1. Definitions

"Company" means Voltx Services Ltd, a company registered in England and Wales (Company No. 15420788), with its registered address at 172 Cranbrook Road, Ilford, IG1 4LX.

"Services" means the security, facilities management, front-of-house, cleaning, event staffing, or any other services agreed between the Company and the Client, as detailed in the relevant service agreement or proposal.

"Client" means the individual, company, or organisation engaging the Company to provide Services.

"Agreement" means any written contract, proposal, or service-level agreement between the Company and the Client, together with these Terms.

"Personnel" means any employee, contractor, or agent deployed by the Company to deliver the Services.

"Fees" means the charges payable by the Client for the Services as set out in the Agreement.

2. Scope of Services

The Company provides security services, facilities management, front-of-house operations, commercial cleaning, and event staffing across London and the South East. The specific scope, duration, and terms of each engagement are set out in the relevant Agreement.

We reserve the right to substitute Personnel of equivalent skill and qualification where operationally necessary, provided this does not materially affect the quality of the Services.

Any variation to the agreed scope of Services must be confirmed in writing by both parties before taking effect.

3. Client Obligations

The Client agrees to:

• Provide accurate and complete information necessary for the Company to deliver the Services effectively.
• Ensure safe and lawful working conditions for all Personnel deployed to their premises.
• Grant reasonable access to premises, facilities, and resources as required for service delivery.
• Notify the Company promptly of any changes to site conditions, operational requirements, or potential hazards.
• Not solicit, employ, or engage any Personnel directly during the term of the Agreement and for a period of six months thereafter, without the Company's prior written consent.
• Comply with all applicable laws and regulations, including health and safety legislation.

4. Fees and Payment

Fees for the Services are as set out in the Agreement. Unless otherwise stated:

• Invoices are issued weekly, fortnightly, or monthly as agreed.
• Payment is due within 14 days of the invoice date unless otherwise specified in writing.
• All Fees are exclusive of VAT, which shall be charged at the prevailing rate where applicable.
• The Company reserves the right to charge interest on overdue payments at 8% above the Bank of England base rate, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.
• The Company may suspend Services if any invoice remains unpaid for more than 30 days, upon giving 7 days' written notice.

The Company reserves the right to review and adjust Fees annually or upon reasonable notice where there are material changes to the scope of Services, applicable legislation, or operational costs.

5. Limitation of Liability

The Company maintains appropriate public liability and employer's liability insurance. Details are available upon request.

Subject to the provisions below, the Company's total aggregate liability under or in connection with the Agreement, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall not exceed the total Fees paid by the Client in the 12-month period immediately preceding the event giving rise to the claim.

The Company shall not be liable for:

• Loss of profit, revenue, anticipated savings, or goodwill.
• Indirect or consequential losses of any kind.
• Losses arising from the Client's failure to meet its obligations under these Terms.
• Any loss or damage resulting from circumstances beyond the Company's reasonable control.

Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by law.

6. Indemnification

The Client shall indemnify and hold harmless the Company, its officers, employees, and agents against all claims, damages, losses, costs, and expenses (including reasonable legal fees) arising from:

• The Client's breach of these Terms or any applicable law.
• Any negligent or wrongful act or omission by the Client, its employees, or agents.
• Any claim by a third party arising from the Client's use of the Services, except to the extent caused by the Company's negligence.

7. Termination

Either party may terminate the Agreement by giving not less than 30 days' written notice to the other party, unless a different notice period is specified in the Agreement.

The Company may terminate the Agreement immediately by written notice if the Client:

• Fails to pay any amount due within 30 days of the due date.
• Commits a material breach of these Terms that is not remedied within 14 days of written notice.
• Enters into insolvency, administration, liquidation, or any analogous proceeding.

Upon termination, the Client shall pay all outstanding Fees for Services provided up to and including the date of termination, together with any reasonable costs incurred by the Company as a result of early termination.

8. Confidentiality

Each party shall keep confidential all information of a confidential nature obtained from the other party in connection with the Agreement and shall not disclose such information to any third party without the prior written consent of the other party, except as required by law or regulation. This obligation shall survive the termination of the Agreement.

9. Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under the Agreement where such failure or delay results from circumstances beyond the reasonable control of that party ("Force Majeure Event").

Force Majeure Events include, but are not limited to: natural disasters, epidemics or pandemics, acts of war or terrorism, civil unrest, government actions or sanctions, strikes or industrial action (not involving the affected party's own employees), fire, flood, or severe adverse weather conditions.

The affected party shall notify the other party promptly of the Force Majeure Event and use all reasonable endeavours to mitigate its effects. If a Force Majeure Event continues for more than 60 days, either party may terminate the Agreement by giving 14 days' written notice.

10. Data Protection

The Company processes personal data in accordance with the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018. The Company is registered with the Information Commissioner's Office (ICO Registration: ZB798047).

For full details of how we collect, use, and protect personal data, please refer to our Privacy Policy.

11. Intellectual Property

All intellectual property rights in any reports, documentation, procedures, or materials created by the Company in the course of providing the Services shall remain the property of the Company, unless expressly agreed otherwise in writing. The Client is granted a non-exclusive licence to use such materials solely for the purposes for which they were created.

12. Governing Law and Jurisdiction

These Terms and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of England and Wales.

The courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms.

13. Dispute Resolution

In the event of any dispute arising under these Terms, the parties shall first attempt to resolve the matter through good-faith negotiation between senior representatives of each party.

If the dispute is not resolved within 30 days of the first written notice of the dispute, the parties may agree to refer the matter to mediation under the Centre for Effective Dispute Resolution (CEDR) Model Mediation Procedure.

If mediation fails or is not agreed to, either party may pursue the dispute through the courts of England and Wales as set out in Section 12.

14. General Provisions

Entire Agreement: These Terms, together with the relevant Agreement, constitute the entire agreement between the parties and supersede all prior discussions, representations, and agreements.

Severability: If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

Waiver: No failure or delay by either party in exercising any right under these Terms shall constitute a waiver of that right.

Assignment: The Client may not assign or transfer any rights or obligations under these Terms without the Company's prior written consent.

Third Party Rights: No person other than a party to these Terms shall have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of these Terms.