1.1.     Application        These Terms and Conditions shall apply to the provision of Services by the Supplier to the Client.    2.1.         Definitions         In this Agreement, unless the context otherwise requires, the following  expressions have the following meanings:

“Business Day” a day (excluding Saturdays) on which banks generally are open for the transaction of normal banking business   “The Client”  means any individual, firm or corporate body (which expressions shall, where the context so admits, include its successors and assigns) which purchases cleaning services from the Supplier.  

 “Services” means the service to be provided by the Supplier to the Clients as set out in the attached Schedule/Quotation letter          “The Supplier” Little Helpers (which shall include its successors and assigns)                                                                    “ The Premises” means the property upon which the services are to be performed                                                        “The Fees” the agreed sum payable in exchange for the Services.

1.1     The headings in these Conditions are for convenience only and shall not affect their interpretation                                3.1 The Service   2.1    The Supplier shall, in consideration of the Fees being paid in accordance with Clause 5 will provide the Services using reasonable skill and care   2.2   The Supplier shall use all reasonable endeavours to complete the services, but time will not be of the essence in the performance of the services  

  4. Price   1.1      The Client agrees to pay the Fees in accordance with the Clause 5.   1.2   The Client will pay the Supplier for any additional services provided by the Supplier that are not specified in the Schedule/Quotation Letter in accordance with the Supplier’s then current, applicable daily rate in effect at the time of the performance or such other rate as may be agreed. 1.1          All sums payable by either party pursuant to this Agreement are exclusive of any value added or other tax (except corporation tax) or other taxes on profit for which that party shall be additionally liable.   1.2   The Supplier retains the right to increase the Fees upon the giving of 1 month’s notice.  

 

5.  Payment   1.1    All payments required to be made pursuant to this Agreement by either party shall be made as per the quotation letter without any set-off, withholding or deduction except such amount (if any) of tax as that party is required to deduct or withhold by law.   5.2 The time of payment shall be of the essence of these terms and conditions.  If the Client fails to make any payment on the due date in respect of the price or any other sum due under these terms and conditions then the Supplier shall, without prejudice to any right which the Supplier may have pursuant to any statutory provision in force from time to time, have the right to charge the Client interest on a daily basis at an annual rate equal to the aggregate of 5% per cent and the base rate of HBOS from time to time on any sum due and not paid on the due date.  Such interest shall be calculated cumulatively on a daily basis and shall run from day to day and accrue after as well as before any judgement.

 

 

 

6. Variation and amendments   1.1     If the Client wishes to vary any of the Services it must notify the Supplier in writing as soon as possible.   1.2         If, due to circumstances beyond the Supplier’s control, it has to make any change in the arrangements relating to the provision of the Services it shall notify the Client within a reasonable time.   1.3   If the Client cancels the Service the following fees will be incurred:   1.3.1        less than 24 hours notice 100% 1.3.2   less than 48 hours notice 50% 1.3.3  less than 7 days notice 20%

 

7.  Termination   1.1     The Supplier may terminate the agreement forthwith if:   1.1.1     the client is in breach of any of its obligations hereunder, or   1.1.2         the Client has become bankrupt or shall be deemed unable to pay its debts by virtue of Section 123 of the Insolvency Act 1986; or     7.1.3  any circumstances whatsoever beyond the reasonable control of the Supplier (including but not limited to the termination of the service through no fault of the Supplier) arise that necessitate for whatever reason the termination of the provision of services.   1.1.2   The client fails to comply with clause 5   1.2  In the event of termination under clause 7.1 the Supplier shall retain any sums already paid to it by the Client without prejudice to any other rights the Supplier may have whether at law or otherwise.    The Client

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8.   Liability  1.1  Except in respect of death or personal injury caused by the Supplier’s negligence, the Supplier will not by reason of any representation, implied warranty, condition or other term, or any duty at common law or under express terms of this contract, be liable for any loss of profit or any indirect, special or consequential loss, damage, costs, expenses or other claims (whether caused by the Supplier’s servants or agents or otherwise) in connection with the performance of this contract or with the use by the Client of the Services supplied.   The Client shall indemnify the Supplier against all damages, costs, claims and expenses suffered by the Supplier arising from loss or damage to any equipment (including that of third parties) caused by the Client, or its agent or employees

 

8.3 The Supplier shall not be liable to the Client or be deemed to be in breach of these terms and conditions by reason of any delay in performing, or any failure to perform any of the Supplier’s obligations if the delay or failure was due to any cause beyond the Supplier’s reasonable control and in the event that such failure to perform the duties is as a result of the act or omission of the Client or its servants and agents the Client will remain liable for such Fees as are applicable

 

  9  .  Force Majeure   10.1   Neither the Supplier nor the Client shall be liable to the other or be deemed to be in breach of the Contract by reason of any delay in performing, or any failure to perform, any of its obligations in relation to the Services, if the delay or failure was due to any cause beyond that party’s reasonable control.  Without prejudice to the generality of the foregoing, the following shall be regarded as causes beyond either party’s reasonable control:-   10.2   act of God, explosion, flood, tempest, fire or accident;   10.3   war or threat of war, sabotage, insurrection, civil disturbance or requisition;   

 

10.4   acts, restrictions regulations, bye-laws, prohibitions or measures of any kind on the part of any governmental, parliamentary or local authority.   10.5   import or export regulations or embargoes;   10.6  strikes, lock-outs, or other industrial actions or trade disputes (whether involving employees of either the Supplier or the Client or of a third party);   10.7   difficulties in obtaining raw materials, labour, fuel or machinery;   10.8   power failure or breakdown in machinery     

1. Waiver   1.1   No waiver by the Supplier of any breach of these terms and conditions by the Client shall be considered as a waiver of any subsequent breach of the same or any other provision.  A waiver of any term, provision or condition of this agreement shall be effective only if given in writing and signed by the waiving party and then only in the instance and for the purpose for which the waiver is given.   1.2         No failure or delay on the part of any party in exercising any right, power or privilege under this agreement shall operate as a waiver of, nor shall any single or partial exercise of any such right, power or privilege preclude any other or further exercise of or the exercise of any other right, power or privilege.    

 

11. Severance   If any provision of these terms and conditions is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these terms and conditions and the remainder of the provision in question shall not be affected thereby.  

12.  Clients Obligations  1.1  The Client shall ensure that the Premises constitute a safe working environment.  In the event that the Premises are deemed unsafe or dangerous to health, the Supplier will withdraw and the Client will be charged 100% of the fee.   1.2   The Client shall not without the Suppliers consent directly or indirectly employ or otherwise engage any employee of the Supplier for a period of six (6) months following termination of this Agreement howsoever terminated unless such engagement is by virtue of the Transfer of Undertakings Regulations 2006 or any statutory amendment thereto or re-enactment thereof.  1.3  The Client acknowledges that is responsible for the security of the Premises and all of the buildings and will take reasonable precaution accordingly.   The Client hereby consents to the Supplier inspecting the Premises at any reasonable time and for any reasonable purpose.  

 

13.  Miscellaneous   1.1   Any notice or other information required or authorised by this Agreement to be given by either party to the other shall be given by sending via pre-paid registered post, email, facsimile transmission or other comparable means of communication.   14.2 When a booking constitutes a distance control pursuant the Consumer Protection (Distance Selling) Regulation 2000, the Client will have the right to cancel the contract within 7 days but this right is waived if the Services are performed within this period.  

 14. Applicable Law and Jurisdiction   These terms and conditions shall be governed and construed in accordance with English and Welsh law and the parties shall submit to the non-exclusive jurisdiction of the English and Welsh courts.  

  JAYS LITTLE HELPERS