Terms and Conditions of Use
THESE TERMS AND CONDITIONS (“TERMS”) SET OUT THE TERMS AND CONDITIONS ON WHICH ONENEAR LIMITED (“ONENEAR”; “WE”; “US”) WITH COMPANY NUMBER 08279030 AND HAVING ITS REGISTERED ADDRESS AT C/O RODLIFFE ACCOUNTING LTD 5TH FLOOR (744-750), SALISBURY, FINSBURY CIRCUS, LONDON, ENGLAND, EC2M 5QQ SHALL OFFER ACCESS TO ITS MOBILE APPLICATIONS AND WEBSITE ONENEAR.COM (“WEBSITE”) TO YOU THE USER (“YOU” OR “USER”) AND, AS APPLICABLE, USERS WHO ARE LOOKING TO OFFER PRODUCTS OR SERVICES TO OTHER USERS (“SELLERS”), AND USERS SEEKING TO CONNECT WITH SELLERS TO OBTAIN SUCH PRODUCTS OR SERVICES (“BUYERS”).
PLEASE READ THESE TERMS VERY CAREFULLY BEFORE USING THE WEBSITE. YOU ACKNOWLEDGE THAT BY ACCESSING THIS WEBSITE YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT ACCEPT THESE TERMS AND CONDITIONS, DO NOT CONTINUE WITH YOUR USE OF THE WEBSITE.
The General Conditions under Section A of these Terms shall have general application to everyone who accesses and uses the Website.
Sections B and C shall apply to users of the website who are acting as Buyers and Sellers, respectively, in addition to the provisions under Section A.
IMPORTANT NOTICE: For the actual provision of goods or services listed on this Website by a Seller, Buyers will enter into a contract directly with the Seller. OneNear is not a party to that contract, and Buyers and Sellers will be separately responsible and liable to one another under the terms of that contract. OneNear simply connects Buyers and Sellers through the Website, and provides a service to assist with payment. We provide more information on how we do this below, and the terms and conditions that apply.
SECTION A: GENERAL CONDITIONS
1. INFORMATION ABOUT ONENEAR AND THE WEBSITE
1.1. The Website is owned and managed, operated and maintained by OneNear Limited trading as OneNear.com.
1.2. OneNear may be contacted at C/O Rodliffe Accounting Ltd 5th Floor (744-750), Salisbury, Finsbury Circus, London, England, EC2M 5QQ25 or by email at firstname.lastname@example.org.
1.3. The Website is an online marketplace which provides a convenient and innovative means for Buyers to connect with Sellers, and to easily and securely manage the payment process for such services through our escrow payment system. The features and functionality of this marketplace are as set out on the Website and subject to these Terms, but include the following (collectively, “Services”):
1.3.1 Sellers can create an online facility to describe them and their business, and offer goods or services (“Shop Front”) by creating a unique page which is accessible by users of the Website (“Shop Front Profile”).
1.3.2 Buyers can request to purchase these goods or services directly from Sellers by submitting an order to a Shop Front (“Order”);
1.3.3 Buyers can also create and submit jobs, jobs or errands that they are looking for someone to provide (each, a “Job”). Sellers can then make proposals whereby they will offer to perform the Job for the Buyer (“Proposals”). Buyers can evaluate and select their favourite Proposal;
1.3.4 The goods or services provided by Sellers (whether through an Order or a Job) are called “Seller Services” in these Terms;
1.3.5 A “Booking” for Seller Services will be taken to occur when:
(i) for a Job, when a Buyer selects a Proposal; or
(ii) for an Order, when a Seller accepts a Buyer’s Order by marking it as ‘In Progress’;
and at the time a Booking is made, a contract shall be formed between the Buyer and the Seller to provide the Seller Services;
1.3.6 OneNear provides a facility whereby we will collect payment for Jobs and Orders from the Buyer on behalf of the Seller. We will release payment to the Seller only when they have Completed the Job or Order as defined and explained in section B3 of these Terms; and
1.3.7 Buyers can provide feedback and rate the performance of Sellers by providing “Stars” and “Smiles” ratings on any Shop Front (read more about this system here); and
1.3.8 For Sellers, OneNear offers certain services to assist Sellers and improve their Shop Front and Seller Service offerings through OneNear’s “Startup Store”, as is further detailed on the Website.
2. PRELIMINARY INFORMATION
2.1. By using the Website (either as a Seller or Buyer), you warrant that:
2.1.1. you are legally capable of entering into binding contracts;
2.1.2. you are not in any way prohibited by the applicable law in the jurisdiction in which you are currently located to enter into these Terms; and
2.1.3. if an individual, you are at least 18 years old. If you are under the age of 18, you should ask a parent or guardian over the age of 18 to enter into these Terms on your behalf. As a parent or guardian of someone under the age of 18, you are responsible for ensuring that person's use of the Website and/or Services is in accordance with these Terms.
3.1. In order to access and participate in the Services on the Website you will first be required to register with OneNear by completing the applicable online registration form made available to you on the Website. Please note that registration as a Seller requires an additional verification process as set out in Section C of these Terms.
3.2. You hereby warrant that the information you provide to OneNear is true, accurate and correct. You further warrant that you shall promptly notify OneNear in the event of any changes to such information.
3.3. You must keep your registration details for the Website (“Login Details”) confidential and secure. We reserve the right to promptly disable your Login Details and suspend your access to the Services and/or the Website in the event we has any reason to believe that you have breached any of the provisions set out herein.
3.4. You must promptly notify OneNear in the event there is any actual or suspected breach of security or any unauthorised use or attempted use of your Login Details. OneNear may be contacted by email at email@example.com.
