Terms & Conditions

1.0

WuHu Terms of Use

2.0

Bookings

2.1. A binding contract will be created between the Courier and the Client for Delivery Services at the time that the Client provides to the Courier the Collection Code or Shift Code in respect of a Booking. No contract for the Delivery Services shall come into place at any time prior to provision to the Courier of the Collection Code or Shift Code, and any acceptance of a Booking indicated by the Courier in advance of its being provided with the Collection Code or Shift Code is subject to the provision of a Collection Code or Shift Code. The contract will be for fulfilment of the Delivery Services for the Delivery Fee on the Booking Terms.

2.2. If either a Client or a Courier considers that a Client or Courier has acted in an inappropriate way towards it or any member of its customer, staff or business associates, including in a manner it feels to be offensive, violent or sexually inappropriate, a report should be made first to the appropriate authorities and then to WuHu at [support@wuhu.io]. Any finding by WuHu that any person representing any Client or Courier has engaged in such behaviour shall entitle WuHu to suspend or terminate that Client or Courier’s access to the Platform.

2.3. Payment of the Delivery Fee shall be effected solely by means of the Payment Services Provider.
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2.4. For Pay Per Order Bookings, payment will be effected on submission of the Delivery Code to the Platform by the Courier, following provision of the Delivery Code to the Courier by or on behalf of the Client. The Client shall be responsible for ensuring that the Delivery Code is provided to the Courier promptly on the arrival of the Courier  to deliver the Consignment.
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2.5. For Hire by the Hour Bookings, payment will be effected following provision of the Shift Code to the Courier by or on behalf of the Client.
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2.6. It is the Client's sole responsibility to notify the Courier in the Order Description as to any circumstances regarding the Consignment or Locations which might affect the Courier’s provision of the Delivery Services.
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2.7. The Courier will not be obliged to provide the Delivery Services to the extent that they are impeded or prevented from doing so as a result of any circumstances outside its reasonable control. The Courier must in such circumstances immediately notify the Client and must promptly return the Consignment to the Client.
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2.8. The Client shall be responsible for ensuring that the Consignment and the Locations meet the Courier Requirements and acknowledges that (i) the Courier shall be entitled to refuse to carry out the Delivery Services in the event of any failure to meet the Courier Requirements; and (ii) any such refusal shall not affect the Client's obligations to pay the Delivery Fee and the Delivery Services shall be deemed to have been completed.
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2.9. In the event of a conflict between these Terms and the Courier Terms or the Courier Requirements, these Terms shall take precedence. Courier Terms and the Courier Requirements shall have no effect to the extent that they are inconsistent with these Terms.
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2.10. Delivery Fee for Delivery Services include any applicable VAT or sales tax.
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2.11. Your limited ability to cancel the Booking is as set out in the Cancellation Policy. You acknowledge that the Client or Courier with whom you have made a Booking shall have the right to cancel a Booking in accordance with the Cancellation Policy.

3.0

Relationships between Couriers and Clients

3.1. Couriers and Clients alone are responsible for identifying, understanding, and complying with all laws, rules and regulations that apply to their provision and use (respectively) of Delivery Services. For example, any applicable laws and regulations restrict the ability to use or provide a delivery service without carrier insurance for specific goods or certain high value products. Couriers may have to register or obtain local governmental approval or licences in order to deliver specific fresh food products such as fresh meat and fish. Couriers and Clients alone, and not WuHu, are responsible for identifying and obtaining any required licences, permits, or registrations for any services offered or used. Certain types of Delivery Services may be prohibited altogether. We provide some information in our Help Center and Blog to help you identify some of the obligations that apply to delivery services generally, but this is general information provided without any warranty, and not specific advice. If you have questions about how applicable laws and regulations apply to your services on WuHu, you should always seek professional advice specific to your circumstances.

4.0

Payment Services Provider

4.1. As a condition of using the Platform, you must maintain an account with the Payment Services Provider and accept the Payment Services Provider’s terms and conditions. This will involve the provision of information about individual end users of the Platform, for use by Stripe in verifying the identities of those users as part of its regulatory obligations. You will ensure that all such information is accurate. WuHu will not be responsible for any acts or omissions of the Payment Services Provider. Payment processing services in respect of Bookings on the Platform are provided by the Payment Services Provider (Stripe) and are subject to the Stripe Connect Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to these Terms in respect of your use of the Platform, or continuing to operate as a Courier or Client on the Platform, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time.

4.2. As a condition of WuHu enabling payment processing services through Stripe, you agree to provide WuHu accurate and complete information about your user account, and you authorise WuHu to share it and transaction information related to its use of the payment processing services provided by the Payment Services Provider. WuHu does not process any payments and is not responsible to you in respect of any chargebacks or fraudulent user activity conducted by means of the Payment Services Provider in respect of the Booking or the Delivery Fee. Clients and Couriers are responsible for payment of all sums charged by the Payment Services Provider to them in respect of processing payment by the Client, and receipt by the Courier (net of Courier Platform Fee), of the Delivery Fee.

