TERMS AND CONDITIONS (Aunty-Concierge)
1. INITIATION DEPOSIT
1.1. In order to commence the services, the Customer shall pay to the Company a non-refundable initial deposit of SGD$50.00 (the “Initiation Deposit”). The Company shall not be required to perform any services until the Initiation Deposit is received.
1.2. In the event that the engagement with the Sitter is confirmed, the Initiation Deposit may be used to offset the Service Fees (as defined below). For avoidance of doubt, the Initiation Deposit is strictly non-refundable, even if no Sitter is engaged.
2. INTRODUCTION OF SITTER PROFILES
2.1. The Company shall provide to the Customer two (2) Sitter profiles (each a “Sitter Profile”) within seven (7) business days of receiving the Initiation Deposit. The Sitter Profiles shall be provided at our discretion.
2.2. The Customer shall review the Sitter Profiles and, if one is satisfactory to the Customer, the Customer may proceed to engage the chosen Sitter for the Period of Engagement set out above.
2.3. If the Customer rejects both Sitter Profiles, the Customer request for additional Sitter Profiles, but the Company will not be able to guarantee the amount of time that will be taken to provide such additional Sitter Profiles.
3. ENGAGEMENT OF SITTER
3.1. Where a Sitter is chosen by the Customer, the Customer agrees that the Sitter shall be engaged by the Customer directly, and the terms of service set out at https://aunty.sg/terms-condition/ shall apply to such an engagement between the Customer and the Sitter.
3.2. The Customer is solely responsible for the engagement (including without limitation, complying with any applicable laws or regulations relating to the Customer’s engagement of the Sitter). The Company provides its Service in its capacity as an employment agency. The Company is only responsible for recommending a Sitter based on the requirements provided by the Customer.
3.3. Unless otherwise agreed to in writing between the Customer and the Sitter, the Sitter’s scope of responsibility shall be limited to the scope set out above.
3.4. The Customer agrees that the Company may select and recommend candidates to the Customer, based on the requirements provided by the Customer, or based other factors as may be determined by the Company at its sole discretion.
3.5. The Customer shall be solely responsible for providing a suitable premises or location for the Sitter, and any and all equipment required by the Sitter.
3.6. In the event that the Customer has a domestic helper, it is the Customer’s responsibility to ensure that the domestic helper is adequately trained in caring for the Customer’s child/children, and to ensure that the domestic helper cooperates with and renders all assistance to the Sitter. The Company and the Sitter shall not be liable or responsible for any damage or personal injury resulting from the acts or omissions of the Customer’s domestic helper.
3.7. The Customer is solely responsible for selecting an appropriate Sitter, including making any inquiries or requesting evidence of personal identity and any specific trade or professional qualifications where necessary, and also for complying with all applicable laws in respect of any contractual relationship the Customer wishes to establish with any Sitter.
3.8. It is the Customer’s responsibility to select a Sitter and negotiate the terms of any agreement or engagement between the Customer and the Sitter selected. The Company makes no warranty and/or representation regarding any services obtained through an introduction made as part of the Services.
3.9. The Company does not guarantee and makes no warranty and/or representation that:
(a) it is able to find a Sitter suitable for the Customer; and
(b) that a Sitter to whom the Customer may have expressed interest in engaging will accept the engagement.
3.10. The Company does not verify or guarantee any trade accreditation or registration (or the validity thereof) whether on its own or on any person’s behalf, and shall not be liable to the Customer for any such verification or guarantee or the failure to provide the same. The Company does not provide medical advice, diagnosis or treatment or engage in any conduct that requires a professional or other regulatory license.
3.11. Where the Customer is seeking care on behalf of another person (“care recipient”), the Customer warrants and guarantees that the Customer are fully and lawfully authorised to furnish any and all personal information concerning the care recipient, including agreeing to the terms of this Agreement.
3.12. In the event that there are any conditions or doctor’s directions relating to the Customer’s child/children that may otherwise affect the manner in which the Sitter’s services or the Services would be provided, the Customer shall immediately notify the Sitter.
3.13. The Customer shall notify the Sitter of the location of all CCTV cameras (if any) at the premises where the Sitter’s services are to be provided on the day they report for duty.
3.14. In the event that the Sitter falls ill or suffers personal injury during their engagement, you agree to ensure that they receive immediate medical attention.
3.15. The Customer undertakes not to create, comment, forward or share any post, message, or information regarding the Company or the Services on any internet, social media, messaging app, online group, website, forum, chat, or any online platform whatsoever, which may result in the Company suffering loss, reputation, or goodwill. The Customer hereby agrees to fully indemnify the Company from any and all losses arising from the Customer’s breach of this undertaking.
