These terms and conditions form a legally binding contract between the Client and the Agency, and apply when a person asks Mum’s the Word Nanny Agency or any of its franchises to carry out a search for an Applicant. By visiting or using Mum’s the Word Nanny Agency’s Website or otherwise using the Services, the Client agrees to be bound by them.

The contract is held between the individual named in the request (the “Client”) and the owner of the Mum’s the Word branch which carries out the search and which introduces the Applicant (the “Agency”). Details of the relevant branch are contained in Schedule 3, which is emailed to the Client on submission of a vacancy, along with these terms and the Fee Structure.

 

1. Definitions

In this agreement, the following words shall have the following meanings, unless the context requires otherwise:

“Applicant”	means a person introduced by the Agency to the Client to be considered for the Engagement.
“Client”	The parent, business or other person or entity instructing the Agency.
“Agency”	means the business operating the Mum’s the Word franchise instructed to search for Applicants or otherwise carry out services.
“Confidential Information”	means all information about the Agency, including any information which may give a commercially competitive advantage to any other person. It includes among other things: information about staff, their performance and their personal contact information, information, comment or implication published on any Internet social medium.
“Engagement”	means any contract or arrangement whatever, whether or not in writing, whereby an Applicant undertakes work of any sort for the Client or under his instructions.
“Fee”	means money payable to the Agency by the Client for the Engagement of the Applicant.
“Services”	means the introduction service whereby a Client is introduced to one or more Applicants to work for the Client as a Nanny, Housekeeper, Childcare Worker or other Domestic Worker
“Website”	means any website or service designed for electronic access by mobile or fixed devices which is owned or operated by the Agency.

2. Interpretation

In this agreement unless the context clearly requires otherwise:

2.1: a reference to a person includes a human individual, a corporate entity and any organisation which is managed or controlled as a unit.

2.2: a reference to one gender shall include any or all genders and a reference to the singular may be interpreted where appropriate as a reference to the plural and vice versa.

2.3: if any party to this agreement comprises more than one person, all obligations of that party shall be construed as joint and several.

2.4: a reference to a person includes reference to that person’s successors, legal representatives, permitted assigns and any person to whom rights and obligations are transferred or pass as a result of a merger, division, reconstruction or other re-organisation involving that person.

2.5: a reference to a “Month” means a calendar month, and “Week” means any seven consecutive days.

2.6: any agreement by either party not to do or omit to do something includes an obligation not to allow some other person to do or omit to do that same thing.

2.7: the headings to the paragraphs and schedules to this agreement are inserted for convenience only and do not affect the interpretation.

2.8: a reference to an act or regulation includes new law of substantially the same intent as the act or regulation referred to.

2.9: this agreement is made only in the English language. If there is any conflict in meaning between the English language version of this agreement and any version or translation of this agreement in any other language, the English language version shall prevail. If a version of this agreement has been supplied to the Client in some language other than English, that is a courtesy only and that translated version is of no legal effect.

3. Relationship of parties

3.1: Nothing in this agreement shall create a partnership or agency or the relationship of employer and employee, or other relationship between any of the parties, other than the contractual relationship expressly provided for in this agreement.

3.2: Neither party shall have, nor represent that it has, any authority to make any commitment on the other party’s behalf, except the services the terms of which are agreed in this agreement.

3.3: The Agency warrants that it has all necessary authority to perform its obligations set out in this agreement.

4. Entire agreement

4.1: This agreement, together with its schedules, contains the entire agreement between the parties and supersedes all previous agreements and understandings between the parties.

4.2: Each party acknowledges that, in entering into this agreement, it does not rely on any representation, warranty, information or document or other term not forming part of this agreement.

4.3: As an exception, the parties do rely on information provided in writing as follows:

4.4: Email correspondence and client enquiry form, in so far as they do not conflict with these terms. 

5. Basis of contract

5.1: This document contains the terms under which the Agency will provide Services to any Client.

5.2: The Agency is an employment agency: an intermediary which introduces Applicants to prospective clients and vice versa. The Agency has no part, contractual or otherwise, in any arrangement between the Client and the Applicant.

5.3: Payment by the Client does not create a contract. The contract between the parties comes into existence only when the Agency confirms in writing that it is willing to provide to the Client the Service he wants. If the Agency declines to provide a Service, it shall immediately return any money paid on account.

