Terms and Conditions - eBev Trade

These Venue Terms and Conditions (“Terms”) are made at the date of ordering

Between the parties:

eBev.com Pty Limited (ABN 51 169 880 960) of PO Box 365, Surry Hills NSW 2010 (eBev);

and

Your business (Venue).

 

Background

  1. eBev provides an online ordering platform through which licensed Venues can connect with wholesale wine and beverage suppliers (Suppliers) to place orders and purchase their products.

  2. eBev wishes to provide to the Venue access to and use of the eBev platform and services to facilitate introductions and transactions between the Venue and suppliers of wholesale wine and beverage products (Suppliers).

  3. The Venue wishes to use the eBev platform and services to place orders with Suppliers in accordance with the terms and conditions set out herein.

 

Party details

Name: eBev.com Pty Limited (“eBev”)
ABN: 51 169 880 960
Web address: http://www.ebev.com
Telephone number: 1300 556 081
Address: PO Box 365, Surry Hills NSW 2010
eBev representative: Ian Harris, CEO eBev.com Pty Limited

 

 

Agreed terms

1 - Definitions and Interpretation

1.1    Definitions

  • “Australian Consumer Law” means the Australian consumer laws in the Competition and Consumer Act 2010 (Cth) and other equivalent legislation.

  • “Business Day” means a day on which banks are open for general banking business in New South Wales.

  • “Delivery Address” means the address for delivery of the Goods as provided by the Venue or as otherwise set out in the Goods Order.

  • “Goods” means all the Supplier’s goods as specified in the Goods Order.

  • “Goods Order” means an order for Goods between the Venue and Supplier placed on the Platform in accordance with clause 4 of these Terms.

  • “Platform” means the online platform at http://www.ebev.com operated by eBev which facilitates the introduction and connects Venues with Suppliers registered on the Platform to place online goods orders with Suppliers.

  • “Price” means the price of the Goods in Australian Dollars (expressed exclusive of any GST unless otherwise agreed by eBev) as specified in a Goods Order and payable by the Venue.

  • “Services” means: (i) the facilitation of the placement of Goods Orders between the Venue and the Supplier through the use of the eBev Platform; (ii) the introduction to a third party credit provider for trade credit in respect of Goods Orders (where applicable); and (iii) the collection of payment for Goods Orders on behalf of the Supplier.

  • “Supplier” means a wine, beverage or liquor supplier which holds a current producer or wholesaler liquor licence or other licence necessary in the state or territory in which they operate and have registered on the eBev Platform as a supplier.

1.2    Interpretation

(a)    A provision of these Terms must not be construed to the disadvantage of a party merely because that party was responsible for the preparation of these Terms or the inclusion of the provision in these Terms.

(b)    words in the singular include the plural and vice versa.

(c)    where any word or phrase is given a defined meaning, any other part of speech or other grammatical form in respect of that word or phrase has a corresponding meaning.

(d)    headings are inserted for convenience and do not affect the interpretation of these Terms.

(e)    a reference to:

(i)     a person includes a partnership, joint venture, unincorporated association, corporation and a government or statutory body or authority and (as the case may be) the person’s legal personal representatives, successors, assigns and persons substituted by novation;

(ii)    an obligation includes a warranty or representation and a reference to a failure to comply with an obligation includes a breach of warranty or representation;

(iii)   “$” or “dollars” is a reference to Australian currency; and

(iv)    the word “includes”, and any variants of that word, will be read as though followed by the words “without limitation”.

(f)     Where the Venue consists of more than one party or entity, liability shall be joint and several.

 

2 - Acceptance and application of Terms

  • These Terms together with the eBev Platform Terms and Conditions available at ebev.com/terms-and-conditions/ (“Platform Terms and Conditions”) form the entire agreement between the Venue and eBev for Goods Orders placed with Suppliers on the Platform.

