Bemakers Trade
Get lost in hundreds of high quality brands from around the world. Bemakers Trade is a wholesale shop for Restaurants, Shops, Hotels, you name it.
Bemakers Trade requires an account. Reach out if you’re a wholesale buyer.
Get lost in hundreds of high quality brands from around the world. Bemakers Trade is a wholesale shop for Restaurants, Shops, Hotels, you name it.
This Master Agreement (hereinafter referred as “Agreement”) form a legally binding agreement between Bemakers ApS (hereinafter referred as “Bemakers”) and the Brand Owner regarding the use of Bemakers Distribution Services and Platform.
By accepting this Agreement, the Brand Owner consents to the collection and processing of necessary personal data for the use of the Platform. The Brand Owner also confirms that they possess full legal capacity and meet the age requirement set by the laws of Denmark, or by the laws of their home country. Hereinafter (if needed) referred individually as “Party” and collectively as “Parties”.
1.1. Bemakers is a distributor of alcoholic and non-alcoholic beverages including organic products and all other related products such as merchandise, drinking glasses, etc (hereinafter referred as “Products”).
1.2. Bemakers owns and manages a Platform called “app.bemakers.com” (hereinafter referred as “Platform”). The Platform facilitates the distribution of Products to a variety of customers, including, but not limited to:
a) Professionals such as restaurants, bars, and retail chains.
b) National and international distributors.
c) Private individual consumers
These customers are hereinafter collectively referred to as the “Customers”.
1.3. Bemakers conducts its business operations in jurisdictions where it is legally registered and maintains the necessary licenses to import, sell and market the specified Products. Bemakers reserves the right to refuse service to prospective customers in areas where it does not hold the necessary registration and licensing.
1.4. Bemakers facilitates selling the Products of Brand Owner within a Country and across countries by providing an automated handling of related administrative processes such as EMCS, taxes, customs, recycling, and shipping.
1.5. Bemakers offer storage, pick & pack processes, ensuring swift, secure, and compliant fulfilment of Business to Business (B2B) and Business to Customer (B2C) orders. If the Brand Owner wishes to avail this service, then in addition to this Agreement a Warehouse Agreement should be approved between the Parties.
1.6. Bemakers also offers Bemakers Trade Service providing dedicated sales and distribution services towards the on and off trade segments in specified countries. The terms covering this service are outlined in the Trade Agreement which is a separate agreement to this Agreement. If a Brand Owner wishes to use this service, a separate agreement should be approved between the Parties.
1.7. Bemakers also supports the Brand Owner in relation to the claims raised (if any) towards the shipping carriers/courier services (e.g., lost or damaged shipments). In this regard Bemakers handles all relevant administrative tasks to file the claim, only after receipt of sufficient proof from the Brand Owner. It should be noted that only in the event a claim is settled and Bemakers receives the claimed amount from the shipping carrier, the received refund will be processed. If the claim is rejected then the Brand Owner must ensure that the costs like excise duties, shipping etc. paid by Bemakers are refunded.
1.8. Bemakers offers complementary services including but not limited to label advisory, label printing, social media managed services. These services can be requested by the Brand Owner upon request and will be invoiced via the monthly service invoice.
1.9. For clarity, Bemakers cannot distribute other products subject to excise duties, such as tobacco or energy products, facilitated via the Platform or otherwise.
2.1. 1.1 By accessing the Platform, the Brand Owner agrees to be bound by this Agreement and all applicable laws and regulations in the respective countries in which the Brand Owner decides to sell its Products. The Brand Owner acknowledges that access to the Platform is based on a monthly minimum Commission fee, excluding taxes and duties, and a one-time non-refundable setup fee. The Platform and its functionalities are provided to the Brand Owner and Customers “as is”. Thus, Bemakers shall not be liable for errors on the Platform, underlying software, or any information provided by the Brand Owner or the Customers. For details, please refer to bemakers.com/pricing. Also, see Annex 2 Service Level Agreement (hereinafter referred as “SLA”) which outlines the support available to the Brand Owner regarding the Platform.
3.1. To comply with local rules and regulations, Bemakers will purchase the Products from the Brand Owner and will sell such Products to Customers residing in countries serviced by Bemakers as per the Brand Owner’s instructions.
3.2. In addition to what is stated in clause 2 above, the Brand Owner acknowledges that there is a separate fee for each service (as stated in clause 1 above) they choose.
3.3. The Brand Owner will receive a monthly service invoice detailing of the costs associated with the orders placed and other services provided by Bemakers for that respective month.
