Terms of Business for the
Provision of Tuition Services
CLIENTS
Preamble
(A) The Company has a network of Tutors in and around London who may be interested in providing Tutoring Services to the Client. The Company is an agent for the introduction of such Tutors and does not provide Tutoring Services.
(B) The Client wishes to be introduced to a suitable Tutor based on the Client’s requirements as communicated to the Company, and is willing to pay the Company.
(C) The Company is willing to introduce Tutors to the Client in return for an Introduction Fee as specified in this agreement.
(D) The Tutoring Services are provided by the Tutor under a separate agreement between the Client and the Tutor.
(E) The Tutor is responsible for the organisation and administration of the Tutoring Services on behalf of the Tutor, including invoicing clients.
(F) The Company provides both the Services and certain additional educational assessment services (the Additional Services) under these Terms of Business.
1. DEFINITIONS
1.1. In these Terms of Business the following definitions apply:
“Academic Assessments” means the assessment of a child’s ability in a particular subject or subjects by the Company, charged at an hourly rate as set out in the fees schedule as provided to the Client from time to time.
“Additional Services” means Academic Assessments or Educational Consultations.
“Assignment Period” means the period agreed in writing and notified to the Client, which maybe any of (a) the period of a Term, (b) the period of the remainder of a Term, or (c) such other period, as in each case is agreed with the Company (acting as an agent to the Tutor).
“Client” means the person, firm or corporate body together with any subsidiary or associated Company as defined by the Companies Act 1985 to whom the Tutor is introduced.
“Company” means Hampstead & Frognal Tutors Limited as such maybe merged, consolidated, or restructured from time to time.
“Educational Consultations” means telephone or face to face meetings with the Company’s Principal, Mark Taylor, charged at an hourly rate as set out in the Fees Schedule as provided to the Client from time to time.
“Engagement” means any employment or use of the Tutor by the Client on a permanent or temporary basis for services or any other engagement under a Tutoring Contract.
“Expenses” means the reasonable expenses payable to the Tutor in respect of travel or the purchase of educational resources necessary for the performance of the Tutoring Services.
“Fees Schedule” means the fees for all services set out by the Company.
“First Session” means the first Session provided for the Client by the Tutor.
“Hourly Fee” means the hourly fee payable to the Tutor for each hour that the Tutor is booked, including where this may be expressed on the basis of charges for each quarter of an hour or part thereof rounded up to the nearest quarter of an hour.
“Introduction” means (i) the Client meeting with a Tutor in person, following the Client’s instruction to the Company to identify and introduce a Tutor; or (ii) the passing to the Client of a profile or other information which identifies the Tutor; and in either case which leads to an Engagement of that Tutor by the Client.
“Registration Fee” means the fee payable before the Company introduces a Tutor or Tutor(s) to a Client, as specified to the Client by the Company.
“Invoice” means the invoice for payment of the Tutor’s fees and Expenses provided to the Client by the Company on behalf of the Tutor.
“Registration Form” means the form requested by all new Clients for completion that includes the contact information for the Client and details about the Client’s child.
“Session” means any agreed period in which the Tutor shall provide the Tutoring Services.
“Services” means the organisation and administration services provided by the Company in respect of the Tuition Services provided by the Tutor, including but not limited to scheduling tuition and the collection of fees and Expenses payable by the Client to the Tutor (as the Tutor’s authorised agent), and the provision of professional educational guidance to the Client.
“Term” means the termly periods published from time to time by UCS at which UCS pupils attend.
“Term Time Tuition” means tuition delivered to the child during a Term. The Company’s Term dates follow exactly the same as those of UCS, Frognal, Hampstead NW3 6XH.
“Tutor” means the individual introduced by the Company to the Client to provide Tutoring Services provided to the Client under the Tutoring Contract.
“Tutoring Contract” means the contract for the provision of the Tutoring Services between the Client and the Tutor.
“Tutoring Services” means the tuition services supplied by the Tutor to the Client.
1.2. Unless the context requires otherwise, references to the singular include the plural and references to the masculine include the feminine and vice versa.
1.3. The headings contained in these Terms of Business are for convenience only and do not affect their interpretation.
1.4. References to clauses mean to clauses contained in these Terms of Business unless the context otherwise requires.
2. THE CONTRACT
2.1. These Terms of Business constitute the contract between the Company and the Client for the supply of the Services by the Company and govern the legal rights and obligations between the Client and the Company.
2.2. Unless otherwise agreed in writing by a director of the Company, these Terms of Business shall prevail over any other Terms of Business or purchase conditions put forward by the Client.
2.3. No variation or alteration of these Terms of Business shall be valid unless approved in writing by a director of the Company.
2.4. The Company reserves the right to alter or vary these Terms of Business at any time subject to reasonable notice of any material changes being provided to the Client.