  • These Terms will be deemed to have been accepted by the Venue upon the earlier of:

(i)        the execution of this document by the parties; or

(ii)       a Goods Order placed with the Supplier on the Platform (by either the Venue or the Supplier authorised to place an order on the Venue’s behalf, as may be the case); or

(iii)      the Supplier doing any act that indicates an intention for the fulfilment of a Goods Order or takes active steps to engage with eBev for the purposes of receiving placing or receiving a Goods Order .

  • These Terms apply to all Goods Orders placed on the Platform by Venues or Suppliers (as the case may be) including by their respective agents and sales representatives authorised to act on their behalf. All Goods Orders will be governed by (and form part of) these Terms.

 

3 - eBev Account

  • In order to access the Platform, Services and place (or receive) Goods Orders, the Venue must create an eBev account by registering its details on the Platform (“eBev Account”) in accordance with the Platform Terms and Conditions.

  • The Venue is and remains responsible at all times for any and all content, information, data, text, graphics, images, photographs, documents or materials posted or uploaded to the Venue’s eBev Account or otherwise provided to eBev (“Venue Information”). eBev is not responsible for any loss, damage or claims relating to any Venue Information, including but not limited to loss, damage or claims which are caused by the Venue’s failure to update or provide accurate Venue Information.

 

4 - Placing goods orders

  • A Goods Order is placed when:

    • the Venue places an order (or the Supplier is authorised to place an order on the Venue’s behalf, as the case may be) for the Supplier’s Goods via the Platform; and

    • the Venue’s purchase order is accepted by the Supplier on the Platform.

referred to as a “Goods Order” in these Terms.

  • The Supplier will confirm its acceptance of the purchase order on the Platform within 1 Business Day of the order being placed on the Platform.

  • The confirmation shall include acknowledgment of the following information:

    • Price of the Goods;

    • Product description of the Goods;

    • Quantity of the Goods;

    • Delivery Address; and

    • Date of delivery of the Goods.

  • eBev will pass on all purchase orders to the Supplier in a timely manner to the email address provided by the Supplier.

  • eBev may also share a copy of the Venue’s purchase order to the Supplier’s authorised sales representative (as nominated by the Supplier).

  • By confirming acceptance of a Goods Order, the order will be fulfilled by the Supplier subject to any terms and conditions otherwise agreed between the Supplier and the Venue. In case of any inconsistency between those terms and these Terms, these Terms will prevail.

  • The Venue acknowledges and agrees that all Goods Orders placed in the Platform are with the Supplier and not with eBev, and eBev is in no way responsible for the supply of any Goods to the Venue or the fulfilment of any Goods Orders. The supply of Goods and fulfilment of Goods Orders shall be the sole responsibility of the Supplier and subject to any terms and conditions between the Supplier and the Venue as applicable.

 

5 - Credit Provider

  • eBev may from time to time provide the Venue with access to a third party credit provider where the Venue may apply for a line of credit for a Goods Order with that third party credit provider, and any payment by the Venue is subject to the third party credit provider terms and conditions.

  • The Venue acknowledges and agrees that it is solely responsible for agreeing to and complying with any applicable policies and terms and conditions that may be imposed from time to time by third party credit

  • eBev makes no warranties or representations in respect of the Venue’s trade credit application or compliance with any trade credit financing program provided by a third party credit provider and eBev has no liability to the Venue or any other party in connection with the foregoing.

 

6 - Payment

(a)    eBev is authorised and instructed by the Supplier to collect payments for Goods Orders (including all GST, taxes and applicable charges) on behalf of the Supplier. Accordingly, the Venue will pay eBev the Price for the Goods as set out in the Goods Order plus any GST, Wine Equalisation Tax (WET) and delivery charges applicable to the Goods in full within 30 days of receipt of an invoice.

(b)    eBev will issue a tax invoice to the Venue with the Goods Order number(s) clearly referenced and the itemised Goods.

(c)    All payments will be made to the following eBev account details unless otherwise notified by eBev.