3.5. You agree that at all times, you shall:
3.5.1. not use your Login Details with the intent of impersonating another person;
3.5.2. not allow any other person to use your Login Details;
3.5.3. not use the information presented on the Website or derived from the Services for any purposes other than those expressly set out in these Terms;
3.5.4. not do anything likely to impair, interfere with or damage or cause harm or distress to any persons using the Website or in respect of the network;
3.5.5. not use the Website, the content therein and/or do anything that will infringe anyone’s intellectual property rights as defined in clause 8 or other rights of any third parties;
3.5.6. comply with all instructions and policies from OneNear from time to time in respect of the Services and the Website;
3.5.7. co-operate with any reasonable security or other checks or requests for information made by OneNear from time to time; and
3.5.8. use the information made available to you on the Website and through the Services at your own risk.
3.6. You may request to cancel your registration with the Website at any time during the registration process. Please be aware that any cancellation of a Booking is subject to the relevant provisions as set out in sections B and C of these Terms.
4. YOUR OBLIGATIONS
4.1. You are solely responsible and liable for all activities on the Website undertaken through or using your Login Details, whether you are a Buyer or a Seller.
4.2. You must comply with all applicable law in respect of your use of the Website and the Services including, without limitation, compliance with all applicable e-commerce directives, buyer protection legislation and data protection and privacy directives.
4.3. Whether you are a Buyer or Seller, you shall not submit to appear on the Website or otherwise through your use of the Services any information, comments, images, third party URL links or other material whatsoever in any format (“User Submissions”), such term to include information, details, descriptions or materials submitted by Sellers regarding the Seller Services (“Seller Materials”), that may reasonably be deemed to:
4.3.1. be offensive, illegal, inappropriate or in any way;
4.3.2. promote racism, bigotry, hatred or physical harm of any kind against any group or individual;
4.3.3. harass or advocate harassment of another person;
4.3.4. display pornographic or sexually explicit material;
4.3.5. promote any conduct that is abusive, threatening, obscene, defamatory or libellous;
4.3.6. promote any illegal activities;
4.3.7. provide instructional information about illegal activities, including violating someone else’s privacy or providing or creating computer viruses;
4.3.8. promote or contain information that you know or believe to be inaccurate, false or misleading;
4.3.9. engage in or promote commercial activities and/or sales not related to the Seller Services, including but not limited to contests, sweepstakes, barter, advertising and pyramid schemes, without the prior written consent of OneNear; or
4.3.10. infringe any rights of any third party;
and YOU HEREBY INDEMNIFY ONENEAR FOR ANY BREACH BY YOU OF THIS CLAUSE
4.4. Unless otherwise explicitly stated by us, OneNear does not vet, verify the accuracy, correctness and completeness, edit or modify any User Submissions, Seller Materials or any other information, data and materials created, used and/or published by you to determine whether they may result in any liability to any third party. You hereby warrant that you have the rights to use all such information, data and material in the manner set out in these Terms. WE EXPRESSLY EXCLUDE OUR LIABILITY FOR ANY LOSS OR DAMAGE ARISING FROM THE USE OF OUR SERVICE BY A USER IN CONTRAVENTION OF THIS CLAUSE 4.
4.5. Regardless of clause 4.4 above, you acknowledge that making a User Submission or submitting Seller Materials does not guarantee that such User Submission, or any part thereof, shall appear on the Website, whether or not the submission of such User Submission or Seller Materials is part of the Services. You agree that OneNear may, at its sole discretion, choose to display any User Submission or Seller Material or any part of the same that you make on the Website, or to remove them as we deem necessary or appropriate.
4.6. If you have reason to believe that another User or Seller has not followed or complied with their obligations in these Terms, or you have a complaint to make, please e-mail us at: firstname.lastname@example.org or write to: ONENEAR LIMITED, C/O RODLIFFE ACCOUNTING, 5TH FLOOR (744-750), SALISBURY, FINSBURY CIRCUS, LONDON, ENGLAND, EC2M 5QQ, or by using the "Contact Us" form available on the Website. Please provide full details of the nature of your complaint and the materials to which the complaint relates. We will use our reasonable endeavours to respond to all complaints within a reasonable time and to take reasonable action which we deem appropriate to resolve or rectify the subject matter of such complaints.
4.7. In the event that OneNear, in its sole and absolute discretion, considers that there has been a breach or threatened breach of any of the terms set out in this clause 4, OneNear reserves the right to take any action that it deems to be necessary, including without limitation, temporary suspension, or termination forthwith and without notice of your use of and access to the Services and the Website; and in the case of illegal use, the instigation of legal proceedings as appropriate.
5.1. You may terminate these Terms by giving OneNear not less than thirty (30) days’ notice in writing. Whether you are a Seller or a Buyer, you will remain liable for fulfilment of any Booking which has not yet been completed, subject to any cancellation rights expressly provided in sections B or C of these Terms.
5.2. OneNear may terminate these Terms at any time and for any reason whatsoever by giving you not less than fourteen (14) days’ notice in writing, provided any Booking which has not yet been completed, subject to any provisions to the contrary in these Terms.
5.3. Notwithstanding the provisions of this clause 5, these Terms may be terminated by either you or us immediately, on written notice to the other party:
5.3.1. if the other party is in material breach of its contractual obligations and has not remedied such breach within fourteen (14) days after receipt of a written notice of default from the other party. For the avoidance of doubt, and without limitation, breach of any provision under clause 4 is a material breach for these purposes; or
5.3.2. by either party if the other is declared bankrupt, or if a body corporate, has a liquidator, receiver or administrator appointed or enters into any form of arrangement with its creditors, or is otherwise insolvent.
6. EXCLUSION OF WARRANTIES & LIABILITY
6.1. The terms in this clause 6 are in addition to the specific warranty exclusions and liability provisions that apply to Buyers and Sellers in Section B and Section C of these Terms, respectively.
6.2. All warranties, representations, guarantees, conditions and terms, other than those expressly set out in these Terms whether express or implied by statute, common law, trade usage or otherwise and whether written or oral are hereby expressly excluded to the fullest extent permissible by law.