4.3. Couriers are also responsible for paying an ‘active account’ fee as prescribed by the Payment Services Provider. Any Courier receiving payment in respect of at least one Booking in a given calendar month is considered an active account. The fee at the date of these Terms is £2.00 (two pounds) per month for an active account. This will be deducted from the Net Charges arising in respect of the Courier’s first monthly settlement transfer.

5.0

DISCLAIMER - No control over Delivery Services or Listings, No Warranty regarding the Platform.

5.1. Delivery Services are not provided by us. They are provided by the Courier.

5.2. Under no circumstances will we be liable in any way for any Delivery Services, including any errors or omissions in the Delivery Services, or any losses or harm of any kind resulting from the Courier’s provision of (or failure to provide) the Delivery Services.

5.3. Couriers and Clients alone are responsible for identifying, understanding, and complying with all laws, rules and regulations that apply to their Listings. The Platform is used by a wide range, and a large number, of Couriers and Clients. We cannot realistically check or be responsible for the work of each Courier or the bona fides of each Client.

5.4. Neither the Couriers nor the Clients are our employees or workers. We have no involvement in the provision of the Delivery Services. We require our Users to ensure that all information provided by them in a Listing is accurate, complete and not misleading in any way. But given the large number of Listings, we cannot verify the information which they provide to us. It is your responsibility to verify that the information in the Listing is accurately described. We take what reasonable steps we can to ensure that Couriers have experience of providing Delivery Services, but we cannot realistically vet all details of each Listing. We are not therefore responsible for any inaccuracies in the Listing. Any opinions, advice, statements, services, offers, or other information or content expressed or made available by Couriers (including in the Courier Listing) are those of the Courier and not those of us. We neither endorse nor are responsible for the accuracy or reliability of any opinion, advice or statement made either on the Platform or otherwise, by anyone other than authorised WuHu Technologies Ltd employee spokespersons while acting in their official capacities.

5.5. We do not endorse any User, Listing or Delivery Services. Any references on the Platform to a User being "verified" (or similar language) only indicate that the User has completed a relevant verification or identification process and nothing else. Any such description is not an endorsement, certification or guarantee by WuHu about any User, including the User's identity or background or whether the User is trustworthy, safe or suitable. You should always exercise due diligence and care when deciding whether to use any services, participate in providing any services, agree a Booking, or communicate and interact with other Users, whether online or in person.

5.6. The Platform is provided "as is" and without warranty of any kind. In particular, we cannot promise that the Platform will always be provided uninterrupted or error-free. You acknowledge that we cannot reasonably guarantee, and do not guarantee, that the Platform will always work properly.

5.7. WuHu may perform its duties in relation to the Platform as it sees fit, subject to these Terms.

6.0

Your conduct in relation to the Platform

6.1. You must comply with all laws applicable in the United Kingdom. If any laws applicable to you restrict or prohibit you from using the Platform, you must comply with those legal restrictions or, if applicable, stop accessing and/or using the Platform. You must ensure that in your carrying out of any Delivery Services you comply with all applicable laws in relation to health and safety and the rules of the Locations and the Consignment.

6.2. You must abide at all times by our Acceptable Use Policy.

7.0

Use of the Platform

7.1. Whilst you are in compliance with these Terms (including our Acceptable Use Policy), we grant you a right to access and use the Platform for your own internal business use provided that such use is in accordance with these Terms. You agree not to use the Platform, or any part of it, for anything else.

7.2. We have the right to suspend, withdraw or modify the Platform (in whole or in part) without liability to you at any time, including in the following circumstances: for technical reasons (such as maintenance, or technical difficulties experienced by us or on the internet); to allow us to improve the usability or functionality of the Platform; where we have legal reasons for doing so (including privacy or other legal objections to the content or functionality of the Platform); because it is no longer economically viable or efficient to provide the Platform.
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8.0

Cancellation Policy

8.1. Either the Courier or the Client can cancel the Booking by using the cancel button from their user profiles. Bookings can be cancelled by Clients after the Booking has been accepted free of any charges. Clients can not cancel Bookings after providing the Courier the Collection Code. If a Booking gets cancelled due to payment failure Couriers cannot be held responsible for any damage to the Consignment or loss at the time as a result of the cancellation. If a booking gets Cancelled clients should make all effort to compensate the courier by resolving their payment issue and reposting the booking to the courier. Clients will not be able to cancel a Booking after providing directly or through a customer the Delivery Code. 

8.2. Neither the Courier nor the Client can cancel a completed Booking.

8.3. Couriers can cancel a Booking prior to receiving the collection code or shift code ,free of any charges. Clients can also cancel Booking prior to providing the courier the collection code or shift code, free of any charges. Couriers will not be able to cancel a Booking after collecting the Booking or starting a hire shift but will be held responsible for delivering or returning the delivery item back to the Client free for any extra charges or obligations outside the WuHu platform. 