Banking Institution: Westpac Pty LtdAccount Name:eBev.com Pty LtdBSB:036-406Account Number:300665

(d)    The Venue may not withhold payment of any invoice because part of that invoice is in dispute.

(e)    The parties agree that if the Venue has not paid all outstanding fees due and owing to eBev under a Goods Order in accordance with these Terms, eBev may (at its discretion):

(i)     withdraw the Venue’s trade credit application in respect of that Goods Order;

(ii)    request the Supplier to immediately cease supply of any Goods under the Goods Order (where possible) or refuse to supply further goods to the Venue; and/or

(iii)   suspend the Venue’s eBev Account and no further orders may be placed by the Venue on the Platform.

(f)     Any unpaid invoice becomes a debt due and payable by the Venue (“Debt”). Should the Debt remain unpaid after 30 days eBev (or the Supplier as the case may be) may take steps against the Venue to recover any amounts owing.

(g)    Where the Venue has been introduced to a third party credit provider by eBev for a Goods Order, payment owing by the Venue for that Goods Order shall be deemed satisfied if payment for that Goods Order is received by either eBev or the third party credit provider.

(h)    Should eBev incur legal and/or any other expenses (including any such expenses to any debt collection agency) in obtaining, or attempting to obtain, payment for any amount due by the Venue, the Venue shall be liable for all such expenses.

(i)     Amounts received by eBev may be applied first against interest, charges and expenses.

(j)     eBev may charge interest at a rate of 1.5% on any outstanding amounts per calendar month or part thereof and the Venue shall be liable for, and expressly undertakes to pay, all such interest.

(k)    The Venue shall be liable for, and expressly undertakes to pay all administration fees or costs incurred by eBev as a result of any cheque or electronic banking transaction being dishonoured for whatever reason.

(l)     Without limiting any other right that eBev may have under these Terms or otherwise at law, eBev may deduct or withhold from any money payable by eBev to the Venue under these Terms any debt or other monies due from the Venue to eBev under these Terms.

 

7 - Introductions

  • If a Supplier sells directly to the Venue where that Venue was introduced by eBev, the Venue shall immediately notify eBev.

  • As a registered user of the eBev Platform and Services the Venue agrees to use eBev as its exclusive method to place orders with any Supplier unless eBev agrees otherwise (in writing).

8 - Delivery

  • From the date a Goods Order is placed on the Platform, the Supplier is responsible for arranging for the Goods to be delivered to the Venue’s nominated Delivery Address in accordance with the Supplier’s terms of sale and with the delivery date advised to the Venue in the order confirmation process (“Due Date”).

  • Delivery of the Goods pursuant to a Goods Order will be deemed to occur at the time the Venue takes possession of the Goods or the Goods are delivered to the Venue’s nominated Delivery Address (whether or not a representative of the Venue is present).

  • If Goods are delivered after the agreed maximum Due Date by more than 7 days the Venue may cancel the Goods Order at no cost prior to shipping. If the Venue has made any prepayment in relation to a cancelled Goods Order, eBev may refund that money to the Venue or issue a credit where an invoice has already been raised.

  • The delivery and transport of the Goods is the sole responsibility of the Supplier and will be arranged by the Supplier.

  • All enquiries, requests and handling relating to a return, repair or replacement of Goods is the sole responsibility of the Supplier and not eBev. The Venue will inspect all Goods upon delivery and within 2 Business Days notify eBev or the Supplier (via the Platform) of any defects or errors in Goods Orders received, or any Goods Orders failed to be received, or any failure to fulfill any quotation or order, or where it has rejected a Goods Order and the reasons for such rejection. Should the Venue fail to notify within the specified period then the Goods shall be deemed in compliance with the order.

  • Returns will be accepted only if prior arrangements have been made with eBev or the Supplier and charges may apply.

