Terms and Conditions

1. Terms

1.1. As a condition of using the LANGTONS Website (https://www.langtons.com.au) and LANGTONS' supplementary sites: including its Private Sales site (https://www.langtonsprivatesales.com.au), Sales site (https://www.langtonssales.com.au), Events site (https://www.langtonsevents.com.au), Access site (https://www.langtonsaccess.com.au), and Private Auctions site (https://www.langtonsprivateauctions.com.au) (“Websites”), you agree to be bound by the following terms and conditions of use (“Terms”). This agreement is between you and Endeavour Group Limited trading as LANGTONS (“LANGTONS”).

1.2. These Terms govern all dealings with LANGTONS, including your sales, orders and purchases through the Websites, our LANGTONS' Client Services, online and live auctions and storage services, and are binding on all Sellers, Buyers, Members and users of the Websites.

1.3. It is your responsibility to carefully read these Terms before dealing with LANGTONS as a Seller, Buyer, Member or user to ensure you understand the basis on which you are dealing with LANGTONS. If you have any queries you should contact LANGTONS on 1300 946 347 or via email at [email protected].

2. Definitions

Auction	means the sale of Goods by LANGTONS online via the Websites and/or live auction.
Australian Consumer Law	means Schedule 2 to the Competition and Consumer Act 2010 (Cth).
Automatic Delivery Preference	means the option for Members to automatically ship and/or automatically consolidate Auction purchases, available in the Member account preferences under 'Auctions & Deliveries' (https://www.langtons.com.au/account/preference).
Buyer	means a party buying Goods from LANGTONS.
Buyer Default	means an event where the Buyer fails to pay for the Goods within thirty (30) calendar days of the close of the Auction or the date of purchase from the Wine Store, Client Services or otherwise and as further set out at clause 20.
Buyer's Premium	means the amount payable by the Buyer to LANGTONS on the purchase of Goods at Auction, currently being 18% of the Hammer Price (inclusive of GST), or such other percentage as is specified against the relevant Auction on the Websites at the time of bidding.
Catalogue	means a catalogue prepared by LANGTONS detailing Goods to be sold at Auction.
Client Services	means the bespoke sales service offered by LANGTONS (previously known as brokerage services), through which LANGTONS facilitates the sale and purchase of Goods outside of Auction and the Wine Store, including via LANGTONS' Private Client Managers. Contact details for Client Services are available on the Websites.
Closing Time	means the specified Australian Eastern Time (AET) at which an Auction closes.
Delivery Guarantee	means the optional service (for Auction purchases) that a Buyer may elect to purchase at the time of shipping, for the additional fee specified on the Websites at https://langtons.com.au/Delivery.html, under which LANGTONS will replace the Goods (where available) or refund the Buyer the Total Purchase Price paid if the Goods are lost or damaged during delivery from LANGTONS' premises to the Buyer's nominated delivery address, subject to the terms set out in clauses 18.10 to 18.12.
Disposal	means the fees payable to LANGTONS in respect of the destruction, donation or other lawful Disposal of Goods (including Goods deemed No Commercial Value under clauses 7.4 or 7.12, or Goods that the Seller has elected not to have returned), calculated in accordance with LANGTONS' standard Disposal rates published on the Websites from time to time. Disposal will be carried out in a manner determined by LANGTONS in its reasonable discretion and in accordance with all applicable laws, including liquor licensing and environmental requirements.
Force Majeure Event	has the meaning given in clause 32.1.
Goods	means goods sold by LANGTONS including but not limited to wine and spirits offered for sale through LANGTONS.
GST	means the Goods and Services Tax as defined in clause 17.
Hammer Price	means the price successfully bid for and to be paid by the Buyer for a Lot sold at Auction.
House Reserve	means a system-generated price calculated at approximately 80–90% of the Low Estimate, used as a means of preventing Lots selling below a certain price.
Lot	means any Goods deposited with LANGTONS with a view to its sale at Auction. A Lot may consist of one or more units of Goods.
Low Estimate	means the price as determined by LANGTONS in its reasonable discretion to be the lowest estimated value of the Goods based on existing sales data and current retail market availability.
Main Site	means the LANGTONS website located at https://www.langtons.com.au, and excludes LANGTONS' supplementary sites referred to in clause 1.1.
Member	means a person who is a member of LANGTONS in accordance with clause 4.
Minimum Handling Fee	means the minimum fee payable by the Seller to LANGTONS in respect of the receipt, assessment, handling and (where applicable) return or Disposal of Goods, as specified on the Websites from time to time. Currently calculated at $6 per unit.
Reserve	means the minimum price acceptable to the Seller for Goods being sold by Auction.
Pick Up	means the collection of Goods by the Buyer (or the Buyer's nominated representative aged 18 years or over) from a LANGTONS-nominated location, where this option is made available on the Websites in respect of the relevant Goods, in accordance with clause 19.
Seller	means a Member selling Goods through the Websites, including by Auction and in the Wine Store.
Seller Default	has the meaning set out at clause 12.
Services	means any services offered by LANGTONS to Sellers and Buyers including, but not limited to, the valuation and auctioning of Goods via Auction and/or the Wine Store, the sale of Goods via Client Services (previously known as brokerage services), and the hosting of events.
Shipping	means the fees payable in respect of the packing, handling, freight and delivery of Goods from LANGTONS' premises to the Seller's or Buyer's nominated address, calculated in accordance with LANGTONS' standard delivery rates published on the Websites at https://langtons.com.au/Delivery.html from time to time, or as otherwise quoted by LANGTONS where the delivery falls outside LANGTONS' standard rates (including for oversized consignments, regional, remote or international deliveries).
Store Price	means the price per unit at which wine or spirits are for sale in the Wine Store.
Total Purchase Price	means the Hammer Price (plus the Buyer's Premium) including GST where applicable when buying.
Unreserved	means Goods listed with a Reserve of $2; bidding starts at $2 and a bid of $2 or more will sell.
User Content	has the meaning given in clause 27.4.
Validity Window	has the meaning given in clause 21.3.
Vendor Commission	means the amount paid by the Seller to LANGTONS on the sale of Goods through Auction, currently calculated as 15% (inclusive of GST) of the Hammer Price, with a minimum of $6 per unit or such other percentage as specified on our Websites from time to time.
Voucher	means a promotional credit issued by LANGTONS to a Member as outlined in clause 21.
Wine Store	means the section of the Websites named the Wine Store.

3. LANGTONS' Businesses

3.1. LANGTONS operates the Websites, including the Auctions and the Wine Store pages, and provides the Services.

3.2. Goods sold by Auction are sold by LANGTONS as the agent for, and on behalf of, Sellers.

3.3. Goods sold in the Wine Store or via Client Services may either be sold by LANGTONS on its own behalf or on behalf of, and as agent for, Sellers.

3.4. LANGTONS may, in its discretion (acting reasonably), refuse a person listing any Goods in its Auctions or Wine Store, or participating in any sale through LANGTONS or the Websites.

4. Joining as a Member

4.1. You must be 18 years or over to become a Member. LANGTONS may require evidence of age and reserves the right to refuse or terminate membership if age cannot be verified.

4.2. You agree that joining as a Member is a condition of using LANGTONS' Services.

4.3. Members must provide accurate up-to-date personal details to LANGTONS, including accurate and up-to-date credit card details and delivery address details. You confirm that:

4.3.1. all the details that you have provided in joining as a Member are true and correct; and

4.3.2. you will update your information as required throughout the term of your membership.

4.4. Members are provided with a member identification as well as a password which is needed to access their account. Members must keep this confidential for security purposes and must notify LANGTONS as soon as possible of any unauthorised use or disclosure of their member identification and password.

4.5. Member rights are personal and cannot be transferred to or used by another party. LANGTONS may terminate a person's membership at any time, at its reasonable discretion, by providing written notice to the person.

4.6. If LANGTONS, acting reasonably, considers that a Member has materially breached these Terms, LANGTONS may, without further notice to the Member and acting reasonably, immediately suspend the Member's membership rights including the right to bid at Auctions or buy from LANGTONS. LANGTONS will notify the Member as soon as practicable after the suspension as to the reason for the suspension. For completeness, a material breach would involve, but is not limited to, fraudulent activity.

4.7. If your membership rights have been suspended under clause 4.6, you will be able to seek a review of the suspension by contacting us on 1300 946 347 or via email at [email protected].

Account Closure

4.8. Member-initiated closure. A Member may close their LANGTONS account at any time by contacting LANGTONS on 1300 946 347 or via email at [email protected]. LANGTONS will action the closure request within a reasonable time, subject to clauses 4.10 and 4.11.

4.9. Effect of closure. Upon closure of a Member's account:

(a) the Member's right to bid at Auction, buy from the Wine Store, use Client Services and attend Members-only events will cease;

(b) the Member will no longer receive commercial electronic messages or service-based electronic messages from LANGTONS (other than messages required by law); and

(c) any active bids placed by the Member that have not yet closed will be withdrawn where reasonably possible, provided the Member's account is in good standing and the withdrawal does not breach clause 14.1.

4.10. Pre-conditions to closure. LANGTONS may decline or defer a request to close a Member's account where:

(a) the Member has unpaid invoices, Storage Fees or other amounts owing to LANGTONS;

(b) the Member has Goods held by LANGTONS (whether as Seller or Buyer) that have not been collected, delivered or otherwise dealt with;

(c) the Member has active bids on Lots that have not closed; or

(d) the Member has Goods listed for sale by Auction, in the Wine Store or via Client Services that have not been withdrawn or sold.