6.3. OneNear shall bear no responsibility or liability for inspecting or verifying any material posted in any Seller Material or User Submission. Consequently, OneNear does not warrant or guarantee the accuracy, correctness, reliability, suitability or at all in respect of any such User Submission or Seller Materials. Commentary and other materials posted on the Website are not intended to amount to advice on which reliance should be placed. We therefore disclaim all liability and responsibility arising from any reliance placed on such materials by any visitor to our site, or by anyone who may be informed of any of its contents.
6.4. Subject to clause 6.6, liability of which shall remain unlimited, the maximum aggregate liability for OneNear (including its respective agents and sub-contractors) under, arising from or in connection with these Terms, whether arising in contract, tort (including negligence) or otherwise, shall not exceed:
6.4.1. if you are a Seller, the total Seller Fees (as defined in Section C below) paid by you to us for the particular Booking to which the claim relates; or
6.4.2. if you are a Buyer or any other user, the higher amount of (i) the total Seller Fees (as defined in Section C) received by us in relation to the Booking(s) to which the claim relates, or (ii) £100 (whichever is greater).
6.5. We shall not be responsible for any:
6.5.1. losses, damages, costs and expenses which were not reasonably foreseeable to be incurred by you and could not have been reasonably foreseeable by you or us on entering these Terms; or
6.5.2. loss of profits, contracts or business, loss of an anticipated outcome or anticipated savings.
6.6. We accept and do not limit Our liability to you for the following categories:
6.6.1. death or personal injury;
6.6.2. negligent misrepresentation, fraud or fraudulent misrepresentation;
6.6.3. any breach of the obligations implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982.
7. SUSPENSION AND CHANGES TO TERMS & SERVICES
7.1. OneNear shall be entitled at its own discretion and upon notice to you, to suspend the Services and/or the Website whether wholly or partly for any reason whatsoever including but not limited to repairs, planned maintenance or upgrades and shall not be liable to you for any such suspension or non-availability of the Services and/or the Website (whether wholly or partly).
7.2. OneNear reserves the right to make any changes to the Services and/or the Website including any functionalities and content therein or to discontinue a specific feature from time to time subject always that:
7.2.1. OneNear notifies you in writing through a message displayed on the Website; and
7.2.2. such changes have no material adverse effects to you.
7.3. OneNear may update or revise these Terms from time to time and shall notify you of any such updates and revisions through a message displayed on the Website. Your continued use of the Services and/or the Website (whether wholly or partly) shall be deemed your acceptance of such change(s) in respect of the updated or revised Terms. If you do not agree with the changes to these Terms, you may terminate your Contract with us in accordance with clause 5.
8. INTELLECTUAL PROPERTY RIGHTS
8.1. OneNear and its licensors own all the intellectual property rights ( “Intellectual Property Rights”) relating to the Services and the Website, save for those that fall under clause 8.3 below. Nothing in these Terms shall serve to transfer from OneNear to any user, Seller or Buyer any of the intellectual property rights in the Website.
8.2. You are expressly prohibited from:
8.2.1. reproducing, copying, editing, transmitting, uploading or incorporating into any other materials, any of the Website; and
8.2.2. removing, modifying, altering or using any registered or unregistered marks/logos/designs owned by us or our licensors, and doing anything which may be seen to take unfair advantage of the reputation and goodwill of OneNear or could be considered an infringement of any of the rights in the intellectual property rights owned by and/or licensed to OneNear.
8.3. All rights, title and interest in any User Submissions and Seller Materials shall remain exclusively with the relevant user who posted such User Submission or Seller Material.
8.4. You hereby grant OneNear a non-exclusive, perpetual, irrevocable, worldwide licence to make User Submissions and/or Seller Materials available on the Website, and to use such User Submissions and/or Seller Materials for our promotional and marketing purposes.
8.5. Where the Website contains links to other sites and resources provided by third parties, these links are provided for your information only. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them.
9.1. You shall not, during the term in which these Terms apply or after such term has ended, (except as required by law), disclose to any person any confidential information or trade secrets relating to OneNear’s business. Such matters include, without limitation, information or secrets relating to: corporate and marketing strategy, business development and plans, sales reports and research results, business methods and processes, technical information and know-how relating to OneNear’s business and which is not in the public domain, including inventions, designs, programs, techniques, database systems, formulae and ideas, business contacts, lists of Buyers, customers and companies and details of contracts with them, and any document marked “confidential”. This restriction shall not apply during or after these Terms have terminated to information which has become available to the public generally otherwise than through unauthorised disclosure.
11.1. If OneNear fails at any time to insist upon strict performance of its obligations under these Terms, or if it fails to exercise any of the rights or remedies to which it is entitled under these Terms, this will not constitute a waiver of any such rights or remedies and shall not relieve you from compliance with such obligations. No waiver by OneNear of any of these Terms shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing.
11.2. Any requirement for written notice to be provided under these Terms may be satisfied by sending the notice by registered post or email to, in the case of OneNear, the postal address or email address as set out in these Terms, or in the case of a Seller or Buyer, to the email address in that Seller or Buyer’s Login Details.
11.3. If any of these Terms is determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which shall continue to be valid to the fullest extent permitted by law.
11.4. Nothing in these Terms shall give, directly or indirectly, any third party any enforceable benefit or any right of action against OneNear and such third parties shall not be entitled to enforce any of these Terms against OneNear.
11.5. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under these Terms that is caused by events outside our reasonable control ( “Force Majeure Event”). We will use our reasonable endeavours to bring the Force Majeure Event to a close or to find a solution by which our obligations under these Terms may be performed despite the Force Majeure Event.
11.6. These Terms and any document expressly referred to in them represent the entire agreement between you and OneNear in respect of your use of the Website, and shall supersede any prior agreement, understanding or arrangement between you and OneNear, whether oral or in writing.
