STANDARD TERMS AND CONDITIONS FOR WINE PRODUCTION AND LOGISTICS MANAGEMENT SERVICES
THE FINE PRINT
1. Brand Registration
The brand you choose for your wine must be registered with the National Institute of Viticulture (INV) and the Argentine Trademark Office (INPI). The initial registration paperwork for a single brand with both entities is included in your first purchase as a client.
In the event any additional work is required to finalize the registration of your brand with the INV or INPI, there may be additional fees involved. If you choose to register more than one brand or change your brand, each additional brand can be registered for an additional charge.
Once your brand is registered, each label with that brand will also need to be presented to the INV for approval prior to export. This additional charge will be included in your export costs.
2. Label Design
We help you custom design your standard wine label. If you wish to modify the design or develop several brands for your wines, our team will be happy to assist you, applying the corresponding additional charges.
However, significant modifications, including design changes, text revisions, alternative paper types, and specialty printing options (e.g., embossing, foil stamping, or silkscreen printing), may incur additional costs, quoted separately and confirmed before production.
3. Experience Box
The Experience Box (wine sample kit) will be dispatched within five (5) days after the Customer completes payment for it. Shipping costs for the Experience Box, which vary according to destination, must be paid before it is dispatched. If the Customer wishes to visit Mendoza to taste in person, this is possible; any costs associated with an in-person visit, if applicable, will be for the Customer's account.
4. Wine Production & Bottling Supplies
The service fee includes the management and coordination of premium winery-grade bottling supplies for each wine, ensuring top-quality packaging. This includes the coordination of wine production, sourcing of bottles, corks or screw caps, capsules, and standard cardboard boxes (6 or 12 bottles, depending on configuration).
If you wish to enhance your packaging with options such as upgraded or large-format bottles, custom-stamped corks, branded boxes, or a different box configuration than the standard options above, our team is ready to assist you. Please note that these customization options incur an additional cost, quoted separately according to your specifications and charged prior to bottling or export.
5. Logistic, Export and Storage
Export and associated logistics costs are not included in the primary service fee for winemaking management and vary based on volume and destination. These costs will be quoted and charged separately.
Where actual customs duties, export costs, or related charges applicable to the Customer's order exceed the amount originally quoted or collected for that purpose, the difference shall be for the Customer's account and will be invoiced separately, payable prior to shipment or release of the order.
Your wines will be scheduled for the next available export following bottling, based on your specified delivery location. By default, we will arrange delivery to the address we have on file, but you must confirm your preferred shipping destination no later than the bottling date.
Interactive Investments SAS does not provide complimentary storage. Once your order is bottled and packaged, it must be collected or scheduled for export promptly. If storage, handling, or related costs are incurred because the order is not collected or exported promptly, such costs — together with an applicable management fee and any related taxes — shall be for the Customer's account and will be charged prior to release or export of the order.
All fees and expenses for winemaking management and export-related costs must be paid prior to export.
6. Modifications and Cancellations
Any modifications to these terms must be made in writing and agreed to by all the parties.
7. Invoices and Payment Schedule
The Winemaking and Logistics Management Service covered by this contract shall be invoiced by Interactive Investments SAS in two installments: 60% of the total service amount shall be invoiced and paid upon execution and acceptance of this contract, which confirms the Customer's final configuration (varietal, volume, bottle, closure and label) and authorizes production to begin; the remaining 40% shall be invoiced and paid prior to the commencement of bottling/production of the Customer's order.
The corresponding export management fees, export duties, and charges, which shall be determined and notified to the Customer in due time, shall be due and payable prior to shipment of the order. These fees are separate from the primary Winemaking and Logistics Management Service fee.
In the event that the bottles are requested for delivery in Argentina, Value Added Tax (VAT 21%) and Gross Income Tax will be added to the local invoice, in accordance with the regulations in force.
The export of the bottled wine and/or olive oil itself is exempt from Value Added Tax and Gross Income Tax under applicable Argentine export regulations. The winemaking and logistics management service fee described herein is treated separately from the underlying export of goods: Value Added Tax, Gross Income Tax, and/or any other applicable Argentine tax may be added to this service fee where applicable under the regulations in force at the time of invoicing. Interactive Investments SAS reserves the right to determine and apply the correct tax treatment to each invoice.
Any tax, duty, levy, or governmental charge applicable to the Customer's order that is not contemplated at the time of invoicing, as well as any additional amount that a competent tax or customs authority later determines was due and that Interactive Investments SAS must recover or remit, shall be for the Customer's account. Interactive Investments SAS may invoice the Customer for any such amount upon notice, and the Customer agrees to pay it within the timeframe indicated in that notice.