In each case, LANGTONS will work with the Member to resolve the outstanding matters before closing the account.

4.11. Stored Goods. If, at the time of an account closure request, LANGTONS is holding Goods on behalf of the Member, the Member must, within thirty (30) calendar days of the closure request:

(a) arrange for the Goods to be delivered to a nominated address (at the Member's cost) in accordance with clause 18;

(b) arrange for Pick Up of the Goods (where available) in accordance with clause 19; or

(c) instruct LANGTONS to dispose of the Goods, subject to payment of Disposal and the Minimum Handling Fee.

If the Member fails to provide instructions within this period, LANGTONS may exercise its rights under clause 18.8 in respect of those Goods.

4.12. Retention of records. Following closure of a Member's account, LANGTONS may retain personal information and transaction records in accordance with its Privacy Policy and applicable law (including for tax, regulatory and dispute resolution purposes).

5. Suspicious or Irregular Activity

5.1. Prohibited conduct. You must not engage in, attempt to engage in, or assist any other person to engage in, any of the following conduct in connection with the Websites, an Auction, the Wine Store, Client Services or any other LANGTONS Service:

(a) placing bids, watching Lots, creating accounts or otherwise interacting with the Websites by means of any bot, robot, scraper, spider, script, crawler, automated bidding agent, headless browser, emulator or any other automated or programmatic means, other than LANGTONS' own AutoBid technology described in clause 14.7;

(b) shill bidding, phantom bidding, bid padding or any other bidding (whether by the Seller, the Seller's related parties, or any person acting in concert with the Seller) intended to artificially inflate the price of a Lot, in breach of clause 14.11;

(c) bid manipulation, collusion or coordinated bidding or watching activity between two or more Members or accounts intended to influence the outcome, price or appearance of demand for any Lot;

(d) creating, operating or controlling more than one Member account without LANGTONS' prior written consent, or using another person's Member account or allowing another person to use your Member account, in breach of clauses 4.4 and 4.5;

(e) systematically watching, tracking, harvesting or recording Lot information, bid histories, valuations, price estimates or sales data (including for the purpose of training artificial intelligence or machine learning models, or operating a competing service), in breach of clause 27.3;

(f) submitting bids that the Member does not genuinely intend to honour, or a pattern of withdrawn, retracted or unpaid bids;

(g) interfering with, disrupting, overloading or circumventing (or attempting to do so) any security feature, rate limit, access control, CAPTCHA or other technical measure on the Websites; or

(h) any other conduct that LANGTONS, acting reasonably, considers to be fraudulent, deceptive, manipulative, anti-competitive or otherwise contrary to the integrity of the Auction process or the fair operation of the Websites.

5.2. Indicators of suspicious activity. Without limiting clause 5.1, LANGTONS may regard the following as indicators of suspicious or irregular activity warranting investigation:

(a) bidding or watching patterns that are inconsistent with ordinary human behaviour (including unusually rapid, high-volume or precisely-timed bids);

(b) multiple accounts sharing common registration details, payment instruments, IP addresses, devices or delivery addresses;

(c) repeated last-second bidding across unrelated Lots in a manner suggestive of automation;

(d) a pattern of winning bids that are not paid in accordance with clause 15; or

(e) any other activity flagged by LANGTONS' fraud detection or monitoring systems.

5.3. LANGTONS' rights. Where LANGTONS, acting reasonably, suspects or determines that a Member has engaged in conduct described in clause 5.1 (or where the indicators in clause 5.2 are present and the Member has been given a reasonable opportunity to respond, save where doing so would compromise the investigation or the integrity of an Auction), LANGTONS may, without prior notice and without prejudice to any other rights or remedies it may have:

(a) refuse, reject, void, retract or reverse any bid placed by the Member, including after the Closing Time;

(b) disqualify the Member from any current or future Auction;

(c) cancel or rescind any sale to or by the Member, and refund the counterparty in accordance with clauses 12 and 20;

(d) suspend the Member's account (including the right to bid, watch Lots, buy, sell or access stored Goods, subject to clause 4.11) pending the outcome of LANGTONS' investigation;

(e) close or terminate the Member's account in accordance with clause 4.5, with such closure to be treated as a member-initiated closure for the purposes of clauses 4.9 to 4.11 (other than clause 4.9(c), which will not apply);

(f) withhold remittance of any sale proceeds otherwise payable to the Member under clause 7.13 or clause 9.5, pending the outcome of LANGTONS' investigation, and offset any losses, costs or expenses reasonably incurred by LANGTONS as a result of the conduct against such proceeds;

(g) block the Member's IP address, device, payment instruments or other identifiers from accessing the Websites; and

(h) report the conduct to law enforcement, regulatory authorities or any affected third party where LANGTONS reasonably considers it appropriate to do so.

5.4. Review. A Member whose account has been suspended or closed under this clause 5 may seek a review of the decision in accordance with clause 4.7. LANGTONS will consider any such request in good faith and respond within a reasonable time, but reserves the right to maintain the suspension or closure where it reasonably considers the conduct warrants it.

5.5. Costs. The Member is liable for any reasonable costs, losses or expenses incurred by LANGTONS as a direct result of conduct in breach of clause 5.1, including the cost of investigating the conduct, re-running or extending an affected Auction, refunding affected counterparties, and any recovery costs of the kind contemplated by clause 15.4.

5.6. Australian Consumer Law. Nothing in this clause 5 excludes, restricts or modifies any guarantee, right or remedy you may have under the Australian Consumer Law or any other applicable law that cannot lawfully be excluded, restricted or modified.

6. Members Events

6.1. LANGTONS reserves the right to add, withdraw, reschedule or substitute event Vendors and/or vary advertised programs, prices, venues and audience capacity.

6.2. By attending a LANGTONS' event, Members acknowledge that a photographer or videographer may be present and that the Member or his/her guests (if any) may be photographed or filmed. All photographs and video footage taken at the event are the sole property of LANGTONS and its related bodies corporate, who shall have the right to use such content on the Websites, social media platforms and other marketing or promotional materials. Members and their guests grant LANGTONS an irrevocable, perpetual, royalty-free licence to use their image for such purposes.

6.3. If any Member and/or their guest is unable to attend a LANGTONS' event for any reason, they must notify LANGTONS in writing via our contact form (http://help.langtons.com.au/hc/en-us/requests/new) or by contacting your Private Client Manager directly, at least 30 days prior to the event. By providing at least 30 days' written notice, Members will be entitled to a full refund of the ticket sale price paid.

6.4. Where notice of cancellation is provided between 14 and 30 days prior to the event, the Member will be entitled to a refund of 50% of the ticket sale price paid. Notice of cancellation must be made in writing via our contact form (http://help.langtons.com.au/hc/en-us/requests/new) or by notifying your Private Client Manager.

6.5. If any Member and/or guest cancels their attendance for any reason on less than 14 days' notice to LANGTONS, no refunds will be made.

6.6. Should LANGTONS be required to reschedule an event, Members and their guests will be rebooked for the rescheduled event date. If Members notify LANGTONS before the specified deadline that they are unable to attend the rescheduled event, Members will be fully refunded the sale price of the ticket purchased. A Member's failure to notify LANGTONS by any reasonable specified deadline that they (or their guests) are unable to attend the rescheduled event will be deemed to be a reconfirmation of their order for tickets for the rescheduled event, and Members will not be able to claim a refund as a result of the reschedule (unless required by applicable law). For the avoidance of doubt, no refunds will be available until the new date is announced (which will be done within a reasonable time) to allow LANGTONS time to make arrangements for the rescheduled event.

6.7. Should LANGTONS be required to cancel the event, Members will be fully refunded the sale price of the ticket purchased.

6.8. Unless required by Australian Consumer Law, booking fees and delivery fees will not be refundable for events.

6.9. Refunds will only be processed to the Member's credit card, PayPal account, or bank account from which the payment was originally received.

6.10. To the extent permitted by law (including, without limitation, the Australian Consumer Law), LANGTONS will not be responsible or liable for any loss or expense suffered by Members or their guests (as applicable) as a result of attending an event or as a result of the cancellation or rescheduling of an event.

6.11. Members and their guests (as applicable) acknowledge that regardless of a wine's storage history, a wine can present faults that are unrelated to LANGTONS' actions. As such, risk that a wine may present faulty characteristics (for example, cork taint) is accepted and assumed by the Member and their guests and no refunds will be made in such circumstances. Another bottle of wine may be made available by LANGTONS, the value of which is at the reasonable discretion of LANGTONS. Only a LANGTONS representative can determine if a wine is presenting faulty characteristics.

6.12. In addition to these general event terms, LANGTONS' events may be subject to their own specific terms and conditions, which will be notified to you prior to any ticket purchase.

Selling Your Wine

7. Selling via Auction

7.1. LANGTONS sells Goods on behalf of, and as agent for, Sellers and receives payment for the Services as specified in clause 7.7 and clause 9.5.

7.2. Where requested by a Seller via LANGTONS' Complimentary Valuation Form (https://www.langtons.com.au/cellar-valuation-appraisal-form.html) or otherwise, LANGTONS may provide a preliminary estimate of the value of Goods on the basis of information provided by the Seller, however LANGTONS does not guarantee the accuracy of any such estimate and is not responsible for any failure to achieve a price equal or similar to the estimate. LANGTONS retains the right to refuse to deal with Goods that it considers inappropriate to sell in its reasonable discretion.

