City Sprint 'Terms and Conditions'
  • Part 1

    Tender Agreement
    Please read the Tender Agreement Below and either click 'Agree' or 'Disagree' to complete this application
    Terms and Conditions

    CONFIRMATION OF TENDER TO SUPPLY COURIER SERVICES
    TO CITYSPRINT (UK) LIMITED


    This Agreement is made between CITYSPRINT (UK) LIMITED, whose registered office is at Ground Floor, RedCentral, 60 High Street, Redhill, Surrey, RH1 1SH (“CitySprint”) and you (the “Contractor”).



    NOW IT IS AGREED as follows:



    1. DEFINITIONS


    1.1 In this Agreement the following words and expressions shall have the following meaning, unless the context requires otherwise:
    “AWR” means the Agency Workers Regulations 2010;
    “Confidential Information” shall have the meaning given to it in Clause 9.1;
    “Deposit” shall have the meaning given to it in Clause 4.2;

    “DPA” means the Data Protection Act 1998;
    “EEA” means the European Economic Area;
    “Effective Date” means ………………………….…………..;
    “Equipment” means any or all of the handheld units and such other equipment that CitySprint may provide from time to time for the purpose of performance of the Services by the Contractor;
    “Fees” means the fees paid by CitySprint to the Contractor for Services in accordance with Clause 5;
    “Information Booklet” means the courier information booklet provided by CitySprint to the Contractor from time to time;
    “Job” means an opportunity offered by CitySprint to perform the Services; and
    “Services” means courier services and other ancillary services (if any).
    1.2 The headings in this Agreement are inserted for convenience only and shall not affect its construction.
    1.3 A reference to one gender includes a reference to the other gender.
    1.4 The Schedules to this Agreement form part of and are incorporated into this Agreement.




    2. ENGAGEMENT AND DURATION


    2.1 CitySprint provides an all-encompassing courier delivery service to its customers, which includes but is not limited to account management, collection and delivery of products, tracking of deliveries, reporting of deliveries as well as other features agreed between CitySprint and its customer. CitySprint shall from time to time and at its absolute discretion offer the Contractor Jobs, details of which will be provided via the Equipment and/or otherwise via CitySprint or CitySprint’s customer. Where the Contractor agrees to undertake such Jobs, the Contractor performs the Services to CitySprint. The Services performed by the Contractor form just part of the overall courier delivery service that CitySprint provides to its customers. The Contractor shall perform such Services, in accordance with the terms and conditions of this Agreement.
    2.2 This Agreement shall commence on the Effective Date and shall continue in full force and effect unless and until terminated earlier in accordance with Clause 8 below.
    2.3 The Contractor agrees and warrants that:
    2.3.1 he is a self employed contractor and is neither an employee nor a worker and CitySprint enters into this agreement on that basis. The Contractor shall indemnify CitySprint for and in respect of any liability arising directly or indirectly from any employment related claim or any claim based on worker status (including reasonable legal costs and expenses) brought by the Contractor, or any substitute appointed in accordance with Clause 3.5 below, against CitySprint and/or CitySprint's clients arising out of or in connection with the provision of the Services;
    2.3.2 neither he, nor any substitute appointed in accordance with Clause 3.5 below, will constitute an agency worker for the purposes of Regulation 3(1) of the AWR. The Contractor is, in accordance with this Agreement, carrying out a profession/business undertaking and CitySprint is the Contractor’s client. It is therefore, agreed and understood that the Contractor falls into Regulation 3(2)(b) of the AWR. The Contractor shall indemnify CitySprint in respect of any liability or obligation and any related costs, expenses (including legal expenses) or other losses which CitySprint may incur arising from any claim by the Contractor (and/or any substitute appointed in accordance with Clause 3.5 below) that he is an agency worker for the purposes of the AWR.
  • Part 2