4. REPLACEMENT OF SITTER
4.1. The Customer shall be entitled to one (1) replacement of the Sitter within thirty (30) days of the commencement of the first babysitting session.
4.2. In the event that the Customer requests a replacement of the Sitter, the Customer shall terminate his/her engagement with the existing Sitter, and the Company shall provide the Customer with two (2) new Sitter Profiles. Prior to the termination of the engagement with the existing Sitter, the Company
5. SERVICE FEES, INVOICING, TAXES
5.1. In consideration of the Services provided by the Company to the Customer, the Customer shall pay to the Company:
(a) an amount constituting SGD$50 or 15% of the total booking charges of the agreed salary or compensation amount paid by the Customer to the Sitter, whichever is greater, up to a maximum of SGD$500.00 (the “Service Fees”); and
(b) the total booking charges of the agreed salary or compensation amount by the Customer to the Sitter (the “Sitter Fees”).
For avoidance of doubt, the Service Fees are in addition to the total fees to be paid to the Sitter.
5.2. The Service Fees and the Sitter Fees are strictly non-refundable.
5.3. The Company shall issue an invoice to the Customer for the Services upon confirmation of the engagement. The Customer shall pay the Company the Service Fees immediately upon receipt of the invoice.
5.4. The Customer shall be wholly responsible for any and all taxes (including GST, withholding taxes and any other applicable value added taxes) (collectively, the “Taxes”), which may be leviable (by any government authorities or otherwise) on any payment made by the Customer to the Company, or any part thereof. Should the Company of its own accord (for the avoidance of doubt, the Company is not obligated to the Customer to do so) pay any government authorities any Taxes, the Customer undertakes to reimburse the Company for such payment and shall make payment to the Company within fourteen (14) days from a written demand by the Company. The Customer shall indemnify the Company for all damages, losses and expenses incurred by the Company arising from or relating to the Taxes or any part thereof.
6.1. Any changes to the babysitting schedule must be mutually agreed to with the Sitter, provided that if any babysitting session is cancelled or changed within twenty (24) hours of the scheduled date and time, the Customer shall be charged for one (1) hour of the Sitter’s service (based on the hourly rate agreed to between the Customer and the Sitter).
7.1. Each Party, in performing its obligations under this Agreement, may have access to or be exposed to, directly or indirectly, confidential and/or proprietary materials of the other Party (“Confidential Information”).
7.2. Confidential Information shall not include information which can be demonstrated:
(a) to have been rightfully in the possession of the receiving party from a source other than the disclosing party prior to the time of disclosure of said information to the receiving party hereunder (“Time of Receipt”);
(b) to have been in the public domain prior to the Time of Receipt;
(c) to have become part of the public domain after the Time of Receipt by a publication or by any other means except an unauthorized act or omission by, or breach of this Agreement on the part of, the receiving Party or its employees or agents; or
(d) to have been supplied to the receiving Party after the Time of Receipt without restriction by a third party who is under no obligation to the disclosing Party to maintain such information in confidence. In addition, a recipient may use or disclose Confidential Information to the extent such recipient is legally compelled to disclose such Confidential Information, provided that the recipient shall use reasonable efforts to give advance notice of such compelled disclosure to the disclosing Party, and shall cooperate with the disclosing party in connection with any efforts to prevent or limit the scope of such disclosure and/or use of such Confidential Information.
7.3. Each Party agrees to hold all Confidential Information of the other Party in strict confidence and shall not, without the express prior written permission of a member of the disclosing Party authorized by the disclosing Party to make such decisions:
(a) disclose such Confidential Information to third parties (other than a regulatory authority having jurisdiction over the receiving party) except as otherwise permitted by this Agreement; or
(b) use such Confidential Information for any purposes whatsoever, other than the exercise of its rights or performance of its obligations hereunder.
7.4. Each Party may disclose the other Party’s Confidential Information only:
(a) to those of its employees and agents who have a need to know such Confidential Information in order to exercise such receiving party’s rights or perform such receiving party’s obligations pursuant to this Agreement;
(b) to any regulatory authority having jurisdiction over the receiving party; and
(c) as otherwise permitted under this Agreement. Each Party shall use reasonable efforts to assist the other Party in identifying and preventing any unauthorized use or disclosure of any Confidential Information. Without limiting the foregoing, each Party shall immediately advise the other Party in the event that it learns or has reason to believe that any person who has had access to the Confidential Information if such party has violated or intends to violate the terms of this Agreement, and shall cooperate in seeking injunctive relief against any such person.
