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Terms and Conditions
Terms and Conditions for the use of the Cleanzy Platform
These General Terms and Conditions ("General Terms") apply between Cleanzy UK Limited (hereafter referred as the “Company”, "Cleanzy" or "Service Provider") and all of their subsidiaries, business identity number 12128046, having its registered address at 53 London Road, London, England, SW17 9JR, and Cleanzy’s customers, both private and business customers (hereafter referred collectively as “Customer"). These General Terms and Conditions enter into force on August 8, 2019 and are available on the Cleanzy’s website www.cleanzy.com ("Website").
1. These terms 1.1 What these terms cover. These are the terms and conditions on which the relevant service provider supplies products to you, whether these are cleaning services and/or cleaning products and equipment. 1.2 Why you should read them. Please read these terms carefully before you submit your order to us. 1.3 Are you a business customer or a consumer? In some areas you will have different rights under these terms depending on whether you are a business or consumer. You are a consumer if: • You are an individual. • You are buying products from us wholly or mainly for your personal use (not for use in connection with your trade, business, craft or profession). If you are a business customer this is our entire agreement with you. If you are a business customer these terms constitute the entire agreement between us in relation to your purchase. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of us which is not set out in these terms and that you shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this agreement.
2. Subject matter and purpose of the terms
These General Terms and Conditions apply to the use of the website www.cleanzy.com made available by Cleanzy UK Limited, 53 London Road, London, England, SW17 9JR, registered at the Chamber of Commerce in London under number 12128046 (hereinafter: Cleanzy). Cleaning Professionals are private entrepreneurs for household services and cleaning work in private households (hereinafter: SERVICE PROVIDER) and for issuing orders for such services (hereinafter: cleaning services) by the purchaser (hereinafter: CUSTOMER) and the use of the services provided for this purpose facilitating services from CLEANZY. Deviations from these General Terms and Conditions must be expressly permitted by CLEANZY.
The agreement regarding the cleaning services is directly concluded by the CUSTOMER with the relevant SERVICE PROVIDER booked by the CUSTOMER within the framework of the Terms and Conditions. CLEANZY is not a party to the cleaning services agreement between the CUSTOMER and the SERVICE PROVIDER and only acts as a facilitator for the service requests which are indicated in the Website, from the CUSTOMER.
3. Use
CLEANZY provides the CUSTOMER with a platform for searching and hiring a SERVICE PROVIDER. The use of the platform and the services of CLEANZY are free of charge for the CUSTOMER. Before the first use of the platform and the first booking request, the customer must register on the platform and accept these Terms and Conditions. CLEANZY confirms the registration to the CUSTOMER by e-mail whereby the access data for the personal user account is also provided. With this confirmation, the user agreement with CLEANZY is established, to which these General Terms and Conditions apply.
The CUSTOMER is required to provide correct and complete details upon registration, in particular with regard to his identity, address, telephone number, e-mail address and bank or credit card details. He must immediately notify CLEANZY of changes during the term of the user agreement by adjusting his user account.
4. Exercise
The CUSTOMER submits requests for cleaning services (hereinafter: booking request or offer) via the platform, via the Cleanzy app, by telephone or by e-mail stating place, time and services to be supplied.
The submitted booking requests are a binding offer from the CUSTOMER to the SERVICE PROVIDER found by CLEANZY or selected by the CUSTOMER in the request for the delivery of the requested services.
CLEANZY will accept the booking request from the CUSTOMER after (automated) the CUSTOMER’s payment details are confirmed. After the order request is confirmed, such request will be seen in the Cleanzy Professional’s Application used by SERVICE PROVIDERS. SERVICE PROVIDER who is willing to provide the requested services will see the SERVICE REQUEST and will be able to claim the SERVICE REQUEST. The SERVICE REQUESTS are claimed in “first come, first served” basis, however, if the CUSTOMER is preffered a specific SERVICE PROVIDER, only the aforementioned SERVICE PROVIDER will be able to see the request until the SERVICE PROVIDER accepts or rejects the request. The SERVICE PROVIDER is fully independent on deciding whether to accept or reject. Moreover, Elite Service Providers will see the SERVICE REQUEST before the other segments, and these segmentation rules will be applied in every case, only the preffered SERVICE PROVIDER option is an exception. When the order request is confirmed, CLEANZY informs the CUSTOMER about this by e-mail and confirms the booking request. When the order request is claimed by a SERVICE PROVIDER, an agreement between CUSTOMER and SERVICE PROVIDER (hereinafter: service agreement) is concluded. The General Terms and Conditions for the Service Agreement apply to the service agreement.