8.4. Once a Booking is completed it cannot be cancelled and Clients will be liable for the full amount of the fees payable to the Courier and will not receive any refund whatsoever.

8.5.The Client agrees that if a Courier wishes to cancel a Booking, they may do so through WuHu free of any charges.

9.0

Pairing - Courier Association Services

9.1. WuHu may provide Clients and Couriers the option to ‘pair’ accounts in a way that will credit the Net Charges in respect of the Pairing Courier’s Bookings, to a Client (“Paired Client”) with whom a Courier (“Pairing Courier”) has elected to pair its WuHu account. The pairing arrangement referred to under this section is referred to in these Terms as a “Courier Association”. By making a Courier Association with a Paired Client, Pairing Couriers authorise the Paired Client to receive Net Charges in place of the Pairing Courier. Each of the Paired Client and the Pairing Courier agrees that any agreement formed between them in respect of the Courier Association may not conflict with these Terms or the Terms of the Payment Services Provider. We reserve the right, in our sole discretion, to limit the number of Couriers with whom a Client may pair its account.
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9.2. Either the Paired Client or the Pairing Courier may terminate the Courier Association at any time from their respective account areas on the Platform. In addition, each of the Paired Client and the Pairing Courier acknowledges and agrees that their Courier Association will terminate in the event that WuHu suspends or terminates the WuHu account of either of them. In the event of the termination of the Courier Association, Pairing Couriers shall remain responsible for carrying out all Delivery Services contracted for in Bookings made prior to the date of such termination, and the Paired Client shall remain entitled to receive the Net Charges in respect of any Delivery Services completed in advance of the date of such termination. The Paired Client will not be entitled to any Net Charges for any Delivery Services that are completed after the Courier Association has been terminated.

10.0

Ratings

10.1. Whenever you make use of a feature that allows you to leave a rating in respect of a Courier or a Client, you must comply with our Acceptable Use Policy.
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10.2. You promise that all your ratings will comply with our Acceptable Use Policy, and you will be liable to us for any breach of that promise. This means you will be responsible for any loss or damage we suffer as a result of your breach of that promise.
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10.3. All ratings will be considered non-confidential and non-proprietary.
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10.4. We will not be responsible, or liable to any third party, for the content or accuracy of any rating posted by you or any other user of our site. You are solely responsible for the ratings you leave.
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10.5. We have the right to remove any rating from the Platform if, in our opinion, it does not comply with our Acceptable Use Policy, or we receive a complaint about it.
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10.6. The ratings expressed by other users on our site do not represent our views or values.

11.0

Accounts

11.1. Your WuHu Account will be subject to verification by us. You authorise us to make any enquiries necessary to validate your identity and confirm your ownership of your email address, financial accounts and others, subject to the laws of the United Kingdom. This may involve processing personal data of you or your staff (please see our Privacy Policy for our practices regarding processing of personal data). Failing to provide required information may result in failure to verify your WuHu account, which will mean you will be unable to use the Platform. If you set up a user account with us, you agree that you shall take all steps necessary to protect your log in details and keep them secret. You agree that you shall not give your log in details to anyone else or allow anyone else to use your log in details or account.

11.2. Users acting as Couriers must not apply to register more than one (1) WuHu account. Users acting as Clients can create multiple accounts to support multiple business premises managed or owned, provided that Clients warrant that they shall have the authority and/or permission and/or the consent of such legal entity to register the account, and to grant WuHu all permissions and licences provided in these Terms.  You may not assign or otherwise transfer your WuHu account to another person.

11.3. If you fail to keep your login details confidential, or if you deliberately or unintentionally share your login details or account with someone else, you accept full responsibility for the consequences of this and agree to fully compensate us for any losses or harm that may result.

11.4. If you notice an unauthorised use or breach of your user account, you must notify us immediately at [support@wuhu.io].

11.5. WuHu may enable features that allow you to authorise other Users or certain third parties to take certain actions that affect your WuHu account. For example, we may allow Couriers associated with a Client to pair their Listing with that Client as set out in the [Pairing] section above . Additionally, we may allow Clients to authorise others to access the Client's account to help manage their Listings. These features do not require that you share your credentials with any other person. No third party is authorised by WuHu to ask for your credentials, and you shall not request the credentials of another User.

12.0

Non-Circumvention

12.1. You acknowledge and agree that WuHu expends significant amounts of time, resource and money in attracting and connecting Clients and Couriers. Therefore, in consideration of WuHu making available to you the opportunity to benefit from such connections, you agree to use the Platform as the exclusive method to make and receive payment in respect of the Booking. You shall not in your Listing or otherwise request another User to pay or receive the Delivery Fee directly outside of the Platform.

12.2. Without prejudice to any other right or remedy of WuHu, you agree in the event of breach by you of this Non-Circumvention section, you shall pay to WuHu a sum equal to (i) 100% of the Courier Platform Fee which would have been payable in respect of any sums paid for the Delivery Services provided under a Booking; and (ii) any costs and disbursements incurred by WuHu in recovering such sums from you.

