Freemans PLC and Grattan PLC Standard Dropship Terms and Conditions
- Definitions
1.1 In these standard dropship terms and conditions (“Terms”), the Order Form, the Special Terms (if any) the following definitions shall apply:
“Agreement” means these terms and conditions, Order Form, any applicable Special Terms.
“Commercial Arrangement” means the commercial structure governing the sale of Products under this Agreement, being either:
(a) the Marketplace Model; or
(b) the Dropship Model,
as agreed by the Parties and specified in the Front Sheet.
“Commission Rate” means the commission payable (if any) by the Seller to Freemans in respect of the sale of Products under this Agreement where the Marketplace Model applies, as set out in the Front Sheet (Commercials), and calculated by reference to the Gross Selling Price in accordance with the Commission Model (Mirakl Model or Rithum Model) specified in the Front Sheet (Commercials). The Gross Selling Price shall be treated as inclusive of VAT for the purposes of calculating the Commission Rate.
“Commission Model” means the applicable commission calculation method for the purposes of this Agreement, including (without limitation) the Mirakl Model and the Rithum Model, as selected by the Parties in the Front Sheet where the Marketplace Model applies, and by reference to which the Commission Rate is calculated.
“Controller” shall have the meaning set out in the Data Protection Laws.
“Data Protection Laws” means, as applicable to either party and/or to the processing of customer Personal Data for the purposes of packaging, labelling, dispatching, storing, organising, and otherwise handling such data as described in the Schedule to this Agreement:
(a) the UK GDPR;
(b) the Data Protection Act 2018;
(c) the Privacy and Electronic Communications (EC Directive) Regulations 2003;
(d) any other applicable law relating to the processing, protection, privacy and/or use of Personal Data;
(e) any laws which implement, supplement, or give effect to the foregoing; and
(f) any laws that replace, extend, re‑enact, consolidate, or amend any of the foregoing in each case as amended, re-enacted or replaced from time to time.
“Data Subject” shall have the meaning set out in the Data Protection Laws.
“Dropship Model” means a commercial arrangement under which Freemans determines the retail price of Products to end customers.
“Gross Selling Price” means the actual price charged to and paid by the customer for the sale of a Product (inclusive of VAT). For the avoidance of doubt, the Recommended Retail Price (RRP) shall have no bearing on the calculation of Gross Selling Price.
“Freemans” means Freemans PLC (company no 00321643) and Grattan PLC (company no. 00249001), whose registered office is at 66 – 70 Vicar Lane, Bradford, West Yorkshire, BD99 2XG;
“Marketplace Model” means a commercial arrangement under which the Seller determines the retail price of Products to end customers and under which a Commission Model (Mirakl Model or Rithum Model) is selected by the Parties in accordance with this Agreement.
“Mirakl Model” means the Commission Model applicable where the Parties select the Mirakl Model in the Front Sheet (Commercials), under which the Commission Rate is calculated on the Gross Selling Price before any discounts are applied.
“Order Form” means the document executed by the parties which sets out (i) the names and details of the parties, (ii) the agreed commercial terms, (iii) any special terms agreed between the parties, and (iv) the parties’ signatures, and which incorporates these Terms.
“Personal Data” shall have the meaning set out in the Data Protection Laws.
“Processor” or “Processing” shall have the meaning set out in the Data Protection Laws.
“Product” means any goods, merchandise, items, or services that are the subject of this Agreement, including all finished goods, components, packaging, and associated materials supplied or to be supplied by the Seller for sale to end customers.
“Recommended Retail Price” or “RRP” means, in respect of a Product, the retail price recommended by the Seller for sale to end customers, inclusive of VAT, as notified by the Seller to Freemans.
“Rithum Model” means the commission calculation method applicable where the Commercial Model specified in the Order Form is the Rithum model, under which the Commission Rate is calculated on the Gross Selling Price after any discounts are applied.
“Sales Channels” means Freemans’s sales channels as set out in the Order Form.
“Seller” means the person or company who will supply the Products as set out in the Order Form.
“Settlement Discount” means the discount available for paying an invoice within the agreed payment period, as specified in the Front Sheet, and calculated after the deduction of the Commission Rate and any other agreed deductions.
“Special Terms” means any special terms and conditions agreed between the parties as set out in the Order Form.
