Last Updated: March 2026
These Terms of Service ("Terms") constitute a legally binding agreement between Downstream Recovery ("we," "us," "our") and the Client ("you," "your") for the provision of depot-hold recovery services ("Services").
By signing a Service Agreement or using our Services, you agree to be bound by these Terms. If you do not agree, you may not access or use the Services.
Downstream Recovery provides a depot-hold delivery exception monitoring and intervention system for UK e-commerce and 3PL fulfilment operations. The service monitors parcels in depot-hold and intervenes before they progress to return-to-sender (RTS) events.
Operational parcel notifications sent through the Depot-Hold Recovery System are operational delivery communications related to existing parcel shipments. These communications are not marketing and are sent solely to assist customers in recovering parcels held at courier depots.
Parcel monitoring is dependent on courier tracking data availability and accuracy. The scope and timing of intervention may vary based on the tracking information provided by courier systems at any given time.
Downstream Recovery may update or refine operational processes as part of ongoing service improvement.
The Client agrees to provide access to relevant delivery and tracking data required for service operation, including customer contact details for operational delivery communications (with appropriate lawful basis under UK GDPR) and brand approval for operational parcel notifications.
The Client (as data controller) is responsible for:
The Client confirms that all customer phone numbers provided to Downstream Recovery have been collected lawfully and may be used for operational delivery communications under applicable data protection and electronic communications laws. Downstream Recovery does not independently verify the Client's lawful basis for such communications.
The Client agrees to:
Pricing is determined by total outbound shipment volume across the fulfilment operation and specified in the Service Agreement. Fees are payable monthly in advance via invoice.
Pricing is confirmed in the Service Agreement prior to go-live.
Service fees include:
Late payments incur interest at a rate of 8% per annum above the Bank of England base rate, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.
Services may be suspended if payment is more than 30 days overdue. We reserve the right to charge a £40 administrative fee for suspended accounts.
We may adjust pricing with 60 days' written notice. Clients may terminate the Service within 30 days of notice if they do not accept the new pricing.
The Service Agreement begins on the Go-Live Date and continues on a month-to-month basis unless terminated in accordance with these Terms.
Clients may terminate the Service with 30 days' written notice via email to abenezer@downstreamrecovery.co.uk. No refunds are provided for partial months.
We may terminate the Service immediately if:
Upon termination:
All intellectual property in the Services, including proprietary methods, operational processes, software, reports, and methodology, remains the exclusive property of Downstream Recovery.
The Client receives a non-exclusive, non-transferable license to use the Services during the term of the Agreement. This license terminates upon cessation of the Service.
The Client retains all rights to their customer data, order data, and brand assets. We claim no ownership over Client-provided data.
Both parties agree to keep confidential all non-public information disclosed during the term of the Agreement, including:
This obligation survives termination for a period of 3 years.
We warrant that:
We do NOT guarantee:
The Service relies on third-party infrastructure including courier systems, notification delivery networks, and internet connectivity. Downstream Recovery is not responsible for delays, inaccuracies, or service interruptions caused by third-party systems outside our control.
The Service relies on tracking information provided by third-party courier systems. Downstream Recovery is not responsible for inaccuracies, delays, or omissions in courier tracking data and accepts no liability for parcel monitoring gaps or missed interventions arising from incomplete or inaccurate courier data.
Our total aggregate liability arising out of or relating to the Services (whether in contract, tort, negligence, or otherwise) shall not exceed the total fees paid by the Client in the twelve (12) months preceding the claim, or £10,000, whichever is lower.
We are NOT liable for:
Nothing in these Terms excludes or limits our liability for:
We act as a data processor under the UK GDPR. The Client (data controller) and Downstream Recovery will enter into a separate Data Processing Agreement (DPA) that governs:
The DPA forms part of these Terms and must be executed before Service commencement.
For full details, see our Privacy Policy.
Neither party will be liable for failure to perform obligations due to circumstances beyond reasonable control, including:
If a force majeure event lasts more than 30 days, either party may terminate the Agreement with written notice.
The Client agrees to indemnify and hold Downstream Recovery harmless from any claims, losses, or damages arising from:
We may update these Terms from time to time to reflect changes in law, regulation, or business practices. Material changes will be communicated via email with 30 days' notice.
Continued use of the Service after the notice period constitutes acceptance of the updated Terms. If you do not accept the changes, you may terminate the Service as per Section 5.2.
In the event of a dispute, both parties agree to first attempt resolution through good-faith negotiation between senior representatives.
If negotiation fails within 30 days, the parties may agree to non-binding mediation facilitated by the Centre for Effective Dispute Resolution (CEDR) or similar UK mediator.
If mediation is unsuccessful or declined, disputes will be resolved through the courts of England and Wales.
These Terms are governed by the laws of England and Wales.
The parties submit to the exclusive jurisdiction of the courts of England and Wales for any disputes arising from or relating to these Terms or the Services.
These Terms, together with the Service Agreement, Data Processing Agreement, and Privacy Policy, constitute the entire agreement between the parties and supersede all prior discussions, negotiations, or agreements.
If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect.
Failure to enforce any provision does not constitute a waiver of that provision or any other right.
The Client may not assign or transfer these Terms without our prior written consent. We may assign our rights and obligations to a successor entity (e.g., in the event of acquisition or merger) with notice to the Client.
All notices must be sent in writing to:
Notices are deemed received when acknowledged by the recipient or 24 hours after sending (whichever is earlier).
For questions about these Terms, please contact:
Downstream Recovery
Email: abenezer@downstreamrecovery.co.uk
Downstream Recovery operates as a UK-based service provider.