Purchase Agreement
By accepting delivery of any product delivered from Universalfws.com (“Universalfws.com”), you (“Customer”) agree to be bound by the terms and conditions listed below. You and Universalfws.com agree that the following terms and conditions are the exclusive terms governing the sales transaction between Customer and Universalfws.com. Customer may issue a purchase order for administrative purposes only. Additional or different terms and conditions contained in any such purchase order will be null and void. Any attempt to alter, supplement, modify or amend these terms and conditions by the Customer will be considered a material alteration of this agreement and, therefore, are null and void. In addition, these terms and conditions are subject to change at any time, without prior written notice. Therefore, please check these terms and conditions carefully each time you place an order with or accept delivery of any goods from Universalfws.com.
Warranties
Universalfws.com IS A DISTRIBUTOR ONLY. PRODUCTS SOLD BY Universalfws.com ARE NOT MANUFACTURED BY Universalfws.com. THE PRODUCTS MAY, HOWEVER, BE COVERED BY EACH MANUFACTURER’S WARRANTY, SERVICE, AND SUPPORT POLICY (IF PRESENT). Universalfws.com ASSIGNS AND PASSES THROUGH TO THE CUSTOMER ANY WARRANTY OF THE MANUFACTURER, AND CUSTOMER ACKNOWLEDGES THAT IT SHALL HAVE RECOURSE ONLY UNDER SUCH WARRANTIES AND ONLY AS AGAINST THE MANUFACTURER OF THE PRODUCTS. Universalfws.com MAKES NO REPRESENTATION OR EXPRESS WARRANTY WITH RESPECT TO THE PRODUCT EXCEPT THOSE STATED IN THIS DOCUMENT. Universalfws.com DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, AS TO ANY SUCH PRODUCT, INCLUDING AND WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY IMPLIED WARRANTIES ARISING FROM STATUTE, TRADE USAGE, COURSE OF DEALING, OR COURSE OF PERFORMANCE. ALL ITEMS SOLD THROUGH Universalfws.com ARE SOLD “AS-IS” OR “WITH ALL FAULTS.” THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THESE ITEMS IS WITH THE BUYER. SHOULD ANY OF THESE ITEMS PROVE DEFECTIVE, DO NOT FUNCTION, OR FUNCTION IMPROPERLY IN ANY WAY FOLLOWING THEIR PURCHASE, THE BUYER, AND NOT THE MANUFACTURER, DISTRIBUTOR, OR Universalfws.com , ASSUMES THE ENTIRE COST OF ALL NECESSARY SERVICING OR REPAIR.
Limitation of Liability
BY USING THE Universalfws.com ACCOUNT, CUSTOMER EXPRESSLY AGREES THAT THE USE IS AT YOUR SOLE RISK. Universalfws.com LLC., ITS SUBSIDIARIES, AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS WILL NOT BE LIABLE IN ANY CIRCUMSTANCE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES THAT RESULT FROM YOUR USE OR INABILITY TO USE THE Universalfws.com WEB SITE. IN NO EVENT WILL COMPANY’S MAXIMUM LIABILITY EXCEED THE PURCHASE PRICE OF THE PRODUCT GIVING RISE TO THE CLAIM. COMPANY SHALL NOT BE LIABLE FOR THIRD PARTY CLAIMS FOR DAMAGES AGAINST THE CUSTOMER, OR FOR MALFUNCTION, DELAYS, INTERRUPTION OF SERVICE, LOSS OF BUSINESS, LOSS OR DAMAGE TO EXEMPLARY DAMAGES, WHETHER OR NOT COMPANY HAS BEEN MADE AWARE OF THE POSSIBILITY OF SUCH CLAIMS OR DAMAGES.
General Terms and Conditions
Orders
An order is not binding upon Universalfws.com until accepted by Universalfws.com. We must receive payment before it will accept an order, except for those accounts on a Net Term basis. Payment for product(s) ordered is due prior to shipment. Customer can make payment by credit card, or some other method prearranged with Universalfws.com. You agree to pay the amount(s) due as specified on the invoice, and you agree to pay interest on all past-due sums at a rate of 1.5% per month or the highest interest rate allowed by law, whichever is less. Inventory Availability
Universalfws.com cannot guarantee inventory availability. Due to ongoing sales, available inventory at the time of purchase may not actually be in the warehouse when the order is recorded, because another order for the same product may have preceded it.