“UK GDPR” means the General Data Protection Regulation, Regulation (EU) 2016/679, as it forms part of domestic law in the United Kingdom by virtue of section 3 of the European Union (Withdrawal) Act 2018 (including as further amended or modified by the laws of the United Kingdom or of a part of the United Kingdom from time to time).
- Scope of Relationship
- Freemans will sell Seller’s Products through any of its Sales Channels and transmit orders to the Seller using such order management system or technical interface as Freemans may from time to time designate. For the avoidance of doubt, where the Marketplace Model applies, the Commission Model selected in the Order Form (including whether the Mirakl Model or the Rithum Model applies) shall determine the commission calculation method applicable under this Agreement.
- Freemans shall market the Seller’s Products and transmit orders to the Seller using the applicable order management system or technical interface. Where the Marketplace Model applies, the selected Commission Model shall determine whether commission is calculated before discounts (Mirakl Model) or after discounts (Rithum Model).
- Nothing in this Agreement shall be construed as creating a joint venture, partnership, franchise, or employer-employee relationship between the Parties.
- Product Listing and Information
3.1 Seller shall provide a complete and accurate digital Product catalogue, including product names, SKUs, descriptions, specifications, pricing, images, and current stock availability.
- Seller agrees to notify Freemans within 2 working days of any changes in Product description or pricing where the Seller is to determine the retail price of Products to end customers under the Marketplace Model.
- Freemans is granted a non-exclusive, royalty-free license to use the Seller’s product content, images, logos, trademarks, and branding for the purpose of listing, marketing, and selling the Seller’s Products through Freemans’s sales channels. This includes standard promotional activities such as paid advertising, social media posts, email marketing, and other typical online or digital promotions directly related to the Seller’s Products.
- Any use of the Seller’s branding outside of standard Product promotion—such as co-branded campaigns, print media, or broader brand partnerships—must be pre-approved in writing by the Seller.
- Freemans shall not modify Seller trademarks or branding elements without prior written consent and shall use all branding in a manner that maintains the integrity and reputation of the Seller.
- Order Fulfilment
- Orders will be transmitted to the Seller via the Platform.
- The Seller agrees that all shipments sent on behalf of Freemans shall be free from any Seller-branded marketing materials, pricing, invoices, or documentation not explicitly approved by Freemans.
- Freemans shall have full control over the content and appearance of any dispatch notes, packing slips, or customer-facing documents included in the shipment. The Seller agrees to use Freemans-supplied templates where provided and not to include any unapproved content in communications or packaging.
- The Seller shall process and ship orders within 2 business days (Monday to Friday), unless otherwise agreed, and must upload a valid tracking number. ‘Time to Dispatch’ and ‘On-Time Delivery Rate’ will contribute to the Seller’s performance scorecard.
- The Seller is responsible for the physical fulfilment of orders, including packaging, labelling and handling and despatch of goods. Carrier selection shall be agreed between both parties and plain packaging shall be used where applicable.
- Freemans will cover the cost of postage using the method selected by the parties in the Order Form, either:
- via Freemans’s Evri Account; or
- by reimbursing the Seller for postage costs incurred through the Sellers own logistics partner, subject to prior agreement between both parties.
- Where the Seller uses their own carrier (and not Freemans’s Evri account), the Seller shall ensure the carrier provides end-to-end tracking, which must be visible to the customer through Freemans’s customer-facing systems or interfaces. In such cases, the Seller is responsible for the relationship with the carrier.
- Risk and title in the goods shall pass directly to the Customer upon delivery. Freemans does not take ownership at any stage.
- While Freemans does not hold or own the underlying stock at any point, it assumes ownership of the customer transaction and is responsible for all customer-facing obligations, including order processing, returns, complaints.
- Inventory Management
- Seller agrees to maintain accurate inventory records and update availability in real time whenever feasible, and no less than once per day.
- Freemans shall not be held liable for delays, Product defects, inventory inaccuracies, or unfulfilled orders resulting from the Seller’s failure to maintain stock, meet delivery timelines, or ensure Product quality. The Seller agrees to indemnify and hold harmless Freemans from any claims, losses, or damages arising from such failures.
- Pricing and Payment Terms
6.1 The Seller shall be responsible for any taxes, duties, or fees arising in its own operations. Freemans shall be responsible for accounting for any applicable UK VAT on sales to customers under this Agreement.
6.2 If Freemans disputes any portion of an invoice, it shall notify the Seller in writing within 7 days of receiving the invoice, detailing the nature of the dispute. The undisputed portion shall still be paid by the due date.
