Terms of Service

TeamJara (Skilled People Services Ltd)

Effective Date: October 16, 2025
Last Updated: October 16, 2025
Version: 1.0

1. Introduction and Acceptance

1.1 About These Terms

These Terms of Service ("Terms") constitute a legally binding agreement between Skilled People Services Ltd, trading as TeamJara ("we," "us," "our," or "TeamJara"), and you ("Client," "you," or "your") governing your use of our managed staffing services.

Our registered office is located at: Henleaze House, Henleaze, Bristol BS9 4PN, United Kingdom.

1.2 Acceptance of Terms

By engaging our services, signing a Service Agreement, or making payment for our services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy.

1.3 Authority to Accept

You represent and warrant that you have the legal authority to enter into this agreement on behalf of your organization (if applicable) and that you are at least 18 years of age.

2. Service Description

2.1 What TeamJara Provides

TeamJara is a managed staffing service providing guaranteed analyst capacity through professionally trained personnel (Analysts) who perform non-customer-facing administrative and operational tasks on behalf of our Clients.

Our service includes:

Dedicated Analyst Capacity: Access to trained Analysts who work on tasks assigned by you
UK Delivery Management: Oversight, quality assurance, and communication managed by UK-based delivery managers
Flexible Hour Allocation: Contracted hours that can be deployed according to your business needs
Guaranteed Availability: Continuous service delivery with coverage for holidays, sickness, and staff turnover
Professional Infrastructure: Analysts working from secure, professional office environments

2.2 What TeamJara Does NOT Provide

Our service is not:

Customer-facing support or direct client interaction on your behalf
Independent consulting or advisory services
A replacement for strategic or senior-level decision-making
Guaranteed outcomes or business results
24/7 emergency response services (unless specifically contracted)
Data processing or storage outside your systems

2.3 Service Delivery Model

Employment Relationship: All Analysts are employed, managed, and supervised by TeamJara. We retain full responsibility for employment, HR, compliance, and contractual obligations relating to our staff.

Your Supervision: While we employ the Analysts, you direct their daily work activities within your systems and processes. Analysts operate under your authority in accordance with Article 29 of UK GDPR.

Work Environment: All work is performed within your controlled systems and infrastructure. TeamJara does not store, process, or transfer any of your data to our systems.

3. Service Agreements and Contracting

3.1 Service Agreement Required

Use of TeamJara's services requires a signed Service Agreement ("Agreement") that specifies:

Contracted hours (weekly, monthly, or annual allocation)
Service commencement date and initial term
Pricing and payment terms
Specific service requirements or restrictions
Any additional terms agreed between parties

3.2 Service Packages

We offer flexible service packages based on your needs:

Part-Time Support: 10-20 hours per week
Half-Time Support: 20-25 hours per week
Full-Time Equivalent: 35-40 hours per week
Custom Allocations: Annual hour banks or project-based allocations

3.3 Hour Allocation and Usage

Flexibility: Within your contracted allocation, you may use hours flexibly across weeks or months (e.g., 10 hours one week, 30 hours the next), subject to reasonable notice and scheduling.

Unused Hours: Unused hours within a billing period do not automatically roll over unless specified in your Service Agreement. We encourage regular usage to maximize value.

Exceeding Allocation: Hours used beyond your contracted allocation will be billed at the overage rate specified in your Agreement. We will notify you when approaching your hour limit.

4. Client Responsibilities

4.1 System Access and Onboarding

You agree to:

Provide necessary access to systems, tools, and platforms required for Analysts to perform assigned tasks
Supply login credentials, training materials, and documentation
Ensure appropriate permissions and security protocols are in place
Designate a primary point of contact for TeamJara communication

4.2 Task Assignment and Direction

You are responsible for:

Clearly defining tasks and priorities
Providing adequate instruction and guidance
Setting realistic expectations for task completion
Communicating changes to requirements or processes
Responding to Analyst queries in a timely manner

4.3 Data Protection and Security

You remain the Data Controller for any personal data accessed by Analysts. You agree to:

Ensure Analysts only access data necessary for assigned tasks
Maintain appropriate security measures within your systems
Notify us immediately of any suspected data breaches or security incidents
Ensure your systems comply with applicable data protection laws

4.4 Acceptable Use

You agree not to:

