SQUEKE TERMS AND CONDITIONS
1. Squeke Limited ("Squeke") is a company registered in England and Wales under company number 12150476, with its registered office at 19 Dorset Mansions, Lillie Road, London, United Kingdom, SW6 7PF, email: [email protected].
Squeke operates an online platform allowing Users to connect through the Squeke Platform with other Users who provide their Services.
Squeke's terms and conditions of use are as set out in this document ("Terms and Conditions").
All defined terms in this Agreement have the meaning given to them in the Squeke Glossary.
2. By using the Squeke Platform, you are bound by these Terms and Conditions and Values set out below. If you do not agree to be bound by these Terms and Conditions, you may not use or access the Squeke Service.
i. "Agreement" means the most updated version of the agreement between Squeke and a User.
ii. "Agreed Amount" means agreed price for Services (including any variation) paid into the Squeke Account made by the Customer but does not include any costs incurred by the Professional when completing Services which the Customer agrees to reimburse.
iii. "Business Day" means a day on which banks are open for general business in the jurisdiction where Users have their Squeke Platform account, other than a Saturday, Sunday or public holiday.
iv. "Cancellation Admin Fee" means the Fee payable by a Customer or a Professional for cancelling a Squeke Contract.
v. "Consequential Loss" means any loss, damage or expense recoverable at law:
a. other than a loss, damage or expense that would be suffered or incurred by any person in a similar situation to the person suffering or incurring the loss, damage or expense; or
b. which is a loss of:
· opportunity or goodwill;
· profits, anticipated savings or business;
· data; or
· value of any equipment,
· and any costs or expenses incurred in connection with the foregoing.
vi. "Customers" means a User that sends a request on the Squeke Platform in search of particular Services.
vii. "Fees" means all fees payable to Squeke by Users including the Service Fee.
viii. "Marketing Material" means any updates, news and special offers in relation to Squeke.
ix. "Non-excludable Condition" means any implied condition, warranty or guarantee in a contract, the exclusion of which would contravene the law or cause any part of the contract to be void.
x. "Occurrence" means each individual occurrence of services to be performed by a Professional that form part of Recurring Services.
xi. "Payment Provider" means an entity appointed by Squeke that manages and operates the Squeke Account including accepting payments from and making payments to Users.
xii. "Policies" means the policies posted by Squeke on the Squeke Platform, including but not limited to the Squeke Values.
xiii. "Professional(s)" means a User who provides Services to Customers.
xiv. "Professional Funds" means the Agreed Amount less the Service Fee.
xv. "Professional Service Fee" means the fee payable by the Professional to Squeke as consideration for the Services provided by Squeke (and comprised as part of the Agreed Amount) displayed to a Professional prior to entering into each Squeke Contract.
xvi. "Recurring Services" means the same services procured by a Customer using the Squeke Platform from the same Professional on a recurring basis, for example weekly, fortnightly or monthly.
xvii. "Service(s)" means service(s) provided by a Professional to a Customer.
xviii. "Service Request" means the Customers request for Services published on the Platform and includes the time, price, occurrence, description and location of the Services to be provided.
xix. "Service Fee" means the amount paid to Squeke for its services.
xx. "Services" means the services to be rendered as described in the Squeke Request, including any variations or amendments agreed before or subsequent to the creation of a Squeke Contract and for Recurring Services the Services are the services to be performed under each Occurrence.
xxi. “Subscription Services” means those recurring Services provided by the same professional.
xxii. "Squeke" means "we" "us" "our" means the legal entity prescribed in the UK.
xxiii. "Squeke Account" means the account operated by the Payment Provider.
xxiv. “Squeke Values” means the values outlined by Squeke that Users are expected to adhere to.
xxv. "Squeke Contract" means the separate contract which is formed between a Customer and a Professional for Services.
xxvi. "Squeke Platform" means the Squeke website at http://www.squeke.com/, http://www.squeke.co.uk/, Squeke smartphone app.
xxvii. "Squeke Service(s)" means the service of providing the Squeke Platform.
xxviii. "Third Party Dispute Service" means a third party dispute resolution service provider used to resolve any disputes between Users.
xxix. "User(s)" or "You" means the person who has signed up to use the Squeke Platform, whether as the Customer, Professional, or otherwise.
