Resource Allocation Mobile App

Terms & Conditions

  1. Who we are and how to contact us

    1. We are Hire Hand Limited, a company incorporated in England and Wales, with company number, whose registered address is at Acre House, 11/15 William Road, London, United Kingdom, NW1 3ER. Our VAT number is 273256987.
    2. You may contact us by calling us on 07469 246 815 between the hours of 0900 and 1800 Monday to Friday (excluding UK Bank Holidays) inclusive or by emailing us at
  2. Acceptance and Term

    1. By creating an account for the Mobile App, you confirm that you accept these terms of use (“Terms”) and that you agree to comply with them for so long as you have an account with us.
    2. Please also see the www.hirehand.co.uk/privacy (“Privacy Policy”) which applies to you.
  3. We may make changes to these terms

    1. We may amend these Terms from time to time and we will inform you by email of any significant changes made.
  4. About the application

    1. We operate the Hire Hand application (“Mobile App”) through which Customers are provided access to individuals they retain, to call on for work (“Pool”) and the companies they work for access to resource allocation software services (together the “Service”).
    2. These Terms set out our responsibilities to you as a user downloading the Mobile App and, in turn, your responsibilities to us in using the Mobile App.
    3. Access to the Service is made available free of charge to members of a Pool who work for a company who has entered into a contract for the provision of resource allocation services with us.
    4. We will try our best to make sure the Service is available to you at all times but we cannot guarantee that the Service will always be available or uninterrupted.
    5. We may suspend or restrict your access to the Service for business and operational reasons from time to time. We will try to give you reasonable notice of any suspension or withdrawal.
  5. Changes to the mobile app

    1. We may update or change the Service from time to time to reflect your needs and the needs of our other users. We will try to give you reasonable notice of any major changes.
  6. How to register

    1. In order to qualify for an account you must have received an invitation to become part of a Pool.
    2. You may register for an account with us via the Mobile App at any time by downloading the Mobile App and following the prompts after the download has completed.
    3. You will be asked to provide your name, address, email address and phone number to register. You will also be asked to choose a password. When registering your details you will be asked to confirm your acceptance of these Terms and Conditions. At this point a contract (“Contract”) is formed between us and the date of confirmation will be the effective date.
    4. Once your account is set up, you will be granted access to complete your profile (“Profile”), where you may enter Mobile App usage preferences.
    5. You agree to provide true, accurate, current and complete information about yourself, and to maintain and promptly update this information as necessary to ensure it remains true, accurate, current and complete.
  7. You must keep your account details safe

    1. You must keep your password confidential and must not disclose it to any other person. If you think someone else might know your password, or that someone else has had access to your account, you must change it straight away and let us know by emailing us at and calling us on 07469 246 815.
    2. If, in our reasonable opinion, we think you have failed to comply with any of the provisions of these Terms, we may disable your account.
  8. Your rights and responsibilities

    1. You may use the Service to:
      1. Accept or reject Shift Allocation Requests, enter data related to Shifts and communicate with Hire Hand Ltd regarding Hire Hand services.
    2. You are responsible for all activities that occur in your account.
    3. You must not use the Service for any unlawful purpose or in a way that would breach any professional rules or guidance. We reserve the right to monitor your use of the Service to ensure it is used lawfully.
    4. You may amend your Profile or delete any content uploaded to the Service at any time.
  9. Mobile app specific terms

    1. The ways in which you can use the Mobile App may also be controlled by Apple’s App Store or Google’s Play Store rules and policies and those rules and policies will apply instead of these Terms where there are any differences between the two.
    2. The Mobile App requires an iOS mobile phone with access to the App Store or Android mobile phone with access to the Play Store.
    3. If you download the Mobile App onto any phone or other device not owned by you, you must have the owner’s permission to do so. You will be responsible for complying with these Terms, whether or not you own the phone or other device.
    4. We recommend that you back up any content and data used in connection with the Mobile App, to protect yourself in case of problems with the Mobile App.
  10. Our rights and responsibilities

    1. We own or are licensed to use the intellectual property rights related to the provision of the Service, including our branding and the underlying technologies. We grant to you a non-exclusive, revocable, royalty-free, non-sublicensable licence to use the Mobile App in accordance with these Terms for as long as your account remains active. You may not make any use of or exploit in any way any of our intellectual property rights except to the extent permitted by this clause 10.
    2. All content is provided for general information only. It is not intended to amount to advice on which you should rely.
    3. Although we make reasonable efforts to update the information on the Service, we make no representations, warranties or guarantees, whether express or implied, that the content on them is accurate, complete or up to date.
  11. Rules on uploading content

