BUSINESS TERMS AND CONDITIONS

 

BACKGROUND: 

GVW provides its services as an employment business, as defined by the Conduct of Employment Agencies and Businesses Regulations 2003.

 

  1. Definitions and Interpretation 

1.1 In these Terms and Conditions, unless the context otherwise requires, the following expressions have the following meanings:

 

“Agreed Working Hours” means the working hours applicable to a particular Assignment;
“Assignment” means a project or period of work for which the Freelance Consultant is supplied to a Client;
“Employment Business” Global Village Worker Ltd, Company number 12888898 of 4 Old Park Lane, Queens Lodge, London, England W1K 1QW
“GVW” ‘Global Village Worker,GVW
“Intellectual Property” means all vested contingent and future intellectual property rights including but not limited to copyright, trade marks, service marks, design rights (whether registered or unregistered), patents, know-how, trade secrets, inventions, get-up, database rights and any applications for the protection or registration or these rights and all renewals and extensions thereof existing in any part of the world whether now known or in the future created;
“Moral Rights” means all rights arising out of Chapter IV of the Copyright, Designs and Patents Act 1988;
“Presentation Offer” means an offer letter sent to the Freelance Consultant as defined in Clause 3;
“Services” means the temporary work finding and representation services provided by GVW;
“Freelance Consultant” means an individual seeking temporary work assignments who wishes to use the Services of GVW;
“Term” means the term of the contract which shall be agreed between the Parties; and
“Timesheet” means a timesheet supplied by GVW for completion by the Freelance Consultant and signing by the Client.

 

2. The Contract

2.1 Any and all business entered into by GVW with a Freelance Consultants is subject to these Terms and Conditions.  In the event of any conflict with any other terms and conditions, these Terms and Conditions shall prevail unless otherwise agreed in writing by a director of GVW, the Freelance Consultant and the Client.

2.2 GVW, the Client and the Freelance Consultant shall be deemed to have entered into a contract upon the Freelance Consultant’s full and unconditional acceptance of the Job Presentation Offer.

2.3 Nothing in these Terms and Conditions shall create a contract of employment between GVW and the Freelance Consultant or between the Freelance Consultant and the Client.

 

The Job Presentation Offer

3.1 The Job Presentation Offer shall contain details of the proposed relationship between GVW and the Freelance Consultant and shall have a copy of these Terms and Conditions attached thereto, accessible via the link https://globalvillageworker.com/T&C-Consultant .

3.2 Details of the nature of work required by the Freelance Consultant shall be contained within the Job Presentation Offer.

3.3 The Job Presentation Offer shall remain open for acceptance by the Freelance Consultant for a period of 7 days.  If the Freelance Consultant fails to accept the Job Presentation Offer within that time period the Presentation Offer shall lapse and shall not be capable of acceptance.

4. The Services

4.1  GVW shall provide the Services as an employment business in accordance with the Employment Agencies Act 1973 and the Conduct of Employment Agencies and Businesses Regulations 2003.

4.2 GVW shall represent the Freelance Consultant in all matters relating to the finding of Assignments and all negotiations and agreements relevant thereto.

5. Payment

5.1 All wages due to the Freelance Consultant and the payment intervals thereof shall be calculated prior to the commencement of an Assignment.  Such wages shall be based upon an hourly rate. The Freelance consultant will be liable to pay their own PAYE, National Insurance contributions and any further deductions required by law, where appropriate.

5.2 Payment of wages to the Freelance Consultant by GVW shall be made upon the presentation by the Client to GVW of a completed and signed Timesheet in accordance with Clause 8.

5.3 In the event that details on a Timesheet are contested by the Client, the Freelance Consultant may be required to assist in the resolution of any dispute.  Failure to cooperate in such matters may result in a delay in the payment of wages to the Freelance Consultant.

5.4 GVW shall not withhold, delay or in any way alter the Freelance Consultant’s wages as a result of any non-receipt or alteration of payments by the Client to GVW.

6. GVW’s Obligations

6.1 GVW shall provide the Services with reasonable skill and care, commensurate with best practice in GVW sector and in accordance with any and all codes of practice and statutory requirements including but not limited to the Agency Workers Regulations 2010.

6.2 GVW shall use its best and reasonable endeavours to find and secure suitable Assignments for the Freelance Consultant.

6.3 GVW cannot guarantee to find a suitable Assignment for the Freelance Consultant and is under no obligation to do so.

6.4 GVW shall use its best and reasonable endeavours to ensure that Clients deal with the Freelance Consultant in a reasonable and professional manner; however GVW accepts no responsibility for the conduct of Clients.

