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A note to our community regarding COVID-19.

Terms & Conditions

 

THIS AGREEMENT sets out the terms and conditions in relation to your use of our website, the placing of profiles on the website site by service professionals and how service users can obtain information and/or request services from those service professionals who appear on the Website  

 This Agreement must be read in conjunction with:

our General Website User Terms and Acceptable Use Policy and our Privacy and Cookies Policy (Our Policies”)

 

 

BACKGROUND 

We provide an online platform to connect Service Professionals to Service Users.

As a Service Professional, you confirm and warrant that you are acting as a trader i.e. that you are acting in the course of a business, trade or profession.

A Service User is a business or consumer who uses the Website to contact Service Professionals to obtain information from or to book and pay for their services.

We have agreed to allow Service Professionals to use our Website to advertise services on our Website and all information submitted must be in accordance with these terms and conditions.

At no time will a contract come into existence as between us and Service Users in regard to the service provided by a Service Professionals.  Any contract formed between a Service Provider and a Service User will be solely between the Service Provider and the Service User.

You must be over the age of 18 to register with us.

There are a number of definitions that we use in this Agreement – these can be found at clause 31

 

A  TERMS SPECIFIC TO SERVICE USERS

 

1  About this Website

1.1  Please read these terms, and specifically clauses 1 to 10 and 24 to 32 which apply to your Registration with Us.

1.2  By registering to use the Website you can obtain information and/or request services from Service Professionals who appear on the Website.

1.3  How to request the services of Professional Users and the process that follows to secure a Services Contract is set out in clause 24.

1.4  How and when payments for services should be made are set out in clause 25.

1.5  All prices stated on the Website are in Great British Pounds (£) and we have no control over the exchange rate at any time including when the prices were advertised by Service Professionals or when a Services Contract has been completed and payment is due.

1.6  We reserve the right to withdraw or amend the service provided on this Website without notice.  We shall not be liable if for any reason our Website is not available at any time or for any period. From time to time, we may restrict access to some parts of the Website, or the entire Website, if required. We aim to update the Website regularly and may change the content at any time. We may therefore have to suspend access to the Website or close them if necessary.

1.7  You are responsible for making all arrangements necessary for you to have access to the Website and for ensuring that all persons who access the Website through your internet connection are aware of these Terms and that they comply with them. In order to use the Website properly, you must have the necessary hardware, software and reliable internet access, none of which is our responsibility and is your entire responsibility.

1.8  We cannot guarantee that the services on the Website will be uninterrupted or will achieve particular results, or the integrity or security of data contained therein, except to use its reasonable endeavour to rectify faults if they do occur

 

2  Information on the Website

 

2.1  We use our best endeavours to keep the information that we place on the Website as accurate as possible but we are under no obligation to update the Website.

2.2  We have no responsibly for information on the Website given by Service Professionals and we have no liability or responsibility as to the accuracy, reliability or completeness of any information on this Website.

2.3  We do carry out limited verification checks as to the identity of the Service Professionals registered with us but we make no warranties in regard to the services they provide, nor have we vetted the services they provide.  We do not recommend or endorse any Service Professional.  We do not verify the accuracy or truth or completeness of and shall not be liable for and accept no responsibility for any information presented including, but not limited to, information presented by Service Professionals, liability in connection with any connections made directly with Service Professionals, or any circumstances that may arise from your use of the Website. 

2.4  Where you post information on the Website you understand that the information you provide will be open to the public to view however, no contact information will appear.  This will only be provided to Service Professionals that are Registered with Us.  Any information you place on the Website must be in strict compliance with our Website User and Acceptable Use policies 

2.5  Links to Service Providers or other websites.  Any links provided on the Website to Service Providers or other websites are not intended to provide an endorsement by us and we will have no liability or responsibility for the content contained therein or those websites whatsoever.

 

3  Limit of relationship

 

3.1  We are not liable for any information given on the Website or directly to you by a Service Professional or for any goods or services (lack thereof or failure to meet legal requirements) provided by a Service Professional.

3.2  We do not provide any of the services listed by Service Professionals on the Website.

3.3  By using this Website and/or registering to use the Website, you agree and accept that no legal relationship is created between you and us.

3.4  We make no representations or guarantees as to the services being offered or advertised by Service Professional. We simply allow Service Professionals to use our Website to advertise goods and services, and for you to use the Website to contract to pay for those goods and services from Service Professionals.

3.5  All of the Service Professionals using our Website have given a warranty that they will provide their goods and services in accordance with their obligations under laws applicable to the Country in which the services are provided but we do not verify that information and therefore we give no guarantee or warranty in that regard.  You are solely responsible for making your own checks in regards to the Service Professionals skills to undertake the work that you are wishing for them to complete.

 

 4  Termination

 

4.1  We may suspend or permanently terminate your use of the Website if you breach any of the provisions of the terms set out in this agreement.