Additionally, in the event that a product or products has/have been ordered and are out of stock, Universal Fine Wine & Spirirts will make every effort to fill the order. However, in the event that the product(s) can not be filled, Universal Fine Wine & Spirits will contact the purchaser to ascertain whether or not to complete the order with the available items.
We do not automatically substitute vintages.
If Universal Fine Wine & Spirits does not receive a reply to this inquiry in a reasonable amount of time, the order will be filled & shipped with the available items, and the missing portion of the order will be refunded to the credit card used at the time of purchase.
Occasionally, before we process an order for shipment/delivery, we must verify the order by phone. Please provide us with an accurate, working phone number so that we may contact the cardholder to verify shipping and billing information.
By law, Universal Fine Wine & Spirits, as well as UPS, is required to obtain a signature from an adult (21+) before releasing a package that contains alcoholic beverages. The purchaser must agree to this condition in order to complete a successful transaction.
UPS will make three (3) attempts to deliver a package(s) (on successive business days) before the package is returned to Universal Fine Wine & Spirits. If a package is returned, the cost of the original delivery is the responsibility of the customer and is not eligible for reimbursement or refund. Additionally, if a package is returned, the customer will provide funds for re-sending the packages.
Multiple User
Customer is solely responsible for management of all aspects of the account, including without limitation, ensuring that the Primary User and any authorized additional users is kept up-to-date and account information and account password security are maintained. Customer is personally liable for payment of any orders that are placed or charges incurred as a result of use of Customer account. Universalfws.com assumes no responsibility for unauthorized purchases which may be made using the Company’s credit card or net term account. Fraud
Prevention
Universalfws.com can only ship to location that were submitted with your initial application and confirmed. For fraud prevention purposes, if your billing address and shipping addresses are different, we must verify your shipping address. Please contact the bank that issued your credit card and have your shipping address listed as an alternative address in that bank’s memo field. Please make sure your credit card issuer bank’s phone number is correctly listed in your Universalfws.com account information. To prevent delays in processing the Primary Account Contact should keep the shipping address list up to date.
Shipping Charges
Your total cost for purchase of any product will include shipping and handling charges shown on the Universalfws.com invoice.
Risk of Loss
Universalfws.com will arrange for shipment of ordered product(s) to the Customer, and risk of loss passes to the Customer upon delivery to the carrier. Universalfws.com will advise Customer of estimated shipping dates, but Universalfws.com will, under no circumstances, be responsible for delays in delivery, and associated damages, due to events beyond its reasonable control, including without limitation, acts of God or public enemy, acts of federal, state or local government, fire, floods, civil disobedience, strikes, lockouts, and freight embargoes. FedEx Home/Ground shipping times are not guaranteed by Universal Fine Wine and Spirits or FedEx.
Governing Law and Jurisdiction
Any dispute arising out of or related to these Terms and Conditions or the sales transaction between Universalfws.com and Customer shall be governed by the laws of the State of Florida, without regard to its conflicts of law rules. Specifically, the validity, interpretation, and performance of this agreement shall not be governed by the United Nations Convention on the International Sale of Goods. Universalfws.com and Customer consent to the exclusive jurisdiction and the exclusive venue of the State Courts of the State of Florida, to resolve any dispute between them related hereto, and the parties waive all rights to contest this exclusive jurisdiction and venue of such Courts. Finally, the Customer also agrees not to bring any legal action, based upon any legal theory including contract, tort, and equity or otherwise, against Universalfws.com that is more than one year after the date of the applicable invoice. Severability
If any provision contained in this agreement is or becomes invalid, illegal, or unenforceable in whole or in part, such invalidity, illegality, or unenforceability shall not affect the remaining provisions and portions of this agreement, and the invalid, illegal, or unenforceable provision shall be deemed modified so as to have the most similar result that is valid and enforceable under applicable Florida law
Waiver
The failure of either party to require performance by the other party of any provision of this agreement shall not affect in any way the first party’s right to require such performance at any time thereafter. Any waiver by either party of a breach of any provision in this agreement shall not be taken or held by the other party to be a continuing waiver of that provision unless such waiver is made in writing.
Entire Agreement
These terms and conditions, together with Universalfws.com invoice regarding the products ordered by Customer, Shipping Policy outlined on the website, as well as any other stipulations and conditions outlined and contained within the Universalfws.com website, are the complete and exclusive agreement between Universalfws.com and Customer, and they supersede all prior or contemporaneous proposals, oral or written, understandings, representations, conditions, warranties, and all other communications between Universalfws.com and Customer relating to the subject products. This agreement may not be explained or supplemented by any prior course of dealings or trade by custom or usage.