  • eBev shall not be liable for any loss or damage, including consequential loss or damage, arising from any delay in delivery or failure to deliver Goods, either whole or in part.

 

9 - eBev responsibilities

  • eBev will:

(i)     provide the Platform and Services;

(ii)    promptly assist the Venue with its registration on the Platform; and

(iii)    comply with all applicable laws and Australian liquor licensing requirements which includes holding a current liquor licence necessary to provide the Platform and Services under these Terms and comply with the licence conditions and requirements.

  • eBev will not publish any agreed discounted pricing negotiated between the Venue and the Supplier, only the wholesale list price and Standard Landed Unit Cost (LUC) will be visible to parties with access to the Platform.

  • For the avoidance of any doubt, the Venue acknowledges and agrees that eBev is not a party to any contract that may arise between the Supplier and the Venue for the supply of the Supplier’s goods to the Venue purchased on the Platform or otherwise, and as such eBev has no liability to any party for any losses or damages that may be suffered by the Venue for the quantity or quality of such goods.

 

10 - Venue responsibilities

  • The Venue will:

(i)     place orders with Suppliers via the Platform in accordance with these Terms;

(ii)    pay all amounts for Goods Orders to eBev in accordance with these Terms;

(iii)   comply with all applicable laws and Australian liquor licensing requirements which includes holding a current liquor licence or other licence in the state and/or territory necessary to carry on a business as a restaurant, bar, club, hotel or retailer (as may be the case) and comply with the licence conditions and requirements; and

(iv)    provide all data and information (including without limitation all credit information) necessary for eBev to provide the Services and access the trade credit application form that may be available to the Venue from time to time in respect of a Goods Order.

  • The Venue acknowledges and agrees that:

  • eBev will not be involved in any commercial negotiations between the Venue and the Supplier;

  • eBev is not a party to any contract between the Venue and the Supplier for the supply of goods to the Venue;

  • the Supplier is the seller of goods on the Platform and eBev will have no liability for any losses or claims that may suffered by the Venue for any goods purchased by the Venue from Suppliers on the Platform;

  • it is not permitted to order goods from Suppliers on the Platform where it has outstanding fees due and owing to eBev; and

  • all purchases are made relying solely upon the Venue’s own skill and judgement and the Venue purchases goods on the Platform at its own risk.

 

11 - Risk

  • Risk of loss or damage to the Goods shall be as agreed between the Supplier and the Venue.

 

12 - Personal Property Securities Act (2009) (“PPSA”)

  • As between eBev and the Venue, the Venue agrees that these Terms constitute a security agreement for the purposes of the PPSA and create a security interest in favour of eBev in respect of all Goods purchased by the Venue and any other assets (other than real property), whether tangible or intangible in which it now or in the future has any legal or beneficial interest or in which it later acquires any such interest to secure any and all amounts owing from time to time by the Venue to eBev.

  • The Venue consents to Bev effecting a registration on the PPSA register (in any manner eBev deems appropriate) in relation to any security interest arising under or in connection with or contemplated by these Terms.

  • The Venue waives its right under section 157 of the PPSA to receive notice of a verification statement in relation to any registration by eBev on the PPSA register.

  • The Venue agrees to promptly execute any documents, provide all relevant information, fully cooperate with eBev and do any other act or thing that eBev requires to ensure that eBev has a perfected security interest in, and has priority over any other security interests in, the assets (including the Goods) in respect of which these Terms apply.

  • The Venue agrees that, until all monies owing to eBev are paid in full, it shall not grant any other security interest in any or all of the assets in respect of which these Terms apply.

  • The Venue will not register a financing change statement in respect of the security interest arising under these Terms, without eBev’s prior written consent.

  • The Venue agrees that eBev may, at its absolute discretion, apply any amounts received from the Venue toward amounts owing to eBev in such order as eBev may determine.