Payment Routing
Interactive Investments SAS acts as an intermediary between the Customer and the partner winery (bodega) responsible for producing the Customer's order; it does not itself produce, own, or sell the wine. Accordingly, payments due under this Agreement may be remitted either directly to Interactive Investments SAS or, where specifically instructed on the applicable invoice, directly to the partner winery. In either case, once received by the designated payee, such payment shall be deemed to satisfy the Customer's payment obligation under this Agreement to the extent of the amount paid.
The Customer is solely responsible for verifying payment and remittance instructions directly with Interactive Investments SAS through a known, verified channel before sending any payment, particularly for international wire transfers. Interactive Investments SAS will never change its own remittance instructions without separate, verified confirmation, and is not liable for losses resulting from payments made to fraudulent or unverified accounts.
Interactive Investments SAS will comply with applicable Argentine foreign exchange regulations in connection with amounts it collects under this Agreement. To facilitate and complete each transaction, Interactive Investments SAS retains the right to determine, at its discretion and on a case-by-case basis, whether a given payment is to be collected directly or through the partner winery or another third party, as set out in this Payment Routing provision.
8. General Terms and Conditions
Interactive Investments SAS, a company duly organized and existing under the laws of Argentina, together with its partner wineries (bodegas) and other third-party logistics providers, will provide its winemaking, bottling, labeling, and international logistics management services under the terms of these Terms and Conditions. Interactive Investments SAS will coordinate the production and shipment of your bottled wine as specified herein and in our Winemaking Guide.
Failure to pay Interactive Investments SAS all amounts due will result in a default interest charge of 12.5% TNA (tasa nominal anual / nominal annual rate), calculated in United States Dollars (USD), the currency in which the underlying service fees are denominated.
Interactive Investments SAS reserves the right, at its sole discretion, to cease all winemaking coordination and export/delivery activities until full payment is received. Interactive Investments SAS will not be liable for any damages arising from the suspension of services due to non-payment.
By signing this agreement, you expressly acknowledge that Interactive Investments SAS acts solely as an intermediary and services coordinator that facilitates the production and export of your wines through its partner winery or wineries. You grant Interactive Investments SAS the authority to coordinate and make payments to the producing winery on your behalf as part of the service fee for the wine production. Interactive Investments SAS does not take title to the wine at any point in the process. The winery remains the exporter of record from Argentina, and the title to the wine transfers directly from the winery to the final consignee (you or your designated party) at the agreed-upon Incoterm point (FCA Mendoza, Argentina, unless otherwise agreed for international shipments with additional logistics services).
Regarding Brand Ownership:
• For international clients (those without a legal entity in Argentina): brand registration with INV and INPI will initially be conducted in the name of Interactive Investments SAS, acting on the Customer's behalf, given that Interactive Investments SAS is the Argentine legal entity able to complete such registrations. The Customer retains full beneficial ownership of the brand at all times. Should the Customer later establish its own legal entity in Argentina and request the formal assignment of the brand, Interactive Investments SAS will facilitate this transfer, with any associated legal and administrative costs being borne by the Customer.
• For national clients (those with a legal entity or as individuals in Argentina): brand registration will be performed directly in their name.
Interactive Investments SAS shall use commercially reasonable efforts and exercise ordinary care to manage the production of your wine in accordance with the specifications set forth in these Terms and Conditions. As part of these services, Interactive Investments SAS will ensure that its partner winery maintains a facility that is commercially suitable for wine production and storage. To the extent required by your winemaking plan, Interactive Investments SAS will ensure that your wine is produced and stored separately from other wines to preserve its unique identity. Once bottled, your wines will be stored in a temperature-controlled storage facility (whether owned by us or a third-party winery or logistics provider) appropriate for wine storage.
By signing these Terms and Conditions, you acknowledge that winemaking is inherently subjective and dependent on the conditions of each vintage. Interactive Investments SAS makes no guarantees that the wine produced will meet your expectations. You accept that the wine may not be commercially or personally acceptable, may not possess a specific value, or exhibit particular characteristics. While Interactive Investments SAS will use reasonable efforts to address deficiencies, certain issues — such as incomplete fermentation — may be beyond correction.
Notwithstanding any provisions herein to the contrary, the warranties, limitations of liability, and disclaimers described in our services offer apply to the services outlined in these Terms and Conditions. Interactive Investments SAS expressly disclaims any and all warranties, expressed or implied, regarding the management of the production of wine under this agreement. Furthermore, Interactive Investments SAS is not responsible for cork taint, cork or glass sterility, fill level fluctuations due to storage, or other standard defects that may occur in the product.
