1. Introduction
These terms and conditions govern your use of this website [www. ]; By using our website, you agree to these terms and conditions in full. If you do not accept or do not agree with these terms and conditions or any part of these terms and conditions, you must not use our website.

2. Licence to use website
Unless otherwise stated, we or our licensors own the intellectual property rights in the website and material on the website. All these intellectual property rights are reserved, subject to the licence below. Subject to the restrictions set out below and elsewhere in these terms and conditions, you may view, download for caching purposes only, and print pages from the website for your own personal use.

You are not permitted to:
(a) republish material from this website;
(b) republish material from this website on another website;
(c) sell, rent or sub-license material from this website;
(d) show any material from this website in public;
(e) reproduce, duplicate, copy or otherwise exploit material on our website for a commercial purpose;
(f) edit or otherwise alter any material on this website; or
(g) redistribute any material from this website [except for content explicitly made available for redistribution [(such as a newsletter)].

3. Acceptable use
You must not use our website in any manner that is illegal, unlawful, fraudulent or harmful, or in relation with any illegal, unlawful, fraudulent or harmful purpose or activity; or in any way that causes, or may cause, damage to the website or impairment of the availability or accessibility of the website. You must not use our website to copy, store, transmit, host, send, use, publish or distribute any material which consists of or is affiliated to any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software whatsoever. Without our prior express written consent, you must not conduct any systematic or automated data collection activities including without limitation scraping, data mining, data extraction and data harvesting on or in relation to our website. [You must not use our website to send or transmit unsolicited commercial communications.] [You must not use our website for any objective related to marketing without our prior express written consent.]

4. Restricted access [Access to particular areas of our website is restricted.] At our discretion we reserve the right to restrict access to areas of our website, or our entire website. Should we provide you with a user ID and password to enable you access to restricted areas of our website or other content or services, you must ensure that your user ID and password is kept confidential. [At our discretion we may disable your user ID and password without notice or justification.

5. User generated content In these terms and conditions,
“your user content” is to be interpreted without limitation as being material including text, images, audio material, video material and audio-visual material that you submit to our website, for whatever purpose. You permit to us a global, irrevocable, non-exclusive, royalty-free licence to use, reproduce, publish, adapt, translate and distribute your user content in any existing or future media. You also permit to us the right to sub-license these rights, and the right to bring an action for infringement of these rights. Your user content must not be illegal or unlawful, must not infringe upon any third party's legal rights, and must not be capable of giving rise to a legal action whether against you or us or a third party under any applicable law in each case. You are not permitted to submit any user content to the website that is or has ever been the subject of any threatened, pending or actual legal proceedings or other similar complaint. We reserve the right to edit or remove any material submitted to our website, or stored on our servers, or hosted or published upon our website. [Notwithstanding our rights under these terms and conditions in relation to user content, we do not undertake to monitor the submission of such content to, or the publication of such content on, our website.]

6. Warranties
Whilst we endeavour to ensure that the information on this website [(excluding user content)] is correct, we do not guarantee its correctness or completeness; nor do we commit to ensuring that the website remains available or that the material on the website is kept up-to-date. We exclude all representations, warranties and conditions relating to this website and the use of this website including, without limitation, any warranties implied by law of a satisfactory quality, fitness for purpose and/or the use of reasonable care and skill.

7. Limitation of liability
Nothing in these terms and conditions or elsewhere on our website shall exclude or limit our liability for fraud, for death or personal injury caused by our negligence, or for any other liability which cannot be excluded or limited under the appropriate law. Subject to this, our liability to you in relation to the use of our website or under or in association with these terms and conditions, whether in contract, tort (including negligence) or otherwise, shall be limited as follows:
[(a) to the extent that the website and the information and services on the website are provided free-of-charge, we shall not be liable for any loss or damage of any nature;]
(b) we shall not be liable for any consequential, indirect or special loss or damage;
(c) we shall not be liable for any loss of profit, income, revenue, anticipated savings, contracts, business, reputation, data, information or goodwill;
(d) we shall not be liable for any loss or damage occurring out of any event or events that are beyond our reasonable control;
(e) our maximum liability in relation to any event or series of related events shall be limited.

8. Indemnity
You hereby indemnify us and undertake to keep us indemnified against any losses, damages, costs, liabilities and expenses, including without limitation legal expenses and any amounts paid by us to a third party in settlement of a claim or dispute on the advice of our legal advisers, incurred or suffered by us arising out of any breach by you of any condition of these terms and conditions.

9. Breaches of these terms and conditions
Without prejudice to our other rights under these terms and conditions, if you breach these terms and conditions in any way, we may take such action as we deem suitable to deal with the breach, including prohibiting you from accessing the website, suspending your access to the website, blocking computers using your IP address from accessing the website, contacting your internet service provider to request that they block your access to the website and/or bringing court proceedings against you.