    3. SERVICES


    3.1 During the term of this Agreement, where the Contractor agrees to undertake a Job, the Contractor shall comply with the Job details (including but not limited to collection and delivery times as applicable), provide the Services using reasonable care and skill and shall use his best endeavours to promote the best interests of CitySprint. The Contractor has discretion to determine the manner in which the Services are performed at all times, including but not limited to the route. If the Customer wishes to supervise, control or direct the manner in which the Contractor performs the Services then the Contractor should request that the Customer contact CitySprint in advance of the Services being provided.
    3.2 The Contractor warrants and represents that he has read and understood the Information Booklet and is aware of and understands the nature of the Services that will be provided by him from time to time to CitySprint. The Contractor also warrants and represents that the Services are within his competence and experience and that he is capable of properly and lawfully providing those Services in accordance with the Highway Code and has disclosed to CitySprint any fact or matter which might give CitySprint reason to doubt or question the Contractor’s ability to properly provide such Services.
    3.3 During the performance of the Services, the Contractor shall at all times observe CitySprint’s terms and conditions of trading which are available through the CitySprint website at www.citysprint.co.uk (or which are available for inspection at CitySprint’s offices upon request) and will at all times keep CitySprint indemnified against any awards, compensation, damages, loss, payment, claims, proceedings, demands, actions, costs and/or expenses suffered or incurred by CitySprint as a result of or in connection with any breach of this Agreement by the Contractor.
    3.4 The Contractor shall advise CitySprint of the days on which the Contractor is available to accept Jobs and on such days when the Contractor is available, the Contractor shall advise CitySprint if at any time on that day he no longer wishes to undertake Jobs. CitySprint has no obligation to offer the Contractor work at any time and the Contractor has no obligation to accept any particular Job. The Contractor may also accept work from other sources during the term of this Agreement. The Contractor may also accept and undertake work from other persons or organisations whilst in the process of undertaking Jobs. This means that the Contractor is entitled to be providing Services to both CitySprint and other organisations at any particular moment, provided that the Contractor has informed CitySprint of other commitments prior to accepting any Job and the acceptance of that other engagement does not prejudice the timely and proper performance of the Job that the Contractor has accepted.
    3.5 The Contractor may at his own cost provide a substitute to perform any particular Job. However, if that substitute is not a person or an entity who or which has itself already entered into a Tender Agreement with CitySprint the substitute shall be a person or entity who has the required insurance cover, knowledge, skills and ability and is able to satisfy CitySprint as to its competence and with whom CitySprint would be prepared to offer to enter into a Tender Agreement. Should the Contractor provide a substitute to perform any of the Services, he shall first notify CitySprint in writing accordingly. The Contractor shall at all times be wholly responsible for ensuring that the substitute is suitable to undertake the Services and adheres to CitySprint terms and conditions of trading and all other obligations of the Contractor as set out in this Agreement. Any Fees due from CitySprint for the performance of the Services by the substitute will in these circumstances, continue to be payable to the Contractor as set out in this Agreement, and it would be the Contractor’s sole responsibility to make any payments to the substitute. The Contractor will remain at all times fully liable for any loss and/or damage caused to CitySprint by the acts or omissions of the substitute. CitySprint can require the Contractor to remove any substitute or anyone who works for the Contractor from CitySprint's and/or its clients' premises at any time and not to provide the Services to CitySprint again.
    3.6 On reasonable request of the Contractor, CitySprint may be prepared to release the Contractor in whole or in part from its obligation to carry out a Job that he has accepted. CitySprint reserves the right to charge and/or deduct from the Contractor's Fees the sum of £25 on each occasion that the Contractor makes such request. The Contractor confirms that this £25 charge is a reasonable pre-estimate of the cost to CitySprint of obtaining the Services from another contractor or third party carrier in such circumstances.
    3.7 The Contractor shall at all times when he himself holds out as being available to perform Jobs have available to him a vehicle that is appropriate and suitable for the purpose and to ensure that any vehicle used by him (whether that vehicle is the Contractor’s own vehicle or a vehicle hired by the Contractor) to perform the Services is maintained in a proper condition, of reasonable appearance and in satisfactory working order.
    3.8 The Contractor is required to immediately inform CitySprint in writing if the Contractor is (or may be):
    3.8.1 made bankrupt;
    3.8.2 convicted of a criminal offence (including any driving offence);
    3.8.3 is fined with penalty points on his driving licence; or
    3.8.4 suffering from an illness or sustains or has sustained an injury, in either case, which does or may reasonably be expected to materially impact on his ability to perform his obligations under this Agreement.
  • Part