4.2  You may terminate this Agreement at any time by contacting us using our contact details on our Contact Page link and providing that you have no live Service Contracts at the date of termination, we will close your Registration account.

4.3  If you wish to terminate this Agreement whilst a Services Contract is live, then termination will take place once the Services Contract has been completed and payment has been made to the Service Professional or upon your giving notice to the Service Professional that you wish to cancel the Services Contract before it commences (but you may be liable to the Services Professional for compensation as a result of the breach of contract – see clause 5.

  

 

5  Cancellation of a Services Contract –

 

5.1  If you are a consumer in the European Union, you have a legal right to a “cooling off” period within which you can cancel some contracts entered into online for any reason.  This period begins once you have entered into a Services Contract with the Service Professional and ends after the 14th day that the Services Contract was entered into.

5.2  - There are some contracts where the cooling off period does not apply for example, hotel bookings, flights, car hire, concerts and other event tickets; or where the Service Professional is carrying out urgent repairs or maintenance; or services related to leisure activities if the contract provides for a specific date or period of performance (i.e. a massage appointment at salon); or catering services for specific dates (i.e. a wedding or birthday party).

5.3  If you have requested a Services Contract to begin within the cooling off period you are required to make an express request to that effect.  By requesting the Services Contract within the cooling off period, this amounts to your express consent.  By requesting that the Services Contract is to start or be completed begin within the 14 day cooling off period you acknowledge and agree to the following:

5.3.1   If the Services Contract is fully performed within the 14 calendar day cooling off period, you will lose your right to cancel after the Services are complete.

5.3.2   If you cancel after provision of the Services Contract has begun but is not yet complete you will still be required to pay for the Services provided up until the point at which you inform the Service Professional that you wish to cancel.  The amount due shall be calculated in proportion to the full price of the Services and the actual Services already provided. 

5.3.3  Whether you have requested a Services Contract to commence within the cooling off period, or whether you are outside of the cooling off period:

If you cancel a Services Contract at least 24 hours before the Services Contract was due to be completed, you will not be charged any fee by the Service Professional;

If you cancel a Services Contract within 24 hours but at least 12 hours before the Services Contract was due to be completed, you will be charged 45% of the total fee due to the Services Professional;

If you cancel a Services Contract within 12 hours but at least 6 hours before the Services Contract was due to be completed, you will be charged 35% of the total fee due to the Services Professional;

If you cancel a Services Contract with less than 6 hours’ notice before the Services Contract was due to be completed, you will be charged 25% of the total fee due to the Services Professional.

If you fail to give any notice but do not attend a fixed appointment then you will be charged the full fee by the Service Professional.

 

  

6  Limit of liability

 

6.1  To the extent permitted by law, we have no liability whatsoever relating to the information on this Website, or the services advertised by Service Professionals.  This does not affect your statutory rights under English Law.  We do not limit or exclude our liability for death or personal injury caused by our negligence, fraudulent misrepresentation or any other liability which we cannot exclude by law.

6.2  We shall not be liable for losses or damages (whether direct, indirect or consequential) whatsoever, whether in contract, tort (including negligence), or otherwise arising from this Website or the use of the Platform, or from any interruption or delay in accessing this Website.

6.3  By agreeing to these terms, you agree to fully indemnify, defend and hold Us harmless our officers, directors, employees, contractors, agents, suppliers, service providers, licensors and third party partners from and against all third party claims, costs, losses and/or liabilities relating or arising in connection with any illegal use of the Website, any breach of your representations or warranties or any violation of these terms by you or anyone to whom you allow access to the Website using your internet connection and or registration details.

  

 

7  Your Information

 

 We process information about you in accordance with our Privacy and Cookies Policy

 

  

8  Registration 

 

8.1  By registering to use the Website you agree that:

 

•          you have read, understood and agree to all of the terms set out in this Agreement (and all other Terms referred to as if they were set out in full within this Agreement); 

•          you are over the age of 18 and that you have the legal capacity to enter into and be bound by these terms; 

•          you understand that we are only acting as a platform and that the contract for services to be provided by Service Professional is only between you and the Service Professional;

•          the information that you provide to us is accurate; 

•          you will keep any username and password that we supply to you private and shall not allow another person to use those details to purchase goods via the Website

8.2  These terms do not affect your statutory rights.

8.3  We reserve the right to refuse to accept your registration or to suspend or deny access to the Website if you breach of the terms set out in this Agreement. 

8.4  There is no fee to you to register to use the Website as a Service User. 

 

 

9  Complaints about our Website 

 

We hope that you will be happy with the service provided within our Website, however, if you do have any complaints regarding the service we provide then please contact us by email to support@usethelist.com.  Whilst the UK is a member of the European Economic Union, you can also submit a complaint about an online resolution to the European Commission Online Dispute Resolution platform if you are a resident in the European Union. 

If you have any complaints in regards to the services provided by Service Professional then please see clause 26.