11.7. These Terms are governed by and construed in accordance with English law. The Courts of England and Wales shall have exclusive jurisdiction over any disputes arising out of these Terms. If you live somewhere not in England or Wales, English law shall apply only to the extent that English law shall not deprive you of any legal protection accorded in accordance with the law of the place where you are habitually resident (“Local Law”). In the event English law deprives you of any legal protection which is accorded to you under Local Law, then these terms shall be governed by Local Law and any dispute or claim arising out of or in connection with these Terms shall be subject to the non-exclusive jurisdiction of the courts where you are habitually resident.
SECTION B: BUYERS
This section B shall apply to all Buyers who are searching for or looking to obtain Seller Services, or assert an interest in Booking Seller Services through the Website.
B.1 FORMATION OF CONTRACT BETWEEN ONENEAR AND BUYER
B1. 1 Your Contract with OneNear to provide you with the Services, being the facility to connect you with Sellers as described in clause 2 of these Terms, shall commence on the date of your registration in accordance with clause 3 of these Terms.
B1.2 Notwithstanding the foregoing, OneNear reserves the right to:
B1.2.1 accept or reject your application as a Buyer; and/or
B1.2.2 refuse you access to the Services and/or Website (partly or wholly) if you breach any of the provisions of these Terms; or
B1.2.3 disable your Buyer account if it is inactive for a period of 24 months.
B2. ADDITIONAL BUYER OBLIGATIONS
B2.1 When submitting a Job, you must ensure the Job contains all information that is reasonably necessary for a Seller to fully and accurately respond to the Job, including:
B2.1.1 a description of the Seller you are seeking, including without limitation the nature of the work and duties, the location and the duration or likely duration for the work;
B2.1.2 a list of experience, training, qualifications and any authorisation required by the Seller in respect of the Job;
B2.1.3 any health and safety risks known to you and the steps which you and the steps which you have taken to either prevent or control such risks; and
B2.1.4 the payment and expenses (if any) you will be paying to the Seller.
B2.2 You warrant and represent that the information provided by you pursuant to clause B2.1 and in respect of any Job shall be correct, complete, accurate and up to date.
B2.3 As a Buyer, you are solely responsible for:
B2.3.1 the management of your search for a Seller;
B2.3.2 ascertaining the identity of the Seller(s);
B2.3.3 all communication with Seller(s);
B2.3.4 ensuring that a Seller has the qualification, skills, training and experience required by you, whether or not such details are listed by you on any Job;
B2.3.5 ascertaining specific professional requirements, if any, you may require a Seller to possess as set out in a Job;
B2.3.6 ensuring that you have sufficient information in respect of any health and safety risks and procuring a response from the Seller regarding how it proposes to deal with such risks;
B2.3.7 verification of all information provided by any Seller including without limitation any Seller Profile and all supporting Documentation, including to confirm the authenticity of any documentation that may be uploaded to the Website; and
B2.3.8 ensuring that a Seller has the right to work in the jurisdiction where the Seller Services are to be carried out, when deciding to accept a Proposal or otherwise to place an Order with a Seller found through the Website, and it is your responsibility to carry out whatever enquiries you deem to be necessary.
B2.4 In using the Services, you must:
B2.4.1 not provide information (including in any Job and/or other communication with Sellers) which you know to be inaccurate, false, incomplete, untrue or is or may be deemed to be a misrepresentation of the facts;
B2.4.2 promptly mark a Job or Order as complete (as defined in section B3 below), and not withhold or delay indicating that a Job or Order has been completed unless you have reasonable grounds to do so (in which case you must notify OneNear immediately); and
B2.4.3 immediately notify OneNear in the event you have any reason to believe or suspect that a Seller or another Buyer has breached any of its Terms under Section A or that any Seller Profile is not genuine, or is false, inaccurate and/or incomplete.
B2.5 You acknowledge and agree that:
B2.5.1 Jobs will be viewable by any users of the Website (including all Sellers) unless marked as Private by you;
B2.5.2 if you specify a location for a Job, this will be displayed on the Website (but it will be masked so it is only displayed within 600 metres on Google Maps); and
B2.5.3 you can choose to share private information or have a private conversation directly with a specific Seller in accordance with the instructions set out on the Website.
B2.6 Other than through the Website, you must not make any direct bookings or arrangements with any Sellers for the provision of any Seller Services, whether in response to any Jobs or any potential Order from a Shop Front. This is strictly against the rules of the OneNear community and we may suspend or terminate your access to the Website if we reasonably suspect you have breached this clause B2.6. If any Seller proposes or suggests you enter into such a direct arrangement with them outside or separately to the Website, you must immediately notify us and co-operate with our reasonable directions.
B3. BUYER FEES
B3.1 In order to receive any Seller Services, you agree to pay the applicable fees and charges as are set out in the Job description, or communicated to you on the Website by the Seller in the Shop Front, as applicable (“Buyer Fees”). For any Job, you acknowledge and agree the total fees and charges set by you will be inclusive of OneNear’s fees. We will deduct such OneNear Fees from the amount that is displayed to Sellers when they view your Job (meaning the amount displayed will be the total amount they will receive if they complete the Job).
B3.2 OneNear will collect the Buyer Fees from you and hold this amount for payment to us and to the Seller in accordance with these Terms. You authorise us to deduct our fees and release the Buyer Fees to the Seller upon Completion of the applicable Sellers Services, as defined below.
B3.3 By clicking on ‘Select Shop Front’ on the Job proposalding page, you are asserting your interest in the Seller Services in accordance with the Job and the Proposal, OR in the case of an Order, the details provided by the Seller in their Shop Front (as applicable).