The content of the service agreement is based on the booking request, the price lists stated on the platform, these general terms and conditions and the General Terms and Conditions for the service agreement, the applicable contract law and any other agreements between the CUSTOMER and the SERVICE PROVIDER. SERVICE PROVIDER is not an employee of CLEANZY and CLEANZY does not mediate for employees for the provision of services.
Bookings can be made on a one-off basis or repeatedly, such as a weekly, bi-weekly series of bookings. Recurring bookings must be entered into for a minimum period of four times. CUSTOMERS with repeat booking enter into a minimum purchase obligation during this four-times period, starting on the date of the first booking, up to four times after this date.
All payments from the CUSTOMER to the SERVICE PROVIDER for the reimbursement of the cleaning services are made through a licensed payment service provider.
5. Responsibilities
CLEANZY manages the platform and receives booking requests via the website, via the Cleanzy Mobile App, by telephone or by e-mail and forwards the booking request to the SERVICE PROVIDER via its mobile app for SERVICE PROVIDERS. CLEANZY is under no obligation to ensure that a booking request is accepted by SERVICE PROVIDER. In case of a booking request is not accepted by any SERVICE PROVIDER, Cleanzy will offer a free date change or a refund to the CUSTOMER.
CLEANZY does everything possible to prevent disruptions to the use of the platform, such as connection interruptions or disruptions to the use of the services to the extent that this is technically possible. CLEANZY has the right to limit the possibilities of use temporarily to maintain or further develop the platform.
CLEANZY manages a user account for the CUSTOMER and makes personal access data available for this. The access data may not be shared with third parties. On the user account the service agreements concluded via the CLEANZY platform, via the Cleanzy app, by telephone or by e-mail are mentioned and the related invoices are kept available for inspection.
CLEANZY sends booking requests from the CUSTOMER to SERVICE PROVIDERS if the CUSTOMER has not preferred a specific SERVICE PROVIDER (even then only the SERVICE PROVIDER determines whether he accepts the offer). CLEANZY is not liable for the execution and performance of the service agreements by the SERVICE PROVIDER.
CLEANZY processes the bookings and cancellations of the CUSTOMER in accordance with the provisions of Article 7 of these General Terms and Conditions. If a CUSTOMER wishes to change the time for the cleaning services or cancels the booking, CLEANZY will immediately inform the SERVICE PROVIDER about this.
6. Reviews
After the booked cleaning services have been delivered in accordance with the service agreement, the CUSTOMER will receive an email from CLEANZY with a request to review the cleaning services. After delivery of the booked service, the CUSTOMER can assess the SERVICE PROVIDER by awarding stars (ratings) and badges, if applicable. In addition to the (implementation of the) cleaning services, punctuality and friendliness can also be assessed and other announcements can be entered in a comment field.
Assessments must be based on demonstrable facts. They must be drawn up in a fair and businesslike manner and may not have offensive, defamatory, prosecutable or otherwise illegal content (for example violate industrial property rights of third parties). Reviews that do not comply with the above will not be published or deleted. Reviews always reflect statements from the author (CUSTOMER) and not those from CLEANZY.
The CLIENT knows CLEANZY by sending the assessment free of charge, the spatially and temporarily unlimited user rights to his review text. CLEANZY has the right to dispose of the assessment and in particular to process it for further assessment services, possibly to share it with third parties and to publish it.
Prohibited are unjustified multiple assessments or other forms of attempts to distort the assessment system.
THE CLIENT also acknowladges that if the SERVICE PROVIDER gets a bad rating (1 or 2 stars), CLEANZY, even it is only acts as a facilitator for the service requests, to protect the sake of the quality of its platform, may remove the aforementioned SERVICE PROVIDER from the system or prevent the aforementione SERVICE PROVIDER to claim future service requests.
7. Liability
1. CLEANZY is not liable for the performance of the service agreement by the SERVICE PROVIDER and for damage that the CUSTOMER may suffer as a result of and / or during the delivery of the services.
2. The pages of www.Cleanzy.com also contain links to websites that are managed by third parties and which content CLEANZY may not be aware of. Links to other websites are only intended to facilitate navigation. CLEANZY is not responsible for the content of other websites.
