TERMS AND CONDITIONS FOR CUSTOMERS (CLEANERS)
These Terms and Conditions set forth the main terms governing the use of Andulka services s.r.o. by Customers.
Cleaning services may be provided via the Anna platform only based on your consent to the terms and conditions set forth below.
Article I.
Definitions of Terms
1) For the purposes of this agreement, the following definitions apply:
Anna - means Andulka Services s.r.o., a company having its registered office at Žižkova tř. 309/12, 370 01 České Budějovice 6, Czech Republic, registered in the Commercial Register kept by the Regional Court in České Budějovice, Section C, Insert 19537, a business entity providing administration technology support for the Customers´ business activities (hereinafter) specialising in cleaning services and connects persons interested in cleaning services with its customers who wish to provide cleaning services at a specific time and location.
Customer – natural person or a legal entity conducting business on the basis of a valid business license in the area of cleaning services providing cleaning services on their own behalf and at their own responsibility to end-users of the service, based on an independent legal relationship established by a contract for work.
Cleaner – means the Customer´s representative, employee or supplier (a person providing cleaning services for a Customer who is not the Customer´s employee), who meets the Anna terms and conditions applicable at the relevant time to active cleaners who use Anna and whom Anna has authorised to access Anna for purposes of providing cleaning service on behalf of the Customer.
Cleaning Service User/Service User – means a natural person or a legal entity inquiring about cleaning services who enters into a separate contractual relationship, on the basis of which the Customer provides cleaning services.
Premises/Spaces - means the areas designated by the User of the service where cleaning services are provided by Anna through the Customer and their Cleaners.
Cleaning Services – means the provision of cleaning services to the Users of the cleaning service by Anna through the Customer and their Cleaners.
Order of cleaning services - an order between Anna and the end-user of the service, through which Anna provides the opportunity for the Customer and their Cleaners to provide cleaning services to the User of the service.
Contract for Work – contract concluded on a written purchase order between the Service User and the Customer who provides Cleaning Services to a Service User through Cleaners. Such Contract for Work is a separate legal relationship between the Customer and the Service User. The Customer is fully liable for the due performance of the Contract for Work. Anna is not a party to the Contract for Work and no legal obligations arise herefrom to Anna.
Article II.
Introductory Representations of the Parties
1) Anna represents that it is the operator of the technology platform and has the necessary expertise, knowledge and know-how to allow Anna to generate cleaning jobs for the Customer under the terms agreed herein.
2) Customer represents that they wish to establish business cooperation with Anna as the party using technology and administration services to support their business activities. The Customer acknowledges and agrees that Anna is the provider of administration technology support and does not provide cleaning services.
3) Representations of the Parties. Both Parties represent that they are entering into this Agreement for the purposes of generating business opportunities, providing Anna´s technology support and administration support to the Customer.
Article III.
Subject-Matter of the Agreement
Anna agrees to provide administration and technology support for the Customer´s business activities hereunder throughout the term hereof. The customer agrees to pay a service fee to Anna for such services.
Article IV.
Definition of the Relationship between the Customer and the User
Relationship between the Parties - the Customer acknowledges and agrees that the provision of cleaning services by the Customer to the Users results in the establishment of a Contract for Work, i.e. a legally binding direct business relationship with no involvement of Anna, between the Customer and the User. The Customer bears sole liability for all the Customer´s duties and obligations towards the Users or third parties that arise upon the provision of cleaning service by the Customer.
Contact details - The Customer acknowledges and agrees that Anna may communicate the Customer’s contact details and/or insurance details to the User upon the User’s reasonable request.
Article V.
Definition of the Relationship between Anna and the Customer
1) Relationship between the Parties. Anna connects prospective Cleaning Service Users with Anna’s Customers who wish to provide cleaning services at the given time and place. The Customer acknowledges and agrees that due to the fact that Anna provides an administration and technology platform to the Customer and generates new cleaning jobs, a legally binding, direct business relationship arises between Anna and the Customer with equal positions of Anna and the Customer as two separate business entities. Anna does not manage or control the Customer or the Customer’s Cleaner during the performance hereof. The Customer and the Customer’s Cleaners are not authorised to assume any legal obligations on behalf of Anna and guarantee that they will not pose as employees, executives or authorised representatives of Anna or any of Anna’s branches. The Parties expressly confirm that this Agreement is not a work contract and it does not establish any employment (in terms of labour law, tax law or social security law) between Anna and the Customer (or the Customer’s Cleaners). In terms of the relationship between the Customer and Anna, the Customer is and will be solely liable for the cleaning services provided by the Customer’s Cleaners.