7.3. If LANGTONS agrees to accept Goods for sale, they must be delivered by the Seller to LANGTONS as directed by LANGTONS before the relevant Auction or sale in the Wine Store. LANGTONS will assess the physical Goods and will list them under the Seller's member account within a reasonable time, detailing any faults (if any) detected by LANGTONS. The Seller may review the description of the Goods and contact [email protected] if they have any queries. This information will be included in the description of the Goods in the Catalogue for Goods to be sold by Auction.

7.4. Upon LANGTONS' receipt and initial inspection of the Goods, in the event such Goods are deemed unsuitable for Auction, the Goods will be listed as No Commercial Value (NCV), and LANGTONS will contact the Seller to arrange return of the Goods to the Seller (with Seller to be charged for Shipping and the Minimum Handling Fee) or Disposal of the Goods. If LANGTONS does not receive the Seller's instructions on how to handle the Goods of NCV, LANGTONS will dispose of the Goods after 28 days and the Seller will be charged the Minimum Handling Fee.

7.5. LANGTONS' agreement to accept the Goods for sale is an offer by LANGTONS to sell those Goods (subject to clause 7.4). Placing Goods with LANGTONS is the Seller's acceptance of the offer. Goods may be withdrawn from sale by the Seller at least two (2) days before an Auction date. If the Seller withdraws the Goods to have them returned to the Seller, the Seller will be charged Shipping and the Minimum Handling Fee.

7.6. Goods may be withdrawn at LANGTONS' reasonable discretion prior to the Goods going to Auction or going up for sale via the Wine Store. Such withdrawal is at no cost to the Seller.

7.7. Reserves:

7.7.1. Subject to clause 7.7.4, the Seller may set a Reserve on the Goods at any value equal to or below the Low Estimate via the Seller's Member account.

7.7.2. The Seller may request that LANGTONS set a Reserve at a value higher than the Low Estimate. LANGTONS may, acting reasonably, approve or decline any such request.

7.7.3. If LANGTONS declines a request under clause 7.7.2 and the parties are unable to agree on the Reserve, the Seller may either:

(a) adjust the Reserve down to a value equal to or below the Low Estimate via the Seller's Member account; or

(b) request that the Goods be returned, in which case the Seller will be charged Shipping and the Minimum Handling Fee.

7.7.4. Where a Lot has a Low Estimate of $20 or less, the House Reserve will automatically apply and the Seller is not permitted to set a Reserve.

7.8. Once an Auction has gone live, Sellers cannot adjust the value of the Reserve.

7.9. The following table summarises the Reserve reduction cycle that applies if a Lot fails to sell at Auction. The operative provisions are set out in clauses 7.10 to 7.12. In the event of any inconsistency, clauses 7.10 to 7.12 prevail. At each stage, the Seller may instead elect to have the Goods returned, subject to payment of Shipping and the Minimum Handling Fee.

Auction number	What happens if the Lot does not sell
After 7th Auction	Reserve reduced to House Reserve (or by 10% if already at House Reserve)
After 9th Auction	Reserve reduced to $2; Lot listed in Unreserved Auction
After 12th Auction	Lot deemed No Commercial Value; returned or disposed of

7.10. If a Lot's Reserve is not met by its seventh Auction, the Seller agrees that the Reserve will be reduced to the House Reserve. If the Reserve was already set at the House Reserve, the Seller agrees to a further 10% reduction. Alternatively, the Seller may request that the Goods be returned, subject to payment of Shipping and the Minimum Handling Fee.

7.11. If a Lot's Reserve is not met by its ninth Auction, the Seller agrees that the Reserve will be reduced to $2 and that the Lot will be included in an Unreserved Auction. Alternatively, the Seller may request that the Goods be returned, subject to payment of Shipping and the Minimum Handling Fee.

7.12. If a Lot fails to sell after three Unreserved Auctions (being the twelfth Auction in total), the Lot will be determined to be of No Commercial Value (NCV) and LANGTONS will contact the Seller to arrange either:

(a) return of the Goods to the Seller, subject to payment of Shipping and the Minimum Handling Fee; or

(b) Disposal of the Goods, subject to payment of Disposal and the Minimum Handling Fee.

7.13. Upon successful sale of Goods via Auction, the Seller will be remitted into their nominated bank account the Hammer Price of the Lot sold less LANGTONS' Vendor Commission within seven (7) business days from the Closing Time, this may be subject to LANGTONS receiving payment in cleared funds from the Buyer.

8. Catalogue

8.1. LANGTONS prepares an electronic Catalogue for each Auction detailing the Lots offered at the relevant Auction.

8.2. Next to each Lot in the Catalogue will be a price indication ranging from the Low Estimate to an approximate higher estimated price. The price range estimates are determined by LANGTONS based on recent sales of the specific wine. Should a wine being sold not have a recent sale history, the price estimates will represent LANGTONS' best estimate of probable realisable value. LANGTONS does not guarantee the accuracy of any estimate.

8.3. Statements of opinion in Catalogues, advertisements or brochures prepared by LANGTONS (including, but not limited to, reviews of Goods) are not to be relied upon as statements of fact. Buyers must make their own assessment of any Lot, including the value of a Lot, before bidding for it.

8.4. If a Seller does not accept LANGTONS' description of the Goods to be included in a Catalogue, the Seller must withdraw the Goods from sale prior to finalisation of the relevant Catalogue. Unless otherwise agreed between LANGTONS and the Seller, LANGTONS will provide the Seller with a reasonable opportunity (at least 1 week before the Goods are listed for Auction) to consider the description of the Goods prior to finalisation of the relevant Catalogue. If the Seller fails to request withdrawal of the Goods by the requisite time, they shall be deemed to have accepted LANGTONS' description and shall have no further right or claim against LANGTONS in relation to that description.

9. Selling via Wine Store

9.1. All Goods placed with LANGTONS for sale by Auction will also be considered for placement in the Wine Store unless otherwise specified by the Seller at the time the Goods are placed with LANGTONS.

9.2. Subject to a Seller electing not to place Goods in the Wine Store in accordance with clause 9.1, LANGTONS shall have discretion to determine whether Goods being sold by Auction will also be placed in the Wine Store.

9.3. The price at which Goods shall be listed for sale in the Wine Store shall be reasonably determined by LANGTONS, having regard to the Reserve and such other factors as LANGTONS believes are applicable. LANGTONS shall not be required to disclose to any Seller its reasons for determining a Wine Store listed price.

9.4. Any Goods listed for sale both by Auction and in the Wine Store shall be immediately removed from:

9.4.1. the Wine Store upon any Buyer bidding on the Goods in the Auction; or

9.4.2. the Auction upon any Buyer purchasing the Goods in the Wine Store.

9.5. Upon the sale of Goods that have been sold through the Wine Store and also listed for Auction, the Seller will be paid the Store Price of the Goods minus Vendor Commission within thirty (30) calendar days of the date of sale.

10. Ownership of Goods

10.1. The Seller, in providing Goods to LANGTONS for sale, warrants to LANGTONS and any Buyer of those Goods that:

10.1.1. it is the owner of those Goods;

10.1.2. it can and will give good title of the Goods to the Buyer; and

10.1.3. the Goods are sold free of any encumbrance, mortgage security or lien.

11. Risk

11.1. Goods held by LANGTONS will be at the Seller's risk until returned to the Seller or purchased by a Buyer, save that any damage to the Goods caused by LANGTONS' negligence or wilful misconduct shall be the responsibility of LANGTONS.

11.2. Without excluding, restricting or modifying the rights and remedies to which you may be entitled under the Australian Consumer Law, each Lot is sold by the Seller with all faults and defects (if any) as detected by LANGTONS in accordance with clause 7.3. Purchase of a Lot by Auction shall be at the Buyer's risk and neither LANGTONS nor the Seller shall be accountable for any deficiency, damage or loss which may arise after the close of the Auction, except to the extent it arises from LANGTONS' negligence or wilful misconduct.

11.3. To the extent permitted by law, LANGTONS' liability under clause 11.1 or 11.2 shall be limited to the Hammer Price or Store Price (as applicable) or, if not sold, the Low Estimate value less Vendor Commission of the Goods. Except as expressly provided in these Terms, and to the extent permitted by law, LANGTONS shall not be responsible to a Seller or Buyer for any other loss, damage, action, cost or expense in respect to the Goods.

11.4. To the extent permitted by law, LANGTONS shall not be responsible for any default by a Seller or Buyer in relation to the sale and/or purchase of the Goods.

12. Seller Default

12.1. If the Seller does not own the Goods and/or does not have clear title to the Goods, and/or provides misleading and deceptive information about the Goods to LANGTONS, then, without prejudice to any other rights or remedies:

12.1.1. if the Goods have not been sold, LANGTONS may withdraw the Goods from sale and return them to the Seller upon payment by the Seller of any and all reasonable costs of LANGTONS associated with obtaining and assessing the Goods for sale and returning them to the Seller;

12.1.2. if the Goods have been sold but not delivered to the Buyer, LANGTONS may terminate the sale contract with the Buyer, refund to the Buyer any monies paid by the Buyer and return the Goods to the Seller upon payment by the Seller to LANGTONS of any and all reasonable costs of LANGTONS associated with obtaining and assessing the Goods for sale and returning them to the Seller; and

12.1.3. if the Goods have been delivered to the Buyer, where possible LANGTONS may recover the Goods and refund to the Buyer any monies paid by the Buyer. The Buyer shall have no claim upon LANGTONS in respect to the Goods save for receiving the refund of any monies paid for the Goods.

