Wholesale Handler
The short version
Wholesale Handler is a subscription service I run as a sole trader from Aberdeen, Scotland. You use it to take orders from your wholesale customers; I keep it running and charge you a flat monthly fee.
These terms are the contract between us. They cover the boring but important bits: how the subscription works, what happens with your data, what I'm responsible for, and what I'm not. I've written them in plain English because lawyer-speak is mostly hostile to readers without a law degree.
If you don't agree with these terms, please don't use the service.
1. Who I am
Wholesale Handler is operated by me, Dan Edwards, trading as a sole trader. My contact email is [email protected].
When these terms say "Wholesale Handler", "the service", "I" or "me", they mean me, Dan Edwards. When they say "you" or "your", they mean the business using the service.
2. About these terms
These terms apply every time you use Wholesale Handler. By creating an account, paying a subscription, or just continuing to use the service after I publish a new version, you agree to them.
Wholesale Handler is for businesses only. You confirm that you are using the service in the course of a business, not as a consumer. UK consumer rights legislation (such as the Consumer Rights Act 2015) does not apply.
You must be old enough under the law of your country to enter into a binding business contract. In Scotland and in most of the UK that's 16; in some places it's 18. If you're representing a business that you don't yourself own, you also need that business's authority to agree to these terms.
These terms work together with my privacy policy. If anything in the privacy policy contradicts these terms about how data is handled, the privacy policy wins.
3. Your account
You need an account to use the service. When you register, you confirm that the information you give me is accurate and that you have authority to bind your business to these terms.
You're responsible for keeping your password safe. If you suspect someone else has access to your account, change your password from the settings page and let me know.
You're also responsible for everything that happens under your account, including the actions of anyone you invite as a customer. If a customer of yours misuses the service, that's between you and them, not me and them.
4. Free trial
New accounts get a 30-day free trial with full access to the service. You don't need to enter card details to start the trial.
The trial ends in one of three ways:
- You subscribe during the trial. Stripe takes your card details when you subscribe but doesn't charge you until day 30.
- You don't subscribe by day 30. Your account pauses but your data is kept. You can subscribe later to pick up where you left off.
- I end the trial early if I reasonably believe you're abusing it (for example, creating multiple accounts to keep extending the trial).
5. Subscription, billing, and renewal
The subscription is a flat monthly fee. Current prices are listed on the pricing page. You'll see the price in your local currency when you subscribe.
Payments are processed by Stripe. I don't see or store your card details; they're held by Stripe under their own terms(opens in a new tab). By subscribing, you also agree to Stripe's terms with respect to the payment.
Your subscription renews automatically every month on the same date Stripe took the first payment. Renewal happens until you cancel.
I'm not currently registered for UK VAT, so the prices you see are the prices you pay - no VAT is added at checkout. If I register for VAT in future I'll let you know in advance and add VAT at the prevailing rate from a stated date.
Stripe sends an electronic receipt to your billing email after each successful payment. Your full payment history is available in your Stripe customer portal, which I can link you to on request.
6. Failed payments
If Stripe can't take a payment, it will retry automatically over several days. If the payment still fails after the retries, I'll suspend your account until it's paid.
Suspension means your customers can't place new orders, but your data is kept. Once payment goes through, the account reactivates automatically.
If a suspended account stays unpaid for more than 30 days, I may treat the subscription as cancelled and start the data-deletion process described in section 15.
7. Cancellation
You can cancel your subscription at any time from the settings page. Cancelling stops the next renewal; it doesn't end the current paid period.
You keep full access to the service until the end of the period you've already paid for. After that, your account moves into a read-only state (you can sign in and export data, but customers can no longer place orders).
I don't give pro-rata refunds for unused days in the period you're cancelling out of.
I may cancel your subscription too, with reasonable notice, if I'm winding down the service. If that happens I'll refund any payment you've made for a period you won't get to use.
8. Price changes
If I change the subscription price, I'll give you at least 30 days' notice by email before the new price takes effect.
If you don't want to pay the new price, you can cancel before it takes effect and you'll keep the old price for any remaining time you've paid for.
Existing customers usually keep their old price for as long as they stay subscribed continuously - I generally only apply price changes to new sign-ups. If that ever changes I'll tell you in advance.
9. Your data
Your data is yours. I act as a data processor for the personal information you put into the service (your customers' names, email addresses, order history, and so on). You decide what to collect; I keep it safe and process it on your instructions.
How I handle data, where it's stored, who else sees it, and what your rights are is all spelled out in my privacy policy. The privacy policy is part of these terms.
I won't use your data for any purpose other than running the service and doing the things described in the privacy policy. I won't sell it, share it with advertisers, or train AI models on it.
If you need a Data Processing Agreement under UK GDPR Article 28, the privacy policy together with these terms is intended to satisfy that. Email me if you want something signed for a lawyer.
10. Acceptable use
You can use Wholesale Handler for anything a wholesale business reasonably needs to do. You can't use it to:
- Resell access to the service to third parties (your customers can use your portal, but you can't sell that portal as your own service)
- Reverse engineer, scrape, or copy the service for the purpose of building a competitor
- Send spam, phishing emails, or anything else illegal through the service
- Upload content that infringes someone else's copyright, trademark, or other rights
- Probe, attack, or otherwise interfere with how the service runs
- Use the service to handle goods that are illegal to sell in the UK or in your or your customer's country
If you breach this section I may suspend or terminate your account without notice.
11. Service availability and changes
I try hard to keep the service available 24/7. I don't promise any specific uptime percentage, but in practice availability is very high. Downtime in the last year has been measured in minutes per month, not hours.
Some downtime is planned (for upgrades and maintenance) and some isn't. I'll give notice for planned downtime when I can.
