1. Agreement
By agreeing to these Terms and Conditions, this Agreement is made between the Client (the “space-holder”) and Logistics Made Easy Ltd, trading as whichwarehouse (“whichwarehouse”), whose registered office is at 19 Tudor Court, Wootton, Northampton, NN4 6FF. This Agreement is effective from the date of acceptance.
No variation is valid unless agreed in writing by an authorised director or company secretary of both parties.
 
2. Fees
 
2.1 Advertising
Fees are charged for each warehouse advertised on the whichwarehouse website. Invoices are issued annually and are payable upon receipt, prior to the commencement of membership/advertising.
 
2.2 Matching Service
whichwarehouse will charge a commission for any introduction of a customer (space-user) to the Client that results in a successful transaction. The commission percentage will be agreed in writing by both parties prior to the operational commencement (“go live”) date.
The commission is calculated on the total warehouse-related revenue invoiced to the customer, including storage, handling, and value-added services (excluding transport and consumables).
Commission is payable for a maximum of 12 months from the go-live date.
Where the introduction leads to the leasing or renting of a warehouse or space, the applicable fee will be the agreed percentage for a minimum of the first year’s rent.
 
2.3 Commission Brokerage & Consultancy – Warehouse and Logistics Services**
Commission brokerage includes consultancy and facilitation during negotiations with both the Client and the customer, from initial contact through to confirmation of intent to proceed. Commission is payable for the entire duration of the contract.
This may include, but is not limited to, the sale or purchase of warehouse space or commercial property, transport, and associated logistics services (excluding consumables), assisting with communications, operational matters, and contractor coordination.
A flat fee is agreed in advance and invoiced monthly from the go-live date, amortised over the agreed term of the contract between the Client and the customer.
 
2.4 Invoicing & Payment Obligations
whichwarehouse will invoice monthly, payable within 30 days of the invoice date.
The Client must supply copies of all original invoices issued to the customer each month, showing a full breakdown of charges and volume metrics.
Failure to provide such information may result in membership suspension or cancellation, and whichwarehouse reserves the right to invoice based on its own reasonable estimate of the opportunity value.
 
2.5 VAT
All fees are exclusive of VAT, which will be applied at the prevailing rate.
 
2.6 Overdue Payments
Interest of 7% per annum may be charged on all overdue sums from the due date until payment is received. whichwarehouse may appoint a debt collection agency in the event of non-payment.
 
2.7 No Right of Set-off
Payments due to whichwarehouse must not be withheld due to any dispute between the Client and the customer, or any other claims.
 
2.8 Payment Procedures
The Client must ensure invoicing, and payment procedures are followed promptly for all services provided to the customer.
 
2.9 Acquisitions - Buying and Selling of Businesses
Where an introduction made by whichwarehouse leads directly or indirectly to the acquisition, merger, or sale of a business (whether by share purchase, asset purchase, transfer of operations, or any other transaction with similar effect), the seller shall pay whichwarehouse a fee equal to 10% of the total sale price.
This obligation applies regardless of whether the transaction is completed in one stage or multiple stages, involves subsidiaries or holding companies, or is structured to avoid the payment of this fee.
 “Total sale price” means the full consideration paid or payable by the buyer to the seller, whether in cash, shares, securities, assumption of debt, deferred or staged payments, or any other form of value, excluding VAT.
This fee is payable on the same date that the buyer makes payment (or the first instalment of payment) to the seller.
Both the buyer’s and seller’s solicitors must be informed in writing of this obligation prior to completion and instructed to ensure that payment to whichwarehouse is made simultaneously with the completion of the sale or on the date the first payment is made.
 
3. Change of Ownership
If a customer/end-user originally introduced by whichwarehouse is transferred to a new Client, the new Client will remain liable for all sums due under the terms of the original agreement for the duration of the contract.
 “Change of ownership” includes transfers of ownership, re-branding, sale of business, tenancy changes, and lease or ownership transfers of the relevant premises.
The Client must notify whichwarehouse in writing of any change, including full contact details for the new owner and payment arrangements.
Early termination may be agreed if a full and final settlement is reached; otherwise, obligations will continue.
 
4. General
4.1 whichwarehouse will assist in negotiations with the Client’s professional advisors when requested.
 
4.2 All information provided by whichwarehouse is based on material supplied by the Client or third parties and is not independently verified. whichwarehouse accepts no liability for the accuracy of such information.
 
4.3 It is the Client’s sole responsibility to assess the suitability of any party introduced by whichwarehouse.
 
4.4 whichwarehouse does not provide accounting, tax, legal, or financial services and recommends Clients seek independent professional advice.
 
4.5 Any dispute arising under this Agreement will be referred to an independent arbitrator appointed by the President of the Law Society of England and Wales.
 
4.6 This Agreement shall be governed by and construed in accordance with English law.
 
4.7 These Terms and Conditions are subject to our Privacy Policy ([https://www.whichwarehouse.com/privacy-policy.html](https://www.whichwarehouse.com/privacy-policy.html)).

4.8 Email Communications and Marketing
By registering your business with whichwarehouse, you consent to being added to our email distribution list. This allows us to send you important service updates, account-related information and marketing communications relevant to your membership and our services. You can unsubscribe or manage your email preferences at any time by using the unsubscribe link provided in our emails or by contacting us directly. All personal data will be processed in accordance with our Privacy Policy.
 
4.8 This Agreement continues until terminated by either party with not less than three months’ written notice. Termination does not affect any commission or fees already accrued or payable under existing introductions.