 

10  Force Majeure

  

We will not be liable if we are prevented or delayed in performing our obligations under these terms due to Force Majeure.

 

 

 

TERMS SPECIFIC TO SERVICE PROFESSIONALS

  

11  Supply of Services

 

11.1  This Agreement commences on the Commencement Date for a Term and until it is terminated in accordance with clause 19.

11.2  The procedure for applying for Registration and Our Services is set out in clause 12. 

11.3  During the Term and at the expiry of the Term We hereby grant the Service Professional a non-exclusive, non-transferable license to use the Website solely for the purpose of accessing and using the Service in accordance with the terms of the Agreement and for no other purpose whatsoever.

 

 12  Registration

 

12.1  Upon completion of a registration request form, we will ask you to provide us with verification information regarding your business

12.2  The submission of a registration request form will constitute an offer by you to use the Services on the terms of this Agreement.

12.3  We may accept or reject a registration request at our discretion. A registration request will not be accepted, and no binding obligation to supply any Services will arise, until the earlier of Our receiving from you all information that we request to verify your business status and any other informant that we require, and thereafter

•          Our written acceptance of the request; or 

•          Our supplying the Services or notifying you that we have commenced supply of the Services (as the case may be).

12.4  Rejection by us of a registration request, including any communication that may accompany such rejection, will not constitute a counter-offer capable of acceptance by you. 

 

 

13  Delivery of Services

 

13.1  Once a registration request has been accepted, the Service Professional will usually be able to place Advertisements on the Website within 24 hours but time is not of the essence.

13.2  If the Service Professional breaches any of the terms of this agreement We may at a sole discretion:

terminate this Agreement;

refuse to accept any subsequent registration requests from the ex-service professional;

recover from the Service Professional all losses, damages, costs and expenses incurred by Us arising from the Service Professional's default.

13.3  We will not be liable for any delay in or failure of delivery to the extent caused by:

the Service Professional’s failure to: (i) provide us necessary information to provide our Services, (ii) provide Us with adequate instructions for supply or otherwise relating to the Services; or an event of Force Majeure.

 

14  Warranties

 

 

 

14.1  The Services delivered by Us will be supplied with reasonable skill and care.

 

 

 

14.2  We will not be liable for any failure of the Services to comply with clause 14.1:

 

      i.         where such failure arises by reason of the Service Professional's wilful damage or negligence;

 

    ii.         to the extent caused by the Service Providers failure to comply with the Our reasonable instructions as to: (i) use or benefit from the Services, or (ii) good practice in relation to use or benefit from the Services;

 

   iii.         to the extent caused by the Us following any specific requirement of the Service Provider in relation to the Services;

 

   iv.         to the extend caused by Our changing our host server.

 

 

 

14.3  We will comply with all UK applicable laws, standards and good industry practice in the supply and delivery of the Services.

 

 

 

14.4 The Service Provider warrants that it/he/she will;

 

 

 

14.4.1 Ensure that, both in relation to the Services Contract and generally, it complies with all statutory requirements relating to the provision of goods and/or services in the country in which the Services Contract is performed, and if performed in the United Kingdom specifically pursuant to English Law including (but not limited to) the Consumer Rights Act 2015, the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 (which, among other matters, affords consumers 14 days in which to cancel contracts entered into online or at a distance) and any other information which it is obliged to give consumers under UK law and that all goods and services provided will comply with a customer’s legal rights as required by the laws of the United Kingdom or the country in which the Services Contract is completed and, will ensure full compliance with the General Data Protection Regulation regardless of whether the Service Provider is based in the European Economic Union, and any other data protection legislation in force in the country in which the Services Contract is completed.

 

 

 

14.4.2 Ensure that Service Users are fully aware of the Service Professional’s own terms and conditions, opening times, pricing of the services to be supplied, complaints procedure etc and to specifically state whether the Service Provider has in place suitable and adequate public liability insurance.

 

 

 

14.4.3 Ensure that it complies with all national Codes of Practice including Codes of Conduct laid down by the British Code of Advertising Practice and other advertising codes or legislation that apply in the country in which the services are to be provided.

 

 

 

14.4.4 Read the terms and conditions from time to time that apply to the Service User’s use of the Website so that it remains fully aware of what terms the Service User are entering when using the Website, and our Policies.

 

 

 

14.4.5 To notify Us promptly of any unauthorised use of the Service Professional’s account details or the Website.

 

 

 

14.4.6 Make it clear in any advertising or listing material that the advertisement has been placed by the Service Professional acting in the course of a profession, trade or business.

 

 

 

14.4.7    to be solely responsible for providing and maintaining all computer equipment for the Service Professional to access the Service

 

 

 

14.4.8 to be solely responsible for any data, information or advertising material submitted by the Service Professional on our Website or to Us in connection with the Service.

 

 

 

14.4.9 The Service Professional shall, at its own cost, be responsible for obtaining (or obtaining relief from any requirements for) all regulatory approvals which it is required to obtain.

