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Terms of service
TERMS OF SERVICE
Effective Date: [Insert Effective Date]
OVERVIEW
Welcome to Uruguay Wine Company ("Uruguay Wine Co.," "Company," "we," "us," or "our"). These Terms of Service ("Terms") govern your access to and use of our website, online store, mobile applications, digital content, customer support, wine club memberships, subscriptions, promotions, products, services, and any other offerings provided by Uruguay Wine Company (collectively, the "Services").
Our online store is powered by Shopify, Inc., which provides the ecommerce platform enabling us to offer our Services. Although Shopify provides the underlying technology, all purchases are made directly from Uruguay Wine Company or, where applicable, through one of our licensed fulfillment partners acting pursuant to applicable law.
By accessing our website, browsing our Services, creating an account, joining our mailing list, placing an order, or otherwise interacting with the Services, you acknowledge that you have read, understood, and agree to be legally bound by these Terms, our Privacy Policy, Shipping Policy, Refund Policy, and any additional policies incorporated herein by reference.
If you do not agree to these Terms, you must immediately discontinue use of the Services.
These Terms constitute a legally binding agreement between you and Uruguay Wine Company.
SECTION 1 – ELIGIBILITY AND ACCOUNT REGISTRATION
The Services are intended solely for individuals who are at least twenty-one (21) years of age.
By accessing or using the Services, you represent, warrant, and covenant that:
• You are at least twenty-one (21) years of age.
• You are legally permitted to purchase, possess, receive, and consume alcoholic beverages.
• All information you provide is true, accurate, current, and complete.
• You will maintain the accuracy of your account information.
• You are not accessing the Services on behalf of any person prohibited by law from purchasing alcoholic beverages.
You are solely responsible for maintaining the confidentiality of your account credentials and for all activities conducted under your account.
Uruguay Wine Company reserves the right to suspend, restrict, terminate, or refuse any account at any time, with or without notice, for any reason permitted by applicable law.
Accounts may not be transferred, assigned, sold, or otherwise conveyed without our prior written consent.
SECTION 2 – PRODUCTS AND AVAILABILITY
Uruguay Wine Company specializes in premium wines and related products. All products are offered subject to availability.
We reserve the absolute right to:
• Modify products
• Change pricing
• Limit quantities
• Discontinue products
• Change vintages
• Substitute packaging
• Modify product descriptions
• Correct typographical or pricing errors
at any time without prior notice.
Wine labels, bottle shapes, vintages, closures, packaging, and artwork may vary from photographs displayed on the Services.
Product descriptions, tasting notes, ratings, awards, food pairings, and recommendations are provided solely for informational purposes and do not constitute warranties or guarantees.
Certain products may be available only in limited quantities.
Inventory shown online does not guarantee availability.
SECTION 3 – ORDERS
Submitting an order constitutes an offer to purchase products from Uruguay Wine Company.
No order shall be deemed accepted until expressly approved by Uruguay Wine Company.
We reserve the unrestricted right to:
• Reject any order
• Cancel any order
• Limit quantities
• Refuse future transactions
• Require additional verification
• Modify order contents
• Delay shipment
for any lawful reason and in our sole discretion.
Orders may be rejected or canceled for reasons including, but not limited to:
• Product availability
• Inventory discrepancies
• Pricing errors
• Fraud prevention
• Payment authorization failure
• Age verification issues
• Regulatory restrictions
• Shipping limitations
• Carrier restrictions
• Compliance concerns
• Destination restrictions
• Suspected resale
• Force majeure
• Any circumstance that prevents lawful fulfillment.
If payment has already been collected for a canceled order, an appropriate refund will be issued to the original payment method.
Uruguay Wine Company assumes no liability for canceled orders.
SECTION 4 – PRICING, TAXES, PAYMENT, AND BILLING
All prices are listed in United States Dollars unless otherwise indicated.
Prices may change without prior notice.
Applicable taxes, shipping charges, fulfillment fees, carrier surcharges, insurance, and other charges will be calculated during checkout where applicable.
Sales tax calculations may vary depending upon:
• Shipping destination
• Applicable law
• Licensing requirements
• Fulfillment location
• Regulatory obligations
• Tax nexus
• Authorized fulfillment partner
You agree to provide accurate billing information.
By submitting payment information you represent that:
• You are authorized to use the selected payment method.
• All billing information is accurate.
• Charges incurred are your responsibility.
We reserve the right to verify payment information before accepting any order.
Credit card authorization does not constitute acceptance of an order.
SECTION 5 – SHIPPING, DELIVERY, TITLE, AND RISK OF LOSS
Uruguay Wine Company offers products only where lawful.