Assign tasks that involve direct customer-facing interactions (unless agreed in writing)
Request Analysts to perform illegal, unethical, or unsafe activities
Attempt to directly employ or solicit our Analysts for 12 months following service termination
Share Analyst credentials or access with unauthorized third parties
Hold Analysts personally liable for errors or omissions (all liability rests with TeamJara)

5. Pricing, Billing, and Payment

5.1 Service Fees

Service fees are specified in your Service Agreement and are based on:

Contracted hours (weekly, monthly, or annual allocation)
Service tier (part-time, full-time equivalent, custom)
Any additional services or premium support

5.2 Billing Cycle

Monthly Billing: Invoices issued at the beginning of each month for the contracted period
Payment Terms: Net 30 days from invoice date
Currency: All fees are quoted and payable in British Pounds Sterling (GBP)

5.3 Payment Methods

Bank transfer (BACS)
Direct Debit (subject to setup)
Credit/Debit card (via Stripe)
Other methods as agreed in writing

5.4 Late Payment

Late payment may result in:

Interest charged at 4% above Bank of England base rate per annum
Suspension of services until payment is received
Termination of Agreement for persistent late payment
Debt recovery action and associated costs

5.5 Price Changes

We reserve the right to adjust pricing with 60 days' written notice. Price increases will not apply to hours already contracted and paid for.

6. Service Levels and Performance

6.1 Service Availability

Standard Hours: Analysts are available during UK business hours (Monday-Friday, 9:00 AM - 6:00 PM GMT), unless otherwise agreed.
Extended Hours: Extended or weekend coverage can be arranged by mutual agreement and may incur additional fees.
Guaranteed Delivery: We guarantee continuous service delivery with coverage for Analyst absences (holidays, sickness, etc.) at no additional cost to you.

6.2 Response Times

Task Assignment Response: We aim to acknowledge new task requests within 4 business hours during standard hours.
Urgent Requests: Priority/urgent tasks (as defined in your Agreement) will be addressed according to agreed Service Level Agreements (SLAs).

6.3 Quality Standards

Providing trained Analysts familiar with common business tools and processes
Ongoing quality monitoring and performance reviews
Addressing quality concerns promptly and transparently
Replacing Analysts if performance consistently fails to meet agreed standards

6.4 Continuous Improvement

We conduct regular service reviews and welcome feedback to improve service quality and efficiency.

7. Data Protection and Confidentiality

7.1 GDPR Compliance

TeamJara operates in full compliance with UK GDPR and the Data Protection Act 2018. Our detailed GDPR compliance framework is available at teamjara.co.uk/gdpr-compliance.

Analysts operate under your authority as Data Controller (Article 29 UK GDPR)
TeamJara is not a sub-processor under UK GDPR
All work occurs within your controlled systems
No client data is stored or processed on TeamJara infrastructure

7.2 Confidentiality Obligations

We treat all information accessed during service delivery as strictly confidential. All Analysts sign confidentiality agreements before assignment.

Confidential Information includes:

Business strategies, plans, and operations
Client lists and customer data
Financial information and pricing
Proprietary processes and methodologies
Any information marked or reasonably understood as confidential

Confidentiality obligations do not apply to information that:

Is publicly available through no fault of TeamJara
Was already known to TeamJara prior to engagement
Is required to be disclosed by law or regulatory authority

7.3 Data Security Measures

Multi-factor authentication (MFA) for all system access
Enterprise-grade VPN for encrypted communications
Antivirus and threat monitoring on all devices
Regular GDPR and information security training for all Analysts
Access controls and activity logging

7.4 Data Breach Notification

We will notify you immediately upon becoming aware
We will cooperate fully with investigation and remediation efforts
We will document the incident in accordance with GDPR requirements

8. Intellectual Property

8.1 Your Intellectual Property

All intellectual property, materials, and content provided by you remain your exclusive property. We claim no ownership rights over your:

Systems and software
Customer data and business information
Processes and methodologies
Branding and trademarks

8.2 Work Product Ownership

Any work product, documents, reports, or materials created by Analysts during service delivery are your property and are provided as part of the service. You own all rights, title, and interest in such work product.