    1. You may only submit content to the Service if you have the right to do so. Uploading content must be in accordance with any law applicable in England and Wales (or, if applicable, any laws applicable in any country from which the information was uploaded).
    2. When you upload or post content to the Service, you retain all of your ownership rights in your content, but you grant us and other users a non-exclusive, worldwide, irrevocable, royalty-free, transferable, sub-licensable licence to use such content.
    3. Any content you upload to the Service must not:
      1. contain any material which is defamatory of any person;
      2. contain any material which is obscene, offensive, hateful or inflammatory;
      3. promote sexually explicit material;
      4. promote violence;
      5. promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
      6. infringe any copyright, database right or trademark of any other person;
      7. be likely to deceive any person;
      8. be made in breach of any legal duty owed to a third-party, such as a contractual duty or a duty of confidence;
      9. promote any illegal activity;
      10. be threatening, abuse or invade another’s privacy, or cause annoyance, inconvenience or needless anxiety;
      11. be likely to harass, upset, embarrass, alarm or annoy any other person;
      12. be used to impersonate any person, or to misrepresent your identity or affiliation with any person;
      13. give the impression that it emanates from us, if this is not the case;
      14. advocate, promote or assist any unlawful act such as (by way of example only) copyright infringement or computer misuse; or
      15. harm or risk harming our reputation or goodwill.
    4. We reserve the right to remove or modify any content you place on the Service if, in our opinion, it does not comply with these Terms.
    5. Any content uploaded to the Service may be shared with the company you work for but will only be shared on a confidential basis and via a secure means. We do not have any responsibility in respect of what that company does with such content pursuant to these Terms.
  12. Further rules on general use of the service

    1. You may only use the Service for lawful purposes. You may not use the Service:
      1. in any way that breaches any applicable local, national or international law or regulation;
      2. in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;
      3. to send, knowingly receive, upload, download, use or re-use any material which does not comply with our content standards; or
      4. to knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.
      5. You acknowledge that the Service and its underlying programs, databases, schemas, structures, concepts, ideas, technologies, systems and other materials are the valuable intellectual property and confidential information of us and/or its licensors. Therefore, you will not, and will not allow any other person to:
      6. except as may be allowed by applicable law which is incapable of exclusion by agreement between us:
        1. attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, translate, transmit or distribute all or any portion of the Service in any form and by any means, other than as expressly permitted by these Terms;
        2. attempt to access the source code for the Service, including any client-side components of it; or
        3. attempt to reverse compile, reverse engineer, disassemble, or gain any unauthorised access to, or privileges in, the Service or any of the technologies, programs and systems comprising it or supporting its operation.
      7. access or use the Service in order to build a product or service which competes with it;
      8. permit or suffer the Service to be used by any person who is not authorised to do so; or
      9. resell or otherwise provide or make available the Service to third parties.
    2. Except for the express limited rights granted by this clause 12, all of our rights in the Service are fully reserved. You will promptly inform us of any breach or possible breach of this clause 12.
  13. Responsibility for your own network access

    1. You are responsible for obtaining and operating all of the equipment, software and network connections and services necessary to access and use the Service.
    2. We have no liability in respect of any failure or incompatibility in any user equipment, software or network connections.
  14. We are not responsible for viruses

    1. We do not guarantee that the Service will be secure or free from bugs or viruses.
    2. You are responsible for configuring your information technology, computer programmes and platform in order to access the Services. You should use your own virus protection software.
  15. How we may use your personal information

    1. We will only use your personal information as set out in the Privacy Policy available at www.hirehand.co.uk/privacy.
  16. Our responsibility for loss or damage suffered by you

    1. We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors and for fraud or fraudulent misrepresentation.
    2. Please note that we only provide the Service for private use. You agree not to use the Mobile App for commercial or business purposes, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
    3. The purpose of the Service is to allocate Pool members with shifts requested by Customers of the Service. We have no responsibility for any disputes that arise between you and Customers with regards to requested shifts and you must work to resolve any such disputes directly.
  17. How to delete your personal data

    1. You may request deletion of your personal data at any time by:
      1. Emailing and requesting that your data is deleted;
    2. Once deleted, we may still keep some information in accordance with our Privacy Policy.
    3. Copies of all information you upload to the Service may be kept on our back-up systems in accordance with the Privacy Policy.
  18. Termination of this contract

    1. We may terminate this Contract for convenience and without any liability, by giving you written notice.
    2. You may terminate this Contract for convenience and without any liability, by authorising the deletion of your personal data by following the steps set out in clause 17.1
  19. Consequences of termination