12.3. You must during the term of these Terms:
i. not submit proposals or solicit Users to pay you or receive payment from you outside the Payment Services Provider as integrated into the Platform;
ii. not accept proposals from Users to make or receive payment outside the Platform; and
iii. notify WuHu in the event of a User making a proposal to make or receive payment outside the Platform.

12.4. Any breach by you of this Non-Circumvention section shall be considered a serious breach of these Terms and, without limiting our rights and remedies, will enable us to terminate the Agreement.

13.0

Taxes

13.1. You are solely responsible for determining your obligations to report, collect, remit or include any applicable VAT, income tax or any other sort of taxes or duties (“Taxes”) applicable to you in respect of your use of the Platform or your provision or receipt of any Delivery Services. Tax regulations may require us to collect appropriate Tax information from you.

14.0

Your Breach of these Terms

14.1. We reserve the right to suspend or terminate your access to the Platform (including by deleting your account) at any time. We will likely do so if we reasonably believe that you are in breach of these Terms.

14.2. You agree to compensate us, according to law, for all losses, harm, claims and expenses that may arise from any breach of these Terms by you.

15.0

Intellectual Property

15.1. You acknowledge that all copyright, trade marks (including the software powering the Platform, ‘WuHu’ and the WuHu logo), and other intellectual property rights in and relating to the Platform (other than the content of Listings, which remain the property of the Courier or Client submitting them) are owned by us or licensed to us by our partners.

15.2. You must not copy, distribute, make available to the public or create any derivative work from the Platform or any part of the Platform unless we have first agreed to this in writing. You must not use any of our trade marks (including ‘WuHu’ and the WuHu logo), or other intellectual property rights in and relating to the Platform without our prior written consent.

15.3. If you submit comments, ideas, or feedback to us, you agree that we can use them without any restriction or compensation to you. If we accept your submission, we do not waive any rights to use similar or related ideas or feedback previously known to us, developed by our employees, or obtained from sources other than you.

16.0

Legal or Complaint Notices

If you have a complaint regarding any Listing, you may notify us by emailing us at [support@wuhu.io] with the following information: name; street address; email address; full details of your complaint and the Listing (or Listings) you are complaining about. These requests should only be submitted by you or someone who is authorised to act on your behalf.

17.0

Privacy

17.1. We are registered with the Information Commissioners Office as a data controller in the United Kingdom.

17.2. We will only collect, process, use and share your personal information in accordance with our Privacy Policy and as set out in these Terms. By using the Platform, you give your consent to us collecting, processing, using and sharing your personal data in this way. If you do not agree to our Privacy Policy, you should not access and/or use the Platform.

17.3. We may use any feedback or comments you make in respect of the Platform or any Courier or Client in our marketing material. We will not use your surname or full name unless we get your prior consent to do so. If at any time you would like us to cease any further use of your feedback or comments, please contact us at [support@wuhu.io].

19.0

Termination and Suspension

19.1. WuHu may suspend or terminate your ability to access the Platform at any time in the event that it suspects any failure of you to comply with the terms of this Agreement.

19.2. WuHu may terminate this Agreement and remove your access to the Platform immediately on written notice for any or no reason.

19.3. WuHu may immediately terminate this Agreement and your ability to use the Platform without notice in the event that you do not appear to have undertaken any activity in respect of your WuHu Account for the previous 6 months.

19.4. You may terminate this Agreement and cease use of the Platform at any time for any or no reason.

19.5. Termination of this Agreement shall not affect the fulfilment of any Booking accepted prior to such termination, or WuHu’s entitlement to Courier Platform Fee from a Courier in respect of the same.

20.0

Other Important Terms

20.1. We may transfer our rights and obligations under these Terms to another organisation. You need our consent to transfer your rights to someone else. No other person shall have any rights to enforce any of its terms.

20.2. If a court finds part of this contract illegal, the rest will continue in force. Each of the sections of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining sections will remain in full force and effect.

20.3. Even if we delay in enforcing these Terms, we can still enforce them later. If we do not insist immediately that you do anything you are required to do under these Terms, or if we delay in taking steps against you in respect of your breaking this Agreement, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date.

20.4. Any dispute or claim arising out of or in connection with a contract between us or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales and the courts of England and Wales shall have exclusive jurisdiction to settle any such dispute or claim.