 

7. The Freelance Consultant’s Obligations

7.1 Where specific experience, qualifications and authorisations are required by the Client, by law or by any professional body, the Freelance Consultant shall provide up-to-date evidence of the same to GVW prior to the start of an Assignment to which they apply.  The Freelance Consultant shall also grant permission to GVW to supply any such evidence to the Client.

7.2 The Freelance Consultant shall use their best and reasonable endeavours to perform to the best of their ability during Assignments and shall remain professional and courteous to the Client and to their fellow workers.

7.3 The Freelance Consultant shall comply with the Agreed Working Hours subject to any variation agreed between the Freelance Consultant and the Client.  In the event that such working hours are to exceed 48 hours per week at any given time, GVW must be notified of this by the Client.

7.4 The Freelance Consultant shall comply with all reasonable requests, instructions or orders relating to the Assignment.

7.5 The Client shall make the Freelance Consultant fully aware of all relevant rules and regulations pertaining to health and safety at the start of the Assignment.  The Freelance Consultant shall fully comply with all such rules and regulations throughout the Assignment.

7.6 The Client shall make the Freelance Consultant fully aware of all general workplace rules, policies and procedures, including those specifically related to the Assignment at the start of the Assignment.  The Freelance Consultant shall fully comply with all such rules, policies and procedures throughout the Assignment.

7.7 If any conflict of interest or any other circumstance which would be detrimental to the Client,GVW or the Freelance Consultant arises during the Assignment, the Freelance Consultant must inform both GVW and the Client.

 

8.Timesheets

8.1 GVW requires Timesheets to be completed by the Freelance Consultant in order to verify the number of hours worked by the Freelance Consultant.

8.2In the absence of any agreement to the contrary, Timesheets shall cover a period of 1 1/2 calendar months, from the 13th of the month to the 30th/31st of the following month.

8.3 Timesheets shall be completed by the Freelance Consultant on a monthly basis.  All Timesheets must be presented to the Client by the Freelance Consultant for signing whereupon the Client shall submit the completed, signed Timesheet to GVW. 

8.4 If the Freelance Consultant is required to produce any evidence relating to hours worked that is supplementary to a Timesheet, they must do so forthwith.

 

9. Sickness, Absence and Leave

9.1 In the event that the Freelance Consultant is absent from an Assignment due to injury or illness for a period of 4 days or more, the Assignment shall be extended by the total number of days covered by that period of absence.

9.2 If the illness results in an absence of 7 days or more, the Client has the option to extend the Assignment for a longer period. Extension needs to be agreed in writing and submitted to GVW in writing

9.3 The Freelance Consultant is not entitled to paid annual leave, unless provision is made for such by the Client and confirmed in writing to GVW.

9.4 Subject to clause 9.3, the Freelance Consultant will not be paid by GVW for work absence or illness.

 

10. Intellectual Property

10.1 Any and all Intellectual Property created by the Freelance Consultant during the course of any Assignment shall be deemed to be assigned to the Client.  The Freelance Consultant shall execute any and all necessary Assignments and any other documentation required either by law or by the Client in order to give effect to the provisions of this Clause 10.

10.2 The Freelance Consultant shall unconditionally waive all Moral Rights in any work created by them.

11. Liability

11.1 Subject to any matters which are covered by GVW’s professional indemnity insurance policy, GVW shall not be liable or responsible for any loss or damages of any nature, whether direct or indirect, including any loss of profits or any consequential damages suffered or incurred by the Freelance Consultant, howsoever caused, as a result of GVW’s negligence or breach of contract.

11.2 Nothing in this Clause shall limit GVW’s liability for death or personal injury.

 

12. Indemnity

12.1  The Freelance Consultant shall indemnify GVW against any claim, loss, damage, proceedings, settlement, costs or expenses which may be paid to a third party arising out of any matter relating to the Freelance Consultant’s performance or non-performance of their obligations under these Terms and Conditions.

12.2 The indemnity set out in sub-Clause 12.1 shall apply provided that in all cases GVW shall:

12.2.1 Notify the Freelance Consultant as soon as is reasonably possible of any claim, loss or damage;

12.2.2 Consult with the Freelance Consultant as to the action to be taken in dealing with any such matters; and

12.2.3 Make no agreement with any third party for the payment of any sum without the prior agreement of the Freelance Consultant, such agreement not to be unreasonably withheld.

 

13. Termination

13.1 Subject to the remaining provisions of this Clause 9.2 and Clause 13, the Contract shall continue for the Term which shall be agreed between the Parties prior to the commencement of the Contract.

13.2 GVW reserves the right to terminate the Contract at any time and subject to its sole discretion and for any reason.  Such termination shall take effect immediately, and the Freelance Consultant shall be required to end any Assignment taking place at the time.

