - no mixed cases or half cases are permitted.
The wine is, within reasonable expectations, in an undamaged, unmarked and unstained condition including labels and capsules, including the case itself. In the event the Buyer complains of the condition based on a photography check, the decision will be at the discretion of Vinimo as to the validity of the complaint.
The wine levels are in the neck.
Any deviation from the above stipulations will result in a full refund for the buyer, and a fine of £250 + any fees incurred (transactional or otherwise) on the part of Vinimo.
4.2 Offers must be confirmed by the seller within 3 days. Failure to confirm an offer within this timeframe will result in an automatic cancellation.
4.3 Transfer of confirmed orders must be completed within 10 working days. Failure to do so will result in cancellation of the order, at the discretion of the buyer who can opt to continue. In the event of a cancellation, the Seller will incur a £250 fine + any other fees incurred by Vinimo (transactional or otherwise) payable by the Seller.
Returns & Cancellations
5.1 When placing an order, payment is taken from the Buyer’s chosen account as a pre-authorisation also known as a card hold. No money is taken as this point, it is an authorisation to claim the balance at a later date. Once the seller confirms availability of stock, the payment will be taken from the card and held by Vinimo. In the event of an Offer below the listing price, money will only be claimed at the point of acceptance by the Buyer. Once stock transfer has been undertaken, and the Buyer has indicated they have received the wine (inclusive of photography processes if applicable) the money will be released directly to the seller via Mollie payout and will arrive within 3 business days.
5.2 A pre-authorisation payment which has not yet been charged, and where a Contract of Sale is not yet in place, can be terminated at the discretion of the seller at any time. A pre-authorisation payment is not a guarantee that stock will be received. In the event of a refund on a charged payment, the Seller will be responsible for all fees, and the Buyer will receive the full amount paid.
5.3 Vinimo accepts all major debit cards. Payment card details you provide to us are held securely by Mollie, our third party provider in compliance with PCI standards. Further information on how card details are stored securely can be found in our Privacy Policy.
5.4 We ensure that payment cards are not being used without your consent, we will cross reference the information provided as part of the order against appropriate third party databases. By placing an order on Vinimo, you consent to these and similar checks being made. Any and all details provided by you will be treated securely and strictly in accordance with the Data Protection Act 2018 and any other relevant data protection law.
5.5 All information revealed through such checks shall be used by us in accordance with our Privacy Policy although we may refer any information which appears to be fraudulent or unlawful to relevant third parties such as police or other enforcement authorities, banks or credit card companies as may be appropriate.
5.6 In the event that at the time the availability of the wine being confirmed the pre-authorisation payment fails, the transaction will be cancelled and considered void. Vinimo reserves the right to contact the buyer directly to try and instigate an alternative payment.
Duty and VAT
6.1 All stock on Vinimo is offered for sale under bond exclusive of duty and VAT.
6.2 For wine purchased on Vinimo, if the Buyer chooses to remove wine from the bonded warehouse, the buyer will be liable to pay duty and VAT based on the rates in force when the wine is taken out of bond and not those at the time of the purchase.
6.3 If Goods are being ordered from outside of the country in which the buyer resides, import duty, tariffs, shipping and taxes may be incurred if you choose to have them shipped to your location. Vinimo is not responsible for these charges and we reserve the right to not provide estimations for these costs. Buying internationally can be a complex process and Vinimo works with registered shipping providers to provide advice and support but if you feel the need you should take advice from your own professional adviser as Vinimo is not liable for these services. As the purchaser of the wine, you will also be the importer of record and as such should ensure that your purchase is in full compliance with the laws of the country into which the wine is being imported. Please be aware that Goods may be inspected on arrival at port for customs purposes and Vinimo cannot guarantee that the packaging of your Goods will be free of signs of tampering.
6.4 Any change in duties, tariffs or other taxes which arise because of changes in laws will be the responsibility of the Customer.
Wine Condition
7.1 Vinimo stipulates clearly that the condition of wine sold must be undamaged, unstained and unmarked, including capsules and labels. However, Vinimo is not responsible if wine arrives in an noncompliant condition which is discovered at a later date.
7.2 Should an issue be detected with a wine on arrival via photography service, the buyer is entitled to a full refund in the event that the issue is demonstrably in breach of our condition rules (see section 4.1). Upon contacting us, Vinimo will resolve the issue with the seller. This must be effected before you confirm receipt of your wine, as past this point you are considered to have legally claimed ownership of the Goods.
7.3 Once confirmed, the wine has legally been transferred to the buyer's ownership and condition complaints can be investigated but Vinimo makes no guarantees as to refunds, partial or otherwise and accepts no liability.
Transfer and shipping
8.1 Transfer fees for orders on Vinimo will be indicated at the time of purchase based on the location of the warehouses. This transfer cost covers the movement of wine from one bonded warehouse to another. Movement of wine to a personal or business address incurs extra costs and will be charged outside of the purchase transaction via Invoice.
8.2 The transfer of wine is considered complete once it has landed in the Vinimo bonded warehouse at LCB Eton Park, and approved by the buyer (inclusive of photography processes where relevant).
8.3 Orders will be dispatched from whichever bonded warehouse the seller stores with. The warehouse and associated costs will be highlighted before purchase. The buyer is responsible for transfer costs as per the purchase, at the discretion of Vinimo. Should transfer costs exceed this amount, the seller is obligated to absorb the cost.
