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SPOT ON HYGIENE — MASTER SERVICE AGREEMENT (MSA)

(Trading name of Spot On Audits Ltd)

Last updated: 17 June 2025

Legal Entity: Spot On Audits Ltd
Registered in: England & Wales
Company No.: 16442031
Registered Office: 51 Withnell Road, Blackpool FY4 1HE, United Kingdom
Contact: michael@spotonhygiene.co.uk

By using this website, booking a SpotOn 360 or SpotOn Pulse service, or paying an invoice, you agree to this Master Service Agreement (the “Terms & Conditions”).

1. WHO WE ARE

Spot On Hygiene is the trading name of Spot On Audits Ltd (“we”, “our”, “us”).

We provide independent hygiene audits, cleanliness assessments, consultancy, and reporting for residential and commercial properties.

We do not provide cleaning services, maintenance, repairs, or any other physical labour.

2. WHEN THESE TERMS APPLY

You (“Client”) accept these Terms by:
(a) using spotonhygiene.co.uk or any associated or legacy website operated by Spot On Audits Ltd,
(b) accepting or signing a Quote, or
(c) paying an invoice.

If these Terms conflict with a signed Quote, the Quote takes precedence for that project only.

3. SERVICE SCOPE & DELIVERY

  • We conduct inspections, gather evidence, and issue a written Report within five (5) UK business days of the site visit.

  • Reports are delivered as a PDF by email and/or via a password-protected Wix client portal. Printed copies are available where agreed.

  • Reports reflect a professional opinion on the inspection date only and are not regulatory certifications or enforcement documents.

  • Implementation of recommendations is entirely the Client’s responsibility.

  • We do not supervise, certify, guarantee, or warrant the performance of third-party cleaners or contractors.

4. QUOTES, FEES, CANCELLATION & RESCHEDULING

  • Quotes are valid for 30 days and include all charges unless scope changes are agreed in writing.

  • Unless stated otherwise, payment terms are 50% upfront and 50% on Report delivery, payable within 14 days.

  • All travel and mileage costs are included in quoted fees unless explicitly stated.

  • Late payments attract interest at 3% per annum above the Bank of England base rate, plus reasonable recovery costs.

  • Cancellation, rescheduling, and no-show rules are detailed in Schedule 2, which forms part of this Agreement.

5. CLIENT RESPONSIBILITIES & INDEMNITY

You are solely responsible for:

  • Providing safe, lawful access, utilities, and an authorised escort;

  • Supplying accurate information and warning us of known hazards;

  • Acting on findings and engaging contractors if physical work is required;

  • Maintaining compliance with all health, safety, and property legislation.

Indemnity:
You agree to indemnify us against any claim, fine, loss, or cost arising from:
(a) your breach of these Terms,
(b) unsafe site conditions or injuries,
(c) inaccurate or unlawful information you supply, or
(d) actions or omissions of third-party cleaners or contractors you engage.

6. CONFIDENTIALITY

Each party must protect the other’s confidential information in accordance with
Schedule 1 — Short-Form NDA.

7. DATA PROTECTION (UK GDPR)

  • Each party acts as an independent Data Controller.

  • We collect and process only data necessary to deliver services and maintain compliance records.

  • Data is stored on password-protected Wix.com servers (EU, Israel, and US under the EU–US Data Privacy Framework).

  • Retention: three (3) years from Report date unless legal obligations require longer.

  • You warrant you have a lawful basis to share personal data and will indemnify us against GDPR claims arising from unlawful data provision.

8. INTELLECTUAL PROPERTY

  • All materials, templates, reports, advice, and website content remain the intellectual property of Spot On Audits Ltd.

  • Upon full payment, you receive a non-exclusive, non-transferable, royalty-free licence to:

    • use Reports internally, and

    • quote or reproduce Reports for marketing purposes provided you credit
      “Spot On Hygiene (Spot On Audits Ltd)”.

  • No resale, sublicensing, or copying without written consent.

9. NON-SOLICITATION

You must not hire or attempt to hire our staff or contractors during the engagement or for 12 months after the last service date. Breach triggers a fee equal to 30% of the individual’s annual gross pay.

10. WARRANTY DISCLAIMER

Services are provided with reasonable care and skill but without any other warranties, express or implied, including fitness for a particular purpose.

11. LIMITATION OF LIABILITY

  • We are not liable for indirect or consequential loss, including loss of profit, revenue, or goodwill.

  • Total liability is limited to the greater of £10,000 or the fees paid for the engagement giving rise to the claim.

  • Nothing limits liability for death or personal injury caused by negligence or for fraud.

12. FORCE MAJEURE

We are not liable for delays or failures caused by events beyond reasonable control, including pandemics, cyber-attacks, extreme weather, or government action.

13. TERMINATION & SUSPENSION

  • Either party may terminate with 14 days’ written notice for uncured material breach.

  • We may suspend or terminate services immediately for non-payment, unsafe access, or data/confidentiality risk.

  • Clauses 5, 6, 7, 8, 9, 11, and 14–20 survive termination.

14. GOVERNING LAW & JURISDICTION

This Agreement is governed by English law. Courts of England & Wales have exclusive jurisdiction.

15. ANTI-BRIBERY, AML & MODERN SLAVERY

Both parties comply with the Bribery Act 2010, AML legislation, and the Modern Slavery Act 2015.

16. VARIATIONS & ASSIGNMENT

  • Changes must be agreed in writing and signed by both parties.

  • We may assign or subcontract obligations; you may not without written consent.

17. NOTICES

  • Notice to us: michael@spotonhygiene.co.uk

  • Notice to you: the last email address used for booking or registered post.

  • Notices take effect on confirmed delivery.

18. SEVERABILITY, WAIVER & THIRD-PARTY RIGHTS

If any clause is unenforceable, the remainder stands. No third party may enforce this Agreement under the Contracts (Rights of Third Parties) Act 1999.

19. ENTIRE AGREEMENT

This MSA, all Quotes, and Schedules form the entire agreement and replace all prior discussions.

20. HEADINGS

Headings are for convenience only and have no legal effect.

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