TERMS AND CONDITIONS OF BUSINESS OF DOMESTIQUE LIMITED AND FRANCHISEES THEREOF
1. Definitions The following expressions shall have the following meanings:
1.1 “Supplier” means Domestique Limited or any Franchisee of Domestique Limited, whose registered office and company registration number are detailed in the Proposal.
1.2 “Customer” means any person or company / body corporate who purchases Services from the Supplier.
1.3 “Housekeeper” means an insured and vetted Housekeeper supplied by the Supplier to the Customer to provide the services detailed in the Proposal until termination of this Agreement in accordance with these Terms and Conditions.
1.4 “Proposal” means a statement of work, quotation or other similar document describing the Services.
1.5 “Services” means the services as described in the Proposal and includes any materials required to complete the work.
1.6 “Terms and Conditions” means the terms and conditions of supply of Services as set out in this document and any subsequent terms and conditions agreed in writing by the Supplier.
1.7 “Consumer” shall have the meaning ascribed in section 12 of the Unfair Contract Terms Act 1977.
1.8 “Order” means the formal acceptance by the Customer of the Proposal.
1.9 “Agreement” means the contract between the Supplier and the Customer for the provision of the Services incorporating these Terms and Conditions.
2.1 These Terms and Conditions shall apply to the Agreement for the supply of Services by the Supplier to the Customer and shall supersede any other documentation or communication between the Supplier and the Customer.
2.2 Any variation to these Terms and Conditions must be notified to the Customer in writing by the Supplier.
2.3 Nothing in these Terms and Conditions shall prejudice any condition or warranty, express or implied, or any legal remedy to which the Supplier may be entitled in relation to the Services, by virtue of any statute, law or regulation.
2.4 In accordance with the Proposal and these terms and conditions, the Supplier shall provide the Customer with an insured and vetted Housekeeper to provide the services detailed in the Proposal until termination of this Agreement in accordance with these Terms and Conditions.
2.5 The Supplier may substitute the Housekeeper for another with greater or lesser experience in order to continue the provision of the Services giving due consideration of the service level agreed where possible.
2.6 Nothing in these Terms and Conditions shall affect the Customer’s statutory rights as a Consumer.
3.1 The Proposal for Services is outlined overleaf to these Terms and Conditions.
3.2 The Proposal for Services shall remain valid for a period of 30 days.
3.3 The Proposal must be accepted by the Customer in its entirety.
3.4 The Customer shall be deemed to have accepted the Proposal by placing an Order with the Supplier.
3.5 The Agreement between the Supplier and the Customer, incorporating these Terms and Conditions (and any associated insurance), shall only come into force when the Supplier confirms an Order to the Customer. Prior to any confirmation the Supplier has the right to refuse any Order.
3.6 In normal course, the Customer is entitled to a 7 days statutory “cooling off period” following the signing of these Terms and Conditions and associated Proposal. During this period, the Customer has a right to cancel this agreement without further recourse from the Supplier. Accordingly, no work as detailed in the attached Proposal shall commence until after the passing of the 7 day cooling off period. Should the Customer require work to commence prior to passing of the 7 day cooling off period, they are required to waive their rights to enforce the same and may do so by ticking the waiver box overleaf. By doing so the Customer waives all rights to enforce any Statutory Cooling Off Period.
4. Services and Delivery
4.1 The Services are as described in the Proposal.
4.2 Any variation to the Services must be agreed by the Supplier in writing.
4.3 The Services will be delivered in accordance with the times and dates detailed in the Proposal. The Supplier may vary these times by providing details of the change to the Customer.
4.4 Dates given for the delivery of Services are estimates only and not guaranteed. Time for delivery shall not be of the essence of the Agreement and the Supplier shall not be held liable for any loss, costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery.
5. Price and Payment
5.1 The price for Services is as specified in the Proposal and is inclusive of VAT (if applicable) and any other charges as outlined in the Proposal.
5.2 The price for any materials required to complete the Services is as specified in the Proposal.
5.3 Payment to the Supplier for the Services by the Customer is to be made by monthly standing order in advance. The first standing order payment will be required prior to the commencement of work.
5.4 In addition to the payment to the Supplier as detailed above (which is in respect of administrative and management services), the Customer shall be responsible to make payment to the Housekeeper for any work conducted at the hourly rate as detailed in the Proposal. The Supplier reserves the right to amend the hourly rate of the Housekeeper from time to time to ensure that Housekeepers are paid an appropriate rate of pay in line with market forces / local competition.