  • If Chapter 4 of the PPSA would otherwise apply to the enforcement of a security interest arising in connection with these Terms, the Venue agrees that the following provisions of the PPSA will not apply to the enforcement of these terms: section 95 (notice of removal of accession), to the extent that it requires eBev to give a notice to the Venue; section 96 (when a person with an interest in the whole may retain an accession); subsection 121(4) (enforcement of liquid assets – notice to grantor); section 125 (obligation to dispose of or retain collateral); section 130 (notice of disposal), to the extent that it requires eBev to give a notice to the Venue; paragraph 132(3)(d) (contents of statement of account after disposal); subsection 132(4) (statement of account if no disposal); section 135 (notice of retention); section 142 (redemption of collateral); and, section 143 (reinstatement of security agreement).

  • Notices or documents required or permitted to be given to eBev for the purposes of the PPSA must be given in accordance with the PPSA.

  • eBev agrees with the Venue not to disclose information of the kind mentioned in subsection 275(1) of the PPSA except in circumstances required by paragraphs 275(7)(b)-(e).

  • The Venue agrees to reimburse, upon demand, eBev for all costs and/or expenses incurred or payable by eBev in relation to registering or maintaining any financing statement or other document in respect of any security interest or releasing in part or in whole eBev’s security interest.

  • If eBev receives any notice in relation to the Venue under section 64 of the PPSA, all outstanding amounts may, at eBev’s discretion, become immediately due and payable.

  • In these Terms the following words have the respective meanings given to them in the PPSA: financing statement, financing change statement, perfected, register, registration, security interest and verification statement.

 

13 - Default

(a)    If the Venue breaches any obligation under these Terms, eBev may suspend the Venue’s eBev Account, cancel a Goods Order and/or withhold delivery of the Goods (in its sole discretion).

(b)    If any amount payable to eBev is not paid when due; the Venue becomes insolvent; or a receiver, administrator, liquidator or similar person is appointed to the Venue or any asset of the Venue, then eBev may cancel all or any part of a Goods Order which remains unfulfilled and all amounts owing to eBev shall, whether or not due for payment, become immediately payable and eBev may enforce its rights to recover such amounts. eBev shall not be liable for any loss or damage arising from such cancellation.

 

14 - Warranty and compliance

The Venue warrants that:

  • its business for which it holds the necessary liquor licence or other licence in the state and/or territory necessary to carry on that business, is based in Australia;

  • all data and information in any purchase orders submitted by or on behalf of the Venue to eBev on the Platform shall be true, accurate and up to date;

  • when placing goods orders with Suppliers on the Platform, it will comply with the terms and conditions set out in these Terms;

  • it will only use the Platform for commercial business purposes and in business-to-business transactions and will not use the Platform for any personal, domestic or household purpose; and

  • in placing orders with Suppliers on the Platform, it complies with all applicable federal and state laws, rules and regulations in Australia including (but not limited to) Australian liquor licensing laws and requirements.

 

15 - Cancellation

  • Goods Orders may be cancelled by the Venue without cost at any time before the Goods have been shipped by immediately sending a notice of cancellation such as an email to the Supplier and eBev or a notification in the Platform giving reasons for such cancellation. Notifications of cancellation must be sent prior to shipping.

  • After receiving the cancellation notice, eBev will (at its discretion) refund any prepaid amounts (if applicable) to the Venue or issue a credit for invoices which have already been raised.

  • In the event that the Venue cancels a Goods Order, the Venue will be liable for any loss or costs incurred by eBev as a direct result of the cancellation (including, but not limited to, any loss of profits).

  • In case of error or incorrect deliveries of Goods caused by the Supplier, a credit note may be issued to the Venue (via the eBev Platform) or the Supplier shall replace the Goods at Supplier’s cost (including delivery costs) or otherwise resolve the error by written agreement between the parties.

