Terms and Conditions – Vendor

CleanCalendar.com

Terms & Conditions for Cleaning Service Providers

Below we have listed important legal terms that apply to anyone who visits our website or uses our services. These terms and conditions (“T&Cs”) are necessary to protect both you and us and to make our services possible.

SERVICE OVERVIEW

Through our platform (“Platform”), cleaning service providers have the opportunity to receive service requests and the option to be contracted by potential clients (“Clients”) looking for cleaning services (“Cleaning Services”).

IDENTIFICATION DETAILS

For this purpose, your identification details will be transmitted to the Clients every time the Client searches for a Cleaning Service through our Platform. Clients will be provided with your first name and surname, telephone number, company name, type of cleaning services offered, availability, location, spoken languages and performance rating.

ROLE OF THE PLATFORM

WE DO NOT PROVIDE CLEANING SERVICES BUT ACT SOLELY AS A CHANNEL OF COMMUNICATION BETWEEN YOU AND THE CLIENT. FROM THE POINT AT WHICH YOU ACCEPT TO PROVIDE CLEANING SERVICES TO A CLIENT, YOU ENTER INTO A DIRECT CONTRACTUAL RELATIONSHIP WITH THE CLIENT THAT HAS BOOKED YOU. IT IS UP TO YOU TO OFFER CLEANING SERVICES WHICH MAY BE SCHEDULED THROUGH USE OF OUR PLATFORM AND TO COMPLY WITH ALL APPLICABLE LEGISLATION AND SAFETY REGULATIONS.

LEGAL AGREEMENT

These T&CS constitute a binding legal agreement (“Agreement”) between you and the Company. By using or receiving any services supplied to you by the Company (“CC Services“) through our CleanCalendar.com website (“CC Website”), and downloading, installing or using any associated software supplied by us (such software to be deemed included in the term “CC Website”) to enable you to use the CC Services, you hereby expressly acknowledge and agree to be bound by the T&Cs of this Agreement, and any future amendments and additions to this Agreement as published from time to time on the CC Website or through the CC Services.

These T&Cs, together with such additional terms which specifically apply to some of our service and features as presented on the CC Website including the Privacy Policy are collectively referred to as the “CC Terms”.

The CC Terms may be amended from time to time. By accessing, browsing and using our CC Website, you acknowledge and agree to have read, understood and agreed to the CC Terms, including the Privacy Policy.

We will notify you by email or through a notification on the CC Website in the event that we make a significant change to the CC Terms. You will be deemed to have accepted such a change if you keep on using the CC Website.

If you do not read or fully understand or if you do not agree to the CC Terms, you must immediately leave the CC Website and avoid or discontinue all use of the CC Services provided by the Company.

DEFINITIONS

In addition to terms elsewhere defined in the CC Terms, for the purposes of the Agreement, the following terms shall have the following meaning:

“Agreement” means any agreement between the User and the Company regarding the use of CC Services consisting of the CC Terms and any other additional terms and conditions or documents referred to herein or agreed in the future between you and the Company.

“Company”, “we”, “our” or “us” means Isle Dynamics Limited a private limited liability company, registered in Malta (Company Registration Number C73863), whose registered office is situated at 22, Flat 1, Triq It-Tabib Nikol Zammit, Siggiewi, Malta.

“Fee” means the fee that the User is obliged to pay to the Company for using the Platform and any VAT and/or any other applicable tax due.

“Payment Method” means cards, carrier billing and other payment methods used by the User using the CC Website to pay for the CC Services.

“User Platform” means the online, and mobile websites, functionalities, and platforms created by Users.

USER ACCOUNT & ACCOUNT OWNERSHIP

To use CC Services, you must first register and create a user account (“User Account”) on the CC Website. This includes creating an account or purchasing Paid Services (as defined in Section 9).

You can invite others to your User Account and User Platforms, assigning them specific roles and permissions. These individuals, referred to as “Contributors,” can perform activities within your User Account and User Platforms based on the permissions you grant them. If anyone, including Contributors, accesses your User Account or User Platforms, they can perform actions available to you, make changes, accept legal terms, and more. These activities will be considered as done on your behalf, whether or not you specifically authorized them. To protect your account, keep your login credentials confidential and only allow trusted individuals to access your User Account. You are fully responsible for all activities under your User Account and User Platforms, including any representations, warranties, and undertakings made by Contributors, as well as any resulting damage, expenses, or losses.