8.3 TeamJara Intellectual Property

TeamJara retains all rights to:

Our service delivery methodologies and processes
Training materials and internal documentation
Our branding, trademarks, and website content
Any tools or systems we develop independently

9. Limitation of Liability

9.1 Service Limitations

We provide administrative and operational support services. We do not guarantee specific business outcomes or results
We do not accept liability for your business decisions based on Analyst work
We do not warrant that services will be error-free or uninterrupted
We do not assume responsibility for the accuracy of information you provide to Analysts

9.2 Liability Cap

To the maximum extent permitted by law, our total aggregate liability to you for any claims arising from or related to these Terms or our services, whether in contract, tort (including negligence), or otherwise, shall not exceed the total fees paid by you to TeamJara in the 12 months preceding the claim or £10,000, whichever is less.

9.3 Exclusions

We are not liable for:

Indirect, incidental, special, consequential, or punitive damages
Loss of profits, revenue, data, or business opportunities
Business interruption or reputational harm
Damages arising from your failure to follow our recommendations or best practices
Damages caused by third-party systems, services, or failures beyond our control
Issues arising from your use of Analyst work product

9.4 Exceptions to Limitations

Nothing in these Terms excludes or limits liability for:

Death or personal injury caused by our negligence
Fraud or fraudulent misrepresentation
Gross negligence or willful misconduct
Any other liability that cannot be excluded or limited under UK law

9.5 Insurance

TeamJara maintains professional indemnity insurance coverage of £1,000,000. Proof of insurance is available upon request.

10. Term and Termination

10.1 Initial Term

The initial term of service is specified in your Service Agreement (typically 3, 6, or 12 months).

10.2 Renewal

Unless either party provides written notice of non-renewal at least 30 days before the end of the current term, the Agreement will automatically renew for successive periods equal to the initial term.

10.3 Termination for Convenience

Either party may terminate the Agreement for any reason with 60 days' written notice after the initial term has been completed.

Early Termination: If you terminate before the end of the initial term without cause, you remain responsible for payment of contracted fees for the remainder of the term (or as specified in your Agreement).

10.4 Termination for Cause

Either party may terminate immediately upon written notice if:

The other party materially breaches these Terms and fails to remedy within 14 days of written notice
The other party becomes insolvent, enters administration, or ceases trading
Continued performance would violate applicable law

10.5 Effect of Termination

You must immediately cease assigning new tasks to Analysts
All outstanding invoices become immediately due and payable
We will return or destroy any confidential information as you direct
All access credentials and system permissions will be revoked
Unused contracted hours are forfeited (non-refundable)

10.6 Survival

The following provisions survive termination: Payment Obligations, Confidentiality, Intellectual Property, Limitation of Liability, Indemnification, and Dispute Resolution.

11. Warranties and Disclaimers

11.1 Our Warranties

Services will be performed with reasonable skill and care
Analysts will be appropriately trained for assigned tasks
We will comply with applicable laws and regulations
We maintain appropriate insurance coverage

11.2 Your Warranties

You have authority to enter into this Agreement
Your use of our services complies with all applicable laws
You will not use services for unlawful or prohibited purposes
Information provided to us is accurate and complete

11.3 Disclaimer of Other Warranties

EXCEPT AS EXPRESSLY STATED IN THESE TERMS, OUR SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.

We specifically disclaim:

Warranties of merchantability or fitness for a particular purpose
Warranties that services will meet your specific requirements
Warranties that services will be uninterrupted or error-free
Any warranties arising from course of dealing or usage of trade

12. Indemnification

12.1 Your Indemnification Obligations

You agree to indemnify, defend, and hold harmless TeamJara, our employees, Analysts, and agents from any claims, damages, losses, liabilities, and expenses (including reasonable legal fees) arising from:

Your breach of these Terms
Your violation of any law or regulation
Your misuse of our services
Infringement of third-party rights caused by your content or instructions
Your failure to comply with data protection laws as Data Controller

12.2 Our Indemnification Obligations

TeamJara agrees to indemnify you against claims arising from:

Our breach of these Terms
Our gross negligence or willful misconduct
Infringement of third-party intellectual property rights by our proprietary materials

12.3 Indemnification Process

The indemnified party must promptly notify the indemnifying party of any claim
Cooperate reasonably in the defense
Allow the indemnifying party to control the defense and settlement (with approval for settlements affecting the indemnified party)

13. Force Majeure

13.1 Excused Performance

Neither party shall be liable for failure or delay in performance due to circumstances beyond reasonable control, including:

Acts of God (natural disasters, pandemics, severe weather)
War, terrorism, civil unrest, or government actions
Strikes, labor disputes, or supply chain disruptions
Failure of telecommunications, internet, or power infrastructure
Cyberattacks or system failures not caused by negligence

13.2 Obligations During Force Majeure

The affected party must notify the other party promptly of the force majeure event
Use reasonable efforts to mitigate the impact
Resume performance as soon as reasonably possible

13.3 Prolonged Force Majeure

If a force majeure event continues for more than 30 consecutive days, either party may terminate the Agreement upon written notice without penalty.