8. Duration Of Termination Of The Agreement
1. The user agreement begins after the confirmation of registration to the CUSTOMER and the release of the platform use by CLEANZY and is concluded for an indefinite period.
2. The user agreement can be terminated by both parties immediately at any time. The cancellation must be in writing (e-mail to [email protected] is sufficient). In the event of cancellation of current service agreements with SERVICE PROVIDER, settlement will be made with due observance of the provisions in paragraph 7 regarding cancellations and rebooking.
3. If the user agreement between CLEANZY and a SERVICE PROVIDER has been canceled for whatever reason and regardless of which party, then CLEANZY is irrevocably entitled to its payment facilities, which it provides pursuant to Article 3 of the AV Service Provider Agreement on behalf of SERVICE PROVIDER, for bookings still in progress and not executed per immediately and to inform the CUSTOMER thereof.
9. Your rights in respect of defective products if you are a consumer 9.1 If you are a consumer we are under a legal duty to supply products that are in conformity with this contract. See the box below for a summary of your key legal rights in relation to the products. Nothing in these terms will affect your legal rights. Summary of your key legal rights This is a summary of your key legal rights. These are subject to certain exceptions. For detailed information please visit the Citizens Advice website www.adviceguide.org.uk or call 03454 04 05 06. If your product is goods, for example cleaning products or equipment, the Consumer Rights Act 2015 says goods must be as described, fit for purpose and of satisfactory quality. During the expected lifespan of your product your legal rights entitle you to the following: a) Up to 30 days: if your goods are faulty, then you can get an immediate refund. b) Up to six months: if your goods can't be repaired or replaced, then you're entitled to a full refund, in most cases. c) Up to six years: if your goods do not last a reasonable length of time you may be entitled to some money back. See also clause Error! Reference source not found.. If your product is services, for example [a support contract for a laptop or tickets to a concert], the Consumer Rights Act 2015 says: a) You can ask us to repeat or fix a service if it's not carried out with reasonable care and skill, or get some money back if we can't fix it. b) If you haven't agreed a price beforehand, what you're asked to pay must be reasonable. c) If you haven't agreed a time beforehand, it must be carried out within a reasonable time.
10. Privacy
1. CLEANZY collects, processes and uses CUSTOMER data, which is published on the platform and freely accessible, in accordance with the privacy protection regulations (Privacy Policy). 2. CLEANZY will make the CUSTOMER's data including the data on services booked by the CUSTOMER available for inspection during the term of the user agreement in the CUSTOMER profile and offer a possibility to change the data. For this, the CUSTOMER must log on to the platform with his e-mail address and password.
3. By accepting these General Terms and Conditions, the CUSTOMER agrees that CUSTOMER’s address will be shared with the SERVICE PROVIDER, so cleaning services can take place.
11. Final Provisions
1. The CUSTOMER agrees that during the use of the platform (active account), CLEANZY may contact the CUSTOMER by e-mail, telephone or post to improve the offers on the platform or to expand, to inquire about his satisfaction with offers on the platform and to inform him about additions, extensions, novelties and collaboration offers.
2. In addition, CLEANZY reserves the right to place any product samples (product samples) with the CUSTOMER in an appropriate framework. The CUSTOMER can inform CLEANZY at any time that he does not wish to receive free samples.
3. CLEANZY reserves the right to change these Terms and Conditions at any time. The amended terms and conditions will be notified to the customer by e-mail no later than two weeks before they take effect, together with information about the possibility of objecting. If the CUSTOMER does not object to the validity of the new General Terms and Conditions within two weeks of receiving the e-mail, the changes to the General Terms and Conditions will apply as agreed. If the CUSTOMER objects to the validity of the new General Terms and Conditions, the aforementioned CUSTOMER may terminate the relationship with Cleanzy anytime before the new General Terms and Conditions come into force.
CLEANING AGREEMENT BETWEEN SERVICE PROVIDERS AND USERS
THIS AGREEMENT is made on the date that the order is made by the User.
BETWEEN:
The Service Provider (Cleaning Professional) - and – The User
(Collectively the “Parties”).