B3.4 The payment process is as follows:
B3.4.1 For a Job, it is free to submit the Job and to receive Proposals. By selecting a Proposal in accordance with clause B3.3 above, you are making a Booking and we will charge your credit card for the Buyer Fees (which we will hold and only release to the Seller upon Completion of the Job as per clause B3.5);
B3.4.2 For any Order, we will charge your credit card when you submit the Order. The Booking for the Order will be made on the acceptance of an Order by the Seller by marking the Order as “In Progress”.( We will hold the Buyer Fees and only deduct our fees and release the balance of the Buyer Fees to the Seller upon Completion of the Order as per clause B3.5. If the Seller does not mark the Order as “In Progress” within five (5) days, the Buyer Fees will be refunded to you in full.
You will be sent a confirmation email confirming the details of the Booking and payment. Once a Booking is made, the contract between you and the Seller shall commence and be marked on the Website as “In Progress”.
B3.5 We will only deduct our fees and release the Buyer Fees to the Seller once the Job or Order has been completed. For the purposes of these Terms, “Completion” (and the term “Completed”) shall be taken to occur on the earliest of the following events:
B3.5.1 for a Job or Order, when you the Buyer confirm that a Job or Order has been completed, by clicking ‘Mark as Complete’ on the Website; or
B3.5.2 for a Job, fourteen (14) days after the Seller marks a Job as complete and you the Buyer do not object or otherwise indicate this is incorrect during that time period; or
B3.5.3 for an Order, fourteen (14) days after the Seller marks the Order as complete and you the Buyer do not object or otherwise indicate this is incorrect within that time period; or
B3.5.4 if a Job or Order is reasonably determined by us to be completed following the conduct of our dispute resolution process, as set out below.
B3.6 Upon Completion as determined above, you authorise us to deduct our fees and release the balance of the Buyer Fees to the Seller without further notice to you.
B4. BUYER ACKNOWLEDGEMENT AND DISCLAIMER
B4.1 You acknowledge and agree that the Services provided by OneNear are limited to providing you with a facility to attempt to source and connect with Sellers. When you use the Buyer Services, OneNear does not guarantee that you will:
B4.1.1 find Sellers suitable to your specific requirements;
B4.1.2 secure any Proposals, responses or any communication from Sellers; or
B4.2.3 achieve any specific results whatsoever.
B4.2 OneNear strives to ensure that all its Sellers are of a high quality. However, OneNear makes no warranties and assumes no responsibility for verifying the credentials, standards or reputation of the Seller and you acknowledge and agree that it is the entire responsibility of you, the Buyer, to carry out whatever enquiries you deem necessary to so verify that any information provided by the Seller or listed on the Website (including the Seller Materials, Proposals or any information provided or comments made by Sellers in their communication with you) is true, accurate, complete and up-to-date. In particular, OneNear does not warrant or guarantee:
B4.2.1 the currentness, completeness, correctness and accuracy of any Shop Front;
B4.2.2 that the Shop Fronts are genuine;
B4.2.3 that any information or documentation made available on a Shop Front or in a Proposal is authentic, valid, accurate or otherwise complete; or
B4.2.4 the identity of the Sellers using the Website.
B5. PROBLEMS & DISPUTES
B5.1 OneNear is not responsible in any way for the provision of the Seller Services, which are to be provided by the Seller on terms and conditions as may be agreed between you and the Seller.
B5.2 In the event there is a dispute between you and the Seller, or the Seller Services are not provided to a satisfactory standard, you agree OneNear is not liable for any loss or damage suffered by you in the course of receiving the Seller Services. YOU HEREBY RELEASE AND HOLD HARMLESS ONENEAR FROM ANY SUCH LOSS OR DAMAGE OR ANY LIABILITY IN RELATION TO SUCH DISPUTE.
B5.3 As part of our attempt to provide a secure and helpful Service, OneNear does provide a facility whereby it offers to assist you to resolve any disputes or issues between you and a Seller. This process relates strictly to our role as the intermediary party and our release of the Buyer Fees. You can read more about this process and our role here. You agree to participate in this process and use your reasonable endeavours to assist us in this process as we may reasonably require. It is preferable for us to assist you to resolve any disputes if all communication and messaging between you and Sellers is conducted through the Website.
B5.4 You may not raise a dispute regarding any Seller Services which you the Buyer have actively confirmed as Complete in accordance with clause B3.5.1. Any subsequent issues or disputes arising after the date of Completion should be resolved directly with the Seller.
B5.5 If our dispute process is initiated by you or the Seller and we determine, acting reasonably, that your refusal to indicate or accept that a Job or Order is Complete is without basis in fact and you cannot provide any satisfactory evidence to support your position, you acknowledge and agree that we may release the Buyer Fees to the Seller. Specifically, please note that we will not consider the fact a Seller was up to (but not more than) fifteen minutes late for a scheduled Job or Order would, of itself, constitute a reasonable basis for refusing to indicate or accept a Job or Order is complete.
B5.6 YOU SPECIFICALLY ACKNOWLEDGE THAT YOU AND THE SELLER BOTH HAVE CERTAIN RIGHTS AND OBLIGATIONS UNDER THE CONTRACT BETWEEN YOU FOR THE PROVISION OF THE SELLER SERVICES. NOTHING IN THESE TERMS SHALL BE TAKEN TO PREVENT YOU FROM ENFORCING YOUR RIGHTS DIRECTLY AGAINST THE SELLER, OR THE SELLER AGAINST YOU. NOR SHALL THE OUTCOME OR DECISION OF OUR DISPUTE PROCESS BE TAKEN TO BE FINAL AND BINDING ON EITHER YOU OR THE SELLER IF YOU OR THEY SHOULD WISH TO SEEK FURTHER RECOURSE AGAINST THE OTHER.
B6. CANCELLATION OF JOBS AND ORDERS
B6.1 Please note that as a Buyer, you may have rights at law to cancel a contract with a Seller. This is a matter between you and the Seller. This section sets out some general information as to how you (or a Seller) may each notify one another of a cancellation through the Website.