5.5 The terms for payment are as specified in the Proposal.
5.6 The Customer must settle all payments for Services in accordance with the Proposal.
5.7 The Supplier reserves the right to charge the Customer interest on all late payments at a rate of 8% per annum above the base lending rate of National Westminster Bank PLC.
5.8 The Supplier is also entitled to recover all reasonable expenses incurred in obtaining payment from the Customer where any payment due to the Supplier is late.
5.9 The Customer is not entitled to withhold any monies due to the Supplier.
5.10 The Supplier is entitled to vary the price to take account of:
5.10.1 any additional Services requested by the Customer which were not included in the original Proposal;
5.10.2 any increase in the cost of materials (where applicable);
5.10.3 any additional work required to complete the Services which was not anticipated at the time of the Proposal;
and any variation must be intimated to the Customer by the Supplier.
5.11 In the event that advance payment for Services has been made by the Customer to the Supplier and the cleaning operative fails to attend the Supplier shall arrange a replacement Housekeeper to attend at a mutually convenient time to the Customer and the Supplier / alternative Housekeeper.
6. Customer Obligations
6.1 The Customer will provide access to the Supplier / Housekeeper at the times agreed and/or specified in the Proposal and will co-operate with all reasonable requests by the Supplier / Housekeeper.
6.2 The Customer will provide electricity, hot water, cold water, toilet facilities and spare keys (if required) to the Housekeeper at no cost for the purpose of completing the Services.
6.3 The Customer will apply for, obtain and meet the cost of all necessary approvals and permissions required to complete the Services prior to the commencement of the work.
6.4 A detailed list of cleaning specifications must be provided by the Client to the Supplier / Housekeeper prior to the commencement of the Services (normally during the preliminary meeting). Any specific instructions will need to be outlined by the Customer in writing and agreed with the Housekeeper.
6.5 The Customer shall be liable for any expenses incurred by the Supplier / Housekeeper as a result of the Customer’s failure to comply with the obligations as defined by these Terms and Conditions.
6.6 The Customer shall remove (or restrict access to) all delicate items of furniture, ornaments and other belongings from the area to be cleaned.
6.7 The Customer shall supply all cleaning equipment and materials required for the provision of the Services.
6.8 All equipment supplied by the Customer must be safe to operate, in full working order and must not require any special skills to operate.
6.9 If cleaning materials are unavailable the Customer authorises the Housekeeper (as his or her sole discretion) to purchase the required products and agrees to meet the expenses of the materials and pay a surcharge of £5.00. Whilst reasonable endeavours shall be taken to purchase appropriate materials, the Supplier / Housekeeper accepts no liability with regard to the materials purchased and no warranty can be given s to the suitability of the same.
6.10 If the Customer fails to provide equipment as agreed the Supplier shall be at liberty to (but not obligated to) use their own equipment or hire equipment and the Customer agrees to meet the costs resulting from this lack of provision.
6.11 In order to properly protect the genuine business interests of the Supplier and the time, effort and financial investment made in approving Housekeepers and insuring quality control over the services they provide, the Customer hereby agrees not to directly approach or engage the Housekeeper as a directly retained housekeeper / cleaner (nor refer any Housekeeper directly to another third party, save through the Supplier) during the duration of this Agreement and for a period of 12 months thereafter. In the event that this clause is breached, the Customer agrees to compensate the Supplier with an equivalent sum to that which would otherwise have been paid to the Supplier to retain the Housekeeper’s services in accordance with this Agreement for a period of 12 months (payable in one lump sum). By entering into this contract, the Customer agrees to and accepts this condition and recognises that the same is entirely necessary and fair in order to protect the genuine business interests of the Supplier.
7. Supplier Obligations
7.1 The Supplier shall supply the Services as specified in the Proposal – In particular, the Housekeeper is introduced to the Customer by the Supplier as a self employed Housekeeper. The Customer is responsible for the employment of any Housekeeper and the Customer retains the Housekeeper under a “Contract for Services”. Any specific arrangements and agreements should be agreed between the Customer and the Housekeeper directly. The Customer is responsible for prompt payment of the Housekeeper at the agreed hourly rate shown overleaf. This rate may be varied by the Supplier from time to time to ensure Housekeepers are being paid appropriate rates of pay.
7.2 The Supplier shall perform the Services with reasonable skill and care and to a reasonable standard.
7.3 The Supplier shall comply with all relevant health and safety regulations.
7.4 The Supplier shall ensure that all necessary licenses and permissions required to provide the Services are current.
7.5 The Supplier shall be responsible for all waste management and disposal required in the course of providing the Services.