14. Dispute Resolution

14.1 Good Faith Negotiations

Before initiating formal dispute resolution, both parties agree to attempt resolution through good faith negotiations for at least 30 days.

14.2 Mediation

If negotiations fail, both parties agree to attempt mediation through a mutually acceptable mediator before pursuing litigation or arbitration.

14.3 Governing Law

These Terms are governed by and construed in accordance with the laws of England and Wales, without regard to conflict of law principles.

14.4 Jurisdiction

Both parties submit to the exclusive jurisdiction of the courts of England and Wales for resolution of any disputes arising from these Terms.

14.5 Legal Fees

In any legal proceeding, the prevailing party may be entitled to recover reasonable legal fees and costs as determined by the court.

15. General Provisions

15.1 Entire Agreement

These Terms, together with your Service Agreement and our Privacy Policy, constitute the entire agreement between parties and supersede all prior agreements, understandings, and communications (written or oral).

15.2 Amendments

We reserve the right to modify these Terms at any time. Material changes will be communicated with at least 30 days' notice. Continued use of services after changes take effect constitutes acceptance.

For existing Service Agreements, amendments apply upon renewal unless you object in writing.

15.3 Assignment

You may not assign your rights or obligations under these Terms without our prior written consent.

We may assign these Terms to a successor entity in connection with a merger, acquisition, or sale of assets, provided service quality is maintained.

15.4 Subcontracting

TeamJara may subcontract services to qualified third parties, but we remain fully responsible for service delivery and performance.

15.5 Independent Contractors

The parties are independent contractors. Nothing in these Terms creates an employment relationship, partnership, joint venture, or agency relationship.

15.6 No Third-Party Beneficiaries

These Terms are solely for the benefit of the parties. No third party has any right to enforce or benefit from these Terms.

15.7 Waiver

Failure to enforce any provision does not constitute a waiver of that provision or any other provision. Waivers must be in writing to be effective.

15.8 Severability

If any provision is found to be unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible. The remaining provisions remain in full force and effect.

15.9 Notices

All notices must be in writing and delivered via:

Email to: legal@teamjara.co.uk (for TeamJara) or your designated email
Registered mail to the addresses specified in the Service Agreement

Notices are deemed received:

Immediately if by email (during business hours)
3 business days after posting if by registered mail

15.10 Relationship with Other Documents

In the event of conflict between these Terms and your Service Agreement:

Service Agreement takes precedence for service-specific terms (hours, pricing, specific deliverables)
These Terms govern all other matters

16. Definitions

"Analyst" means a TeamJara employee assigned to provide services under your Service Agreement.
"Client" means the individual or organization engaging TeamJara's services.
"Confidential Information" means non-public information disclosed by one party to the other.
"Data Controller" has the meaning set out in UK GDPR.
"Service Agreement" means the signed agreement between TeamJara and Client specifying service details, hours, and pricing.
"Services" means the managed staffing and analyst capacity services provided by TeamJara.
"UK GDPR" means the General Data Protection Regulation as retained in UK law following Brexit.

17. Contact Information

For questions about these Terms:

TeamJara (Skilled People Services Ltd)
Henleaze House, Henleaze
Bristol BS9 4PN
United Kingdom

Email: compliance@teamjara.co.uk
General Inquiries: support@teamjara.co.uk
Data Protection: compliance@teamjara.co.uk
Company Registration Number: 15240672
ICO Registration Number: ZC010459

18. Acknowledgment

By engaging TeamJara's services, you acknowledge that:

You have read and understood these Terms of Service
You agree to be bound by these Terms and all incorporated policies
You have the authority to enter into this agreement
You understand the scope and limitations of our services

Thank you for choosing TeamJara. We look forward to supporting your business operations.

Document Version: 1.0
Effective Date: October 16, 2025
Last Reviewed: October 16, 2025
Next Review Date: April 16, 2026