 

 

 

14.4.10 To ensure that all information that the Service Professional puts in the Website or makes available via the Website for Service Users is true and accurate and that if further confirms that: i) the publication of the advertisement will not breach any contract, infringe the copyright, trademark or other right of any third party and is not libellous of any person; ii) all licences and consents from third parties necessary for the publication of the advertisement have been obtained and paid for, including consent from living persons identified in copy or pictures (photographic or otherwise); iii) the advertisement does not unlawfully discriminate on grounds of age, sex, race or religion; iv) the advertisement is not promoting illegal goods and/or services; v) in respect of a financial advertisement (including insurance), the contents have been approved by, or the advertiser is, an authorised person within the meaning of the Financial Services and Markets Act 2000 as may be amended or replaced, or the advertisement is otherwise permitted under that Act; vi) in respect of credit or hire advertisements, the contents comply with the Consumer Credit (Advertisements)(Amendment) Regulations 2007, as may be amended or replaced; vii) a Service Professional using a third party service provider shall be solely responsible for ensuring the accuracy of copy and the timeliness of its delivery and that no advertisement will be placed by the Service Professional in regards to adult services and pornography, that is offensive in any way, illegal or immoral.

 

 

 

14.4.11  That the Service Professional will, if requested by the Service User, follow the Complaints Procedure  offered by US and that it will accept Our decision as binding and understanding that the Service User is not bound by our decision.

 

 

 

14.4.12  Comply with all income and other tax and VAT legislation in force within the country in which the Service Professional resides and/or the Services Contract is performed.

 

 

 

14.4.13  Inform us immediately of any change in the Service Professional’s trading status, memberships or of any factor that it is reasonable to assume would affect its Registration.

 

 

 

14.4.14 Agree to the Service User using our feedback portal to leave feedback in regards to the services provided by the Service Professional.  We will not review any information posted by Service Users on the Website.  If a Service Professional believes that information given is incorrect or in breach of these terms the Service Professional must inform Us immediately, and we will aim to remove it (if at our total discretion We believe it should be removed) within a reasonable period of time.

 

 

 

14.4.15  Set out all fees and charges for the services to be provided in Great British Pounds (£).  The Member Seller understands and accepts that we have no control over the exchange rates that will be applicable at both the time the fees are charges are set out on the website, or at the time payment is due for a Successfully Completed Transaction.

 

 

 

14.5  The Service Profession shall act as the principal in relation to the Services Contract and provision of any services made with the Service User. To the extent necessary, the Service Professional must fully empower and grant to Us explicit authorisation to conclude a Services Contract on the Service Professional’s behalf when the Service User makes payment.

 

 

 

14.6  The Service Professional will not amend any Services Contract and shall honour the rates advertised on the Website at the time the Services Contract was concluded. The Service Professional acknowledges that Services Contracts can be made in advance on the Website. The Service Professional agrees to handle any Services Contract in compliance with the Information contained on the Website at the time the Services Contract was accepted, including any supplementary information and/or wishes made known by the Service User.

 

 

 

15  Cancellation of a Services Contract by a User

 

 

 

15.1  The Service Professional agrees and accepts the cancellation policy given to Service Users as stated in clause 5 of this Agreement and undertakes to adhere strictly to that cancelation policy.

 

 

 

15.2  The Service Provider will notify Us and the Service User immediately in writing and (at its own cost and risk) and either provide alternative services or offer a full refund to the Service User.  The Service User understands and accepts that in the event that a Services Contract is not honoured the Service User may be liable to the Service User in damages under applicable laws in force at the time of the Services Contract and/or cancellation.

 

 

 

15.3  In the event of cancellation by the Service Professional, it will be liable to pay Us an administration fee of £10.00 for each and every cancellation.

 

 

 

15.4  We will deduct the cancellation fee from any other payments that We are due to pay the Service Professional however, where no such payment is due, we will send to the Service Professional an invoice setting out the fee, which must be paid within 14 days of the date of the invoice.

 

 

 

 

 

 

 

 

 

16 Fees

 

 

 

16.1  The Service Provider will pay to us a Fee at the rate of 3% of the total value of the Services Contract for each Successfully Completed Transaction, or 3% of the amount paid by a Service User where a Services Contract does not complete but on which the Service User is still liable to make a payment (for example, where the Service User cancels the Service Contract and is subject to a cancellation fee).

 

 

 

16.2  Our Fees will be automatically deducted from the fees received from the Service User before payment of the remainder is made to the Service Professional.

 

 

 

16.3  We reserve the right to change the Fee from time to time and the higher rate will be applicable upon all Successfully Completed Transactions that take place 30 days after we have notified the Service Professional of the higher Fee rate.

 

 

 

16.4  At the Commencement Date of this agreement, we will not charge VAT on the Fees.  If at any time VAT does become chargeable, we will notify you in writing and thereafter all Fees will then be exclusive of VAT and VAT will then be charged at the prevailing rate when the Fees fall due.