21.0

Definitions

The following terms shall have the following meanings in these Terms:

21.1. “Delivery Fee” means the charges payable by a Client to a Courier in respect of Delivery Services under a Booking (inclusive of VAT and all travelling and other charges and expenses);

21.2. “Booking Period” means the time at which, or times during which, the Delivery Services are specified in the Booking are to be provided;

21.3. “Booking Terms” means terms of the Booking, being the Delivery Services to be provided, the Booking Period, the Locations, any Courier Terms and Courier Requirements (if listed, and to the extent consistent with these Terms) and the Delivery Fee;

21.4. “Booking” means a contract for the provision of Delivery Services, at the Booking Period, entered into between the Client and the Courier by means of the Platform, comprising the Booking Terms;

21.5. “Cancellation Policy” means the WuHu Cancellation Policy ;

21.6. “Collection Code” means an alphanumeric or other code, provided to the Client by the Platform in respect of each Booking, for provision to the Courier in order to initiate a binding contract for the Delivery Services;

21.7. “Consignment” means the goods or items to be picked up and delivered, as specified in the Order Description;

21.8. “Courier Listing” means a Listing in the Platform setting out a description of the Courier, notified to Client in response to an Order Description;

21.9. “Courier Requirements” means any conditions specified in the Courier Listing by the Courier in respect of the Consignment or the Locations, including maximum wait time, or size of goods, requirements as to packaging of goods, or other requirements;

21.10. “Courier Terms” means any additional contractual terms applicable to the Booking, specified or referenced in the Courier Listing;

21.11. "Courier" means a provider of Delivery Services which promotes its Delivery Services by means of the Platform;

21.12. "Delivery Services" means any courier, collection, delivery or logistics services to be provided by a Courier under a Booking;

21.13. “Drop-Off Code or Delivery Code” means an alphanumeric or other code, provided to the Client by means of the Platform, for provision by or on behalf of the Client to the Courier on completion of the Delivery Services;

21.14. “Order Description” means a request from a Client made by means of the Platform, for Delivery Services, as may be subsequently amended by agreement between the Courier and the Client;

21.15. “Hire by the Hour Booking” means a Booking for the provision of Delivery Services during a defined Booking Period;

21.16. “Listing” means a listing on the Platform viewable by all users of the Platform, and created and posted to the Platform by a Courier or a Client;

21.17. “Location” means either the location for collection of the Consignment or drop-off of the Consignment;

21.18. “Net Charges” means Delivery Fee, less the Courier Platform Fee;

21.19. “Pay Per Order Booking” means a Booking for Delivery Services in respect of a single Consignment from a single Location to a single other Location;

21.20. “Payment Services Provider” means the independent payment service provider (Stripe, as at the date of the Agreement) integrated into the Platform, appointed by the Client to process payment for the Delivery Fee;

21.21. “Shift Code” means an alphanumeric or other code provided to the Client by means of the Platform, to be provided to the Courier at the commencement of a Hire by the Hour Booking;

21.22. “Client” means a retail, e-commerce, other business, charity, non-profit organisation or an individual registering to use the Platform;

21.23. “User” means a Client or a Courier and includes you;

21.24. “Client Listing” means a profile of the Vendor comprising a description of the Client

21.25. "you" and "your" means the Client or Courier on behalf of which you are using the Platform.

22.0

WuHu - Client Terms

This section of the Terms is applicable solely to users acting in the capacity of Client.

WuHu is not a courier service. It is a means for you to request and book Delivery Services from the Couriers listed on our Platform. The Platform is designed to enable you to make a Booking for Delivery Services with a Courier. Delivery Services are provided by the Courier, and not by us. We are responsible only for displaying Courier Listings and facilitating you making your Booking. The content of the Courier Listing on the Platform, and the provision of the Delivery Services, are entirely the responsibility of the Courier.
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Client Platform Fee (Mark-up): Clients using the Platform to make Bookings are responsible to us to pay a Client Platform Fee.  For Bookings with Delivery fee in excess of £2.50, the Client Platform Fee is a minimum 8% of the Delivery Fee plus £0.49 (forty nine pence) per Booking. For Bookings with Delivery Fee of £2.50 or lower, the Client Platform Fee shall be as presented to the Client during the process of making the Order Description on the Platform which is currently set at a fixed Client Platform fee of £2.50.

22.1. Bookings
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22.1.1. When you provide the Collection Code to the Courier, a binding contract is created between you and the Courier for delivery of the Delivery Services in exchange for payment of the Delivery Fee.
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22.1.2. In the event that a Courier with whom you have made a Booking no longer has a current registration with the Platform, your order with the Courier will be cancelled.
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22.1.3. You will ensure that the Order Description is an accurate, realistic and non-misleading statement of your requirements, and the nature of the Consignment and the Locations.
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22.1.4. You will ensure that the Locations are suitable for provision of the Delivery Services and meet all applicable legal and regulatory requirements. Failure to do so will entitle the Courier to terminate the Booking.

22.2. Delivery Fee and Payment for Delivery Services.

Payments are processed by the Payment Services Provider on your behalf, following provision of a Delivery Code to the Courier. For Hire by Hour Bookings, this will be the Shift Code. For Pay per Order Bookings, this will be the Delivery Code. You agree that you are responsible for ensuring that the Courier receives the Collection Code and Delivery Code on completion of the Delivery Services.

22.3. Client Platform Fee

The Client Platform Fee is charged to you by us on your provision of the Delivery Code to the Courier (for Pay Per Order Bookings) and on your provision of the Shift Code (for Hire by the Hour Bookings). It is non-refundable. We will not be obliged to credit or refund you in the event of any failure of the Courier to complete the Delivery Services.