 

16 - Books, records and reports

  • Each party shall maintain complete and accurate books of accounts and records with respect to all Goods Orders placed on the Platform including all financial transactions arising in connection with the performance of its obligations pursuant to these Terms in accordance with generally accepted accounting principles in Australia, and shall maintain such books and records for a period of not less than 5 years following the termination or expiration of these Terms. The Venue shall make such records and books available to eBev upon reasonable request for the purpose of verifying the Venue’s compliance with these Terms.

 

17 - Intellectual property

  • eBev (and its licensors) owns all intellectual property rights contained or embodied in the Platform and the Services including any and all data and information which is stored in the Platform.

  • For the avoidance of doubt, all rights, title and interest in the Platform including all data provided to eBev or obtained by eBev is exclusively owned by eBev including all information, material, underlying source code, software, modifications, enhancements, derivative works and/or developments in respect to the Platform.

  • The Venue grants eBev a non-exclusive, worldwide, royalty-free, perpetual licence and right to use, display, copy, modify, adapt, reproduce, host, store and publish all such materials, information and content forming all or part of the Venue Information for the purpose of providing the Platform, the Services and the eBev business .

 

18 - Termination

  • The Venue may terminate these Terms at any time by providing 90 days’ notice in writing to eBev.

  • eBev may terminate these Terms at any time and for any reason (i.e. without cause) immediately upon emailing its termination notice to the Venue, and the Venue shall pay to eBev all amounts owing under any Goods Order that has been fulfilled and not yet paid for.

  • Termination of these Terms will not affect any accrued rights that exist before termination or any surviving obligations that would reasonably be expected to continue beyond, or be performed after, termination (including the Venue’s obligation to pay invoices).

 

19 - Disclaimer

  • eBev makes no representation or warranty whatsoever as to the Supplier’s goods or products (including the suitability, quality or fitness of any goods or products) or volume of goods or products available on the Platform or purchased by the Venue. In addition, eBev is not responsible for any advice, opinions, representations or statements made by the Supplier.

  • eBev will not assume any responsibility with respect to the Venue’s interactions with any Supplier.

  • The Platform and Services provided by eBev are provided only to facilitate interactions between Venues and Suppliers. eBev is not a supplier of any goods or products displayed in the Platform or purchased by the Venue. eBev is an independent provider of services to all users of the Platform. Nothing in these Terms is intended to create a partnership, joint venture, agency or employment relationship.

  • eBev is not an agent for the Venue or any Supplier accessing the Platform.

  • eBev does not endorse any particular goods or products displayed on the Platform.

 

20 - Privacy

  • The parties shall comply with the requirements of the Privacy Act 1988 (Cth), including the Australian Privacy Principles, and any other applicable data and privacy laws when receiving, using or handling any personal information in connection with these Terms.

  • The Venue agrees that its personal information (including credit information) may be collected, used and retained by eBev in accordance with eBev’s privacy policy. By using the Platform and Services and placing Goods Orders, the Venue consents to eBev handling and processing its information as described in the eBev privacy policy.

  • Each party agrees that it has obtained all privacy consents necessary to comply with its obligations under these Terms.

 

21 - Limitation of Liability

  • To the maximum extent permitted by law, any liability of eBev to the Venue shall be limited to the amount paid or payable for Goods under the Goods Order.

  • eBev shall not be liable for the quality or fitness for a particular purpose, or merchantability, of the Supplier’s goods, or for any incorrect goods delivered or received, and the Venue hereby waives any right to bring any claim against eBev in connection with any of the foregoing.

  • Neither party shall be liable to the other for any indirect, special or consequential loss (including loss of profits, loss of income, loss of goodwill, loss of revenue, loss of corruption of data, loss of contracts, loss of use, loss of business opportunity, or any loss or damages arising from or in any way connected to business interruption of any type) suffered by the other party arising out of or in connection with these Terms whether in tort, contract or otherwise.