 

 

 

16.4  Where a Service User invokes a complaint that is successful, the Service Professional will still be liable to pay the Fee at the level it would have been payable on a Successfully Completed Transaction had the Services Contract not been in dispute.

 

 

 

17  Limitation of liability

 

 

 

17.1  Neither party to this Agreement limits or excludes its liability for:

 

17.1.1 death or personal injury caused by negligence; or

 

17.1.2 fraud or fraudulent misrepresentation; or

 

 

 

17.2     Without prejudice to clause 17.1 Our total aggregate liability under or in connection with this Agreement, whether arising in tort (including negligence), contract or in any other manner will not exceed the total Fees paid to Us by the Service Professional in the preceding 3 months.

 

 

 

17.3     Without prejudice to clause 17.1, the Service Professional’s total aggregate liability under or in connection with this Agreement, will not be limited.

 

 

 

17.4     Without prejudice to clause 17.1 We will not be liable to the Service Professional for any:

 

17.4.1 loss of profits or revenues; or

 

17.4.2 loss of, or damage to, data or information systems; or

 

17.4.3 loss of contract or business opportunities; or

 

17.4.4 loss of anticipated savings; or

 

17.4.5 loss of goodwill; or

 

17.4.6 any indirect, special or consequential loss or damage.

 

 

 

18  Indemnity

 

 

 

18.1  The Service Professional will indemnify Us and hold Us harmless from and against any losses, damages, liability, costs and expenses (including professional fees) incurred by it as a result of any action, demand or claim:

 

18.1.1 that the Service Professional is in breach of any applicable laws as a result of any act or omission of the Service Professional;

 

18.1.2 made against Us by a third party (including a Service User) arising from any defect in the services provided by the Service Professional or by the Service Professional’s breach of this Agreement;

 

18.2.3 is in breach of the Advertising Code of Conduct or any other advertising codes of conduct;

 

each being a Claim.

 

 

 

18.2  In the event that either party receives notice of any Claim that affects the other party to this Agreement, it will:

 

18.2.1 notify the other in writing as soon as reasonably practicable;

 

18.2.2 not make any admission of liability or agree any settlement or compromise of the Claim without the prior written consent of each other  (such consent not to be unreasonably withheld or delayed);

 

18.2.3 take all reasonable steps to minimise the losses that may be incurred by it or by any third party as a result of the Claim; and

 

18.2.4 provide each other with all reasonable assistance in relation to the Claim (at the Service Professional's expense).

 

 

 

19  Termination

 

 

 

19.1  During the Term this Agreement may be terminated:

 

 

 

19.1.1 By Us where there is a breach of this Agreement by Our giving not less than 2 Business Days’ notice in writing to the Service Professional where there is material breach of this Agreement and such breach is not remediable or, if capable of remedy, is not remedied within 1 Business Days of receiving written notice to do so; or

 

 

 

19.1.2 by the Service Professional giving 90 days’ notice to terminate its Registration.  The Service Professional will still be liable for all Fees that result in a successfully completed transaction if the Services Contract was requested or commenced prior to termination but completes after termination.

 

 

 

19.3  The following clauses of this Agreement will survive termination, howsoever caused:

 

Clause 17 (limitation of liability);

 

Clause 18 (indemnity);

 

Clause 19 (termination);

 

clause 23 (restrictions)

 

clause 30 (general);

 

clause 32 (governing law and jurisdiction),

 

together with any other provision of this Agreement which expressly or by implication is intended to survive termination.

 

 

 

20  Confidential information

 

 

 

20.1     Each party undertakes that it will keep any information that is confidential in nature concerning the other party, the terms of this Agreement and the information relating to any Service User.

 

 

 

20.2     A party may:

 

20.2.1 disclose any Confidential Information to any of its employees, officers, representatives or advisers (Representatives) who need to know the relevant Confidential Information for the purposes of the performance of any obligations under this Agreement, provided that such party must ensure that each of its Representative to whom Confidential Information is disclosed is aware of its confidential nature and agrees to comply with this clause 11 as if it were a party;

 

20.2.2 disclose any Confidential Information as may be required by law, any court, any governmental, regulatory or supervisory authority (including, without limitation, any securities exchange) or any other authority of competent jurisdiction to be disclosed; and

 

20.2.3 use Confidential Information only to perform any obligations under this Agreement.

 

 

 

20.3     Each Party recognises that any breach or threatened breach of this clause xx may cause irreparable harm for which damages may not be an adequate remedy. Accordingly, in addition to any other remedies and damages, the Parties agree that the non-defaulting Party may be entitled to the remedies of specific performance, injunction and other equitable relief without proof of special damages.

 

 

 

21  Dispute resolution

 

 

 

21.1     The Parties will attempt in good faith to negotiate a settlement to any dispute between them arising out of or in connection with this Agreement within 14 Business Days of either party notifying the other of the dispute.