2) Cleaning service fee is the result of a match between the wishes of a Service User (how much the Service User is willing to pay for the service) and the Customer’s wishes (for how much the Customer is willing to provide the service). Based thereon, Anna matches Service Users and Customers willing to perform the service under the given terms. The suggested price is a recommended figure for both Parties which should facilitate a match between a prospective Service User and a Customer willing to perform the service under these terms. Both Parties have the opportunity to influence the final price as needed.
3) Job acceptance. The Customer and the Customer’s Cleaners are entitled to accept or reject any job generated by Anna. By accepting a job, the Customer agrees to enter into a Contract for Work with the Service User. By doing so, the Customer accepts the scope of the cleaning job, frequency of the cleaning job and the quality required by the Service User that were presented to the Customer via Anna and/or any of Anna´s representatives.
4) Cleaning performed by a third party. If the Customer is fulfilling its obligation arising herefrom and from the Contract for Work through the Customer’s Cleaners, the Customer shall bear the same liability for such performance through the Customer’s Cleaners as if the Customer had fulfilled it. The Customer is required to report this fact to Anna with reasonable notice before the provision of the service.
5) Notification obligation. The Customer and the Customer’s Cleaners acknowledge and accept the Service User’s request to continuously inform about the state of cleaning and the possible changes through note in the cleaning schedule and the technological support of Anna.
Article VI.
Definition of the Relationship between the Customer and the Cleaners
Relationship between the Parties - The Customer bears sole liability for all duties and obligations towards the Cleaners which arose from the Customer’s relationship with the Customer’s Cleaners (including the provision of Cleaning services). The Customer acknowledges and agrees to perform sole supervision over the Cleaners and to comply with all applicable legislation (including tax, social security and labour legislation) governing the Customer’s relationship with the Customer’s Cleaners or otherwise related thereto.
Responsibility for the Cleaners - The Customer acknowledges that the Customer bears, under all circumstances, responsibility and liability for the Customer’s Cleaners and their conduct and errors towards the users and Anna.
Article VII.
Cleaning Requirements
1) Quality Inspection. The Service User requests proper and high-quality performance of the Cleaning services. The cleaning quality is inspected primarily by the Service User, for example by checking the cleaning schedule. In order to ensure the quality of the cleaning, it is necessary to state the scope of each type of the cleaning and state the date of the cleaning, furthermore to inform about the completion of the cleaning and all of the changes that happened during the cleaning.
2) Service Rating by the User. The Customer acknowledges and agrees that after the provision of the Cleaning services, the Cleaning Service User will be asked by Anna to rate the service via the Anna platform where they can leave an optional comment or feedback regarding the Cleaning services.
3) Average rating. The Customer acknowledges that Anna wishes to allow users to access high-quality services via Anna’s administration and technology platform. In order for every Cleaner to be able to continue to use the access to the administration and technology platform Anna, the Cleaner´s average rating given by the users must stay above the minimum acceptable average rating determined by Anna for the relevant area. Anna may update the value of such a minimum acceptable average rating from time to time at its own discretion (hereinafter referred to as the “Minimum Average Rating”).
4) Claims. I) Based on a valid complaint from the Service User on the day of cleaning, the Customer agrees to provide a replacement cleaning, which will be carried out no later than one working day after receiving the complaint, and this will be free of charge. II) In case of a second valid complaint from the Service User within a consecutive 30-day period, the Customer explicitly agrees to provide, in addition to a free replacement cleaning, a free cleaning for the User of the service in the immediately following calendar week. III) In the case of the third valid complaint by the user of the service within a period of 30 consecutive days, the customer accepts that the user of the service has the right to terminate the contract for work.
Upon the Service User’s request, in case of repeated claims, violations of contract, a rating below the minimum average rating or any suspected harm to the goodwill of Anna, its brand, reputation or business activities, or Anna's branches, Anna is entitled to replace the Customer with another Customer for a specific Service User or any group of Service Users at Anna's sole discretion. Anna reserves the right to deactivate, at its own discretion, the use of the Anna administration and technology support.
The Customer agrees that claims may be communicated directly by the Service User or through Anna.
Article VIII.
Requirements for Customers
1) Documentation and expertise. The Customer acknowledges and agrees to always
a) have all authorisation, licences and permits required by the laws of country, where the cleaning services are provided for the performance of Cleaning services. The Customer represents that the Customer’s Cleaners are medically fit for the performance of Cleaning services.
b) perform Cleaning services with professional care, using methods and technological procedures ensuring compliance with the quality of cleaning work as established by generally binding legal regulations or technical standards and, where such standards do not exist, the quality necessary for proper performance of activities carried out in the premises of the Service User; to possess professional knowledge and experience and maintain a high standard of professionalism, service performance, and courteous approach.