    1. Following termination of this Contract (for any reason):
      1. you will immediately cease all use of and access to the Service; and
      2. each party will promptly delete the other party’s confidential information; and
      3. we will retain and/or delete your personal data in accordance with our Privacy Policy.
    2. Termination of this Contract will not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of such termination.
  20. General

    1. We may amend this Contract from time to time and may make further access to the Service conditional on your acceptance of amended Terms.
    2. These Terms contain the whole agreement between the parties, and supersedes all prior agreements, arrangements and understandings between the parties, relating to your access to the Service. Each party acknowledges that, in entering into this Contract, it does not rely on any statement, representation, assurance or warranty (whether it was made negligently or innocently) of any person (whether a party to this Contract or not) other than as expressly set out in this Contract. Nothing in this clause 20.2 shall limit or exclude any liability for any fraudulent representation.
    3. You may not transfer your rights under this Contract.
    4. A person who is not a party to this Contract shall have no right whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise to enforce any term of it.
    5. If any provision of this Contract is held to be invalid or unenforceable for any reason, that provision shall, if possible, be adjusted rather than voided, in order to achieve a result which corresponds to the fullest possible extent to the intention of the parties. The nullity or adjustment of any provision of this Contract shall not affect the validity and enforceability of any other provision of this Contract.
    6. The failure of a party to enforce a provision of this Contract or any rights with respect thereto (or any delay in so doing) shall not be a waiver of that provision or right, or in any way affect the validity of this Contract. A waiver of any claim for a breach of this Contract shall not operate to waive any claims in respect of any other breach.
    7. These Terms, their subject matter and their formation, are governed by English law. You and we both agree that the courts of England and Wales will have exclusive jurisdiction except that if you are a resident of Northern Ireland, you may also bring proceedings in Northern Ireland, and if you are resident of Scotland, you may also bring proceedings in Scotland.

Service

Terms and Conditions

  1. Definitions and Interpretation

    1. In these Conditions, the following definitions apply:
      1. “Mobile App” means the HireHand application;
      2. “Billing Month” means the monthly time periods, commencing on the “Effective Date” and recurring on the same date each successive month, irrespective of whether Charges are annual or monthly.
      3. “Business Day” means a day other than a Saturday, Sunday or public holiday in England when banks in London are open for business;
      4. “Charges” means the charges payable to Hire Hand for the provision of Services, as set out in the Commercial Terms;
      5. “Commercial Terms” means the contract details specific to the Customer and set out in substantially the format set out in the Schedule to these Conditions, including details of the Customer, the term of the Contract and the Charges;
      6. “Conditions” means Hire Hand’s terms and conditions set out in this document;
      7. “Confidential Information” has the meaning given to it in clause 14.1;
      8. “Contract” means the agreement between Hire Hand and the Customer for the supply and purchase of Services incorporating these Conditions and the Commercial Terms;
      9. “Customer Content” means the content inputted by the Customer or Authorised Users to the Platform or Mobile App for the purpose of using the Services;
      10. “Customer” means the customer which has agreed to use and purchase the Services from Hire Hand, as set out in the applicable Commercial Terms;
      11. “Data Protection Legislation” means the Data Protection Act 2018, the Privacy and Electronic Communications (EC Directive) Regulations 2003 (as amended), the General Data Protection Regulation (EU) 2016/679 (“GDPR”) and all applicable binding laws and regulations relating to the processing of personal data and privacy, in each case as amended, supplemented or replaced from time to time;
      12. “Effective Date” has the meaning given in clause 3.1;
      13. “Hire Hand” means Hire Hand Limited, a company incorporated and registered in England and Wales with company number 09346046, whose registered address is at Acre House, 11/15 William Road, London, United Kingdom, NW1 3ER;
      14. “Implementation Fee” if applicable, means the fee set out in the Commercial Terms and payable in respect of support in developing a Pool of individuals retained by the Customer, customisation of reporting, configuration of the Service and related and similar activities;
      15. “Initial Term” means the period set out in clause 3.2 unless specified in the Commercial Terms;
      16. “Notice Period” means the notice period that a party is required to give to terminate the Contract, as set out in clause 17.3 unless specified in the Commercial Terms;
      17. “Permitted Purpose” means processing personal data for the purposes of providing access to the Platform and Mobile App and performing the Services;
      18. “Platform” means the website hirehand.co.uk through which Hire Hand provides the Services to the Customer;
      19. “Pool” means the group of individuals who are retained by the Customer to call on for work when it becomes available and who are registered to use the Service;
      20. “Shift” means a period of time in which the Customer requires a member of the Pool to work, as detailed in the relevant Shift Allocation Request;
      21. “Shift Allocation Request” means a request for Hire Hand to allocate a member of the Pool to an available Shift via the Services;
      22. “Service Term” has the meaning given to it in clause 3.2;
      23. “Services” means the provision of Hire Hand’s Platform and Mobile App for the purposes of submitting Shift Allocation Requests and the provision of resource allocation services from Hire Hand with a view to Hire Hand resourcing a Shift with a member of the Pool; and
      24. “Shared Personal Data” means personal data shared or otherwise made available to Hire Hand by the Customer to carry out the Services pursuant to this Agreement, including name and contact details of the Customer’s personnel and members of the Pool.
    2. In these Conditions, unless the context requires otherwise:
      1. any reference to a ‘clause’ is to a clause of these Conditions;
      2. the clause headings are included for convenience only and shall not affect the interpretation of these Conditions;
      3. a reference to legislation is a reference to that legislation as amended, extended, re-enacted or consolidated from time to time except to the extent that any such amendment, extension or re-enactment would increase or alter the liability of a party under these Conditions; and
      4. any phrase introduced by the terms ‘including’, ‘include’, ‘in particular’ or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms.
  2. Application of these Conditions