Buying Wine

13. Buying Wine

13.1. Upon purchasing Goods from LANGTONS via Auction, the Wine Store or otherwise, LANGTONS will promptly send a tax invoice to the Buyer.

13.2. For purchases from the Wine Store or through Client Services, payment of the Store Price must be made by the Buyer to LANGTONS at the point of sale using the Buyer's nominated credit card or PayPal account, where available, listed on their Member account.

13.3. For purchases made via Auction, the Buyer must make payment in accordance with the provisions at Payment clause 15.

13.4. Title in the Goods passes to the Buyer once payment has been made for the Goods. The Buyer must arrange for the Goods to be collected or shipped within thirty (30) days of payment. Risk in the Goods passes to the Buyer upon the earlier of the following: (1) the Buyer's collection of the Goods; (2) the dispatch of the Goods (unless the Delivery Guarantee has been purchased as per clauses 18.10 to 18.12); or (3) once the 21st day of the month has passed and storage has accordingly commenced (unless the Goods are covered by an Automatic Delivery Preference as per clause 18.6).

13.5. LANGTONS will ship the Goods on the Buyer's behalf and at the Buyer's expense, to the Buyer's default delivery address set under their Member account, provided an Automatic Delivery Preference has been enabled by the Buyer (this can be selected through your Member account under 'Auctions & Deliveries' (https://www.langtons.com.au/account/preference)). Refer to Delivery clause 18 for further information on delivery of Goods. If the Automatic Delivery Preferences have been disabled under the Buyer's Member account and the Goods are not shipped by 4pm on the 21st of each month, the Buyer will be liable to pay storage fees in accordance with clause 18.7 of these Terms.

13.6. If the Buyer of Goods purchased at Auction does not pay in accordance with the provisions at Payment clause 15, then LANGTONS may cancel the sale and either return the Goods to the Seller or, if the Seller elects to do so, re-sell the Goods. Where such Buyer Default occurs, the Buyer will be liable for the reasonable costs incurred by LANGTONS in re-selling the Goods in accordance with clause 20.

Price Changes and Promotional Pricing

13a.1 Pricing. The Store Price of Goods listed in the Wine Store, and the price of any Services or Goods offered via Client Services or the Main Site (other than the Hammer Price and Buyer's Premium for Lots sold at Auction, which are determined in accordance with clauses 14 and 15), may change from time to time and we do not provide any notice of these changes.

13a.2 Price at point of sale. The price payable by a Buyer for Goods purchased via the Wine Store or Client Services is the Store Price (or quoted price) displayed at the time the Buyer completes the transaction and payment is processed. LANGTONS is under no obligation to honour a previously displayed, cached, screenshot, emailed, advertised or wish-listed price that differs from the price displayed at checkout.

13a.3 No retrospective adjustment. If the price of any Goods is reduced (whether as part of a sale, promotion, clearance or otherwise) after a Buyer has completed a purchase of those Goods, the Buyer is not entitled to any refund, credit, price-match or other adjustment in respect of the difference between the price paid and the subsequently reduced price. For the avoidance of doubt:

(a) "completed" means the point at which payment has been processed and a tax invoice has been issued in accordance with clause 13.1; and

(b) this clause 13a.3 does not apply where LANGTONS expressly offers a price-protection or price-match guarantee in respect of a particular promotion, in which case the terms of that specific offer prevail.

13a.4 Pricing errors. Despite LANGTONS' reasonable efforts, Goods listed on the Websites may occasionally be incorrectly priced (for example, due to data entry, system or display errors). Where LANGTONS, acting reasonably, identifies that Goods have been listed at a price that is materially incorrect:

(a) LANGTONS may cancel the affected order (in whole or in part) in accordance with clause 16, including after a tax invoice has been issued; and

(b) where the order has already been paid for, LANGTONS will refund the Buyer the full amount paid in respect of the cancelled Goods to the original payment method, in accordance with clause 6.9 (applied by analogy), and will have no further liability to the Buyer in respect of the cancellation.

13a.5 Sale duration and stock. Promotional or sale prices are available only for the period specified by LANGTONS and only while stocks last. LANGTONS may, acting reasonably, withdraw, extend, shorten or modify any sale or promotion at any time without prior notice, subject to its obligations under the Australian Consumer Law.

13a.6 Interaction with Vouchers and other offers. Unless LANGTONS expressly states otherwise at the time of the relevant promotion:

(a) sale or promotional prices may not be used in conjunction with any Voucher, promotional code or other discount, consistent with clause 21.5; and

(b) the application of a Voucher under clause 21 is calculated against the Store Price applicable at the time of the transaction (whether or not that price reflects a sale or promotion).

13a.7 Auctions unaffected. For the avoidance of doubt, this clause 13a does not apply to bids placed or Lots won at Auction. The Total Purchase Price for a Lot won at Auction is determined in accordance with clauses 14 and 15 and is not subject to retrospective adjustment by reason of any subsequent change in the Store Price of comparable Goods listed in the Wine Store or elsewhere.

14. Auction Bidding

14.1. If you bid on a Lot you make an irrevocable offer to buy the Lot at the price bid, being the Total Purchase Price (specifically Hammer Price plus Buyer's Premium) you are willing to pay. Bids received by LANGTONS will be processed by LANGTONS. Except as otherwise provided in this clause, the current live leading bid for each Lot will be posted on the Websites and is also visible in your bid list if you are watching or bidding on the Lot.

14.2. Bids must be received by the Closing Time on the closing day of the Auction as notified to you in the Catalogue, on the Websites and in other communications. All time is as specified, being Australian Eastern Time (AET). For the avoidance of doubt, any online bids that are placed after the specified Closing Time for online bidding of the Auction (noting final bidding is often moved into a live bidding room at a location nominated by LANGTONS) will not be accepted by LANGTONS and any impression (including via email) to the contrary is made in error.

14.3. LANGTONS has the right, at its reasonable discretion, to refuse any bid and to advance the bidding (including through Vendor bids) as it may determine.

14.4. LANGTONS reserves the right (acting reasonably) to withdraw any Lot from sale (including after any bid(s) has been made) for reasons including, but not limited to, operational errors. If reasonably required, LANGTONS will notify the Seller and Buyer (as applicable) in writing with reasons for the withdrawal.

14.5. All prices are in Australian dollars (AUD).

14.6. A Lot cannot be divided and the successful bidder must take the Lot as offered.

14.7. LANGTONS (using its AutoBid technology) processes and monitors all bids placed on the Websites. It only posts bids to the Websites when that bid is AUD1 more than the next highest bidder. If a Buyer is outbid before the close of the bidding for a particular Lot, then LANGTONS, using its AutoBid system, notifies the prospective Buyer(s) by email accordingly and offers the prospective Buyer(s) an opportunity to make another bid(s).

14.8. LANGTONS' AutoBid technology ensures that, regardless of the maximum bid the Buyer makes on a given Lot, the Buyer pays only AUD1 more than the next highest bidder. For example, if the Buyer places a maximum bid of AUD60 and the next highest bid is AUD40, the Buyer's winning bid will be AUD41.

14.9. LANGTONS has no responsibility or liability to you in relation to any failure or error made in connection with or due to the AutoBid technology unless such failure or error was directly caused by LANGTONS.

14.10. LANGTONS is not responsible for bids not received, processed or accepted which are reasonably due to technical or software issues. In particular, LANGTONS is not responsible for any loss, liability or damage incurred by you as a result of a bid not received, processed or accepted which is reasonably due to technical difficulties.

14.11. Except where explicitly permitted by LANGTONS (in its discretion as auctioneer), a Seller is prohibited from placing bids or arranging to have bids placed on behalf of the Seller in respect to Goods that it offers for sale. A Seller can bid on any other Lots (not owned by it) in the Auction.

14.12. An Auction of a Lot may or may not have a Reserve. Whether or not a Lot has a Reserve will not be disclosed. If a Lot has a Reserve, it will not be sold at Auction until a Buyer bids at or above the Reserve. If the Lot is passed in as a result of the bids failing to reach the Reserve, LANGTONS in its absolute discretion may give the Members who bid on the Lot or were watching the Lot an opportunity to purchase the Lot at Reserve (“Second Chance”). Such Second Chance will be available for a period of 24 hours after close of the Auction, after which time it will expire.

14.13. If a technological issue with the Websites prevents the fair and accurate conduct of an Auction, LANGTONS may, acting reasonably, extend the Auction beyond its advertised Closing Time to a new closing time falling no earlier than 24 hours, and no later than seven (7) calendar days, after the original Closing Time. Where LANGTONS exercises this right, it will notify relevant bidders by email and via the Websites.

14.14. LANGTONS has no responsibility or liability to you in relation to any failure or error of telecommunication services or technical systems with respect to an Auction or purchase via the Websites.

14.15. Without limiting clause 14.3, LANGTONS may refuse, void or reverse any bid where it reasonably suspects the bid (or the Member who placed it) is associated with conduct of the kind described in clause 5.1, including bids placed by bots or other automated means.

15. Payment

Payment by Buyer at Auction

15.1. Where a Lot is won at Auction and the Total Purchase Price is $10,000 or less, the Buyer's credit card that has been nominated under their Member account will be charged the Total Purchase Price (i.e. the Hammer Price plus the Buyer's Premium) immediately following close of the Auction.