  • Neither party shall be liable for any default or failure to observe any of these Terms (other than an obligation to pay money) due to any circumstance beyond the party’s reasonable control including but not limited to an act of God, war, terrorism, strike, lock-out, industrial action, fire, flood, storm or other

  • The parties acknowledge that the Australian Consumer Law implies or imposes statutory guarantees, conditions or warranties into contracts for the supply of goods or services that cannot be excluded (“Non-Excludable Terms”). Nothing in these Terms is intended to exclude or restrict the application of Non-Excludable Terms.

 

22 - Indemnity

  • The Venue will indemnify and hold eBev (including its directors, officers, employees and contractors) harmless from and against all claims, actions, liabilities, damages, losses, costs or expenses suffered or incurred by eBev arising out of: (i) breach by the Venue (or its employees or contractors) of these Terms; (ii) breach of any applicable laws by the Venue (including laws related to liquor licensing, privacy and data security); (iii) eBev’s reliance on Venue Information; (iv) any misuse or improper conduct in connection with Platform, Services or the Venue’s eBev Account; or (v) any disputes between the Venue and Supplier or other claims related to the actual goods supplied by the Supplier.

 

23 - Dispute resolution

(a)    Subject to clause 23(d), the parties must attempt to settle by negotiation any dispute in relation to these Terms before resorting to external dispute resolution mechanisms.

(b)    If a dispute is not settled by the parties within fourteen (14) days of one party sending to the other party written notice of the dispute, the dispute must be submitted to mediation. If the dispute is not settled by the parties within thirty (30) days of mediation, either party may commence court proceedings in relation to the dispute.

(c)    Notwithstanding the existence of a dispute each party must continue to perform its obligations under these Terms, except where the performance of an obligation is the subject matter of the dispute.

(d)    A party may commence court proceedings relating to any dispute arising from these Terms at any time where that party seeks urgent interlocutory relief.

 

General provisions

  • Each party must (at its own cost) promptly execute all documents and do all other things reasonably necessary to give effect to these Terms and the transactions contemplated by it.

  • Each party is to pay its own costs in relation to the preparation, negotiation and execution of these Terms.

  • The Venue must give eBev at least 7 day’s prior written notice of any proposed change of company ownership, corporate structure, change to its contact details or material changes to its business practices.

  • The rights, powers and remedies arising under these Terms are cumulative and do not exclude any other rights, powers or remedies provided by law.

  • The Venue may not assign or novate any of its rights or obligations under these Terms without the prior written consent of eBev (which may be withheld for any reason).

  • These Terms may only be amended by a written document signed by both parties.

  • Any provision of these Terms which is held by law to be void, invalid, illegal or unenforceable in a jurisdiction in which these Terms are being performed:

    • will be deemed to be removed or modified to the extent necessary to make the Terms valid, legal and enforceable in that jurisdiction; and

    • will not affect the validity, legality or enforceability of that provision in any other jurisdiction or of the remaining provisions of these Terms in that or any other jurisdiction.

  • No waiver or variation of a term in these Terms is effective unless it is in writing and signed by the relevant party. A party’s failure to enforce any term of these Terms will not affect its right to enforce that term at another time.

  • These Terms shall be governed by and interpreted in accordance with the laws of New South Wales, Australia. Each party irrevocably and unconditionally submits to the exclusive jurisdiction of the courts of that State, including its federal and appellate courts.

  • These Terms constitute the entire agreement and understanding between the parties about its subject matter and supersedes any prior agreements or understandings of the parties in connection with it. Each party acknowledges and agrees that it has not relied on any statement or representations by the other party in entering into these Terms, except those that are expressly documented in these Terms.

  • These Terms may be executed in any number of counterparts and all counterparts together will be taken to constitute one legal instrument. A party may execute these Terms by signing any counterpart.

Executed as an agreement.

By accepting an order through eBev Trade below both parties agree to enter into and be bound by the terms set out in these Venue Terms and Conditions. Where you are a representative of your company, you represent and warrant that you enter into these Terms with full and complete authority and permission of your company.