3.4. There may be instances when a Customer does not pay within the given payment terms. In such cases, Bemakers will initiate payment reminders every five (5) days until the invoice is paid. The Brand Owner acknowledges their responsibility to ensure that the Customer pays. Bemakers will only pay the outstanding amounts to the Brand Owner once the Customer has paid that to Bemakers.
3.5. The Brand Owner understands that Bemakers reserves the right to change the price model immediately if it is due to a regulatory change. If the price change is due commercial decision Bemakers will provide thirty (30) days’ prior notice to the Brand Owner. More details can be found on the help page of the Website.
4.1. Bemakers confirms that:
a) it is authorised to import, store, sell, and handle Products into the country of residence of the Customers as listed on the Website.
b) it will comply with any rules and regulations under such authorisation when purchasing Products from the Brand Owner and distributing them to the Customer in accordance with this Agreement.
c) it is not obligated to monitor, or respond to suspicious purchases, nor to perform background checks or verify the qualifications of either the Brand Owner or the Customers.
d) all necessary excise duties, VAT, customs, recycling fees, and other additional fees are paid to the respective authorities in the countries where Bemakers is registered and operates. The Brand Owner agrees to comply with local rules and regulations regarding the payment of taxes/duties in the country from where the Products are dispatched, if applicable. In such situations, Bemakers will assist (if needed) the Brand Owner in initiating the refund from the authorities.
e) provides the Brand Owner with a monthly Settlement Note
f) provides Brand Owner a Reverse Invoice for every order made on the Platform
g) it only sells in countries where it is legally authorized and has the required license to sell Products to Customers as required by the local responsible authorities.
h) all trademarks, business names, copyrights, underlying software technology, and data generated as part of the establishment, management, and use of the Platform belong to Bemakers, or the rights have been granted to Bemakers.
i) it adheres to age restrictions in accordance with applicable laws and regulations, employing mechanisms such as an age confirmation checkbox for manual order creation by the Brand Owner or age consent pop-ups on the E-Commerce shops.
5.1. By using Bemakers Distribution services and Platform, the Brand Owner:
a) is responsible for managing and ensuring the accuracy of the Product information/description (including but not limited to price, alcohol content, ingredients, etc.) provided to Customers or described on the Platform.
b) commits to communicating to Customers that the Brand Owner is cooperating with Bemakers when selling the Products nationally and/or internationally.
c) guarantees the quality of the Products and assumes responsibility for any deficiencies or defaults in respect to the agreement made with the Customer.
d) confirms that the Brand Owner should have a valid certificate for producing and manufacturing organic products (if applicable) and confirms:
- to upload the most recent valid certificate on the Platform;
- ensure to upload the certificate on Traces; and
- confirm to have it renewed timely otherwise they risk the Products that cannot be sold under an "organic" label. Brand Owner will be notified thirty (30) days prior to the expiry of the certificate to get it renewed.
e) guarantees the compliance of the Products sold and/or manufactured and/or marketed in respect of all rules and regulations both in the country of manufacture and in the country where they are delivered and consumed.
f) complies with both EU and non-EU regulation as well as local rules and regulations in the country of manufacture and the country of residence of Customers, including marketing of Products in the country of residence of Customers and any limitations (including, but not limited to, limitations in respect of alcoholic percentages of the Products, the age of the Customer, alcohol discount limits, etc.) which may apply.
g) ensures that if any Customer or any public authority in the country of manufacture or in the country of residence of Customer raises any claims against Bemakers in relation to the Products then it shall be the responsibility of the Brand Owner to pay such claims, fines, additional taxes, claims for damages and any and all relevant costs to Bemakers for handling such claims.
h) maintains full legal responsibility and liability in relation to the Customers for the transportation of the Products to the Customers as discussed and agreed between the Brand Owner and the Customer.
i) ensures proper packing of the Products, whether boxed, or on pallets, are packaged appropriately for long-distance and potentially fragile transportation, whether destined for Bemakers’ warehouse or directly to Customers.
j) asserts full ownership of their brand throughout the distribution and sales process.
k) indemnifies Bemakers against any loss, damage or cost incurred by Bemakers arising out of Brand Owner’s use of the Platform, any breach of this Agreement, or violation of any other laws, regulations, and rules. This includes indemnification against any claims, caused by information or material which Brand Owner has submitted to Bemakers in violation of any law or third-party rights, including, but not limited to, claims in respect of defamation, invasion of privacy, breach of confidence and infringement of any intellectual property rights. Bemakers retains the exclusive right to defend and control any claims arising from the above and Brand Owner will fully cooperate with Bemakers in any such defence.