7.5. Each Party acknowledges and agrees that, due to the unique nature of Confidential Information, a remedy at law for breach of this Clause 6 may not be adequate and that such breach would cause irreparable harm to the non-breaching party. Therefore, the non-¬breaching party shall be entitled to seek equitable relief such as an injunction or specific performance, in addition to whatever remedies it might have at law or under this Agreement.
8. WAIVER AND LIMITATION OF LIABILITY
8.1. To the fullest extent permissible under the law, the Customer hereby absolutely and irrevocably releases the Company, its directors, officers, employees, representatives, agents, assignees and the Sitter, from any claims (legal or otherwise), losses, liability, damage arising from any reason whatsoever directly or indirectly from the Services and the Sitter’s services (including without limitation, any injuries, accidents, loss of or damage to property or death). The Customer acknowledges and agrees that the Customer has read the waiver of liability carefully and understood its meaning and that the Customer is voluntarily releasing the abovementioned parties from all liabilities and responsibility arising from the provision of the services herein, and the Sitter’s services.
8.2. To the fullest extent permissible under the law, in no event shall the Company be liable to the Customer for any loss of revenue, loss of profits, loss of business, loss of anticipated savings or loss of goodwill, or any indirect, consequential or special loss of whatever nature arising out of or in connection with this Agreement notwithstanding that any such loss may have been foreseeable or within the reasonable contemplation of either Party.
8.3. The Customer agrees not to pursue the Company in the event of any loss, damage or liability resulting from the acts and/or omissions of the Sitter (including without limitation, any negligence of the Sitter, or any injury or death of the Customer or the Customer’s child/ward, or any loss or damage to property). The Customer agrees that the aforementioned shall be the sole responsibility of the Sitter.
9.1. The Customer hereby agrees to indemnify and keep the Company fully and effectively indemnified against all liability, expenses, losses, damages and costs, inducing legal costs (on a solicitor/attorney and own client basis and whether incurred by or awarded against the Company) that the Company may sustain or incur as a result, whether directly or indirectly, of:
(a) any breach or alleged breach of this Agreement by the Customer (including but not limited to, any breach or alleged breach of any representation or warranty);
(b) any action or omission (including without limitation, any negligent act or willful misconduct) by the Customer or any party acting on the Customer’s behalf; and
(c) any loss, damage to property, personal injury or death suffered by the Sitter or any third party during the performance of the Sitter’s services.
10. TERM AND TERMINATION
10.1. This Agreement shall take effect from the Effective Date and shall continue until performed unless terminated earlier in accordance with this Agreement.
10.2. Either Party may terminate this Agreement with immediate notice in writing if the other Party (the “Breaching Party”) commits a material breach of this Agreement and:
(a) the breach is incapable of being remedied; or
(b) if the breach is capable of being remedied, the Breaching Party fails to remedy such a breach within fourteen (14) days of the other Party notifying the Breaching Party of such a breach.
10.3. Termination of this Agreement shall be without prejudice to any rights of either Party which may have accrued up to the date of such termination and the rights to terminate this Agreement are not intended to be exclusive but shall be in addition to every other remedy or right now or hereafter existing including the right to recover damages and to a decree requiring any appropriate performance required by this Agreement.
10.4. If the Agreement is terminated prior to the payment of the Service Fees by the Customer to the Company, the Customer shall reimburse the Company for all costs incurred for any work done up to the effective date of termination, including any work in progress, and remain liable for any other outstanding sums owed to the Company. The aforementioned sums shall be due and payable immediately upon termination of the Agreement and the Customer shall pay the same within five (5) days from the effective date of termination of the Agreement.
10.5. Any provision of this Agreement that expressly or by implication is intended to come into or continue in force on or after termination or expiry of this Agreement shall remain in full force and effect.
11.1. For the term of this Agreement and for a period of six (6) months thereafter, the Customer agrees that it shall not:
(a) whether directly or indirectly, solicit, induce or entice, or attempt to solicit, induce or entice any Sitter away from the Company whether directly or indirectly, solicit, induce or entice, or attempt to solicit, induce or entice (for example, in transacting or making arrangements privately without the knowledge of the Company or inducing the Sitter to terminate his/her relationship with the Company);
(b) shall not use any personal data or information obtained through the Services to contact the Sitter for any purpose other than in connection with this Agreement; and
(c) offer, provide or accept any Private Engagements with a Company-sourced Sitter.
11.2. For the purposes of this Agreement:
(a) “Company-sourced Sitter” means a Sitter that was first introduced to, and/or sourced or engaged by, the Customer through the Services provided under this Agreement; and
(b) “Private Engagement” means any arrangement, engagement and/or transaction for Sitter related services made by and between the Customer and a Company-sourced Sitter privately and externally without the assistance of the Company.