Shipping availability may change without notice due to changes in federal, state, or local law.
We reserve the sole and absolute discretion to determine whether any order may legally be accepted, processed, fulfilled, or delivered.
Orders may be fulfilled through one or more:
• Licensed retail locations
• Licensed warehouses
• Authorized fulfillment centers
• Third-party logistics providers
• Licensed wineries
• Licensed importers
• Licensed wholesalers
• Licensed retailers
• Common carriers
• Other authorized service providers
depending upon inventory availability, destination, licensing requirements, operational efficiency, or applicable law.
Fulfillment locations may differ from the location where an order is placed.
Title to and ownership of purchased products shall transfer to the purchaser at the point permitted under applicable law and Uruguay Wine Company's operational fulfillment procedures.
Risk of loss transfers upon delivery of products to the purchaser, the purchaser's designated recipient, or the authorized carrier, as determined by applicable law.
Uruguay Wine Company may arrange transportation through licensed carriers or authorized fulfillment partners acting on behalf of the purchaser where permitted by law.
Delivery estimates are provided solely as estimates.
Delivery dates are not guaranteed.
We shall not be responsible for delays caused by:
• Weather
• Carrier interruptions
• Government actions
• Customs
• Regulatory requirements
• Labor disputes
• Inventory transfers
• Force majeure events
• Natural disasters
• Supply chain disruptions
• Any event beyond our reasonable control.
SECTION 6 – ALCOHOL COMPLIANCE
Alcohol beverage laws differ significantly among jurisdictions and are subject to frequent legislative and regulatory change.
Uruguay Wine Company reserves the right to modify its operations at any time in order to comply with applicable law.
By placing an order, you represent and warrant that:
• You are at least twenty-one (21) years of age.
• The recipient is at least twenty-one (21) years of age.
• The recipient will present valid government-issued identification if requested.
• You are legally entitled to purchase alcoholic beverages.
• You are legally entitled to possess alcoholic beverages.
• You are legally entitled to receive alcoholic beverages.
• Delivery to your designated address is lawful.
• You are not purchasing products for unlawful resale.
• You will comply with all applicable federal, state, and local laws.
Uruguay Wine Company reserves the unrestricted right to:
• Verify age
• Verify identity
• Request documentation
• Refuse shipment
• Delay shipment
• Cancel any order
• Refuse future transactions
whenever necessary to comply with applicable law or internal compliance policies.
Returned shipments resulting from failed age verification, refusal of delivery, incorrect addresses, or carrier inability to complete delivery may be subject to additional shipping, handling, storage, and restocking fees.
SECTION 7 – AUTHORIZED FULFILLMENT PARTNERS
To better serve customers throughout the United States, Uruguay Wine Company may engage licensed third parties to perform various operational services.
These services may include:
• Inventory storage
• Warehousing
• Temperature-controlled storage
• Compliance administration
• Order processing
• Pick and pack services
• Transportation coordination
• Delivery fulfillment
• Tax administration
• Customer service support
• Returns processing
• Regulatory reporting
• Other operational functions permitted by law.
The use of authorized fulfillment partners shall not alter these Terms of Service.
Orders may originate from, be fulfilled by, or be transported through different licensed facilities depending upon applicable law, licensing requirements, inventory availability, destination, and operational considerations.
Nothing contained herein shall be construed as creating any agency, partnership, joint venture, employment, or fiduciary relationship between the purchaser and any fulfillment provider.
SECTION 8 – INTELLECTUAL PROPERTY
All content available through the Services, including but not limited to trademarks, service marks, logos, product names, graphics, photographs, videos, software, code, website design, page layouts, icons, text, copy, tasting notes, educational materials, blogs, images, artificial intelligence content, chatbot responses, databases, compilations, and other intellectual property are owned by or licensed to Uruguay Wine Company and are protected by United States and international intellectual property laws.
No portion of the Services may be copied, reproduced, republished, uploaded, transmitted, displayed, distributed, modified, reverse engineered, or exploited for commercial purposes without our prior written permission.
Your use of the Services grants only a limited, revocable, non-exclusive, non-transferable license to access the Services for your personal, lawful, non-commercial use.
Unauthorized use immediately terminates this license.
SECTION 9 – OPTIONAL TOOLS AND THIRD-PARTY SERVICES
The Services may provide access to third-party software, applications, integrations, artificial intelligence tools, payment processors, shipping platforms, fulfillment systems, marketing services, customer support platforms, or other technologies operated by independent third parties.
Such tools are provided solely as a convenience.
Uruguay Wine Company neither owns nor controls many of these third-party services and makes no representations or warranties regarding their availability, performance, security, legality, accuracy, or suitability.