3. INTRODUCTION TO TUTORS
3.1. The Company provides introductions of Tutors to Clients and vice versa; the Company is an agent for the Tutor. The Company also collects fees from the Client on behalf of the Tutor together with such fees as relate to the Company’s administration and introduction commission. For the avoidance of doubt, the hourly rate for tuition relates only to the fees payable to the Tutor for the provision of the Tutoring Services. VAT is applied where appropriate.
3.2. The Company shall endeavour to ensure the suitability of any Tutor introduced to the Client by only introducing Tutors who have provided a clear Disclosure and Barring Service Check (DBS Check) and who have been deemed suitable by the Company following an interview and the provision of references.
3.3. In order to accept the Client’s instruction to identify a Tutor to provide the Tutoring Services, the Company must receive these Terms of Business signed and the Registration Fee in cleared funds. The Registration Fee is non-refundable following an Introduction, including (for the avoidance of doubt) in the event of any Tutoring Contract being cancelled by the Client or in the event of the Client rejecting two Tutors introduced by the Company in accordance with paragraph 3.4
3.4. Following receipt of (a) the Registration Form signed by the Client agreeing to the Terms of Business and (b) the Registration Fee, the Company will endeavour to introduce a Tutor and arrange a time for the First Session. If the Tutor is rejected by the Client the Company will attempt to introduce an alternative Tutor and arrange a time for the First Session with the alternative Tutor without the need for the Client to pay a further Registration Fee. If the alternative Tutor is rejected by the Client the Company shall be under no obligation to introduce a further alternative Tutor and the Registration Fee shall not be refunded to the Client.
4. TUTORING SERVICES
4.1. By agreeing to enter a Tutoring Contract with the Tutor, the Client agrees to be bound by these Terms and Conditions in respect of the administration of the Tutoring Services. In particular, the Client agrees to the Company collecting fees on behalf of the Tutor and to the restrictions specified at paragraph 7.
4.2. The Tutor is self-employed and engaged by the Client to provide the Tuition Services. The Tutor does not have power to bind the Company in any way.
4.3. For the avoidance of doubt, the Company does not itself provide Tutoring Services, and is not a Tutor. The Company acts as intermediary between the Client and the Tutor. By accepting these terms, the Client acknowledges and agrees that the provision to the Client of Tutoring Services by the Tutor is pursuant to the Tutoring Contract and that the Company accepts the Booking as agent for the Tutor, but is not a party to the Tutoring Contract.
4.4. The Client shall advise the Company of any special health and safety matters about which the Company is required to inform the Tutor in respect of the provision of the Tutoring Services.
5. PAYMENT
5.1. The Client commits to the Tutor providing the Tutoring Services on a weekly basis for at least one hour per Session and for the duration of the Assignment Period. Accordingly the Client agrees to be liable for the full fees due to the Tutor in respect of the Hourly Fee for each period of tuition agreed to be provided during the Assignment Period.
5.2. The fees will be calculated at a rate agreed in advance between the Tutor and the Client. The tutor will have use of the third party platform, Tutorcruncher, to log lessons and raise invoices to the client at the agreed rate.
5.3. The Client shall ensure that each lesson is correctly logged by checking their invoices.
5.4. Payments of the Tutor’s fees and Expenses are due within five working days following receipt of the Invoice.
5.5. The Company reserves the right to request the Client’s credit or debit card details. Any credit or debit card details that the Client supplies will be held securely and maybe charged in the event of late or non-payment. As such, the Company reserves the right to take payment for invoices from any payment card we may hold from the Client.
5.6. The Company reserves the right to notify the Tutor regarding any overdue payment due from the Client. The Tutor may choose not to provide the Tutoring Services until the outstanding sum has been paid.
5.7. If any amount of fees remains unpaid after twenty working days after it falls due for payment, the Company shall be entitled to take legal action to recover the debt on behalf of the Tutor, together with any interest and costs incurred in doing so.
5.8. Where applicable, the Company shall be entitled to charge interest daily on overdue invoices from the date when payment is due at a rate of 4% per annum above the base rate of HSBC bank from time to time in force.
6. EXPENSES
6.1. The Client agrees to notify the Company of any Expenses agreed with and/or incurred by the Tutor.
6.2. The Client agrees to be bound by the restrictions at paragraph 7 in respect of the payment of Expenses to the Tutor.
7. RESTRICTIONS
7.1. The Client will not agree any alternative fees with the Tutor and agrees to make direct payments to the Tutor for their services and commission payments to the Company via third party services such as tutor cruncher. The client is not permitted to enter into any private arrangements with any tutor introduced by the Company.
7.2. Without prejudice to any other rights the Company may have, including in respect of injunctive relief, a breach of these terms will render the Client liable to account to the Company for all sums paid to the Tutor without deduction. This obligation shall continue notwithstanding termination of this agreement.