15.2. Where the Total Purchase Price is over $10,000:

15.2.1. the Buyer must notify LANGTONS of the Buyer's preferred payment method (i.e. either bank transfer, BPAY, PayPal or nominated credit card) within four (4) calendar days following the close of the Auction. If the Buyer selects not to pay by credit card, LANGTONS will not release Goods to the Buyer until payment has been cleared; and

15.2.2. if a Buyer fails to notify LANGTONS of the preferred payment method within the timeframe required by clause 15.2.1, LANGTONS may charge the Buyer's nominated credit card for the Total Purchase Price.

15.3. The Buyer must pay LANGTONS the Total Purchase Price within thirty (30) calendar days of the close of the Auction.

15.4. If LANGTONS is reasonably required to take recovery action against the Buyer to recover monies from the Buyer, then the Buyer agrees to pay LANGTONS' reasonable recovery costs (including legal costs on a party/party basis) and expenses.

16. Cancellation

16.1. LANGTONS may, at its discretion, cancel any order (in whole or in part) at any time (including orders that we have previously accepted or issued a tax invoice for) without any liability to you for that cancellation if:

16.1.1. the Goods are not available;

16.1.2. you have specified a delivery address for those Goods that LANGTONS or any government authority deems to be subject to delivery restrictions for alcoholic or liquor products, after we have attempted to contact you to arrange for the Goods to be delivered to another delivery address not subject to any such restrictions;

16.1.3. we are unable to process your payment; or

16.1.4. your order is in breach of these Terms or is contrary to a person's rights or to any law.

16.2. To the extent that the factors referred to at 16.1.1 to 16.1.4 above are a result of actions outside of our control, we may cancel or refuse to accept your order without any liability to you for that refusal or cancellation.

17. GST

17.1. In these Terms, the expressions 'GST', 'supply', 'taxable supply', and 'tax invoice' have the same meaning as in A New Tax System (Goods and Services Tax) Act 1999.

17.2. To the extent that the supply of Services under this Agreement is a taxable supply, the Total Purchase Price shall be increased by an amount equal to any GST in respect of those Goods or Services.

17.3. The Seller's or Buyer's obligation to pay GST on the Goods or Services that are taxable supplies is subject to LANGTONS providing a tax invoice for those Goods or Services. All prices quoted are GST inclusive.

17.4. If a Seller is registered for GST, the Seller must supply LANGTONS with its ABN details for LANGTONS to collect GST on the Seller's behalf. A Seller may supply its ABN details on the Websites by selecting the “GST” option in the Seller's Member account or by contacting LANGTONS by phone. It is the responsibility of the Seller to notify LANGTONS of its GST status at least 24 hours before the Auction commences.

17.5. If the Seller is not registered for GST:

17.5.1. GST is not charged on the Total Purchase Price; and

17.5.2. GST is charged on the Vendor Commission, Buyer's Premium, freight and Delivery Guarantee (inclusive in LANGTONS' charges).

18. Delivery

18.1. Except where Buyers collect the Goods directly (if available under this clause 18), LANGTONS may deliver the Goods to a person (“the Delivery Recipient”) at an address in Australia specified by the Buyer provided these Terms are complied with. Delivery fees are specified on the Websites at https://langtons.com.au/Delivery.html. International clients need to contact LANGTONS to make shipping and insurance arrangements.

18.2. Delivery Preconditions: LANGTONS takes its obligations to ensure and facilitate the Responsible Service of Alcohol seriously and we will not deliver your order if we consider any delivery circumstances are unsuitable for any reason, including because (1) we believe the order recipient is intoxicated; (2) we have a reasonable belief that an adult is purchasing alcohol on behalf of a minor or will supply alcohol to a minor; (3) the order recipient is in a school uniform, including a sports uniform, even if the individual is over the age of 18; and (4) the order recipient is under the age of 18. We may not deliver your order if any of our requests for verification (such as proof of identity or age) are not met. For the purposes of verifying age, LANGTONS and its delivery partners apply an "ID25" approach: if a person appears to be under 25 years of age, they may be asked to present valid government-issued photo identification to confirm they are 18 years or older.

18.3. Delivery Records: When placing an order, the signature requirement is set by default, however you can update your preference at the checkout before proceeding to purchase. Please note that if no signature is collected, you agree and confirm that LANGTONS can leave your package(s) outside the premises at the shipping address provided by you without obtaining a signature for proof of delivery. Provided we have acted on your delivery instructions, risk of loss or damage to products appropriated to your order passes on delivery of them including where delivery is to unattended locations (such as locations which are not attended by any person or which are attended by a person who is not acting on your behalf).

18.4. Delivery Delays: You accept the risk that occasionally, due to unforeseen circumstances, deliveries may be delayed. We will not be liable or responsible for any failure or delay in delivery that is caused by any act or event beyond our reasonable control.

18.5. Non-Delivery Postcodes: In line with our commitment to the Responsible Service of Alcohol (RSA) and as a signatory of Retail Drinks Australia's Online Code of Conduct, there are several postcodes, or communities within postcodes in Australia to which we do not deliver under any circumstances. Non-delivery postcodes include:

NT: 0800, 0810, 0820, 0822, 0828, 0832, 0834, 0837, 0845, 0846, 0847, 0850, 0851, 0852, 0853, 0854, 0860, 0861, 0862, 0870, 0871, 0872, 0873, 0874, 0875, 0880, 0881, 0885, 0886, 4825,

NSW: 2481

QLD: 4605, 4713, 4816, 4830, 4871, 4874, 4875, 4876, 4892, 4895,

SA: 5600, 5601, 5608, 5609, 5680, 5690, 5700, 5701, 5710, 5723, 5724, 5734,

WA: 6429, 6430, 6431, 6432, 6435, 6436, 6437, 6438, 6440, 6442, 6635, 6638, 6639, 6640, 6642, 6701, 6705, 6707, 6710, 6711, 6712, 6713, 6714, 6716, 6718, 6720, 6721, 6722, 6725, 6726, 6728, 6731, 6733, 6740, 6743, 6751, 6753, 6754, 6758, 6760, 6761, 6762, 6765, 6770, 6798, 6799.

This list of non-delivery postcodes may be updated from time to time to reflect any changes made in each state and/or territory.

18.6. Storage of Goods purchased at Auction: A Buyer of Goods purchased may request LANGTONS to hold the Goods for up to thirty (30) calendar days to consolidate the shipping of those Goods with other purchases made by the Buyer via Auction, the Wine Store or otherwise. This request must be made by selecting 'Automatically consolidate and ship my auction stocks every 30 days to my default shipping address' under 'Auctions & Deliveries' (https://www.langtons.com.au/account/preference) in your Member account. All Goods not covered by an Automatic Delivery Preference must leave LANGTONS' premises (whether by Pick Up where available or by delivery) by 4pm on the 21st day of each month to avoid the Buyer incurring storage fees. In accordance with clause 13.4, risk in the Goods passes to the Buyer upon the earlier of the following: (1) the Buyer's collection of the Goods; (2) the dispatch of the Goods; or (3) once the 21st day of the month has passed and storage has accordingly commenced (unless the Goods are covered by an Automatic Delivery Preference).

18.7. Storage Fees: Without limiting clause 18.6, where Goods remain at LANGTONS' premises and are not covered by an Automatic Delivery Preference, on the 21st of each month (except where shipping of the Goods is delayed as a result of LANGTONS' conduct), the Buyer shall be liable to pay storage fees of $0.40 per unit/bottle per month (“Storage Fees”). The Buyer will be notified of upcoming Storage Fees at the time of payment of the Goods and will be deemed to have accepted LANGTONS' conditions of storage, including that:

18.7.1. the Buyer acknowledges and agrees that they have made their own enquiries as to the suitability and fitness of LANGTONS' storage facility for the purposes of storing the Goods and has not relied on any representation made by LANGTONS; and

18.7.2. whilst LANGTONS will take due care and reasonable steps to ensure safe custody of the Goods, LANGTONS does not accept liability for any loss or damage to the Goods and therefore recommends the Buyer arranges adequate insurance for the Goods.

18.8. If the Goods are not collected or shipped by the 21st of each month, LANGTONS will commence charging the applicable Storage Fees against the Buyer's credit card that has been nominated under their Member account. LANGTONS will process the first tranche of Storage Fees at 5pm on the 21st of each month. If the payment of Storage Fees fails, LANGTONS will promptly notify the Buyer and an alternative payment method must be arranged with LANGTONS immediately. If Storage Fees remain unpaid for a further period of thirty (30) calendar days, LANGTONS reserves the right (provided reasonable prior notice has been provided to the Buyer) to cease storing the Goods and may re-sell, or otherwise dispose of, the Goods.

18.9. Insurance: Whilst LANGTONS' storage service will be provided with due care and skill, Buyers acknowledge and accept that where the Buyer has purchased the Goods and elected to have them stored with LANGTONS, subject to clause 18.6, the Goods are stored at the sole risk and responsibility of the Buyer. The Buyer is solely responsible for obtaining appropriate insurance for their Goods covering any physical loss and/or damage, destruction or deterioration of the Goods stored.

18.10. Delivery Guarantee: Buyers can elect to pay, at the time of shipping, for an additional fee (specified on the Websites at https://langtons.com.au/Delivery.html), to have Auction purchases covered by LANGTONS' Delivery Guarantee. If no Delivery Guarantee is purchased, in accordance with clause 13.4, risk in the Goods passes to the Buyer upon dispatch of the Goods and any damage or loss in relation to the Goods during transit will not be the responsibility of LANGTONS unless it was caused by LANGTONS' negligence or wilful misconduct.