When registering your User Account and using CC Services, provide accurate and complete information. Use your own or your company’s contact and billing details, including a valid email address, to help us identify the true owner of the User Account and User Content.

The information that we disclose to Clients is based on the information provided to us by the Users. As such, the Users are fully responsible for informing us with their updated information. Although we will use reasonable skill and care in performing CC Services, we will not verify if, and cannot guarantee that, all information is accurate, complete, or correct, nor can we be held responsible for any errors, any interruptions howsoever due including breakdown, repair, upgrade, or maintenance of our Platform or otherwise, inaccurate, misleading, or untrue information or non-delivery of information. Each User always remains responsible for the accuracy, completeness, and correctness of the information displayed on our Platform.

Contributors must also register and create their own User Accounts to access the User Account they contribute to. These terms and conditions apply to Contributors as well. If you are invited as a Contributor to a User Platform, you acknowledge that the owner of the User Platform will have full access to any information stored by you on the User Platform and will have all the rights and functionalities of a User Account owner.

The Company will recognize the owner of a User Platform as the individual or entity whose email address is recorded as the owner of the User Account under which the User Platform was created.

In the event of a dispute over User Account ownership, we reserve the right to determine ownership based on our reasonable judgment, which may include conducting an independent investigation. If we are unable to decide, we may choose to refrain from doing so and/or suspend the User Account until the disputing parties reach a resolution. The Company will not be liable to you or any other party in such cases. We may request documentation, such as a government-issued ID or business licence, to assist in determining ownership.

RIGHT OF COMPANY TO ACCESS FOR MAINTENANCE OR ASSISTANCE

The Company reserves the right to access your User Account and User Platforms as necessary to provide maintenance, support, or assistance. This access will be conducted in accordance with our Privacy Policy and will be limited to the extent necessary to perform the required services. By using CC Services, you consent to this access and agree to cooperate with the Company in providing any necessary information or access to facilitate maintenance or support activities.

YOUR REPRESENTATIONS, WARRANTIES & UNDERTAKINGS

8.1. You represent and warrant that:

you are legally entitled to enter into this Agreement with us to use our Platform and for providing the Cleaning Services, and have the authority to enter into the CC Terms, either for yourself or on behalf of the entity you represent,
you have agreed to be bound by the CC Terms and you have provided true, accurate, complete and updated information about you,
you will keep your User Account accurate and profile information updated at all times,
you are not a resident of, nor will you use CC Services in, any sanctioned country or region; you are not listed on any sanctions list, nor are you owned or controlled by a sanctioned party. You agree to indemnify the Company for any losses incurred due to a breach of these confirmations,
your country of residence or your company’s country of incorporation matches the contact and billing address you provide, and
you acknowledge that the Company does not offer legal advice or recommendations regarding laws applicable to your use or your end users’ (“End Users’”) use of the User Platform.

8.2 Additionally,

you confirm ownership of all rights to any content you upload, develop, or provide, including designs, images, videos, audio files, fonts, logos, code, databases, and other materials (“User Content”). You have the necessary rights to legally use and license this User Content,
you have the authority to allow the Company to access and use your User Content for the purposes of importing, exporting, copying, displaying, uploading, publishing, transmitting, and other uses,
your User Content is accurate, lawful, and non-infringing. It is lawful for you, the Company, and your End Users to use this content in connection with the CC Services,
you have obtained all necessary consents for processing and using any personal information or images included in your User Content, in compliance with applicable laws,
you will adhere to the Company’s content guidelines, which outline permissible and prohibited content on the service,
you will not use the Cleaning Services for unauthorized or unlawful purposes,
you will accept orders for Cleaning Services only insofar as permissible in accordance with the applicable legal provisions,
you will treat Clients introduced to you through our Platform with respect and not cause any inconvenience or damage to them,
you will not use the CC Services to cause nuisance, annoyance or inconvenience, and
you will assume all expenses, costs, fees, taxes and contributions for the operation of the Cleaning Services.

