TERMS OF USE

Wineworld Exchange, is a part of Wineworld Limited (“WINEWORLD”) and operates as a wine trading platform which serves to provide wine lovers, collectors and private customers access to exclusive, fine and rare wines from established wine merchants and wine investors, with exclusive offerings to their private collections WINEWORLD sources wines from selected wine merchants and wine investors. WINEWORLD handles the placing of orders by Members with, payment to and delivery from the wine suppliers.

The following are the terms and conditions of use of the services offered by WineWorld (“Services”).

Services are offered subject strictly to acceptance without modification of the terms and conditions of use contained herein (and as amended from time to time). To use the Services, you must register and sign up as a member of the WineWorld, either as a wine supplier or as a buyer customer purchasing wine from suppliers enlisted with Wineworld. (“Member”).

Agreement

By using the Services of WINEWORLD, you agree or are deemed to have agreed to be bound by these terms and conditions of use contained or referred to herein (“TOU”). If you do not agree to this TOU and WINEWORLD's Privacy Policy, please do not access or otherwise use the WINEWORLD or any information contained herein.

Membership
Whether you are a wine supplier or a buyer, you must register as a member of WINEWORLD before you can use the Services.  To become a Member, you must complete an online application form [Note – hyperlink to Member sign in].

Without limiting the foregoing, for legal reasons, WINEWORLD requires all Members to be 18 years old or above or in case of a corporation, duly and fully licensed and registered. If you do not qualify, you are prohibited from using the Services. In order to use the Services, you must represent and confirm or are deemed to have represented and confirmed that you are at least 18 years old or in case of a corporation, that you hold all needed valid, unrestricted and unconditional operation licenses, and that the information you submitted to for registration as a Member is true, accurate, current, and complete. You should provide all updates and changes to WINEWORLD. You will be responsible to maintain the confidentiality of your accessing password. You may not disclose or share your password to any third parties or use your password for any unauthorized purpose. You will only conduct legal and proper transactions with and via WINEWORLD and you are fully liable and responsible for all actions undertaken on account or in the name of your membership account and password.

Improper Uses of Content from Wineworld Exchange

Save as expressly permitted as the limited rights to authorized suppliers, you agree not to: (a) systematically retrieve data or other materials contained in the WINEWORLD (collectively known as “Content”) to create or compile, directly or indirectly, a collection, compilation, database, directory or the like; (b) use any trade marks, trade names, copyrights or other intellectual property rights of the WINEWORLD or any third party as metatags on other websites without our or the third party's prior written consent; (c) collect Member’s names and/or email addresses by electronic or other means for the purpose of sending unsolicited or unauthorized advertisements, spam, chain letters or other communications to other Members of the WINEWORLD; or (d) delete or revise any materials posted by any other Member. The following activities on the WINEWORLD are expressly prohibited: (i) any use of the Website, which in WINEWORLD's sole judgement, degrades the reliability, speed, or operation of the WINEWORLD or any portion of the WINEWORLD or any underlying hardware or software thereof, (ii) any attempt to gain unauthorized access to the WINEWORLD's computer systems or networks; and (iii) any use of the WINEWORLD which is unlawful or in violation of this TOU.

WINEWORLD has sole discretion, without prior notice, to remove any or all of the Content provided by you.

Termination of Membership

You agree that WINEWORLD may, in its sole discretion, suspend or terminate your WINEWORLD membership and/or all access to WINEWORLD and the Services for any reason without prior notice in the event of: 1) your violation of this TOU and failure to stop or rectify the breach within 3 days of the issuance of a written complaint by WINEWORLD; 2) your allowing any third party to use your membership account or password; 3) your violation of any applicable laws or regulations; or 4) the occurrence of any event that WINEWORLD at its sole discretion deems suspension or termination appropriate or necessary.   

WINEWORLD shall not be and shall not be held liable or responsible for any loss or damages suffered by the Member for any suspension or termination of the Membership or the Services.

Intellectual Property Rights

The intellectual property rights subsisting in WINEWORLD and its website shall remain and not passed to you in any way.  All rights under applicable laws are hereby reserved.

While you may print off one copy and may download extracts, of unrestricted page(s) from WINEWORLD for your personal, non-commercial reference and use, it remains our property, unless otherwise stipulated, and must be subject to conditions of use of the owners of any of the contents.  You must not use any part of the materials on WINEWORLD for commercial purposes without first obtaining a consent from us and/ from the owner of such intellectual property.   

You must not modify the paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs or any graphics separately from any accompanying text.  

If you print off, copy or download any part of WINEWORLD in breach of this TOU, your right to use WINEWORLD will cease immediately and you must, at our option, return or destroy any copies of the materials you have made. WINEWORLD reserves a right to be provided with a confirmatory certificate.

WINEWORLD does not endorse or warrant the integrity, quality or standard of products or services advertised on the WINEWORLD website.