DEFINITIONS
“Address” means an address where Booked Services are to be carried out as identified in the Booking;
“Agreement” means this agreement together with any schedules or annexures hereto, which may be amended by Cleanzy and notified in advance to the Parties;
“Booked Services” means Cleaning Services a User has requested in a Booking;
“Booking” means a reservation made by a User on the Website for a Booked Services to be carried out at a Scheduled Time and Address for the Duration;
“Claim” shall mean any and all present and future claims, actions, demands and rights howsoever arising out of, or in connection with the Services, including any claim for damages, complaint, action, suit, cause of action or proceedings, arbitration, debt due, cost and expense (including legal cost and expense), demand, verdict or judgment arising out of any provisions under statute, award, order or determination whether or not known at the date of this Agreement;
“Cleaning Agreement" means the Cleaning Agreement between the Service Provider and the User for the provision of Cleaning Services that is available on the Website.
“Cleaning Fee” means the fee per hour for Booked Services;
“Cleaning Products and Equipment” means the cleaning products and equipment required to effectively provide the Services;
“Cleaning Product Fee” means the fee charged by Cleanzy for the Service Providers registered to its platform to provide Cleaning Products for the cleaning, if applicable;
"Cleaning Services" means the cleaning services set out in the website;
“Confidential Information” means: (a) any information disclosed, furnished or communicated (in writing, machine readable form, text, drawings, photographs, graphics, designs, plans or any other form whatsoever) by or on behalf of the disclosing party to the receiving party through the receiving party’s directors, officers, employees, representatives, or agents in connection with this Agreement; and
(b) any information which is directly or indirectly acquired or obtained in connection with this Agreement. Unless that information: (i) is or becomes publicly available without breach of this Agreement; (ii) was previously in the possession of the receiving party and was not acquired directly or indirectly from the disclosing party as evidenced by written records; (iii) was lawfully received by one Party without any obligation of confidentiality from a third party; (iv) is independently developed by the receiving party; and (v) is required to be disclosed by law, an order of court/arbitral tribunal, a directive/order of any governmental/regulatory body or the requirements of any relevant stock exchange.
"Contract Price" means the Payment Amount less the Commission payable with respect to a Booked Service.
“User” means a User, being a person or entity, who has made a Booking;
“Duration” means the estimated amount of time the Service Provider will require to undertake the Booked Services in accordance with the Booking;
"Government Authority" means any government or governmental, semi-governmental or judicial entity or authority.
“Cleanzy Insurance Policy” means the insurance policy which enables the Service Provider to be insured against property damage arising from, or as a result of the Cleaning Services provided by the Service Provider. The terms and conditions of the Cleanzy Insurance Policy are stated in separate agreement.
“Cleanzy Services” means the online platform and related administrative, contract and invoice management services provided by the Service Provider.
"Payment Amount" means the amount payable by the User for the total number of hours spent by the Business to perform the Booked Services calculated at the Cleaning Fee rate.
“Scheduled Time” means the time and date the Services are to be undertaken by the Business in accordance with the Booking;
“Service Provider” means the Freelance Cleaning Professional who to perform the service request.
“Website” means www.cleanzy.com and associated Cleanzy mobile phone applications.
STATEMENTS
Cleanzy UK Limited (“Cleanzy”) operates as an online platform www.cleanzy.com through which Users can book Cleaning Professionals for Cleaning Services.
The Cleaning Professionals are independent cleaning services providers who are registered to Cleanzy’s Platform to provide the Cleaning Services.
Cleanzy does not offer the Cleaning Services itself but is a third party facilitator of the contracts between Users and Service Providers. Accordingly, Cleanzy can receive and confirm Users requests for the Cleaning Services, and provide Users to be matched with the preferred Service Provider.
Users enter into two contractual relationships, the first contract being with Cleanzy, governing the Users' access to and use of the Website (“Terms and Conditions for Using Cleanzy Platform” thereafter will be called “Terms”).
The second contract being this contract, between the User and the Service Providers for the provision of the Services (“Agreement”).
Through the Website, the User can create an order and as soon as the order has been made, potential Service Providers will see that order in their Cleanzy Professional App’s main menu. “First come, first served” rule is applied in the Cleanzy Professional App unless the User preferred a specific Service Provider. Segmentation rules prevail to the “first come, first served” rule in the Cleanzy Professional App such that if a Supplier has a higher segment than another, even if they check the Application at the same time, the Supplier with a higher segment will have a chance to claim the request before the one with the lower segment.
