Bondback

Booking Terms

Terms of Business

Please read these Terms of Business carefully, as they set out our and your legal rights and obligations in relation to our services.

1. Definitions and interpretation

1.1 In these Terms of Business:

“Business Day” means any week day, other than a bank or public holiday in England;

“Business Hours” means between 09:00 and 17:30 on a Business Day;

“Charges” means the charges specified in the Booking Confirmation / the Supplier’s Hourly Rate multiplied by the number of man-hours spent by the Supplier’s personnel performing the Services] payable by the Customer to the Supplier, [which may be varied in accordance with Clause [8]];

“Consumables” means the cleaning consumables used by the Supplier in the course of providing the Services];

“Customer” means the customer for Services under an Engagement as specified in the Booking Confirmation;

“Customer Representatives” means the persons specified as such in the Booking Confirmation;]

“Effective Date” [means, in relation to an Engagement, the date when the Supplier issues a copy of the Booking Confirmation relating to that Engagement agreed by the Customer];

“Engagement” means a contract between the Supplier and the Customer for the supply of Services incorporating these Terms of Business and a Booking Confirmation, and any amendments to such a contract from time to time;

“Equipment” means the cleaning equipment used by the Supplier in the course of providing the Services];

“Force Majeure Event” means an event, or a series of related events, that is outside the reasonable control of the party affected (including power failures, industrial disputes affecting any third party, changes to the law, disasters, explosions, fires, floods, riots, terrorist attacks and wars);

“Premises” means the premises of the Customer where the Services will be provided by the Supplier, as specified in the Booking Confirmation;

“Services” means the cleaning services supplied by the Supplier to the Customer under an Engagement, details of which are set out in the Booking Confirmation (or, to the extent that no such details are set out in the Booking Confirmation, details of which will be agreed between the parties acting reasonably from time to time);

“Booking Confirmation” means the Booking Confirmation of services document issued by the Supplier to the Customer detailing the scope of the Services and other matters relating to an Engagement;

“Supplier” means Bondback Ltd, a limited company incorporated in England and Wales (registration number 07113008) having its registered office at 2nd Floor, 145-157 St John Street, London EC1V 4PY;

“Supplier Representatives” means the persons specified as such in the Booking Confirmation; and

“Term” means the term of an Engagement.

1.2 In these Terms of Business, a reference to a statute or statutory provision includes a reference to:

(a) that statute or statutory provision as modified, consolidated and/or re-enacted from time to time; and

(b) any subordinate legislation made under that statute or statutory provision.

1.3 The Clause headings do not affect the interpretation of these Terms of Business.

1.4 In these Terms of Business, “persons” include companies, partnerships, limited liability partnerships, unincorporated associations and trusts.

1.5 The ejusdem generis rule is not intended to be used in the interpretation of these Terms of Business; it follows that a general concept or category utilised in these Terms of Business will not be limited by any specific examples or instances utilised in relation to such a concept or category.

2. Engagements

Each Engagement will come into force on its Effective Date and will continue in force [until the Services agreed in the Booking Confirmation have been completed, upon which it will terminate automatically (unless previously terminated in accordance with Clause [13]) / indefinitely, unless and until terminated in accordance with Clause [13].]

3. Services

3.1 The Supplier will supply the Services to the Customer during Business Hours in accordance with the terms of each Engagement.

3.2 The time for delivery of the Services will not be of the essence of the parties’ agreement.

3.3 The Supplier may sub-contract the provision of the Services; providing that if the Supplier does sub-contract the provision of the Services, the Supplier will remain liable to the Customer for the performance of the sub-contracted obligations.

3.4 The Supplier may suspend the provision of the Services if the Customer fails to pay by the due date any amount due to the Supplier in respect of an Engagement.

3.5 From time to time during the Term the Supplier may be unable to supply the Services by reason of personnel illness or personnel shortage, in which case:

(a) the Supplier will use reasonable endeavours to engage alternative personnel to supply the Services; and

(b) subject to the compliance of the Supplier with Clause [3.5(a)], the Supplier will not be in breach of the terms of the Engagement by virtue of any failure to supply the Services arising out of such inability.

3.6 The Supplier will ensure that all personnel involved in the provision of the Services at the Premises have:

(a) been interviewed by the Supplier;

(b) supplied proof of identity and satisfactory references to the Supplier; and

(c) have been trained by the Supplier in the use of the Equipment and Consumables.

3.7 Services will not be provided on Christmas Day, Boxing Day or New Year’s Day.

4. Premises

4.1 The Customer will:

(a) provide to the Supplier prompt access to the Premises as required for the provision of the Services;

(b) be responsible for ensuring the health and safety of the Supplier’s personnel, agents and subcontractors whilst they are at the Premises;

(c) maintain the Premises in good order for the supply of the Services, and in accordance with all applicable laws;

(d) inform the Supplier of all health and safety rules and regulations and any reasonable security requirements that apply at the Premises; and

(e) where the Customer is a business customer and not a consumer, maintain reasonable insurance cover for the Supplier’s personnel, agents and subcontractors whilst they are working at the Premises (including reasonable public liability insurance).