10. Variation
We may revise these terms and conditions on occasion. Such revised terms and conditions shall apply to the use of our website from the date of the publication of the revised terms and conditions on our website. To ensure you are familiar with the current version please check this page regularly.

11. Assignment
We may transfer, sub-contract or otherwise deal with our rights and/or obligations under these terms and conditions without notifying you or obtaining your consent. We do not permit you to transfer, sub-contract or otherwise deal with your rights and/or obligations under these terms and conditions.

12. Severability
If a provision of these terms and conditions is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions shall continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part shall be deemed to be deleted, and the rest of the provision shall continue in effect.

13. Exclusion of third party rights
These terms and conditions are for the benefit of you and us, and are not intended to benefit any third party or be enforceable by any third party. The exercise of our and your rights in connection to these terms and conditions is not to be subject to the consent of any third party whatsoever.

14. Entire agreement
These terms and conditions [, together with our privacy policy,] constitute the entire agreement between you and us in regard to your use of our website, and supersede all prior agreements in respect of your use of this website.

15. Law and jurisdiction
These terms and conditions will be governed by and construed in accordance with applicable English law, and any disputes relating to these terms and conditions will be subject to the [non-]exclusive jurisdiction of the courts of England and Wales.

16. Our details
The full name of our company is Urban Crew Ltd. We are registered in England & Wales under registration number 06833065. Our company’s registered address is 112 Alexandra Rd, Wimbledon, London, SW19 7JY.