Your use of any third-party service is entirely at your own risk and subject to the terms, conditions, and privacy policies of the applicable provider.
Uruguay Wine Company shall not be liable for any damages arising from the use of third-party tools or services.
SECTION 10 – THIRD-PARTY LINKS
The Services may contain links to websites, applications, advertisements, products, services, social media platforms, wineries, distributors, carriers, logistics providers, fulfillment partners, government agencies, or other third parties.
These links do not constitute endorsements.
Uruguay Wine Company has no responsibility for:
• Third-party content
• Privacy practices
• Security
• Availability
• Products
• Services
• Transactions
• Accuracy
• Statements
• Representations
• Warranties
You acknowledge that your use of third-party websites is entirely at your own risk.
SECTION 11 – SHOPIFY PLATFORM
Our ecommerce platform is powered by Shopify, Inc.
Although Shopify provides the technology supporting our online store, all purchases are made directly from Uruguay Wine Company or, where applicable, through an authorized licensed fulfillment partner.
Shopify is not responsible for:
• Product availability
• Product quality
• Shipping
• Alcohol compliance
• Tax collection
• Customer support
• Returns
• Refunds
• Regulatory compliance
To the fullest extent permitted by law, you release Shopify and its affiliates from any claims arising from purchases made through our Services.
SECTION 12 – PRIVACY
Your use of the Services is governed by our Privacy Policy.
By using the Services you consent to the collection, storage, processing, and use of your information as described therein.
Because portions of our Services operate through Shopify and other third-party providers, your information may also be processed by those providers in accordance with their applicable privacy policies.
We employ commercially reasonable safeguards designed to protect personal information but cannot guarantee absolute security.
Electronic communications transmitted over the internet are inherently subject to risk.
SECTION 13 – CUSTOMER CONTENT, REVIEWS, AND FEEDBACK
If you submit comments, suggestions, photographs, videos, testimonials, reviews, recipes, social media content, ideas, improvements, recommendations, or other materials ("Feedback"), you grant Uruguay Wine Company a perpetual, irrevocable, worldwide, royalty-free, transferable, sublicensable license to:
• Use
• Copy
• Publish
• Modify
• Translate
• Adapt
• Display
• Reproduce
• Distribute
• Commercialize
such Feedback in any media now known or later developed without compensation or attribution.
You represent that:
• You own or control all rights necessary to submit the Feedback.
• The Feedback does not infringe any third-party rights.
• The Feedback is truthful and accurate.
We reserve the right, but not the obligation, to monitor, edit, remove, or refuse any Feedback at our sole discretion.
SECTION 14 – ERRORS, OMISSIONS, AND INACCURACIES
Despite our best efforts, information contained within the Services may occasionally contain typographical errors, pricing inaccuracies, inventory discrepancies, product description errors, vintage inaccuracies, promotional mistakes, or other omissions.
Uruguay Wine Company reserves the unrestricted right to:
• Correct any error
• Modify information
• Update content
• Cancel orders
• Adjust pricing
• Remove products
• Refuse fulfillment
without prior notice.
We undertake no obligation to update information except as required by applicable law.
SECTION 15 – PROHIBITED USES
You agree not to use the Services for any unlawful or prohibited purpose.
Without limitation, you shall not:
• Violate any applicable law.
• Submit false information.
• Misrepresent your identity.
• Circumvent age verification procedures.
• Purchase products for unlawful resale.
• Attempt unauthorized access to the Services.
• Introduce malware, viruses, bots, or harmful code.
• Interfere with website functionality.
• Scrape, harvest, or copy website content.
• Reverse engineer software.
• Infringe intellectual property rights.
• Harass, threaten, or abuse employees or other users.
• Use automated purchasing systems.
• Manipulate pricing or promotions.
• Engage in fraudulent transactions.
• Violate export laws.
• Attempt to defeat security measures.
Violation of this Section may result in immediate termination of access, cancellation of pending orders, refusal of future transactions, and any other remedies available under law.
SECTION 16 – TERMINATION
Uruguay Wine Company may suspend, restrict, terminate, or permanently prohibit access to the Services at any time, with or without notice, for any reason or no reason, to the fullest extent permitted by law.
Termination may occur because of:
• Violation of these Terms.
• Fraudulent activity.
• Regulatory concerns.
• Payment disputes.
• Excessive chargebacks.
• Abuse of employees.
• Abuse of promotional programs.
• Legal compliance requirements.
• Security concerns.
• Operational necessity.
Termination shall not affect any rights or obligations accrued prior to termination.