THE PARTIES HEREBY AGREE:
BOOKINGS
When the User makes a Booking, the amount of the service is drawn from the Credit Card or Debit Card of the User, and stored in the Stripe System. When the service is done (if the cancellation policy is not applicable), the fee of the Service Provider and the commission fee of Cleanzy are distributed by Stripe. Thus, the User agrees to pay the Payment Amount to the Service Provider through the Website. No cash payments are to be made, and any cash provided to the Service Provider is considered as a tip.
The Service Providers confirm that they are able to comply with the Booking, including the provision of Cleaning Services at the Scheduled Time and Address for the Duration.
OBLIGATIONS OF SERVICE PROVIDERS
In providing the Cleaning Services to the User, the Service Providers shall:
(a) undertake the Cleaning Services on time, with acceptable care and skill; (b) take all necessary steps to avoid any loss and/or damage to the User’s property; (c) deliver the Cleaning Services in a manner, to the greatest extent possible, which gives the desired results as agreed by the Parties; (d) utilise the Duration effectively and efficiently in providing the Cleaning Services; and (e) deliver the Cleaning Products in accordance with the Booked Services, if applicable.
The Cleaning Services will be deemed to have been performed and accepted in accordance with this Agreement, if the User does not, as soon as practicable, but no later than 48 hours after the completion of the Cleaning Services, advise Cleanzy that the Cleaning Services were not performed to an acceptable standard. Cleanzy shall immediately pass on any complaints to the Service Provider and give HappyPoints to the User to be used for the next services, if applicable. Failure to make contact within 48 hours means Cleanzy is unable to assist with a resolution.
If the Service Provider has performed the Services unsatisfactorily, the User shall notify Cleanzy within 48 hours for Cleanzy to take necessary actions for the User satisfaction and service standard of the Service Providers registered to its system. Cleanzy will facilitate the investigation of the User complaint and negotiation for a dispute resolution. The User shall provide photos of the unsatisfactory areas to Cleanzy within 48 hours.
If for any reason, the Service Provider leaves the Address prior to the scheduled end of the Duration, the Service Provider must notify Cleanzy as soon as practicable. If the User allows the Service Provider requests that he/she can leave before the end of the booked time the User will pay for the booked duration with no time reductions.
If the Service Provider does not complete the Cleaning Services within the Duration, he/she must notify Cleanzy immediately that the Cleaning Services were not completed and the reason for non-completion. Cleanzy, acting reasonably, will assist the Parties to determine whether the Booking should be extended, or a new Booking should be made. If the Parties cannot agree, the Service Provider should leave the Address at the scheduled end of the Duration.
Statutory entitlements of the User against the Service Provider over and above the right to a resupply of the Cleaning Services remain unaffected.
The Service Provider shall provide all Cleaning Products if the User has chosen Cleaning Products to be brought for an extra price.
OBLIGATIONS OF USERS
The User shall do all things necessary to enable the Service Provider to efficiently perform the Cleaning Services in accordance with the Booking. The User shall provide the Cleaning Products if they have chosen to do so at the time of Booking, and necessary equipment to conduct cleanings.
The User shall do all things necessary to provide a safe workplace for the Service Provider.
The User acknowledges that if more than one person provides the Cleaning Services under the Booking, the Duration will be divided by the number of persons providing the Cleaning Services. For example, if the Duration of a Booking is two (2) hours and two (2) persons are asked to provide the Cleaning Services under the Booking, the Duration will be divided by the number of persons in the team providing the Cleaning Services (so in this example, the Duration will be reduced from 2 hours to 1 hour).
The User should notify Cleanzy of any damage caused by the Service Provider to the User’s property as soon as practicable, but no later than 48 hours after the completion of the Services.
The User agrees to only book through the Website or App.
PAYMENT
The User agrees that upon the order of the Cleaning Services, Cleanzy, on behalf of the Service Provider will effect the automatic debit of the Payment Amount to the User’s nominated payment method in accordance with the Terms.
Regular services are services with automatic weekly or biweekly renewal. Payment for the first regular service will be made at the time of booking and the subsequent services will be charged when the system generates the next service. Our system will only generate and automatically charge the credit card provided by the client once the previous service has been completed.
