Terms of service for Specialists

User Agreement for Service Providers, Tradespeople and Professionals

(Herein referred to as “the Specialist“)

Thank you for accessing our Service.

Please read this Agreement carefully as it governs your use of the Service.

Do not use the Service unless you wish to be bound by this Agreement and by the Privacy Policy.

Please note that if you wish to access or use the Service as a Consumer then you must read and accept the “Consumer User Agreement” which is accessible here.

The Service is for use in the United Kingdom only. You must not access the Service from any other jurisdiction. You are responsible for all compliance with laws and regulations which apply.

Definitions

This Agreement constitutes a binding agreement between the Specialist (and their employees,) AND the Company, Spetz Ltd registered number 11988032, Tower Bridge House, St Katherine’s Way, London, E1W1DP (Herein referred to as “the Company”). Where we refer to the Specialist in this Agreement, this refers to the account holder who is a service provider, professional or tradesperson and also includes any person that accesses or uses this Service on behalf of the Specialist.

The Agreement includes the terms set out here and the Privacy Policy (as made available from time to time).

Spetz website, Spetz systems, Spetz Application, Spetz Speech Recognition Interface and devices including all future Spetz systems, the mechanism, other communication devices for implementing service calls software are herein referred to as “the System”.

Any request through the System by any person in order to find a Specialist and/or to get a service and/or to get assistance, and/or to get information, help etc is referred to in this Agreement as a “Service Call

Any person making a service call is referred to in this Agreement as a “Consumer” and any information they upload or provide, and all information relating to them, is referred to as “Consumer Information“.

Membership fee refers to the annual payment by the Specialist.

The Specialist is bound according the terms of this Agreement.

This Agreement will be updated from time to time. Please check the terms and conditions of the System on a regular basis to ensure that you are familiar with and agree to the latest terms of engagement.

System Definition

The System serves as a platform for connecting Customers to Specialists.

The system prefers to prioritize the highest quality available Specialist taking into account the Consumer’s request, location and requirements, the Specialists data, availability of service and ratings.

For every service call the system will establish contact with the specialist and provide details of the Consumer request. The Specialist will then be responsible for providing professional and quality service to the Consumer as agreed between them and according to professional standards and the law.

The algorithm of the System creates the possibility for the Specialist to receive primarily exclusive details of the relevant matching Consumer. Other Specialists will only be connected with the Consumers if there is a delay in the primary selected Specialists response, or the Consumer requests more Specialists offers, or there is no comment from the Consumer, the System will use an algorithm that might be based on the assumption that the request was not properly answered and accordingly release more communications with additional service providers.

The Specialist will be responsible for making direct contact with the Consumer as quickly as possible having received the Consumers details and offering their services and/or advise to perform the required work or service.

The company is not responsible for works carried out by the Specialist who is totally responsible. The Company sends out service requests and is not responsible for the Consumers behavior, and/or demands and/or payments.

Service Content

Any material you obtain from the Service is used at your own risk.

The System will not be liable for any loss or damage arising out of or in connection with access or use of the Service (except to the extent that such liability cannot be excluded by law).

Please note the System does not review or confirm the accuracy of all details provided by Consumers, and therefore cannot guarantee that all requests include correct and complete information.

The System does not guarantee that any leads generated using the Service will result in business for the Specialist, and no refund is offered in the event that the Specialist does not obtain business from the connections generated.

5

Any changes, as well as operation of the current System may involve malfunctions and / or inconvenience. The System will not be responsible for any claims or demands that may arise due to its structure or its changes.

Use of Information

The Specialist is solely responsible for the content, accuracy, and completeness of their Information, and agrees only to provide true, accurate, current and complete information.

The Specialist accepts all liability arising out of or in connection with the processing and transmission of the Consumer’s Information.

By providing Information the Specialist grants to the company a perpetual, irrevocable, non-exclusive license to use, copy, reproduce, modify, publish, edit, translate, distribute, perform, and display the material alone or as part of other works in any form, media, or technology whether now known or hereafter developed, and to sub-license such rights through multiple tiers of sub-licensees. The foregoing grants shall include the right to exploit any proprietary rights in such materials, including but not limited to rights under copyright, trademark, service mark or patent laws under any relevant jurisdiction. You also waive any moral rights you have in the materials.

The Specialist agrees not to copy, reproduce, modify, create derivative works from, distribute or publicly display any content (except for your Specialist Information) from the system or information connected with it, without prior written notification from the Company

To the extent that the System provides the Specialist with Consumer Information, the Specialist agrees that they will treat it as confidential and not share the information with any other person or use for the purpose of contacting them in relation to the particular request for which they were provided with the information, and for no other purpose whatsoever and in all respects comply with data protection law.