The following provisions shall survive termination:
• Intellectual Property
• Alcohol Compliance
• Fulfillment Partners
• Limitation of Liability
• Indemnification
• Governing Law
• Arbitration (if applicable)
• Privacy
• Payment obligations
• Customer Feedback
• Regulatory Compliance
• Any provision which by its nature should survive termination.
SECTION 17 – DISCLAIMER OF WARRANTIES
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES, WEBSITE, PRODUCTS, CONTENT, SOFTWARE, TECHNOLOGY, FULFILLMENT SERVICES, SHIPPING SERVICES, AND ALL RELATED MATERIALS ARE PROVIDED "AS IS," "AS AVAILABLE," AND "WITH ALL FAULTS."
URUGUAY WINE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:
• MERCHANTABILITY
• FITNESS FOR A PARTICULAR PURPOSE
• TITLE
• NON-INFRINGEMENT
• ACCURACY
• RELIABILITY
• CONTINUOUS AVAILABILITY
• UNINTERRUPTED OPERATION
• SECURITY
• ERROR-FREE PERFORMANCE
We do not warrant that:
• Products will always be available.
• Inventory information is error free.
• Deliveries will occur by estimated dates.
• Website functionality will be uninterrupted.
• Third-party services will remain available.
• Regulatory requirements will remain unchanged.
Wine is an agricultural product.
Vintage variation, bottle variation, label changes, natural sediment, cork variation, and producer modifications do not constitute defects.
Except where expressly required by law, Uruguay Wine Company makes no warranty regarding any wine's taste, aging potential, collectability, investment value, critic ratings, or future market value.
SECTION 18 – LIMITATION OF LIABILITY
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, URUGUAY WINE COMPANY, ITS OWNERS, OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, AFFILIATES, LICENSORS, WINERIES, IMPORTERS, DISTRIBUTORS, AUTHORIZED FULFILLMENT PARTNERS, WAREHOUSE PROVIDERS, THIRD-PARTY LOGISTICS PROVIDERS, SHIPPING CARRIERS, CONTRACTORS, AGENTS, SUCCESSORS, AND ASSIGNS SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR ENHANCED DAMAGES ARISING OUT OF OR RELATED TO:
• Your use of the Services.
• Your inability to use the Services.
• Website interruptions.
• Product availability.
• Inventory shortages.
• Vintage substitutions.
• Pricing errors.
• Product descriptions.
• Regulatory changes.
• Shipping delays.
• Carrier errors.
• Lost shipments.
• Damaged shipments.
• Government actions.
• Confiscation of shipments.
• Delivery refusals.
• Failed age verification.
• Weather delays.
• Customs delays.
• Third-party service interruptions.
• Cybersecurity incidents.
• Data loss.
• Loss of profits.
• Loss of business opportunities.
• Loss of goodwill.
• Emotional distress.
• Consequential business interruption.
WHETHER ARISING IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, STATUTE, OR OTHERWISE, EVEN IF URUGUAY WINE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL THE AGGREGATE LIABILITY OF URUGUAY WINE COMPANY EXCEED THE AMOUNT ACTUALLY PAID BY YOU FOR THE SPECIFIC ORDER GIVING RISE TO THE CLAIM.
SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY. TO THE EXTENT SUCH LIMITATIONS ARE PROHIBITED, THIS SECTION SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
SECTION 19 – INDEMNIFICATION
You agree to defend, indemnify, and hold harmless Uruguay Wine Company, its owners, affiliates, members, officers, directors, employees, contractors, licensors, suppliers, wineries, importers, distributors, authorized fulfillment partners, warehouse providers, logistics providers, shipping carriers, agents, successors, and assigns from and against any and all claims, actions, demands, investigations, losses, liabilities, damages, judgments, settlements, fines, penalties, costs, and expenses, including reasonable attorneys' fees, arising from or relating to:
• Your violation of these Terms.
• Your violation of any applicable law.
• Your misuse of the Services.
• Your breach of any representation or warranty.
• Your unlawful possession, transportation, resale, export, or receipt of alcoholic beverages.
• Your negligence or willful misconduct.
• Any dispute between you and a third party arising from your purchase or use of products obtained through the Services.
This indemnification obligation survives termination of these Terms.
SECTION 20 – FORCE MAJEURE
Uruguay Wine Company shall not be liable for any delay, interruption, suspension, failure, or inability to perform resulting from circumstances beyond our reasonable control.
Such events include, but are not limited to:
• Natural disasters.
• Hurricanes.
• Floods.
• Wildfires.
• Earthquakes.
• Pandemics.
• Epidemics.
• Public health emergencies.
• Acts of God.
• War.
• Terrorism.
• Civil unrest.
• Labor shortages.