5.4: The Client acknowledges that he understands exactly what is included in the Agency’s services and he is satisfied that the Services are suitable and satisfactory for his requirement.

5.5: The Agency may change the terms of this agreement and / or the way it provides the Services, at any time. If it does so:

       5.5.1: the change will take effect when the Agency posts the changed terms on its Website.

       5.5.2: the parties will continue to be bound by the terms of this agreement in respect of all work contracted before the change.

       5.5.3: any new instruction by the Client will be subject to the new terms.

       5.5.4: the Agency is under no obligation to inform the Client of any such change.

5.6: The Client agrees that the description of work and other information that he has provided, or at any future time will provide, to the Agency is true and complete.

5.7: The Client agrees that for the purpose of providing the Services, the Agency can use any medium to find a suitable Applicant or to advertise vacancies.

5.8: The Agency may assign or transfer the benefit of this agreement.

5.9: Nothing in this contract shall prevent the Agency from entering into a similar contract with any other person.

5.10: The Client agrees not to enter into any relationship with the Applicant that may be detrimental to the interest of the Agency during this agreement or within one year from the date of its termination.

6. Fee and payment

6.1: The Client agrees to pay for the Services at the rates set out in the Schedule 1, provided on submission of a request for Services.

6.2: Prices are inclusive of any applicable value added tax or other sales tax. Schedule 3 confirms the VAT status of the Agency that is party to this contract.

6.3: As soon as the Client enters into any Engagement, the full amount of the Fee is payable to the Agency (whether demanded or not). This applies even if the Client has not notified the Agency of the Engagement. 

6.4: Payment is due by the Client within seven days of the date of any invoice.

6.5: Payment shall be made by bank transfer in GBP or any other way agreed between the parties.

6.6: There shall be no re-imbursement or credit if the Agency decides in its absolute discretion that the Client has failed to comply with any of the terms of this agreement.

7. Interest

7.1: The Agency reserves the right to charge the Client interest in respect of the late payment of any money due under this agreement (both before and after judgement) at the rate of eight per cent above the base rate from time to time of the Bank of England from the due date until receipt of payment.

8. Obligations of the Agency

8.1: The Agency agrees to make every reasonable effort, within an appropriate timescale, to introduce suitable Applicants who closely meet the requirements of the Client.

8.2: In the course of finding, attracting and assessing suitable Applicants, the Agency will, so far as possible and relevant:

       8.2.1: For each Applicant, carry out an initial check of their eligibility to reside and work in the UK and advise the Client of any such restrictions or visa requirements. Such checks must be verified by the Client in person, in order to comply with the requirements of the Immigration Act 2016;

       8.2.2: for each Applicant: obtain confirmation of their identity, experience, training, qualifications and any authorisation which may be required by law or any professional body;

       8.2.3: interview Applicants prior to their selection for forwarding to the Client;

       8.2.4: obtain two employment and/or character references, noting that the Agent cannot be held responsible for the accuracy of such references;

       8.2.5: require each Applicant to update their certifications or membership of any professional body and provide copies to the Client;

       8.2.6: obtain verification of the Applicant’s current DBS (Disclosure and Barring Service) status, except where explicitly not required by the Client and the law;

       8.2.7: inform the Client, if it becomes aware of any fact which makes the Applicant unsuitable or otherwise disqualified to work for the Client. The Agency’s obligation to do so extends to a period of three months after Engagement.

9. Responsibilities of the Client

The Client agrees to satisfy himself as to the suitability of an Applicant generally and in particular to:

9.1: check the documents as a proof of the Applicant’s identity, right to work and any other written statement which may be required by law or any professional body;

9.2: ensure that the Applicant is capable of operating any equipment and/or machinery to the necessary level, including driving vehicles;

9.3: obtain any visa or permit necessary to enable the Applicant to accept the Engagement;

9.4: obtain any necessary medical certificate;

9.5: reimburse the Applicant for travelling expenses for interview at his discretion;

9.6: inform the Agency if an Applicant introduced by the Agency has already been introduced by a third party. If the Client fails to inform the Agency and Engagement ensues the Client shall pay the Fee to the Agency;

9.7: not discriminate against any Applicant either directly or indirectly on the basis of information relating to his/her/their:

       9.7.1: racial or ethnic origin;

       9.7.2: philosophical or religious beliefs;

       9.7.3: membership of a trade union;

       9.7.4: sexual orientation, gender or gender reassignment;

       9.7.5: marital or civil partnership status;

       9.7.6: pregnancy or parental status;

       9.7.7: age;

       9.7.8: disability.