18.11. Under LANGTONS' Delivery Guarantee, subject to clause 18.12, if the Goods are lost or damaged during delivery from LANGTONS' premises to the Buyer's address (including any pick-up points that are selected as the delivery option), LANGTONS will replace the Goods (where available) or refund the Buyer for the value (based on, and not more than, the Hammer Price or Store Price paid for the Goods). The refund will only be payable upon LANGTONS receiving satisfactory proof of the loss or damage. If requested, the Buyer must promptly return damaged Goods to LANGTONS and provide such other information as LANGTONS may reasonably request to assess the loss or damage.

18.12. LANGTONS shall not be liable under the Delivery Guarantee for any loss arising from the Buyer failing to provide LANGTONS with a correct address and delivery details, or for LANGTONS otherwise delivering in accordance with the Buyer's instructions (such as leaving the wine outside unattended premises).

18.13. If you have specified a delivery address that LANGTONS or any government authority deems to be subject to delivery restrictions for alcoholic or liquor products, we will endeavour to contact you to arrange for an alternate delivery address that is not subject to such restrictions. In the event that LANGTONS is unable to make contact with you, or if you do not provide us with an alternate delivery address that is not subject to delivery restrictions, we may cancel your order in accordance with clause 16.1.2.

18.14. Warm Weather Shipping: LANGTONS may in its discretion (unless otherwise agreed with the Buyer), or upon express request by the Buyer, hold delivery of the Goods during periods of hot weather if LANGTONS considers that the temperature may compromise the condition of the Goods. While LANGTONS will endeavour to make prompt delivery without compromising the condition of the wine, LANGTONS' Delivery Guarantee does not cover heat damage. Please visit our Warm Weather Shipping page (https://www.langtons.com.au/warm-weather-shipping.html) for updates.

19. Pick Up

19.1. Selected Goods, as specified on the Websites, may be eligible to be collected by the Buyer from selected locations. If Pick Up is available, the Buyer may select their preferred location from the list of available locations at the time of purchase.

19.2. Our standard delivery time frames and charges apply to each Pick Up order as set out and charged at the time of purchasing the Goods.

19.3. If you elect to Pick Up the Goods, you agree to comply with the collection requirements specified in this clause 19 and such other requirements that we may notify you of when you place your Pick Up order through the Websites.

19.4. You agree that:

19.4.1. you must collect your Goods from the location selected by you at the time of purchase within 30 days of the purchase date; and

19.4.2. you must verify your age and identity and provide your signature when you collect your Goods.

19.5. You may nominate another person to Pick Up the Goods on your behalf at the time of purchase, provided the person is 18 years of age or over. We will require your representative to verify their name, age and identity at the time of collection. If you or your representative do not supply the appropriate identification, we will not allow collection of the products you have ordered.

19.6. Failure to collect: If you (or your nominated representative) do not collect the Goods within 30 days of your purchase date, we reserve the right to:

19.6.1. remove the Goods from the selected pick-up location and return them to the LANGTONS' warehouse; and

19.6.2. contact you to arrange an alternative delivery method or a new pick-up window.

19.6.3. If, despite LANGTONS having made reasonable attempts to contact you using the contact details held in your Member account, you cannot be reached within thirty (30) calendar days of the Goods being returned to LANGTONS' warehouse under clause 19.6.1, LANGTONS may, acting reasonably:

(a) continue to store the Goods at LANGTONS' premises and charge Storage Fees in accordance with clause 18.7, commencing from the date the Goods were returned to the warehouse;

(b) dispatch the Goods to the default delivery address listed in your Member account at your cost, with such delivery being at your risk in accordance with clause 18.3; or

(c) if Storage Fees remain unpaid for a further thirty (30) calendar days, or if LANGTONS reasonably considers that further storage is not viable, exercise its rights under clause 18.8 to cease storing the Goods and re-sell or otherwise dispose of them.

For the avoidance of doubt, "reasonable attempts to contact" includes (but is not limited to) at least two attempts via email to the email address and one attempt by telephone or SMS to the contact number.

19.7. Any further delivery costs incurred as a result of your failure to collect the Goods within the timeframe specified in clause 19.6 will be payable by you.

20. Buyer Default

20.1. If a Buyer fails to pay for any Goods within thirty (30) calendar days of the Closing Time or the date of purchase from the Wine Store, via Client Services or otherwise, LANGTONS shall, without further notice to the Buyer, and without prejudice to any other rights or remedies it may have, and where it is acting reasonably, be entitled to exercise one or more of the following rights or remedies:

20.1.1. seek recovery from the Buyer for the cost of the Goods, interest in accordance with 20.1.4, reasonable direct expenses and damages for breach of contract;

20.1.2. rescind the sale of that Lot sold to the Buyer;

20.1.3. resell the Lot or cause it to be resold by public or private sale. Any deficiency in the price from such resale, together with the full direct costs incurred in connection with the resale, shall be payable to LANGTONS by the Buyer;

20.1.4. charge the Buyer interest on the Total Purchase Price at the rate of 2% above the 90-day Bank Bill Swap Rate (BBSW) as published by the Reserve Bank of Australia for each day that it remains unpaid for more than thirty (30) calendar days from the date of the Closing Time or the date of purchase from the Wine Store or via Client Services;

20.1.5. retain that Lot sold to the Buyer and release the same only after payment of the Total Purchase Price plus any reasonable storage costs have been received by LANGTONS; and

20.1.6. offset any amount due or becoming due to the Buyer against settlement of the Total Purchase Price and costs and expenses, and LANGTONS shall be entitled to a lien on any property of the Buyer which is in LANGTONS' possession until all monies owing to LANGTONS by the Buyer have been paid in full.

21. Vouchers

21.1. LANGTONS may, from time to time and at its reasonable discretion, issue Vouchers to Members. Each Voucher is subject to these Terms and to any additional terms notified by LANGTONS to the Member at the time of issue (including the Voucher's face value, Validity Window and any conditions of use). In the event of any inconsistency between this clause 21 and the specific terms of issue, the specific terms of issue shall prevail to the extent of the inconsistency.

21.2. Eligible use. A Voucher may only be redeemed:

21.2.1. by the Member to whom it was issued, on Wine Store purchases made via the Main Site;

21.2.2. against an order for Goods or Services arranged through Client Services, where the Voucher code is supplied by the Member to their Private Client Manager prior to the order being processed; or

21.2.3. against Shipping charges payable by the Member in connection with the dispatch of Goods won at Auction, where applied at the time the Shipping is processed via the Main Site in accordance with clause 18.

For the avoidance of doubt:

(a) Vouchers cannot be applied against the Total Purchase Price (including the Hammer Price and Buyer's Premium) for any Lot won at Auction; and

(b) Vouchers cannot be redeemed on any of LANGTONS' supplementary sites referred to in clause 1.1 (including, without limitation, the Private Sales site, Sales site, Events site, Access site and Private Auctions site).

21.3. Validity Window. Each Voucher is valid only for the period specified by LANGTONS at the time of issue (the “Validity Window”). To the extent permitted by law, any Voucher not redeemed within the Validity Window will lapse and have no further value, and will not be reissued, extended, exchanged for cash or otherwise honoured.

21.4. Non-transferable. Vouchers are personal to the Member to whom they are issued. Consistent with clause 4.5, Vouchers may not be sold, assigned, gifted or otherwise transferred to any other person or Member account.

21.5. No combining. Only one Voucher may be applied per transaction. Vouchers may not be used in conjunction with any other Voucher, promotional code, discount or offer unless expressly stated by LANGTONS in writing.

21.6. Application at cart. Where redeemed via the Main Site, the Voucher code must be entered and applied in the cart prior to payment being processed (whether at the point of a Wine Store purchase or at the point Shipping is processed for Auction-won Goods). Vouchers cannot be applied retrospectively to completed orders or to Shipping that has already been charged, and LANGTONS is under no obligation to refund, credit or reissue the Voucher value where a Member fails to apply it in accordance with this clause.

21.7. Application against price. Unless otherwise specified at the time of issue, a Voucher is applied as a discount against:

21.7.1. for Wine Store purchases on the Main Site, the Store Price (inclusive of GST);

21.7.2. for Client Services purchases, the applicable order price (inclusive of GST); or

21.7.3. for Auction-related redemptions permitted under clause 21.2.3, the Shipping fee (inclusive of GST) charged in respect of the dispatch of the Auction-won Goods.

For the avoidance of doubt:

(a) the application of a Voucher does not affect the calculation of Buyer's Premium or Vendor Commission, which are calculated by reference to the Hammer Price (or, in the case of Vendor Commission for a Wine Store sale, the Store Price) before any Voucher discount is applied;

(b) the Delivery Guarantee fee, Storage Fees and Disposal fees are excluded from the value against which a Voucher may be applied, unless expressly stated otherwise at the time of issue; and

(c) Vouchers are not applicable against the Total Purchase Price for any Lot won at Auction.

21.8. No cash value. Vouchers have no cash redemption value and may not be exchanged, in whole or in part, for cash, credit or any other form of payment. Where the value of a Voucher exceeds the value of the relevant transaction (including, where applied under clause 21.2.3, the Shipping fee), the unused balance will be forfeited unless LANGTONS expressly states otherwise at the time of issue.

21.9. Cancellation, refunds and returns. Where an order or Shipping transaction to which a Voucher has been applied is cancelled by LANGTONS under clause 16, or the Buyer is otherwise entitled to a refund or remedy (including under clauses 23 or 24):

21.9.1. any refund payable to the Buyer shall, consistent with clause 25(c), be limited to the monies actually paid by the Buyer for the Goods, Services or Shipping (as applicable) and shall not include the face value of the Voucher; and

21.9.2. LANGTONS will, where reasonably practicable and provided the original Validity Window has not expired, reinstate the Voucher to the Member's account. LANGTONS is not obliged to reinstate or replace a Voucher where the Validity Window has expired, or where the cancellation, refund or return arises from the Member's breach of these Terms or from conduct of the kind described in clause 5.