7.4. The Client undertakes not to make direct referrals or recommendations in respect of the Tutor to any other actual or potential client of the Company. Should the Client wish to recommend a Tutor introduced to them by the Company to any other actual or potential client, the Client must advise that person to contact the Company to make an Introduction and booking through the Company.
8. REPLACEMENT TUTORS
8.1. The Client undertakes to supervise the Tutor sufficiently to ensure the Client’s satisfaction with the Tutor’s standards in the provision of the Tutoring Services. If the Client reasonably considers that the standards of the Tutor are unsatisfactory, the Client may terminate the Assignment either by instructing the Tutor to leave the Assignment immediately (and notifying the Company immediately thereafter), or by directing the Company to remove the Tutor. The Company may in such circumstances reduce or cancel the charges for the time worked by that Tutor, provided that notification of the unsuitability of the Tutor is confirmed in writing to the Company within 48 hours of the termination of the Assignment.
8.2. The Client shall notify the Company immediately and without delay and in any event within 24 hours if the Tutor fails to attend a booked Session or notifies the Client directly that he is unable to attend work for any reason.
8.3. In the event that a Tutor is instructed to leave an Assignment or is removed by the Company during the Assignment Period, the Company will endeavour to introduce to the Client up to two suitable alternative Tutors to complete the Tutoring Services for the remaining part of the Assignment Period.
9. ADDITIONAL SERVICES
9.1. The Client may request an Educational Consultation with the Company’s Principal, Mark Taylor.
9.2. Academic Assessments for entrance examinations may be requested at any time. An Academic Assessment comprises of a mathematics test, and an English test. These assessments will last approximately one and a half to two hours.
9.3. If requested, Mark Taylor, the Company’s Principal will deliver a telephone report or a written report regarding the results of an Academic Assessment. Written reports will be charged at the rates provided from time to time in the Fees Schedule.
9.4. Any invoice provided to the Client by the Company in respect of the Additional Services shall be payable within five working days of receipt by the Client.
10. RESCHEDULING AND CANCELLATIONS
10.1. The Client may agree with the Tutor to reschedule a Session. The Tutor will notify the client after the introduction of their cancellation charges.
10.2. If the Client cancels a scheduled Session with less than the amount of time required by the tutor(this can vary from 24 to 48 hours), the Client must pay the Tutor the hourly fee for the whole Session.
10.3. Should the Tutor not be available on a day a Session is scheduled, the Client will be informed, and a re-arranged time may be offered by the Tutor. If a suitable alternative time cannot immediately be arranged, the Company must be immediately informed. The Tutor and the Client may then agree to the Session being rearranged for a future date.
10.4. If a Session falls on a Bank Holiday or other national or religious holiday that either the Tutor or the Client wishes to observe, then an alternative Session must be arranged and the Company must be informed of any new arrangements.
10.5. If the Client’s child is late for a Session, the Tutor may choose to but is not obligated to work beyond the scheduled end time. If the Tutor stops work at the scheduled end time, the Session will be charged at the usual price. If the Tutor agrees to work beyond the scheduled end time at the Client’s request, the Tutor may choose to charge the Client for the additional time. If a Tutor is late for a Session, then it is the duty of the Tutor to arrange to make up the lost time.
10.6. If the Client chooses to terminate a Session early, the full Session will be charged at the usual price.
10.7. Cancellations by the Client of more than three weeks in succession, or that which the Company perceive as unreasonable, regular cancellations, will be considered for immediate termination of contract at the Company’s discretion.
11. LIABILITY
11.1. The Tutoring Services are provided by the Tutor under the Tutoring Contract, in respect of which the Company is not a party. Accordingly, the Company does not accept any liability for:
11.1.1. any claims by the Client arising out of or related to the provision of Tutoring Services by the Tutor;
11.1.2. any act, omission or error (whether wilful, negligent or otherwise) of the Tutor; or
11.1.3. the consequences of tuition, including, but not limited to, exam results (including school entrance exam results) and dissertation scores.
11.2. Whilst every effort is made by the Company to give satisfaction to the Client by ensuring reasonable standards of skills, integrity and reliability from Tutors and further to provide them in accordance with the Client’s booking details, the Company is not liable for any loss, expense, damage or delay arising from any failure to provide any Tutor for all or part of the period of booking or from the negligence, dishonesty, misconduct, accidental damage to property during the assignment or lack of skill of the Tutor. For the avoidance of doubt, the Company does not exclude liability that is not permitted to be excluded by law, and in particular the Company does not exclude liability for death or personal injury arising from its own negligence
11.3. The Client shall indemnify and keep indemnified the Company against any costs, claims or liabilities incurred by the Company arising out of any Assignment or as a result of any breach of these Terms by the Client.