9.8: inform the Agency immediately if he Engages an Applicant, giving details of: gross annual salary, start date and end date, and whether the Engagement is permanent or temporary;

9.9: notify the Agency immediately if an Engagement offer is accepted by the Applicant and to pay the Fee, which becomes due upon such Engagement;

9.10: comply with UK employment and tax law, including, among others: provision of a contract of employment, paid holiday, pay slips, correct deductions for tax and national insurance, as well as any pension contributions;

9.11: inform the Agency immediately, in writing, in the event of serious dissatisfaction with performance or conduct of the Applicant.

10. Safety and insurance

The Client warrants that he:

10.1: holds and will maintain appropriate insurances and in particular, employer’s liability insurance and public liability insurance, against risks of events which could reasonably be expected to cause injury, loss or damage to the Applicant;

10.2: will provide a safe place of work wherever the Applicant may need to work;

10.3: will ensure that the place of work is clean and hygienic and complies with appropriate health and safety laws;

10.4: has made arrangements with relevant third parties, statutory authorities and any other relevant authority, for permissions, licences and the like, for the work to be undertaken by the Applicant.

11. Replacement Applicant

These provisions apply in the event that an Engagement is terminated, whether by the Client or Applicant, before completion of six weeks’ work.

11.1: The Agency does not provide a replacement Applicant unless the Client fulfils the following conditions:

       11.1.1: he has informed the Agency, in writing, within three days of the termination;

       11.1.2: he has paid the Fee in accordance with these terms;

       11.1.3: the requirements of the position according to the information provided to the Agency have not changed, including the working conditions, the job description and the location;

       11.1.4: he is not in breach of any UK employment law and or contract with the Applicant;

       11.1.5: he does not retain the services of that Applicant in any capacity.

11.2: If the Agency agrees that the Client has fulfilled the conditions set out in last previous sub paragraph, then it shall provide a replacement Applicant in following terms:

       11.2.1: the Client shall make no further payment to the Agency;

       11.2.2: the Agency shall introduce one replacement Applicant;

       11.2.3: the provisions of this paragraph shall be limited to a single replacement event.

11.3: If the Agency fails to find a suitable Applicant or is for any other reason unable to provide a replacement Applicant, the Agency may in its sole discretion refund a proportion of its Fee at the rate set out in the Schedule.

12. Confidentiality

12.1: In this paragraph, “Damage” means both economic loss, loss of, or damage to, reputation, or professional standing.

12.2: Each party to this contract now undertakes for the benefit of the other that it will:

       12.2.1: not divulge to any person whatever or otherwise make use of any Confidential Information relating to the other, which it learns as a result of this contract or any circumstance flowing from the contract;

       12.2.2: not post any text, nor image, nor audio-visual material, on any social network or other public place which could be hurtful, embarrassing or damaging to the other party;

       12.2.3: not store, copy, or use the Confidential Information in any place or in any electronic form which may be accessible to any other person;

       12.2.4: keep all records of the Confidential Information in all media separate from other records;

       12.2.5: keep all records only at the address as specified in the Client’s information provided to the Agency (and in particular not to take records in electronic form to any other place);

12.3: The parties agree that any Damage arising directly or indirectly, foreseeable or not from a breach of the above provisions must be compensated on the basis of the effect on the damaged party.

12.4: The Client accepts personal liability for compliance with these provisions by his children of any age, other members of his family and domestic staff.

12.5: No matter how this contract ends, this paragraph shall be effective for five years from the date of termination of this agreement.

13. Disclaimers and limitation of liability

13.1: This paragraph applies so far as the applicable law allows and states the entire liability of the Agency in contract and in tort.

13.2: All implied conditions, warranties and terms are excluded from this agreement so far as the law allows. 

13.3: In providing the Services, the Agency is committed to maintain a high level of service and efficiency. However, the Service is dependent upon the accuracy of information provided by the Client and the Applicant. That is beyond the control of the Agency.