8.4 Although the primary Vinimo storage facility is located at LCB Eton Park, Vinimo reserves the right to transfer the stock to the nearest bonded warehouse to the location of the stock. This can be in either France or the UK.
Storage
9.1 When storing with Vinimo, an invoice for 12 months advance payment of storage will be issued at the time of purchase, payable separately within 1 month of the purchase date. Storage charges will be billed at the prevailing rate at the time of purchase. Unless notified in advance of the next annual period, we will issue additional annual invoices for storage as long as wine is kept with Vinimo.
9.2 Transfer of existing stock to Vinimo is also possible. The transfer of this stock must be arranged by you at your own cost. On arrival of stock, you will be billed annually for storage at the prevailing cost, inclusive of landing fees and any other costs incurred by Vinimo during receipt of wine.
9.3 Vinimo is not responsible for condition changes to wine that land in the Vinimo warehouse.
9.4 In the event that storage costs remain unpaid, Vinimo will withhold stock until the balance is settled. For unpaid storage charges of over 1 year, Vinimo will recoup the storage costs via the sale of said stock.
9.5 Vinimo will distinguish ownership of stock by Vinimo users via written and digital record and will issue a receipt of ownership redeemable against the wine.
9.6 Our storage facilities are operated by a third party where temperature and humidity conditions are appropriate for the storage of fine wines. We cannot be held responsible for spoiled wine.
9.7 The Vinimo storage charges are set out on our website and we reserve the right to change these without prior notice. Our prices are per case of 6, and not per bottle. Storage charges are exclusive of VAT. Additional charges will apply for credit and debit cards outside the EEA.
9.8 For bottles amounting to more than £2,500 in value (per 750ml), additional charges will apply for insurance purposes.
9.9 Once stock is stored with Vinimo, charges to withdraw stock from the bonded warehouse or transfer to another warehouse are entirely separate from the initial purchase and shipping, tax and import charges will apply as relevant. The initial purchase transfer fee only covers transfer to the Vinimo warehouse at LCB Eton Park.
9.9 If you choose to have wine stored in a French warehouse, and then shipped to the UK, we run quarterly shipments on the last day of each month and it will be added to the first available shipment. The cost of this will be the prevailing cost at the time of shipping. Vinimo will undertake the logistics, but the import costs, tax and fees are payable by the user. You are also free to arrange your own shipping should you wish to.
Liability
10.1 Our liability in connection with these terms and conditions is limited to loss or damage to wine, the market price value and replacement cost, but only limited to such amount as we may recover under our relevant insurance policy.
This does not limit in any way our liability to the extent that it may not be excluded or limited as a matter of law.
10.2 We agree to hold and store the stock but Vinimo will not be liable for the state and condition of the wine, including (but not limited to) any change resulting in ullage, maturing, ageing, decomposition or deterioration of the same or of the packaging, except where there is demonstrable evidence of unavoidable damage or neglect.
10.3 The drinking window estimates displayed on the Vinimo site act exclusively as indications and we cannot be held responsible for decisions made on the basis of these drinking windows.
10.4 Vinimo is not liable for any indirect or consequential loss or damage or for any loss of data, profit, anticipated savings, reputation, bargain, opportunity, revenue or business however caused, even if foreseeable.
10.5 We will not be liable for any failure to perform our duties under or in connection with these Terms and Conditions for any reasons which are beyond our reasonable control ("Force Majeure event") nor any loss and/or damage arising from any such Force Majeure event save to the extent that such loss and/or damage is recoverable under our insurance policy. A Force Majeure event may include any failure on the part of our designated warehouse operator or facility which is outside of our control, as well as strikes, lockouts or other industrial action; civil commotion, riot, invasion, war, threat or preparation for war; fire, explosion, storm, flood, earthquake, subsidence, epidemic, pandemic or other natural physical disaster.
10.6 Where we collect or transfer wine, Vinimo does not accept any liability for the stock in transit beyond the insurance protection which may be provided by the relevant external transport provider; it is important to note that such insurance generally only covers outright loss or breakage but not any other damage, and in addition the value covered under such insurance may be capped in value.
General
11.1 Vinimo reserves the right to make changes to these terms and conditions at any time. Any alterations will take effect immediately when posted on www.vinimo.co. Ownership if a Vinimo account implies you agree to these terms and conditions unconditionally. As such, it is your responsibility to read the terms and conditions whenever using the platform. Your use of the website services in any form constitutes agreement to these terms and conditions.
11.2 If any provision of these Terms and Conditions is held by a court or other competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these Terms and Conditions and the remainder of the provision in question shall not be affected.
11.3 No provision of these Terms and Conditions shall be enforceable pursuant to the Contracts (Rights of Third Parties) Act 1999.
11.4 No delay in exercising or non-exercise by Vinimo of any right, power or remedy under or in connection with these terms and conditions shall impair that right, power or remedy or operate as a waiver or release of it.
11.5 These terms and conditions shall be governed by the laws of England and Wales and you agree that the courts of England and Wales shall have exclusive jurisdiction in relation to the subject matter thereof and any disputes relating to the same.
Commission & Transaction fees
12.1 Vinimo will add a commission of 2% on the buyer side, in addition to the listed sale price.
12.2 Vinimo will deduct a commission of 2% on the Seller side.
12.3 Transaction fees are payable by the Buyer and are dependent on the payment method, but will amount to 0.7% when paying via debit card, added on to the final total of sale price + commission.