Interactive Investments SAS will not be liable for any wine produced in material compliance with your specifications and accepted winemaking protocols. You expressly agree that Interactive Investments SAS's legal liability, whether based on negligence, breach of contract, or any other theory, shall be limited to monetary damages, with an aggregate limit not exceeding the total amount you paid under these Terms and Conditions. Under no circumstances shall Interactive Investments SAS be liable for any special, indirect, incidental, or consequential damages, including loss of profits or punitive damages.
Where the Customer is acting as an individual consumer for personal, family, or household purposes rather than in connection with a trade, business, or profession, nothing in this Section 8 is intended to exclude, limit, or waive any right, protection, or remedy that cannot lawfully be excluded, limited, or waived under Argentina's consumer protection law (Ley N.° 24.240) or other applicable mandatory law. If any limitation set forth in this Section 8 is found unenforceable as to such a Customer, that limitation shall be enforced to the maximum extent permitted by applicable law, and all remaining limitations shall continue in full force and effect.
You agree to indemnify, defend, and hold harmless Interactive Investments SAS, its directors, officers, employees, agents, and affiliates from any claims, liabilities, costs, expenses, damages, or losses (including reasonable attorney's fees) arising from: (i) any alleged trademark infringement, unfair competition, or interference with contractual relationships in which you are a party; (ii) any violation of applicable alcohol laws and regulations resulting from your marketing, advertising, distribution, or sales practices; or (iii) your breach of any representation or warranty, negligence, or willful misconduct under these Terms and Conditions.
Interactive Investments SAS shall not be held liable, and shall not bear any resulting cost, for any delay, failure to perform, defect, or other inconvenience caused by any event or circumstance beyond the reasonable control of either party, including but not limited to fire, floods, pandemics, epidemics, natural disasters, embargoes, war, acts of terrorism, riots, strikes, lockouts or other labor disturbances, government action, or changes in law (each, a "Force Majeure Event"). In such cases, the affected party shall use commercially reasonable efforts to overcome or mitigate the effects of the Force Majeure Event and resume performance promptly, and Interactive Investments SAS will provide prompt written notice of any Force Majeure Event causing delay or non-performance. Where a Force Majeure Event increases the cost of completing the Customer's order, such additional cost shall be for the Customer's account and may be invoiced separately.
Interactive Investments SAS engages third-party providers — including but not limited to partner wineries (bodegas), label, cork, capsule, bottle and packaging suppliers, freight forwarders, customs brokers, carriers, and other logistics providers — to fulfill the Customer's order. While Interactive Investments SAS will use commercially reasonable efforts to select and coordinate reputable providers, it does not guarantee the performance of any such third party and shall not be liable for any act, omission, error, delay, defect, or failure attributable to a third-party provider.
With respect to any matter excluded from Interactive Investments SAS's liability under this Section 8 — including a Force Majeure Event and the acts or omissions of a third-party provider — the Customer's recourse, if any, lies against the party actually responsible, and not against Interactive Investments SAS. Should the Customer nonetheless bring any claim, demand, or legal action against Interactive Investments SAS with respect to such an excluded matter, and such claim, demand, or action is ultimately rejected or not upheld, the Customer shall bear and reimburse Interactive Investments SAS for all costs, expenses, and reasonable attorney's fees (costas y honorarios) incurred by Interactive Investments SAS in responding to or defending against it, in addition to the Customer's own costs.
The service fees outlined in this agreement do not include the cost of the wine production itself, international shipping, delivery, customs duties, or any applicable state, local, or foreign taxes at destination, unless specifically agreed upon as part of an additional managed service. All applicable Argentine taxes for services rendered by Interactive Investments SAS will be included in our invoices.
Governing Law and Jurisdiction
These Terms and Conditions, and any dispute arising from or related to them, shall be governed by and construed in accordance with the laws of Argentina.
For any dispute arising from or relating to these Terms and Conditions, the parties submit to the exclusive jurisdiction of the Ordinary Courts of the First Judicial District of the Province of Mendoza (Tribunales Ordinarios de la Primera Circunscripción Judicial de la Provincia de Mendoza), Argentina, expressly waiving any other venue that might otherwise apply, including that of the Customer's domicile.
Before initiating any judicial action, the parties agree to first attempt, in good faith, to resolve any dispute arising from or relating to these Terms and Conditions through mediation, for a period of thirty (30) days from written notice of the dispute by either party. If the dispute remains unresolved at the end of that period, either party may proceed to the courts referenced above.
Signature / Signing
I have read, understand and accept the terms and conditions and agree to pay the fees detailed above in accordance with the schedule set forth therein.