22.4. Client Listings

You shall ensure that your Client Listing contains the minimum information fields specified in the Platform.

22.5. LIMITATION OF LIABILITY - IMPORTANT – PLEASE READ CAREFULLY

We are not responsible for:
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i. any losses in relation to your receiving or not receiving any Delivery Services or access to the Platform;
ii. any losses arising due to a breach of our obligations which arises due to circumstances outside our reasonable control;
iii. losses or harm not caused by our breach of these Terms or our negligence; or
iv. losses or harm which are not reasonably foreseeable by you and us at the time of you agreeing to these Terms including those losses which happen as a side effect of foreseeable losses; or
v. technical failures or the lack of availability of the Platform.

We accept liability for death or personal injury resulting from our negligence or that of our employees or agents (which does not include any Courier), and for losses or harm caused by fraud by us or our agents, or any other liability which it would be unlawful for us to exclude or restrict liability. In all other cases: (i) we shall not be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, loss of anticipated savings, loss of revenue, loss of income in respect of any Consignment, or any indirect or consequential loss arising under or in connection with any contract between us; and (ii) our total liability to you for all other losses arising under or in connection with any contract between us, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited to 100% of the total Client Platform Fees paid by you in the 6 months preceding the event giving rise to liability or £200, whichever is greater.

22.0

WuHu - Courier Terms

This section of the Terms is applicable solely to users acting in the capacity of Courier.

22.1. The Platform

22.1.1 Where you are Introduced to a Client, you acknowledge that other couriers who have also registered with the Platform will likely also be notified of the same Client and their requirements.

22.1.2 Before making any Introduction, WuHu has agreed with Clients in its terms and conditions that WuHu is not responsible for provision of the Delivery Services and has no authority or ability to negotiate or vary on your behalf the terms of any agreement or Booking.

22.1.3 WuHu is under no obligation to provide any Introductions to you. You are not under any obligation to accept any Bookings.

22.1.4 In order to register a WuHu Account you may be required to provide us with credit or debit card details to enable us to make payments to you. All information provided may be subject to our Identification mechanism, to ensure that the information provided is valid, true and accurate. WuHu cannot be held responsible for any incorrect payment and banking information provided. You are responsible for making sure the data provided is correct and accurate for payment processing.

22.1.5 In consideration of your providing the Delivery Services in accordance with the Booking Terms, the Client is obliged to pay you the Delivery Fee in respect of your provision of the Delivery Services. The Net Charges will normally be paid to you on a rolling 24-hour settlement cycle at the end of each day (23.59) after the Delivery Services for that day are complete and the Delivery Code has been submitted by you to the Platform; but it may take up to 7 days for our payment processor to credit your account. All payments to Couriers from activities completed on the WuHu Platform on a given day will be paid into the account details provided by each courier during account creation, subject to the balance due exceeding £1.00. In the event that sums owed do not exceed £1.00, then payment will be withheld until such time as sums owed exceed £1.00.

22.2. Courier Fee

22.2.1 WuHu receives its Courier Platform Fee automatically on payment of the Delivery Fee by the Client, by means of the Payment Services Provider as integrated with the Platform. You hereby authorise WuHu to instruct the Payment Services Provider to pay to WuHu any outstanding Courier Fees owed by you to WuHu, by means of a deduction from payments made by Clients to you.

22.2.2 The Courier Account Fee shall be charged to the Courier on a monthly basis. This will be deducted from the Net Charges in respect of your first completed Booking(s) in an active month. If the Net Charges in respect of the first Booking is insufficient to cover the Courier Account Fee, the remaining balance of the Courier Account Fee will be recouped from subsequent Net Charges.

22.2.3 Termination of these Terms, however arising, shall not affect your obligation to pay any Courier Platform Fee due in respect of any Booking under these Terms, or any outstanding Courier Account Fee.

22.3. Bookings

22.3.1 You must immediately notify WuHu if you become unable to provide Delivery Services,

22.3.2 You must only accept Bookings within the sphere of your ability, competency and availability.

22.4. Provision of Delivery Services to Clients

22.4.1 You acknowledge that the Clients will be invited to leave a rating in respect of the Delivery Services, which will be visible on the Courier Listing and may be reproduced in other areas of the Platform and any website or social media account operated by WuHu. You must not reproduce any ratings in whole or in part in any other medium (including on your own website or social media channels).

22.4.2 As far as WuHu is concerned, you are free to sub-contract or appoint someone in your place to carry out the Delivery Services (“Sub-Contractor”). You should be aware that the Clients may be reluctant to hand the Consignment to anyone apart from you, so it is advisable to notify the Client in advance of any plans you have to arrange for a Sub-Contractor other than you to carry out the Delivery Services. In any event, you will remain responsible to us for any Courier Platform Fee, and for any actions or omissions of the Sub-Contractor in respect of the Booking.

