cityleaks
  • This Agreement is made between CITYSPRINT (UK) LIMITED, whose registered office is at Ground Floor, RedCentral, 60 High Street, Redhill, Surrey, RH1 1NY (herein referred to as

    “CitySprint”)





    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:
    “Confidential Information”

    shall have the meaning given to it in Clause 9.1;
    “Courier Information Portal”

    means the “iFleet” website through which this Agreement (and such other information as CitySprint may from time to time upload in relation to this Agreement, the Equipment

    and/or the Services) is accessible by the Contractor, or such other courier information website as may be notified to the Contractor by CitySprint from time to time;
    “CityTrakker Compensation”

    shall have the meaning given to it in Clause 4.2
    “Effective Date”

    “Equipment”

    means any or all of the radio, handheld units (including, without limitation, the CityTrakker device) and such other equipment, specialised communication and telemetry systems

    that CitySprint may provide from time to time for the purpose of performance of the Services by the Contractor;
    “Fees”

    meansthe 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.
  • 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 shall from time to time and at its absolute discretion offer Jobs as more particularly described in the Information Booklet, and where the

    Contractor agrees to undertake such Jobs, 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 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 respect of any liability arising from any employment-related claim or any claim based on worker status

    (including reasonable costs and expenses) brought by the Contractor or any substitute appointed in accordance with Clause 3.6 below against CitySprint arising out of or in

    connection with the provision of the Services.
  • 3. SERVICES
    3.1 During the term of this Agreement, where the Contractor agrees to undertake a Job, the Contractor shall provide the Services using reasonable care and skill

    and shall use his best endeavours to promote the best interests of CitySprint.
    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 performed by him from time to time for CitySprint and that he is capable of properly and lawfully providing those Services 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. The Contractor is required to immediately inform

    CitySprint in writing if he is (or may be) convicted of a criminal offence (including any driving offence and/or if the Contractor is fined with penalty points on his driving

    licence) or if the Contractor suffers an illness or injury which affects or may affect his ability to perform his obligations under this Agreement.
    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 promptly 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 for CitySprint subject to Clause 8.4 below. 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 for CitySprint and the acceptance of that other engagement does not prejudice the timely performance of the Job.
    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 previously entered into a Tender Agreement with CitySprint, the substitute shall be a person or entity who is able to satisfy CitySprint as to its competence and

    with whom CitySprint would be prepared to enter into a Tender Agreement. Should the Contractor provide a substitute to perform any of the Services for CitySprint, the

    Contractor shall first notify CitySprint in writing accordingly. The Contractor shall at all times ensure that the substitute 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 shall be the Contractor’s sole responsibility to make any payments to the

    substitute. It is the Contractor’s sole responsibility to ensure that the substitute is suitable to undertake the Services. 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.
  • 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

    provided that the Contractor agrees to a fee of £25 (payable on each occasion if more than one Job is affected) to cover the cost to CitySprint of obtaining the Service from

    another contractor or third party carrier to perform the Services. The Contractor confirms that this £25 charge is a reasonable pre-estimate of the cost of obtaining the

    Service 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 to 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.
  • 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)

    as CitySprint shall deem necessary 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. If required by

    CitySprint, the Contractor shall pay a deposit to CitySprint for the surety and safekeeping of any Equipment provided by CitySprint to the Contractor under this Agreement. The

    amount of the deposit and its payment terms shall be notified by CitySprint to the Contractor via the Courier Information Portal (or as otherwise specified by CitySprint to

    the Contractor in writing). Where a deposit is required by CitySprint, CitySprint shall not be obliged to provide the Contractor with the Equipment until such time as the

    deposit has been paid in full by the Contractor to CitySprint.
    4.2 The rental payable for the Equipment shall be such weekly sum as is specified from time to time on the Courier Information Portal (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. If the CityTrakker device is lost or damaged by

    the Contractor, the Contractor will be liable to pay to CitySprint the sum of £1,000 or such other amount as is noted in the rate structure from time to time (either amount

    being referred to in this Agreement as “CityTrakker Compensation”), less any deposit held by CitySprint in respect of the Contractor. The CityTrakker Compensation is a genuine

    pre-estimate of the loss to CitySprint if a CityTrakker device is lost or damaged. The Contractor authorises CitySprint to deduct the rental and any CityTrakker Compensation

    from any Fees payable by CitySprint to the Contractor under Clause 5 below.
  • 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. The Contractor confirms that