21.10. Suspension or closure of account. If a Member's account is suspended under clause 4.6 or closed under clauses 4.8 to 4.11 (or under clause 5.3), any unredeemed Vouchers held by that Member shall automatically lapse on the effective date of suspension or closure and have no further value. No refund, credit or compensation will be payable in respect of lapsed Vouchers.

21.11. Withdrawal and misuse. Without limiting clause 5, LANGTONS reserves the right, acting reasonably, to cancel, suspend or refuse to honour any Voucher where it suspects fraud, misuse, breach of these Terms, or where the Voucher has been issued in error.

21.12. Force Majeure. Where a Force Majeure Event (as defined in clause 32) affects a Member's ability to redeem a Voucher within the Validity Window, LANGTONS will, acting reasonably, consider extending the Validity Window or reissuing the Voucher on equivalent terms, but is under no obligation to do so.

21.13. Liability. To the extent permitted by law, and without excluding, restricting or modifying any rights or remedies the Member may have under the Australian Consumer Law, LANGTONS' liability in respect of any Voucher is limited to reissuing the Voucher or crediting the Member's account with an equivalent value, at LANGTONS' reasonable discretion.

LANGTONS' Warranties

22. Goods Sold by Auction

22.1. Goods to be sold by Auction are described as accurately as can reasonably be ascertained by LANGTONS at the time. However, Buyers acknowledge and accept that buying Goods sold by auction carries risk. For instance:

22.1.1. LANGTONS cannot readily ascertain how well Goods have been cellared; and

22.1.2. appropriate allowances must be made for natural variations in older wines, including but not limited to variations of ullage, the condition of corks and labels, and the colour and taste of the wine.

22.2. Buyers acknowledge and accept that certain consumer guarantees under the Australian Consumer Law may not apply to Goods sold by auction by way of competitive bidding, including that guarantees as to acceptable quality or fitness for purpose do not apply to Goods sold by Auction. LANGTONS shall not be responsible for any errors of description provided by the Seller or for any faults or defects in any Goods sold by Auction and no warranty whatsoever is given by LANGTONS, its employees or agents in respect of any such Goods. Buyers therefore accept these risks and, except as set out in clause 23, LANGTONS shall have no liability to any person for any loss or damage suffered by any person in relation to Goods sold by Auction.

23. Consumer Guarantees

23.1. Our Goods and Services come with guarantees that cannot be excluded under the Australian Consumer Law.

23.2. For major failures with the Service, you are entitled:

23.2.1. to cancel your Service contract with us; and

23.2.2. to a refund for the unused portion, or to compensation for its reduced value.

23.3. You are also entitled to choose a refund or replacement (where the same Goods are available) for major failures with Goods. If a failure with the Goods or a Service does not amount to a major failure, you are entitled to have the failure rectified in a reasonable time. If this is not done, you are entitled to a refund for the Goods, or to cancel the contract for the Service and obtain a refund of any unused portion.

23.4. You are also entitled to be compensated for any other reasonably foreseeable loss or damage caused by the failure in the Goods or Service.

23.5. To obtain compensation, Buyers would need to provide documentary evidence of the loss or damage suffered, and documentary evidence that such loss or damage was a reasonably foreseeable consequence of a failure by LANGTONS to comply with a consumer guarantee under the Australian Consumer Law. Such evidence may include photographs, statutory declarations, receipts or reports, depending on the loss or damage.

23.6. Buyers' rights to a remedy under the Australian Consumer Law are not limited by a defined time. However, the Australian Consumer Law does recognise that the relevant time period can vary from product to product, depending on factors such as the nature of the product and the price. As such, the type of remedy we will offer Buyers may vary depending on the age and history of the Goods and how long it takes the Buyer to return the Goods to us. We will always take a fair and reasonable approach.

24. LANGTONS' Undertakings

24.1. In addition to a Buyer's rights under the Australian Consumer Law, if within 28 days of the date of dispatch from LANGTONS' premises of any Goods sold by LANGTONS, the Buyer notifies LANGTONS in writing that:

24.1.1. in their view (acting reasonably), the Goods were:

24.1.1.1. short or ullaged at the time of the sale; or

24.1.1.2. not correctly described in the Catalogue or in the Wine Store (as applicable); and

24.1.2. in the case of 24.1.1.2, within 14 days of the Buyer's notice, the Buyer returns the Goods in saleable condition (as reasonably determined by LANGTONS) as at the date of delivery to the Buyer; and

24.1.3. LANGTONS is satisfied (acting reasonably) that the product is materially different to the description in the Catalogue or in the Wine Store (as applicable).

24.2. Where the conditions in clause 24.1 are satisfied, LANGTONS may set aside the sale and either replace or refund to the Buyer (at LANGTONS' discretion) the amount paid by the Buyer in respect of the Goods (inclusive of relevant shipping fees).

24.3. The undertakings in clauses 24.1 and 24.2 are additional voluntary undertakings provided by LANGTONS and do not apply to wines older than 15 years, where natural variation or deterioration over time (including in relation to the quality of the cork, ullage, colour, sediment or taste of the wine) may occur and is an inherent characteristic of aged wine. Nothing in this clause 24.3 excludes, restricts or modifies any guarantee, right or remedy you may have under the Australian Consumer Law or any other applicable law that cannot lawfully be excluded, restricted or modified. Your rights under the Australian Consumer Law (including in respect of acceptable quality, fitness for purpose and correspondence with description, to the extent those guarantees apply having regard to clause 22.2) continue to apply regardless of the age of the wine.

24.4. A Buyer shall not be entitled to claim under clause 24.1 for more than the amount paid by the Buyer for the Goods and delivery thereof and shall have no claim for any other loss or damage, whether direct or indirect, suffered by the Buyer.

25. Limitation

Without excluding, restricting or modifying the rights and remedies to which you may be entitled under the Australian Consumer Law or any implied warranties under the consumer protection laws in the States and Territories of Australia, the following limitations apply:

a) We exclude all implied terms and warranties, whether statutory or otherwise, relating to our Websites, the subject matter of our agreement with you and all content to or from which the Websites are linked.

b) We will not be liable to you for indirect and consequential loss arising from or connected to our agreement with you in contract, tort, under any statute or otherwise (including, without limitation, for loss of revenue, loss of profits, failure to realise expected profits or savings, loss or corruption of data and any other commercial or economic loss of any kind) unless such loss arises as a result of our own negligence or wilful misconduct.

c) Where we refund you the amount of your order as provided in your agreement with us, you agree such a refund is the total amount of our liability to you for all circumstances relating to the refund.

d) Our liability to you for loss or damage of any kind arising out of our agreement with you or in connection with the relationship established by it is reduced to the extent (if any) that you cause or contribute to the loss or damage. This reduction applies whether our liability is in contract, tort (including negligence), under any statute or otherwise.

e) Nothing in this clause affects any liability which cannot be excluded or limited under applicable law. We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors and for fraud or fraudulent misrepresentation. Where our liability cannot be excluded, we limit our liability to the fullest extent permitted by the Australian Consumer Law.

26. Websites

26.1. These Websites are provided on an “as is” and “as available” basis, and without warranties of any kind regarding the operation or availability of the Websites.

26.2. Our Websites' content is provided for general information only and it is not intended to amount to advice on which you should rely. While we will take all reasonable steps to ensure that our Websites are up to date, we do not warrant the accuracy and completeness of the materials, information or services on these Websites.

26.3. LANGTONS, like all online businesses, is dependent on third parties for its infrastructure and services. LANGTONS therefore gives no warranty that continuous, uninterrupted or secure access to the Websites will be available at all times.

26.4. While every effort will be made to rectify the services under LANGTONS' control and the services controlled by LANGTONS' third party suppliers in a timely manner, LANGTONS takes no responsibility for any losses incurred as a result of being unable to bid at Auction or access the Websites.

26.5. Where a technological issue with the Websites affects the conduct of an Auction, LANGTONS' rights to extend the Auction are set out in clause 14.13.

26.6. LANGTONS has no responsibility or liability to you in relation to any failure or error of telecommunication services or technical systems with respect to an Auction or other purchase via the Websites or notice or communication of any kind.

27. Intellectual Property

27.1. LANGTONS' IP. All intellectual property rights in and to the Websites and their content (including the LANGTONS name and logo, Catalogues, photographs, tasting notes, reviews, valuations, price estimates, software, page layouts, designs and database compilations) are owned by, or licensed to, LANGTONS or Endeavour Group Limited. All such rights are reserved.

27.2. Limited licence to Members. LANGTONS grants you a limited, non-exclusive, non-transferable, revocable licence to access and use the Websites for the sole purpose of browsing, bidding, buying and selling in accordance with these Terms.

27.3. Restrictions. You must not, without LANGTONS' prior written consent:

(a) reproduce, republish, copy, frame, scrape, data-mine or otherwise extract content from the Websites, including for the purpose of training artificial intelligence or machine learning models;

(b) use any LANGTONS trade marks, logos or branding;

(c) use the Catalogue, valuations, price estimates or sales data for any commercial purpose, including the operation of a competing service; or

(d) modify, reverse engineer or create derivative works from any part of the Websites.