    1. These Conditions and the Commercial Terms apply to and form part of the Contract between Hire Hand and the Customer. They supersede any previously issued terms and conditions of purchase or supply.
    2. No terms or conditions endorsed on, delivered with, or contained in the Customer’s purchase conditions, order, confirmation of order, specification or other document shall form part of the Contract except to the extent that Hire Hand otherwise agrees in writing.
    3. If there is any conflict or ambiguity between the terms of these Conditions and the terms of the Commercial Terms, the terms in the Commercial Terms shall prevail.
    4. Marketing and other promotional material relating to the Services are illustrative only and do not form part of the Contract.
  3. Acceptance and Term

    1. The Customer agrees to these Conditions and forms a Contact with Hire Hand by doing any of the following:
      1. checking a checkbox signifying agreement to these Conditions;
      2. creating an account for the Service;
      3. logging into the Service; or
      4. otherwise using the Service; or
      5. agreeing a date specified in Commercial Terms the first of these being the “Effective Date”.
    2. Subject to earlier termination under clause 17, this Contract will commence on the Effective Date and shall continue for the Initial Term and thereafter shall continue until either party gives the notice to terminate the Contract in accordance with these Conditions (the “Service Term”).
    3. The Initial Term shall be 12 months unless an alternate Initial Term is specified in Commercial Terms
  4. Services

    1. Hire Hand shall, during the Service Term, provide the Services to the Customer on and subject to these Conditions. Hire Hand reserves the right to charge an Implementation Fee and any Shift Allocation Request shall be subject to payment of the Charges in accordance with these Conditions.
    2. In consideration of the Customer paying the Charges and complying with these Conditions, Hire Hand grants to the Customer a non-exclusive, non-transferable right to use the Platform and Mobile App during the Service Term solely for the purpose of the Services and inputting or accessing a Shift Allocation Request.
    3. Hire Hand may suspend or restrict the Customer’s availability to the Services for business and operational reasons from time to time. Hire Hand will try to give reasonable notice of any suspension or withdrawal from the Services.
  5. Accounts and Authorised Users

    1. In order to be able to use the Services, the Customer must register an account on the Platform or Mobile App. The Customer or its Authorised Users shall submit a Shift Allocation Request by uploading them through its account and following the prompts on the Platform or Mobile App.
    2. Hire Hand grants to the Customer a non-exclusive, non-transferable right, without the right to grant sublicences, to permit the Authorised Users to use the Services during the Service Term solely for the Customer’s internal business operations.
    3. In relation to the Authorised Users, the Customer undertakes that:
      1. it will not allow or suffer any user account to be used by more than one individual Authorised User unless it has been reassigned in its entirety to another individual Authorised User, in which case the prior Authorised User shall no longer have any right to access or use the Services;
      2. it retains responsibility for activity on accounts issued to Authorised Users, including instances where accounts or passwords are shared.
      3. each Authorised User shall keep a secure password for their use of the Services and that each Authorised User shall keep their password confidential;
      4. it shall maintain a written, up to date list of current Authorised Users and provide such list to Hire Hand within [5] Business Days of Hire Hand’s written request at any time or times;
      5. it shall permit Hire Hand or Hire Hand’s designated auditor to audit the Services in order to establish the name and password of each Authorised User to audit compliance with these Conditions. Each such audit may be conducted no more than once per quarter, at Hire Hand’s expense, and this right shall be exercised with reasonable prior notice, in such a manner as not to substantially interfere with the Customer’s normal conduct of business; and
      6. if any of the audits referred to in clause 5.3.4 reveal that any password has been provided to any individual who is not an Authorised User, then without prejudice to Hire Hand’s other rights, the Customer shall promptly disable such passwords and Hire Hand shall not issue any new passwords to any such individual.
    4. The Customer shall use all reasonable endeavours to prevent any unauthorised access to, or use of, the Services and, in the event of any such unauthorised access or use, promptly notify Hire Hand.
  6. Customer Obligations