8.3 You undertake and agree to:

comply with all applicable laws and contractual terms related to your use of CC Services, including those specific to your location and your End Users,
accept full responsibility for any use of CC Services under your User Account and User Platforms, including any consequences related to your User Content,
regularly back up your User Content and any information processed on your User Platform, including details about End Users, User products, and any connected services or third-party applications,
acknowledge the Company’s discretion in determining how to perform CC Services, including hosting, transmission, publication, and display of User Platforms and Content, as well as the inclusion of advertisements or commercial content, and
understand that the Company may offer different price plans for CC Services, each with various restrictions on upload, storage, download, and use, including limitations on network traffic, content size, quality, sources, download volume, number of subscribers, and storage volume.

8.4 You agree and commit not to:

copy, modify, create derivative works from, download, adapt, reverse engineer, or disassemble the CC Website, CC Services, or any content offered by the Company for use and display within the User Platform (“Licensed Content”) without the Company’s prior written consent, except as allowed under the CC Terms,
engage in illegal activities to collect login data or passwords for other websites, third parties, software, or services,
collect or make available credit card information or other financial data used for payments, unless compliant with applicable laws,
publish or use CC Services or Licensed Content on any platform other than those provided by the Company or create a browser environment around them without the Company’s prior written consent,
act in a manner that could harm the Company’s reputation or goodwill,
interfere with other users’ privacy or collect their personal information without consent,
bypass measures to prevent or restrict access to CC Services, User Platforms, or other systems connected to CC Services,
test the vulnerability of CC Services or any connected network,
overload CC Services or disrupt their operation,
use CC Services for spam, fraud, phishing, or unethical marketing,
use CC Services for storage or video streaming purposes,
access CC Services through unsupported means or technology,
sell or exploit CC Services or Licensed Content for commercial purposes, except as permitted by CC Terms,
remove or alter copyright notices or proprietary rights indicators,
violate any CC Terms or applicable laws, and
use CC Services for competitive analysis or to build a competing product.

You understand and accept that failing to comply with the above terms or making any false statements may lead to the immediate termination of your User Account and/or any CC Services provided to you. This action may be taken with or without prior notice, and no refunds will be issued for any payments made for such CC Services. Such termination shall be without prejudice to all rights and remedies competent to the Company at law and under the CC Terms.

CC SERVICE FEES

Certain CC Services require payment of fees (“Paid Services” and “Fees”, respectively). The Company will inform you of the applicable Fees for the Paid Services you choose. You must pay these Fees in advance.

The Company reserves the right to change Fees at any time. You will be notified if such changes affect your current subscriptions.

If you received a discount or promotional offer, the Company may automatically renew your subscription at the full current Fee once the discount period ends.

Fees paid to the Company are in Euro unless otherwise specified. All Fees are exclusive of taxes, and you are responsible for paying any applicable taxes. Additional fees from third parties (e.g., banks, credit card companies) may apply, and the Company is not responsible for these costs.

By purchasing Paid Services, you authorize the Company to collect payment and service fees from your payment provider or designated bank account. The Company may also validate your payment information to ensure prompt payment.

You must keep a credit card on file with the Company (“Stored Card”) to pay for Paid Services. You can identify your Stored Card by its last four digits on your account settings page.

INVOICES, RENEWALS & CHARGEBACKS

INVOICES. The Company will issue electronic invoices or credit memos for any payments or refunds. These will be available in your User Account and/or via email. You may need to provide personal information to comply with local laws. Note that the invoice in your User Account may not meet local legal requirements and may be for pro forma purposes only.

RENEWALS. To avoid service interruptions, some Paid Services automatically renew unless you turn off auto-renewal. Renewals will be for the same period as the original subscription and at the same price, unless otherwise notified. We will attempt to charge your Stored Card up to two weeks before the renewal period starts. If payment fails, we may retry or suspend/cancel your account without notice. For yearly or multi-year subscriptions, we will notify you at least 30 days before renewal. By purchasing a renewing Paid Service, you agree to automatic renewals. You can turn off auto-renewal at any time via your User Account. You are responsible for ensuring the successful renewal of your CC Services. We are not liable for any discontinuation of services due to non-renewal.

CHARGEBACKS. If a charge is declined or reversed, your account may be disabled or terminated. Data in your account may be cancelled. CC Services will resume only after you re-subscribe and pay all fees, including any expenses incurred. Contact us before filing a chargeback to avoid service cancellation and additional fees. We reserve the right to dispute chargebacks.