 

 

 

21.2     Nothing in this dispute resolution procedure will prevent the parties from seeking from any court of competent jurisdiction an interim order restraining the other Party from doing any act or compelling the other Party to do any act.

 

 

 

21.3     If the dispute cannot be resolve then We may consider but are not bound  to use an Alternative Dispute Resolution Service.

 

 

 

21.4     The obligations of the parties under this Agreement will not cease or be suspended or delayed by the reference of a dispute to mediation (or arbitration) and each party, its subcontractors and their Representatives will comply fully with the requirements of this Agreement at all times.

 

 

 

21.5     For any disputes arising between the Service Professional and Service User see clause 26.

 

 

 

22  Force Majeure

 

 

 

22.1     A Party will not be liable if delayed in or prevented from performing its obligations due to Force Majeure, provided that it:

 

22.1.1 promptly notifies the other of the Force Majeure event and its expected duration; and

 

22.1.2 uses reasonable endeavours to minimise the effects of that event.

 

 

 

22.2     If, due to Force Majeure, a party:

 

22.2.1 is or will be unable to perform a material obligation; or

 

22.2.2 is delayed in or prevented from performing its obligations for a continuous period exceeding 30 calendar days then the other party may terminate the Agreement on immediate written notice.

 

 

 

22.3     For the duration of a Force Majeure event affecting a party to this Agreement, the obligations of the other Party will be suspended for the corresponding period of time.

 

 

 

23 Restrictions during and after the Term

 

 

 

For the purpose of this clause 2 the following definitions shall apply:

 

 

 

Restricted Service Professional: any present Service Professional of the Website or any person or firm who had registered with us as a Service Professional during the 12 months before Termination (or for the Term if less than 12 months)

 

Restricted Service User:  any firm, company or person who, during the 12 months before Termination (or for the Term if less than 12 months), made use of the Website as a Service User, whether or not that Service User entered into a Services Contract with a Service Professional of the Website;

 

Restricted Person:  any employee of us or ours.

 

Termination:  the termination of the Agreement howsoever caused.

 

 

 

23.1  In order to protect our confidential information and business and customer connections which the Service Professional has access as a result of its Registration with us, the Service Professional covenants with us that the Service Provider will not:

 

 

 

23.1.1 For a period of 2 years after Termination:

 

(a)       enter into any direct agreement with any Restricted Service User with a view to providing any goods or services to that Restricted Service User in competition with us or the Website;

 

(b)       endeavour to solicit or entice away from us any business or custom with any Restricted Service User with a view to providing any goods or services to that Restricted Service User in competition with us or the Website;

 

(c)        offer to employ or engage or otherwise endeavour to entice away from us any Restricted Person or Restricted Service Professional;

 

(d)       offer to employ or engage or otherwise endeavour to entice away from us any Restricted Service Professional or User;

 

 

 

23.1.2 At any time after Termination, represent themselves as connected with us in any capacity, other than as a former Member Seller, or use any registered names or trading names associated with us and the Website.

 

 

 

C  TERMS THAT APPLY TO ALL USERS

 

 

 

24  Formation of Contract between Service Professionals and Service Users

 

 

 

24.1  A contract between the Service Professional and Service User will only come into being once the Service Professional has accepted the Services Contract Request.

 

 

 

24.2  Service Professionals must accept Services Contract Requests within 24 hours of notification, failing which it will be automatically declined.

 

 

 

24.3  Once a Service Professional has accepted the Services Contract Request, We will then provide the Service User with confirmation details and we shall use reasonable endeavours to provide the Service Professional with full details.

 

 

 

25  Payment and Payment Service

 

 

 

25.1  Payments for services must not be made directly to Service Professionals and must be made only using our third-party processing agent, Adyen. 

 

 

 

25.2  Service Users do not need to open an account with Adyen but may make payments as a guest user (or chose to open an account).

 

 

 

25.3   Service Professionals must open an account with Adyen with whom separate terms and conditions will apply https://docs.adyen.com/legal/terms-conditionsWe are not responsible for any account or transaction charges, fees or any other taxes levied by Adyen.  Nor are we responsible for any conversion rates applied by it.

 

 

 

25.4  In order to contract with a Service Professional, payment for the Services Contract must be made to Us. We will then inform the Service Professional that the Services Contract is live and it is only at this point that the contract for services is formed between the Service Professional and Service User.

 

 

 

25.5  Only once We have received notification that the Services Contract has been completed We will release payment to the Service Professional (less our Fees or any other sums that are due to Us by the Service Professional) after 24 hours of notification of completion of the Services Contract by the Service User.

 

 

 

25.6  All payments will be withheld if a Service User invokes the complaints procedure (see clause 26).

 

 

 

26  Complaints

 

 

 

26.1  In the unlikely event the Service User is unhappy with the services of the Service Professional, the Service User should contact us as soon as possible at support@usethelist.com.