6.3 Freemans will remit payments to the Seller on a monthly basis, net of commission and any agreed deductions. Payment remittance shall be calculated in the following order: (a) deduction of the Commission Rate; (b) deduction of any other agreed deductions; and (c) application of any Settlement Discount where applicable. The Seller must pay any invoices issued by Freemans within the time period specified in the Order Form.
6.4 The rebate terms set forth in this Agreement shall be reviewed after two (2) years of trading via the Marketplace Model. Both Parties agree to discuss and negotiate any adjustments based on trading performance and market conditions at that time.
- Where the Parties have expressly agreed to the Settlement Discount and it is set out in the Front Sheet, Freemans shall be entitled to receive, a discount at the percentage rate specified in the Front Sheet for each invoice that Freemans pays within the agreed payment period.
- The Parties shall adopt one Commercial Arrangement only for the purposes of this Agreement, as specified in the Front Sheet.
- Where the Parties adopt the Dropship Model, that model shall apply exclusively and no Commission Model shall apply.
- Where the Parties adopt the Marketplace Model, the Parties shall additionally select one Commission Model only, being either:
(a) the Mirakl Model; or
(b) the Rithum Model,
as specified in the Front Sheet (Commercials).
- The Commission Model shall have no application unless the Marketplace Model applies.
- Any change to the Commercial Arrangement or, where applicable, to the selected Commission Model must be agreed in writing by the Parties and recorded in an updated Front Sheet.
- Where the Parties have agreed to adopt the Dropship Model and it is set out in the Front Sheet, the following shall apply:
- The Seller shall provide Freemans with the cost prices at which it sells its Products to Freemans, stated in GBP and exclusive of applicable taxes or duties unless otherwise agreed.
- Freemans shall determine the retail price of Products to end customers and shall control all customer-facing retail prices at which the Products are offered to customers.
- The Seller shall also provide Freemans with the Recommended Retail Price (RRP) for Products for sale to end customers, for information purposes only. Such information is provided solely to enable Freemans to make an informed decision when determining the retail price of Products and, for the avoidance of doubt, Freemans shall retain exclusive control over all customer-facing retail prices at which the Products are offered to customers.
- Where the Parties have agreed to adopt the Marketplace Model and it is set out in the Front Sheet, the following shall apply:
6.12.1 The Seller shall determine the retail price of Products to end customers and shall provide Freemans with the Recommended Retail Price (RRP) for Products for sale to end customers.
6.12.2 The Commission Rate payable by the Seller to Freemans in respect of sales of Products under this Agreement shall be as set out in the Front Sheet (Commercials). Freemans may deduct the Commission Rate, together with any agreed deductions, from sums otherwise payable to the Seller in accordance with this Clause 6.
6.12.4 Any variation to the Commission Rate or to the basis on which Commission is calculated must be agreed in writing by the Parties and recorded in an updated Front Sheet (Commercials).
- Returns, Refunds, and Disputes
- The Seller agrees to accept returns and/or provide replacements or refunds for Products that are defective, damaged or lost in transit, or otherwise not as described. Freemans will notify the Seller of any such issues reported by customers within 14 days of delivery to the end customer. Upon confirmation, the Seller shall cover the cost of return shipping (if applicable) and issue a full refund, replacement, or credit within 7 business days of receipt of the returned goods or proof of damage.
- Returns will be handled via one of the following methods, as selected by the parties in the Order Form:
- Option A – Returned to Freemans’s warehouse using Freemans’s Evri account. Freemans will consolidate and return stock to the Seller on a monthly basis.
- Option B – Returned directly to the Seller. Freemans will cover the associated postage costs.
- If option A or if a customer returns to Freemans in error, goods received at Freemans’s warehouse will be collated, and once it is cost effective to do so, items will be scanned in to the system, and a Product Return Note (PRN) along with an invoice will be sent to the Seller’s accounts team to confirm the expected returns.
- Freemans will cover the cost of transporting consolidated returns to the Seller. As a result, warehouse bookings with the Seller will generally not be made.
- Customer Service and Communication
- Freemans is the primary contact for customer service enquiries.
- The Seller agrees to support Freemans with order tracking, delivery confirmations, and resolving any logistics-related issues. Where appropriate, the Seller shall provide direct customer service support—such as responding to Product-specific queries, warranty claims, or issues requiring the Seller’s input or expertise.
- Subject to any other agreement between the parties, both parties shall respond to enquiries from each other within 2 business days.