Urban Crew Limited
Trading Terms and Conditions
DEFINITIONS
'UCL' means Urban Crew Limited, a company incorporated in England under company number 6833065 whose registered office is
situated at 112 Alexandra Rd, Wimbledon, SW19 7JY.
'Agreement' means these Terms and Conditions together with the Work Order.
'Crew' means the sub-contractors supplied as personnel to provide the Services to the Customer.
'Customer' means the company, partnership, individual or body who or which engages the services of UCL.
'Equipment' means safety equipment, tools or materials (if any) supplied by UCL as set out in the Work Order.
'Services' means the services to be provided by UCL to the Customer in accordance with these Terms and Conditions as set out in
detail in the Work Order.
'Work Order' means the written Work Order detailing the Services, including but not limited to Crew, fees, locations and timetables.
IT IS AGREED THAT
1. Terms and Conditions
1.1 These Terms and Conditions together with the Work Order constitutes the Agreement and is the entire agreement and
understanding between UCL and the Customer with respect to the subject matter hereof and supersedes any prior
agreement, understanding or arrangement between them, whether oral or in writing. No representation, undertaking or
promise shall be taken to have been given or be implied from anything said or written in negotiations between UCL and
Customer prior to the Agreement except as expressly stated in the Agreement.
1.2 The Customer's acceptance of the Work Order constitutes an offer by the Customer to engage UCL to supply the Crew
and Services specified in it on these Terms and Conditions. No offer placed by the Customer shall be accepted by UCL
other than:
(a) By a written acknowledgement issued and executed by UCL; or
(b) (If earlier) by UCL starting to supply the Crew or Services,
when a contract for the supply of Crew and Services on these Terms and Conditions will be established. The Customer's
standard terms and conditions (if any) attached to, enclosed with or referred to in any purchase order or other document
shall not govern this Agreement.
1.3 For the avoidance of doubt, in the event that UCL is providing the Crew and Services as a sub-contractor under a head
agreement these Terms and Conditions shall apply.
2. The Services and Crew
2.1 UCL shall provide the Services subject to these Terms and Conditions.
2.2 Any variations to the Work Order must be agreed in writing by UCL and the Customer.
2.3 The Customer shall supply UCL with all information reasonably required by UCL, including but not limited to any
unusual working conditions and any Equipment UCL is required to supply within sufficient time to enable UCL to
provide Services in accordance with the Agreement.
2.4 Where any amendments or variations to the Services are agreed by UCL, the Customer acknowledges that UCL may
review the Work Order where necessary.
2.5 The Customer accepts that it has an obligation to notify UCL directly of any
variations to the Service timescales and location and the Customer further accepts that it shall be responsible for any
additional charges incurred by UCL in complying with and implementing those variations.
2.6 The Customer acknowledges and accepts that UCL will supply the Crew to
perform the Services, but that the Crew will be under the instruction of the Customer in performing the Services.
2.7 The Customer acknowledges and accepts that UCL will not be responsible for any loss or damage suffered by the
Customer where the loss or damaged was due to the Crew acting on the Customer's instructions.
3. Warranties and Services
3.1 UCL warrants that the Services undertaken by the Crew will be carried out to a reasonable standard using
reasonable care and skill.
3.2 UCL will use suitably qualified and skilled Crew and Equipment (where UCL has agreed to supply such equipment)
necessary for the safe execution of the Services.
3.3 The Customer shall be responsible for preparing the site for the provision of the Services prior to the commencement
date.
3.4 The Services shall commence on the date agreed by the parties. Time shall not be of the essence for completion of
the Services.
3.5 The Customer shall provide UCL and Crew with full, safe and uninterrupted access to the site and to all necessary
facilities required to enable UCL and the Crew to provide the Services.
3.6 The Customer shall cooperate fully with UCL and the Crew, and shall ensure that adequate working space is
provided.
4 Charges and Payment
4.1 The Customer acknowledges that the fees given in the Work Order are only in relation to the Services set out in the
Work Order and any additional work carried out shall be subject to additional fees(extra hours).
4.2 UCL shall, subject to these Terms and Conditions, provide Services to the Customer and the Customer shall pay to
UCL the fees set out in the Work Order and any additional fees (extra hours) as agreed by the parties for the
additional Services. Additional hours may be agreed between the customer & the crew & UCL will be informed of
these additional fees on completion of the job.
4.3 Unless otherwise agreed by UCL, the Customer shall pay UCL's invoices
together with any other additional sums and Value Added Tax (and without any set-off or other deduction) in full
within 30 days of the date of UCL's invoice. No retention by the Customer is accepted.
4.6 If the Customer fails to pay UCL any sum due pursuant to the Agreement, UCL reserves the right to charge interest
from day to day at a rate of 5% over the daily base rate of UCL's banking provider, or at a rate of 15% per annum
whichever is the greatest and/or claim interest under the Late Payment of Commercial Debts (Interest) Act 1998, or
any other statutory provision in force from time to time.
4.7 If any invoice submitted by UCL remains outstanding for more than [30] days
after becoming due for payment, UCL shall be entitled to suspend provision of the Services until the invoice in
question (together with any interest and other costs (including legal costs in recovering payment) which shall have
become due in addition) has been paid in full.
5. Equipment
5.1 Title and ownership of the Equipment shall remain with UCL at all times.
5.2 On UCL's request the Customer shall store the Equipment in a safe and secure place and shall store the Equipment
separately from the Customer's or any third party's equipment in such a way that they remain readily identifiable as
UCL's Equipment.
5.3 The Customer grants UCL, its agents, employees and Crew an irrevocable. License at any time to enter any site where the
Equipment is stored to recover them.
6. Limitation of Liability and Indemnities
6.1 UCL undertakes to provide the Services with reasonable care and skill.
6.2 Nothing in these Terms and Conditions excludes or limits the liability of UCL:
(a) for death or personal injury caused by UCL's negligence; or
(b) for any matter which it would be illegal for UCL to exclude or attempt to exclude its liability; or
(c) for fraud or fraudulent misrepresentation.
and UCL hereby agrees to indemnify the Customer and keep the Customer indemnified in respect of the same.
6.3 Nothing in these Terms and Conditions excludes UCL's liability in respect of damage to tangible property caused by
UCL's negligence, however UCL's liability shall be subject to any limitation for material damage contained in its
insurance policy in place from time to time.
6.4 Subject to clause 6.2:
(a) UCL's total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation,