• Labor disputes.
• Government orders.
• Regulatory actions.
• License suspensions.
• Supply chain interruptions.
• Transportation failures.
• Inventory shortages.
• Winery production delays.
• Carrier disruptions.
• Utility failures.
• Internet outages.
• Cybersecurity incidents.
• Computer failures.
• Vendor failures.
• Acts or omissions of third-party service providers.
During any Force Majeure event, Uruguay Wine Company may suspend, delay, modify, or cancel orders without liability.
SECTION 21 – REGULATORY COMPLIANCE AND CHANGES IN LAW
Alcohol beverage laws are complex, frequently changing, and vary among jurisdictions.
Uruguay Wine Company reserves the absolute right to modify its operations, shipping practices, fulfillment methods, product availability, pricing, taxes, licensing arrangements, authorized fulfillment providers, delivery procedures, geographic availability, and customer eligibility requirements at any time in order to comply with applicable federal, state, local, or international law.
We reserve the right to:
• Refuse any shipment.
• Cancel any order.
• Modify delivery methods.
• Change fulfillment locations.
• Suspend shipping to any jurisdiction.
• Require additional documentation.
• Delay shipments pending legal review.
• Restrict product availability.
• Modify tax collection procedures.
without prior notice whenever necessary for regulatory compliance.
Nothing contained within the Services shall be interpreted as legal advice or as a representation that any purchase, shipment, transportation, importation, exportation, possession, or receipt of alcoholic beverages is lawful in any particular jurisdiction.
Customers remain solely responsible for complying with all laws applicable to their purchase, possession, transportation, and receipt of alcoholic beverages.
SECTION 22 – GOVERNING LAW; VENUE; DISPUTE RESOLUTION
These Terms shall be governed exclusively by the laws of the State of Florida, without regard to its conflict of law principles.
Before initiating any legal action, you agree to first contact Uruguay Wine Company at support@uruguaywineco.com and make a good-faith effort to resolve the dispute informally.
If the dispute cannot be resolved through informal discussions, exclusive jurisdiction and venue shall lie in the state or federal courts located within the State of Florida.
You irrevocably consent to the personal jurisdiction of such courts and waive any objection based upon inconvenient forum or venue.
To the fullest extent permitted by law, any claim arising out of these Terms must be commenced within one (1) year after the cause of action accrues or such claim shall be permanently barred.
SECTION 23 – SEVERABILITY; WAIVER; ENTIRE AGREEMENT; ASSIGNMENT
If any provision of these Terms is determined by a court of competent jurisdiction to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect.
Failure by Uruguay Wine Company to enforce any provision shall not constitute a waiver of that provision or any other provision.
These Terms, together with our Privacy Policy, Shipping Policy, Refund Policy, and any additional policies expressly incorporated herein, constitute the complete and exclusive agreement between you and Uruguay Wine Company concerning the Services and supersede all prior or contemporaneous oral or written communications, understandings, negotiations, and agreements.
You may not assign, delegate, transfer, or sublicense any rights or obligations arising under these Terms without our prior written consent.
Uruguay Wine Company may freely assign, transfer, subcontract, delegate, or otherwise convey any of its rights or obligations under these Terms without restriction, including in connection with mergers, acquisitions, reorganizations, asset sales, financing transactions, or the engagement of licensed fulfillment partners, logistics providers, warehouses, importers, distributors, retailers, wineries, or other authorized service providers.
Headings are provided solely for convenience and shall not affect interpretation.
References to the singular include the plural where appropriate.
The words "including" and "includes" mean "including without limitation."
SECTION 24 – CHANGES TO THESE TERMS
Uruguay Wine Company reserves the right to modify, amend, supplement, or replace these Terms at any time in its sole discretion.
Updated Terms become effective immediately upon posting unless otherwise stated.
Material changes may be communicated through our website, email, customer account notifications, or other reasonable means.
Your continued use of the Services following any modification constitutes your acceptance of the revised Terms.
If you do not agree to any modification, your sole remedy is to discontinue use of the Services.
SECTION 25 – CONTACT INFORMATION
Questions regarding these Terms of Service should be directed to:
Uruguay Wine Company
Legal Business Name:
La Celeste International, LLC
d/b/a Uruguay Wine Company
Business Address:
38850 US Highway 19 North
Tarpon Springs, Florida 34689
United States
Customer Support:
support@uruguaywineco.com
Telephone:
(877) 388-6868
Website:
https://uruguaywineco.com
Uruguay Wine Company reserves all rights not expressly granted herein.
By accessing or using the Services, you acknowledge that you have read, understood, and agree to be legally bound by these Terms of Service.