- Branding and Packaging
- Seller agrees to ship Products using neutral packaging where possible, or Freemans branded packaging and packing slips, as provided by Freemans.
- Seller shall not include any promotional material, invoice, or communication bearing Seller branding without Freemans’s consent.
- Warranties and Liability
10.1 The Seller warrants that all Products supplied under this Agreement shall be new and unused, unless expressly agreed between both parties. Where refurbished, reconditioned, or open-box goods are supplied, the Seller warrants that such products shall be clearly identified as such, in full working condition, genuine, and free from material defects in workmanship and function.
10.2 All Products, whether new or refurbished, must conform strictly to the specifications, descriptions, and samples provided or approved by Freemans, comply with all applicable laws, regulations, and safety standards in the territories where Freemans sells the products, and be free from liens, encumbrances, or third-party claims.
10.3 The Seller represents and warrants that it holds all necessary rights, licenses, and agreements required to distribute the Products to Freemans, including but not limited to valid distribution network agreements, approved reseller agreements, or manufacturer authorisations. The Seller confirms that it is authorised to sell the Products covered under this Agreement and that doing so does not violate any third-party rights or agreements.
10.4 This warranty shall remain valid for a period of 12 months from the date of delivery to the Freemans’s customer, provided that the product has been used in accordance with its intended purpose, operating instructions, and applicable care guidelines. This warranty does not cover defects, damage, or failures resulting from misuse, neglect, accident, unauthorised modifications or repairs, improper installation, normal wear and tear, or use contrary to the manufacturer’s instructions.
10.5 The Seller agrees to notify Freemans immediately in the event that any Product supplied under this Agreement is subject to a Product recall, safety notice, or similar action (whether voluntary or required by law or regulation), providing full details including affected SKUs, reasons for the recall, and any known risks. Upon such notification, Freemans will take all necessary steps to remove affected Products from sale and, where applicable, notify customers. The Seller shall cooperate fully with Freemans in managing the recall process, including but not limited to providing required information, facilitating communication with customers and regulators, and fulfilling any legal obligations.
10.6 The Seller shall bear all reasonable costs and expenses related to the recall, including return shipping, refunds or replacements, customer communication, and any administrative or compliance costs incurred by Freemans.
10.7 The Seller agrees to indemnify, defend, and hold harmless Freemans and its affiliates, officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, fines, penalties, costs, and expenses (including reasonable legal fees) arising out of or related to:
- Product defects or failures;
- Non-compliance with applicable laws or regulations;
- Intellectual property infringement claims related to the Products;
- Negligence or wilful misconduct of the Seller;
- Any breach of the warranties and obligations set out in this Clause 10.
10.8 Except for liability arising from gross negligence, wilful misconduct, breach of confidentiality, or infringement of intellectual property rights, neither party shall be liable to the other for any indirect, incidental, consequential, special, punitive, or exemplary damages, including but not limited to loss of profits, loss of revenue, loss of goodwill, business interruption, or loss of data, regardless of the cause of action, whether in contract, tort (including negligence), strict liability, or otherwise, even if such party has been advised of the possibility of such damages.
10.9 The total aggregate liability of either party arising out of or related to this Agreement, whether in contract, tort, or otherwise, shall in no event exceed the total amount paid by Freemans to the Seller under this Agreement during the 12 months immediately preceding the event giving rise to the claim.
10.10 The limitations set out in these Terms shall not apply to liabilities arising from death or personal injury caused by negligence, fraud, or any other liability which cannot be excluded or limited by law.
10.11.1 The Seller warrants that any environmental or sustainability-related claims made in relation to the Products—whether on packaging, labels, marketing materials, or online descriptions—including but not limited to claims such as “recyclable,” “biodegradable,” “carbon neutral,” “eco‑friendly,” or similar representations:
- Shall be truthful, accurate, clear, and unambiguous;
- Shall not omit or hide materially relevant information;
- Shall be fair and meaningful in comparison to other goods or services;
- Shall consider the full lifecycle of the Product;
- Shall be substantiated by robust, credible and up‑to‑date evidence.
10.11.2 The Seller shall comply with the UK Competition and Markets Authority’s Green Claims Code and its six guiding principles and shall remain responsible for ensuring that all claims made on, or in relation to, the Products are compliant with applicable consumer protection and advertising laws in all relevant jurisdictions.
10.11.3 Any failure to comply with clause 10.11 shall constitute a breach of warranty and may give rise to claims under clause 10.7.