Bemakers reserves the right to modify, suspend, or discontinue any part of its distribution services or the Platform at any time, or change its business model, at any time. The Brands Owner will be provided with a thirty (30) days’ prior notice to such changes.
7.1. The Brand Owner must package Products in boxes that are certified by the courier company, such as DHL or PostNord, and suitable for long-distance road transportation.
7.2. The Brand Owner must ensure that Products are shipped in a manner that prevents breakage or damage due to excessive temperatures that can occur during shipping and that Products are delivered within the timeframe agreed with the Customer.
7.3. The Brand Owner retains full responsibility for any damages or late delivery of Products not covered by insurance or the transportation service provider. As part of its services, Bemakers arranges transportation for shipping the Products to the Customer, allowing Bemakers to track the shipment and confirm delivery in accordance with the rules and regulations of importing alcoholic beverages in the destination country. Nonetheless, if the Customer does not accept the delivery due to damage or late arrival, the Brand Owner will be fully liable for all related claims and losses.
7.4. If a Customer raises any claim against Bemakers for issues including but not limited to damage during transportation, late or faulty delivery, or any default in the quality or specification of the Products, all of which are not covered by insurance or the transportation service provider, the Brand Owner will be held responsible. The Brand Owner agrees to pay any and all costs of Bemakers in such cases, including, but not limited to, claims for damages and any and all relevant costs of Bemakers for handling such claims. This extends to scenarios where Customers raise claims directly against Bemakers due to default in the quality or specification of the Products delivered.
8.1. Under EU law, private consumers have fourteen (14) day right of withdrawal upon delivery of Products. The Brand Owner acknowledges and confirms that different rules, regulations and correspondingly varied right of withdrawal periods may apply in different countries, potentially providing private consumer Customers with even broader rights of cancellation.
8.2. If a Customer has already paid the invoice for such Products to Bemakers, and Bemakers has already paid the corresponding invoice to the Brand Owner, then both the Brand Owner and Bemakers will issue refunds for payments received to Bemakers and to the Customer respectively, in cases of cancellations covered by clause 8.1.
8.3. In instances where the excise duties for importing the Products to the Customer's country of residence have already been paid at the time of a cancellation, and it is not possible to secure a refund of such excise duties, the cost of these duties shall be paid by the Brand Owner.
8.4. If a Customer exercises their right of withdrawal, Bemakers will not charge any Commission from the Brand Owner for that transaction.
9.1. The Brand Owner and other users of the Platform will not acquire any license rights, ownership or any other interest in the Platform or earn any kind of specific goodwill through its use.
9.2. By agreeing to this Agreement, the Brand Owner grants Bemakers permission to use its trademarks, logos, business names, and Product images when performing the Distribution services, on the Platform, in marketing materials, presentations, external communication, invoices, the Bemakers website, and related documentation. This permission is inherent to the acceptance of this Agreement and will remain in effect until the termination of the agreement between the Brand Owner and Bemakers.
9.3. Any complaints in respect of the quality or delivery service in respect of the products ordered by the End-Customers should initially be directed in writing to the Maker in question. If the Maker does not react within 24 hours, the End-Customers are welcome to file a complaint directly with Bemakers.
10.1. This Clause 10 prevails over the other Clauses and sets out the Parties’ entire liability (including any liability for the acts and omissions of its employees, agents, and subcontractors) to each other in respect of:
a) any breach of its contractual obligations or conditions under this Agreement; and
b) any representation, statement or omission (including negligence) arising under or in connection with this Agreement.
c) Due to the nature of the distribution services provided by Bemakers partly by use of the Platform, Bemakers’liability extends only to cases of gross negligence or wilful misconduct by Bemakers or its employees.
10.2. Neither Party excludes liability to the other for:
a) fraud or fraudulent misrepresentation.
b) any loss of business, contracts, profits, anticipated savings, goodwill, or revenue.
c) any indirect or consequential loss whatsoever incurred by the other, whether or not the possibility of such loss has been advised in advance.
10.3. The limitations and exclusions in this “Limitation of Liability” clause apply to the maximum extent permitted by applicable law.
Bemakers is obligated to protect the privacy and the security of personal data handled in the course of providing its distribution services, including use of the Platform. Reference is made to Bemakers’ Privacy Policy, which by incorporation in this Agreement applies to the cooperation between the Brand Owner and Bemakers, and Bemakers and the Customers. In the Privacy Policy reference is made to the possibility to file complaints in respect of GDPR and the handling of personal data both with Bemakers but also with the Danish Data Protection Agency. Bemakers’ Privacy Policy is available on the Bemakers website at www.bemakers.com.