    4. EQUIPMENT


    4.1 As soon as reasonably practicable prior to the Contractor first performing a Job, CitySprint will rent to the Contractor such Equipment (excluding a vehicle) for the performance of the Services by the Contractor. The Contractor will be responsible for any loss and/or damage occurring to such Equipment, howsoever caused, and the Contractor shall return the Equipment in good working order forthwith to CitySprint on termination of this Agreement. Any Fees owing to the Contractor may be withheld until the Contractor has complied with this clause.
    4.2 CitySprint reserves the right at any time to request that the Contractor place on deposit an amount determined by CitySprint in its sole discretion as surety for any Equipment provided to the Contractor by CitySprint (the "Deposit"). The Deposit shall be paid in such manner as CitySprint shall determine including by way of deduction from the Fees payable by CitySprint to the Contractor under Clause 5 below. The Contractor authorises CitySprint to deduct the Deposit from any such Fees.
    4.3 The rental payable for the Equipment should be such weekly sum as is specified or referred to from time to time in the Information Booklet (or as otherwise specified by CitySprint to the Contractor in writing). The rental for the Equipment shall be paid by the Contractor weekly in arrears. The Contractor authorises CitySprint to deduct the rental from any Fees payable by CitySprint to the Contractor under Clause 5 below and if the Fees are insufficient it is agreed that such sum(s) are recoverable as a debt and/or can be deducted from Fees earned by the Contractor at a later point.




    5. FEES


    5.1 In consideration of the Services, CitySprint shall pay to the Contractor the Fees in accordance with CitySprint’s current prevailing rates structure (a copy of which shall be provided to the Contractor upon request) or such other amount as may be agreed in writing between the Contractor and CitySprint.
    5.2 The Fees shall be payable by CitySprint to the Contractor weekly in arrears by bank deposit to an account notified by the Contractor to CitySprint in writing; provided that, CitySprint may in its absolute discretion withhold any payment to the Contractor in respect of any Job for which CitySprint has not been paid by its customer until after such payment has been received by CitySprint.
    5.3 If the Contractor does not, in CitySprint's reasonable opinion, perform the Services as required for any particular Job, CitySprint shall be entitled not to pay the Fees for such Jobs to the Contractor and/or shall be entitled to seek damages for compensation arising from such failure of the Contractor.
    5.4 The Contractor is responsible for ensuring, where appropriate, he is registered for value added tax (“VAT”). Where the Contractor is registered for VAT, the Contractor agrees to be self-billed by CitySprint for VAT chargeable by the Contractor to CitySprint as a result of the performance of the Services by the Contractor during the term of this Agreement. CitySprint shall issue the Contractor with a self-billed invoice showing the Contractor’s name, address and VAT registration number together with all other details which are required to form a properly constituted VAT invoice. The Contractor shall notify CitySprint immediately in writing of any changes to the Contractor’s name, address, VAT registration number or if the Contractor ceases to be VAT registered. The Contractor must comply with all relevant laws, be responsible for and indemnify CitySprint for any income tax, VAT, national insurance contributions (including any interest and/or penalties) and any other taxes, charges, liability, deduction, contribution, assessment or claim arising from or made in connection with the performance of the Services by the Contractor and any substitute.
    5.5 Whenever under this Agreement any sum of money shall be recoverable from or payable by the Contractor, the same may be deducted by CitySprint from any sum then due or which at any time thereafter may become due to the Contractor under this or any other agreement with CitySprint. Exercise by CitySprint of its rights under this Clause 5.5 shall be without prejudice to any other rights or remedies available to CitySprint under this Agreement, or otherwise at law or in equity.
    5.6 Without prejudice to any other rights or remedies available to CitySprint, CitySprint shall be entitled to levy interest on any amount overdue at the rate of four per cent (4%) per annum above Barclays Bank plc’s base rate ruling from time to time (both before and after judgment) and to recover all costs and expenses incurred by CitySprint in collecting the amount unpaid and/or terminate this Agreement forthwith on written notice to the Contractor.




    6. INSURANCE


    6.1 The Contractor will at all times maintain, with an insurance company of good repute, such insurance as is appropriate during the term of this Agreement to cover the Contractor’s potential liabilities (including, without limitation, any motor insurance for any vehicles provided and used by the Contractor for the Services) which may arise out of or in connection with the Contractor’s performance of the Services. In the event of an accident, it will be the Contractor’s responsibility to deal with any claims through his own insurance company. The Contractor will be periodically requested by CitySprint to make his driving licence, vehicle documentation, insurance documentation and vehicle available for inspection by CitySprint.
    6.2 CitySprint shall maintain such insurance as is necessary during the term of this Agreement to cover CitySprint’s potential liabilities (including, without limitation, any public liability insurance) which may arise out of CitySprint’s performance of its obligations under this Agreement.
    6.3 The Contractor shall fully and effectively indemnify CitySprint against any and all damages, demands, claims, losses, liabilities, costs and expenses of any kind whatsoever suffered or incurred by CitySprint which arise out of or in connection with any performance, non-performance, non-compliance or other failure or breach by the Contractor of this Agreement.