10.12 The Seller shall, at its own expense and throughout the term of this Agreement, maintain in force appropriate insurance policies with a reputable insurer to cover its obligations under this Agreement, including but not limited to:
- Product liability insurance with a minimum coverage of £5,000,000 in total (aggregate), covering claims for bodily injury, death, or property damage caused by defective Products supplied under this Agreement;
- Public liability insurance and employer’s liability insurance as required by Applicable Law;
- Any other insurance that a reasonably prudent Freemans engaged in a similar business would maintain.
10.13 The Seller shall provide Freemans with evidence of such insurance coverage upon request, including current insurance certificates. The Seller shall promptly notify Freemans of any material change, cancellation, or non-renewal of such policies.
- Compliance and Legal Requirements
11.1 Seller confirms all Products comply with relevant UK and NI/EU regulations, including safety, labelling, consumer rights, and import/export laws.
11.2 The Seller is solely responsible for ensuring that all required authorised representatives are appointed, where applicable, for the purposes of selling into the UK, Northern Ireland, or the EU. This includes compliance with all CE/UKCA marking obligations and any related safety documentation, labelling, and registration requirements.
11.3 Freemans agrees to comply with consumer protection laws and advertising standards, where applicable.
- Quality Assurance
The Seller wishing to provide Products to Freemans must understand and agree to the quality assurance requirements laid out in our FGH Packaging Manual and relevant Seller Technical Manual. Copies of these are available on request. By completing the Name and Date of signee in the platform seller setup online form, you are confirming you have read, understand and accept what is in these manuals.
- Corporate Social Responsibility
13.1 The Seller acknowledges receipt of the Otto Group Seller Declaration included with this Seller Freemans Documentation.
13.2 The Seller agrees to comply with the principles and standards set out in the Otto Group Code of Conduct, which reflect the corporate social responsibility commitments required by Freemans
13.3 FGH will only engage with Sellers who have formally agreed to this Code of Conduct and committed to upholding, at a minimum, the same ethical, social, and environmental standards outlined therein.
- Confidentiality and Data Protection
14.1 Both parties agree to keep confidential any non-public business, financial, or technical information received under this Agreement. This obligation remains in effect for 2 years following termination.
14.2 Each party undertakes that it shall comply (and shall require that its employees, agents and/or suppliers / sub-contractors comply) with the Data Protection Laws and that it has all necessary consents, lawful bases and notices in place for the lawful processing of Personal Data in accordance with this Agreement.
14.3 The Processor shall, in respect of Personal Data:
14.3.1 Process Personal Data only on the written instructions or direction given by the Controller;
14.3.2 not do or permit anything to be done which might lead to a breach of the Data Protection Laws by the Controller;
14.3.3 process and deal with such Personal Data in accordance with the Data Protection Laws;
14.3.4 use Personal Data only as is necessary for the purposes of the Data Processor’s provision of the sale and shipping (if applicable) of Products directly to customers of Freemans, based on orders placed by Freemans under this Agreement and not retain Personal Data for any longer than is necessary for the purpose(s) set out in the Schedule of this Agreement.
14.3.5 Ensure that all Personal Data which has been obtained by or made available to the Processor is not accessed from, processed in, or transmitted to, a place outside the European Economic Area or the UK without the prior written consent of the Controller (which consent may be conditional on certain further actions of the Processor and/or its execution of certain documents);
14.3.6 take appropriate technical and organisational measures to protect Personal Data against accidental or unlawful destruction, damage or accidental loss, alteration, unauthorised disclosure, use or access and against all other unlawful forms of processing, including controls over entry, access, intervention, disclosure, input and preservation of and to the Personal Data, including maintaining an appropriate backup regime for data and where appropriate, pseudonymising and encrypting Personal Data, such technical and organisational measures shall include as a minimum the information security requirements set out by the Controller;
14.3.7 take all reasonable steps to ensure the reliability of the employees who have access to any Personal Data and ensure that any employees requiring access to any Personal Data are under obligations of confidentiality;
14.3.8 shall without any undue delay, notify the Controller by emailing databreach@fgh-uk.com, on becoming aware of any breach or failure of security which leads or may lead to the destruction, loss, alteration, unauthorised disclosure of, or access to Personal Data, and subject to the requirements of any Regulator shall provide full details or the breach and consequences, together with details of steps taken to remedy the breach and recover or safeguard the affected Personal Data.