    CitySprint shall be entitled to deduct 5% from the prevailing rate structure payable to the Contractor if the Contractor fails to wear the Company branded attire listed in

    Courier Booklet or if the Contractor fails to display the Company livery on its vehicle.
    5.2 The Fees shall be payable by CitySprint to the Contractor weekly*/monthly* (*delete as applicable) 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 such payment has been received by CitySprint. In addition to the Fees the Contractor may be incentivised to advertise CitySprint’s name

    as more particularly set out in the Information Booklet.
    5.3 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 shall indemnify CitySprint for and in respect of any

    income tax, VAT, national insurance contributions (including any interest and/or penalties) and any other liability, deduction, contribution, assessment or claim arising from

    or made in connection with the performance of the Services by the Contractor.
    5.4 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 5.4 shall be without prejudice to any other rights or remedies available to CitySprint under this Agreement, or otherwise at law or in equity.
    5.5 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 necessary 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 and any

    adequate public liability insurance) 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, subject to Clause 7.4,

    hereby excluded.
    7.2 CitySprint shall not be liable to the Contractor, 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.
    7.3 For the avoidance of doubt, 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.
    7.4 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.
  • 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:
    8.4.1 solicit or attempt to solicit any Restricted Business from any Customer; and
    8.4.2 engage in business with or otherwise deal in competition with CitySprint with 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 has been a customer or client of CitySprint and with whom

    or which the Contractor has had dealings or involvement 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 of termination of this Agreement;

    "Restricted Business" shall mean any business the same as, similar to or in any way directly or indirectly competitive with any business conducted by CitySprint with any third

    party including customers and prospective customers in which the Contractor has had any involvement at any time during the Relevant Period.

    If the Contractor breaches this 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 The Contractor shall protect against any unauthorised disclosure of the information and data (of whatever nature and howsoever recorded or preserved) of

    CitySprint 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 agrees that disclosure and receipt of Confidential Information shall oblige the Contractor not to use (and to procure that any substitute or

    any other third parties do not use) the Confidential Information except to perform his obligations hereunder.
    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. data protection
    10.1 Each party shall duly observe all of their relevant obligations resulting from the Data Protection Act 1998 (the “DPA”) which apply in relation to any personal

    data processed in connection with this Agreement (the “Protected Data”).
    10.2 To the extent that the Contractor processes Protected Data on behalf of CitySprint in its performance of its obligations under this Agreement, the Contractor

    shall ensure that it only processes Protected Data necessary for the purposes notified to it by CitySprint in writing and that it maintains appropriate technical and

    organisational security measures in respect of the Protected Data to prevent unauthorised access to or unauthorised or unlawful processing of the Protected Data and against

    accidental loss or destruction of, or damage to, the Protected Data.
    10.3 By ticking the box below, amongst other things, the Contractor hereby consents to CitySprint processing Protected Data relating to the Contractor for legal,

    administrative and management purposes and in particular for the processing of any “sensitive personal data” (as defined in the DPA) relating to the Contractor (such Protected

    Data and sensitive personal data being referred to in this Agreement as the “Contractor Data”). Full details of how the Contractor Data is collected and processed by

    CitySprint is set out in CitySprint’s privacy policy which is available to view via the Courier Information Portal.
    10.4 By ticking the box below, the Contractor further consents to CitySprint disclosing the Contractor Data to any customer and/or supplier of CitySprint, any

    regulatory or governmental authorities and/or any other third parties as well as to the transfer of the Contractor Data by CitySprint to any country outside of the European

    Economic Area (“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 laws

    within the EEA.





    11. GENERAL
    11.1 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.
    11.2 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.
    11.3 No waiver, change or variation to this Agreement shall be valid unless in writing and signed by an authorised representative of each party.
    11.4 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.
    11.5 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.
    11.6 All notices under this Agreement shall be in writing and sent by hand, e-mail or registered mail to the address set out above.
    11.7 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.







    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:
    Mother's Maiden Name
    Home Postcode
    Memorable Date (dd-mm-yyyy) calendar
    By pressing "Agree" I confirm that I have read and understood and agree to be bound by the terms and conditions of this Agreement
  • Should be renamed "The Eleven Commandments"

Howdy, Stranger!

It looks like you're new here. If you want to get involved, click one of these buttons!