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Terms of Service

These Terms of Service ("Terms") form a legal agreement between Optana Limited, trading as Bakerly ("Bakerly", "we", "us"), and you, the bakery owner or authorised representative who creates an account ("you", "your"). Optana Limited is a company registered in England and Wales under company number 16486606 and is registered with the UK Information Commissioner's Office under number ZC142386. By signing up you agree to be bound by these Terms.

If you are entering into these Terms on behalf of a company, partnership or other legal entity, you confirm you have the authority to do so.

1. The Service

Bakerly is a software-as-a-service platform that gives independent bakers a branded online storefront, order management, recipe and inventory tools, pricing calculators and related operational features (the "Service").

We may add, change or remove features from time to time. Where a change materially reduces the Service we'll give you reasonable notice.

2. Your account

You must be 18 or older and run a real bakery business to use Bakerly. You agree to:

  • Provide accurate information when you sign up
  • Keep your password confidential and notify us promptly of any unauthorised access
  • Be responsible for all activity under your account, including activity by team members you invite

3. Subscriptions and payment

The Service is provided on a paid subscription basis. Plans, prices and limits are published at bakerly.co.uk/pricing.

  • Billing: subscription fees are charged in advance on a monthly or annual cadence depending on the plan you select.
  • Annual cadence: you pay for ten months and receive twelve, giving an effective discount of approximately 17%.
  • Launch promotion: where a launch promotion applies (e.g. 50% off the first three monthly invoices) the discount is automatically applied at checkout. After the promotional period the standard rate applies.
  • Taxes: prices are exclusive of VAT. VAT is applied where required.
  • Failed payments: if a payment fails we will retry per our payment provider's standard schedule. After a grace period (typically seven days) we may restrict write access until the issue is resolved. Read access and the ability to export your data are preserved.
  • Price changes: we may change subscription fees with at least 30 days' notice. The new price applies on your next renewal.

We use Stripe to process subscription payments. By subscribing you also agree to Stripe's terms.

4. Cancellation and termination

  • You can cancel your subscription at any time from your Account → Subscription page. Cancellation takes effect at the end of your current billing period; you are not charged again after that.
  • We can suspend or terminate your account if you breach these Terms, fail to pay, or use the Service in a way that risks harm to other users or to Bakerly. Where reasonable we'll give you notice and a chance to put it right first.
  • On termination, your account is retained for 30 days so you can export your data. After 30 days your data is permanently deleted from primary storage; encrypted backups are deleted within 90 days.

You can export products, recipes, orders and customer records as CSV at any time from the portal.

5. Your content and your customers

You retain all rights to the content you upload to Bakerly — products, recipes, photos, customer records, anything else. You grant us a worldwide, non-exclusive licence to host, copy, transmit and display that content solely as necessary to provide the Service to you.

You are responsible for:

  • The accuracy of product descriptions, prices, allergen and ingredient declarations on your storefront
  • Compliance with food safety, consumer, hygiene, labelling and tax laws in any territory you sell into (in the UK this includes Natasha's Law / PPDS labelling requirements where applicable)
  • Fulfilling orders your customers place through your storefront
  • Honouring refunds, returns and disputes raised by your customers
  • The legal documents (privacy policy, terms, allergen statements) on your own storefront — Bakerly provides editable templates but you remain responsible for the final content

You also act as the data controller for personal data your end-customers share with you through Bakerly. Our Privacy Policy sets out how we process that data on your behalf as a processor.

6. Acceptable use

You agree not to use the Service to:

  • Sell goods or services that are illegal in the territories you ship to, or that you are not licensed to sell
  • Send unsolicited bulk email or any communication that breaches PECR or similar laws
  • Misrepresent allergen content or other information that could endanger customer health
  • Reverse-engineer the platform, attempt to bypass our access controls, scrape or excessively automate the Service
  • Impersonate any person or business, or infringe anyone's intellectual property rights
  • Upload malware, illegal content, or content that is defamatory, harassing or otherwise unlawful

We may suspend access without notice if we reasonably believe immediate action is needed to protect the Service or other users.

7. Storefront payments

Where you accept payments from your end-customers through your storefront, you do so via the payment provider you've connected (currently Stripe; in future, additional providers). The contract for that payment is between you, your customer and the payment provider — Bakerly is not a party. Bakerly does not take a cut of your sales.

You are responsible for:

  • Maintaining a payment provider account in good standing
  • Complying with the payment provider's own terms
  • Issuing refunds, handling chargebacks and resolving disputes

8. Custom domains

If you connect your own domain to your Bakerly storefront, you confirm you own or have authority to use that domain. We provide automated SSL via our hosting provider. If a domain dispute arises we may temporarily suspend that domain pending resolution.

9. Service levels and availability

We aim to keep the Service available 24/7 but do not commit to a specific SLA at this stage. Planned maintenance is announced in advance where possible. Unplanned outages are communicated at our status channels.

The Service is provided on an "as is" and "as available" basis. To the fullest extent permitted by law we exclude all implied warranties.

10. Limitation of liability

Nothing in these Terms limits liability for death or personal injury caused by negligence, fraud or any liability that cannot lawfully be excluded.

Subject to that, our total aggregate liability to you arising out of or in connection with these Terms (whether in contract, tort, negligence or otherwise) is limited to the amount you paid us under your subscription in the twelve months immediately before the event giving rise to the claim.

We are not liable for:

  • Loss of profit, revenue, business, anticipated savings or goodwill
  • Indirect, special or consequential losses
  • Loss or corruption of data beyond our duty to take reasonable steps to prevent it
  • Acts or omissions of payment providers, customers, suppliers or other third parties

11. Indemnity

You will indemnify Bakerly against any third-party claim arising from content you publish, products you sell, or your use of the Service in breach of these Terms — provided we notify you promptly, give you control of the defence and reasonable cooperation, and do not settle without your consent.

12. Changes to these Terms

We may update these Terms from time to time. The "updated" date at the top reflects the most recent change. Material changes will be notified in-product or by email at least 30 days before they take effect; minor changes (typos, clarifications, new sub-processors with equivalent protections) take effect immediately.

If you don't agree to a material change you can cancel before it takes effect.

13. General

  • Assignment: you may not assign these Terms without our consent. We may assign to a successor in connection with a merger, acquisition or sale of substantially all our assets.
  • Force majeure: neither party is liable for delays caused by events outside its reasonable control.
  • Severability: if any clause is found unenforceable, the rest remains in effect.
  • Entire agreement: these Terms together with the Privacy Policy and Cookie Policy form the entire agreement between us for the Service.

14. Governing law

These Terms are governed by the laws of England and Wales. Disputes are subject to the exclusive jurisdiction of the courts of England and Wales, except that we may bring proceedings in any jurisdiction where a breach has occurred.

15. Contact

Questions about these Terms: legal@bakerly.co.uk.