12. LAW
These Terms of Business are governed by the law of England and are subject to the exclusive jurisdiction of the Courts of England, to which the Client submits.
Terms of Business for the Provision of Tuition Services to the Company’s Clients
TUTORS
The following arrangements are understood and agreed by both parties:
Once a tutoring position has been confirmed, Tutor’s are entering into a contract between you (the tutor) and the Client (the student, or the student’s parent/guardian). The Company acts as an agent on behalf of the Tutor and the Client. The Company is responsible for matching students and an appropriate Tutor for the specific subject. The Company is not responsible for the content of lessons and the teaching methods.
PRIVATE ARRANGEMENTS
In consideration of the Company providing the Tutor with students, Tutor’s are not permitted to make private arrangements for tuition with Clients introduced by the Company or with new Clients introduced by the Company’s Clients. Should Tutors breach this obligation, they will be liable to account to the Company for all sums received from the Client or new Client without deduction and the Company shall be entitled to obtain an injunction against the Tutor to prevent further breaches. This obligation shall continue notwithstanding termination of this Agreement.
Any work referred to a tutor by a Client of the Company must be billed through the Company on the Tutor’s behalf. The Company is happy to negotiate on commission for new Clients referred to the Tutor by the Company’s Clients and the Company must process the billing.
PROFILES
The Company requires that your profiles are kept up to date. This includes a photo on the Tutorcruncher Platform and an up-to-date address for the purpose of your invoices to Clients. Tutor’s must select all the subjects (and levels) that they offer to teach. If Tutor’s have not yet selected teaching subjects in Tutorcruncher, Tutor’s will not receive information about available jobs and will not be able to apply for them.
ENVIRONMENT
The Tutor and the Client is responsible for finding and agreeing on a suitable environment in which tuition can take place.
PAYMENT
The Company will agree the fee structure with the Client and this must not be changed without the written authority of the Company. The Company offers the third party service of Tutorcruncher for lesson logging, reporting and invoicing. Client’s Fees paid through the platform are paid directly to the Tutor without any cost to the Tutor. The Company invoices Clients for commission, based on lessons booked onto Tutorcruncher by the Tutor.
Late submissions of lesson bookings and raising invoices to Clients or incorrect information may result in delayed payments. The Company recommends that Tutors keep a signed record of all lessons taught (or cancelled with less than 24hrs notice) and expenses agreed with Client (signed by Client after each lesson). The Company sends an invoice to the Client for agency fees, whilst the Tutor sends an invoice for their fees. Our payment terms are 7 days. You undertake to the Company that you will duly pay the tax and national insurance contributions which are due from the Tutor whether in the United Kingdom or elsewhere in relation to the payments to be made to the Tutor by the Company under this Agreement. You further agree to indemnify the Company in respect of all and any income tax and national insurance contributions which may be found due from the Company on any payments made to the Tutor under this agreement together with any interest, penalties or gross-up thereon. For the purposes of recordkeeping, Tutors will account for the full fees due from the Client as income and the commission as expenditure.
EXPENSES
All expenses (books, travel, etc) must be agreed with the Client before Tutors add them as expenses on Tutorcruncher. Any expenses incurred by Tutors without the agreement of the Client will not be reimbursed by the Company.
CANCELLATION POLICY
Both the Client and the Tutor should reasonably notify the other in advance of any holiday commitments they may have; and any changes to the tuition timetable necessary because of illness. An alternative date may be arranged. The Company recommends that you agree a cancellation policy with the Client. Tutors need to have agreed this and the chargeable cancelled hours with the Client before the Company will charge commission for them.
DAMAGES
The Company does not accept any liability for any claims by the Client arising out of or related to the carrying out of the tutoring by you and you agree to indemnify the Company without limit in respect of any such claims.
CONFIDENTIALITY
Tutors undertake that they shall not at any time during this agreement, and for a period of five years after termination of this agreement, disclose to any person any confidential information concerning the business, affairs, customers, Clients or suppliers of the Company, except that Tutors may disclose the Company’s confidential information as may be required by law, court order or any governmental or regulatory authority.
Tutors shall not use the Company’s confidential information for any purpose other than to perform your obligations under this agreement.
DATA PROTECTION ACT
The Company uses Tutor’S data for the purposes of the services that it provides. Tutors providing personal data consent to the use of that data by the Company for the purpose of effecting introductions to Client’s, for billing and fee collecting purposes and to enable the Company to contact the tutor from time to time.
The Company reserves the right to change these Terms and Conditions.
Unless otherwise agreed in writing by a Director of The Company, these Terms and Conditions shall prevail over any other Terms of Business or Conditions put forward by you.
No variation or alteration of these Terms and Conditions shall be valid unless approved in writing by a Director of the Company.
LAW
These Terms of Business are governed by the law of England and are subject to the exclusive jurisdiction of the Courts of England, to which the Tutor submits.