22.4.3 You must ensure before any Booking that any vehicle you may use for the Booking is in a satisfactory condition, fit for purpose and is able to meet the requirements of the Client under the Booking. You must take reasonable care to ensure that all and any vehicles you use are safe to use.

22.4.4 You will on request of the Client, present to the Client original proof of identification (and any legal documents that can prove your right to work, age and compliance with any standards, laws and regulations) to assist in the Client's due diligence before providing you with the Collection Code.

22.5. Obligations of the Courier

22.5.1 You shall provide WuHu with any relevant information that WuHu reasonably needs to provide access to the Platform under these Terms.

22.5.2 You warrant and undertake that all Courier Content (including any information or documents provided as part of the registration process, and the contents of the Courier Listing) is honest, accurate, genuine and complete. You agree to promptly update such information as necessary to ensure it at all times remains honest, accurate, genuine and complete.

22.5.3 WuHu will not cover any costs incurred by you in carrying out its obligations under these Terms or any Booking, including in relation to any vehicle used, materials ordered, or labour arranged in respect of a Booking.

22.5.4 At all times in relation to the Platform, you shall abide by all applicable laws and regulations.

22.5.5 You shall not:
22.5.5.1 have any authority to incur any expenditure in the name of or for the account of WuHu;
22.5.5.2 hold yourself out as having authority to bind WuHu;
22.5.5.3 include in any written, graphical or promotional materials any logo, trade mark or branding of WuHu; or
22.5.5.4 represent yourself as an employee or worker of WuHu or of any Client.

22.5.6 You shall be responsible for the supply and maintenance of all equipment and facilities needed by you to carry out the Delivery Services.

22.5.7 You shall ensure that the Delivery Services fully address each requirement as set out in the Booking.

22.5.8 You shall ensure that you process any Client Data in accordance with all applicable data protection and privacy laws applicable to you.

22.6. Other Business Activities

22.6.1 Nothing in these Terms shall prevent you from carrying on being engaged, concerned or having any financial interest in any capacity in any business, trade, profession or occupation during or after your use of the Platform.

22.7. The Courier’s Status as Independent Contractor

22.7.1 You acknowledge and agree that the relationship between you and WuHu is that of independent contracting parties. Neither you nor any person by means of which you provide the Delivery Services is a worker or employee of WuHu. You do not have authority to enter into written or oral contracts on behalf of WuHu, of either an implied or express nature.

22.7.2 WuHu shall not, and shall not be entitled to direct, control or oversee your work or require that it be performed in any particular manner. WuHu does not control your manner of carrying out the Delivery Services, work hours, location of work, or length of time to prepare for and complete the Delivery Services.

22.7.3 The Platform is not an employment agency or employment business.

22.7.4 WuHu acknowledges that you provide Delivery Services as part of your own business, and that you shall be entitled to:
22.7.4.1 accept or reject any Booking;
22.7.4.2 organise your workload of Bookings as you see fit subject to adhering to any times agreed with a Client in a Booking; and
22.7.4.3 use any personnel, vehicle or materials selected by you which you are lawfully entitled to use, and which are suitable for performance of the Booking.

22.7.5 You are solely responsible for providing any necessary equipment, materials and expertise necessary to meet your obligations under a Booking.

22.7.6 WuHu will not be liable for any tax or withholding, including but not limited to National Insurance, employer’s liability, social security, PAYE or other payroll withholding tax in connection with a Client's use of your services. You agree to indemnify WuHu and its affiliates from any and all claims, liabilities and reasonable costs arising from or in connection with:
22.7.6.1 You or your personnel being classified by HMRC (or any other government body) as a worker or employee;
22.7.6.2 any other relevant third-party claims under any employment-related laws, such as those relating to wrongful or unfair dismissal, employment discrimination, harassment or retaliation, as well as any claims for overtime pay, sick leave, holiday pay, retirement benefits, or any other employee benefits.

22.7.7 You agree that you are responsible for your own accounting and tax affairs and that you will indemnify and hold WuHu entirely harmless from any claims from HMRC or any other body in respect of any tax or National Insurance payable in respect of any Booking.

22.8. Listings

22.8.1 You may only list one Courier per Listing. You represent and warrant that any Listing you post and the booking of, or a Client's use of your services will (i) not breach any agreements you have entered into with any third parties, such as any courier association, contracts of employment, or other agreements, and (ii) comply with all applicable laws (such as right to work), Tax requirements, and other rules and regulations (including having all required permits, licenses and registrations). As a Courier, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any items in transit whilst providing the Delivery Services.

22.8.2 Your Listing must:
22.8.2.1 provide complete and accurate information about your Delivery Services (include details of your vehicle),
22.8.2.2 disclose any Courier Requirements and Courier Terms; and
22.8.2.3 provide any other pertinent information requested by WuHu.

22.8.3 Any images used in your Listing must accurately reflect the quality and condition of your Delivery Services. WuHu reserves the right to require that Listings have at least one image of a certain format, size and resolution.
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22.8.4 You are responsible for keeping your Listing information (including availability) up-to-date at all times.
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22.8.5 You acknowledge and agree that WuHu shall have the right to use any video or image in your Listing in advertising, marketing and/or any other business purposes in any media or platform, whether in relation to your Listing or otherwise, without further notice or compensation to you.