Statements and Undertakings of the Specialist

The Specialist declares and undertakes that they are authorized to operate in the field in which they provide services, holds any license and / or permit and / or experience required, for this purpose by law and / or demand of an authorized body in the field of the service, Instructions, duties, etc. in the field of service and is solely responsible for the full and accurate fulfillment of these requirements.

The Specialist shall not violate any third party right and / or any law in the performance of his work for the Consumer.

The Specialist will provide the Consumer with their services in a fast, professional, reliable and polite manner. The price that the Specialist will charge the Consumer will be a fair and reasonable price in order to meet the job requirements of the Consumer.

The Specialist will fulfill all of their obligations to the Consumer in full and on time (including the quality of the materials, schedule, work specifications, payments and tariffs and / or any other matter agreed between them) and will be paid for their work only by the Consumer.

6

The Specialist will also inform the Consumer of their terms of service and the price of the service, and will not change data relating to the service or the price without receiving the Consumer’s consent in advance.

In the case that the Specialist is a tradesman they will maintain cleanliness and restore the work environment after performing the service to its original state, in a clean and orderly manner.

In the case of a Specialist sending an employee, they will send only skilled, authorized and reasonable people to carry out the job.

The company is not responsible in any way for any works carried out by a Specialist or their Employees or associated parties.

The Specialist shall maintain the rules of ethics, courtesy and respect towards the Consumer and shall not harm them or act in a manner that may cause them not to be satisfied with the service provided by the Specialist or by the System.

Ratings

The Specialist is aware that the Consumer may, at the request of the System or on their own initiative, express their opinion about the service and / or rate the service received according to various parameters in the algorithm of the System and will affect the rating of the Specialist and their exposure to subsequent Consumer inquiries.

The System’s rating method is designed to provide Consumers with independent feedback on the quality, value and reliability of the Specialist. Consumers are able to read reviews by Specialists’ previous customers. The specialist therefore agrees that his performance in carrying out each Project may be rated and reviewed by the applicable Consumer and that the ratings and reviews will be part of the information that will be supplied to the next consumers.

Trade Qualifications and Certification

Where the profession of the Specialist requires certification by the law, they should transfer the company the relevant certification. However, it is always the full and total responsibility of the Specialist to work with the required lawful accreditations, registrations and certifications.

Any checks on trade accreditations, registrations or certifications that the Company carries out does not reduce the Specialists obligation to ensure that all their subcontractors and any personnel involved in the Project have the required trade accreditations, certifications or registrations to carry out specific aspects of the job.

Payments

The specialist membership fee is 99 GBP a year (subject to change). As long as the Specialist did not cancel their membership then the System automatically renews the membership fee annually. This fee is not refundable once renewed and it covers renewal costs.

7

Thereafter there are three alternatives for payments available to Specialists in order to receive Service Calls:

1. Credit Line – Upon first joining the System, with payment details in place to be charged at the end of the month via Debit card, Direct Debit or SEPA Transfer, a Specialist can receive Service Calls and will be charged whenever the balance of 150 GBP has been used to receive Service Calls or at a certain date each month The account of the Specialist will be charged with the amount that has been used.

2. Package Deal – Allows the Specialist to deposit an amount of money according to the available package deals and to save a great amount of money. This will be automatically renewed accordingly when the budget is used unless the Specialist states differently. The minimal amount of 150 GBP or an altered amount, or the use of the last month will be charged with the amount that has been used.

3. Regular Deal – The Specialist is able to deposit an amount of money enabling him or her to receive Service Calls according to the amount that has been paid. This will be automatically renewed when all available credits have been used.

The Specialist will receive matching service calls from the System.

Each service call that a Specialist receives will deduct payments from the Specialists account according to its price.

The Specialist agrees and is obliged to pay the fees for using the Service in accordance with the Payment Terms.

Liability

A Specialist who has not defined himself as unavailable will be liable for any service call they receive at the request of a job from a Consumer who matches the Specialists details, and payments will be deducted accordingly from the Specialists account even if the Consumer did not respond the Consumer regarding the provision of the service.

The Company will charge the account of the Specialist according to the set amount for each Service Call sent.

The account balance of the specialist will be available for review at any time. The Specialist is responsible for checking their account at any time and making sure there is enough balance to continue to enjoy the services of the System.

Upon payment, or upon adding payments details, the Specialist will be deemed to have read this entire document and have given their express consent to all that is stated therein.

The System and Specialists Liability

The System will provide an interface for the use of the Specialist. This interface will include the ability to update Specialists information when required and enables the receipt of a Consumers name and phone number.