14.3.9 maintain complete and accurate records and information to demonstrate its compliance with this clause and allow for the Controller to audit compliance at any time.
14.4 The Data Processor will:
14.4.1 assist the Controller in any way or notify the Controller promptly and without undue delay in relation to any request from a Data Subject to access their Personal Data or to cease or not begin processing, or to rectify, block, erase or destroy Personal Data;
14.4.2 assist the Controller in relation to its compliance with security, breach notification and communication, impact assessments and prior consultation with supervisory authorities, which shall be at the Controller’s cost except if such non-compliance is due to the Processor’s acts or omissions;
14.4.3 Inform the Controller if it believes that a direction from the Controller would breach the Data Protection Laws.
14.5 The Processor shall not appoint any third parties to process Personal Data unless it has obtained the prior written consent of the Controller.
14.6 On expiry or termination of this Agreement, the Processor shall forthwith cease to use or Process any Personal Data and will ensure that all Personal Data is deleted or permanently erased from any system under its control and that all copies of any document containing Personal Data are destroyed. Any obligation to delete or permanently erase Personal Data shall not be applicable to Personal Data that forms part of an electronic back-up system which is not immediately retrievable as part of day-to-day business. The Processor shall provide written confirmation to the Controller that it has deleted or erased the Personal Data or, where the Processor is unable to fully delete or permanently erase Personal Data it shall set out the reasons for this i.e. due to internal backup processes or compliance with Applicable Laws.
14.7 The Processor agrees to indemnify and keep indemnified the Controller against all costs, claims, losses, damages, fines, penalties, loss of or damage to goodwill or reputation, and reasonable and properly incurred expenses (including legal expenses) arising out of or in connection with any breach of clauses 14.2 to 14.7 by the Processor.
- Term and Termination
15.1 This Agreement shall commence on the date set out above and shall continue in effect unless and until terminated by either party with thirty (30) days’ written notice.
15.2 During the notice period, Freemans reserves the right to immediately cease advertising or offering the Seller’s Products for sale through its sales channels, at its sole discretion.
- Either party may terminate this Agreement immediately upon written notice if:
- The other party commits a material breach of the Agreement and fails to remedy it within 14 days of receiving notice;
- The other party becomes insolvent, bankrupt, or enters into any arrangement with creditors;
- There is repeated failure by the Seller to fulfil orders or maintain agreed service standards.
15.4 Upon termination (whether immediate or following notice), each party shall fulfil any outstanding obligations incurred before the termination date, including processing of returns, refunds, or customer communications related to previous sales.
15.5 The provisions of this Agreement which by their nature should survive termination shall continue in full force and effect. This includes, without limitation, clauses related to warranties and liability, indemnity, Product recalls, customer returns, and confidentiality.
- Force Majeure
Neither party shall be held liable for delays or non-performance due to events beyond their control, including natural disasters, acts of war, labour strikes, pandemics, or government restrictions.
- Governing Law
This Agreement shall be governed by and construed in accordance with the laws of England and Wales. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this Agreement or its subject matter or formation.
- Entire Agreement
This Agreement constitutes the entire agreement between the Parties in respect of its subject matter and supersedes and extinguishes all prior negotiations, arrangements, understanding, course of dealings or agreements made between the Parties in relation to its subject matter, whether written or oral.
Schedule
| Details of Processing | |
| Subject matter | Processing of customer personal data for the purposes of packaging, labelling, and dispatching products to the Controller’s customers.
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| Duration | term of Agreement
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| Nature and Purpose | The Processor will receive customer delivery details from the Controller and will use them solely to prepare, fulfil, and dispatch orders on the Controller’s behalf. Processing is limited to storage, organisation, printing on shipping labels, and transmission to third‑party carriers where necessary for delivery.
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| Types of personal data | Customer name, delivery address, billing address (if provided for delivery confirmation), contact details such as phone number or email address (where needed for delivery notifications), order reference numbers or internal identifiers (non‑sensitive).
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| Categories of Data Subjects | Customers of the Controller (including prospective or occasional purchasers).
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| Retention of data (Direct Despatch suppliers) | The Processor shall retain personal data only for the period necessary to fulfil dispatch services and to meet legal obligations related to shipment tracking, typically no longer than 90 days after dispatch, unless a longer retention period is required by applicable law (e.g., carrier audit or fraud prevention requirements). After this period, data must be securely deleted or returned to the Controller.
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