4. GOVERNING LAW & JURISDICTION
These Terms and Conditions shall be governed by and construed in accordance with the law of England and Wales. Disputes arising in connection with these Terms and Conditions shall be subject to the exclusive jurisdiction of the courts of England and Wales.
5. THIRD PARTY RIGHTS
Unless expressly stated otherwise, these Terms and Conditions do not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract.
6. 'BLUE PENCIL' DOCTRINE
If any provisions hereof are held to be illegal or unenforceable such provisions shall be severed and the remainder of this Agreement shall remain in full force and effect unless the business purpose of this Agreement is substantially frustrated thereby.
7. SCOPE OF SQUEKE SERVICE
Squeke provides the Squeke Platform to allow Customers to request Services from Professionals.
In response to a Service Request by Customers, Professionals may accept the Service Request via the Squeke Platform.
If a Professional accepts a Service Request on the Squeke Platform, a Squeke Contract is created between the Professional and the Customer.
i. Customer and Professional Rights and Obligations
a. Users must be natural persons.
b. Users must be 18 years of age at the time of accepting a Squeke Contract.
c. Upon the request of a Squeke Contract, the Customer must pay the Agreed Amount into the Squeke Account.
d. Upon creation of the Squeke Contract, Squeke has provided the Squeke Services and the Service Fee is then due and payable.
e. Once the Squeke Contract is created, the Professional and Customer can use the Squeke private messaging system to amend or vary the Squeke Contract or to otherwise communicate where necessary.
f. Once the Services are complete, the Professional must provide notice of that on the Squeke Platform.
ii. After the Squeke Contract is completed, the Customer is encouraged to rate, and provide feedback of the Services on the Squeke Platform.
iii. In the case of Subscription Services, a Squeke Contract is created for an indefinite period of time until the Customer or Professional cancels the Subscription Service.
iv. The Customer may elect to pause automatic payment of Professional Funds for a Service within 24 hours from when the Professional confirms the Service is completed. If the Customer pauses such automatic payment in accordance with this clause, then the Professional Funds will not be released by Squeke from the Squeke Account to the Professional until the Customer also confirms that the Occurrence is completed.
v. Squeke's Rights and Obligations:
a. Once the Service has been completed and the Professional confirms the Services are completed, or if Squeke is satisfied the Services have been completed, the Professional Funds will be released by Squeke from the Squeke Account to the Professional on the following Monday.
b. Squeke provides the Squeke Platform only, to allow Customers to request Services from Professionals.
c. At its absolute discretion, Squeke may refuse to allow any person to register or create an account with Squeke or cancel or suspend or modify any existing account including if Squeke reasonably forms the view that a User’s conduct (including a breach of this Agreement) is detrimental to the operation of the Squeke Platform.
vi. Registering and creating an account with Squeke is free. There is no charge for Squeke Users to review content on the Squeke Platform.
vii. Squeke will not accept liability for any aspect of the Users and Professionals interaction, including but not limited to the description, performance or delivery of Services.
viii. Squeke has no responsibility and makes no warranty as to the truth or accuracy of any aspect of any information provided by Users, including, but not limited to, the ability of Professionals to perform Services or supply items, or the honesty or accuracy of any information provided by Customers or the Customers' ability to pay for the Services requested.
ix. Except for liability in relation to any Non-excludable Condition, the Squeke Service is provided on an "as is" basis, and without any warranty or condition, express or implied. To the extent permitted by law, we and our suppliers specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement.
x. Squeke does not have an obligation to any User to assist or involve itself in any dispute between Users, although may do so in order to improve User experience.