13.4: The decision to Engage an Applicant is in the sole discretion of the Client. The Agency does not accept responsibility and is not liable for any loss. 

13.5: Particulars of Applicants, their profiles and other information provided by the Agency are prepared in good faith and solely for the Client’s guidance. 

13.6: The Agency shall not be liable to the Client for any loss or expense which is:

       13.6.1: indirect or consequential loss; or

       13.6.2: economic loss or other loss of turnover, profits, business or goodwill; or

       13.6.3: loss or damage suffered by the Client as a result of an action brought by a third party.

       13.6.4: loss or damage caused during the Engagement of the Applicant or any act, omission or negligence of such Applicant. The Agency does not exclude or restrict liability for death or personal injury resulting from its negligence.

13.7: Except in the case of fraud, or the death or personal injury of some person, the maximum limit of the liability of the Agency to the Client, whether in contract, tort, negligence, breach of statutory duty or otherwise shall not exceed the sum of £1,000, or the total fee payable for the Engagement, whichever is lower.

13.8: This paragraph (and any other paragraph which excludes or restricts the liability of the Agency) applies to the Agency’s directors, officers, employees, subcontractors, agents and affiliated companies (who may enforce this clause under the Contracts (Rights of Third Parties) Act 1999), as well as to Agency itself.

14. Termination

14.1: The Agency shall continue to provide Services until terminated:

       14.1.1: by Engagement of an Applicant by the Client;

       14.1.2: by one party giving 14 days’ notice of termination to the other; or

       14.1.3: immediately by the Agency if the Client fails to pay any sum due within 14 days of the date of submission of an invoice having been notified of non-payment by the Agency.

14.2: The termination of this agreement by this paragraph shall be without prejudice to any other right or remedy to which a party may be entitled.

14.3: Notwithstanding termination of this agreement for whatever reason, all the provisions that are intended to operate or have effect after termination or expiration shall continue in full force and effect.

15. Data Protection Act 2018 compliance

To satisfy their legal obligations, each of the Agency and the Client agrees that it will comply with the provisions of Schedule 2. Those obligations shall continue to apply after expiry or termination of this agreement for any reason.

16. Miscellaneous matters

16.1: So far as any time, date or period is mentioned in this agreement, time shall be of the essence.

16.2: If any term or provision of this agreement is at any time held by any jurisdiction to be void, invalid or unenforceable, then it shall be treated as changed or reduced, only to the extent minimally necessary to bring it within the laws of that jurisdiction and to prevent it from being void and it shall be binding in that changed or reduced form. Subject to that, each provision shall be interpreted as severable and shall not in any way affect any other of these terms.

16.3: Any obligation in this agreement intended to continue to have effect after termination or completion shall so continue.

16.4: No failure or delay by any party to exercise any right, power or remedy will operate as a waiver of it nor indicate any intention to reduce that or any other right in the future.

16.5: Neither party shall be liable for any failure or delay in performance of this agreement which is caused by circumstances beyond its reasonable control, including any labour dispute between a party and its employees.

16.6: Any communication to be served on either party by the other shall be delivered by hand or sent by first class post or recorded delivery or by e-mail.

It shall be deemed to have been delivered:

16.6.1: if delivered by hand: on the day of delivery;

16.6.2: if sent by post to the correct address: within 72 hours of posting;

16.6.3: If sent by e-mail to the address from which the receiving party has last sent e-mail: within 24 hours if no notice of non-receipt has been received by the sender.

16.7: In the event of a dispute between the parties to this agreement, the parties undertake to attempt to settle the dispute by engaging in good faith with the other in a process of mediation before commencing arbitration or litigation.

16.8: This agreement does not give any right to any third party under the Contracts (Rights of Third Parties) Act 1999 or otherwise, except that any provision in this agreement which excludes or restricts the liability of any person, may be enforced under that Act.

16.9: In the event of any conflict between any term of this agreement and the provisions of the articles of a limited company or any comparable document intended to regulate any other corporate or collective body, then the terms of this agreement shall prevail.

16.10: The validity, construction and performance of this agreement shall be governed by the laws of England and Wales and the parties agree that any dispute arising from it shall be litigated only in that country.