    1. The Customer shall not:
      1. except as may be allowed by any applicable law which is incapable of exclusion by agreement between the parties and except to the extent expressly permitted under these Conditions:
        1. attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Platform and/or Mobile App (as applicable) in any form or media or by any means; or
        2. attempt to de-compile, reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Platform and/or Mobile App; or
      2. access all or any part of the Services in order to build a product or service which competes with the Services; or
      3. use the Services to provide services to third parties; or
      4. license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Services available to any third party except the Authorised Users, or
      5. attempt to obtain, or assist third parties in obtaining, access to the Services; or
      6. knowingly introduce viruses, trojans, worms, logic bombs or other materials that are malicious or technologically harmful.
    2. The Customer shall:
      1. co-operate with Hire Hand in all matters relating to these Conditions and the Services;
      2. provide Hire Hand with all necessary access to such information as may be required by Hire Hand;
      3. provide Hire Hand with such information as it may reasonably require to provide the Services or to submit the Shift Allocation Request;
      4. without affecting its other obligations under these Conditions, comply with all applicable laws and regulations with respect to its activities under these Conditions;
      5. carry out all other Customer responsibilities set out in these Conditions in a timely and efficient manner;
      6. ensure that the Authorised Users use the Services in accordance with the terms and conditions of these Conditions and shall be responsible for any Authorised User’s breach of these Conditions;
      7. obtain and shall maintain all necessary licences, consents, and permissions necessary for Hire Hand, its contractors and agents to perform their obligations under these Conditions, including without limitation the Services; and
      8. obtain and operate all of the equipment, software and network connections and services necessary to access and use the Service, and Hire Hand has no liability in respect of any failure or incompatibility in any Authorised User’s equipment, software or network connections.
  7. Pool

    1. Nothing in these Conditions shall render any member of the Pool an employee or worker or partner of Hire Hand. The Customer shall not, and shall procure that members of the Pool shall not, hold themselves out as an employee of Hire Hand or performing work for Hire Hand. In the event that any person should seek to establish any liability or obligation upon Hire Hand on the grounds that members of the Pool are an employee or worker of Hire Hand, the Customer shall, upon demand, indemnify Hire Hand and keep it indemnified in respect of any such liability or obligation and any related losses which Hire Hand shall incur.
    2. The Customer shall be fully responsible for and shall indemnify Hire Hand for any PAYE Income Tax and National Insurance Contributions and any other taxes and deductions payable in respect of any member of the Pool performing a Shift.
    3. The Customer shall be responsible for paying each member of the Pool any fees or wages due to it from performing a Shift which has been allocated to it via the Services, including any cancellation fees due as a result of the Customer cancelling a Shift.
    4. Hire Hand shall have no obligations or responsibilities in relation to the payment of members of the Pool and will only receive monies from the Customer in payment of the Charges.
    5. For the avoidance of doubt, Hire Hand does not act as an Employment Business or Employment Agency (as defined by the Conduct of Employment Agencies and Employment Businesses Regulations 2003 and the Employment Agencies Act 1973).
    6. The Customer acknowledges and accepts that it has sole responsibility for a member of the Pool in relation to a Shift, including in relation to health and safety whilst working a Shift, verifying that members of the Pool have appropriate qualifications for the Shift and is fit to work and ensuring that Pool members confirm the start and end time of any Shift. Hire Hand’s obligations in relation to members of the Pool are solely in relation to providing access to the Mobile App.
  8. Charges and Payment