 

 

 

26.2  If a Service User raises a complaint to Us within 24 hours of completion of the Services Contract, We will withhold the payment due to the Service Professional whilst We investigate the complaint.

 

 

 

26.3  If the complaint cannot be resolved after a period of 21 days, We will refund the payment received from the Service User back to the Service User in full and the Service Professional will then be liable to make payment to Us directly in regards to the Fee that would have been payable had the complaint not been raised.

 

 

 

26.4  For all complaints received, We will use our best endeavours to liaise between the Service Professional and the Service User to try and resolve the complaint.  This will mean our speaking or emailing the Service User and the Service Professional.  We are not bound to take steps to resolve the complaint.

 

 

 

26.5  The Service Professional must fully co-operate with Us in dealing with any complaint raised by a Service User.

 

 

 

26.6  This clause 26 is without prejudice to any cause of action the Service User may have against the Service Professional.

 

 

 

27  Compliance with law

 

 

 

Each party will comply and will (at its own expense unless expressly agreed otherwise) ensure that in the performance of its duties under this Agreement, its representatives will comply with all applicable laws and regulations, provided that neither party will be liable for any breach to the extent that such breach is directly caused or contributed to by any act or default of the other party or that party's Representatives.

 

 

 

28  Set-off

 

 

 

The Service Professional must pay all sums that it owes Us under this Agreement free and clear without any set-off, counterclaim, deduction or withholding of any kind, save as may be required by law.

 

 

 

29  No partnership or agency

 

 

 

The parties to this Agreement are independent of each other and are not partners, principal and agent and, save as expressly stated otherwise, this Agreement does not establish any joint venture, trust, fiduciary or other relationship between them, other than the contractual relationship expressly provided for in it. Neither of the parties will have, nor will represent that it has, any authority to make any commitments on the other Party's behalf.

 

 

 

30  General

 

 

 

30.1  Variation.  No variation of this Agreement will be valid or effective unless it is in writing, refers to this Agreement and is duly signed or executed (as the case may be) by, or on behalf of, each party.

 

 

 

30.2  Severance.  If any provision of this Agreement (or part of any provision) is or becomes illegal, invalid or unenforceable, the legality, validity and enforceability of any other provision of this Agreement will not be affected.

 

 

 

30.3  Waiver. 

 

 

 

30.3.1  No failure, delay or omission by either party in exercising any right, power or remedy provided by law or under this Agreement will operate as a waiver of that right, power or remedy, nor will it preclude or restrict any future exercise of that or any other right, power or remedy.

 

 

 

30.3.2  No single or partial exercise of any right, power or remedy provided by law or under this Agreement will prevent any future exercise of it or the exercise of any other right, power or remedy.

 

 

 

30.3.3  A waiver of any term, provision, condition or breach of this Agreement will only be effective if given in writing and signed by the waiving Party, and then only in the instance and for the purpose for which it is given.

 

 

 

30.4  Notices

 

 

 

30.4.1 Any notice given by a Party under this Agreement will:

 

(a)       be in writing and in English;

 

(b)       be sent to the relevant party at the address or email set out in this agreement (for Us) and the registration request form (for the Service Professional and User).

 

 

 

30.4.2  Notices may be given and are deemed received 24 hours from delivery if sent to the correct email address and no notice of delivery failure is received.

 

 

 

30.4.3  All references to time are to the local time at the place of deemed receipt.

 

This clause does not apply to notice given in legal proceedings, arbitration or other dispute resolution proceedings.

 

 

 

30.5  Conflict within an agreement.  If there is a conflict between the terms of this Agreement and the terms of any other documents referred to in this Agreement, the terms of this Agreement will prevail.

 

 

 

30.6  Assignment.  We may assign, transfer, subcontract or deal in any other manner with all of our rights under this agreement without the prior written consent of the other party.  Neither the Service Professional or Service User may assign, transfer, or deal in any other manner with any or all of its rights under this Agreement without the prior written consent of the other party.

 

 

 

30.7  We may sub-contract in any manner any or all of its obligations under this Agreement.

 

Each party confirms it is acting on its own behalf and not for the benefit of any other person.

 

 

 

30.8  Rights of third parties.  No person other than a Party to this Agreement will have any right to enforce any of its provisions.

 

 

 

30.9  Entire agreement

 

 

 

30.9.1  The Parties agree that this Agreement (and Policies referred to herein) constitute the entire agreement between them and supersede all previous agreements, understandings and arrangements between them, whether in writing or oral, in respect of its subject matter.

 

 

 

30.9.2  The Service Professional acknowledges that it has not entered into this Agreement or any documents entered into pursuant to it in reliance on, and will have no remedies in respect of, any representation or warranty that is not expressly set out or referred to in this Agreement or any documents entered into pursuant to it, except in the case of fraudulent misrepresentation.