    7. LIMITATION OF LIABILITY


    7.1 This Clause 7 sets out CitySprint’s entire liability to the Contractor and all other liability of CitySprint to the Contractor is hereby excluded.
    7.2 CitySprint shall not be liable to the Contractor (including any substitute provided), whether in contract, tort, by statute or otherwise, in respect of any loss or damage or any loss of profits and/or any special, indirect or consequential loss or damage arising out of or in connection with this Agreement including without limitation:
    7.2.1 loss of revenue;
    7.2.2 loss of anticipated savings or of the use of money;
    7.2.3 loss of business; and/or
    7.2.4 loss of goodwill,
    the types of loss and/or damage specified in Clauses 7.2.1 to 7.2.4 (inclusive) shall not constitute direct loss for the purposes of this Agreement.
    7.3 Notwithstanding any other provision of this Agreement, CitySprint does not exclude or limit liability for death or personal injury to the extent that such injury results from the negligence of CitySprint, its servants, agents or subcontractors, or for fraudulent misrepresentation.
  • Part 4

    8. TERMINATION


    8.1 Without prejudice to any other rights or remedies which CitySprint may have against the Contractor for the breach or non-performance of any of the terms of this Agreement, this Agreement shall continue unless and until it is terminated earlier in accordance with this Clause 8.
    8.2 Either party may terminate this Agreement at any time upon notice in writing to the other.
    8.3 Upon termination of this Agreement for whatever reason the Contractor shall pay CitySprint any sums due to CitySprint up to and including the date of termination of this Agreement and all charges, losses, damages, costs and expenses suffered or incurred by CitySprint under (and in connection with the termination of) this Agreement. The Contractor shall return forthwith to CitySprint the Equipment, any consignment not yet delivered by the Contractor as a Job under this Agreement, together with any and all property (and all copies thereof) on any media belonging to CitySprint or received from any third party by CitySprint which is in the Contractor’s possession or under its control and the Contractor shall confirm in writing to CitySprint that it has complied in all respects with this Clause 8.3 if requested to do so by CitySprint.
    8.4 The Contractor shall not, during the term of this Agreement and for a period of three (3) months following its termination, whether by himself or by any servant or agent or otherwise howsoever and whether on the Contractor's own account or on behalf of or in conjunction with any other person, firm, company or other organization, directly or indirectly, in competition with CitySprint:-
    (i) solicit or attempt to solicit any Restricted Business from any Customer; and

    (ii) provide any services the same as or substantially similar to the Restricted Business in competition with CitySprint to any Customer (except as expressly directed or authorised by CitySprint),

    for the purposes of this Clause 8.4 the following expressions shall have the following meanings:-

    "Customer" shall mean any person, firm, company or other entity who or which at any time during the Relevant Period was a customer or client of CitySprint and with whom or which the Contractor was directly involved or had personal dealings with in the course of performing the Services at any time during the Relevant Period;
    "Relevant Period" means the period of six months immediately preceding the date that the Contractor last performed a CitySprint Job;
    "Restricted Business" shall mean the services provided by CitySprint with which the Contractor was directly involved or had direct personal knowledge at any time during the Relevant Period.

    8.5 If the Contractor breaches Clause 8.4, it is acknowledged that CitySprint will suffer loss, such loss not to be less than £1,000 in monetary value. Accordingly, the Contractor agrees that £1,000 would be a genuine pre-estimate of the loss that CitySprint would suffer as a result of a breach by the Contractor and that CitySprint be and is hereby specifically authorised to recover that loss, without prejudice to any other rights that CitySprint may have against the Contractor, by deducting such sum or so much of such sum as may be due from CitySprint to the Contractor.