    1. The Charges for the Services are specified here unless set out in the Commercial Terms. The Charges are payable whether or not Hire Hand successfully allocates a member of the Pool to the relevant Shift.
      1. Up to 300 Shift Allocation Requests per Billing Month: from £1,000 per month or from £10,000 as an annual payment.
      2. Up to 1200 Shift Allocation Requests per Billing Month: from £3,000 paid monthly or from £30,000 as an annual payment.
      3. Enterprise pricing: please email:
      4. If in any month the maximum shifts are exceeded notification will be sent in writing. If the maximum Shift Allocation Requests are exceeded two months in a row, or four months in a rolling twelve month period, the account will be automatically shifted to the next price tier.
    2. The Customer shall on the Effective Date provide to Hire Hand valid, up-to-date and complete credit card details, direct debit mandate or approved purchase order information acceptable to Hire Hand and any other relevant valid, up-to-date and complete contact and billing details and, if the Customer provides:
      1. its credit card details to Hire Hand, the Customer hereby authorises Hire Hand to bill such credit card at the end of each month for the Charges incurred that month (unless Charges are annual);
      2. a direct debit mandate to Hire Hand, Customer hereby authorises Hire Hand to make a direct debit at the end of each month for the Charges incurred that month (unless Charges are annual);
      3. its approved purchase order information to Hire Hand, Hire Hand shall invoice the Customer at the end of each month for the Charges incurred that month and the Customer shall pay each invoice within 30 days after the date of such invoice (unless Charges are annual).
    3. Payments may be processed by 3rd party financial processors
    4. The Charges are exclusive of VAT which shall be payable at the applicable rates.
    5. The Charges are in GBP Sterling.
    6. If Hire Hand has not received payment within 30 days after the due date, and without prejudice to any other rights and remedies of Hire Hand:
      1. Hire Hand may, without liability to the Customer, disable the Customer’s password, account and access to all or part of the Services and Hire Hand shall be under no obligation to provide any or all of the Services while the invoice(s) concerned remain unpaid; and
      2. interest shall accrue on a daily basis on such due amounts at an annual rate equal to 4% over the then current base lending rate of HSBC from time to time, commencing on the due date and continuing until fully paid, whether before or after judgment.
    7. If applicable, Hire Hand shall be entitled to vary the Charges by giving at least three months notice in writing, or the period of notice set out in the Commercial Terms to the Customer.
  9. Customer Content

    1. The Customer acknowledges and accepts that it is its sole responsibility to ensure that any content uploaded onto the Platform or Mobile App by the Customer or an Authorised User is accurate and complete. Hire Hand shall have no liability to the Customer for any failure to perform the Services as a result of the Customer failing to comply with this clause.
    2. The Customer acknowledges and accepts that it must have the right to place any Customer Content on the Platform or Mobile App and warrants that it has or has procured all necessary rights and licences from all relevant third parties to use the Customer Content in the manner envisaged by these Conditions.
    3. The Customer shall own all right, title and interest in and to all of the Customer Content and agrees to grant Hire Hand or procure the grant of a non-exclusive, worldwide, royalty-free, perpetual, licence to copy, modify use and distribute the Customer Content for the purpose of providing the Services and submitting a Shift Allocation Request.
    4. The Customer shall not, and shall ensure that Authorised Users do not, access, store, distribute or transmit any Customer Content during the course of its use of the Services that:
      1. is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive;
      2. facilitates illegal activity;
      3. depicts sexually explicit images;
      4. promotes unlawful violence;
      5. is discriminatory based on race, gender, colour, religious belief, sexual orientation, disability; or
      6. is otherwise illegal or causes damage or injury to any person or property; and Hire Hand reserves the right, without liability or prejudice to its other rights to the Customer, to disable the Customer and/or Authorised User’s access to any Customer Content that breaches the provisions of this clause.
  10. Personal Data

    1. For the purposes of this clause, “controller”, “processor”, “personal data”, “processing”, “process”, “processed” “data subject” shall all have the meaning given in GDPR.
    2. Each party acknowledges and agrees that it is an independent controller of the Shared Personal Data, and is therefore responsible for comply with Data Protection Legislation as a Controller, including by:
      1. establishing its own lawful basis for processing;
      2. taking all measures required by Article 32 of GDPR;
      3. filing any notification or registration required by the ICO; and
      4. communicating its own privacy notice to Data Subjects.
    3. The Customer shall ensure that at all times:
      1. All Shared Personal Data transferred to Hire Hand is accurate and up-to-date and has at all times been collected, processed and transferred by and on behalf of the Customer in accordance with Data Protection Legislation;
      2. Each relevant data subject has been provided with sufficient information so as to enable fair, transparent and lawful processing of the Shared Personal Data for the Permitted Purpose in accordance with the obligations of each party under all Data Protection Legislation;
      3. The Customer is entitled to transfer and Hire Hand is entitled to process all Shared Personal Data for the Permitted Purpose in accordance with Data Protection Legislation; and
      4. It shall immediately notify Hire Hand if it becomes aware of it becomes aware of any change or circumstance which will, may or is alleged to impact the lawfulness of any processing of the Shared Personal Data by Hire Hand, together with full details of the circumstances and (immediately once available) revised and corrected data.
  11. Hyperlinks and Third Party Sites