CLEANING SERVICES, PAYMENT METHOD, FISCAL OBLIGATIONS & RANKING

CLEANING SERVICES. You are to provide the Cleaning Services in accordance with the provisions of this Agreement as well as any applicable laws and regulations. You are to ensure that you are always in possession of any statutory permits and are covered by any mandatory insurance policy and other insurance that may be deemed prudent in relation to the provision of the Cleaning Services.

You are to always act professionally in the provision of the Cleaning Services and to respect the Clients making use of the Cleaning Services. You will retain the discretion as to when to provide the Cleaning Services and you also have the right to accept, decline or ignore any requests made by potential Clients for Cleaning Services.

All costs and expenses incurred in the provision of the Cleaning Services are incurred by you.

For every Cleaning Service provided to Clients accepted on our Platform you shall have the right to charge such fee (“Cleaning Fee”) as you shall determinate in your sole discretion. The Cleaning Fee is paid either directly to you or through the Payment Method system as further detailed below. If the Client has opted to pay you directly, then it is your responsibility to collect the Cleaning Fee. We will send a notice of debt to the Client on your behalf if they fail to effect payment. Such act is not to be construed as an obligation on our part to compensate the Cleaning Fee not paid by the Client. If a Client justifiably refuses to pay the Cleaning Fee due to inaccurate information in the CC Website, we will not reimburse you for such expenses.

We will provide Clients following provision of the Cleaning Services with a receipt showing all relevant information. You may access the receipt through your Account.

PAYMENT METHOD. Clients are able to effect payment for Cleaning Services either through cards, carrier billing or other payment methods directly available in the CC Website, that is, the Payment Method.

You hereby authorise us to collect on your behalf the Cleaning Fee or other amounts paid by the Client via Payment Method. Any payment obligation made by the Client via the Payment Method will be considered completed as of the time that the payment has been made.

We will not be obliged to pay you any Client Fees if the Payment Method fails because Client’s credit card or other payment is cancelled or is unsuccessful for other reasons.

We will have the right to set off any Client Fees due to you via the Payment Method system against amounts due to us in terms of this Agreement.

FISCAL OBLIGATIONS. All fiscal obligations arising in connection with the provision of the Cleaning Service in relation to this Agreement shall be your sole responsibility. Likewise, any obligation relating to income tax, or other applicable tax or any obligation shall be your sole responsibility.

RANKING AND CLIENT REVIEWS. To guarantee high-quality service and provide additional reassurance to Clients, you hereby acknowledge that the Clients may provide you a performance rating and leave feedback regarding the quality of the Cleaning Services that you have provided. Your average performance rating will be linked to your Account and will be available to Clients at the CC Website.

We may also provide you with your activity score. If your average performance rating or activity score are below a minimum average performance rating and activity score determined by us from time to time we may ask you to increase your average performance rating or activity score to minimum level within a specific period of time. If after such time you will not have increased your average performance rating or activity score, your Account may, after due notification, be automatically suspended either temporarily or permanently in our sole discretion. We may reverse the suspension of your Account on a case-by-case basis.

CANCELLATION & TERMINATION

You can cancel your account or CC Services at any time. The cancellation will be effective once the process is completed. For renewing Paid Services, cancellation will take effect at the end of the current subscription period. To avoid automatic renewal, cancel at least 14 days before the subscription period ends.

The Company may suspend or cancel your account for non-compliance with terms or non-payment. The Company is not liable for such suspensions or cancellations.

If your account or any related services are cancelled, you may lose content, features, or data, including domain names. We are not responsible for this loss or for backing up your data. Additional fees may apply for reactivating services. Once your account is terminated, data cannot be recovered.

In addition to the right to terminate this Agreement as elsewhere provided in this Agreement, we may, in our sole discretion, suspend or terminate, temporarily or permanently, the Account of a User at any time:

if you violate any of the representations, warranties and obligations contained in this Agreement or any policies and rules,
if you act or practise fraudulently or have caused or may cause damage to third parties,
if you are no longer authorised to provide Cleaning Services,
if you fail to comply with your obligation to pay dues promptly, or fail to perform a Cleaning Service after accepting an order,

by giving you one week’s notice, either through the CC Website or by email, in our sole discretion and without the need to give you a reason.