8. USER OBLIGATIONS
i. You will at all times:
a. comply with this Agreement (including all Policies) and all applicable laws and regulations;
b. only post accurate information on the Squeke Platform;
c. You agree that any content (whether provided by Squeke or a User) on the Squeke Platform may not be used on third party sites or for other business purposes without Squeke's prior permission.
d. You must not use the Squeke Platform for any illegal or immoral purpose.
e. You must maintain control of Your Squeke account at all times. This includes not allowing others to use or access Your account, or by transferring or selling Your account or any of its content to another person.
f. You grant Squeke an unrestricted, worldwide, royalty-free licence to use, reproduce, modify and adapt any content and information posted on the Squeke Platform for the purpose of publishing material on the Squeke Platform and as otherwise may be required to provide the Squeke Service, for the general promotion of the Squeke Service, and as permitted by this Agreement.
g. You agree that any information posted on the Squeke Platform must not, in any way whatsoever, be potentially or actually harmful to Squeke or any other person. Harm includes, but is not limited to, economic loss that will or may be suffered by Squeke.
ii. Without limiting any provision of this Agreement, any information You supply to Squeke or publish in a Service Request or Squeke private messaging system must be up to date and kept up to date and must not:
a. be false, inaccurate, misleading or deceptive;
b. be fraudulent or involve the sale of counterfeit or stolen items;
c. infringe any third party's copyright, patent, trademark, trade secret or other proprietary rights or intellectual property rights, rights of publicity, confidentiality or privacy;
d. violate any applicable law, statute, ordinance or regulation (including, but not limited to, those governing export and import control, consumer protection, unfair competition, criminal law, antidiscrimination and trade practices/fair trading laws);
(1) be defamatory, libellous, threatening or harassing;
(2) be obscene or contain any material that, in Squeke's sole and absolute discretion, is in any way inappropriate or unlawful, including, but not limited to obscene, inappropriate or unlawful images; or
(3) contain any malicious code, data or set of instructions that intentionally or unintentionally causes harm or subverts the intended function of any Squeke's Platform, including, but not limited to viruses, trojan horses, worms, time bombs, cancelbots, easter eggs or other computer programming routines that may damage, modify, delete, detrimentally interfere with, surreptitiously intercept, access without authority or expropriate any system, data or Personal Information.
iii. If You are a Professional:
a. You must have the right to provide Services under a Squeke Contract and to work in the United Kingdom. You must comply with tax and regulatory obligations in relation to any payment (including Professional Funds) received under a Squeke Contract.
b. You must not, when supplying Services, charge a Customer any fees on top of the Professional Funds. However, the parties to a Squeke Contract may agree to amend the Agreed Amount through the Squeke Platform using the Squeke private messaging system.
c. You must not request payments outside of the Squeke Platform from the Customer for the Services except to the extent permitted by clause 7(iv) and only if the Squeke Platform does not facilitate the reimbursement via the Squeke Account of costs considered in clause 7(iv).
iv. If a Professional agrees to pay some costs of completing the Services (such as equipment to complete the Services), the Professional is solely responsible for obtaining any reimbursement from the Customer. Squeke advises Professionals not to agree to incur costs in advance of receiving the payment for these costs, unless the Professional is fully confident that the Customer will reimburse the costs promptly and in full.
v. If Squeke determines, at its sole discretion, that You have breached any obligation under this clause 8 or that You have breached one or more Squeke Contracts, it reserves the rights to remove any content, or cancel or suspend Your account and/or any Squeke Contracts.
i. Upon the creation of a Squeke Contract, the Professional owes Squeke the Service Fee. The Service Fee will automatically be deducted from the Agreed Amount held in the Squeke Account.
ii. If the Squeke Service requires a Professional to incur costs in completing the Services, the cost incurred will not be included in any calculation of Fees.
iii. All Fees and charges payable to Squeke are non-cancellable and non-refundable, save for Your rights under any Non-Excludable Conditions.
iv. If Squeke introduces a new service on the Squeke Platform, the Fees applying to that service will be payable as from the launch of the service.
v. Squeke may off-set any Fees against any Professional Funds or other amounts held by Squeke on behalf of a Customer.
vi. Squeke reserves the right to restrict a User’s account until all Fees have been paid.