7.6 The Supplier shall hold all necessary insurance policies as required by law.
7.7 Whilst reasonable endeavours shall be taken by the Supplier to supply alternative Housekeepers in the case of absence of a Housekeeper, the Supplier is under no obligation to do so. Further, the Supplier shall be under no obligation to provide alternative Housekeepers during the Easter and Christmas holidays should a Housekeeper elect not to work during these periods.
8.1 If the Customer cancels a visit by the Housekeeper, except in exceptional circumstances (at the sole discretion of the Supplier) the Customer shall remain liable to pay the Supplier’s fees.
8.2 If the housekeeper is unable to access the property of the Customer for reasons beyond the control of the Supplier / Housekeeper the Customer remains liable to pay the Housekeeper’s travelling time, which will be subject to a minimum of one hour of the Housekeeper’s agreed hourly rate.
8.3 If the Customer gives the Supplier / Housekeeper more than 24 hours notice requesting a visit is rescheduled the Supplier / Housekeeper will attempt to meet this requirement but all appointments are subject to availability.
9. Defective Services
9.1 If the Services are found to be defective in accordance with these Terms and Conditions then the Supplier shall, at their sole discretion, either require the Housekeeper to re-perform the Services or refund a fair proportion of any monies paid in respect of the defective Services to the Supplier. The Customer shall be responsible for negotiating any refund of any monies paid directly to the Housekeeper with the Housekeeper.
9.2 Where the Services are defective or do not comply with the Agreement the Customer must notify the Supplier in writing within 24 hours from the time the defect is ascertained.
9.3 If the Customer has not paid for all the Services in full by the date the defect in Services is notified to the Supplier then the Supplier has no obligation to remedy the defect in terms of this Condition 9.
10. Intellectual Property Rights
All intellectual property rights, registered or unregistered, including but not limited to patents, trademarks, design rights and know-how (including the Supplier’s business model) remain the property of the Supplier and cannot be used, copied or replicated by the Customer without the written permission of the Supplier.
11. Property, Risk and Insurance
11.1 Insurance covers any Housekeeper employed by the Customer and introduced by the Supplier and retained by the Client. We hold public liability insurance to a maximum payout of £1,000,000. Neither the Supplier or its insurers shall be liable for the first £100 of any claim nor for any claim of £100 or less. The Customer should have adequate insurance cover in place against liabilities to the Housekeeper and shall produce to the Supplier a copy of the appropriate insurance policy if so requested (this may be in the form of a general household insurance policy).
11.2 The Supplier will not accept liability for any chemical damage as only materials supplied by the Customer will be used and the Housekeeper should be properly instructed by the Customer on how to use these chemicals.
12.1 The Agreement shall continue until the Services have been provided in terms of the Proposal or any subsequent date as mutually agreed in writing by both parties or until terminated by either party in accordance with 12.1 and 12.2 below:
12.2 The Supplier can terminate this Agreement at any time giving reasonable notice – usually not less than four weeks – during this notice period the ongoing provision of a Housekeeper to the Customer remains at the Supplier’s sole discretion;
12.3 The Customer can terminate this Agreement giving not less than four weeks notice in writing to the Supplier. Notice will be deemed to have commenced upon receipt of such written communication by the Supplier at their office.
12.4 The Customer may terminate the Agreement if the Supplier fails to comply with any aspect of these Terms and Conditions and this failure continues for a period of 4 weeks after notification of non-compliance is given.
12.5 The Supplier may terminate the Agreement if the Customer has failed to make over any payment due within 2 weeks of the sum being requested.
12.6 Either party may terminate the Agreement by notice in writing to the other if:
12.6.1 the other party commits a material breach of these Terms and Conditions and, in the case of a breach capable of being remedied, fails to remedy it within a reasonable time of being given written notice from the other party to do so; or
12.6.2 the other party commits a material breach of these Terms and Conditions which cannot be remedied under any circumstances; or
12.6.3 the other party passes a resolution for winding up (other than for the purpose of solvent amalgamation or reconstruction), or a court of competent jurisdiction makes an order to that effect; or
12.6.4 the other party ceases to carry on its business or substantially the whole of its business; or
12.6.5 the other party is declared insolvent, or convenes a meeting of or makes or proposes to make any arrangement or composition with its creditors; or a liquidator, receiver, administrative receiver, manager, trustee or similar officer is appointed over any of its assets.
12.7 In the event of termination the Customer must make over to the Supplier any payment for work done and expenses incurred up to the date of termination.
12.8 The Customer is responsible for arranging return of any keys from the Housekeeper upon termination.
12.9 In the event of termination (other than in accordance with the Guarantee) within the first 3 months after the commencement of the provision of Services, the Supplier shall be entitled to levy a charge equivalent to two month’s management fees as detailed in the Proposal, such sum representing a genuine pre-estimate of losses and time incurred on the part of the Supplier. The Customer agrees that such sum is justifiable and enforceable.