4.2 In the performance of the Services at the Premises, the Supplier shall comply with all reasonable health, safety and security policies and regulations advised to the Supplier by the Customer.

4.3 The Supplier will use reasonable measures to secure any keys (or other access mechanisms) provided by the Customer to the Supplier for the purpose of enabling the Supplier’s personnel to enter the Premises.

5. Equipment and Consumables

5.1 The Supplier may with the agreement of the Customer store Equipment and Consumables at the Premises.

5.2 The Customer must not use, move or otherwise interfere with Equipment or Consumables stored at the Premises, save in accordance with the express written instructions of the Supplier

5.3 Save to the extent caused by the actions or omissions of the Supplier or its personnel, the Customer will be responsible for all damage to and loss of Equipment and/or Consumables whilst the Equipment and/or Consumables are at the Premises.

OR

5.1 The Customer will provide to the Supplier the Equipment and Consumables reasonably requested by the Supplier for the purposes of the Services.

5.2 The Supplier will only use such Equipment and Consumables for the purpose of providing the Services.

5.3 The Customer will ensure that all such Equipment and Consumables are safe, in good working order, and suitable for use in connection with the Services.

6. Customer obligations

6.1 The Customer must provide to the Supplier access to a water supply, a mains electricity supply and a waste water facility.

6.2 The Customer will provide to, or procure for, the Supplier any:

(a) support and advice;

(b) information and documentation;

(c) third party co-operation; and

(d) governmental, legal or regulatory licences, consents or permits;

reasonably necessary to enable the Supplier to discharge its obligations under any Engagement.

6.3 The Customer will indemnify the Supplier and will keep the Supplier indemnified against any and all losses, costs, expenses, damages and liabilities (including legal expenses and amounts paid in settlement of legal claims or proceedings) arising directly or indirectly out of any breach by the Customer of Clause [4.1] or Clause [5.3].]

7. Representatives

The Customer will ensure that all instructions in relation to the matters contemplated in these Terms of Business will be given by a Customer Representative to a Supplier Representative, and the Supplier:

(a) may treat all such instructions as the fully authorised instructions of the Customer; and

(b) will not comply with any other instructions in relation to the matters contemplated in these Terms of Business without first obtaining the consent of a Customer Representative.

8. Charges and payment

8.1 The Customer will pay the Charges to the Supplier in accordance with the provisions of this Clause [8].

8.2 The Supplier may issue an invoice for the Charges to the Customer [from time to time during the Term / on or after the dates set out in the Booking Confirmation / at any time after the relevant Services have been delivered to the Customer].

8.3 The Customer will pay the Charges to the Supplier within 30 days of the date of issue of an invoice issued in accordance with Clause [8.2].

8.4 All amounts stated in the Booking Confirmation or in relation to an Engagement are inclusive of all value-added taxes.

8.5 Charges must be paid by [debit or credit card, direct debit, bank transfer or by PayPal (using such payment details as are notified by the Supplier to the Customer from time to time).

8.6 If the Customer does not pay any amount properly due to the Supplier in connection with any Engagement, the Supplier may:

(a) charge the Customer interest on the overdue amount at the rate of 15% per month above the base rate of HSBC Bank Plc from time to time (which interest will accrue daily until the date of actual payment, be compounded quarterly, and be payable on demand); or

(b) claim interest and statutory compensation from the Customer pursuant to the Late Payment of Commercial Debts (Interest) Act 1998.

8.7 The Supplier may elect to vary the Charges by giving to the Customer not less than 30 days written notice of the variation, providing that any such variation shall not result in the Charges increasing by more than the increase , during the 12 month period immediately preceding the notice of variation, in the Retail Prices Index (all items) published by the UK Office for National Statistics.

9. Warranties

9.1 The Customer warrants to the Supplier that it has the legal right and authority to enter into and perform its obligations required by each Engagement.

9.2 The Supplier warrants to the Customer that:

(a) it has the legal right and authority to enter into and perform its obligations required by each Engagement; and

(b) the Services will be performed with reasonable care and skill.

9.3 If the Customer believes that Services have not been provided in accordance with Clause [9.2(b)], then the Customer must:

(a) notify the Supplier promptly; and

(b) allow and enable the Supplier to inspect the Premises and re-perform the relevant Services.

9.4 All of the parties’ liabilities and obligations in respect of the subject matter of these Terms of Business are expressly set out in these Terms of Business. To the maximum extent permitted by applicable law, no other terms concerning the subject matter of these Terms of Business will be implied into these Terms of Business, any Engagement, or any related contract.

10. Limitations and exclusions of liability

10.1 Nothing in the Engagement will:

(a) limit or exclude the liability of a party for death or personal injury resulting from negligence;

(b) limit or exclude the liability of a party for fraud or fraudulent misrepresentation by that party;

(c) limit any liability of a party in any way that is not permitted under applicable law; or

(d) exclude any liability of a party that may not be excluded under applicable law,

and, if you are a consumer, any statutory rights which you have, which cannot be excluded or limited, will not be affected by the Engagement.