8

In this interface, all areas of a Specialists skills, hours of operation, holidays and weekends will be defined by the Specialist.

The Company does not undertake nor shall it be responsible in any way for providing details of a particular Specialist to a Consumer seeking a Specialist on a specific subject.

The Company will not be liable for any direct or indirect damage caused to the Specialist and / or any third party caused by the Specialist, the services provided by it and / or its tariffs and / or as a result of any use of the company, its contents and information presented through it.

The Specialist will be solely responsible for any damage or loss caused to the Consumer, whether by him or by others on his behalf and / or any claim made by any Consumer during and as a result of his actions and / or his negligence and / or of the employees employed by him and / or on its behalf, including any of its subcontractors (“damage”).

The Specialist will comment immediately with the first written notice of the company.

Any claim or complaint by a consumer and solve the problem.

The Company undertakes that it will notify the Specialist of any requirement that will be brought to its attention and which may impose liability on the Specialist.

Specialists must update the System with all their details. For example – the geographical areas in which they wish to operate, areas of expertise and skills, working hours, availability etc.

The System is available for updates according to the definitions of the Specialist and the Consumer settings using the User name and Password in the account of the Specialist.

Intellectual Property Rights

The company strictly forbids any of the following actions:

Any activities that may cause the System and / or others harm and the Specialist (or any third party) acting in such manner shall be liable for the consequences of its actions such as:

Activation of technology and / or software (e.g “robot”) for crawling the System and / or retrieving information mining and / or indexing from the information contained therein and any use of data obtained in a different way from the System.

Any alteration, copying or derivative work of material of the System or/ and any page of the System, including but not limited to “framing” other:

Any harm to the enjoyment of the System’s users.

The System’ structure, appearance, contents, services (whether content or availability), professionals and service providers, advertisements and any other matter therein are subject to change at any time without prior notice.

All TM rights of the Company (and not only the copyright) of the System, logo, name and any work appearing therein, in any information, software, code, file, image and database (including the database of the professionals registered with it) belong solely to the Company and can only be used with the consent of the Company in advance and in writing, including not publishing them, duplicating them, changing them, etc.

Nothing related to this Agreement and / or the Agreement itself and its performance allows the Specialist any license to use the System, its TM, or any of its Intellectual Property, unless expressly stated otherwise in writing.

9

Term of contract

There is a possibility of signing up for free if the company agrees. In such a case, no obligation will apply to the company and the Specialist will be defined as a reserve and will receive service calls at the discretion of the System, and in any case will ensure the provision of service according to the law and the instructions detailed in these conditions.

The Specialist confirms that he is aware that the System will act and invest in promoting service calls for its activity based on the Consumer request.

The price of a Service Call is set according to the rate, depending on which type of category the Specialist chooses to define his or her skills and the kind of service call.

The price for a Service Call is subject to change without prior notification.

Termination or Cancellation of Contract

The Specialist may terminate the contract with the System at any time. All outstanding Specialist debts must be paid immediately from the date of notified termination by the Specialist.

The Company may also terminate the engagement with any Specialist at its discretion and without prior notice and at any time remove and / or add and / or alter any content appearing on the System and the Specialist shall have no claim on this matter, whether or not it has given notice thereof in advance.

The System is not used in any way to create entrepreneurial, partnership, employment or agency relations between the Company and the Specialist and will not be considered a representative of the Company. At the same time the Company does not represent the Specialist.

The Company may at any time sell its control and / or its activity and / or its assets, in whole or in part, in any manner whatsoever to any other body, including converting this Agreement to any such entity, to merge with any other entity, etc. The same entity will assume all the obligations of this Agreement.

General

No waiver shall be effective unless in writing, and no waiver shall constitute a continuing waiver so as to prevent us from acting upon any continuing or subsequent breach or default.

This Agreement constitutes the entire Agreement as to its subject matter and supersedes and extinguishes all previous communications, representations and arrangements, whether written or oral with the exception of the Consumer User Agreement where these have been entered into.

Any notice to be given under this Agreement may be given via e-mail, regular mail, or by hand to the address provided on the company or otherwise as notified by one party to the other.

10

Nothing herein shall create or be deemed to create any joint venture, principal-agent or partnership relationship between the parties and neither party shall hold itself out in its advertising or otherwise in any manner which would indicate or imply any such relationship with the other.

Notwithstanding any other provision in this Agreement a person who is not a party hereto has no right under the Contracts (Rights of Third Parties) Act 1999 to rely upon or enforce the terms of this Agreement.

This Agreement shall be subject to the laws of England and the parties shall submit to the exclusive jurisdiction of the English courts.

© Spetz UK 2020