Anna reserves the right to check the Customer’s documentation from time to time in a manner that Anna considers appropriate at its reasonable discretion.
2) Insurance. The Customer agrees to maintain a commercial liability insurance policy covering its business activities throughout the term hereof.
The Customer acknowledges and agrees that, together with each of the Cleaners, the Customer bears sole responsibility for adopting measures that may be reasonable and appropriate, including taking out adequate insurance that meets the requirements of all applicable legislation.
3) Confidentiality. The Customer agrees to maintain the confidentiality of all information obtained during the business cooperation hereunder, including but not limited to that of the Customer’s customers, prices of services as well as Anna´s know-how and the content hereof, even after the termination hereof.
4) Own resources. The Customer acknowledges and agrees that for the performance of activities under this agreement and the Contract for work, they will provide their own tools, cleaning supplies, and other equipment needed for the quality provision of the service, and will transport them to the place of performance at their own expense, in the agreed upon timeframes.
5) Cleaning Time. The customer acknowledges and agrees to perform the cleaning for the Service User on the (Customer-selected and previously announced) cleaning day, between the hours of 7:00 am and 9:00 pm. We understand that this time is preferred by the Service User, but it is possible to agree on a different time with the Service User's consent.
6) The Customer acknowledges and agrees not to provide cleaning services to Service Users in country, where the cleaning services are provided., with whom the Customer has concluded an agreement through Anna, and not to perform any other activities that would be in conflict with the interests of Anna and should or could be competitive towards and should or could cause any harm to Anna for the term hereof as well as for 1 year after the termination hereof without the prior written consent of Anna. Any violation of this provision shall constitute grounds for an immediate termination of the contractual relationship with the Customer and the Customer’s Cleaners.
Article IX.
Financial Terms and Conditions
1) Consent to Representation for the Receipt of Payments. The Customer appoints Anna to serve as the Customer’s temporary representative for the receipt of payments and issuance of documents solely from those Service Users with whom the Customer enters into a contract for work. The Customer agrees that a payment made to Anna in this manner shall be considered a payment made by the Service User to the Customer directly.
2) Documents. The Customer acknowledges and agrees that Anna may issue receipts, invoices and tax documents on the Customer’s behalf as part of the Anna administration support. Such documents will be delivered to the Customer via the technology platform. The Customer is required to check the documents immediately. Any corrections or suggestions for corrections to be made in the receipts, invoices or tax documents for cleaning services must be submitted to Anna in writing within three (3) working days of the issue date. If Anna is not notified as described above, Anna shall not be liable for any errors in the documents, for correcting them or for any recalculations or payments.
3) Service fee. The Customer agrees to pay a monthly service fee to Anna for each payment received from the Service Users for the cleaning services provided in the relevant month, at the rate of 40% of each cleaning service invoiced (VAT included).
4) Changes to the service fee calculation method. Anna receives the right to change the service fee calculation method at any time at its sole discretion based on the local market factors and to notify the Customer of any such change by e-mail or via other means of electronic communication. Any further use of the Anna Services by the Customer after such a change to the service fee calculation method is an expression of the Customer’s consent to such a change.
5) Payment to the Customer. Once Anna’s claim for the payment of the service fee or other Anna’s claims from the Customer are deducted, Anna shall transfer the amounts paid by Service Users to the Customer for Cleaning services provided to the Customer’s account communicated by the Customer to Anna with sufficient advanced notice. Anna disclaims any liability for failed transactions in the event that the Customer provides incorrect bank details during registration or at any time during their cooperation.
6) Set-off. The Customer acknowledges and agrees that Anna may unilaterally set off Anna’s claims for payment of the service fee or the contractual penalty hereunder against the Customer’s claims from Anna for the payment of amounts received from the Cleaning Service Users.
7) Taxes and accounting. The Customer acknowledges and agrees that the Customer and each of the Customer’s Cleaners are fully liable for their accounting or tax record-keeping, payment of taxes and levies on their income and other statutory obligations.
8) Changes to the prices of Cleaning services. The prices of Cleaning services may change over time depending on the requirements and agreement between the Customer and the Service User.
9) Payment Character. The contracting parties jointly state that none of the payments under this agreement shall be considered as an advance payment. An advance payment shall only be considered as such if it has been designated as an advance payment by both contracting parties. The contracting parties expressly exclude any interest on any advance payments made.
Article X.