B6.2 You may cancel a Job at any time prior to making a Booking in respect of that Job. Following a Booking (and payment of the Buyer Fees to us), you acknowledge and agree that you may not cancel a Job without first obtaining the consent of the Seller, as they may have already commenced carrying out the Seller Services. Whether they will agree to cancel the Services, and what your rights are at law, is a matter between you and the Seller.
B6.3 You acknowledge and agree that a Seller may cancel a Job at any time (provided that we will under no circumstances release any payment to them in whole or in part with respect to that Job). Upon such cancellation, you may either:
B6.3.1 reallocate the Job to another Shop Front by selecting an alternate Proposal, upon which time a new Booking shall be deemed to have been created and a new contract formed between you and the reallocated Seller; or
B6.3.2 cancel the Job, at which time OneNear will refund the relevant Buyer Fees to you within ten (10) days of such cancellation.
B6.4 Once you have made a Booking with respect to any Order, you may only cancel that Order by obtaining the consent of the relevant Seller, as they may have already commenced carrying out the relevant Seller Services. Whether they will agree to cancel the Services, and what your rights are at law, is a matter between you and the Seller.
B6.5 You acknowledge and agree that a Seller may cancel an Order at any time (provided that we will under no circumstances release any payment to them in whole or in part with respect to that Order), and we will refund such monies to you within ten (10) days of such cancellation.
SECTION C: SELLERS
This section C shall apply to all Sellers who register with the Website to provide goods and services through a Shop Front, or by submitting Proposals for any Jobs.
C1. BASIS OF CONTRACT
C1.1 In consideration of payment of OneNear Fees (as set out below in clause C3) and subject to these Terms, OneNear shall provide the Services to you as a Seller.
C1.2 You must apply to us to be registered as a Seller. By completing the Seller online registration process, you consent to OneNear and its partners conducting verification and security procedures that we deem reasonably necessary in respect of the information provided by you. Specifically, you consent to our financial partners performing creditworthiness and background checks before agreeing to permit you to use the OneNear payment system to receive payments.
C1.3 The contract between you as a Seller and OneNear shall commence when you receive an email approving your registration as a Seller.
C1.4 Notwithstanding the foregoing, OneNear reserves the right to:
C1.4.1 accept or reject your application as a Seller;
C1.4.2 request further information from you that may be reasonable necessary for OneNear to determine if you are suitable for a Shop Front on the Website; and
C1.4.3 refuse you access to the Services and/or Website (partly or wholly) if you breach any of the provisions hereunder; and
C1.4.4 disable your Seller account if it is inactive for a period of 24 months
C1.5 OneNear hereby warrants and undertakes that it will provide the Services to you as a Seller with all reasonable care and skill in a manner consistent with generally accepted standards (for identical or similar Services) in the industry in which OneNear operates.
C1.6 From time to time, you may request and OneNear may agree to provide certain Startup Store services to you, the Seller. These Services will be as described and set out on the Website and subject at all times to these Terms.
C2. YOUR SELLER SERVICES
C2.1 The contract between you and the Buyer for the provision of Seller Services in accordance with any Booking (whether for a Job or an Order) shall commence on receipt by OneNear of payment of the relevant Buyer Fees (as defined in clause C3) by the Buyer. We will notify you upon receipt of such payment.
C2.2 You hereby represent and agree you will provide the Seller Services to the Buyer in the manner described in the Job and Proposal, or on your Shop Front (for any Order). The Seller Services must be delivered by you as agreed between you and the Buyer. Specifically, where you have agreed a booking slot with the Buyer, the Seller Services must be completed during the agreed time. If a time period is not specified or agreed, you must deliver the services within a period of fourteen days from the commencement of the contract in accordance with clause C2.1 above.
C2.3 You warrant that you personally are the provider of the Seller Services you have advertised or offered on the Website. Only you, the Seller, may carry out the Seller Services and you may not subcontract, assign, delegate or otherwise transfer any rights or obligations under these Terms.
C2.4 As a Seller, you must:
C2.4.1 provide all information reasonably requested by OneNear to set up your Shop Front Profile, including but not limited to your contact details (including your mobile number for SMS purposes), a personal photo, a reference and identification;
C2.4.2 provide proof of your identity, your qualifications, skills, training and experience and confirmation that you have the right to work in England and Wales;
C2.4.3 ensure you are appropriately qualified to carry out the Seller Services, including but not limited to obtaining and maintaining any industry or other professional qualification or certification that is required by law or regulation, or otherwise applicable to, the Seller Services.
C2.4.4 exercise caution and take care not to breach the provisions in your existing employment contract or any other contractual obligations you may have when you apply for a Job or accept an Order;
C2.4.5 provide Buyers with your terms and conditions applicable to the provision of your Seller Services (including information on returns and delivery if applicable), which terms and conditions must (i) be consistent with and not seek to override or replace these Terms, and (ii) comply in all respects with all relevant buyer laws;
C2.4.6 at all times keep all information including without limitation, communication and correspondences between you and the Buyers and all information relating to Buyers and the Job process, secure and confidential; and
C2.4.7 immediately notify OneNear in the event you have any reason to believe or suspect that a Buyer has breached any of its Terms or that any of the Jobs posted by a Buyer are not genuine, false, inaccurate and/or incomplete.
C2.5 By choosing to advertise your Seller Services on the Website, further to the general obligations on you as a User under section A of these Terms, you agree that all Seller Material and any other information submitted by you regarding the Seller Services or you the Seller, including but not limited to information provided to Buyers directly, shall:
C2.5.1 be accurate, correct and up-to-date;
C2.5.2 be provided with all reasonable care and skill in a manner consistent with generally accepted standards in the industry in which you the Seller operate;
C2.5.3 not breach any applicable legal, statutory or regulatory requirement;
C2.5.4 not be misleading, deceptive or in any way contravene any and all applicable buyer, e-commerce and data protection legislation; and
C2.5.5 not be obscene, defamatory or be in the reasonable view of OneNear deemed to be offensive and/or inappropriate.