Privacy Policy

WINEWORLD has established a Privacy Policy, as modified from time to time, which explains how information is collected on WINEWORLD and used. The Privacy Policy is part of this TOU.

Third Party’s Websites

Members should be aware that linked third party websites may contain confidentiality and other provisions or contents that differ from those herein. WINEWORLD does not endorse and is not responsible for such third party provisions or contents, and expressly disclaims any and all liability related to the provisions or content of such linked websites. You understand and agree that you may be exposed to content posted in those websites that may be untrue, inaccurate, incomplete, offensive, indecent or objectionable. 

Liabilities and Warranties

Your access to and use of WINEWORLD is soley at your own risk and is provided “AS IS “, “as available”. WINEWORLD makes no representation or warranty of any kind, express or implied, whatsover.

Any Content downloaded or otherwise obtained through the use of WINEWORLD is accessed at your own discretion and risk and you will be solely responsible for any damage to your computer system or loss of data that results from the downloading of any such Content.

Without limiting any exclusion specifically provided for in this TOU, we shall in no event be liable for any costs, damages or liability for any unauthorised use of WINEWORLD or breach of security relating to WINEWORLD.  

We do not guarantee or assume any liability or responsibility and you acknowledge that we make no representation or warranty, that:

1)     the information on WINEWORLD is accurate, complete, current or reliable, or may be used for any purpose other than for general reference or as specified in any separate licence granted by us;

2)     the information on WINEWORLD is free of defect, error, omission, virus or anything which may change, erase, add to or damage your software, data or equipment;

3)     messages sent through the internet will be free from interception, corruption or loss;

4)     access to WINEWORLD will be available or be uninterrupted; or

5)     defects in WINEWORLD will be corrected.

In no event shall WINEWORLD be liable to you or any other person for any direct, indirect, incidental, special, punitive or consequential damages, including any loss of business or profit, arising out of any use or inability to use or errors or omission in the information in WINEWORLD, even if we have been advised of the possibility of such damages. In any case, WINEWORLD's liability is limited to the value of the particular subject transaction.  

The limitation of the liability contained in this TOU will apply to the fullest extent permitted by applicable laws.  

Indemnity

You agree to defend, indemnify and hold us, our employees, agents, officers, directors, agents, contractors, suppliers and other representatives harmless from and against all liabilities, damages, claims, actions, costs and expenses (including legal fees), in connection with or arising from your breach of this TOU and/or your use of WINEWORLD.  WINEWORLD may, if necessary, participate in the defence of any claim or action and any negotiations for settlement. You will not make any settlement that may adversely affect our rights or obligations without our prior written approval.  We reserve the right, at our own expense and on notice to you, to assume exclusive defence and control of any claim or action.  

Changes to the TOU

WINEWORLD reserves the right at any time without prior notice to (a) change the terms and conditions of this TOU; (b) change the content of the website of WINEWORLD, including eliminating or discontinuing any content or feature; or (c) change or impose other fees, charges or other conditions for use of the website, Services or parts thereof (with reasonable notice).

You shall be deemed to have accepted those changes and modifications if you continue to use the Services. You should check the WINEWORLD website frequently for any changes.

Governing Laws
This TOU is governed and construed in accordance with the laws of the Hong Kong Special Administrative Region . If for any reason a court of competent jurisdiction finds any provision of these terms or portion thereof, to be unenforceable, that provision shall be enforced to maximum extent permissible so as to effect the intent of the terms and conditions, and the remainder of the terms and conditions shall be enforced.

Arbitration
You agree that any dispute or claim arising out of or relating to this TOU or our Services shall be settled by arbitration in English in accordance with the rules of the Hong Kong International Arbitration Centre. Any award rendered by the arbitration shall be final and binding upon each of the parties. 

Entire Agreement
The General Terms and Conditions and (as the case maybe) the Special Terms and Conditions for Buyers and the Special Terms and Conditions for Sellers constitute the entire agreement between the Member and WINEWORLD with respect to the subject matter specific to and forming part of our Services and supersedes any other agreements, written or oral. A printed version of this TOU shall be admissible in judicial or administrative proceedings based upon or relating to this TOU to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Notices
Except as stated otherwise, any notices shall be given by postal mail to WINEWORLD at [address]. In the event that we need to give you a notice, such notice shall be sent to the email address you provided to WINEWORLD at registration. Notice shall be deemed given 24 hours after the email is sent (unless the sending party is notified that the email address is invalid).

Headings

The section headings used in this TOU are for convenience of reference only, and are not intended to be considered a part hereof, and shall not modify or restrict any of the terms or provisions hereof or be taken into consideration in interpreting or construing this TOU.

If any portion of this TOU is found by a court of competent jurisdiction to be unlawful, void, invalid or otherwise unenforceable, then the court shall endeavor to give effect to the parties' intention as reflected in that portion and the portion shall be deemed severable from this TOU and shall not affect the validity and enforceability of the remaining portion, which will remain in full force and effect.