The above shall be without prejudice to our right to take appropriate legal action.

We will incur no liability for damages or compensation for the termination, cancellation or suspension of your Account.

Without prejudice to the above, we may in our sole discretion, for any reason or no reason and at any time alter, suspend and/or discontinue providing our CC Services, with or without notice. We will not be liable for any damage or loss caused by such an alteration, suspension or termination of the CC Service.

Upon termination of this Agreement or cancellation or suspension of your Account, for whatever reason, the consideration payable by you to us relating to CC Services rendered to the date of such termination, cancellation or suspension shall become immediately due.

The licence granted herein ends contemporaneously with termination or cancellation of the Agreement. After termination of the Agreement, you must immediately stop using the CC Services and the User Account whereupon we will be entitled to block and delete the User Account without prior notice.

INTELLECTUAL PROPERTY

Between you and us, you retain ownership of all intellectual property related to your User Content and any materials you create, develop, or connect to CC Services. This includes designs, images, animations, videos, audio files, fonts, logos, illustrations, compositions, artworks, code, algorithms, SPIs, APIs, databases, interfaces, text, and literary works. We do not claim ownership of your User Content or any content you connect to CC services.

You acknowledge and agree that to provide, maintain, and improve the CC Services, we may need to access, upload, and copy your User Content to our platform, including cloud services and CDNs. This may involve making display adjustments, training software tools (such as AI and machine learning models), creating backups, and performing other technical actions as necessary. You grant the Company a non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use your User Content for these purposes.

All rights, titles, and interests in the CC Services, including any copyrightable materials or other content subject to intellectual property rights under applicable law (such as artwork, graphics, images, website templates, widgets, literary works, source and object code, applications, audio, music, video, designs, animations, interfaces, documentation, and more), are owned by or licensed to the Company. This includes the “look and feel” of the CC Services, methods, products, algorithms, data, interactive features, advertising tools, inventions, trade secrets, logos, domains, customized URLs, trademarks, service marks, trade names, and other proprietary identifiers (collectively, “Intellectual Property”).

Provided you comply with the CC Terms and pay all applicable fees on time, the Company grants you a non-exclusive, non-transferable, non-sublicensable, fully revocable, limited license to use the CC Services and Licensed Content. This license allows you to create and display your User Platform to End Users and offer your User products, as permitted under the CC Terms and within the CC Services.

The CC Terms do not grant you any rights or interests in the Company’s Intellectual Property, except for the limited license mentioned above. Nothing in the CC Terms constitutes an assignment or waiver of the Company’s Intellectual Property rights under any law.

DATA COLLECTION AND PRIVACY

Certain parts of the CC Services require the submission and use of personal information. The Company and these services may collect data about Users and End Users, including their activities on the CC Services and User Platforms. Please regularly review our Privacy Policy for details on data collection and use.

MISCONDUCT AND COPYRIGHTS

While using CC Services, you might encounter content or services that are offensive or illegal. You waive any rights or remedies against the Company for such exposure. If you notice any misconduct, report it to the Company, but we are not obligated to act on your report.

DISCLAIMER OF WARRANTIES

CC Services are provided on an “as is”, “tale quale” and “as available” basis, without any warranties, including implied warranties of merchantability, fitness for a particular purpose, or non-infringement. The Company does not guarantee that the CC Services will be complete, accurate, reliable, secure, or free from viruses and bugs. We do not endorse any third-party services or content available through CC Services, so please verify them before use. Moreover, we cannot guarantee that your usage of our Platform will result in any Cleaning Service requests given that this depends on the input of Clients.

The Company may monitor and edit User Content at its discretion but is not obligated to do so. The Company is not considered a publisher of User Content and assumes no liability for any content uploaded by Users. You acknowledge the risks involved in using CC Services and any third party services, and you assume all related risks and liabilities.

The Company does not recommend using its services for hosting personal content and is not responsible for any security or integrity issues. Some CC Services may experience interruptions and / or disruptions.