    1. The Platform and Mobile App may contain hyperlinks or references to third party websites. Any such hyperlinks or references are provided for the Customer and Authorised User’s convenience only. Hire Hand has no control over third party websites and accepts no legal responsibility for any content, material or information contained in them. The display of any hyperlink and reference to any third party website does not mean that Hire Hand endorses that third party’s website, products or services. The Customer or Authorised User’s use of a third party site will be governed by the terms and conditions of that third party site.
  12. Proprietary Rights

    1. The Customer acknowledges and agrees that save in relation to Customer Content, Hire Hand and/or its licensors own all intellectual property rights in the Services, Platform and the Mobile App. Except as expressly stated herein, these Conditions do not grant the Customer any rights to, under or in, any patents, copyright, database right, trade secrets, trade names, trade marks (whether registered or unregistered), or any other rights or licences in respect of the Services, Platform and the Mobile App.
  13. Hire Hand Warranties and Disclaimers

    1. Hire Hand shall use commercially reasonable endeavours to make the Services available 24 hours a day, seven days a week but does not warrant or represent the Services, Platform or the Mobile App or the Customer or Authorised User’s use of the Service, or any content on it, will always be available, uninterrupted or error-free nor that the results of using the Service will be accurate. Any reliance that the Authorised User places on the Service or the information on the Service is at its own risk.
    2. Hire Hand warrants that it shall perform the Services and duties under these Conditions in a timely manner and using reasonable skill and care. Hire Hand will also provide the Customer with reasonable levels of support in relation to its use of the Platform or Mobile App.
    3. Hire Hand does not guarantee that a Shift Allocation Request will result in the successful allocation of a member of the Pool to the relevant Shift.
    4. Hire Hand has no responsibility for the number of Pool members who create an account to use the Mobile App or whether Pool members continue to use the Mobile App after registering. For the avoidance of doubt Hire Hand does not guarantee that members of the Pool will use the Mobile App.
  14. Confidential Information

    1. Each party will keep confidential, and will not use for its own purposes (other than exercising its rights and performing its obligations under of these Conditions) without the prior written consent of the other, or disclose to any third party, any and all information of a confidential nature (including trade secrets and information of commercial value) (“Confidential Information”) which may become known to such party from the other party and which relates to the other party, unless that information:
      1. is already public knowledge;
      2. already known to such party at the time of disclosure;
      3. subsequently becomes public knowledge other than by breach of these Conditions; or
      4. subsequently comes lawfully into the possession of such party from a third party.
    2. A party may disclose confidential information:
      1. to its professional advisors;
      2. as may be required by any law or any legal or regulatory authority, or
      3. to a potential buyer in connection with a bona fide due diligence process.
    3. Each party will use its reasonable endeavours to prevent the unauthorised disclosure of any such information, and will in any event protect the other party’s confidential information at least to the same extent that it protects its own.
  15. Indemnity

    1. The customer will indemnify hire hand against any losses, damage, liability, costs (including reasonable legal fees) and expenses incurred by Hire Hand or its subcontractors as a result of any claim or proceeding brought against Hire Hand or its subcontractors by any third party or government authority which arises out of or in connection with:
      1. any breach by the Customer or an Authorised User of this Agreement; and
      2. any claim that the Customer Content infringes the intellectual property rights of any third party.
  16. Limitation of Liability

    1. Nothing in this clause 16 will limit or exclude Hire Hand’s liability for:
      1. death or personal injury caused by its negligence;
      2. fraud or fraudulent misrepresentation; or
      3. any other matter for which it is unlawful under English law to limit or exclude liability (as the case may be).
    2. Hire Hand will have no liability arising under or in connection with this Agreement for:
      1. any loss or damage arising out of the Customer, an Authorised User’s or User in contravention of Clause 5, misuse of the Service, Platform, Mobile App or breach of this Agreement;
      2. any loss of profits, revenue, anticipated savings or opportunity;
      3. any increased costs;
      4. any loss, destruction or corruption of data;
      5. any loss of, or damage to, goodwill or reputation;
      6. any loss of management time or the cost of any increased administrative burden; or
      7. any indirect or consequential loss.
    3. Subject to clauses 16.1 and 16.2, Hire Hand’s total maximum aggregate liability arising under or in connection with the Contract and the Service will be limited to an amount equal to the Charges paid by the Customer to Hire Hand.
    4. Except as expressly stated in these Conditions, Hire Hand does not give any representations, warranties or undertakings in relation to the Services. Any representation, condition or warranty which might be implied or incorporated into these Conditions by statute, by common law or otherwise are, to the fullest extent permitted by law, excluded from the Contract.
  17. Termination and Notice Period