 

 

 

31  Definitions and interpretation

 

 

 

31.1  In this Agreement, unless the context requires otherwise:

 

 

 

Adyen means the third-party payment provider who will process all payments;

 

Advertising means the placing of all and any information placed on our Website by a Service Professional in respect of the services it supplies;

 

Business Day means a day other than a Saturday, Sunday or bank or public holiday in England;

 

Cancellation Policy means the cancellation terms that are offered by Service Professionals.

 

Commencement Date means the date of this Agreement;

 

Complaints Procedure means the procedure in place for Service Users to raise a complaint and the process followed by Us in regard to such a complaint;

 

Fees means the amount of commission we charge Service Professionals for each Successfully Completed Transaction at such rates as agreed between us and the Service Professional;

 

Force Majeure means an event or sequence of events beyond reasonable control preventing the Seller or Us delaying from performing the obligations under this Agreement save that an inability to pay is not a Force Majeure event;

 

Good Practice means, in relation to the services and or goods provided, that the Service Professional will comply with all applicable laws in relation to the supply of services in the Country and region in which they are provided and with the British Code of Advertising Practice (or such other national legislation as may be applicable to the Service Professional). 

 

Intellectual Property Rights means copyright, rights in confidential information, Know-how, trade secrets, trademarks, service marks, trade names, design rights and all similar rights of whatever nature and, in each case: (i) whether registered or not, (ii) including any applications to protect or register such rights, (iii) including all renewals and extensions of such rights or applications, (iv) whether vested, contingent or future and (v) wherever existing;

 

Parties means Us, the Service Professional and/or the Service User, as the context permits.

 

Platform means www.usethelist.com

 

Registration means the access that Service Professionals will have to our Services and the Website when creating account with Us and the access given to Service Users to use Platform provided by Us 

 

Services means, as the context permits, the Services that we have agreed to provide pursuant to the terms of this Agreement;

 

Services Contracts means the contract that the Service Professional enters into with a Service User;

 

Services Contract Request means the request by the Service User to accept a quotation submitted by a Service Professional;

 

Service Professional means an individual, firm or company who has or has requested Registration our Website whether acting as a limited company, partnership or sole trader and includes all employees and agents.

 

Service User means a business, an individual or consumer requesting information or the provision of services from the Service Professional;

 

Successfully Completed Transaction means when a Service User has confirmed that the Services Contract has been completed and payment is made to the Service Professional;

 

Term means the duration of this agreement;

 

VAT means value added tax, as defined by the Value Added Tax Act 1994.

 

We/Us/Our means MAMMALO TECHNOLOGY LTD a company registered in England with company number 10814659 whose registered office is at 43 Portsea Hall Portsea Place, London, United Kingdom, W2 2BW.  Email support@usethelist.com

 

Website means http://www.usethelist.com

 

You/Your means the person who has a Registration with us, as the context permits.

 

 

 

31.2  This Agreement is to be interpreted in accordance with the following:

 

 

 

31.2.1 each gender includes the others and the singular includes the plural and vice versa;

 

31.2.2 references to clauses are to clauses of this Agreement;

 

31.2.3 'including' means including without limitation and general words are not limited by example;

 

31.2.4 references to persons include individuals, unincorporated bodies, government entities, companies and corporations;

 

31.2.5 clause headings do not affect the interpretation of this Agreement;

 

31.2.6 a reference to a statute or a statutory provision is a reference to it as in force as at the date of this Agreement or amended, extended, re-enacted or consolidated from time to time except to the extent that any such amendment, extension or re-enactment would increase or alter the liability of either party under this Agreement;

 

31.2.7 a reference to a statute or a statutory provision includes all subordinate legislation made from time to time under that statute or statutory provision;

 

31.2.8 references to time will mean London (United Kingdom) time, unless otherwise stated;

 

31.2.9 'in writing' means communication by letter or fax or email and written will be interpreted accordingly;

 

31.2.10 references to books, records or other information include paper, electronically or magnetically stored data, film, microfilm, and information in any other form; and

 

31.2.11 reference to any English action, remedy, method of judicial proceeding, court, legal document, legal concept, legal status, legal doctrine or thing will in respect of any jurisdiction other than England be deemed to include what most nearly approximates in that jurisdiction to the English equivalent;

 

31.2.12 references to a Party or Parties means the Us and the Service Professional or Service User as the context permits.

 

 

 

32  Governing law and jurisdiction

 

 

 

32.1  This Agreement and any dispute or claim arising out of, or in connection with, it, its subject matter or formation (including non-contractual disputes or claims) will be governed by, and construed in accordance with, the laws of England and Wales.

 

 

 

32.2  The Parties irrevocably agree that the courts of England and Wales will have exclusive  jurisdiction to settle any dispute or claim arising out of, or in connection with, this Agreement, its subject matter or formation (including non-contractual disputes or claims).

 

 

Last Updated 6th August 2018