C2.6 You may not offer, advertise, sell or otherwise provide any services or goods to any Buyer through the Website or the Seller Services that are prohibited, age-restricted in any way (such as alcohol or tobacco), dangerous, offensive, are in breach of the restrictions set out in Section A, clause 4.3 of these Terms relating to Seller Materials, or are otherwise contrary to the guidelines on the Website or directions provided by OneNear from time to time at its sole discretion.
C2.7 OneNear may, at its sole and absolute discretion, request that you amend or alter the contents of your Shop Front, and/or remove your Shop Front from the Website and terminate your Seller account upon notice to you, if:
C2.7.1 we reasonably consider that your Shop Front, the delivery of Seller Services by you or any other activities by you in connection with the Website contravenes or otherwise breaches your obligations under these Terms;
C7.2.2 your Shop Front contains spelling, grammatical or punctuation errors or is otherwise poorly presented; or
C2.7.3 your Shop Front or the delivery of Seller Services by you does not meet the standards that OneNear requires of its Sellers or is contrary to the friendly community environment OneNear seeks to provide for users of the Website, as determined by OneNear at its absolute discretion; or
C2.7.4 your Shop Front links directly to external websites that are not hosted by OneNear Ltd or contains contact details not limited to email addresses and telephone numbers.
C3.1 OneNear’s fees to provide the Services to you shall be as set out on the Website from time to time, and shall be due and payable in accordance with this clause C3. In order to receive any payments from OneNear through the Website, you must first upload your nominated account details to the Website. We may verify your account details using a third party service, but you are responsible at all times for ensuring these details are correct and checking you have received payments.
C3.2 Regarding any Bookings, OneNear shall:
C3.2.1 collect the Buyer Fees from the Buyer at the time a Booking is made;
C3.2.2 hold such Buyer Fees until such time as the Job or Order is deemed to be Complete in accordance with clause B3 of these Terms;
C3.2.3 upon Completion of any Job or Order, we will deduct the OneNear Fees from the balance of the Buyer Fees (and you authorise us to so deduct our OneNear Fees prior to payment to you); and
C3.2.4 subject to clause C3.3, we will release the remaining amount, being the “Booking Fee”, to your nominated account within fourteen (14) days of Completion.
C3.3 OneNear may suspend or stop any payments to you under these Terms in the event that OneNear or any of its merchant bank partners, acting reasonably, suspects or otherwise has reason to believe you have not complied with these Terms or there is any other suspicious activity undertaken through your Shop Front or with your Login Details, until such time as OneNear is of the reasonable view no such activity has occurred.
C3.4 UNDER NO CIRCUMSTANCES SHALL WE BE LIABLE TO YOU FOR FAILURE TO PAY ANY BOOKING FEE TO YOU UNLESS AND UNTIL COMPLETION HAS OCCURRED AS DEFINED IN THESE TERMS. WE ARE ALSO NOT LIABLE FOR ANY ERRORS OR FAULTS IN THE ACCOUNT DETAILS SUBMITTED BY YOU. YOU HEREBY RELEASE AND HOLD HARMLESS ONENEAR FROM ANY LOSS OR DAMAGE SUFFERED BY YOU DUE TO THE BUYER REFUSING TO AGREE THAT THE JOB OR ORDER HAS BEEN COMPLETED. For the avoidance of doubt, nothing in these Terms shall operate to prevent you, the Seller, from pursuing any payment or otherwise commencing legal proceedings directly against a Buyer for any such loss or damage.
C3.5 You the Seller are responsible and liable for any and all credit card chargebacks initiated by a Buyer for any previous transaction relating to your Seller Services, and any costs incurred by OneNear resulting from such credit card chargebacks. In the event any such chargebacks occur, OneNear shall provide you with any information provided to OneNear by the Buyer’s issuing bank setting out the basis upon which such chargeback has been initiated. We may set-off any such costs we incur against other payments due to you under these Terms.
C3.6 You the Seller are responsible for all taxes and other government fees and charges that may be applicable to your use of the Services and performance of the Seller Services, including but not limited to all VAT that may be payable with respect to the Seller Services. Our relationship with you the Seller is not an employer-employee relationship. We shall not be liable for any tax or withholding, including but not limited to unemployment insurance, employer's liability, social security or payroll withholding tax in connection with your use of the Services or provision of the Seller Services. If your Shop Front is VAT registered you are required to issue VAT invoices for the provisioning of Seller Services upon request by the Buyer. OneNear does not issue VAT invoices on your behalf.
C3.7 The fees and charges for the Startup Store Services are as set out on the Website and are payable by you as set out on the Website. Startup Store fees and charges are non-refundable.
C4. ADDITIONAL ACKNOWLEDGEMENTS, WARRANTIES & INDEMNITY
C4.1 OneNear does not warrant, represent or guarantee the quality and suitability of the Buyers, or that through the delivery of the Services (including the Startup Store Services) you will:
C4.1.1 be successful on any Proposals through the Website;
C4.1.2 obtain any Orders from Buyers; or
C4.1.3 achieve any specific results whatsoever.
C4.2 You further agree that OneNear does not vet or verify the identity of the Buyers or Jobs posted on the Website. Consequently, OneNear does not warrant or guarantee:
C4.2.1 the currentness, completeness, correctness and accuracy of the Jobs posted on the Website by any Buyer;
C4.2.2 that the Jobs are genuine;
C4.2.3 the manner in which Buyers will evaluate and select Proposals;
C4.2.4 the identity of the Buyers using the Website.