10.2 The limitations and exclusions of liability set out in this Clause [10] [and elsewhere in the Engagement]:

(a) are subject to Clause [10.1]; and

(b) govern all liabilities arising under the Engagement or in relation to the subject matter of the Engagement, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty.

10.3 The Supplier will not be liable to the Customer for any losses arising out of a Force Majeure Event.

10.4 The Supplier will not be liable to the Customer in respect of any business losses, such as loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities or goodwill.

10.5 Where the Customer is a business customer, the Supplier will not be liable to the Customer in respect of any loss or corruption of any data, database or software.

10.6 Where the Customer is a business customer, the Supplier will not be liable to the Customer in respect of any special, indirect or consequential loss or damage.

10.7 Where the Customer is a business customer, the Supplier’s aggregate liability to the Customer will not exceed the greater of:

(a) £100,000; and

(b) the total amount paid or (if greater) payable by the Customer to the Supplier under the Engagement.

11. Distance contracts and consumer rights

11.1 This Clause [11] applies if and only if the Customer agrees to an Engagement:

(a) as a consumer; and

(b) using any means of distance communication (including telephone, email and the Internet).

11.2 Where this Clause [11] applies, the Customer may cancel an Engagement at any time within 7 working days, beginning on the day after the contract for that Engagement came into force, providing that the Supplier has not begun the provision of the Services with the agreement of the Customer during that period.

11.4 The Supplier will usually refund any money received from the Customer using the same method used by the Customer to pay the Charges. The Supplier will process the refund due to the Customer as soon as possible and, in any case, within 30 days of the day the Supplier received the Customer’s valid notice of cancellation. The notice of cancellation should be sent via email to customercare@bondback.com.

12. Force Majeure Event

Where a Force Majeure Event gives rise to a failure or delay in either party performing its obligations required by any Engagement (other than obligations to make payment), those obligations will be suspended for the duration of the Force Majeure Event.

13. Cancellation/Re-Scheduling

13.1 Customer may cancel or re-schedule a Booking Engagement at any time by giving at least 48 hours notice. To cancel a Booking send an email to customercare@bondback.com or leave a message on the Bondback voice to email line +44(0)203 411 0958.

13.4 The Supplier may terminate a Booking Engagement immediately at any time by giving written notice to the Customer if the Customer fails to pay in full and on time any amount due to the Supplier whether due in respect of that Engagement or otherwise.

14. Effects of termination

14.1 Upon termination of an Engagement all the provisions of these Terms of Business and the Booking Confirmation will cease to have effect, save that the following provisions of these Terms of Business will survive and continue to have effect (in accordance with their terms or otherwise indefinitely): Clauses [1, 6.3, 8.6, 10, 14 and 17].

14.2 Termination of an Engagement will not affect either party’s accrued liabilities and rights (including accrued rights to be paid) as at the date of termination.

16. Notices

16.1 Any notice given under these Terms of Business must be in writing (whether or not described as “written notice” in these Terms of Business) and must be delivered personally, sent by pre-paid first class post, or sent by email to the relevant email address given below (or as notified by one party to the other in accordance with this Clause).

The Supplier
Bondback, Ltd, 2nd Floor, 145-157 St John Street, London EC1V 4PY

17. General

17.1 No breach of any term of any Engagement will be waived except with the express written consent of the party not in breach.

17.2 If a term of any Engagement is determined by any court or other competent authority to be unlawful and/or unenforceable, the other terms of the Engagement will continue in effect. If any unlawful and/or unenforceable term would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the term will continue in effect (unless that would contradict the clear intention of the parties, in which case the entirety of the relevant term will be deemed to be deleted).

17.3 No Engagement will constitute a partnership, agency relationship or contract of employment between the parties.

17.4 Neither these Terms of Business nor any Booking Confirmation may be varied except by a written document signed by or on behalf of each of the parties.

17.5 The Supplier may freely assign its rights and obligations under any Engagement without the Customer’s consent – providing where the Customer is a consumer that such action does not serve to reduce the guarantees benefiting the Customer under the Engagement. Save as expressly provided in this Clause or elsewhere in these Terms of Business, neither party may without the prior written consent of the other party assign, transfer, charge, license or otherwise dispose of or deal in any rights or obligations under any Engagement.

17.6 Each Engagement is entered into for the benefit of the parties, and is not intended to benefit any third party or be enforceable by any third party. The rights of the parties to terminate, rescind, or agree any amendment, waiver, variation or settlement relating to any Engagement are not subject to the consent of any third party.

17.7 Subject to Clause [10.1]:

(a) these Terms of Business and the relevant Booking Confirmation will constitute the entire agreement between the parties in relation to an Engagement, and supersede all previous agreements, arrangements and understandings between the parties in respect of that subject matter; and

(b) neither party will have any remedy in respect of any misrepresentation (whether written or oral) made to it upon which it relied in entering into an Engagement.

17.8 Each Engagement will be governed by and construed in accordance with the laws of England and Wales; and the courts of England will have exclusive jurisdiction to adjudicate any dispute arising under or in connection with an Engagement.