LIMITATION OF LIABILITY

To the maximum extent allowed by law, the Company, its officers, directors, shareholders, employees, affiliates and agents are not responsible or liable in any manner whatsoever for any direct, indirect, incidental, special, punitive, exemplary, or consequential damages or any loss of profits or revenues, loss of contract, whether incurred directly or indirectly, or any loss of or damage to data, use, goodwill or reputation, or other intangible losses or damages, resulting from:

Your use or inability to use or delay or virus of the CC Services and / or the server where the CC Services are hosted,
The Cleaning Services or other services rendered by you,
Errors, omissions or inaccuracies in any content or for loss or damage incurred as a result of your use of any content posted, emailed, transmitted or otherwise made available through the CC Services,
Any inaccuracy relating to the information of the User as made available to the Company,
Personal injury, death, or property damage from using CC Services unless through wilful misconduct or gross negligence,
Unauthorized access to our servers or stored information,
Interruptions, disruptions or cessation of CC Services or other service,
Use or display of any content via CC Services,
The defamatory, offensive, or illegal conduct of any third party,
Any User violation or breach of any term of the Agreement and the CC Terms or any applicable law or regulation, whether or not referenced herein, and
Events beyond the Company’s control, such as internet failures, natural disasters, or acts of war.

Additionally, to the maximum extent allowed by law, the Company, its officers, directors, shareholders, employees, affiliates and agents, have no responsibility or liability whatsoever for any claims, suits, losses, damages, expenses, consequential loss or otherwise, arising out of or in connection with or in respect of any death or injury to any person whatsoever, and in respect of any loss or damage to any property whatsoever, which may arise in relation to a Cleaning Service provided by the User. Consequently, you, and not us, are responsible and liable for any such claims, suits, losses, damages, expenses, consequential loss or otherwise, arising out of or in connection with or in respect of any death or injury to any person whatsoever, and in respect of any loss or damage to any property whatsoever, which may arise in relation to a Cleaning Service provided by you. Neither are we responsible nor liable for damages you may incur while providing a Cleaning Service.

We are not liable for the actions or non-actions of the Clients and are not liable for any loss or damage that may incur to you as a result of actions or non-actions of the Clients.

You agree that these limitations are part of the risk allocation for using CC Services, even if the Company has been advised of potential liabilities.

With out prejudice to the above, if any exclusion of liability is not enforceable for any reason, the Company’s total liability to you for all claims arising out of or relating to the CC Terms or the CC Services or the Agreement, whether in contract, tort, or otherwise, shall not exceed the amount you paid for the CC Services in the twelve (12) months immediately preceding the date the claim arose.

INDEMNITY

You agree to defend, indemnify and hold harmless the Company, its officers, directors, shareholders, employees, affiliates and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs, debt or expenses (including legal fees) arising from:

Your violation of the CC Terms or other terms,
Your infringement of any third-party rights, including copyrights, access rights, property, or privacy rights, through your User Platform or User Content and/or your use of the CC Services, and
Any claims that your User Platform or User Content caused harm to a third party.

In the event that a Client presents a claim against us in connection with your provision of Cleaning Services or other obligations under the CC Terms, then you are to compensate such damage, costs and expenses to us in full within 7 days from the date of written request by us together with legal costs.

ASSIGNMENT

The Company may transfer its rights and obligations to others without your consent. You cannot transfer your rights and obligations without the Company’s written consent.

NOTICES

The Company may send notices via the CC services, email, or other contact methods you provided. Notices are considered received within 24 hours unless stated otherwise.

RELATIONSHIP

Using CC Services does not create any special relationship, such as a partnership or joint venture, between you and the Company.

VARIATIONS

We can modify, suspend, or terminate any CC Services or features, and change terms or prices at any time, with or without notice. The Company is not liable for any changes or discontinuation of CC Services. If changes involve additional fees, you will be notified and may need to pay to continue using the CC services.

ENTIRE AGREEMENT

These terms, along with any additional terms provided by the Company, constitute the entire agreement between you and the Company, superseding any prior agreements.

SEVERABILITY & WAIVERS

If any term is found invalid or unenforceable, the remaining terms will still apply. No waiver of any term will be considered a waiver of any other term.

INTERPRETATION

Headings and summaries are for convenience only and do not affect the interpretation of the terms. The English version of these terms prevails over any translated versions.

GOVERNING LAW & JURISDICTION

These CC Terms are governed by the laws of Malta, and any disputes shall be subject to the exclusive jurisdiction of the courts of Malta.