22.9. Courier Content

22.9.1 You hereby grant WuHu a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, fully sub-licensable right to use and reproduce the Courier Content on the Platform on WuHu’s social media accounts or any promotional or marketing material. Where reasonably practicable, WuHu will use reasonable endeavours to apply a credit referencing you outside of the Platform.

22.9.2 You warrant that the Courier Content will not infringe any third party’s rights, including any copyright or trade marks, or rights of publicity or privacy.

22.9.3 You consent to WuHu using any feedback from you in relation to the Platform in any material produced by or on behalf of WuHu to promote the Platform.

22.10. Indemnity

22.10.1 You shall keep WuHu indemnified against all liabilities, costs, expenses, damages and losses (including but not limited to any direct, indirect or consequential losses, ex gratia payments, loss of profit, loss of reputation and all interest, penalties and legal costs (calculated on a full indemnity basis) and all other reasonable professional costs and expenses) suffered or incurred by WuHu as a result of or in connection with:
22.10.1.1 any claim made against WuHu in respect of the Delivery Services or the Courier Content or any related matter, or any breach by you of your obligations under applicable data protection or privacy laws in respect of Clients’ personal data (as defined in the EU General Data Protection Regulation);
22.10.1.2 any claim made against WuHu by a third party for death, personal injury or loss or damage to property (including a Consignment) arising out of, or in connection with the Delivery Services (except to the extent that the same is caused by the negligence or wilful default of WuHu); and
22.10.1.3 any claim made against WuHu by a third party arising out of or in connection with the supply of the Delivery Services, whether or not such claim arises out of the breach, negligent performance or failure or delay in performance of the Booking by you, your employees, agents or subcontractors.

22.10.2 This Indemnity section shall survive termination of this Agreement.

22.11. Insurance

22.11.1 Throughout the term of your use of the Platform and for a period of 3 years following its termination, you shall effect and maintain in force with a reputable insurance company the following insurance policies:
22.11.1.1 If you use a vehicle to provide the Delivery Services, a vehicle insurance policy providing cover on a comprehensive basis in respect of injury to other people or damage to their vehicles or property (including damage to a Client's goods carried under a Booking), and
22.11.1.2 public liability insurance policy, in each case with a limit of not less than £500,000 or any one occurrence or claim;

22.12. Anti-bribery compliance

22.12.1 In this section, “Bribery Laws” means the Bribery Act 2010 and all other applicable UK legislation, regulations and codes in relation to bribery or corruption. You shall comply with applicable Bribery Laws, and shall not make or receive any bribe (as defined in the Bribery Act 2010) or other improper payment, or allow any such to be made or received on its behalf, either in the United Kingdom or elsewhere, and will implement and maintain adequate procedures to ensure that such bribes or payments are not made or received directly or indirectly on its behalf.

22.13. IMPORTANT – Limitation of Liability

Nothing in these Terms shall limit or exclude WuHu’s liability for the following which are referred to as “Non-Excluded Liabilities”: death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors; fraud or fraudulent misrepresentation; or any item for which it is unlawful to limit or exclude liability.

Except for Non-Excluded Liabilities, WuHu’s total liability to you in respect of all other losses arising under or in connection with this Agreement or your use of the Platform, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed 100% of the Courier Platform Fee paid to WuHu by you in the preceding 6 months, or (if greater) £100.

Except for Non-Excluded Liabilities, WuHu, its directors, shareholders and officers shall under no circumstances whatever be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any:
(a) loss of profit;
(b) loss of revenue;
(c) loss of anticipated savings; or
(d) any indirect or consequential loss arising under or in connection with the Platform.

22.14. Definitions

22.14.1 In these Terms, unless otherwise provided:

Courier Account Fee
means a £2.00 monthly charge in respect of the Courier’s user account on the Platform, in the event that the Courier accepts at least one Booking in that month. This is deducted from the Net Charges as set out in clause 22.2.2 of these Courier Terms.

Courier Content
means any information and materials provided by you to WuHu in your Listing or otherwise connection with your registration for and use of the Platform (including images and text) and any rights in your brand, trademarks, likeness or image represented in that information or materials.

Courier Fees
means Courier Account Fee and Courier Platform Fee.

Courier Platform Fee
means a minimum of 8% of the Delivery Fee plus 49 pence or such other sum as may be specified by WuHu from time to time by means of the Platform.

Introduction
means the provision to you of the details of an Order Description. Introduce, Introduces and Introduced will be interpreted in accordance with Introduction.

Client Data
means personal data of the Client disclosed by the Client in its Listing, in any Order Description, or in the course of your providing the Delivery Services.

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Questions about these terms

If you have any questions about these Terms or the Platform, you may contact us by email at [support@wuhu.io].

Terms last updated: April 21st 2020