CHANGES AND CANCELLATIONS
The day before the service until 09:00; date & time changes or cancellation requests are allowed free of charge. The day before the service from 09:00 to 18:00; date & time changes are allowed free of charge. If the User cancels his/her service, the User will get a refund of 50%. Day before the service after 18:00; time changes are not allowed. If the User changes the date, the User will get a refund of 50%. If the User cancels his/her service, the User is not eligible for any refund. The Booking cannot be amended, extended or cancelled during the performance of the Services, unless a determination has been made pursuant.
The User acknowledges and agrees that if the Service Provider is unable for any reason to perform the Cleaning Services, the Cleaning Services may be performed by another Service Provider pursuant to the Terms. Any fortnightly or other recurring booking cancelled after the first cleaning will be retroactively charged the one-time cleaning rate and any reduced rates charged on the basis of the recurring booking will not apply.
REFUNDS
Should the User be entitled to a refund as a result of a breach of this Agreement by the Service Provider, the refund will be limited to the Payment Amount.
TERMINATION
A Party can immediately terminate this Agreement, if the other Party breaches any material term of this Agreement. The party with the burden of proof shall be the claimant.
This Agreement shall terminate immediately once both Parties have fulfilled their obligations under this Agreement.
FORCE MAJEURE
If, by reason of any event of Force Majeure which was outside the control of a Party resulting in the delay in, or prevention from, performing any of the provisions of this Agreement: (a) then such delay of performance shall not be deemed to be a breach of this Agreement; (b) no loss or damage shall be claimed by a Party from the other by reason thereof; and (c) the Parties shall use their best endeavours to minimise and reduce any period of suspension occasioned by any event of Force Majeure.
An event of Force Majeure shall mean and include fire, flood, casualty, lock out, strike, labour condition or industrial action of any kind, unavoidable accident, national calamity or riot, disease, the enactment of any act of Parliament or the act of any legally constituted authority, any cause or event arising out of or attributable to war or any other cause or event (whether of a similar or dissimilar nature), outside the control of the Parties.
ASSIGNMENT
Neither Party shall be entitled to assign and/or transfer their respective rights and/or obligations under this Agreement without the prior written consent of the other Party.
DISPUTE RESOLUTION
Neither Party shall start arbitration or court proceedings (except proceedings seeking interlocutory relief) in respect of a dispute arising out of this Agreement (“Dispute”) unless it has complied with this clause.
A Party claiming that a Dispute has arisen must give notice to the other party to this Agreement specifying the nature of the Dispute (“Dispute Notice”).
During the seven (7) day period after a Dispute Notice is served (or any longer period agreed in writing by the Parties), each Party must use its best efforts to resolve the Dispute.
If the Dispute is not resolved following the expiration of the fourteen-day period, the Parties must endeavour to jointly engage a Mediator and endeavour to agree on the Mediator’s terms of engagement.
If the Parties fail to agree on the engagement of a Mediator and/or the Mediator’s terms of engagement within twenty (20) days of service of a Dispute Notice, either Party may apply to a local body of accredited mediators to appoint a Mediator and determine the terms of the Mediator’s engagement.
Any information or documents disclosed by either Party under this clause: (a) is on a without prejudice basis; (b) must be kept confidential; and (c) may not be used except to attempt to resolve the Dispute.
Each Party must bear its own costs of complying with this clause, and the Parties must bear equally the costs of any mediator engaged under clauses in General Provisions.
GENERAL PROVISIONS
Time is of the essence in the performance by the Parties of their obligations under this Agreement.
This Agreement must not be amended except by an instrument in writing signed by each of the Parties to this Agreement.
The Parties acknowledge that this Agreement constitutes the entire Agreement and understanding of and between the Parties and that there are no other representations, promises, warranties, covenants, undertakings, terms or conditions, whether oral or in writing, in relation to the subject matter of this Agreement of any force or effect unless contained in this Agreement.
All notices, demands and other communications between the Parties for the purposes of this Agreement shall be in writing and addressed to the Party’s address stipulated in this Agreement.
If a clause is void, illegal or unenforceable, it may be severed without affecting the enforceability of the other provisions in this Agreement.
This Agreement may be executed in any number of counterparts and all such counterparts when executed and taken together will constitute this Agreement.
No right under this Agreement is deemed to be waived except by notice in writing to that effect signed by each party.
No waiver by any party to this Agreement of a breach by any other party shall be construed as a waiver of any subsequent breach.
This Agreement shall be governed by and construed in accordance with the laws of England and Wales, and the Parties agree to submit to the non-exclusive jurisdiction of the Courts of England and Wales.