Terms

OWNERSHIP

Impecca's Materials. Impecca shall exclusively own all rights, title and interest in and to any processes, methodologies, techniques, data, information, software and materials of any kind used by Impecca and/or its personnel in connection with the provision of the Services and delivery of Supplies including all Impecca Confidential Information (as defined below), worldwide copyrights, trademarks or service marks, moral rights, trade secret rights, know-how and any other intellectual property rights therein, and any improvements thereto (collectively “Impecca”). Customer shall have no rights in the Impecca's Materials except as expressly agreed to in writing by the parties.

START OF AGREEMENT

The agreement between the Customer and Client enters into effect as soon as the Customer schedules services on his Myimpecca dashboard.

INSURANCE

The Customer is fully aware of the terms of Impecca's liability insurance.

ACCESS PREMISES

Customer shall: (i) provide Impecca with full access to Customer’s premises and provide the nec-essary number of keys, fobs, access cards, access codes, security codes, alarm codes or other means of access , necessary authorization as well as access instructions, including preferred ac-cess points, as required by Impecca for the sole purpose of the performance of the Services and delivery of the Supplies We may access your premises during scheduled services. In addition, for the effects of quality assurance, we may access your premises from time to time without notice on days where service was not scheduled. This process is necessary for quality control purpose. Client understands that if more cleaners are assigned to your account as a result of changes in time assigned, you will provide us with the corresponding additional key sets.

EQUIPMENT

The Customer understands and agrees that he is not allowed to use equipment belonging to Im-pecca's without it's consent.

PRICES CHANGES (IF NECESSARY)

The customer understands that requesting additional tasks or instructions in your cleaning service or handymen service may result in extending the duration of the sessions. Any additional charges will be confirmed with the Office Manager We utilize client's office information to determine the best cleaning service for their space. This directly impacts pricing, technology, staffing, etc. As client's office grows and evolves, the client is responsible to keep Impecca in the loop regarding the changes happening in client's space. This information includes, but it is not limited to: square footage, number of employees, number of bathrooms, new appliances, change in access instructions, etc.

FREE CLEANING PROMOTION CONDITIONS

First free cleaning promotion has a terminated term - the client is in obligation to verify with Im-pecca operators if the term is valid at the time of customer's request. Impecca has the right to stop this promotion at any time. This promotion only applies to customers who require recurrent cleaning provided by Impecca. This promotion can be refused to customers who are deemed incompatible with Impecca's mar-ket. This offer applies only to new customers and is restricted to the first cleaning only.

SUPPLIES

The customer understands and agrees that any products which have been ordered will only be delivered on the scheduled cleaning days. The customer acknowledges that the prices of the products are subject to changes at anytime due to prices fluctuations on the supplier's side. Impecca has the right to cancel the supply of certain products at any time.

PUBLICITY

Customer acknowledges that Impecca, at its own expense, reserves the right to refer to Custom-ers and utilize Customers’ logos and trademarks in promotional materials, press releases, adver-tisements, and other public disclosures, solely as a reference to representative customers of Im-pecca. (is this a heading, should it be capitalized?) Marketing communications and opt-out. Impecca may provide promotional information to the Customer on a regular basis, including via email or any other means of electronic communication. The Customer may opt out of these communications by sending an email to info@myimpecca.com We may leave gifts, instructions, advertisements or any other promotional or instructional material inside offices and at desk spaces. You can contact Impecca if you prefer that gifts and promotions are not left at your space.

CUSTOMER'S DASHBOARD RESPONSIBILITIES

The customer has only one account in the MyImpecca account for the whole office.

NON-SOLICITATION

None of Customer or any of its affiliates shall directly or indirectly solicit or hire any employee or sub-contractor of Impecca or any of their affiliates during the term of any Agreement and for a pe-riod of six (6) months following its expiration or termination, without prior written approval of Im-pecca. The Customer acknowledges and agrees that Impecca has invested significant time and resources in the hiring, training and management of its employees and contractors and such amount fairly represents the damages that would be sustained by Impecca due to a breach of this clause. In the event of a breach of this Section 13 by the Customer, Customer shall pay a stand-ard recruiting fee equal to 20% of the employee’s annual salary. This non-solicitation provision does not apply to Third Party Services.

NETWORK DELAYS

The Online Platform, Services and any software used by Impecca may be subject to limitations, delays, and other problems inherent in the use of the internet, telecommunications, networks and electronic communications. Impecca is not responsible for any delays, delivery failures, or other damage resulting from such problems.

INCIDENTS, PROBLEM REPORTING

Any lockout incident may result in a charge of up to the full cost of the scheduled session. In case you report a service-related issue, we will open an investigation and will respond with a corrective plan before the next session (for a recurrent service) or within two business days (for non-recurrent services).

IMPECCA EMPLOYEES

It is understood, that during the length of the service, Customers will treat Impecca employees with respect and without discrimination. Impecca reserves the right to exchange assigned cleaners or handymen at their discretion. It is the responsibility of the Customer to prevent unfavourable working conditions for our em-ployees. This includes busy rooms, inaccessible spaces, security restrictions, among others. Customers may request changes in Operators by notifying your Impecca Manager with at least one business day.

PAYMENT TERMS

The Customer acknowledges Impecca right to be paid for all services provided, and that legal consequences could occur if there is a failure of payment after the payment due date.

TERM AND TERMINATION

Term. These Terms shall remain in force and effect for as long as the applicable Agreement is in effect. Termination for Convenience. Unless otherwise set forth in an Agreement, any Agreement may be terminated for convenience by either party by giving seven (7) days prior written notice to the other party; provided that Customer shall continue to be responsible for any and all Fees incurred for any and all Services and/or Supplies ordered prior or during the notice period. Termination for Cause. Each party shall have the right to terminate any Agreement at any time by written notice to the other party if the other party breaches any material term of these Terms and/or an Agreement, including, but not limited to the failure of Customer to timely pay in full any Fees or any other expenses payable to Impecca pursuant to these Terms and the applicable Agreement, and fails to cure such breach within three (3) days after receipt of written notice thereof. In the event of a probable breach of the Agreement by the Customer or any of its representatives, Impecca reserves the right to (i) modify or discontinue, temporarily or permanently, the Services (or any part thereof) and (ii) refuse any and all current and future use of the Online Platform or suspend or terminate the Customer’s account (or any part thereof) on the Online Platform. Im-pecca shall not be liable to the Customer or any third party for modification, suspension or dis-continuation of the Service. Impecca will use good faith and reasonable efforts to provide notice to the Customer prior to suspension or termination of its account by Impecca. Effect of Termination. Upon the expiration or termination of any Agreement: (i) each party will promptly return to the other party all Confidential Information, keys, fobs, iPads, or any other de-vice provided by the other party, or at the other party’s request, destroy all Confidential Infor-mation of the other party in its possession or control; and (ii) unless otherwise set forth in an Agreement, Customer shall pay all accrued and unpaid Fees and other expenses incurred through and including the effective date of such expiration or termination of the applicable Agree-ment(s).

MODIFICATIONS OF TERMS

Modification of Terms. Impecca may amend or modify these Terms from time to time. Impecca may, at its sole discretion, provide Customer with written notice of any such changes, revisions, amendments or modifications, provided, however that any such changes, revisions, amendments or modifications shall become effective without any further action by any party and that they shall not apply to any Agreement prior to the effective date of such changes, revisions, amendments or modifications.

OTHER

From time to time, Impecca may not be able to accommodate specific tasks, instructions or re-quests. In the event of these situations, Impecca will inform the Customer of alternative options (if applicable).