13.3 The Freelance Consultant reserves the right to terminate the Contract at any time upon giving at least 30 days written notice.  Such termination shall take effect following the completion of any Assignment taking place at the time or otherwise agreed prior to the Freelance Consultant giving such notice.

13.4 Either Party has the right to terminate the Contract immediately if the other:

13.4.1 has committed a material breach of these Terms and Conditions, unless such breach is capable of remedy, in which case the right to terminate will be exercisable if the other Party has failed to remedy the breach within 14 days after a written notice to do so; or

13.4.2 goes into bankruptcy or liquidation either voluntary or compulsory (save for the purposes of bona fide corporate reconstruction or amalgamation) or if a receiver is appointed in respect of the whole or any part of its assets.

13.5 Any and all obligations of the Parties which either expressly or by their nature continue beyond the termination, cancellation or expiration of the Contract shall survive termination under this Clause 13.

14. Force Majeure

Neither Party to these Terms and Conditions shall be liable for any failure or delay in performing their obligations where such failure or delay results from any cause that is beyond the reasonable control of that Party.  Such causes include, but are not limited to: power failure, Internet Service Provider failure, industrial action, civil unrest, fire, flood, storms, earthquakes, acts of terrorism, acts of war, governmental action or any other event that is beyond the control of the Party in question.

 

15. Notices

15.1 All notices under these Terms and Conditions shall be in writing and be deemed duly given if signed by, or on behalf of, a duly authorised officer of the Party giving the notice.

15.2 Notices shall be deemed to have been duly given:

15.2.1 when delivered, if delivered by courier or other messenger (including registered mail) during the normal business hours of the recipient; or

15.2.2 when sent, if transmitted by e-mail and a successful transmission report or return receipt is generated; or

15.3 All notices under this Agreement shall be addressed to the most recent address or e-mail address notified to the other Party.

 

16. How We Use Your Personal Data (Data Protection)

16.1 All personal information that GVW may use will be collected, processed, and held in accordance with the provisions of EU Regulation 2016/679 General Data Protection Regulation (“GDPR”) and the Freelance Consultant’s rights under the GDPR.

16.2 For complete details of GVW’s collection, processing, storage, and retention of personal data including, but not limited to, the purpose(s) for which personal data is used, the legal basis or bases for using it, details of the Freelance Consultant’s rights and how to exercise them, and personal data sharing (where applicable), please refer to GVW’s Privacy Notice available from https://globalvillageworker.com/privacy.

 

17. Severance

The Parties agree that, in the event that one or more of the provisions of these Terms and Conditions is found to be unlawful, invalid or otherwise unenforceable, that / those provisions shall be deemed severed from the remainder of these Terms and Conditions.  The remainder of these Terms and Conditions shall be valid and enforceable.

 

No Waiver

The Parties agree that no failure by either Party to enforce the performance of any provision in this Agreement shall constitute a waiver of the right to subsequently enforce that provision or any other provision of this Agreement.  Such failure shall not be deemed to be a waiver of any preceding or subsequent breach and shall not constitute a continuing waiver.

 

19. Dispute Resolution (Arbitration)

19.1 Where any dispute or difference relating to these Terms and Conditions arises between the Parties that matter shall be referred to the arbitration of a single arbitrator with appropriate qualifications and practical experience to resolve the particular dispute.

19.2 The arbitrator shall be agreed by the Parties or, in the event of failure to agree, shall be appointed by the president for the time being of the Law Society of England and Wales.

19.3 The arbitration shall take place in London and shall be in accordance with the Arbitration Act 1996 or any re-enactment or modification of that Act for the time being in force.

19.4 The Parties shall promptly furnish to the arbitrator all information reasonably requested by him relating to the particular dispute, imposing appropriate obligations of confidence.

19.5 The Parties shall require the arbitrator to use all reasonable endeavours to render his decision within 30 days following his receipt of the information requested or if this is not possible as soon thereafter as may reasonably be practicable.  The Parties shall co-operate fully with the arbitrator to achieve this objective.

19.6 The Parties shall share the fees and expenses of the arbitrator equally. The decision of the arbitrator shall be final and binding upon both Parties.

19.7 The Parties agree to exclude any right of application or appeal to the courts of England and Wales concerning any question of law arising in the course of the arbitration.

20. Law and Jurisdiction

20.1 These Terms and Conditions (including any non-contractual matters and obligations arising therefrom or associated therewith) shall be governed by, and construed in accordance with, the laws of England and Wales.

20.2 Any dispute, controversy, proceedings or claim between the Parties relating to these Terms and Conditions (including any non-contractual matters and obligations arising therefrom or associated therewith) shall fall within the jurisdiction of the courts of England and Wales.