    1. After expiry of the Initial Term, Hire Hand may terminate the Contract for convenience and without any liability, by giving the Customer not less than the Notice Period in writing, such notice to expire on or after expiry of the Initial Term .
    2. The Customer may terminate the Contract for convenience and without any liability, by giving not less than the Notice Period in writing, and de-activating its account for the Service by emailing and requesting that its account is de-activated.
    3. The Notice Period is 90 days in advance
    4. Without affecting any other right or remedy, Hire Hand may terminate the Contract with immediate effect by giving notice in writing to the Customer if:
      1. the Customer commits a material breach of the Contract and such breach is not remediable or if it is remediable, it fails to remedy within 14 days of receiving written notice of such breach;
      2. the Customer has failed to pay all amount due under the Contract on the due date and such amount remains unpaid within 30 days after Hire Hand has given notification that the payment is overdue;
      3. any consent, licence or authorisation held by the Customer is revoked or modified such that the Customer is no longer able to comply with its obligations under the Contract; or
      4. the Customer:
        1. makes any voluntary arrangement with its creditors or (being an individual or firm) becomes bankrupt or (being a company) becomes subject to administration or liquidation (otherwise than for the purposes of solvent amalgamation or reconstruction);
        2. an encumbrancer takes possession, or a receiver is appointed, of any of the property or assets of the Customer;
        3. suspends or threatens to suspend, or ceases, or threatens to cease, to carry on all or a substantial part of its business;
        4. takes any preparatory step in respect of any of the above; or
        5. Hire Hand reasonably believes that any of the events mentioned above is about to occur in relation to the Customer and notifies the Customer accordingly.
  18. Consequences of Termination

    1. Immediately following termination of the Contract (for any reason):
      1. the Customer will and will procure that all Authorised Users immediately cease all use of and access to the Services; and
      2. each party will delete the other party’s Confidential Information.
    2. Termination of the Contract will not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of such expiry or termination.
    3. For the avoidance of doubt, individuals from the Pool may choose to continue to use the Mobile App upon termination of the Contract. Hire Hand has a separate contract with individuals in the Pool in relation to use of the Mobile App and termination of the Contract shall not prevent Hire Hand from contracting with individuals in the Pool for use of the Mobile App.
  19. Force Majeure

    1. Hire Hand will not be liable or responsible for any failure to perform, or delay in performance of, any of its obligations under these Conditions that is caused by any act or event beyond its reasonable control.
  20. Notices

    1. Any notice or other communication given under or in connection with these Conditions must be in writing and be delivered personally, sent by pre-paid first class post or other next working day delivery service, or email.
    2. A notice or other communication is deemed to have been received:
      1. if delivered personally, on signature of a delivery receipt;
      2. if sent by pre-paid first class post or other next working day delivery service, at 9.00 am on the second Business Day after posting; or
      3. if sent by email, at 9.00 am the next Business Day after transmission.
  21. General

    1. Hire Hand may amend the Contract from time to time, and may make further access to the Services conditional on the Customer and Authorised User’s acceptance of amended Conditions.
    2. These Conditions contain the whole agreement between the parties, and supersedes all prior agreements, arrangements and understandings between the parties, relating to the Customer and Authorised User’s access to the Services. Each party acknowledges that, in entering into this Agreement, it does not rely on any statement, representation, assurance or warranty (whether it was made negligently or innocently) of any person (whether a party to this Agreement or not) (each, a “Representation”) other than as expressly set out in this Agreement. Nothing in this clause 21.2 shall limit or exclude any liability for any fraudulent Representation.
    3. The Customer and/or Authorised Users may not assign its rights under these Conditions without Hire Hand’s written approval. Hire Hand may assign its rights under these Conditions without restriction. The Contract will be binding on the parties’ successors and assignees.
    4. A person who is not a party to the Contract shall have no right whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise to enforce any term of it.
    5. If any provision of the Contract is held to be invalid or unenforceable for any reason, that provision shall, if possible, be adjusted rather than voided, in order to achieve a result which corresponds to the fullest possible extent to the intention of the parties. The nullity or adjustment of any provision of the Contract shall not affect the validity and enforceability of any other provision of the Contract.
    6. The failure of a party to enforce a provision of the Contract or any rights with respect thereto (or any delay in so doing) shall not be a waiver of that provision or right, or in any way affect the validity of the Contract. A waiver of any claim for a breach of the Contract shall not operate to waive any claims in respect of any other breach.
    7. The Contract and all non contractual obligations arising out of or in connection with it are governed by English law and subject to the exclusive jurisdiction of the English courts.