I add, change, and occasionally remove features. If I remove a feature you depend on, I'll give you reasonable notice by email and try to suggest an alternative. I won't make a change that materially reduces the value of the service without that notice.
I might also offer beta or experimental features marked as such. These are provided as-is and may break, change, or disappear without notice.
12. Intellectual property
I own Wholesale Handler: the code, the design, the brand, and all the prose on the marketing pages and articles. None of that transfers to you when you subscribe.
You own your data and your business content (your products, prices, customer list, invoices, and so on). You give me a non-exclusive licence to host and process that content for the purpose of running the service for you. That licence ends when your account is deleted.
If you give me feedback, suggestions, or feature requests, I can act on them and incorporate them into the service without owing you anything. You're not transferring ownership of anything when you do that; you're just helping me make the service better.
13. Third-party services
The service relies on a small set of third-party suppliers to run. The main ones are:
- Stripe for payment processing
- Neon for the database (AWS Europe, London)
- Fly.io for the application servers (London)
- Postmark for sending transactional emails
- Upstash for caching public storefront content
- Sentry for error monitoring
- Inngest for background email jobs
A full and current list is in the privacy policy. Each of those providers has its own terms and privacy policy that apply to their part of the chain.
If one of them goes down, the service may go down with it. I treat that as my problem to fix and choose suppliers carefully, but I can't make any third party meet a particular SLA on my behalf.
14. Suspension and termination
I can suspend or terminate your account if:
- You materially breach these terms
- Your payment fails and isn't fixed within 30 days
- A regulator or law-enforcement agency asks me to (and the request is lawful)
- I have reasonable grounds to believe you're using the service to commit fraud or break the law
For minor or fixable issues I'll get in touch first and give you a chance to put it right. For anything serious I may act without notice.
You can terminate your account at any time by cancelling and then deleting it from the settings page.
15. Data export and deletion after termination
When your account ends - whether you cancel, or I terminate it, or you delete it from settings - you have a window to export your data before it's deleted.
Account deletion is scheduled immediately when you request it, but data is kept in a recoverable state for 90 days. This protects you from mistakes and fraudulent account takeovers. During those 90 days you can email me at [email protected] to restore the account.
After 90 days, your data is permanently deleted from the database. Some financial records (orders and invoices) are kept beyond that for accounting compliance, as described in the privacy policy.
Stripe keeps its own copy of your billing history under its own retention rules; that's outside my control.
16. Warranties
The service is provided "as is" and "as available". To the fullest extent the law allows, I don't make any warranties or representations about it, including any implied warranties of satisfactory quality, fitness for a particular purpose, or non-infringement.
I don't warrant that the service will be uninterrupted, error-free, free of harmful components, or that any defect will be corrected. I don't warrant that the service will meet your specific business requirements.
If a part of this section is unenforceable under UK law (for example, because I can't validly exclude a particular implied term in a B2B contract), the rest of this section still applies.
17. Limitation of liability
Nothing in these terms excludes or limits my liability for death or personal injury caused by my negligence, fraud, fraudulent misrepresentation, or any other liability that can't be excluded by law.
Subject to that:
- I'm not liable for any indirect, incidental, special, consequential, or punitive losses, including loss of profits, loss of business, loss of goodwill, or loss of data.
- My total aggregate liability under or in connection with these terms - whether in contract, tort (including negligence), breach of statutory duty, or otherwise - is capped at the amount you paid me in subscription fees in the 12 months immediately before the event giving rise to the claim.
The service is a low-cost SaaS product, not enterprise software with enterprise-grade contractual guarantees. This liability cap reflects that.
18. Indemnity
You agree to indemnify me against any third-party claim, loss, or damage I suffer as a result of:
- The content you upload to the service (products, customer details, communications, and so on)
- Your customers' use of the portal you operate using the service
- Your breach of these terms
- Any claim by HM Revenue & Customs or another tax authority relating to your VAT, your customers' VAT, or your accounts
In plain terms: if a customer of yours sues me because of something you sold them through the service, that's on you, not me.
19. Force majeure
I'm not in breach of these terms if something outside my reasonable control prevents me from running the service. That includes major outages at my suppliers, internet-level disruptions, natural disasters, war, civil unrest, government action, and pandemics.
If a force-majeure event lasts more than 30 days, either of us can terminate the subscription without penalty. If you terminate, I'll refund any payment for a period you didn't get to use.
20. Governing law and disputes
These terms are governed by the law of Scotland. Any dispute arising under them is subject to the exclusive jurisdiction of the Scottish courts, with Aberdeen as the convenient forum.
Before going to court, please email me at [email protected]. Most things I'd much rather sort out directly.
21. Changes to these terms
If I change these terms, I'll update the date at the top of this page and notify subscribed accounts by email. The new version applies from the date stated; continued use of the service after that date means you accept the new version.
If you don't accept a change, you can cancel the subscription before the new version takes effect. You'll keep the existing terms for any time you've already paid for.
22. General
Assignment. I can transfer or assign my rights and obligations under these terms (for example, if I incorporate the business or sell it). You can't transfer your rights without my written consent, which I won't unreasonably withhold.
Notices. Notices from me to you go to the email address on your account. Notices from you to me should go to [email protected].
Severability. If a court finds part of these terms unenforceable, the rest stays in force.
Entire agreement. These terms, together with the privacy policy and the pages they link to, are the whole agreement between us. They replace any earlier discussions, emails, or drafts.
No waiver. If I don't enforce a right under these terms straight away, that doesn't mean I've given it up.
No partnership. Nothing in these terms creates a partnership, employment relationship, or agency between us.
Headings. Section headings are there to help you find things. They don't affect how the terms are interpreted.
Contact
Dan Edwards