Agreement duration
1) Validity Period of the Agreement. This agreement shall become valid on the day of signing of this agreement (electronically or otherwise) and is concluded for an indefinite period.
2) Termination. Each Party is entitled to terminate this Agreement for any cause or without cause. The notice period shall be one calendar month and begins on the first day of the month immediately following the month in which the termination notice was delivered to the other Party. Anna may also terminate this Agreement without notice with immediate effect if the Customer no longer complies with the statutory conditions or Anna’s standards and principles for the performance of cleaning services. Anna shall immediately notify the Customer of such termination.
Article XI.
Contractual Penalties
1) Violation of obligations. In the event that the Customer violates the obligation to provide Cleaning services under a contract for work in a due and timely manner, Anna retains the exclusive right to charge a one-time fee of up to EUR 100 per violation.
2) Breach of confidentiality and notice period. In the event of a breach of the obligation of confidentiality pursuant to Section 3 of Article VIII or in case of failure to comply with the minimum notice period pursuant to Section 2 of Article X, the Customer shall be obliged to pay Anna a contractual penalty in the amount of EUR 2,500 per violation.
3) In the event of a breach of the obligation of the Customer pursuant to Section 6 of Article VIII of this Agreement, the Customer shall be obliged to pay a contractual penalty to Anna in the amount of EUR 8,000 per violation.
4) The arrangement concerning a contractual penalty shall not affect the right to claim damages incurred due to a violation of obligations, if such a violation is subject to a contractual penalty, also in the event that the damage exceeds the amount of the contractual penalty. The Parties declare that the amount of the contractual penalty is adequate to the potential damage that may result from a violation of obligations hereunder.
Article XII.
Final Provisions
1) Changes to the Agreement. Anna reserves the right to modify this agreement at any time, with the changes becoming effective upon notification of the new agreement via email on the online portal available within Anna's services or through other electronic means to the Customer. The Customer acknowledges and agrees that by using Anna's services after the notification of the new agreement, they demonstrate their agreement to the modified terms and are bound by them.
2) Governing law. This Agreement shall be governed by the laws of the Czech Republic.
3) Assignment. The Customer may not fully or partially assign or transfer this agreement or any of its rights or obligations under this agreement without the prior written consent of the other contracting party, without prejudice pursuant Section 4 of Article XII of this agreement - the assignment of claims pursuant to Section 4 of Article XII of this agreement does not require written consent. Anna may fully or partially assign or transfer this agreement or any of its rights or obligations under this agreement from time to time and without consent.
4) Assignment of claims under Section 1887 of the Civil Code of Czech Republic. In the event that the Service User fails to fully pay the Customer the price for the work under the Contract of Work concluded between the Service User and the Customer in connection with the use of Anna services within 5 days from the due date, after this deadline the Customer proceeds to assign to Anna:
a) the entire claim with accessories consisting of the right to payment of the price for the work, which the Service User is obliged to pay to the Customer on the basis of the Contract of Work concluded between the Service User and the Customer in connection with the use of Anna services;
b) the entire claim with accessories consisting of the right to payment of contractual penalty, which the Service User is obliged to pay to the Customer in the amount of 0.05% of the outstanding amount for the price for the work for each, even partial, day of delay with payment of the price for the work on the basis of the Contract of Work concluded between the Service User and the Customer in connection with the use of Anna services.
Under these conditions, the Customer assigns to Anna specified claims relating to all future Work Contracts concluded with Service Users in connection with the use of Anna services. Anna accepts these future claims under these conditions.
5) Entire Agreement. This Agreement, including the introduction and all additional terms and conditions, constitutes the entire agreement between the Parties regarding the subject-matter hereof and supersedes and voids all prior and concurrent contracts or arrangements regarding the subject-matter hereof. As used herein, “including” and “include” means “including but not limited to”.
6) Severability. Should any of the provisions hereof be found entirely or partly illegal, invalid or unenforceable in any jurisdiction, such provision or part thereof to the relevant extent shall not be considered part hereof, however, the legality, validity and enforceability of the remaining part hereof shall remain unaffected. In that case, the Parties shall replace the illegal, invalid or unenforceable provision (or part thereof) with a provision (or part thereof) that is legal, valid and enforceable and its effect is as similar as possible to the illegal, invalid or unenforceable provision (or part thereof) given the content and purpose hereof.
7) Agreement. After reading this contract, the contracting parties declare that they agree with its content, that this contract was written seriously, unambiguously, comprehensibly and based on their true and free will, as evidenced by their signatures.
8) Date of validity of the Terms and Conditions: 1 March 2023