12.1. This Agreement may be terminated by either party by giving ninety (90) days written notice to the other party, effective from the beginning of a calendar month. In case of material breach of contract, the non-breaching party is allowed to cancel this Agreement immediately without notice and claim damages under the general rules of Danish law. For the avoidance of doubt, any failure of a Brand Owner to comply with the tasks and responsibilities under this Agreement shall be regarded as a material default by the Brand Owner.
12.2. Either Party may terminate the agreement with immediate effect in case of the other Party´s breach of obligations under this Agreement or/and if any Party is placed in liquidation, petitioned for bankruptcy, or is declared bankrupt or similar, or if the Brand Owner’s/Bemakers business operations are otherwise suspended or terminated.
Neither Party shall be liable or responsible to the other Party or be deemed to have breached of this Agreement due to any delay in performing, or any failure to perform, any of its obligations under this Agreement if the delay or failure is due to any cause beyond the Parties reasonable control. Such causes shall include, but not be limited to, government actions, war, fire, explosion, flood, import or export regulations or embargoes, labour disputes or inability to obtain or a delay in obtaining supplies of Products or epidemic, pandemic, or similar influenza that may cause global outbreak and other similar events beyond the reasonable control of the Impacted Party.
Both Parties are obliged to maintain confidentiality regarding all unpublished information received during the execution of this Agreement. This information can only be used for the exclusive purpose of contract fulfilment. The Parties shall commit other legal persons with an equivalent confidentiality obligation if these legal persons are deployed for contract fulfilment.
15.1. Any disputes or claims arising from this Agreement or in connection with the distribution services provided by Bemakers to a Brand Owner including those facilitated via the Platform, if not settled through arbitration shall be settled in accordance with Danish law and the City Court of Copenhagen, Denmark, will serve as the legal venue.
15.2. Any dispute, controversy, or claim arising out of or relating to this Agreement the Parties can mutually agree to resolve the dispute through arbitration instead of going to court.
16.1. This Agreement including the Privacy Policy constitute the entire agreement between the Brand Owner and Bemakers and will supersede any prior agreements, terms, or conditions applicable to the use of the distribution services, including the Platform.
16.2. If any provision of the Agreement is found to be unenforceable, the remaining provisions of this Agreement will continue in full force and effect. An unenforceable provision will be substituted by an enforceable provision reflecting as closely as possible the original intent of the parties. Bemakers’ failure to reinforce any provision of this Agreement shall not be deemed a waiver of its right to do so at a later time.
16.3. The Brand Owner may not transfer or assign its rights and obligations under this Agreement to a third party without the prior written approval of Bemakers. Any attempted transfer or assignment without Bemakers' prior written approval will be considered null and void.
The following words and expressions set out below shall have the following meanings:
1.1. “Bemakers ApS” is a Danish limited liability company incorporated under the laws of Denmark with registration number 42325303. More details about the company are available on the website “www.bemakers.com”.
1.2. “Brand Owner” means the developer, manufacturer, right holders, supplier and/or distributor of Products that are listed on the Platform and who has agreed to become Bemakers customer by accepting this Agreement.
1.3. “B2B” means business to business and is trade between companies. A company is thus defined as a B2B company if it sells its products or services to other companies.
1.4. “B2C” means business to consumer and is trade that takes place when a company sells goods to a consumer.
1.5. “Commission” means a set % which is charged for every sale that is fulfilled excluding the duties and taxes. See Bemakers pricing for more details.
1.6. “Countries” means the countries where Bemakers is registered.
1.7. “Customers” means the customers who are either professional such as restaurants, bars, retail chains/shops etc., and/or national/international distributors and/or private individual consumers to whom the Products are sold.
1.8. Ecommerce shop/ storefront – The customer facing web shop of the Brand Owner hosted, configured, and enabled via the Bemakers Platform.
1.9. “EMCS” means Excise Movement and control System for recording and monitoring the movement of excise goods (alcohol, tobacco, and energy products) in the territory of the European Union.
1.10. “GDPR” means Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data.
1.11. “EU” means European Union
1.12. “Non-EU” means the countries that are not a member of the European Union.
1.13. “Platform” means the app.Bemakers.com owned, developed, and managed by Bemakers ApS.
1.14. “Products” means alcoholic and non-alcoholic beverages (such as spirits, wines, beers etc.), including organic products, and any other related products (merchandise such as t-shirts, drinking glasses, caps etc).