10. PAYMENTS AND REFUNDS
i. If the Squeke Contract is cancelled for any reason (by a Customer, a Professional or under this Agreement) prior to the commencement of the Squeke Contract, then if Squeke is reasonably satisfied that the Agreed Amount should be returned to the Customer, the Agreed Amount will be refunded to the Customer and a Cancellation Admin Fee will be due to Squeke by the User who the cancellation of the Squeke Contract is attributable to under clause 9(v) or 9(vi).
ii. Squeke may decide in its absolute discretion to waive the Cancellation Admin Fee.
iii. Any amount returned by Squeke to a Customer on behalf of a Professional under clause 9(i) will be a debt owed by the Professional to Squeke and may be offset by Squeke against any other payments owed at any time to the Professional.
iv. Any outstanding Cancellation Admin Fee owed by a User under clause 9(i) will be a debt owed by that Customer to Squeke and may also be offset by Squeke against any other payments owed at any time to the User.
v. Cancellation of a Squeke Contract will be attributable to the Professional where:
a. the Professional cancels the Squeke Contract; or
b. following reasonable but unsuccessful attempts by a Customer to contact a Professional to perform the Squeke Contract, the Squeke Contract is cancelled by the Customer; or
c. a Squeke Contract is cancelled in accordance with clause 8(v) as a result of the Professional’s actions or breach.
vi. A Cancellation of a Squeke Contract will be attributable to a Customer where:
a. the Customer cancels the Squeke Contract; or
b. a Squeke Contract is cancelled in accordance with clause 8(v) as a result of the Customer’s actions or breach.
vii. If the parties agree to any additional cancellation fee payable under the Squeke Contract, it is the responsibility of the party aggrieved to claim any amount owed directly from the other.
viii. Squeke may take up to 14 days to return the Agreed Amount (less the Cancellation Admin Fee, if applicable) to the Customer.
ix. If, for any reason, the Professional Funds cannot be transferred or otherwise made to the Professional or returned to the Customer (as the case may be) or no claim is otherwise made for the Professional Funds, the Professional Funds will remain in the Squeke Account until paid or otherwise for a period up to 3 months from the date the Customer initially paid the Agreed Amount into the Squeke Account.
x. Following the 3 months referred to in clause 9(ix), and provided there is still no dispute in respect of the Professional Funds, the Professional Funds will be then credited to the Customer.
xi. If the Squeke Contract is cancelled and a User who is party to the Squeke Contract can show that work under a Squeke Contract was commenced, then the sum of the Agreed Amount to be returned to the Customer will be conditional upon the mediation and dispute process in clause 20. However, the Cancellation Admin Fee will always be due in accordance with clause 9(i).
xii. Refer to the cancellation policy for the explicit Cancellation Admin Fees charged upon cancellations.
11. PAYMENT PROVIDER
i. Squeke uses a Payment Provider to operate the Squeke Account.
ii. In so far as it is relevant to the provision of the Squeke Account, the terms at https://stripe.com/gb/ssa are incorporated into this Agreement and will prevail over this Agreement to the extent of any inconsistency in relation to the provision of the Squeke Account.
iii. If Squeke changes its Payment Provider, You may be asked to agree to any further additional terms with those providers. If you do not agree to them, you will be given alternative means of payment.
i. Squeke may use identity verification services.
ii. You agree that these verification services may not be fully accurate, as all Squeke Services are dependent on User-supplied information and/or information or verification Services provided by third parties.
iii. You are solely responsible for identity verification and Squeke accepts no responsibility for any use that is made by Squeke of identity verification services.
iv. Squeke identity verification process may be modified at any time.
v. The Squeke Platform may also include a User-initiated feedback system in order to help evaluate Users.
i. Squeke confirms that all insurance policies are Third Party Services and governed by further terms set out for Third Party Services. Any terms and conditions for such third party insurance will be displayed on the Squeke website/Squeke Platform when they are available.
ii. Squeke does not represent that any insurance it acquires, or which is offered via the Squeke Platform, is adequate or appropriate for any particular User.