12.10 The Supplier does not control any standing orders set up by the Customer. Accordingly, it is the Customer’s responsibility to cancel the same upon termination in accordance with this Agreement. In the event that the Customer fails to cancel a standing order and payment is made for Services after the cancellation of this Agreement, in the event that the Supplier is required to refund the same, it shall be entitled to levy an administration charge not exceeding £27.50 per payment / incident.
12.11 Any rights to terminate the Agreement shall be without prejudice to any other accrued rights and liabilities of the parties arising in any way out of the Agreement as at the date of termination.
13.1 The Supplier warrants that the Services will be performed using all reasonable skill and care.
13.2 Without prejudice to clause 13.1 and except as expressly stated in these Terms and Conditions, all warranties whether express or implied, by operation of law or otherwise, are hereby excluded in relation to the Services to be provided by the Supplier.
14. Limitation of Liability
14.1 Nothing in these Terms and Conditions shall exclude or limit the liability of the Supplier for death or personal injury, however the Supplier shall not be liable for any direct loss or damage suffered by the Customer howsoever caused, as a result of any negligence, breach of contract or otherwise in excess of the price of the Services.
14.2 The Supplier’s maximum liability under any circumstances (save in the case of death or personal injury) shall be limited to the total management fees (not those paid to the Housekeeper) received by the Supplier in the preceding 12 months (or part thereof as applicable).
14.3 The Supplier shall not be liable under any circumstances to the Customer or any third party for any indirect or consequential loss of profit, consequential or other economic loss suffered by the Customer howsoever caused, as a result of any negligence, breach of contract, misrepresentation or otherwise.
14.4 For the avoidance of doubt, time shall not be of the essence and the Supplier shall incur no liability to the Customer in respect of any failure to complete the Services by any agreed completion date.
The Customer shall indemnify the Supplier against all claims, costs and expenses which the Supplier may incur and which arise directly or indirectly from the Customer’s breach of any of its obligations under these Terms and Conditions.
The Supplier guarantees that in the event a Customer is not happy with the first Housekeeper provided to them by the Supplier after two cleaning sessions, he or she shall be replaced with an alternative Housekeeper. If after two further cleaning sessions the Customer is still unhappy, the Supplier will offer the Customer the option to cancel the Agreement and will refund all charges paid to the Supplier for the first month. This guarantee is only effective if the Customer affords the Supplier the opportunity to remedy any perceived service shortfall and has themselves complied with the terms of this Agreement.
17. Force Majeure
Neither party shall be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the party shall be entitled to a reasonable extension of its obligations.
The Customer shall not be entitled to assign its rights or obligations or delegate its duties under this Agreement without the prior written consent of the Supplier.
If any term or provision of these Terms and Conditions is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Terms and Conditions had been agreed with the invalid, illegal or unenforceable provision eliminated.
The failure by either party to enforce at any time or for any period any one or more of the Terms and Conditions herein shall not be a waiver of them or of the right at any time subsequently to enforce all Terms and Conditions.
Any notice to be given by either party to the other may be served by email, personal service or by post to the address of the other party given in the Proposal or such other address as such party may from time to time have communicated to the other in writing (or email), and if sent by email shall unless the contrary is proved be deemed to be received on the day it was sent, if given by letter shall be deemed to have been served at the time at which the letter was delivered personally or if sent by post shall be deemed to have been delivered in the ordinary course of post.
22. Entire Agreement
These Terms and Conditions supersede any previous agreements, arrangements, documents or other undertakings either written or oral.
23. Governing Law
These Terms and Conditions shall be governed by and construed in accordance with the law of England and Wales and the parties hereby submit to the exclusive jurisdiction of the English and Welsh courts.
24. Acceptance of these Terms and Conditions
These Terms and Conditions become effective and are deemed to have been accepted by the Customer upon signature of the Proposal by the Supplier and the Customer or alternatively, in the absence of the Customer’s signature on the Proposal, upon the acquiescence of the Customer to allow the Supplier’s Housekeeper to provide Services. A failure (deliberate or otherwise) on the part of the Customer to sign the Proposal is not indicative of the Customer failing to accept these Terms and conditions, should the Customer allow the Supplier (acting through a Housekeeper) to commence the provision of Services.
25. Amendments to these Terms and Conditions
The Supplier reserves the right to amend these Terms and Conditions and shall inform the Customer of any changes by posting the same on the Supplier’s Website/s and/or by sending copies to the Customer either by post or email, not less than 30 days prior to the implementation of such changes.