restitution or otherwise, arising in connection with the performance or contemplated performance of the
Agreement shall be limited to the total fees payable to UCL in respect of the Services performed hereunder; and
(b) UCL shall not be liable to the Customer for any pure economic loss, loss of profit,
loss of business, depletion of goodwill or otherwise, in each case whether direct, indirect or consequential, or any claims
for consequential compensation whatsoever (howsoever caused) which arise out of or in connection with the Agreement.
6.5 The Customer hereby agrees to indemnify UCL and keep UCL indemnified in respect of any and all claims made by UCL's
Crew as a result of any negligent act or omission of the Customer whilst the Crew are under the supervision and direction
of the Customer.
6.6 Each party shall maintain suitable public and employer's liability insurance to cover their respective liabilities in respect of
any act or default for which it might become liable to indemnify the other.
7. Force Majeure
UCL reserves the right to defer the date of the provision of the Services, or to cancel the Agreement (without liability to the Customer) if
it is prevented from or delayed in the carrying on of its business due to circumstances beyond the reasonable control of UCL including,
without limitation, acts of God, governmental actions, war or national emergency, acts of terrorism, protests, riot, civil commotion, fire,
explosion, flood, epidemic, lock-outs, strikes or other labour disputes (whether or not relating to either party's workforce), or restraints or
delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, provided that, if the event in
question continues for a continuous period in excess of [6 months], the Customer shall pay UCL the fees in respect of Services
performed and shall be entitled to give notice in writing to UCL to terminate the Agreement with regard to the Services not yet
performed.
8. Cancellation
8.1 If the Customer wishes to cancel the Agreement, written notice of cancellation must be given to UCL no less than
[24]hrs prior to the commencement date.
8.2 Where the Customer cancels giving less than the required 24hrs notice, the Customer agrees to pay 100% of the
total fees payable to UCL under the Agreement.
9. Termination
9.1 UCL may terminate this Agreement at any time on written notice if the Customer:
(a) is in material or persistent breach of any of the terms of this Agreement and oither that breach is incapable of
remedy, or the Customer fails to remedy that breach within [5] days after receiving written notice requiring it to
remedy that breach; or
(b) is unable to pay its debts (within the meaning of section 123 of the Insolvency Act1986), or becomes insolvent, or is
subject to an order or a resolution for its liquidation, administration, winding-up or dissolution (otherwise than for the
purposes of a solvent amalgamation or reconstruction), or has an administrative or other receiver, manager, trustee,
liquidator, administrator or similar officer appointed over all or any substantial part of its assets, or enters into or
proposes any composition or arrangement with its creditors generally, or is subject to any analogous event or
proceeding in any applicable jurisdiction.
9.2 For the avoidance of doubt a material breach shall include, but shall not be limited to:
(a) failure on the part of the Customer to make a punctual payment of any and all sums due to UCL;
(b) failure on the part of the Customer to provide sufficient and accurate information to allow the continuance of the
provision of the Services; and
(c) unilateral variations by the Customer in the targets, timescales or other previously agreed criteria.
9.3 Termination by UCL in accordance with the rights contained this clause 9 shall be without prejudice to any other rights or
remedies of UCL accrued prior to termination.
10 Restriction
10.1 The Customer agrees that it and its staff will not solicit or accept an offer of employment or engagement as a contractor or
subcontractor, either permanent or temporary, with the Crew during the continuance in force of this Agreement and for a
period of six months after the termination of any agreement covering the provision of their Consultancy Services to that
Client. For the purpose of this Clause, employment or engagement of the Staff with a firm or company which during such
time in turn is engaged or seeks to be engaged in a contract with such a Crew for the provision of services similar to those
provided or capable of provision by UCL shall be deemed to be a breach by the Customer of its obligations hereunder if
such staff become(s) or is to become actively engaged directly or indirectly with such Crew.
10.2 Discussions between UCL and Customer or its staff regarding a specific business opportunity introduced by UCL shall
preclude the Customer and its staff directly or indirectly as a shareholder, partner, principal, employee, contractor or
subcontractor from benefiting from that business opportunity without either a contractual agreement between UCL and the
Customer, or UCL's express written permission such permission not to be unreasonably withheld. For this purpose if UCL
itself wishes to take advantage of such opportunity it may expressly withhold such permission.
10.3 The parties agree that the restrictions contained in this Clause 10 are fair and reasonable and necessary for the protection
of the goodwill of UCL. Any provision of this Clause 10 that is illegal or unenforceable because it goes beyond what is
reasonably necessary to protect the interests of UCL shall take effect with the minimum modification necessary to make it
valid but without negating the commercial interests of the parties.
11. General
11.1 If any provision of the Agreement is found by any court, tribunal or administrative body of competent jurisdiction to be wholly
or partly illegal, invalid, void, voidable, enforceable or unreasonable it shall to the extent of such illegality, invalidity, voidness,
void ability, unenforceability or unreasonableness be deemed severable and the remaining provisions of the Agreement and
the remainder of such provision shall continue in full force and effect.
11.2 Failure or delay by UCL in enforcing or partially enforcing any provision of the Agreement shall not be construed as a waiver
of any of its rights under the Agreement.
11.3 Any waiver by UCL of any breach of, or any default under, any provision of the Agreement by the Customer shall not be
deemed a waiver of any subsequent breach or default and shall in no way affect the other terms of the Agreement.
11.4 The parties to the Contract do not intend that any term of the Contract shall be enforceable by virtue of the Contracts (Rights
of Third Parties) Act 1999 by any person that is not a party to it.
11.5 Any notice required to be given pursuant to this Agreement shall be in writing and shall be given by registered letter to the
address of the relevant party set out in the Agreement or such other address as either party notifies to the other from time to
time. Any notice given according to the above procedure shall be deemed to have been given when received.
11.6 UCL may at any time and without notice to the Customer assign, sub-contract or deal in any other manner with all or any of
its rights and/or obligations under the Agreement.
11.7 The formation, existence, construction, performance, validity and all aspects of the Agreement shall be governed by English
law and the parties submit to the exclusive jurisdiction of the English courts.

 

You can contact us by email at info@urbancrewltd.com