    9. CONFIDENTIALITY


    9.1 During the course of this Agreement and following its termination, the Contractor must not use, disclose or permit to be disclosed (other than as far as is necessary in providing the Services) information and data (of whatever nature and howsoever recorded or preserved) of CitySprint or its customers which relates in any way to the Services or the business or affairs of CitySprint or any agent, subcontractor, customer or third party service provider of CitySprint or by its nature is confidential or proprietary (“Confidential Information”) by using the same degree of care as it takes to preserve and protect his own confidential information but in no event shall this be less than a reasonable degree of care.
    9.2 The Contractor must procure that any substitute complies with this Clause 9.
    9.3 The Contractor shall not be required to treat as confidential any information which is already in his possession, which becomes publicly available other than as a result of any breach of this Agreement by the Contractor or which is lawfully obtained from any third party without a restriction on disclosure. Nothing in this Clause 9 shall prevent the Contractor from disclosing Confidential Information where ordered to do so by a court or a statutory or regulatory body with power to order such disclosure.




    10. GENERAL


    10.1 This Agreement together with the Information Booklet constitute the entire agreement and understanding of the parties, and any and all other previous agreements, arrangements and understandings (whether written or oral) between the parties with regard to the subject matter of this Agreement are hereby excluded. Nothing in this Agreement shall operate to limit or exclude any liability for fraudulent misrepresentation or death or personal injury.
    10.2 The Contractor agrees that he is responsible for all matters of taxation in respect of any Fees paid to him and will prepare annual accounts or procure that such accounts are prepared. In particular, the Contractor warrants that he will submit any income tax and national insurance returns and computations of his earnings as a self employed contractor in a timely manner to his local tax district and will be responsible for the discharge of all liabilities resulting therefrom.
    10.3 The Contractor confirms that he will comply with the Highway Code at all times when supplying the Services.
    10.4 No waiver, change or variation to this Agreement shall be valid unless in writing and signed by an authorised representative of each party.
    10.5 CitySprint shall not be liable for any delay, interruption or failure in performance of its obligations under this Agreement due to unforeseen circumstances or causes beyond CitySprint’s reasonable control including, but not limited to, any industrial dispute.
    10.6 A person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Agreement but this does not affect any right or remedy of a third party which exists or is available apart from that Act.
    10.7 CitySprint shall duly observe all of its relevant obligations resulting from the DPA which apply in relation to any “personal data” processed in connection with this Agreement. By ticking the box below, amongst other things, the Contractor hereby consents to CitySprint processing personal data relating to him for legal, administrative and management purposes and in particular for the processing of any “sensitive personal data” (each as defined in the DPA) relating to the Contractor. The Contractor further consents to CitySprint also making such information available to any customer and/or supplier of CitySprint and/or any regulatory or governmental authorities, and/or any other third parties and the Contractor consents to the transfer of that information by CitySprint to a country outside of the EEA in order to further CitySprint’s business interests, even where that country does not offer the same level of protection as the data protection law within the EEA. The Contractor shall procure that any substitute provides the consents included in this Clause 10.6. If not provided the Contractor shall immediately notify CitySprint.
    10.8 All notices under this Agreement shall be in writing and sent by hand, e-mail or registered mail to the address set out above.
    10.9 This Agreement shall be governed by and construed exclusively in accordance with the law of England and Wales and the parties shall submit to the exclusive jurisdiction of the English courts.
  • More bollocks.

    Questionnaire
    The Contractor is required to complete the following three questions for the purposes of verification if an individual and in relation to a director in elation to a corporate Contractor:
    I am engaged on a self-employed basis and have to account for my own tax, National Insurance and VAT if applicable.
    Yes No
    I am under no obligation to provide my services and CitySprint UK Ltd is under no obligation to give me any work at any time.
    Yes No
    I can send a substitute in my place to do my work, so long as they can do the same work I have agreed to do.
    Yes No
    If I send a substitute or use a helper, I must pay them myself and no one else but me has any contractual or financial relationship with them.
    Yes No
    If I do not work, I will not get paid. As a self-employed contractor I will not be entitled to holiday, sick, maternity payments or any employee benefits.
    Yes No
    I am an independent business and pay my own costs (such as fuel and vehicle costs) for operating in this way.
    Yes No
    I will be charged for the hire of communications equipment and uniform. These charges will be due until such time that they are returned.
    Yes No
    I confirm that I have read and understood the courier handbook
    Yes No
    If I elect to use a CitySprint fuel card, I will be liable for the weekly charges and the costs of any fuel purchased using the fuel card issued to me. *Distribution of fuel cards are at the Local ServiceCentre Manager's discretion.*
    Yes No
    I must provide my own true and accurate information
    Yes No

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