iii. Each User must make its own enquiries about whether any further insurance is required and Professionals remain responsible for ensuring that they have, and maintain, sufficient insurance to cover the services provided to other Users of the Squeke Platform.
iv. Squeke may also take out other insurance itself and that insurance may, at Squeke's option, extend some types of cover to Users. Squeke reserves the right to change the terms of its insurance policies with the third party insurance providers at any time. A summary of the policies are available on the Squeke website/Squeke Platform and the policy details can be requested via Squeke ([email protected]). Users are fully responsible for familiarising themselves with these details.
v. You acknowledge and agree that in the event that a claim is made relating to any services performed and/or goods provided by a Professional, and the insurance taken out by Squeke (if any) responds to that claim then this clause applies. If a claim is made against a Professional, Squeke may (provided that the Professional consents) elect to make a claim under any applicable policy and if the claim is successful, Squeke reserves its right to recover any excess or deductible funds payable in respect of the claim from the Professional. Where Squeke makes a claim and the insurer assesses that the Professional is responsible, Squeke is entitled to rely on that assessment. If You do not pay any excess due under this clause, Squeke may also elect to set this amount off some or all of the excess paid by it against future moneys it may owe to You.
vi. You acknowledge and agree that in the event that a claim is made relating to any services performed and/or goods provided by a Professional, and the insurance taken out by Squeke (if any) does not respond to the claim or the claim is below the excess payable to the insurer, then this clause applies. Squeke may elect to reject or pay an amount to settle a claim not covered by Squeke's own insurance policies. To the extent that the Professional was or would be liable for the amount of the claim, if Squeke elects to pay an amount to settle the claim the amount paid by Squeke may be recovered by Squeke from the Professional. Squeke may also elect to set this amount off against future moneys it may owe to the Professional.
i. You can complain about any comment made on the Squeke Platform using the 'Support' tab via the Squeke Platform.
ii. Squeke is entitled to suspend or terminate Your account at any time if Squeke, in its sole and absolute discretion, is concerned by any feedback about You, or considers Your feedback rating to be problematic for other Squeke Users.
15. LIMITATION OF LIABILITY
i. The implied terms included in the Non-Excludable Conditions include the implied terms under the Consumer Rights Act 2015, which include (without limitation) that Squeke's services under this Agreement are performed with reasonable care and skill;
ii. The exclusions and limitations of liability shall be as follows:
a. Nothing in this Agreement excludes or limits Squeke's liability for:
(1) death or personal injury caused by our negligence.
(2) fraud or fraudulent misrepresentation.
(3) any matter in respect of which it would be unlawful for Squeke to exclude or restrict its liability.
b. If Squeke fails to comply with the terms of this Agreement, Squeke is then responsible for loss or damage You suffer that is a foreseeable result of Squeke's breach of this Agreement or Squeke's negligence, but Squeke is not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if it was an obvious consequence of Squeke's breach or if it was contemplated by You and Squeke at the time that this Agreement became binding.
c. Save as set out in paragraph (a) above, Squeke shall not be liable to You for any loss or damage arising out of, or in any way connected with:
(1) any transaction between Customers and Professionals; and
(2) any Third Party Service provider who may be included from time to time on Squeke Platform.
c. Save as set out in paragraph (1) above, Squeke's liability to any User under this Agreement is limited to the total amount of payment made by that User to Squeke during the twelve month period prior to any incident causing liability of Squeke, or £30.00, whichever is greater.
Squeke will endeavour to permit you to transact anonymously on the Squeke Platform. However, in order to ensure Squeke can reduce the incidence of fraud and other behaviours in breach of the Squeke Values, Squeke reserves the right to ask Users to verify themselves in order to remain a User.