C4.3 You are solely responsible for the use of the Service and the management of the application process for any Job. You are also responsible for:
C4.3.1 ascertaining the identity of the Buyer(s);
C4.3.2 verifying the information on any Buyer Profile or Job;
C4.3.3 procuring from the Buyer(s) all information reasonably required by you to determine your suitability for any Job;
prior to placing a Proposal and/or entering into a Booking with a Buyer.
C4.4 You agree and acknowledge that Buyers are entitled to assign ratings and reviews to your Shop Front to indicate your suitability for providing Seller Services, and we will make such ratings available to all users of the Website. We do not control or otherwise contribute to such ratings or reviews. In addition, OneNear will award Shop Front points for specific jobs and actions, which will contribute towards a badge which will be displayed on your Shop Front Profile. Our points and progression system may also be used by Sellers to contribute to purchases from the Startup Store. This system will be implemented by OneNear as detailed in the full description on the Website.
C4.5 YOU FURTHER ACKNOWLEDGE THAT ONENEAR HAS NO CONTROL OF AND THEREFORE HAS NO LIABILITY WHATSOEVER IN RESPECT OF THE BEHAVIOUR, RESPONSE, CONDUCT AND QUALITY OF THE BUYERS OR ANY JOB ADVERTISED ON THE WEBSITE, INCLUDING BUT NOT LIMITED TO THE CONDUCT OF BUYERS UNDER ANY CONTRACT OR WITH RESPECT TO ANY BOOKING. SPECIFICALLY, WE DO NOT CONTROL THE COMPLETION OF A JOB OR ORDER BY THE BUYER OR ANY OBJECTION TO COMPLETION THEY MAY RAISE.
C4.6 ONENEAR PROVIDES THE SERVICES SOLELY TO CONNECT YOU, THE SELLER, WITH BUYERS WHO MAY BE SEEKING TO OBTAIN SERVICES FROM YOU. YOU ACKNOWLEDGE AND AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR ALL COMMUNICATION WITH, AND ANY SUBSEQUENT DEALINGS WITH, BUYERS (INCLUDING BUT NOT LIMITED TO THE TERMS UPON WHICH YOU SUPPLY ANY SERVICES TO BUYERS). YOU, THE SELLER, HEREBY INDEMNIFY ONENEAR IN FULL AND ON DEMAND AGAINST ALL LOSSES, DAMAGES, COSTS, CLAIMS AND EXPENSES ARISING OUT OF OR IN CONNECTION WITH ANY OF YOUR DEALINGS WITH, OR GOODS OR SERVICES PROVIDED TO, BUYERS.
C5.1 You acknowledge that OneNear provides a service that is dependent on initial, continuing and repeat business. You agree that you shall not make any direct bookings or arrangements with any Buyers for the provision of any Seller Services, whether in response to any Jobs or enquiries you receive regarding Orders. At all times you shall direct Buyers to the Website for any and all Bookings.
C5.2 You acknowledge and agree that OneNear may monitor records, communications and other information it retains relating to Bookings and otherwise input or contributed to the Website by you to ensure compliance with these Terms and this clause C5.
C5.3 You further acknowledge and agree that OneNear may, at its sole discretion, remove your Shop Front from the Website and/or terminate these Terms where it reasonably considers that you have failed to comply with clause C5.
C6.1 As part of our attempt to provide a secure and helpful Service, OneNear does provide a service whereby it offers to help you resolve any disputes or issues between you and Buyer. This process relates strictly to our role as the intermediary party and our release of the Buyer Fees. You can read more about this process and our role here. You agree to participate in this process and use your reasonable endeavours to assist us in this process as we may reasonably require. It is preferable for us to assist you to resolve any disputes if all communication and messaging between you and the Buyer is conducted through the Website.
C6.2 In the event there is a dispute between you and the Buyer, or the Buyer refuses to agree to Completion, you may raise a dispute with us. We will investigate the dispute and we may request further information from you and the Buyer. Following our consideration of the dispute, we will proceed as follows:
C6.2.1 if we determine in our sole discretion that the Buyer’s refusal to indicate or accept that a Job or Order is Complete is without basis in fact and the Buyer can not provide any satisfactory evidence to support their refusal, we may deem the Job or Order as Complete and release the Buyer Fees to you; or
C6.2.2 if we can not determine in our sole discretion that the Job or Order should be regarded as Complete, or we are in any way unable to properly investigate or evaluate the dispute to form a clear view of the facts and the situation, we will refund the Buyer Fees to the Buyer.
C6.3 YOU ACKNOWLEDGE THAT YOU AND THE BUYER BOTH HAVE CERTAIN RIGHTS AND OBLIGATIONS UNDER THE CONTRACT BETWEEN YOU FOR THE PERFORMANCE OF THE SELLER SERVICES. NOTHING IN THESE TERMS SHALL BE TAKEN TO PREVENT YOU FROM ENFORCING YOUR RIGHTS DIRECTLY AGAINST THE BUYER, OR THE BUYER AGAINST YOU. NOR SHALL THE OUTCOME OR DECISION OF OUR DISPUTE PROCESS BE TAKEN TO BE FINAL AND BINDING ON EITHER YOU OR THE BUYER IF YOU OR THEY SHOULD WISH TO SEEK FURTHER RECOURSE AGAINST THE OTHER.
C7.1 You may withdraw a Proposal at any time, provided that you can not re-submit another Proposal for the same Job.
C7.2 If you the Seller cancel a Booking, you forfeit any entitlement to receive the Buyer Fees in whole or in part unless otherwise agreed in writing by the Buyer.
C7.3 In the event you cancel any Booking, you must notify OneNear and the Buyer through the Website immediately.
C7.4 You acknowledge and agree that Buyers have the cancellation rights set out in clause B6 of these Terms. You further agree that in exercising any approval rights with respect to Buyer requests to cancel any Job or Order, you must at all times comply with any applicable laws and regulations with respect to such cancellation requests including but not limited to buyer protection laws and regulations, which may provide for specific cooling-off periods and rights to cancel.