27.4. User content. If you submit any content to the Websites (including reviews, comments, tasting notes, photographs or feedback) (“User Content”), you:

(a) warrant that you own or have all necessary rights to the User Content and that it does not infringe any third party's rights or contravene any law;

(b) grant LANGTONS and its related bodies corporate a non-exclusive, perpetual, irrevocable, worldwide, royalty-free, sub-licensable licence to use, reproduce, modify, publish and distribute the User Content for any purpose connected with LANGTONS' business, including marketing and promotional purposes; and

(c) acknowledge that LANGTONS may, acting reasonably, edit, moderate or remove User Content at any time without notice.

27.5. Third party IP. The Websites may contain content provided by third parties (including producer information, wine reviews and ratings). LANGTONS does not warrant the accuracy of such content and the rights in such content remain with the relevant third parties.

27.6. Infringement notices. If you believe that any content on the Websites infringes your intellectual property rights, please contact LANGTONS at [email protected] with details of the alleged infringement.

28. Privacy

28.1. Our Privacy Policy (https://www.langtons.com.au/privacy-policy.html) provides details of how LANGTONS collects, uses and discloses your personal information, how you can access your personal information or raise a complaint about the management of your personal information.

29. Marketing Communications

29.1. Opt in: Where you have opted in to receive marketing communications, you agree that LANGTONS may send you commercial electronic messages and tailored advertising (which include direct marketing communications advertising goods and services) via various channels and media (including by email, SMS, phone and mail).

29.2. Opt out: You may opt out of receiving commercial electronic messages and other advertising that we send you directly, including opting out of receiving such communications via certain channels (including email or SMS) or opting out of certain marketing preferences by managing your preferences under your Member account. You may also use the unsubscribe facility we provide in the commercial electronic message. If you use the unsubscribe facility provided in that commercial electronic communication, you can opt out from receiving commercial electronic messages via a specific channel or you can opt out of receiving commercial electronic messages in relation to a particular marketing preference.

In limited circumstances, website outages or our cybersecurity controls may prevent you from accessing our Website in order to unsubscribe. If this happens, please send us an email at [email protected] specifying the channel or channels (such as email or SMS) that you wish to unsubscribe from, and we will ensure your request is actioned as soon as possible.

Opting out of receiving commercial electronic messages from LANGTONS will not withdraw your consent to receive messages from other Endeavour Group Limited brands under separate terms and conditions. If you would like to opt out of other Endeavour Group Limited brands, please follow the opt out facilities in their communications or other opt out options set out in their terms and conditions. Tailored advertising is advertising that is specifically tailored to particular segments of LANGTONS' Members based on certain attributes, behaviours or preferences which they have in common.

Tailored advertising is facilitated through the use of cookies and other digital technologies. For more information (including on how to opt out of tailored advertising), please see our Cookie Policy (https://www.langtons.com.au/cookie-policy.html) or Collection Statement.

Regardless of whether you opt out of any and/or all commercial electronic messages (including email, SMS or push notifications, where applicable), you agree to still receive service-based electronic messages relating to your membership, including changes to these Terms and Conditions, our Privacy Policy, account transactions or important information (for instance recall notices) relating to products you have purchased or other information we are required to provide you by law.

Your agreement to receive service-based electronic messages is effective until such time as you elect to terminate your LANGTONS membership.

You may not opt out of receiving service-based electronic messages without terminating your LANGTONS membership. You will need to contact LANGTONS on 1300 946 347 or via email at [email protected] to terminate your membership, and you will thereafter no longer receive commercial electronic messages or service-based electronic messages which are sent to LANGTONS Members.

You acknowledge and agree that we are not required to include an unsubscribe function in electronic messages where it may be impracticable for us to do so. This may include push notifications or service-based electronic messages (such as account creation and order confirmations) that contain hyperlinks to website content that is primarily factual in nature, such as our Privacy Policy or Terms and Conditions, where such pages incidentally contain commercial content (for example in the page footer).

30. Complaints and Dispute Resolution

30.1. Our commitment. LANGTONS is committed to resolving complaints fairly, promptly and without cost to you. Nothing in this clause 30 limits any rights you may have under the Australian Consumer Law or any other applicable law, including your right to lodge a complaint with a relevant regulator at any time.

30.2. Step 1 — Contact us. If you have a complaint or dispute relating to your dealings with LANGTONS, the Websites, Goods or Services, please first contact:

(a) your Private Client Manager (if applicable); or

(b) LANGTONS' Customer Experience team on 1300 946 347 or via the contact form at http://help.langtons.com.au/hc/en-us/requests/new.

30.3. Step 2 — Formal complaint. If your complaint is not resolved to your satisfaction at Step 1, you may escalate it by submitting a written complaint via the contact form at http://help.langtons.com.au/hc/en-us/requests/new, marked for the attention of the Customer Experience team. Please include:

(a) your name, Member identification and contact details;

(b) a clear description of the complaint, including relevant dates, Lot numbers or order numbers; and

(c) the outcome you are seeking.

30.4. Acknowledgement and response. LANGTONS will acknowledge receipt of a formal complaint within five (5) business days and will use reasonable efforts to provide a substantive response within twenty (20) business days. If we need more time (for example, due to the complexity of the complaint), we will let you know.

30.5. Step 3 — Good faith negotiation. If a complaint remains unresolved after Step 2, the parties agree to meet (in person, by telephone or by video conference) and negotiate in good faith for a period of at least fourteen (14) calendar days in an attempt to resolve the dispute before commencing court proceedings.

30.6. External avenues. Nothing in this clause prevents you from:

(a) lodging a complaint with the Australian Competition and Consumer Commission (ACCC), the relevant State or Territory fair trading or consumer protection authority, or the relevant State or Territory liquor licensing authority;

(b) seeking advice from a community legal centre; or

(c) bringing proceedings in a court of competent jurisdiction.

30.7. Urgent relief. Nothing in this clause 30 prevents either party from seeking urgent injunctive or equitable relief from a court of competent jurisdiction at any time.

31. Governing Law

These Terms and any contract including them shall be governed by the laws of the State of New South Wales.

32. Force Majeure

32.1. Definition. A “Force Majeure Event” means any event or circumstance beyond the reasonable control of a party, including (without limitation):

(a) acts of God, fire, flood, storm, earthquake or other natural disasters;

(b) war, terrorism, civil unrest, riot or sabotage;

(c) pandemic, epidemic or public health emergency, including any government response to such an event;

(d) strikes, lock-outs or other industrial action (other than involving the affected party's own workforce);

(e) failure or interruption of utilities, telecommunications, internet, payment processing or transportation networks;

(f) acts or omissions of any government or regulatory authority, including changes in liquor licensing laws or import/export restrictions; and

(g) cyber-attack, ransomware or other malicious interference with the Websites or LANGTONS' systems.

32.2. Suspension of obligations. If a party is prevented, hindered or delayed in performing any of its obligations under these Terms (other than an obligation to pay money already due) by a Force Majeure Event, that party's obligations are suspended for the duration of the Force Majeure Event, and the time for performance is extended accordingly.

32.3. Notice and mitigation. The affected party must:

(a) notify the other party as soon as reasonably practicable of the Force Majeure Event, its likely duration and the obligations affected; and

(b) take reasonable steps to mitigate the effects of the Force Majeure Event and resume performance as soon as reasonably practicable.

32.4. Auctions and events. Without limiting the foregoing, where a Force Majeure Event affects the conduct of an Auction or an event, LANGTONS may (acting reasonably):

(a) postpone, reschedule or cancel the Auction or event in accordance with clause 6 and clause 14.13; and

(b) extend payment, collection, delivery or storage timeframes specified in these Terms.

32.5. Termination. If a Force Majeure Event continues for a period exceeding sixty (60) calendar days, either party may terminate the affected contract by written notice to the other, without liability (other than for amounts already due and payable).

32.6. Australian Consumer Law. Nothing in this clause 32 excludes, restricts or modifies any guarantee, right or remedy you may have under the Australian Consumer Law or any other applicable law that cannot lawfully be excluded, restricted or modified.

33. Changes to Terms and Conditions

These Terms may change or be suspended or terminated from time to time. These changes may relate, amongst other things, to our delivery charges. We will give advance notice of any such matters on our Websites. Continuing to use any of LANGTONS' services after the period of advance notice has expired will be deemed as acceptance of the changed terms and conditions.

These terms were most recently updated on 25/06/2026.
Effective for all existing customer from 01/07/2026.

34. General

34.1. The singular shall include the plural and vice versa, words importing any gender shall include every other gender, and where there is more than one party comprising Seller or Buyer, they shall be bound jointly and severally.

34.2. The words 'include', 'including', 'for example' or 'such as' are not to be interpreted as words of limitation, and when such words introduce an example, they do not limit the meaning of the words to which the example relates, or to examples of a similar kind.

34.3. All communications shall be by notice in writing. A reference to “in writing” includes notices sent by email. A notice or other communication is deemed to have been received:

34.3.1. if delivered by hand to the nominated address, when delivered to the nominated address; or

34.3.2. if the receiver receives confirmation of receipt, and in any event 24 hours after sending the notice unless the sender receives a bounce-back or delivery failure notification.

34.4. No waiver or failure or delay to act by LANGTONS in respect to any default on the part of a Buyer or Seller in the performance of these terms and conditions shall prevent actioning that or any other default by the Seller or Buyer.

34.5. If any provision of these Terms is deemed to be unlawful or unenforceable, it is to be severed from these Terms and all other remaining provisions remain in force.