17. MODIFICATIONS TO THE AGREEMENT
i. Squeke may modify this Agreement or the Policies (and update the Squeke pages on which they are displayed) from time to time. Squeke will send notification of such modifications to Your Squeke account or advise You the next time You login.
ii. When You actively agree to amended terms (for example, by clicking a button saying "I accept") or use the Squeke Platform in any manner, including engaging in any acts in connection with a Squeke Contract, the amended terms will be effective immediately. In all other cases, the amended terms will automatically be effective 30 days after they are initially notified to You.
iii. If You do not agree with any changes to this Agreement (or any of our Policies), You must either terminate your account or You must notify Squeke who will terminate Your Squeke account, and stop using the Squeke Service.
18. NO AGENCY
No agency, partnership, joint venture, employee-employer or other similar relationship is created by this Agreement. In particular, You have no authority to bind Squeke, its related entities or affiliates in any way whatsoever. To the extent permitted by law, Squeke specifically disclaims all liability for any loss or damage incurred by You in any manner due to the performance or non-performance of any Squeke Services.
Except as stated otherwise, any notices must be given by registered ordinary post or by email, either to Squeke contact address as displayed on the Squeke Platform, or to Squeke Users' contact address as provided at registration. Any notice shall be deemed given:
i. if sent by email, 24 hours after email is sent, unless the User is notified that the email address is invalid or the email is undeliverable, and
ii. if sent by pre-paid post, three Business Days after the date of posting, or on the seventh Business Day after the date of posting if sent to or posted from outside the UK.
20. MEDIATION AND DISPUTE RESOLUTION
i. Squeke encourages You to try and resolve disputes (including claims for returns or refunds) with other Users directly. Accordingly, You acknowledge and agree that Squeke may, in its absolute discretion, provide Your information as it decides is suitable to other parties involved in the dispute.
ii. If a dispute arises with another User, You must co-operate with the other User and make a genuine attempt to resolve the dispute.
iii. Squeke may elect to assist Users to resolve disputes. Any User may refer a dispute to Squeke. You must co-operate with any investigation undertaken by Squeke. Squeke reserves the right to make a final determination (acting reasonably) based on the information supplied by the Users and direct the Payment Provider to make payment accordingly. You may raise your dispute with the other User or Squeke's determination in an applicable court or tribunal.
iv. Squeke has the right to hold any Agreed Amount that is the subject of a dispute in the Squeke Account until the dispute has been resolved.
v. Squeke may provide access to a Third Party Dispute Service. If such a service is provided, either party may request the other party to submit to the Third Party Dispute Service, if the parties have failed to resolve the dispute directly between themselves. Terms and conditions for the Third Party Dispute Service will be available on request. The Third Party Dispute Service is a Third Party Service and Users are responsible for paying any costs associated with this Third Party Dispute Service in accordance with the Third Party Dispute Service terms and conditions.
vi. If You have a complaint about the Squeke Service please contact us via the “Support” tab within the app.
vii. If Squeke provides information about other Users to You for the purposes of resolving disputes under this clause, You acknowledge and agree that such information will be used only for the purpose of resolving the dispute (and no other purpose) and that you will be responsible and liable to Squeke for any costs, losses or liabilities incurred by Squeke in relation to any claims relating to any other use of information not permitted by this Agreement.
i. Either You or Squeke may terminate your account and this Agreement at any time for any reason.
ii. Termination of this Agreement does not affect any Squeke Contract that has been formed between Squeke Users.
iii. Sections 9 (Fees), 15 (Limitation of Liability) and 20 (Mediation and Dispute Resolution) and any other terms which by their nature should continue to apply, will survive any termination or expiration of this Agreement.
iv. If Your account or this Agreement are terminated for any reason then You may not without Squeke's consent (in its absolute discretion) create any further accounts with Squeke and we may terminate any other accounts You operate.
i. The provisions of this Agreement are severable, and if any provision of this Agreement is held to be invalid or unenforceable, such provision may be removed and the remaining provisions will be enforceable.
ii. This Agreement may be assigned or novated by Squeke to a third party without your consent. In the event of an assignment or novation the User will remain bound by this Agreement.
iii. This Agreement sets out the entire understanding and agreement between the User and Squeke with respect to its subject matter.
Revised March 2020 copyright Squeke 2020