12. GOVERNING LAW AND DISPUTE RESOLUTION
12.1. This Agreement shall be governed by and construed in accordance with the laws of the Republic of Singapore.
12.2. Any dispute as to any matter arising under, out of or in connection with this Agreement (including but not limited to any question regarding its existence, validity or termination) shall be referred to and finally and exclusively determined by arbitration in Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration Centre for the time being in force, which rules are deemed to be incorporated by reference in this Clause. The Tribunal shall consist of one arbitrator to be appointed by the Chairman of the Singapore International Arbitration Centre. The language of the arbitration shall be English. The award by the arbitrator shall be valid, final and binding on each of the Parties. The Parties shall have the right to seek interim injunctive relief from a court of competent jurisdiction, both before and after the arbitrator has been appointed, at any time up until the arbitrator has made its final award.
13. ENTIRE AGREEMENT
13.1. This Agreement (including any Schedules, Exhibits and Annexures and other documents agreed to by the Parties in writing, amplifying or modifying this Agreement attached hereto, which are incorporated herein by reference) is the final, complete and exclusive agreement of the Parties with respect to the subject matter hereof and supersedes (i) all prior or contemporaneous representations, discussions, proposals, negotiations, conditions, communications and agreements, whether written or oral, between the Parties relating to the subject matter hereof; and (ii) all past courses of dealing or industry custom. No modification of or amendment to this Agreement shall be effective unless in writing and signed by each of the Parties.
14. FORCE MAJEURE
14.1. In no event shall the Company be responsible or liable for any failure or delay in the performance of its obligation hereunder arising out of or caused by, directly or indirectly, forces beyond its control, including, without limitation, strikes, work stoppages, accidents, acts of war or terrorism, civil or millitary disturbances, nuclear or natural catastrophes or acts of God, epidemics or pandemics.
15.1. Notwithstanding that the whole or any part of any provision of this Agreement may prove to be illegal or unenforceable, the other provisions of this Agreement and the remainder of the provision in question shall remain in full force and effect.
16.1. This Agreement may be executed in counterparts, all of which shall be construed together and shall constitute one agreement between the Parties.
17.1. Nothing in this Agreement creates a joint venture, relationship of partnership or agency or employment between the Parties. Accordingly, except as expressly authorised under this Agreement neither Party has authority to pledge the credit of or make any representation or give any authority to contract on behalf of another party. Neither the Company nor any member of the Company’s employees or any Sitter shall be construed as being an employee of the Customer by virtue only of this Agreement or the performance of the Company’s obligations under this Agreement.
18. CONTRACTS (RIGHTS OF THIRD PARTIES)
18.1. This Agreement does not create any right under the Contracts (Rights of Third Parties) Act 2001, which is enforceable by any person who is not a party to it.
19. CUMULATIVE REMEDIES
19.1. The provisions of this Agreement, and the rights and remedies of the Parties under this Agreement are cumulative and are without prejudice and in addition to any rights or remedies a Party may have in law or in equity; no exercise by a Party of any one right or remedy under this Agreement, or at law or in equity, shall (save to the extent, if any, provided expressly in this Agreement or at law or in equity) operate so as to hinder or prevent the exercise by it of any other such right or remedy.
20.1. No failure or delay by a party to exercise any right or remedy provided under this Agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
21.1. Any notice, request, waiver, consent or approval shall be in writing and in English language and shall be deemed to have been duly given or made when it is delivered by hand or by prepaid registered post, facsimile or email to the Party to which it is required or permitted to be given and made at such Party’s address which it is intended to be given, or such other address as shall have been notified to the other Party in accordance with this Clause; and
(a) if posted, shall be deemed to have been received three (3) days after the date of posting or, in the case of a notice to an addressee not in the country of the sender, seven (7) days after the date of posting;
(b) in the case of facsimile or other electronic transmission, upon confirmation of complete receipt being given by the intended recipient party; or
(c) if delivered by hand, on delivery.
22.1. The Company may at any time, without notice to the Customer, set off any liability of the Customer to the Company against any liability of the Company to the Customer, whether either liability is present or future, liquidated or unliquidated, and whether or not either liability arises under this Agreement. If the liabilities to be set off are expressed in different currencies, the Company may convert either liability at a market rate of exchange for the purpose of set-off. Any exercise by the Company of its rights under this clause shall not limit or affect any other rights or remedies available to it under this Agreement or otherwise.
23.1. No variation of this Agreement shall be effective unless it is in writing and signed by the Parties (or their authorised representatives).
24. FURTHER ASSURANCE
24.1. At its own expense, each party shall, and shall use all reasonable endeavours to procure that any necessary third party shall, promptly execute and deliver such documents and perform such acts as may reasonably be required for the purpose of giving full effect to this Agreement.