1.15. “Reversed Invoice” an invoice issued by Bemakers towards the Brand Owner once an order is placed via the Platform.
1.16. “Settlement note” means giving an overview of the orders that have been paid by the customer to Bemakers in that respective month and the costs associated with the sales in that given month.
1.17. “Service Level Agreement/SLA” means the agreement defining the scope under which Bemakers provides support for the Platform to the Brand Owner “Website” means the Bemakers website “www.Bemakers.com”.
SLA defines the scope under which Bemakers provides support for the Platform to the Brand Owner. This SLA covers which support is available and how support is delivered by Bemakers.
Bemakers shall provide maintenance and support to the Brand Owner, comprising:
• User Support
• Incident Handling
• Service Delivery of the Bemakers Platform
• Upgrades and Updates of the Bemakers Platform
Bemakers provides 1st level user support and incident handling via our customer support & success team as the Brand Owner’ single point of contact.
2.1. User Support
User support is available to Brand Owner using the Platform. To request user support the Brand Owner must be an active Bemakers Customer. User Support does not cover actual production of content, new templates, import & export of data and reporting in the Platform.
All Incidents and user support requiring further actions from Bemakers, or the Brand Owner must have a support request submitted. User support handled by a single phone call, requires no Support Request.
· User Support is available weekdays from 9.00 am to 16.30 pm CET
· User Support is not available during weekends or official Danish Holidays.
There are 2 ways to contact user support:
1. Support Request via: Help Center at https://support.bemakers.com
2. Hotline via: +45 26 33 56 56
Official Danish Holidays are found at https://www.nationalbanken.dk/da/vores-arbejde/stabile-priser-pengepolitik-og-dansk-oekonomi/banklukkedage
2.2. How Bemakers Handle Support Tickets and Incidents
Bemakers’ support team promptly triages and investigates each ticket to identify and address the reported issues. In handling a support ticket, Bemakers may suggest a workaround to resolve an incident or provide guidance on utilizing existing features effectively. However, it is important to note that the ultimate resolution depends on many factors.
2.3 Support and Resolution of Incidents caused by the Brand Owner’s
Bemakers Support does not take responsibility for the content including prices and product information added to the Bemakers Platform by the Customer.
2.4 Incidents arising from the Customer's input values or other assets implemented by the customer, that are displayed on templates or by code, are not the responsibility of Bemakers. Furthermore, Bemakers shall not be held explicitly responsible for resolving incidents or addressing unexpected behavior resulting from the Customer's configuration of Bemakers Platform information, such as web shop misconfigurations.
3.1. Bemakers takes commercially reasonable efforts to keep the Platform up 99.99% of the time however Bemakers does not guarantee any specific level of uptime or availability.
3.2. Bemakers monitors the software 24/7. If the software shuts down or does not respond, Bemakers initiates corrective actions to ensure that the software returns to normal operation as soon as possible.
3.3. Bemakers may apply resolutions to Platform issues that are deemed critical and urgent, immediately and with very short notice and perform this work without receiving a reply to such notice. Bemakers will follow up such incidents with information about background, consequences and action taken.
3.4. Bemakers may use a planned service window with possible platform downtime of up to 30 minutes for maintenance or planned updates. Due notice is written no less than five (5) business days from the service window. Planned Service windows are not included in calculation of uptime.
Bemakers keep real-time and full daily backups. Backups include all historical production data accumulated from the first day of the Brand Owner instance to the day of backup. The backup retention plan is as follows.
· Interval: 1 day, copies kept: 7, retention: 7 days
· Interval: 1 week, copies kept: 4, retention: 4 weeks
The production data is stored with redundancy and Bemakers data backup is intended to restore, as a full roll back, production data, that has been lost or corrupted in the Brand Owner’s system.
• All data communication in Bemakers is encrypted.
• All access to Customer data requires authentication.
• Sensitive data in the Bemakers platform is encrypted on disk.
Bemakers strives to continuously enhance the Platform to meet evolving needs and contribute to Brand Owner success. Bemakers releases regular product updates to improve the Platform and provide a better experience for our Brand Owner. These updates are tested for stability and compatibility and released without downtime. Brand Ownercan be kept informed about the major updates, their benefits, and any new requirements via the Bemakers Update page at https://support.bemakers.com/hc/en-us/categories/5613711201949-Bemakers-Update While large Platform updates will always have an entry on the Bemakers Updates page, minor updates may be released without any mention.
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